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# UNIVERSAL REGISTRATION DOCUMENT

2024

Including the Annual Financial Report and the Integrated Report

SAINT-GOBAIN

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# UNIVERSAL REGISTRATION DOCUMENT

# 2024

INCLUDING THE ANNUAL FINANCIAL REPORT

AND THE INTEGRATED REPORT

RECORDED
FOR INTERNATIONAL
ANNUAL
FUNDS
INTEGRATED REPORT

ANIF

On March 12, 2025, the French version of this Universal Registration Document was filed with the French Financial Markets Authority (Autorité des marchés financiers, AMF), the competent authority pursuant to (EU) Regulation No. 2017/1129, without prior approval, in accordance with Article 9 of said regulation.

The French version of this Universal Registration Document may be used for the purposes of a public offer of securities or the admission of securities to trading on a regulated market if it is supplemented with a securities note and, if required, a summary note, as well as all updates made to the Universal Registration Document. The whole is then approved by the AMF in accordance with (EU) Regulation No. 2017/1129.

This version of the Universal Registration Document cancels and replaces the previous version filed with the French Financial Markets Authority (Autorité des marchés financiers, AMF) and posted on the Saint-Gobain website on March 12, 2025. The changes made are as follows:

- Change in section 3.2.3.B, chapter 3, p.138: "glass manufacturing business" changed to "glass processing activities"; "by" becomes "in" in the following sentence "In 2024, €251 million had been invested in capital expenditure and R&amp;D related to the carbon roadmap".
- Changes in section 3.2.4, chapter 3, tables p.142 and p.143: correction of scope 3 emissions for 2023 (p.142); of "Other indirect GHG emissions (scope 3*)"; of "Total GHG emissions (scope 1+2+3*) - market based" for 2023; of the "Scope 3* GHG emissions intensity on Group revenue" for 2023; of the "GHG emissions intensity (scope1+2+3* per net revenue) - market based" for 2023 and change of unit of measurement for 2023 and 2022 in the "Emissions intensity" section of the table.
- Changes to the table presenting major shareholders in section 7.1.4, chapter 7, p.362: correction in the row "other shareholders" for 2024, 2023 and 2022 and correction of the percentages of share capital and voting rights held by BlackRock; Correlative correction of the percentages of BlackRock's holdings in section 5.1.1.C, chapter 5, p.258 and p.259.
- Change in section 7.1.9, chapter 7, p.364: correction of a clerical error, "155 billion US dollars" becoming "155 million US dollars".

This Universal Registration Document is a reproduction in PDF format, translated in English, of the official version of the universal registration document established in ESEF (European Single Electronic Format), available on the AMF website: https://www.amf-france.org/en. This reproduction is available on our website www.saint-gobain.com.

It is not a binding document. In the event of a conflict of interpretation, reference should be made to the French version which is the original text. The auditors' report applies to the French version of the Management Report and the financial statements.

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SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

# TABLE OF CONTENTS

## 1 INTEGRATED REPORT
2
- Message from the Chairman and CEO 4
- A robust Group 6
- A sustainable, high performance Group 32
- A committed Group 52
- Appendices 76

## 2 A SUSTAINABLE AND EFFICIENT GROUP
80
- 2.1 Capitalize on our assets 82
- 2.2 Outperforming the markets 90

## 3 A COMMITTED GROUP
104
- SUSTAINABILITY REPORT 104
- Sustainability stakes integrated into strategy 107
- A decarbonated home 122
- More performance with less 146
- A better living 164
- Cross-reference table for the Sustainability Report 195
- Classification of activities according to the European regulatory framework for defining environmentally sustainable economic activities 210
- CSR information 219

## 4 2024 RESULTS AND OUTLOOK FOR 2025 AFR
234
- 4.1 Record operating margin and free cash flow 236
- 4.2 Successful strategic execution 237
- 4.3 Group operating performance 238
- 4.4 Segment performance (like-for-like sales) 239
- 4.5 Financial results 243
- 4.6 Attractive shareholder return policy 245
- 4.7 2025 outlook and strategic priorities 245

## 5 CORPORATE GOVERNANCE
246
- 5.1 Composition and operation of the governing bodies 248
- 5.2 Compensation of the management and governing bodies 280
- 5.3 Company stock traded by corporate officers 322
- 5.4 Report of the Board of Directors on corporate governance (Articles L. 225-37 and seq. and L. 22-10-10 and seq. of the French Commercial Code) 323
- 5.5 Statutory Auditors' special report on related-party agreements 324

## 6 RISKS AND CONTROL AFR
326
- 6.1 Risk factors 328
- 6.2 Internal control 339

## 7 CAPITAL AND OWNERSHIP STRUCTURE AFR
356
- 7.1 Capital stock 358
- 7.2 Stock market information/ Securities market 365
- 7.3 Information policy and financial calendar 370
- 7.4 Dividends 372

## 8 FINANCIAL AND ACCOUNTING INFORMATION AFR
374
- 8.1 2024 Consolidated Financial Statements 376
- 8.2 Statutory Auditors' report on the consolidated financial statements 440
- 8.3 Compagnie de Saint-Gobain 2024 annual financial statements (parent company) 444
- 8.4 Statutory Auditors' report on the financial statements 468
- 8.5 Management report - Compagnie de Saint-Gobain annual financial statements 472
- 8.6 Five-year financial summary 475

## 9 ADDITIONAL INFORMATION AND CROSS-REFERENCE TABLES AFR
476
- 9.1 Additional information 478
- 9.2 Cross-reference tables 485
- 9.3 Other information environment social governance 489
- 9.4 Information on the issuer 500
- 9.5 Glossary 501

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# INTEGRATED REPORT

![img-1.jpeg](img-1.jpeg)

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SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

# TABLE OF CONTENTS

MESSAGE FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER 4

## 1.1 A ROBUST GROUP 6

1.1.1 Saint-Gobain at a glance 8
1.1.2 Looking back on 2024 16
1.1.3 360 years of history 20
1.1.4 The fundamentals 21
1.1.5 Corporate governance 28

## 1.2 A SUSTAINABLE, HIGH PERFORMANCE GROUP 32

1.2.1 The world in which Saint-Gobain is growing 34
1.2.2 Our strategy 36
1.2.3 Operational levers 38
1.2.4 Rigorous allocation of financial resources 41
1.2.5 Sustainable, high performance solutions 42
1.2.6 Our markets 44
1.2.7 Our expertise 50

## 1.3 A COMMITTED GROUP 52

1.3.1 CSR challenges at the heart of our strategy 54
1.3.2 A decarbonated home 58
1.3.3 More performance with less 64
1.3.4 A better living for all 70

## 1.4 APPENDICES 76

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MESSAGE FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

![img-2.jpeg](img-2.jpeg)

# EDITORIAL

## BENOIT BAZIN

CHAIRMAN AND CHIEF EXECUTIVE OFFICER

&gt; "More than ever, sustainable construction is the key to building and renovating quickly and effectively, and to meeting the challenges of population growth and urbanization, climate change and the increasing scarcity of natural resources."

## A CLEAR STRATEGIC VISION

In 2025, Saint-Gobain's strategic vision – to be the worldwide leader in light and sustainable construction – remains more relevant than ever in the face of economic and environmental upheaval. Regardless of political uncertainties, our communities will continue to be affected by major global trends, including the need for decent and affordable housing against a backdrop of population growth and rapid urbanization, as well as climate change and the growing scarcity of natural resources.

Meeting these challenges hinges on devising solutions to decarbonize the construction sector in order to minimize its impact on the environment. This means quickly and effectively building and renovating a sufficient number of buildings to provide everyone with high-performance places of work, education and healthcare. Housing, meanwhile, needs to be comfortable, healthy and resilient to respond to the increasingly extreme impacts of climate change. It must also be economical in terms of energy and resources, and geared to the circular economy.

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MESSAGE FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

Now more than ever, sustainable construction is emerging as an essential response. For Saint-Gobain, this represents both our corporate purpose and an opportunity for long-term growth. The Group is stepping up as a key player in this transformation, fully assuming its leadership role.

## A RESILIENT AND EFFECTIVE MODEL

To address these challenges, and within the context of a constantly changing international environment, the business model we adopted in 2019 has shown itself to be particularly robust. One key strength of Saint-Gobain is its decentralized organizational structure based on autonomous local teams. With 1,100 manufacturing facilities around the world, the Group strives to be as close as possible to its customers, ensuring both responsiveness and efficiency.

What also makes us stand out is our ability to fulfill all of our customers' needs thanks to our unique range of solutions, combining products and services. This holistic approach is made possible by Saint-Gobain's presence throughout the value chain, from materials science and manufacturing to training craftspeople and recycling products.

Our results, both financial and non-financial, confirm the relevance of our strategy. For the fourth year in a row, Saint-Gobain has generated a double-digit operating margin and exceeded all the targets set in 2021 as part of its "Grow &amp; Impact" strategic plan. This approach focused on excellence and responsibility, combined with an attractive return for shareholders, has been applauded by investors and reflected in a net increase in our share price.

## A STRONG GEOGRAPHIC EXPANSION

In 2024, Saint-Gobain continued its geographic expansion with determination. The acquisition of CSR in Australia – the Group's largest transaction in 20 years – has opened up an entire continent for us. With Bailey, we completed our third acquisition in three years in Canada, tripling in size there. These transactions are fully in line with our strategy of balancing our geographic presence around the world and expanding in regions with high potential, particularly due to population growth. Today, two-thirds of our operating income is generated outside Western Europe, illustrating the profound transformation of the Group since 2018, which has seen around 40% of its scope renewed.

In addition, two major acquisitions announced in 2024, Cemix and Fosroc, will further boost our expertise in construction chemicals, a key driver in the decarbonization of infrastructure and the construction sector, and a segment where our sales have increased by a factor of 2.3 in the last five years.

## AN EXEMPLARY GOVERNANCE

This ambitious strategy is based on strong and rigorous governance. Since June 2024, I have had the honor of chairing Saint-Gobain's Board of Directors, following an exemplary managerial transition in keeping with the Group's history. With the arrival of three new directors in 2024 and the proposal of three further nominations at the General Meeting of June 2025, our governance continues to evolve. If these proposals are approved, half of the Board will have been renewed, reinforcing its international nature and its expertise. With the exception of its chairman and employee directors, it will be composed entirely of independent members, with extended powers for the lead director, thus aligning Saint-Gobain with best practices in corporate governance.

## A PROMISING FUTURE

As Saint-Gobain celebrates its 360th anniversary in 2025, it is looking forward to a new era of success, thanks to the outstanding commitment of the 161,000 women and men who keep the Group running worldwide. I would like to express my heartfelt gratitude to them.

![img-3.jpeg](img-3.jpeg)

"Saint-Gobain has changed radically and greatly expanded its geographic presence in high-growth areas. We are also continuing to increase our presence in construction chemicals, an essential lever for the decarbonization of the sector."

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1.1 A

ROBUS

GROUP

![img-4.jpeg](img-4.jpeg)

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![img-5.jpeg](img-5.jpeg)

In 2024, Saint-Gobain continued its development with determination on all continents. Our model is based on the alignment between our purpose, our vision – to be the world leader in light and sustainable construction – and our strategic plan.

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## 1.1.1

## SAINT-GOBAIN AT A GLANCE

A — KEY FIGURES

![img-6.jpeg](img-6.jpeg)

EMPLOYEE COMMITMENT

125,245

employees responded to Saint-Gobain's satisfaction survey, representing a participation rate of 89%.

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![img-7.jpeg](img-7.jpeg)

Pro forma sales in construction chemicals, after the announcement of the acquisition of Fosroc and Ovniver in 2024.

![img-8.jpeg](img-8.jpeg)

## SUSTAINABLE SOLUTIONS

73%

Close to 75% of the Group's sales achieved with sustainable solutions in 2024.

![img-9.jpeg](img-9.jpeg)

## ENVIRONMENTAL PERFORMANCE OF PRODUCTS

![img-10.jpeg](img-10.jpeg)

Proportion of turnover (excluding trading) covered by DPEs (environmental product declarations).

![img-11.jpeg](img-11.jpeg)

## DECARBONATED ENERGY*

67%

of the electricity consumed by the Group is of decarbonated origin. In 2024, the Group signed four Power Purchase Agreements (PPAs) for the supply of renewable energies.

* Decarbonated electricity corresponds to electricity generated from renewable and nuclear sources, excluding electricity supplied by national grids.

![img-12.jpeg](img-12.jpeg)

## OBJECTIVE: 80% REDUCTION IN NON-RECOVERED WASTE BY 2030

Reduction in non-recovered waste in 2024 (compared to 2017, in absolute value).

![img-13.jpeg](img-13.jpeg)

## GREEN BOND

![img-14.jpeg](img-14.jpeg)

In 2024, Saint-Gobain launched its first green bond issue to finance sustainable projects.

![img-15.jpeg](img-15.jpeg)

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# B — A SOLUTION-BASED APPROACH, FOUNDED ON OUR CUSTOMERS' EXPECTATIONS

What makes Saint-Gobain’s approach so original is that it positions itself resolutely as a provider of solutions, supporting its customers in all aspects of a project, from design to the provision of complete and integrated solutions.

## EXAMPLE

Energy renovation of social housing in Limay (France).
Project currently being delivered. Renovation works on the “La Chasse” residence, comprising 8 residential buildings located in an urban area and built in 1971, for a total of 237 housing units.

![img-16.jpeg](img-16.jpeg)
CUSTOMER EXPECTATIONS

By assembling products, systems and services and providing customized support throughout the project, Saint-Gobain has provided an innovative solution (with new installation methods) that is also efficient (with installation time reduced by 30%).

Halving the energy consumption of buildings
![img-17.jpeg](img-17.jpeg)
- A SERVICE complements a system to provide a solution.
- A SYSTEM is a combination of products and/or other systems to meet functional needs.
- A PRODUCT is designed to meet technical and functional requirements. It may itself represent a solution to a problem encountered by the customer, or be assembled with other products to form a system and/or be combined with services.

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Saint-Gobain adopts a customer-centric approach with a view to developing complete and innovative solutions. How does this work in practice? It all begins with a project led by our customer, be it a renovation or new-build project, or the decarbonization of industry or infrastructure. This project generates a global and complex challenge that may have multiple facets in terms of productivity, efficiency, the improvement of logistics, compliance with standards, aesthetics, urban planning, the contribution to sustainable development, or a certification objective. Technically speaking, this is reflected in a series of extremely varied expectations, such as the enhanced lighting of built spaces, optimal fire protection, or the reduction of construction site waste.

To meet this demand, the Group draws on its extensive offering, global presence and innovative power to build a solution. This response may combine products (designed to meet technical and functional requirements), systems (combinations of products and/or other systems) and services. The idea is to bring together all of Saint-Gobain's expertise (see section 1.2.7, pp. 50-51) to assemble a comprehensive offer and propose a solution for the foundations, floors, partitions, openings, ceilings, roofs or facades of a building, both in renovation (see section 1.2.6.A, pp. 44-45) and in new construction (see section 1.2.6.B, pp. 46-47). Saint-Gobain's global dimension plays a key role in this respect, serving to pool resources and share best practices and innovations initiated at the local level. The Group also relies on data collection and analysis, open innovation and co-development with its customers to anticipate their future needs. By working closely with them, the Group develops solutions adapted to the specific challenges of each sector.

This collaborative approach serves to devise bespoke solutions, leveraging the entire scope of Saint-Gobain's portfolio. This approach is exemplified by the Glasroc X range, produced at 26 plants and sold worldwide. This high-performance plasterboard solution for facades and external envelopes is designed to be combined with Isover insulation, Weber mortars, and metal profiles manufactured by Saint-Gobain.

To strengthen the service provided to customers, Saint-Gobain aims to adopt a one-stop-shop approach enabling them to find all the solutions they need in one place.

This approach simplifies the customer journey and improves their overall experience. In this respect, the Group's organization structure, which places the priority on the local level, constitutes a high-value operational driver, as it enables greater agility and in-depth knowledge of each region, along with its regulatory environment and economic fabric.

![img-18.jpeg](img-18.jpeg)

Bringing new functionalities to plasterboard to replace traditional construction methods is the innovation proposed by the Saint-Gobain teams. As an outcome of joint work between the Gorlice (Poland), Litomyśl (Czech Republic) and SGR Paris (research and development center) sites, Adfors coated plasterboard meets the global trend of sustainable construction. The membrane is coated with a technical mineral paste that allows the Glasroc X sheet to be used on the facade thanks to its improved resistance to moisture and UV rays.

To go even further, Saint-Gobain invests in tools, training and programs to help its employees better understand the needs of its customers. The aim is to implement a widespread culture of commercial excellence covering various aspects of the customer relationship, from devising offers and setting prices to digitalizing the customer journey, analyzing margins and seizing opportunities specific to certain markets, such as energy renovation. The objective is to lay the groundwork for greater proximity so as to detect all the customer's needs and respond to them through offers harnessing the entire range of the Group's expertise, and if necessary, third-party solutions.

The advantage of this approach is that it positions Saint-Gobain as a provider of comprehensive solutions for its customers and constitutes a powerful driver of development, differentiation and growth for the Group.

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# C — SAINT-GOBAIN AROUND THE WORLD

The four regions and High Performance Solutions generate value-creating synergies in R&amp;D, marketing, sales and the procurement of raw materials. The Group's organization structure also enables all Saint-Gobain business lines to share information and best practices worldwide and benefit from pooled resources.

![img-19.jpeg](img-19.jpeg)

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# SOUTHERN EUROPE, MIDDLE EAST, AFRICA

![img-20.jpeg](img-20.jpeg)

![img-21.jpeg](img-21.jpeg)

## THIERRY FOURNIER
CEO of the Southern Europe, Middle East, Africa Region

Angola
Belgium
Botswana
Côte d’Ivoire
Egypt
Ethiopia
France
Ghana
Greece
Italy
Jordan
Kenya
Kuwait
Lebanon
Luxembourg
Morocco
Mauritius
Netherlands
Oman
Portugal
Qatar
Spain
Saudi Arabia
South Africa
Tanzania
Turkey
United Arab Emirates
Zimbabwe

# HIGH PERFORMANCE SOLUTIONS

Cutting-edge solutions for global markets: sustainable construction, sustainable mobility, sustainable industry.

![img-22.jpeg](img-22.jpeg)

![img-23.jpeg](img-23.jpeg)

DAVID MOLHO
CEO of High Performance Solutions

# ASIA-PACIFIC

![img-24.jpeg](img-24.jpeg)

![img-25.jpeg](img-25.jpeg)

SANTHANAM B.
CEO of the Asia-Pacific and India Region

![img-26.jpeg](img-26.jpeg)

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# D — OUR CORPORATE PURPOSE

# MAKING THE WORLD A BETTER HOME

In 2020, Saint-Gobain established its corporate purpose, "Making the world a better home". With this corporate purpose, the Group took on its ambition to improve everyone’s lives by making the planet a fairer, more inclusive, more harmonious, healthier and sustainable living space.

Through its business model, generally, and with its solutions, specifically, Saint-Gobain has a tangible impact on the life of every individual and on their living, working, healthcare, educational and mobility environments.

The Group’s corporate purpose is the link between the infinitely small unit of each person’s living space and the infinitely large one of our shared home: the planet.

- Our corporate purpose sets the course for our common future.
- Our corporate purpose reflects who we are.
- Our corporate purpose is a call to action.
- Our corporate purpose is based on values that guide us.

This is the profound ambition of our corporate purpose: to act every day to make the world a more beautiful and more sustainable place in which to live.

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# E — VALUES: SAINT-GOBAIN'S CODE OF ETHICS

The Group bases its development on its corporate purpose and draws on **strong values** firmly rooted in Saint-Gobain's culture: the Principles of Conduct and Action. They constitute the Group's Code of Ethics and **guide our decisions**.

The Principles of Conduct and Action refer explicitly to the applicable conventions of the International Labour Organization (ILO), the International Charter on Human Rights, the guidelines for multinational enterprises of the Organization for Economic Co-operation and Development (OECD), and the OECD's convention on the fight against corruption.

Saint-Gobain has been signed up to the United Nations **Global Compact** since 2003. This reflects the Group's **approach to Corporate Social Responsibility** (CSR), which includes regular communication of its progress in areas covered by the Global Compact. The implementation of the Principles of Conduct and Action is reflected in **policies and commitments** applied by all of its entities in all the countries in which they operate.

The Principles of Conduct and Action are included in the welcome booklets for all Saint-Gobain employees and in most employment contracts (see section 2.1.1.A, p. 82).

```
5 PRINCIPLES
OF CONDUCT

These principles of conduct are the fundamental values that unite managers and employees.

- Professional commitment
- Respect for others
- Integrity
- Loyalty
- Solidarity
```

```
4 PRINCIPLES
OF ACTION

These principles guide the actions of all management and employees in their performance of their duties.

- Respect for the law
- Caring for the environment
- Respect for health and safety at work
- Respect for employee rights
```

![img-27.jpeg](img-27.jpeg)

# FIND OUT MORE

ABOUT SAINT-GOBAIN'S PRINCIPLES OF CONDUCT AND ACTION :
https://www.saint-gobain.com/en/corporate-responsibility/our-pillars/business-ethics

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## 1.1.2

## LOOKING BACK ON 2024

## A — 2024 IN BRIEF

Saint-Gobain continued to grow in 2024, pursuing the implementation of its “Grow &amp; Impact” strategic plan (2021-2025). The Group achieved excellent financial results, in terms of operating margin (11.4% in 2024, i.e. a double-digit margin for the fourth consecutive year), operating income, and earnings per share. Between 2018 and 2024, free cash flow increased from 1.2 billion euros to 4.0 billion euros and ROCE (1) increased from 10.7% to 14.3%.

Saint-Gobain continued to optimize its business portfolio. In 2024, the Group has announced or made 24 acquisitions representing €2.57 billion in revenue and 10 disposals totaling €292 million, in line with its value-creation strategy. Acquisitions made or announced in 2024 include CSR (Australia), Bailey (Canada), Fosroc (mainly in India, the Middle East and Asia), Ovriver (Mexico and Central America) and Kilwaughter (United Kingdom). Consistent with its vision – to be the worldwide leader in light and sustainable construction – Saint-Gobain continued to grow proactively in the field of construction chemicals, (essential for the performance and durability of construction materials, particularly for the decarbonization of the cement and concrete industries), generating revenue of €6.5 billion (2) in this sector.

For the Group, focusing on innovation that addresses the expectations of its customers is vital to bringing them complete solutions and thus providing them with concrete benefits in terms of sustainability and performance. Saint-Gobain is also making progress in minimizing its own environmental footprint, particularly in terms of decarbonization (with a 34% (3) reduction in CO₂ emissions by 2024 compared with 2017 (scopes 1 and 2)) and the preservation of natural resources (for example, with 58% of revenue generated by products covered by a verified LCA or EPD, excluding distribution activity).

![img-28.jpeg](img-28.jpeg)

Regarding organization and employee commitment, the widespread roll-out of the TEC (Trust, Empowerment, Collaboration) culture has helped to define clear expectations in terms of behavior, fostering a respectful and inclusive working environment. In 2024, 89% of employees were proud to work for the Group and 88% felt encouraged to take the initiative.

Saint-Gobain’s successful structural transformation was recognized by the financial markets, with a clear strategic vision and a focus on performance, margin and cash flow. The Group is now well positioned to become a specifier in its key markets, demonstrating increased resilience and rapid and accurate execution. Despite a volatile and uncertain international environment, 2024 was marked by the Group’s significant progress in sustainability and financial performance.

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# B — HIGHLIGHTS OF THE YEAR

&gt; Acting to decarbonize Saint-Gobain's activities and its customers' operations

## February

Saint-Gobain signed a 10-year PPA with Axpo Italia. The contract covers 22 GWh of green electricity per year.

## March

&gt; Saint-Gobain invested in Fortera and Ecocem to develop additives adapted to low-carbon cement and concrete.
&gt; Saint-Gobain started very low-carbon siding production at three US sites. This production reduces scope 1 and 2 emissions by 96%.

## April

Saint-Gobain signed a 5-year PPA with OMV Petrom SA to cover 100% of its electricity needs in Romania.

## October

Saint-Gobain signed a PPA with TotalEnergies to supply its industrial sites in France with 875 GWh of renewable electricity over five years. The contract will take effect in January 2026.

## November

Saint-Gobain signed a PPA for 20 years with Boralex to supply its industrial activities in France with 108 GWh per year. The contract concerns three power plants developed by Boralex.

## Corporate governance

### June

At its General Shareholders' Meeting, Saint-Gobain announced the appointment of three new Directors (Sophie Brochu, Geoffroy Roux de Bézieux, Hélène de Tissot) and the implementation of a new governance structure. The meeting brought together 75.63% of the voting rights.

### November

The Board of Directors of Saint-Gobain decided to propose to the 2025 General Assembly the renewal of the term of office of Benoit Bazin and, with three terms of office coming to an end, the appointment of three new

### independent Directors:

Maya Hari, a Singaporean national, Chief Executive Officer of Terrascope, Antoine de Saint-Affrique, a French national, Chief Executive Officer of Danone, and Hans Sohlström, a Finnish national, Chairman and Chief Executive Officer of Stora Enso. In the event of a positive vote, the share of independent Directors would be increased from 82% to 93% (excluding employee Directors and Directors representing employee shareholders, in accordance with the Afep-Medef Code), i.e. 100% excluding the Chairman and Chief Executive Officer.

![img-29.jpeg](img-29.jpeg)

Saint-Gobain started producing very low-carbon siding at its US production sites in McPherson (Kansas), Social Circle (Georgia), and Williamsport (Maryland). This was made possible by the total electrification of the production processes at the three sites and the use of 100% renewable electricity.

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## &gt; Nurturing trust-based relationships with all our stakeholders

![img-30.jpeg](img-30.jpeg)

### January

Saint-Gobain was certified "Top Employer Global" for the 9th consecutive year. The company made significant progress on 13 evaluation criteria.

### April

Saint-Gobain presented the results of the second Sustainable Construction Barometer. This study highlighted the urgency of taking action and the need for cooperation.

### June

Saint-Gobain unveiled the winners of the architecture student competition, focused on sustainable projects.

### November

Saint-Gobain signed a partnership with UN-Habitat to promote inclusive, resilient and sustainable urbanization practices. The partnership was formalized at the 12th World Urban Forum in Cairo.

![img-31.jpeg](img-31.jpeg)

The 19th edition of the student architecture contest involved more than 224 universities from 29 countries. The prizes were awarded at a ceremony held in Helsinki (Finland).

## &gt; Financial information

### March

Saint-Gobain launched a €2 billion green bond issue to finance sustainable projects. There was strong demand for this issue among investors.

### July

Saint-Gobain issued a €1.5 billion bond in two tranches to prepare in advance for refinancing needs. The issue was oversubscribed approximately 3 times.

![img-32.jpeg](img-32.jpeg)

### December

On December 3, 2024, Saint-Gobain canceled 4,959,746 treasury shares purchased on the market. Following this transaction, the total number of shares making up the share capital amounted to 499 million and the number of shares outstanding at 497 million, compared with 502 million at end-December 2023.

In 2024, Saint-Gobain was certified as a "Top Employer Global" for the ninth consecutive year. This international certification is held by only 17 companies worldwide. Among the 20 criteria analyzed by the Top Employers Institute, Saint-Gobain obtained its best scores in "Ethics and Integrity", "Purpose and Values", "Learning" and "Employer Brand".

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# Ensuring agile and value-creating portfolio management

## January

- Saint-Gobain acquired **Glass Service**, a leading developer of digital solutions to reduce the energy consumption of glass furnaces.
- The Group strengthened its presence in construction chemicals with two acquisitions in the flooring market: **R.SOL** (France) and **Technical Finishes** (South Africa).

## February

- Saint-Gobain completed its range of building envelope protection solutions by acquiring **ICC**, a US leader in technical insulation.
- The Group entered into an agreement to acquire all the shares of **CSR**, a leader in building materials in Australia and New Zealand, with total revenue of AUD1.9 billion and 30 production sites.

## March

Saint-Gobain signed an agreement with a view to the sale of its **treated wood product** business (poles, fences, ramps) in Ireland and the United Kingdom.

## April

The Group announced the acquisition of the **Bailey Group**, a Canadian leader in metal frames for light construction, for approximately €600 million in cash. Bailey posts annual revenue of CAD532 million.

## June

- Saint-Gobain announced the acquisition of **Fosroc**, a world leader in construction chemicals, for approximately €960 million.
- Saint-Gobain finalized the acquisition of **Bailey**.

## July

The Group finalized the acquisition of **CSR**.

## August

- Saint-Gobain signed a definitive agreement for the acquisition of **Ovniver**. This transaction will increase the Group's construction chemicals sales to €6.5 billion (pro forma).
- Saint-Gobain sold Freeglass, its business that produces plastic parts for the automotive industry, to HF Opportunities GmbH.

![img-33.jpeg](img-33.jpeg)

Ovniver is a leading player in construction chemicals in Mexico and Central America. Omniver has 16 production sites and 1,000 employees.

## September

Saint-Gobain entered into exclusive negotiations for the sale of **PAM Building** to Aldebaran, a French institutional investment fund, and Bpifrance. This activity concerns sanitary and rainfall drainage systems for buildings.

## October

Saint-Gobain announced that it had signed a definitive agreement to acquire **Kilwaughter**, a leader in siding mortars in the UK and Ireland.

## December

- Saint-Gobain finalized the sale of **PAM Building**.
- Izocam, a leading player in insulation in Turkey, co-owned by Saint-Gobain and Alghanim Industries, finalized the acquisition of **His Yalıtım**, a local rock-wool producer.
- Saint-Gobain finalized the acquisition of **Kilwaughter**, acquired in October.

![img-34.jpeg](img-34.jpeg)

CSR is a leading construction products company in Australia and New Zealand. It is behind some of the most trusted and recognized brands in both countries and provides solutions for residential and commercial buildings.

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## 1.1.3

## 360 YEARS OF HISTORY

### 1665

Saint-Gobain was founded in 1665 by Louis XIV, King of France, under the name of "Royal Manufacture of Mirrors".

### 19th century

Compagnie de Saint-Gobain diversified into sectors such as chemicals, glass products and the automotive industry, rapidly expanding into international markets, establishing itself in the United States in 1829, Germany in 1858, Italy in 1888, and Spain in 1905.

### 1970

The Group, which successfully overcame the major crises of the century and invested heavily in research and development, withdrew from its chemical activities and merged with Pont-à-Mousson, created in 1856 and specializing in cast iron pipes.

### 1986

The privatization of Saint-Gobain, which had been nationalized in 1982, was a huge popular success, with 1,500,000 shareholders subscribing.

### 1990

Through the acquisition of Norton, the Group developed its know-how in abrasives, plastics and ceramics.

### 2005

The acquisition of British Plaster Board, the world leader in plasterboard, combined with Saint-Gobain's insulation solutions, made the Group the world number one in interior solutions.

### 2007

Saint-Gobain focused its strategy on sustainable housing while continuing to serve numerous industrial markets and pursued its expansion in emerging countries.

### 2010

The Group launched its "Transform &amp; Grow" plan aimed at establishing a new organization by country and ensures agile and value-creating portfolio management.

### 2020

Saint-Gobain acquired Continental Building Products, the first step in the strengthening of its positions in the construction market in North America.

Saint-Gobain established its corporate purpose, "Making the world a better home".

### 2021

The acquisition of Chryso turned Saint-Gobain into a major player in construction chemicals. In October 2021, Saint-Gobain launched its "Grow &amp; Impact" strategic plan, setting out its vision to become the worldwide leader in light and sustainable construction.

### 2022

The Group finalized the acquisition of Kaycan, a specialist in exterior building materials, and that of GCP Applied Technologies, a key step in establishing itself as a leader in construction chemicals.

![img-35.jpeg](img-35.jpeg)

We have been designing, producing and distributing solutions for building and renovating our living spaces for 360 years. But the number 360 also symbolizes our influence around the globe, as well as our circular and global approach. With our 160,000 employees, committed to transforming construction to make it ever more sustainable, we work every day to better inhabit the world on a collective basis.

### 2023

Saint-Gobain acquired Building Products of Canada, a manufacturer of roof shingles for the residential sector and wood fiber insulation panels.

### 2024

Saint-Gobain was certified as "Top Employer Global" for the 9th consecutive year. The Group acquired CSR, a leader in construction materials in Australia and New Zealand, as well as Bailey, a specialist in metal frames for light construction in Canada, and initiated the acquisitions of Fosroc, a leading global player in construction chemicals, and Ovniver (Cemix brand) in Mexico. These constitute new strategic steps in establishing Saint-Gobain's global presence in construction chemicals, which, once the transactions are complete, will bring its total revenue in this sector to €6.5 billion (pro forma). At the end of 2024, Saint-Gobain was present in 77 countries.

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# 1.1.4

# THE FUNDAMENTALS

![img-36.jpeg](img-36.jpeg)

# A — THE SAINT-GOBAIN MODEL

Our value creation model, presented in the following pages (see section 1.1.4.B, pp. 22-23) demonstrates the coherence of the Group's strategy (see section 1.2.2, pp. 36-37). The "Grow &amp; Impact" strategic plan is aligned with both Saint-Gobain's corporate purpose ("Making the World a Better Home" (see section 1.1.1.D, p. 14) and its vision: to be the worldwide leader in light and sustainable construction.

Saint-Gobain directs its efforts by taking into account the megatrends of climate change, the increasing scarcity of natural resources, and population growth and urbanization (see section 1.2.1, pp. 34-35). The Group also incorporates trends in its markets: energy renovation (see section 1.2.6.A, pp. 44-45), new and lightweight construction (see section 1.2.6.B, pp. 46-47) and the decarbonization of industry (see section 1.2.6.C, pp. 48-49).

Within the framework of this strategy, Saint-Gobain aims to meet the expectations of its customers (direct customers, users and specifiers) by adopting a solutions-based approach (see section 1.1.1.B, pp. 10-11). The specific nature of local markets in terms of needs, regulations and construction methods has led the Group to develop its organization by giving priority to the local level.

At the country level (90% of the leaders of which are from the region), the Saint-Gobain teams take ownership of the implementation of the Group's strategy, in the context of a local and regional value chain (see section 2.1.2.B, p. 83). The so-called "High Performance Solutions" businesses, meanwhile, meet the expectations of the Group's global customers by developing increasingly strong synergies with the teams dedicated to local customers.

On a global scale, Saint-Gobain capitalizes on shared strengths such as a culture of trust with its stakeholders (see section 3.1.2, p. 108), R&amp;D and innovation potential open to the outside world (see sections 1.2.3.A, p. 38 and 2.2.3, p. 101, financial strength that enables it to invest both in the Group's growth and in meeting its commitments (see section 1.2.4, p. 41), and active management of its environmental footprint (see sections 1.3.2 et 1.3.3, pp. 58-69 and sections 3.2, p. 122 and 3.3, p. 3.3, p. 146).

Saint-Gobain integrates its stakeholders into its model through ongoing mapping (see section 1.1.4.D, p. 27), the sharing of value created and the integration of impacts, risks and opportunities into the definition of the Group's major long-term contributions and the corresponding roadmaps (see section 1.3, pp. 52-75).

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# B — HOW WE CREATE VALUE

# BUILD

## ON OUR STRENGTHS

### CULTURE OF TRUST WITH STAKEHOLDERS

- Our values: the Principles of Conduct and Action (see section 1.1.1.E)
- Committed employees: an employee engagement rate of 84% (see section 2.1.1.B)
- 100% of partners are signatories of the Suppliers charter (see section 3.4.6)

### MULTI-LOCAL ORGANIZATION

- 2,645 sales outlets and showrooms and 1,104 production sites (see section 2.1.2.B)
- 90% of country CEOs are native to their region (see section 1.1.5.B)
- 8 cross-functional R&amp;D centers (see section 1.1.1.C)

### OPERATIONAL EXCELLENCE

- 3,800 researchers, more than 450 patents filed en 2024 (see section 2.1.3)
- Around 35 investment or collaboration agreements signed in 2024 with startups (see section 2.2.3)
- 92% of employees consider health and safety is a priority in their team (see section 3.4.2.A)

### FINANCIAL STRENGTH FOSTERING GROWTH

- Free cash flow: €4,031 M
- Recurring net income: €3,474 M
- €251 M CAPEX and R&amp;D in 2024 for the “Carbon 2030” roadmap (see section 3.2)

### ACTIVE MANAGEMENT OF THE ENVIRONMENTAL FOOTPRINT

- Reduction of carbon intensity (scope 1 and 2) since 2017 with 1.20 kg CO2e/€ EBITDA in 2024 (see section 3.2)
- 9 active PPAs in 2024 (section 3.2.1.B)
- 55 M tonnes of materials consumed

(1) Our customers: see section 2.1.2.
(2) Our markets: see section 1.2.6.
(3) A range of complete solutions: see section 1.1.1.B.

---

**BE THE WORLDWIDE LEADER IN LIGHT AND SUSTAINABLE CONSTRUCTION**

IMPROVING DAILY LIFE

THROUGH HIGH-PERFORMANCE SOLUTIONS

**MAKING THE WORLD A BETTER HOME**

**OUR LEVERS TO OUTPERFORM THE MARKETS**

**CUSTOMER PROXIMITY AND EXPERTISE**

**INNOVATION**

**OUR OPERATIONS**

---

## MEGATRENDS

**CLIMATE CHANGE**

**SCARCITY OF RESOURCES**

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![img-37.jpeg](img-37.jpeg)

# CREATE

## SUSTAINABLE GROWTH

- 73% of sales is generated through sustainable solutions (see section 3.1.5)
- 58% of sales is generated by products covered by a life cycle analysis (LCA) or a verified EPD (excluding trading of building materials) (see section 3.3)

## ON 2021-2025, SAINT-GOBAIN IS AIMING FOR:

- Organic growth of +3% to +5%
- Operating margin of 9% to 11%
- Return on capital employed (ROCE) of 12% to 15%

# SHARE

## THE VALUE CREATED

- 2024 sales: €46,571 M
- Operational costs - payments to suppliers: €29,603 M
- Other miscellaneous income: €310 M
- Added value: €17,278 M
- Salaries and other personnel compensation: €9,299
- Interest repayment: €192 M
- Dividends paid: €1,108 M
- Taxes and duties: €1,333 M
- Retirement contributions: €379 M
- Investments in local communities: €22 M
- Share retained for growth: €4,945 M

# CONTRIBUTE

## ON THE LONG TERM

### A DECARBONATED HOME (see section 1.3.2)

- -34% reduction in CO₂ emissions between 2017 and 2024 in absolute terms (4)
- +41% scope 3 emissions between 2017 and 2024 in absolute terms (expansion of categories and improvement of data quality)

### MORE PERFORMANCE WITH LESS (see section 1.3.3)

- -38% non-recovered waste in 2024 (compared to 2017, in absolute value)
- -26% water withdrawals between 2017 and 2024 in absolute value

### A BETTER LIVING FOR ALL (see section 1.3.4)

- 29% of managers are women in 2024
- 1.4 is the frequency rate of accidents (5) in 2024

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# C — OUR VALUE CHAIN

![img-38.jpeg](img-38.jpeg)

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# SUPPLY CHAIN

see section 2.1.2.B.a, p. 84

![img-39.jpeg](img-39.jpeg)

# OPERATIONS

Saint-Gobain designs, manufactures and distributes materials and services for the construction and industrial markets to meet the needs of its local or global customers, by integrating strong business expertise.

see section 2.1.2.B.b, p. 85

Industrial sites

Trade and service agencies

Other tertiary sites, including R&amp;D sites

# A RANGE OF SOLUTIONS

Saint-Gobain offers solutions that combine performance and sustainability

see sections 1.1.1.B, pp. 10-11 and 1.2.5, pp. 42-43

# MARKETS

see section 1.2.6, pp. 44-49

ENERGY-EFFICIENT RENOVATION

NEW AND LIGHTWEIGHT CONSTRUCTION

Residential

Non-residential

INDUSTRY AND CONSTRUCTION DECARBONIZATION

Construction industry

Industrial markets

# USE OF SOLUTIONS

see section 2.1.2.B, p. 84

Direct customers

Distributors, craftsmen, developers, businesses...

Users

Craftsmen installers, businesses, end users (housing occupants, students, teachers...)

Specifics

Architects, developers, opinion leaders...

# END OF LIFE

COLLECTION AND SORTING SERVICES

Products not intended for disposal

Products intended for disposal

see section 2.1.2.B, p. 84

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![img-40.jpeg](img-40.jpeg)

# D — OUR STAKEHOLDERS

Saint-Gobain takes into account the interests of all its stakeholders when defining its long-term strategy. First of all, this involves building a dialog, and also ensuring that this dialog is transparent and based on mutual trust. Factors such as the size of the Group, its global dimension and the variety of its business lines mean that dialog must, above all, be organized in a decentralized manner, with each operational entity being responsible for conducting it within its own scope.

Saint-Gobain has mapped its ecosystem, identifying and grouping its stakeholders by category. For each category, a Group function is responsible for organizing the reporting of information on its expectations, at local or global level, and producing a summary of them. Dialog is therefore established with stakeholders on a regular basis at both Group and local level.

Each stakeholder's preferred methods of dialog has also been noted. This dialog enables us to take into account all the expectations of our stakeholders.

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# KEY STAKEHOLDERS — DIALOGUE MODALITY

## Customers: direct customers, users, and specifiers

### Suppliers and subcontractors, partners

- Regular meetings
- Publications and magazines; company websites; forums and trade fairs
- Publication of educational guides on energy efficiency and the environment; charter of recommendations promoting the insulation of existing buildings; participation in associations or groups
- Customer and end-user training
- Charter relating to suppliers; monitoring of action plans for the responsible purchasing policy
- Test markets, commercial studies, focus groups, etc.

### Employee (full-time, part-time), temporary workers, employee representatives, apprentices, interns, secondary and vocational education

- Permanent contacts
- Internal communication supports
- Meetings with Group managers
- Bodies representing employees
- Intranet
- Website
- Global surveys or surveys on specific subjects

## Shareholders: employees, institutional investors, SRI (Socially Responsible Investment), rating and ranking agencies

- Group publications (brochures...)
- Website
- Letters to shareholders
- Shareholder guide
- Public declarations
- Meetings with investors
- Meetings with individual shareholders

## Governments, regulators, intergovernmental entities, international organizations (UN, ILO, etc.), interprofessional associations, Green Building Councils

- Public Affairs
- Participation in working groups, in most cases led by interprofessional associations, on various construction method-related technical issues, such as the evaluation of the performance of buildings
- Green Building Councils

## Local populations and communities close to the sites

- Meetings initiated by sites or country organizations
- Solidarity initiatives
- Regular meetings with elected officials and representatives from local administrations
- Experimental work in the regions in partnership with public entities and elected officials

## NGOs, foundations, professional associations, universities, schools, media

- Group publications
- Meetings
- Participation in university training
- Forums in schools
- Support for youth development

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## 1.1.5

## CORPORATE GOVERNANCE

## A — THE BOARD OF DIRECTORS

## THE BOARD OF DIRECTORS

IS COMPOSED OF 14 DIRECTORS* OF WHOM:

![img-41.jpeg](img-41.jpeg)

![img-42.jpeg](img-42.jpeg)

## SHAREHOLDERS

![img-43.jpeg](img-43.jpeg)

This graph shows the shareholder structure of Compagnie de Saint-Gobain as of December 31, 2024, by major category of shareholder.

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At February 1st, 2024, the Board of Directors comprises the following members:

![img-44.jpeg](img-44.jpeg)
Benoit Bazin

Chairman and Chief Executive Officer of Compagnie de Saint-Gobain, Director

![img-45.jpeg](img-45.jpeg)
Sophie Brochu

Independent Director, member of the Corporate Social Responsibility Committee

![img-46.jpeg](img-46.jpeg)
Jean-François Cirelli

Independent Director, Lead Director, Vice Chairman of the Board, Chairman of the Nomination and Remuneration Committee

![img-47.jpeg](img-47.jpeg)
Lydie Cortes

Employee Director, member of the Nomination and Remuneration Committee

![img-48.jpeg](img-48.jpeg)
Sibylle Daunis Opfermann

Director representing employee shareholders

![img-49.jpeg](img-49.jpeg)
Thierry Delaporte

Independent Director, member of the Audit and Risk Committee

![img-50.jpeg](img-50.jpeg)
Pamela Knapp

Independent Director, Chainwoman of the Audit and Risk Committee

![img-51.jpeg](img-51.jpeg)
Agnès Lemarchand

Independent Director, Chairwoman of the Corporate Social Responsibility Committee

![img-52.jpeg](img-52.jpeg)
Dominique Leroy

Independent Director, member of the Nomination and Remuneration Committee

![img-53.jpeg](img-53.jpeg)
Jana Revedin

Independent Director, member of the Corporate Social Responsibility Committee

![img-54.jpeg](img-54.jpeg)
Geoffroy Roux de Bézieux

Independent Director, member of the Nomination and Remuneration Committee

![img-55.jpeg](img-55.jpeg)
Gilles Schnepp

Director, member of the Audit and Risk Committee

![img-56.jpeg](img-56.jpeg)
Philippe Thibaudet

Employee Director, member of the Corporate Social Responsibility Committee

![img-57.jpeg](img-57.jpeg)
Hélène de Tissot

Independent Director, member of the Audit and Risk Committee

![img-58.jpeg](img-58.jpeg)
Secretary of the Board of Directors
Antoine Vignial

of Compagnie de Saint-Gobain

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# B — THE EXECUTIVE COMMITTEE

## GROUP EXECUTIVE COMMITTEE

![img-59.jpeg](img-59.jpeg)
![img-60.jpeg](img-60.jpeg)

## THE CHIEF EXECUTIVE OFFICERS

![img-61.jpeg](img-61.jpeg)
![img-62.jpeg](img-62.jpeg)

Saint-Gobain's country-based organization allows for increased efficiency, with 90% local leaders being native to the region in which they operate. This model results in close proximity to customers and enhanced results-driven accountability for local teams.

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At February 1st, 2024, the Executive Committee comprises the following members:

![img-63.jpeg](img-63.jpeg)
Benoit Bazin
Chairman and Chief Executive Officer

![img-64.jpeg](img-64.jpeg)
Christian Bako
Vice President, Marketing and Development

![img-65.jpeg](img-65.jpeg)
Noémie Chocat
Vice President, Corporate Strategy

![img-66.jpeg](img-66.jpeg)
Patrick Dupin
Senior Vice President, CEO of the Northern Europe Region

![img-67.jpeg](img-67.jpeg)
Thierry Fournier
Senior Vice President, CEO of the Southern Europe, Middle East, Africa Region

![img-68.jpeg](img-68.jpeg)
Javier Gimeno
Senior Vice President, CEO of the Latin America Region

![img-69.jpeg](img-69.jpeg)
Anne Hardy
Chief Innovation Officer

![img-70.jpeg](img-70.jpeg)
Benoit d'Iribarne
Senior Vice President, Technology and Industrial Performance

![img-71.jpeg](img-71.jpeg)
David Molho
CEO of High Performance Solutions

![img-72.jpeg](img-72.jpeg)
Claire Pedini
Senior Vice President, Human Resources and Corporate Social Responsibility

![img-73.jpeg](img-73.jpeg)
Laurence Pernot
Vice President, Communications

![img-74.jpeg](img-74.jpeg)
Mark Rayfield
Senior Vice President, CEO of the North America Region

![img-75.jpeg](img-75.jpeg)
Santhanam B.
CEO of the Asia-Pacific and India Region

![img-76.jpeg](img-76.jpeg)
Ursula Soritsch-Renier
Chief Digital and Information Officer

![img-77.jpeg](img-77.jpeg)
Sreedhar N.
Chief Financial Officer

![img-78.jpeg](img-78.jpeg)
Antoine Vignial
General Counsel and Corporate Secretary

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1.2 A SUSTAINABLE
HIGH
PERFORMANCE
GROUP

---

![img-79.jpeg](img-79.jpeg)

Saint-Gobain leverages its strengths to meet the expectations of the renovation, new and light construction and industrial decarbonization markets. The Group combines its expertise to provide its customers with comprehensive solutions that bring benefits in terms of sustainability and performance.

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## 1.2.1

## THE WORLD IN WHICH SAINT-GOBAIN IS GROWING

![img-80.jpeg](img-80.jpeg)

## A — CLIMATE CHANGE AND ENERGY EFFICIENCY

Climate change today is a major threat to natural, economic and geopolitical balances. The increasing frequency and intensity of extreme weather events illustrates the profound consequences of climate disruption. The past decade is among the hottest on record and ocean thermal content continues to rise. From January to September 2024, the average global temperature exceeded pre-industrial levels by nearly $1.5^{\circ}\mathrm{C}$ (1).

These phenomena are linked to the increase in greenhouse gases (GHGs), which attained record levels in 2023 and continued to rise in 2024. The atmospheric concentration of carbon dioxide $(\mathrm{CO}_{2})$ increased by $51\%$ from 278 ppm in 1750 to 420 ppm in 2023.

This trend calls for the rapid decarbonization of the economy by adapting lifestyles and economic structures to adopt a more sustainable approach. The fight against climate change requires coordinated action between citizens, businesses and states. The construction sector is particularly concerned, as it accounts for nearly $37\%$ of annual $\mathrm{CO}_{2}$ emissions worldwide.

![img-81.jpeg](img-81.jpeg)

## +51%

INCREASE IN

THE ATMOSPHERIC

CONCENTRATION OF $\mathrm{CO}_{2}$

IN 2023 COMPARED WITH

THE PRE-INDUSTRIAL ERA

![img-82.jpeg](img-82.jpeg)

## 37%

SHARE OF CONSTRUCTION

IN ANNUAL $\mathrm{CO}_{2}$

EMISSIONS WORLDWIDE

These emissions are generated primarily by the operation of the buildings (around $75\%$), together with the production and transport of materials and site equipment (around $25\%$). The technologies needed to transform this sector already exist, including innovative methods and materials for new construction and solutions for renovating buildings. Sustainable construction - through energy renovation, new and lightweight construction and construction chemicals to decarbonize concrete and cement - is the answer to the challenge of decarbonizing buildings, enabling energy savings and thus, ultimately, a drastic reduction in $\mathrm{CO}_{2}$ emissions.

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Other economic sectors must also commit to rapid decarbonization, particularly the mobility markets, with electric vehicles and air transport, as well as heavy industries, such as the glass industry.

## B — RESOURCE SCARCITY AND CIRCULAR ECONOMY

The construction sector has a major impact on the environment, accounting for 37% of solid waste and almost 50% of the consumption of natural resources. Over the past fifty years, the extraction of raw materials has tripled, driven by the massive construction of infrastructure and high levels of consumption in middle- and high-income countries. The construction sector alone accounts for 15% of drinking water consumption, even though drinking water constitutes only 2.5% of the planet's total water resources. This critical situation could worsen further under the combined effect of climate change and population growth. By 2030, the volume of water available to meet the needs of the world's population will have to be increased by 40%.

Reducing the environmental impact of construction and industry hinges on decreasing the extraction of natural resources such as water, sand and wood. The transition to a circular economy is essential, the goal being to limit the consumption of resources, extend the life of products and encourage their recycling, taking into account their entire life cycle.

![img-83.jpeg](img-83.jpeg)

![img-84.jpeg](img-84.jpeg)

+60%

POTENTIAL INCREASE

IN RESOURCE EXTRACTION

BY 2060 COMPARED

WITH 2020 (2)

![img-85.jpeg](img-85.jpeg)

8.2 BILLION

INHABITANTS ON PLANET

EARTH IN 2024

## C — DEMOGRAPHY, URBANIZATION AND WELL-BEING OF THE INHABITANTS

The global population reached 8.2 billion in 2024, an eight-fold increase in two centuries. This growth is expected to continue, to nearly 10 billion by the end of the 21st century (3). At the same time, urbanization is intensifying, with cities already absorbing most of the energy and resources consumed.

This trend is generating increased demand for healthy, accessible and sustainable housing that guarantees the comfort and well-being of its occupants. The construction sector is directly affected by all of these challenges, in building new infrastructure, renovating existing buildings and developing modes of transport with less impact on the environment. Urbanization is also increasing the need for community infrastructure, such as offices, hospitals, schools and leisure facilities. The aim is to transform urban areas into energy-efficient spaces adapted to climate change. We need to design resilient and scalable cities able to meet the challenges of sustainability and comfort over the long term.

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## 1.2.2

## OUR STRATEGY

Since 2021, Saint-Gobain has been implementing in a disciplined manner its “Grow &amp; Impact” strategic plan, aligned with the Group’s strategic vision (to be the worldwide leader in light and sustainable construction) and corporate purpose: “Making the world a better home”.

![img-86.jpeg](img-86.jpeg)

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# WORLDWIDE LEADER IN LIGHT AND SUSTAINABLE CONSTRUCTION

Saint-Gobain's corporate purpose, Making the world a better home (see section 1.1.1.D, p. 14) is the compass that guides all the Group's actions. The challenges of climate change, the scarcity of natural resources, urbanization and population growth, combined with strong geopolitical tensions, have an impact on the economy and society for all countries and generate an environment marked by high uncertainty. The markets in which Saint-Gobain operates (energy renovation, sustainable construction, decarbonization of industry) are directly affected by these developments. Against this backdrop, the vision of Saint-Gobain – to be the world leader in light and sustainable construction – sets a clear course: the aim is to pursue a growth objective integrating the objective of financial performance and shareholder value (by outperforming the markets) as well as corporate social responsibility.

The "Grow &amp; Impact" strategic plan (2021-2025) puts this approach into practice, drawing on operational levers such as the continuous search for customer-focused innovation, the pursuit of sustainable development, closeness to our customers, and a full spectrum of business expertise (see section 1.2.7, pp. 50-51), drawing on a portfolio of strong brands.

Saint-Gobain's objective is to meet its customers' expectations through comprehensive solutions combining products, systems and services. These solutions bring benefits in terms of well-being, energy performance, acoustic and aesthetic comfort, and improved air quality. The Group's unique positioning combines the priority given to local decision-making, by reinforcing the responsibility of CEOs in each country, with a global presence that leverages central resources and shared service centers.

The Group is expanding by seeking a balanced geographical presence worldwide, through targeted acquisitions and growth investments. Saint-Gobain is pursuing its investment policy to strengthen its industrial capacities in countries where market growth is strongest and support its commitments and transformation. The Group is also continuing to apply its strategy of value-creating acquisitions, particularly in the buoyant construction chemicals market.

In the long term, the Group is determined to contribute to a decarbonized home (see section 1.3.2, pp. 58-63), to deliver more performance with less (see section 1.3.3, pp. 64-69) and to contribute to a better living for all (see section 1.3.4, pp. 70-75). In all its activities, Saint-Gobain's ambition is to maximize the positive impact of its offering, minimize its own footprint, and involve all its stakeholders.

![img-87.jpeg](img-87.jpeg)

![img-88.jpeg](img-88.jpeg)

SAINT-GOBAIN SALES

IN THE CONSTRUCTION

CHEMICALS SECTOR

PRO FORMA, AFTER

THE ACQUISITION OF OVNIVER

(CEMIX BRAND) ANNOUNCED

IN JANUARY 2025

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## 1.2.3

## OPERATIONAL LEVERS

Saint-Gobain is rolling out its “Grow &amp; Impact” multi-year plan, aligned with the Group’s vision and with its corporate purpose, “Making the world a better home”.

![img-89.jpeg](img-89.jpeg)
SageGlass dynamic glazing is an example of disruptive innovation that has transformed the construction market by offering advanced solar control solutions.

![img-90.jpeg](img-90.jpeg)
Webercol Flex Eco tile glue, developed in response to user feedback, improves comfort and ease of use while reducing the environmental footprint.

![img-91.jpeg](img-91.jpeg)
The range of concrete additives provided by Chryso helps to decarbonize concrete by reducing the amount of cement needed, illustrating a significant incremental innovation.

## A — CUSTOMER-CENTRIC INNOVATION

Saint-Gobain has placed innovation at the heart of its strategy and its approach to customer relations, turning it into a growth driver.

Saint-Gobain is committed to placing its customers at the heart of its innovation process, both in “disruptive” innovation and incremental innovation. This approach plays a vital role in meeting their specific needs and designing tailor-made solutions. As part of the “Grow &amp; Impact” strategic plan, the Group’s innovation policy has been structured around four priorities: light construction systems in favor of performance and well-being; processes and solutions for a transition to carbon neutrality; solutions to reduce our use of global resources; and materials and solutions to conquer new markets.

In 2024, Saint-Gobain filed more than 450 patents. But we cannot innovate alone. Within the Group, innovation is not limited to R&amp;D it also encompasses marketing and customer relations, making this synergy a growth driver. Saint-Gobain works closely with its customers to co-develop comprehensive solutions.

To meet the needs of the market, the expectations of customers need to be understood and anticipated. This is why the Group is developing tools and training on a global scale to listen more closely to customers, in particular by helping its teams to better understand the customer journey with a view to transitioning from “customer relations” to “customer experience”. Neither is innovation limited to certain business functions. Saint-Gobain promotes a culture of innovation across its entire organization through a common framework known as the “Innovation Framework”, which sets out the mindset and method, and internal programs such as the “Innovation Awards” and the “Data Summit”. The Group also boasts “Innovation Catalysts” that train employees to unlock all their potential. This approach places the emphasis on creativity, agility, risk-taking and challenging the status quo, while tolerating failure.

Lastly, innovation is a process that is not limited to the company’s borders. Looking beyond its customers, the Group integrates its suppliers (through initiatives such as the “Vendors Innovation Program” at CertainTeed) as well as academia and start-ups through an open innovation approach led by Nova, the structure created by Saint-Gobain for this purpose in 2006.

Saint-Gobain has 3,800 researchers, 8 cross-functional R&amp;D centers and 3,700 marketing experts on all the continents (see section 1.1.1.C, pp. 12-13).

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![img-92.jpeg](img-92.jpeg)

## B — TAKING SUSTAINABILITY ISSUES INTO ACCOUNT

&gt; Striking a balance between sustainable performance and social commitment

At Saint-Gobain, sustainable growth is based on the search for a balance between economic performance, social responsibility and respect for stakeholders. In practical terms, the aim is to combine the creation of financial value with a positive contribution for society and the environment. Since the end of 2021, this momentum has been strengthened with the "Grow &amp; Impact" strategic plan. In line with its corporate purpose, "Making the world a better home", and with its vision – to be the worldwide leader in light and sustainable construction – Corporate Social Responsibility is central to the Group's identity.

&gt; CSR: a lever of global transformation

Saint-Gobain's CSR approach is not limited to intentions: it permeates every aspect of its business. This includes, for example, the improvement of industrial processes, the design of sustainable solutions and a human resources policy that focuses on well-being at work, diversity and attractiveness. In the long term, the Group is seeking to:

- contribute to a decarbonized home (see section 1.3.2, pp. 58-63),
- deliver more performance with less (see section 1.3.3, pp. 64-69),
- contribute to a better living for all (see section 1.3.4, pp. 70-75).

&gt; A concrete and measurable approach

Saint-Gobain is striving to maximize its positive contribution to environmental, climate and social issues while minimizing and reducing its footprint in these areas. This commitment is based on measurable and transparent measures, including the monitoring of performance indicators, the clear communication of results, and active collaboration with all the players in its ecosystem, from employees and suppliers to NGOs and international organizations.

&gt; Playing our part as leader throughout our value chain

In addition to its own transformation, Saint-Gobain aims to drive change across the entire value chain of the markets in which it operates. To that end, the Group engages its stakeholders through initiatives such as the Sustainable Construction Observatory, which publishes an annual survey, organizes international debates, and publishes the online magazine "Constructing a Sustainable Future". With this open approach, Saint-Gobain is seeking to play a leading role in the transition to a more sustainable future while embodying its values on a daily basis.

![img-93.jpeg](img-93.jpeg)

Constructing a sustainable future

PAR SAINT-GOBAIN

The Sustainable Construction Observatory is a unique tool for informing, listening to, understanding and uniting all stakeholders in sustainable construction. Its ecosystem includes the online magazine Constructing a Sustainable Future, which links up building and construction representatives and serves as a platform for sharing the finest achievements, best practices and innovations that will step up the decarbonization of the construction industry and the overall transition of the sector.

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![img-94.jpeg](img-94.jpeg)

# C — CLOSENESS TO CUSTOMERS, BUSINESS EXPERTISE

Saint-Gobain works resolutely to develop a “customer culture” within all its teams; this involves moving from a stance in which one is merely attentive to customers, listening and taking due note of their comments and needs, to an approach that focuses on understanding what they most value when deciding to choose between us or one of our competitors. It is this deep understanding of what constitutes value for the customer that enables us to develop solutions in harmony with our markets. In order to move in this direction we need to develop a real obsession with the customer, which means bringing about a Group business culture that is pervaded by this understanding of customers in the broadest sense, including specifiers and end users, and managing our commercial relationships by reference to value. This enables us to anticipate our customers’ unspoken expectations, to develop the relevant solutions together with them and to let this dynamic shape our own working methods. The Group is thus able to offer comprehensive solutions combining products, systems and services (see section 1.1.1.8, pp. 10-11). Particular attention is given to training all the teams concerned, through the “Pulse” program, which is deployed locally by a network of customer experience champions.

From this point of view, Saint-Gobain’s organizational structure, which prioritizes the local level, plays an essential part; local leaders, with their intimate knowledge of the socio-economic structure, construction methods and regulations of their

countries, have all the levers at their disposal to adapt their offering, identify priorities and propose solutions for complex issues. To ensure the best possible understanding of our customers’ needs, 90% of our local CEOs are natives of the region in which they operate.

To meet all the expectations of specifiers (architects, owners and contractors), teams have been set up in many countries to advise and support customers and help them optimize construction, renovation and building conversion projects.

Putting the customer first also means gearing the entire innovation process to the customer’s needs; beyond traditional R&amp;D (materials science being one of the Group’s historic strengths) this involves moving increasingly toward an approach based on co-development, shared innovation and open innovation. For example as part of the construction of the Sphinx, a wooden residential building in Amsterdam’s new Overhoeks district, Saint-Gobain developed a construction and logistics process with and for its customer, enabling each apartment to be modeled in 3D. For each studio, a kit is then delivered on site in the form of a complete, customized set containing the elements stacked in order of the assembly sequence. This solution makes it possible to respond to the logistical complexity of such a project in a dense urban area - where storage areas are limited and delivery times restricted - to limit waste production during construction, and to increase site productivity.

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INTEGRATED REPORT

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## 1.2.4

## RIGOROUS ALLOCATION OF FINANCIAL RESOURCES

## A — SUPPORTING THE GROUP'S GROWTH AND COMMITMENTS

Saint-Gobain has pursued its investment policy so as to strengthen its industrial capacity in countries where market growth is strongest, while at the same time upholding the Group's commitments as regards decarbonization and its transformation. In 2024, Saint-Gobain spent nearly €2.1 billion in growth investments (1) and made investments of €251 million to support the carbon roadmap.

## B — ENSURING AGILE PORTFOLIO MANAGEMENT THAT CREATES VALUE

### Continuing to pursue a strategy of value-creating acquisitions

In 2024, Saint-Gobain completed or signed 24 acquisitions that will contribute additional annual sales of €2.57 billion. These acquisitions are perfectly aligned with the Group's strategy formulated in the "Grow &amp; Impact" plan; they consolidate Saint-Gobain's position as worldwide leader in light and sustainable construction and accelerate its growth.

As regards construction chemicals, Saint-Gobain finalized the acquisition of Kilwaughter, a leading player in façade mortars in the United Kingdom and Ireland. The Group also strengthened its presence in this field with two acquisitions in the flooring market: R.SOL (France) and Technical Finishes (South Africa).

Saint-Gobain also announced the acquisition of Ovniver (Cemix brand), a leading player in construction chemicals in Mexico and Central America, with 16 production sites and 1,000 employees. The Group also announced the acquisition

of Fosroc, a leading global player in construction chemicals, with a strong geographical presence, particularly in India, the Middle East and Asia-Pacific. This transaction will increase the Group's annual revenues in the sector to €6.5 billion (pro forma for recent changes in Group structure).

In other construction markets, Saint-Gobain acquired CSR, a leader in building materials in Australia and New Zealand for the residential and non-residential markets, with total annual sales of A$1.9 billion, 2,500 employees and 30 production sites. This acquisition strengthens Saint-Gobain's presence in the high-growth markets of Asia-Pacific. The Group also acquired the Bailey group, a leading player in the light gauge steel framing market in Canada.

The Group also rounded out its offering of building envelope protection solutions by acquiring ICC, a US leader in technical insulation. Finally Izocam, a leading player in insulation in Turkey, jointly owned by Saint-Gobain and Alghanim Industries, acquired His Yalıtım, a local stone wool producer.

In the market for industry decarbonization, the Group acquired Glass Service, a leading supplier of digital solutions to reduce the energy consumption of glass furnaces.

### Conducting regular reviews of the portfolio in order to concentrate the Group's strengths

Saint-Gobain continued to pursue its portfolio optimization strategy aimed at enhancing the Group's growth and profitability profile in line with the objectives of its "Grow &amp; Impact" plan. In 2024, Saint-Gobain disposed of 10 investments accounting for €292 million in annual sales. In 2024, it finalized the sale of PAM Building to Aldebaran, a French institutional investment fund, and Bpifrance. The Group also sold Freeglass, its plastic parts producer for the automotive industry, to HF Opportunities GmbH.

(1) Completed and committed.

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## 1.2.5

## SUSTAINABLE, HIGH PERFORMANCE SOLUTIONS

Saint-Gobain's ambition is to offer solutions that combine performance and sustainability, in order to meet the expectations of its stakeholders, particularly its customers, and speed the transition to a decarbonized economy.

Through its global presence, strong customer focus, wide range of products and materials, and the local focus of its organization, Saint-Gobain is able to offer its customers complete solutions to complex issues, combining products, systems and services. This approach gives the Group a unique positioning in its markets and drives its strategic development. It is also an essential pillar of its strategy on sustainability as, in addition to Saint-Gobain's day-to-day efforts to reduce its own footprint, it provides market players with solutions combining maximum benefits in terms of performance and sustainability. As well as providing high performance solutions, the Group's offering must enable its customers to make progress on their own sustainable development goals, thereby accelerating the transition of the construction, mobility and industry sectors to a "low-carbon" economy that consumes less natural resources, while improving the health, safety and well-being of users.

To measure its progress in this respect, Saint-Gobain has since 2020 implemented a methodology that takes into account local markets and contexts to estimate the share of its sales generated by solutions offering benefits in terms of performance and sustainability. The impacts of the solutions are assessed across the entire value chain and for the main stakeholders involved, right through to the end user. The Group has set the ambitious target of achieving 75% of its revenue through sustainable solutions. In addition to measuring its overall effort, this approach, which covers more than 90% of Saint-Gobain's revenue, aims to guide the work of the Group's teams, particularly in terms of innovation, customer relations, sales, marketing, and the design of solutions.

To measure the performance of solutions, the Group assesses the increase in economic value for the customer based on criteria such as productivity and financial benefits, as well as the user experience.

![img-95.jpeg](img-95.jpeg)

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To illustrate the value provided by its solutions, Saint-Gobain has selected "use cases".

For each of the use cases, local teams identify solutions combining the products and services offered by the brands and distribution networks.

![img-96.jpeg](img-96.jpeg)
Complete renovation of a single-family house in France

- 70% on the energy bill*
273 t of CO2e emissions avoided*
1,418 MWh saved*
E to B improvement of the energy class

* throughout the life cycle

![img-97.jpeg](img-97.jpeg)
Solutions for the decarbonization and reduction of energy consumption of glass furnaces

1.15 Mt avoided CO $_2$ emissions*
5,000 GWh saved*
16.8 M energy savings*

* throughout the life cycle

![img-98.jpeg](img-98.jpeg)
* throughout the life cycle

![img-99.jpeg](img-99.jpeg)
Construction of a residential building in Germany

+30 minutes of natural light per day

58% recyclable materials
- 53% materials used
- 185 t of CO2 emitted during construction
- 3 months of construction work

![img-100.jpeg](img-100.jpeg)
Solutions for infrastructures

# 120 years

The coastal road on the Reunion Island - a 12.5 km viaduct - has a lifespan of 120 years thanks to the concrete admixtures supplied by Saint-Gobain.

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## 1.2.6

## OUR MARKETS

## A — RENOVATION AND ENERGY RENOVATION

The Group is expanding in the renovation and building-envelope markets, with a priority on energy renovation solutions, particularly for European markets. Saint-Gobain covers most applications for the renovation of collective and individual buildings, public and private. Its complete solutions meet market expectations and provide decisive benefits, both during the installation and in the long-term use of buildings. Renovation thus serves financial, environmental, political and social priorities, both in developed countries and in emerging economies.

The energy renovation of existing real estate assets is a long-term strategic challenge for all countries, driven by the imperatives of decarbonization, energy transition and social equity. Given the age of existing buildings, particularly in developed countries, renovation technologies offer significant gains in the reduction of GHG emissions and energy savings. Renovation technologies are all the more crucial given today's rising energy prices, with impacts on energy independence and social sustainability.

In Europe, the sector benefits from a strengthened regulatory framework, notably with the Energy Performance of Buildings Directive (EPBD), targeting a 16% reduction in the energy consumption of residential buildings by 2030, with a focus on the lowest-performing homes. Other initiatives include the Energy Efficiency Directive (EED) and the extension of Emission Trading Schemes (ETS2) to the building sector. These efforts are also bolstered by substantial funding, including the Next Generation EU (NGEU) program.

Member States are also implementing ambitious national measures. In France, "MaPrimeRenov" served to finance the renovation of 340,801 homes in 2024.

![img-101.jpeg](img-101.jpeg)

## 1,000 € BILLION

RENOVATION MARKET IN EUROPE (2024 ESTIMATE)

![img-102.jpeg](img-102.jpeg)

## 40%

ENERGY CONSUMPTION REDUCTION OBJECTIVE OF LARGEST TERTIARY BUILDINGS IN FRANCE BY 2030

All the works carried out as part of projects supported by the ANAH agency represent some €7.34 billion (1).

In addition to financial aspects, governments use regulatory leverage, for example by making energy renovations mandatory after the purchase of a property or by prohibiting the rental of the most poorly isolated homes. Strict objectives have been set in the tertiary sector, including a 40% reduction in the energy consumption of tertiary buildings of more than 1,000 m² in France by 2030.

In Europe as a whole, the renovation market, estimated at €1,000 billion in 2024 (2), offers significant growth opportunities, particularly in energy renovation. The energy renovation market, which is growing faster than the renovation market (3), represents an essential source of value for Saint-Gobain, and in Europe in particular, through advanced and innovative solutions such as insulating and high-performance glazing. The renovation sector stands as an essential pillar of the ecological and social transition, encompassing residential, tertiary and public buildings.

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![img-103.jpeg](img-103.jpeg)

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# B - NEW AND LIGHTWEIGHT CONSTRUCTION

Saint-Gobain addresses the complex issues of the new construction market (residential or commercial, individual or collective buildings) with solutions covering both the interior and the exterior, notably with regard to lightweight construction. The Group designs and assembles solutions to provide its customers (developers, architects, building professionals, owners and end users) with benefits in terms of the efficiency of implementation, aesthetics, city planning, environmental impact over the entire life cycle of the building, the adaptability of buildings and comfort on a daily basis.

In 2024, the residential new construction market in Europe was estimated at €390 billion (1). Since 2023, the market has experienced a cyclical downturn stemming from the rapid rise in real estate interest rates resulting from accelerated monetary tightening by central banks since 2022 (+4.5 points in the eurozone in 18 months). In parallel, inflation and rising construction costs have eroded the purchasing power of households, affecting their ability to finance real estate projects. However, the impact varies by country, being particularly acute in Scandinavian countries but moderate in Spain. This geographical diversity is a resilience factor for Saint-Gobain, which operates in the vast majority of European countries.

Signs of a recovery have emerged since the beginning of 2024. The decline in real estate interest rates – the result of monetary easing in several European countries – is improving credit access conditions. Household purchasing power is also being boosted by rising wages and, in some cases, falling house prices. Leading indicators such as building permits and housing starts are showing positive signals in countries such as Finland, Denmark, Poland and Czechia, while the markets in Sweden and Norway are stabilizing.

![img-104.jpeg](img-104.jpeg)

# 3.7

# MILLION

SHORTAGE OF HOUSING UNITS

ON THE RESIDENTIAL MARKET

IN THE UNITED STATES

In the United States, the turnaround is less pronounced despite a sharp rise in real estate interest rates in 2022-2023. In 2024, housing starts totaled 1.36 million on an annualized basis, down  $4\%$  year on year (2). However, the housing shortage and the deadlock in the existing-housing market are generating a certain degree of momentum in new construction.

In the long term, market growth is supported by two structural trends: the housing shortage in developed countries (such as the United States, where there is a shortage of 3.7 million homes  $(3^{1})$  and urbanization in emerging countries resulting from population growth. This trend favors "virtuous" new construction focused on the reduction of greenhouse gas emissions, the use of decarbonized materials, the circularity of resources and the adaptability of buildings. These techniques, and lightweight construction in particular, are growing faster than traditional methods.

![img-105.jpeg](img-105.jpeg)

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![img-106.jpeg](img-106.jpeg)

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# C — DECARBONIZING INDUSTRY

For its industrial customers, Saint-Gobain provides high performance solutions and meets market expectations through its ability to innovate, its research and development potential, its closeness to its customers, and its use of digital technology and data analysis.

Among the industrial markets served by Saint-Gobain, in the field of mobility, the automotive market contracted slightly in 2024, by an estimated 2% in volume, after a strong recovery of 7% in 2022 and 10% in 2023. Some 89 million light vehicles were produced worldwide in 2024. The electric vehicle segment, in which Saint-Gobain holds leading positions, continues to grow on more stringent pollution standards and government subsidies for decarbonization. Over 16.9 million hybrid and electric vehicles were produced worldwide in 2024, up 17% from 2023. Growth in this market segment is expected to remain strong in the coming years.

Regarding public transport, the growth and increasingly dense populations of urban areas and increasingly strict local regulations on pollution are creating new expectations in the long term. The aim is to provide transport solutions that are both efficient (in terms of energy use), connected and easier to maintain, while offering users a higher level of health, safety and comfort. In particular, this means putting lighter, and therefore less fuel-consuming and less GHG-emitting, fleets into service. In maritime transport, decarbonization also involves the roll-out of weight-saving technologies, for example for cruise ships, significantly reducing fuel consumption.

![img-107.jpeg](img-107.jpeg)

+2.6%

EXPECTED GROWTH

IN GLOBAL INDUSTRIAL

PRODUCTION

FROM 2025 TO 2030

![img-108.jpeg](img-108.jpeg)

+31%

EXPECTED GROWTH

IN THE PRODUCTION

OF ELECTRIC AND HYBRID

VEHICLES IN 2025 WORLDWIDE

In other industries, global industrial production picked up in 2024, growing by an estimated 1.9% in volume over the year. Global industrial production, driven, among other things, by the requirements of the energy transition, is expected to grow by an average 2.6% a year from 2025 to 2030 (1).

Finally, the requirement for industry in general to decarbonize applies directly to construction, a sector which is responsible for nearly 40% of the world's GHG emissions. As a result, innovative technologies to reduce energy consumption, lower the carbon footprint of cement and concrete, and promote the circular economy will become increasingly essential, and Saint-Gobain has established a powerful position in this sector.

![img-109.jpeg](img-109.jpeg)

The Grand Paris Express is the largest urban project in Europe. It represents 200 km of automatic metro lines and 68 stations. Saint-Gobain participated in the admixture and formulation of the concrete for several lots of the future Line 15 South of the Grand Paris Express. For this large-scale project and to optimally meet its technical specifications, a specific product offering was developed for the manufacture of concrete for molded walls and curved segments with the support of the Group's technical and R&amp;D teams.

(1) Source: Oxford Economics, October 2024.

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![img-110.jpeg](img-110.jpeg)

# CONSTRUCTION
- CONSTRUCTION INDUSTRY
- CONSTRUCTION CHEMICALS

# MOBILITY
- AUTOMOTIVE ORIGINAL EQUIPMENT
- AUTOMOTIVE SPARE PARTS
- TRANSPORTATION
- TECHNOLOGICAL COMPONENTS

# OTHER INDUSTRIES

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# 1.2.7

# OUR EXPERTISE

![img-111.jpeg](img-111.jpeg)
PLASTER AND PLASTERBOARD

Plaster-based solutions for walls, partitions, ceilings and façades offering performance, comfort and durability.

![img-112.jpeg](img-112.jpeg)
INSULATING MATERIALS

Solutions based on mineral wools (glass wool, rock wool), biosourced products (wood fibers), polystyrene and polyurethane foams, covering the insulation needs of all types of buildings as well as their interior installations (roofs, walls, floors, partitions).

![img-113.jpeg](img-113.jpeg)
CONSTRUCTION CHEMICALS

Solutions for floors (floors, screeds, leveling and finishing or protection resins for example); mortars and resins designed for structural work, rework and waterproofing solutions; cement and admixtures to improve the technical properties in concrete for use in construction and to reduce the carbon impact.

![img-114.jpeg](img-114.jpeg)
CEILINGS

Multi-material solutions for ceilings and wall panels that combine acoustics and aesthetics for the comfort and well-being of the end user.

![img-115.jpeg](img-115.jpeg)
GLAZING FOR BUILDINGS AND MOBILITY

High-tech solutions for construction markets (façades, windows, interior decoration and protection of goods and people) and transport markets (production, distribution and maintenance for cars, trucks, public transport, rail and aerospace).

![img-116.jpeg](img-116.jpeg)
ROOFING AND FACADE PRODUCTS

Solutions for roofs (premium asphalt and composite shingles, solar roofing solutions, roll roofing systems and accessories) and for façades (polymer shakes and shingle, and insulation cladding solutions).

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![img-117.jpeg](img-117.jpeg)
MATERIALS TRADING AND SERVICES

A network of strong and complementary brands, both mainstream and specialist, serving the renovation, construction and home improvement markets.

![img-118.jpeg](img-118.jpeg)
PIPES

Ductile cast iron pipe systems for drinking water and sanitation, covers and gratings for roads.

![img-119.jpeg](img-119.jpeg)
TECHNICAL TEXTILES FOR CONSTRUCTION AND INFRASTRUCTURE

Technical glass fiber fabrics for the construction, infrastructure and mobility markets.

![img-120.jpeg](img-120.jpeg)
SPECIALTY MATERIALS

Adhesive tapes, abrasives, ceramics and polymers for demanding applications in construction, transport and industrial markets.

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1.3 A

# COMMITTED

GROUP

---

![img-121.jpeg](img-121.jpeg)

Saint-Gobain is committed to maximizing its positive impact, reducing its environmental and social footprint, and engaging its stakeholders. The Group intends to contribute to a decarbonated home, deliver more performance with less, and provide a better living for all.

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## 1.3.1

## CSR CHALLENGES AT THE HEART OF OUR STRATEGY

Saint-Gobain places CSR challenges at the heart of its strategy. This integrated approach guides all the decisions of the Group, which has a dual commitment: maximize its positive impact while at the same time reducing its environmental and social footprint.

## A — OUR CONTRIBUTIONS

CSR challenges are integrated into the Group's value creation model (see section 1.1.4.B, p. 22-23) and strategy. Saint-Gobain's corporate purpose, ("Making the world a better home"), its vision (to be the worldwide leader in sustainable construction) and its strategic plan ("Grow &amp; Impact") are perfectly aligned.

For each challenge, Saint-Gobain defines action plans and objectives that are deployed in a decentralized approach at the level of the countries and in business units of the High Performance Solutions activity. Thus, thanks to its solutions, Saint-Gobain contributes to three long-term ambitions.

This integration of stakeholder challenges and expectations translates into the following three objectives:

- Maximize the positive impact of Saint-Gobain's activities;
- Minimize the Group's footprint on the environment and on human beings;
- Engage stakeholders.

Annual monitoring of ESG (environmental, social and governance) performance and progress of action plans is communicated transparently to all stakeholders. This reporting is verified by an independent third party.

![img-122.jpeg](img-122.jpeg)

![img-123.jpeg](img-123.jpeg)

![img-124.jpeg](img-124.jpeg)

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# B - MATERIALITY OF CHALLENGES

Since 2015, Saint-Gobain has regularly carried out materiality analyses to identify and prioritize the impacts that are most significant for both the company and its stakeholders and those with a major financial impact.

The update of the double materiality analysis carried out in 2024 is based on the ESRS (European Sustainability Reporting Standards). This change in methodology has not led to any major changes in the list of material challenges for Saint-Gobain.

The matrix is a representation based on the results of the double materiality analysis (see section 3.1.4, p. 110). Materiality challenges have been classified according to the contributions of the CSR roadmap.

Sustainability challenges were identified on the basis of:

Information and knowledge gained from previous exercises;
&gt; Sector-specific reference frameworks specifying the priority challenges linked to construction-related trades;
The specific features of the Group's business model and value chain;
&gt; Compliance with European regulations by integrating the detailed challenges listed by the ESRS.

The methodology and detailed results are presented in section 3.1.4, p. 110.

![img-125.jpeg](img-125.jpeg)

# FINANCIAL MATERIALITY

![img-126.jpeg](img-126.jpeg)

A decarbonated home
1 Adaptation to climate change
2 Climate change mitigation and energy

![img-127.jpeg](img-127.jpeg)

More performance with less
3 Water pollution including substances of concern
4 Water in areas of water stress
5 Deforestation (biodiversity)
Raw materials extraction (biodiversity)
Resources and circular economy

![img-128.jpeg](img-128.jpeg)

A better living for all
4 Working conditions (employees and value chain)
Health and safety
D Diversity and inclusion (employees and value chain)
Human rights
Responsible purchasing
Product safety
Business ethics

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# C — IMPACTS, RISKS AND OPPORTUNITIES

Once the sustainability challenges had been identified, each one was translated into impacts, risks and opportunities (IROs).

The identification of IROs was based on sector sources, internal information and the views of external stakeholders, using a dual approach combining documentary analysis and qualitative interviews, and with the support of an external consultancy.

The IROs were identified so as to cover all the Group's activities and its value chain, both upstream and downstream.

The final list includes more than 120 impacts, risks and opportunities, and has been validated by Saint-Gobain's CSR Department.

Saint-Gobain takes into account each impact through the three pillars of its CSR roadmap and its objectives, maximize the positive impact of its activities, minimize its footprint on the environment and on human beings, and engage stakeholders.

Beyond the risks identified, the analysis also highlights strategic opportunities to generate sustainable growth, create value, innovate and strengthen resilience in the face of sustainability challenges.

These opportunities relate to adapting to climate change by proposing solutions for a more resilient housing, and developing a more circular economy.

![img-129.jpeg](img-129.jpeg)

## A decarbonated home

### Maximizing the Group's positive contribution:

Proposing innovative solutions that contribute to reducing carbon emissions of the construction sector and related industries as well as those of buildings in use.

### Minimizing the Group's carbon footprint:

Achieving net zero emissions (scope 1, 2 and 3) by 2050.

### Strategic ambition and actions:

- “Solutions for Growth” program
- Measuring the “carbon benefits” of products and solutions
- 2030 carbon roadmap

**ESRS**
E1

**Sustainable Development Goals (SDGs)**
7; 9; 11; 12; 13

SUSTAINABLE DEVELOPMENT GOALS

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![img-130.jpeg](img-130.jpeg)

## More performance with less

### Maximizing the Group's positive contribution:
Reducing adverse effects on nature by optimizing circular flows, using more recycled or biosourced materials, and improving the use of buildings.

### Minimizing the Group's environmental footprint by means of operational excellence and innovation:
Limiting pollution and adverse impacts on nature for the entire value chain, in particular those related to purchasing, but also to the use and end-of-life of products and solutions.

### Strategic ambition and actions:
- “Solutions for Growth” program
- Innovation program for sustainability
- WCM (World Class Manufacturing) program
- R&amp;D program for the substitution of substances of concern
- Timber purchasing policy
- “Responsible purchasing” program

**ESRS**
E2 to E5

**Sustainable Development Goals**
**(SDGs)**
6; 7; 9; 12; 13

![img-131.jpeg](img-131.jpeg)

## A better living for all

### Maximizing the Group's positive contribution:
Providing solutions with health, comfort and safety benefits throughout the entire value chain.

Supporting communities by accelerating the transition to sustainable construction.

### Minimizing risks while respecting human rights:
Promoting ethical conduct, diversity and inclusion, health and safety and social dialog by engaging all stakeholders, including suppliers.

### Strategic ambition and actions:
- “Solutions for Growth” program
- Saint-Gobain Foundation
- “Build Change” program
- HR policy
- “Ethics and Compliance” program
- Responsible Purchasing policy
- Human Rights policy
- Health and Safety charter

**ESRS**
S1 to S4 and G1

**Sustainable Development Goals**
**(SDGs)**
1; 3; 4; 5; 8; 9; 10; 11; 16; 17

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## 1.3.2

## A DECARBONATED HOME

![img-132.jpeg](img-132.jpeg)

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![img-133.jpeg](img-133.jpeg)

# €251 MILLION
INVESTMENT IN THE
CARBON ROADMAP IN 2024
(CAPEX AND R&amp;D)

## 2030 roadmap

Saint-Gobain's objective is to contribute to a fair and sustainable transition towards a low-carbon economy. The implementation and results of this strategy are integrated into scenarios that limit global warming to below a $1.5^{\circ}\mathrm{C}$ rise versus the pre-industrial era, so that they are aligned with the Paris Agreement.

The action plan for reducing carbon emissions (scope 1, 2 and 3) is divided into two periods:

**2020 to 2030**: Saint-Gobain is rolling out its "2030 carbon" roadmap, which has two ambitions:

- Achieving, between 2017 and 2030, the reduction targets (in absolute terms) of $33\%$ of CO2e emissions under scopes 1 and 2 and a $16\%$ reduction in CO2e emissions under scope 3. These objectives have been validated by the Science-Based Targets initiative (SBTI);
- Innovating and testing industrial processes to achieve net zero emissions for the three scopes.

**2030 to 2050**: a new roadmap will be adapted based on the results obtained during the previous period to achieve net zero emissions. The innovations identified during the implementation of the "2030 carbon" roadmap will be rolled out. Carbon capture projects may be activated at the end of the period to supplement the transformation measures up to a maximum of $10\%$ of emissions (scope 1, 2 and 3).

## Four levers for achieving the 2030 objectives for scope 1 and 2

## Product optimization and eco-design

Making products lighter while at the same time guaranteeing at least equivalent performance, optimizing packaging to reduce the logistical impact, modifying formulations to incorporate more

![img-134.jpeg](img-134.jpeg)

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![img-135.jpeg](img-135.jpeg)

recycled materials: these are just some of the initiatives implemented by Saint-Gobain. Replacing one tonne of virgin materials in the composition of glazing with its equivalent in cullet (recycled glass) reduces  $\mathrm{CO}_{2}$  emissions by  $300\mathrm{kg}$ . Several programs have been set up, such as the "BANTAM" program, which aims to make plasterboard lighter, and the "SLIMWOOL" program, which optimizes the weight of glass wool.

# &gt; Improving processes and performance

Operational excellence, productivity, energy efficiency and quality are at the heart of the 2030 carbon roadmap. The deployment of digital technologies and the use of data enable us to better control industrial processes and gain in efficiency. The Construction Industry business unit uses software based on artificial intelligence to optimize the operation of its glass fiber furnaces. In 2024, Saint-Gobain started producing "very low-carbon" façade cladding at three sites

in the United States. This production reduces scope 1 and scope 2 emissions by  $96\%$ . This result was made possible by the total electrification of the production processes at the three sites and the use of  $100\%$  renewable electricity.

# Innovation

To ensure the transition to carbon-neutral production, an R&amp;D program has been initiated in 2021. Net zero-carbon production trials (scope 1 and 2) have been carried out for most of Saint-Gobain's business lines, in particular glass, gypsum and insulation.

# Purchase of decarbonated energy

In 2024, the share of decarbonized electricity in total electricity consumption increased to  $67\%$ , an increase of 10 points between 2023 and 2024 thanks to the implementation of new power purchase agreements (PPAs) and green electricity contracts in every region of the world.

# &gt; Managing scope 3 carbon emissions

Saint-Gobain has stepped up its efforts to identify and assess  $\mathrm{CO}_{2}$  emissions linked to its value chain. Digital tools have been developed to facilitate assessments, particularly of emissions in categories related to purchases and logistics. These categories account for around  $70\%$  of Saint-Gobain's scope 3 emissions (SBTi scope).

![img-136.jpeg](img-136.jpeg)

67%

PROPORTION OF DECARBONATED ELECTRICITY* IN SAINT-GOBAIN'S TOTAL ENERGY CONSUMPTION

IN 2024

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To reduce scope 3 emissions, Saint-Gobain is focusing on the following actions:

- Mobilizing buyers by providing training and digital tools for estimating the impact of purchases;
- Extending reporting to the relevant scope of our suppliers and improving the quality of information;
- Persuading suppliers to commit to measuring their carbon footprint and developing action plans to reduce it.

To reduce transport-related emissions, Saint-Gobain has developed "Supply Chain 4.0" digital programs.

Whether it is for its purchases or customers delivery, the Group has programs for route optimization, optimal vehicle loading and more efficient planning by coordinating inbound and outbound transport to avoid empty kilometers.

Thus, the Group uses supply chain modeling, optimization and simulation software to find the best balance between delivery times, costs, inventories and carbon footprint.

## Mobilization of all

In Saint-Gobain's organization, each country or business unit is responsible for implementing the roadmap within its own scope and markets.

Financial budgets, investment plans and R&amp;D resource requirements are aligned with this roadmap. The carbon roadmap is supported by a CAPEX and R&amp;D investment plan. In 2024, €251 million was invested in CAPEX and R&amp;D.

We also mobilize everyone through our training programs. For example, the Climate Academy offers e-learning training modules on climate issues and how to take action to protect the environment. Workshops such as the "Climate Fresco" are also offered to raise employee awareness of climate challenges.

![img-137.jpeg](img-137.jpeg)

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Finally, an in-house carbon fund has been set up to finance projects to reduce non-industrial  $\mathrm{CO}_{2}$  emissions, such as sustainable employee mobility and improving energy efficiency at our sites.

# Designing innovative solutions incorporating "carbon benefits"

Saint-Gobain innovates to develop solutions to reduce the carbon footprint of buildings throughout their life cycle, including the time that they are occupied and used:

By reducing their energy consumption during the utilization phase: these are insulation and glazing solutions that improve energy efficiency;
By reducing the carbon footprint of its products and solutions, particularly by developing lightweight construction solutions, increasing the proportion of recycled materials used to manufacture them or by using renewable energy to power its industrial processes.
By reducing the carbon footprint of building materials thanks to innovative solutions developed by the "construction chemicals" Business Unit.

Life cycle assessments (LCAs) or environmental product declarations (EPDs) measure the impact of materials and guide innovation in this field.

![img-138.jpeg](img-138.jpeg)

Saint-Gobain's glass solutions improve the energy efficiency of buildings and the comfort of users in all their dimensions: thermal insulation, light control, aesthetics, interior design and decoration, protection against fire and even gunfire.

They help customers to measure the carbon content of buildings. Over  $58\%$  of the Group's sales (excluding distribution) are generated by products covered by verified LCAs and EPDs.

# &gt; Growth decoupled from  $\mathrm{CO}_{2}$  emissions

Carbon intensity per euro of sales and EBITDA has been reduces by  $46\%$  and  $57\%$  respectively in 2024 compared to 2017, reflecting the Group's objective of maximizing its positive impact on the environment, while at the same time reducing its footprint.

![img-139.jpeg](img-139.jpeg)

73%

PROPORTION OF TOTAL REVENUES ACHIEVED WITH SUSTAINABLE SOLUTIONS

IN 2024

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# A decarbonated home

## MAXIMIZE OUR CONTRIBUTION

Propose solutions that contribute to reducing carbon emissions from the construction sector and industries

### OUR SUSTAINABLE AND EFFECTIVE SOLUTIONS

![img-140.jpeg](img-140.jpeg)

**58%** (a)

Percentage of products covered by a LCA in 2024 (objective: 100% in 2030)

**1,043 Mt CO₂**

Avoided CO2 greenhouse gas emissions thanks to our solutions (b)

![img-141.jpeg](img-141.jpeg)

**73%**

Share of the Group’s sales achieved with our sustainable solutions in 2024 (objective of 75% in 2025)

## MINIMIZE OUR FOOTPRINT

Achieve “net zero emissions” (scopes 1, 2 and 3) by 2050

### SCOPE 1 AND 2

**13.4 MILLION TONS OF CO₂**

![img-142.jpeg](img-142.jpeg)

4 levers for achieving the “net zero emissions” objective

- Product optimization and eco-design
- Process and performance improvements
- Innovation
- Purchase of decarbonated energy

### SCOPE 3

24 Mt of CO2 at the end of 2024 (c)

![img-143.jpeg](img-143.jpeg)

**70%**

Percentage of purchases and transport in scope 3
- Reformulation of products
- Decarbonization of purchasing
- Innovation and logistics performance

### TRANSVERSAL LEVERS

- CAPEX and R&amp;D investments: 251 M€ in 2024
- Integration of CO2 reduction targets into short and long-term remunerations

### GLOBAL CONTEXT

The construction sector accounts for 8% of worldwide CO₂ emissions. Of this total, 28% relates to building use and 9% to building construction.

## ENGAGE OUR STAKEHOLDERS

![img-144.jpeg](img-144.jpeg)
Accelerate the transition to more sustainable construction and a low-carbon industry

![img-145.jpeg](img-145.jpeg)
Support commitment through training in climate issues

![img-146.jpeg](img-146.jpeg)
Direct financial flows towards sustainable solutions

![img-147.jpeg](img-147.jpeg)
Contribute to accelerate the transition

![img-148.jpeg](img-148.jpeg)
Mobilize in the face of the climate emergency

![img-149.jpeg](img-149.jpeg)
Help vulnerable population gain access to decent housing

(a) Non-trade / (b) Avoided CO2 emissions during their lifespan (based on 2023 sales) / (c) Including full-year effect of recent acquisitions (8.5 Mt CO2 excluding acquisitions, i.e. a -37% reduction) / (d) Objectives reviewed by SBTi / (e) Scope and methodology aligned with SBTi : 2023 data

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## 1.3.3

## MORE PERFORMANCE WITH LESS

![img-150.jpeg](img-150.jpeg)

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## 2030 Strategy

Saint-Gobain's strategy to accelerate the transition to a more resource-efficient economy aims to preserve natural resources and the environment throughout the value chain and to offer reusable or recyclable products and solutions:

- Transition to a circular economy: Saint-Gobain aims to reduce the consumption of non-renewable natural resources by integrating recycled and biosourced materials into its products. The aim is to minimize final waste and maximize the recirculation of natural resources or manufactured products.
- Preservation of natural resources: the Group implements policies to reduce the environmental impact of its activities, particularly in terms of water management, biodiversity and deforestation. For example, Saint-Gobain is committed to reducing its industrial water withdrawals by 50% between 2017 and 2030.
- Reducing environmental impacts: Saint-Gobain develops lightweight construction solutions that require less raw materials while offering equivalent performance. The Group is also working to reduce its greenhouse gas emissions and improve air quality by reducing SOx, NOx and dust emissions.

![img-151.jpeg](img-151.jpeg)
By 2022, Saint-Gobain had succeeded in manufacturing flat glass with 100% cullet (broken glass from manufacturing waste or selective waste collection and recycling content) and 100% green energy, resulting in zero-carbon production (on scope 1 and 2).

## Our 3 levers of action

### Preservation of natural resources

Saint-Gobain promotes sustainability and efficiency by replacing virgin raw materials with recycled or renewable materials or by-products, working with suppliers to identify innovative materials or co-develop new potential compositions. Industrial processes are therefore adapted to meet new needs.

### Innovation and operational performance

Innovation and operational performance are achieved by reducing the use of raw materials, including water consumption, by improving quality and productivity, and by optimizing industrial processes.

Actions are also focused on reducing resource intensity by applying eco-design methods (lightening products, integrating recycled or bio-sourced materials, or recyclability). It also involves working with customers on building design (modularity to increase uptime, for example).

### Waste management

Saint-Gobain has put in place key measures for effective waste management both for its operations and across its value chain. Waste recovery services are offered on construction sites and at customer sites. The Group participates in the development of recycling channels.

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## &gt; Preserving water resources

The aim is to extract as little water as possible, particularly in areas subject to severe water constraints, and to aim for “zero discharge” of industrial water, thus avoiding any new impacts on other natural environments and/or other stakeholders.

Saint-Gobain’s water policy aims to reduce the impact of its operations on water resources and nature. The main axes are:

- Reducing water withdrawals, particularly in water-stressed areas. The aim is to achieve a 50% reduction by 2030.
- Water reuse and recycling: setting up closed-loop systems to limit water withdrawals and discharges. For example, water used for cooling in industrial processes is reused, significantly reducing water withdrawals.
- Managing pollution risks: controlling industrial discharges and limit the use of substances of concern. The Group has set up action plans to assess and control the risks of water pollution, particularly in sensitive areas.
- Stakeholder engagement: mobilizing internal and external stakeholders to plan and implement water conservation actions. This includes

![img-152.jpeg](img-152.jpeg)

collaboration with experts and local stakeholders to assess risks and prioritize actions.

## &gt; Accelerating the transition to a circular economy

Some Saint-Gobain products, such as glass, mineral wools and gypsum products, can be recycled indefinitely in a closed-loop industrial process. For these processes, it is then possible to replace natural raw materials with recycled materials from internal or external collections.

![img-153.jpeg](img-153.jpeg)

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![img-154.jpeg](img-154.jpeg)

For other Saint-Gobain products, such as glass wool, cast iron pipes, grain manufacture or ceramic powders, it is also possible to replace virgin raw materials with recycled materials from other recycling channels.

Action plans for a transition to a circular economy are highly dependent on the country and the maturity of local stakeholders, regulations and logistics. Approaches are therefore deployed by country to mobilize recovery channels, particularly for construction and deconstruction site waste. Saint-Gobain's organization by country helps accelerate the transition.

It makes it possible to seize opportunities and create local synergies, between brands or with partners outside the Group.

Saint-Gobain is committed to reducing pressure on natural resources and minimizing waste at every stage of its value chain. Key actions include:

&gt; Integrating recycled and bio sourced materials

The Group aims to maximize the recycled or bio-sourced content of its products and packaging, and to limit final waste.

The Group estimates that 18% of its products contain recycled materials.

&gt; Developing recycling channels

Saint-Gobain works with external partners to collect, sort and recycle site waste. The Group has set up waste collection and treatment networks in several countries, enabling construction materials to be recycled efficiently.

![img-155.jpeg](img-155.jpeg)

87%

OF RECYCLABLE PACKAGING (IN ABSOLUTE VALUE)

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![img-156.jpeg](img-156.jpeg)

&gt; Innovation and operational excellence
Saint-Gobain strives to reduce the resource intensity of its products and to replace non-renewable raw materials with recycled or bio-based alternatives. The Group invests in research and development to improve industrial processes and integrate recycled materials into its products.

&gt; Extending product life
Saint-Gobain facilitates the reuse and recycling of end-of-life products, and optimizes the use of buildings to reduce the consumption of natural resources. For example, lightweight plasterboard partitions can be dismantled and reused, facilitating the modularity of buildings to increase uptime and reduce waste.

&gt; Controlling the impact on biodiversity and the risks of deforestation

&gt; Biodiversity
Saint-Gobain is committed to protecting biodiversity, particularly at its high-impact sites or those located in areas of outstanding biodiversity. The Group has solid in-house expertise thanks to its extraction activities, and has implemented a policy aimed at preserving, restoring and boosting biodiversity. By 2024, a large majority of the Group's quarries already had a biodiversity management plan. A catalog of best practices has also been created to facilitate the implementation of actions in favor of biodiversity.

&gt; Combating deforestation
To manage the risks of deforestation, Saint-Gobain has adopted a "forest" policy applicable to all its entities, based on internationally recognized principles. Through this policy, Saint-Gobain applies a principle of non-deforestation.

This policy is supplemented by specific policies for the purchase of timber, paper and wood fiber products. Regarding the purchases, an inventory is carried out each year to ensure that risks are kept under control.

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![img-157.jpeg](img-157.jpeg)

# More performance with less

## MAXIMIZE OUR CONTRIBUTION

Reducing adverse effects on nature by optimizing circular flows, using more recycled or biosourced materials, and improving the use of buildings

Offer solutions optimizing circular flows:
&gt; Recyclability
&gt; Integration of recycled or renewable materials or co-products (products and packaging)

Increase the lifespan and time-in-use of buildings by offering solutions encouraging:
&gt; Modularity
&gt; Changes in use
&gt; Building's lifespan

Optimize end-of-life management of solutions:
&gt; Create recycling channels
&gt; Encourage product and solution reuse by including service offerings around waste management along the value chain

![img-158.jpeg](img-158.jpeg)

## 87%

Rate of recyclable packaging (objective 100% in 20230)

## 9.2 Mt

Of virgin raw materials avoided by using recycled content

## MINIMIZE OUR FOOTPRINT

Limiting adverse impacts on nature for the entire value chain, in particular those related to purchasing, but also to the use of products and solutions

&gt; Combat pollution, in particular water pollution
&gt; Preserving water resources in water-stressed areas

&gt; Reduce the use made of non-renewable resources and substances of concern

&gt; Combat deforestation and preserve biodiversity around extraction sites

![img-159.jpeg](img-159.jpeg)

## 94%

Of responsible timber purchases (objective 100% in 2025)

## -38%

In non-recovered waste between 2017 and 2024

## GLOBAL CONTEXT

The construction sector consumes 50% of the world's resources

## ENGAGE OUR STAKEHOLDERS

![img-160.jpeg](img-160.jpeg)
Promote new services related to the circular economy

![img-161.jpeg](img-161.jpeg)
Support process optimization by investing in tools and training

![img-162.jpeg](img-162.jpeg)
Support initiatives promoting resource optimization and preservation

![img-163.jpeg](img-163.jpeg)
Contribute to the transition to a circular economy

![img-164.jpeg](img-164.jpeg)
Preserve water and biodiversity around our sites

![img-165.jpeg](img-165.jpeg)
Mobilize on selective sorting and recycling

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## 1.3.4

## A BETTER LIVING FOR ALL

- Applying our Principle of Conduct and Action
- Respect human rights along the value chain
- Build trust with stakeholders

![img-166.jpeg](img-166.jpeg)

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## Sharing our values with our stakeholders

Saint-Gobain is committed to promoting its core values through its Principles of Conduct and Action. Dialog with stakeholders, including suppliers and subcontractors, is essential to ensure adherence to the Group's values and to develop lasting partnerships.

Saint-Gobain's Principles of Conduct and Action constitute a Code of Ethics based on the applicable conventions of the International Labor Organization (ILO), the International Charter on Human Rights, the guidelines for multinational enterprises of the Organization for Economic Cooperation and Development (OECD), and the anti-corruption convention. These principles guide the decisions and actions of managers and employees.

![img-167.jpeg](img-167.jpeg)

![img-168.jpeg](img-168.jpeg)

Their implementation takes the form of specific commitments and policies applicable to all entities and employees in the context of their work for Saint-Gobain.

By signing the suppliers' charter, partners demonstrate their adherence to the Group's values and their wish to develop medium- and long-term partnerships. In this way, suppliers and subcontractors commit not only to their business practices, but also to respecting the rights of their employees, occupational health and safety, and respect for people.

## Respecting human rights

Saint-Gobain has been a signatory of the United Nations Global Compact since 2003, and is committed to respecting human rights in all its operations and throughout its supply chain.

The human rights policy, published in 2019, is based on the United Nations Guiding Principles and includes commitments to combat forced labor, child labor and discrimination.

The Group implements due diligence processes to identify and manage human rights risks.

The main risks identified concern four areas: respect for employee rights, health and safety at work, respect for the environment and anti-corruption.

Saint-Gobain ensures that its employees benefit from agreed conditions of employment, fair remuneration and respect for freedom of association at all its industrial sites and sales outlets of its trading companies worldwide.

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![img-169.jpeg](img-169.jpeg)

&gt; Deploying a responsible purchasing policy

Saint-Gobain's "Responsible purchasing" program, the first step of which is the signing of a suppliers' and buyers' charter, integrates ethical, social and environmental criteria into the purchasing process. Based on the ISO 20400 standard, this program aims to reduce risks related to human rights, health and safety, and the environment. Through this program, the Group is also committed to combating deforestation and promoting responsible sourcing of natural raw materials.

The CSR risk mapping of purchases, developed by Saint-Gobain, includes risks relating to countries of origin and purchasing categories.

Risks linked to human rights, particularly forced labor and child labor, and risks of corruption are inherent to the context of the country of origin. Risks linked to purchasing categories include environmental performance (in particular impacts linked to carbon and water), and social performance (including working conditions, in particular employee health and safety).

Suppliers are regularly evaluated and audited. Action plans are then put in place to improve their CSR performance. The entire approach is part of an ongoing dialog with the suppliers.

![img-170.jpeg](img-170.jpeg)

100%

OF CONTRACTS WITH

EUROPEAN PARTNERS

INCLUDE THE

SUPPLIERS' CHARTER

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"GOLD MILLIONAIRES" I.E. 15 YEARS
WITHOUT A LOST-TIME ACCIDENT

## Preserving health and safety

Employee health and safety are top priorities for Saint-Gobain. The Group has implemented mandatory standards and medical surveillance protocols to guarantee a high level of protection. The Group's "Health Policy" aims to protect the health and promote the well-being of its employees, customers, suppliers, users of its products and solutions, and residents and communities around the Group's sites. Performance indicators, such as HICE (health indicator for occupational exposure), are used to monitor and improve health risk management.

## Ensuring the health and safety of people at our sites

Saint-Gobain is committed to ensuring safe working conditions for everyone at its sites, including temporary workers and subcontractors. Training and awareness-raising on specific risks are offered, and safety audits are carried out on a regular basis. The total recordable accident rate (TRAR) is closely monitored, and accident reduction targets are included in managers' performance criteria.

## Developing safe products and solutions and bringing comfort to the end user

Saint-Gobain designs solutions that offer benefits in terms of health, comfort and well-being. The "Solutions for Growth" program allows Saint-Gobain's to focus its offering on sustainable construction markets. Among the criteria used to assess the benefits of solutions, some concern health, safety and well-being: reduction of occupational risks in the value chain, ergonomics for applicators, indoor air quality and acoustics, thermal and visual comfort for the end customers, i.e. the occupants of the buildings.

![img-171.jpeg](img-171.jpeg)

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## A COMMITTED GROUP

![img-172.jpeg](img-172.jpeg)

## Taking care of employees

Saint-Gobain has also set up prevention and health promotion programs, such as "CARE by Saint-Gobain", which offer social coverage and access to healthcare for employees and their families. The aim is to meet essential, day-to-day health needs, as well as important moments in a family's life, such as the arrival of a child or the death of a loved one. The program includes parenthood measures such as 14 weeks' maternity leave with 100% pay and three days' partner leave with 100% pay. Since December 2022, 100% of Saint-Gobain employees and their families have been entitled to all the benefits of the "CARE by Saint-Gobain" program.

As regards mental well-being, the "Mental WellBeing" (MWB) program has been rolled out to all Group managers and concerns all employees. This interactive program helps managers to optimize the psychological well-being of their teams by proposing best practices and concrete actions to improve well-being at work.

## Engaging with local communities

Housing has a fundamental impact on people's health. By participating in programs promoting access to decent housing for all, Saint-Gobain supports local communities in improving living conditions.

The Group is actively involved with local communities through philanthropy and sponsorship actions in areas such as education, research, culture and healthcare.

In 2022, Saint-Gobain launched the "Build Change" program to support training for young people in the construction sector and promote access to decent, sustainable housing.

The Saint-Gobain Foundation relies on employees' engagement. All Group employees can sponsor solidarity actions in two areas: the professional integration of young adults in difficulty, and the construction or renovation of living spaces for people in precarious situations. Since its creation in 2008, the Foundation has supported 428 projects, including 41 in 2024.

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![img-173.jpeg](img-173.jpeg)

# A better living for all

## MAXIMIZE OUR IMPACT

Offering solutions with benefits for health, comfort and well-being across the entire value chain

### OFFERING SOLUTIONS WITH BENEFITS

- For health
- For comfort
- For safety
- For well-being

Along the value chain

### PARTNERS COMMITMENT

- Direct, indirect and induced employment
- Sponsorship and philanthropy
- A partner in economic vitality of territories
- Training in sustainable construction market

![img-174.jpeg](img-174.jpeg)

84%
Employee engagement rate

Since 2022
100%
of employees and their families covered by the social protection program "CARE by Saint-Gobain"

41
Projects supported by the Saint-Gobain Foundation in 2024

## MINIMIZE OUR FOOTPRINT

Promoting ethics, acting in favor of diversity, inclusion, health, safety and social dialogue, by involving all stakeholders

### EMPLOYEES COMMITMENT

- Health and security
- Diversity and inclusion
- Working conditions
- Social dialogue

### PARTNERS COMMITMENT

- Due diligence
- Responsible purchasing
- Human rights

![img-175.jpeg](img-175.jpeg)

91%
of employees received training during the year (135,000 people)

-50%
The accident frequency rate* has been halved since 2017
* With and without lost time (employees, temporary workers and permanent subcontractors)

92%
of non-trade purchases are covered by the signature of the responsible purchasing charter

## GLOBAL CONTEXT

The average employee engagement rate in the industry is 73%.

## ENGAGE OUR STAKEHOLDERS

![img-176.jpeg](img-176.jpeg)
Providing safe and sustainable solutions

![img-177.jpeg](img-177.jpeg)
Providing a safe and fulfilling work environment

![img-178.jpeg](img-178.jpeg)
Promoting ethics and respecting human rights

![img-179.jpeg](img-179.jpeg)
Participating in the evolution of due diligence requirements

![img-180.jpeg](img-180.jpeg)
Supporting the economy and showing solidarity

![img-181.jpeg](img-181.jpeg)
Promoting ethics and respecting human rights

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# AIRENDICES

![img-182.jpeg](img-182.jpeg)

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![img-183.jpeg](img-183.jpeg)

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# CSR DASHBOARD

![img-184.jpeg](img-184.jpeg)

Saint-Gobain has prioritized its CSR challenges and actions. They have been associated with risks and opportunities, identified in application of legal provisions (see section 3.1, p. 107). This prioritization also takes into account the expectations of stakeholders identified in the double materiality analysis and the environmental, social and societal challenges facing the Group.

![img-185.jpeg](img-185.jpeg)
Sorting and recycling materials and products are essential for the transition to a circular economy.

Saint-Gobain's corporate purpose, (Making the world a better home), its vision - to be the leader in sustainable construction -, and its strategic plan are perfectly aligned. The Group's CSR strategy (see section 3.1.5 p. 114) is an integral part of its overall strategy, and reflects its determination to contribute to three long-term ambitions based on a dual commitment: to minimize its footprint on human beings and the environment, and to maximize the positive contribution to environmental challenges (specifically climate, social and societal challenges). Saint-Gobain has defined its three ambitions as follows:

$\succ$  Contribute to a decarbonated world: combat climate change;
&gt; Improve the performance of our ecosystem by reducing its footprint: preserving our resources and promoting a circular economy;
A better living for all: ethics, health &amp; safety, inclusion &amp; diversity, local value creation throughout the value chain.

For each of these ambitions, action plans and objectives have been set for the short, medium and long term. In order to monitor Saint-Gobain's performance on its sustainability challenges, a scorecard of the main objectives is published. The full set of Environmental, Social and Governance indicators (ESG information pack) is available on the Group's website.

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![img-186.jpeg](img-186.jpeg)

* TRAR: frequency rate of accidents with and without lost time per million hours worked for our employees, temporary workers and permanent subcontractors. / ** 2022 data calculated on a wider scope vs. 2017 and using the SBTi scope and methodology. / *** Excluding negoce. / *** Including full-year effect of recent acquisitions (8.5 Mt CO2e without, i.e. -37% reduction).

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![img-187.jpeg](img-187.jpeg)

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# TABLE OF CONTENTS

|  2.1 CAPITALIZE | ON OUR ASSETS | 82  |
| --- | --- | --- |
|  2.1.1 | A culture of trust | 82  |
|  2.1.2 | A multi-local organization | 83  |
|  2.1.3 | Operational and industrial excellence | 87  |
|  2.2 OUTPERFORMING THE MARKETS | 90  |
| --- | --- |
|  2.2.1 A range of expertise and brands... | 90  |
|  2.2.2 ... and a strong proximity with customers | 100  |
|  2.2.3 Innovation at the service of customers and sustainability | 101  |

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## 2.1 CAPITALIZE ON OUR ASSETS

### 2.1.1 A CULTURE OF TRUST

#### A – Building trust with stakeholders

##### a. Values shared with our stakeholders

The Principles of Conduct and Action are the foundation of all Saint-Gobain policies and commitments, specifically the compliance policies, the human rights policy, the Environmental, Health and Safety Charter, and the "Buyer" and "Supplier" Charters of the Purchasing Department. This code of ethics applies to all Group entities and employees, subcontractors in connection with their work on Saint-Gobain sites, and suppliers (see section 1.1.1.E, p 15).

The Principles of Conduct and Action are translated into 31 languages and available on the Group's website for wide distribution to external as well as internal stakeholders. During the recruitment process or at the time of onboarding, they are communicated to each new employee, including those with fixed-term contracts and temporary workers, in the language of the country. This communication may take various forms, depending on the country:

- a welcome brochure with comments from the Human Resources representative or the manager;
- the code of ethics directly incorporated into the employment contract or the letter of commitment.

An e-learning course called "Adhere" is available for all employees and is compulsory for all new managers. The Saint-Gobain University Management School offers an introduction to business ethics to allow managers to discuss these issues and share their operational experiences.

The Group trains each new manager from their first year at the Group on the code of ethics, the fight against corruption and compliance with competition law ("Adhere, ACT and Comply"). This objective is included in the CSR dashboard monitored by the Board of Directors (see section 1.4, p. 78).

##### b. Participation in public debate

###### Advocacy

Saint-Gobain participates in public debates on the strategic challenges for its business activity and environment. This participation takes place directly, via professional associations, and via global, regional, or local alliances. The Group's advocacy activities aim to constructively feed into discussions and bring together value chain players and stakeholders. Inspired by its corporate purpose "Making the world a better home," Saint-Gobain regularly works on the priority themes of decarbonization of the economy, circularity and well-being in the construction sector (see section 1.2.2, p. 36).

Saint-Gobain and the majority of its subsidiaries belong to professional associations representing their industry at the national or supranational level. For example, in France, the Group is involved in professional associations representing companies, such as Afep and Medef. Saint-Gobain's subsidiaries also cooperate with various local associations or organizations involved in normative or regulatory issues, or related to environmental, social, societal or economic issues. The subsidiaries have internal procedures in place to ensure that their participation in associations is recognized and referenced, and that employees who represent them in associations are trained in the rules of antitrust law.

Saint-Gobain ensures that its advocacy initiatives are aligned with its commitment to contribute to carbon neutrality by 2050. Its actions and positions therefore take into account the ambition to limit the rise in temperatures to below 1.5°C.

The Group ensures proper coordination of the positions taken locally and ensures that these institutional commitments are well known and respected by the countries. Saint-Gobain complies with the transparency obligations applicable to relations between companies and public authorities in all the countries where it operates.

###### Multi-stakeholder partnerships

As a member of the United Nations Global Compact, Saint-Gobain regularly reports on its progress in the areas covered by the Compact. Saint-Gobain also encourages its partners, particularly its suppliers, to commit to the Global Compact's ten principles.

Likewise, the Group pays special attention to the United Nations Sustainable Development Goals (SDGs), so as to make progress in evaluating the real impacts that companies can have in working towards a fairer, more sustainable world. These goals also make possible new multi-stakeholder collaborations, in which companies are engaged locally and globally.

Finally, the Group is a member of the forum of committed companies with the organization Transparency International France. Saint-Gobain supports the association's activities and has committed to rejecting and combating corruption, in all its forms. The Group undertakes to make its best efforts to implement a solid prevention mechanism, inspired by the current best practices of the business world. A list of the Group's main partnerships and investments is available on the website (https://www.saint-gobain.com/en/corporate-responsibility/our-responsibility/our-commitments-partnerships-and-recognitions).

The Group refrains from financing any political party.

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## B - Committed employees

### a. Building a culture of trust, responsibility and collaboration

Saint-Gobain's new organization, aiming to empower countries and at local level, entails building trust, as a condition for the effective delegation of authority and fostering cross-functional collaboration between all the Group's functions and business lines at global level.

The TEC approach (Trust, Empowerment and Collaboration) represents a significant change in corporate culture within the Group, which primarily concerns managerial culture: the aim is to establish, by default, the principle of trust and thus move from a vertical, traditional structure, to an open, learning organization, leaving the freedom of action at local management level in the 77 countries where Saint-Gobain operates. It also responds to the underlying trends affecting the world in which the Group operates, and in particular to the disintermediation brought about by new technologies, which makes managerial methods obsolete and promotes profound changes in the relationship between individuals and work. The successive lockdowns linked to COVID-19, the development of teleworking and the adaptation of working hours at the production sites have called for greater autonomy on the part of employees and required them to be more flexible and adaptable. In this respect, the TEC approach is a way of aligning Saint-Gobain's strategy with changes in the expectations of employees and strongly supports the development of its employer brand.

The TEC culture also helps to make the innovation process more efficient, to align it with customer needs by fostering collaboration between countries and business lines (for example, to offer a range of complete solutions to our customer) and between functions (for example, between researchers, marketing specialists, and technicians).

To implement this approach on the ground, the Group is relying increasingly on its training program (see section 2.1.3.B, p. 89) and on approaches such as collective and individual coaching, made accessible to a greater number of employees, as well as the gradual roll-out of 360* assessments. The development of feedback is encouraged to strengthen collaboration and trust, at Group level (for example, via the annual me@Saint-Gobain survey), in project management, and at individual level (by developing the ability to request and receive feedback).

Each manager is therefore encouraged to promote the TEC culture within his/her scope and monitor progress on implementation.

### b. Employee satisfaction

Increasing employees' involvement in a context of change, both generational and technological, is an essential challenge for the Group. To meet this challenge, the Group places managerial attitude and involvement at the heart of this approach: managers motivate and develop the loyalty of employees by giving more meaning to their everyday work and by favoring a spirit of initiative.

Since 2019, a unique tool to measure employee commitment has been developed. It makes it possible to conduct surveys targeted on particular populations and/or themes, for example, specifically listening to managers during the transformation phases. This platform is also used to conduct the annual global survey sent to all employees: "me@Saint-Gobain". Employees are asked questions covering the seven main focus areas of the HR policy and the current transformation programs:

- Team: a positive and collaborative working environment;
- Actor: an organization that values employees;
- Talent: an HR organization focused on upskilling;
- Management: a participatory management style;
- Inspiration: a clear focus on the future;
- CSR: a responsible company;
- Innovation, excellence and customer focus.

With a participation rate of 89% in 2024, 125,245 employees took part. In particular, 85% of them would recommend Saint-Gobain as a good place to work.

The commitment rate stood at 84%, up one point compared with the survey conducted in 2023. This index groups the results into four themes:

- Pride in working for Saint-Gobain;
- Short-term retention capacity;
- Recommendation;
- The feeling of being appreciated and valued for their work.

In accordance with the HR organization, each country or Business Unit is able to obtain results for its own scope and is responsible for circulating the results and starting dialogue with employees to define action plans to work on areas requiring improvement.

## 2.1.2 A MULTI-LOCAL ORGANIZATION

Saint-Gobain's organization by country (to respond to local customers) and by market (to respond to global customers) enables it to operate as close as possible to its customers and anticipate their expectations, taking into account local specificities, whether in terms of architectural styles, building methods, climate, standards and regulations, or cultural particularities. By harnessing this proximity to its customers, by combining its skills, by

inventing new services, by strengthening synergies between its business lines, by accelerating innovation and use of data, by offering its employees an open and inclusive working environment, the Group differentiates itself and offers the widest range of integrated solutions on the market to better meet the expectations of its customers, as well as performance and sustainable development challenges.

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# A - Global presence serving local markets

Since 2019, Saint-Gobain has been organized according to its customers and therefore by geographical regions for its regional businesses, and by global Business Units within its High Performance Solutions division, with a view to improving agility and remaining as close as possible to its customer base. Based on the "Transform &amp; Grow" plan, the Group's corporate governance model, which is as close as possible to its markets, is part of a resolutely "multinational" approach. The new organization has enabled a profound culture of change, highlighting the empowerment of teams, performance, and the satisfaction of customer needs, and granting a high degree of decision-making autonomy at local level.

Saint-Gobain's organization and culture have thus been profoundly transformed, with a simplified structure and 90% of CEOs native to the region in which they operate. The new rules for executive compensation (bonus entirely linked to the performance of the country or market) are aligned with performance, the priority being given to cash generation, ROCE, EBITDA and ESG impact (on greenhouse gas emissions, diversity and safety). In full control of the Group's development in their market, they also aim to shape the evolution of local construction ecosystems.

This clearly differentiates Saint-Gobain from its competitors: in addition to its in-depth knowledge of local markets, the Group sets itself apart from local competitors through its capacity for innovation and the operational excellence provided by its cross-functional organization at global level. Through the richness of its offering and its ability to offer complete solutions adapted to each customer segment, Saint-Gobain stands out from its local and international competitors.

Saint-Gobain's organization globally encourages synergies in support functions. With unique customer services, shared online stores and common logistics, sales forces can work more efficiently and devote more time to cross-selling and upselling. It has also led to changes in sales organizations, in

particular to develop cross-selling. The search for synergies is an essential condition for the Group to be a solution provider (see section 1.1.1.8, p. 10). On the other hand, the objective is to provide customers with combined offers and to make the Group a one-stop shop for a given application. Using these synergies, Saint-Gobain improves the customer experience by offering complete building systems along with exclusive related services. The customer only has to place a single order to receive all of the products at the worksite, while a Saint-Gobain team also ensures smooth progress of work on site.

Synergies are also generated through the dissemination of a culture of innovation (see section 1.2.3.A, p. 38) enabling the development of dynamic project management methods and placing the customer at the heart of the approach. This culture has historically been expressed in different ways within Saint-Gobain:

- the Group's industrial business lines can thus benefit from the experience of trading brands in terms of digitalizing their product and service offering for customers;
- the regional businesses, in the construction markets, are increasingly developing a co-development approach, a model that is in the DNA of the High Performance Solutions businesses. They thus benefit from existing experiences already existing within Saint-Gobain.

# B - Local ecosystems

Saint-Gobain's value chain extends from the extraction of raw materials to the end-user, including the end-of-life of products. Its structure, as described in section 1.1.4.C, p. 24, is identical regardless of countries or markets. In the vast majority of cases, this value chain is implemented locally, with raw materials sourced from suppliers located in the same region as the site that transforms them. Similarly, trading agencies and sites deliver customers from the country where they are located or customers from nearby countries. Exports are marginal and limited to specific situations, such as the supply of pipes for infrastructure-related work sites.

![img-188.jpeg](img-188.jpeg)
a. A local supply chain

![img-189.jpeg](img-189.jpeg)

Purchases meet the needs of the business lines by distinguishing between purchases responding to the internal needs of the business lines and purchases intended to be resold as part of the Group's trading business line. Although the purchasing functions are based on shared policies and on a common base, especially the implementation of the policy on responsible purchasing (see section 3.4.6, p. 187), they do not operate at the same level of the Saint-Gobain value chain:

- non-trade purchases: these relate to purchases upstream of the production stage (raw materials, energy, chemicals, components, etc.), purchases of equipment used for production (machinery, civil engineering, etc.), all logistics expenses, as well as purchases of support functions (IT, marketing, human resources, environment, health and safety, communication, finance, audit, etc.);

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- trade purchases: all purchases made to be resold without processing. They are the basis of the offer of trading brands.

Saint-Gobain's purchasing policy favors the establishment of medium- and long-term contracts and partnerships with its suppliers.

Given the diversity of materials, products, or services purchased and the number of active suppliers, partner companies can be large companies, mid-sized companies or small and medium-sized companies.

Risk exposure of suppliers' employees is one of the criteria taken into account in the risk mapping of responsible purchasing.

## Purchases excluding trade purchases

The supply chain of industrial sites is mostly regional. This implies the management of a large number of suppliers. More than 184,000 companies supply the sites, of which more than 19,900 account for 90% of the Group's non-trade purchases.

Non-trade purchases mainly include purchases of materials and components used to produce the Group's solutions at industrial sites and purchases of packaging products.

Energy purchases in particular follow the Group's decarbonization roadmap with coordination between the global and country support teams in order to secure the supply of decarbonized energy in the medium term.

## Trade purchases

Trade purchases are concentrated around over 10,850 suppliers.

Each brand develops its offering according to its positioning and the expectations of the markets in the countries in which it operates. As such, it manages relations with mainly local suppliers.

For a minority of suppliers, with which the Group has established relations for several brands in one or more countries, contracts may be coordinated at European level.

Timber purchases are mainly made by trading brands, which have developed expertise in this area. However, wood purchases may also be made at industrial sites or used to supplement the Group's service offerings. This is the case for the Isonat brand in France and Brüggemann in Germany. The Timber Purchasing policy, as part of the commitments to fight deforestation, applies to all Group operations by combating deforestation (see section 3.4.6.C, p. 189).

## b. Operations, markets and customers mainly locals

![img-190.jpeg](img-190.jpeg)

Saint-Gobain's business portfolio (see section 1.2.7, p. 50) is divided into ten business areas: gypsum, insulation, construction chemicals and mortars, ceilings, glazing for construction, vehicles, exterior products, materials trading, pipes, construction and infrastructure industry, surface solutions, ceramics and polymer solutions.

Regardless of the business expertise present in a country, the associated impacts with Saint-Gobain's operations depend on the nature of its location:

- industrial sites (including quarries), which process raw materials into products;
- trading and service agencies and tertiary sites (including logistics warehouses), used for the storage and resale of products as well as reception, advisory and the proposal of services;
- other tertiary sites (including R&amp;D sites), which include support functions, such as the innovation and R&amp;D teams.

A map of Saint-Gobain locations by region is available in section 1.1.1.C. p. 12.

Generally speaking, Saint-Gobain employees have a permanent contract (91.4% in 2024). Depending on the needs of the operations, the workforce may be supplemented by employees with fixed-term contracts (x% in 2024) or temporary employees (x% in 2024). Some countries make extremely marginal use of self-employed workers (fewer than 5,000 people in 2024).

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The impacts related to industrial sites are closely monitored from an environmental perspective due to industrial processes and stored materials (see section 3.3, p. 146 and section 3.4, p. 164); from a social perspective through team-based work organization (see section 3.4.2.A, p. 168); and in terms of relationships with local communities (see section 3.4.3, p. 174).

In each country, the Group's operations serve various markets: renovation and building envelopes (prioritizing energy renovation solutions, in particular for European markets), new construction (prioritizing lightweight construction, in particular for emerging economies) and industrial markets (prioritizing solutions enabling the decarbonization of their processes).

Saint-Gobain considers as a customer any company or person having an influence on the purchase decision. Depending on the market, customers may be segmented into three categories:

- direct customers: companies that acquire products or services for use in production or construction projects or to resell them;
- users: companies or persons who use the products in their industrial process, during the implementation of a construction or renovation project or after their installation. Users may or may not be direct customers;

- specifiers: companies or persons who do not buy or use the Group's products and services but whose opinion is vital to the purchasing decision process of direct customers due to their technical expertise, reputation or any other quality (architects, for example).

Saint-Gobain's strategy does not directly target consumers. Some distributors, who are direct customers of the Group, specialize in or develop business activities linked to the "do it yourself" trend. This segment remains marginal at global level.

Depending on the country, direct customers and users can be large international companies (e.g. for large new construction projects), trading houses, craftsmen or sole proprietorship. Employees of companies, be they customers or users, work mainly on construction sites. Their working conditions depend on the country, local regulations, country-specific construction methods, the climate, and the local labor market.

For industrial markets, customers may be industrial companies or distributors. The working conditions of customers' employees depend on the customer's business sector and geographical area.

![img-191.jpeg](img-191.jpeg)
c. Towards an ever more circular model (from use to end of life)

Saint-Gobain integrates the circular economy principles into its solutions placed on the market right from the design stage:

- by limiting the use of non-renewable resources and developing the reusability of products, the proportion of recycled or bio-sourced materials or co-product integrated into production and product packaging;
- by reducing the proportion of final waste throughout the entire value chain;
- by ensuring the recyclability of the solutions placed on the market;
- by collaborating with its customers to reduce the impact on natural resources of the construction and building sector, in particular to intensify the use of buildings and facilitate the collection of recyclable materials when buildings are deconstructed.

As part of its "Solution for Growth" program (see section 3.1.5.B a), p. 115), Saint-Gobain strives to develop products that optimize the use of resources. A special attention is paid to the recyclability of products and packaging placed on the market. Some Saint-Gobain products, such as glass and gypsum products, can be recycled indefinitely in a closed-loop industrial process. Industrial processes are then adapted to replace natural raw materials with recycled materials from internal or external collections.

Depending on the markets addressed, Saint-Gobain's products have a lifespan that is variable but optimized relative to their use. Some, such as glazing, have theoretical lifespans of up to 50 years; others, such as additives in the construction chemistry market, are designed for a specific use.

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# 2.1.3 OPERATIONAL AND INDUSTRIAL EXCELLENCE

# A - Operational performance of sites and agencies

# a. The "WCM" Program for industrial excellence

Saint-Gobain's "World Class Manufacturing" (WCM) program, deployed in industrial sites, combines the standardization of methods, tools and best practices with the modularity required to adapt to a wide variety of industrial processes and site sizes. It is based on continuous performance improvement methods such as Lean, Six Sigma, TPM (Total Productive Maintenance), and SS. This program defines the logic, the objective of rigor, and the actions to achieve continuous improvements in terms of quality, performance and sustainability by integrating a high level of service and customer satisfaction.

The "WCM" program is based on certification procedures such as ISO 9001 for quality, ISO 14001 and 50001 for the environment, ILO OSH 2001 and ISO 45001 for health and safety. Its management, the monitoring of its execution and the improvement of the performance of the sites are managed across the businesses in coordination with the departments of the sites.

The deployment of the "WCM" program at a site is adapted to its priorities, size, strengths and weaknesses and its objectives in terms of financial and environmental performance, quality and customer satisfaction. Thus, each site establishes its own roadmap, in accordance with international guidelines, standards specific to its business line, the expectations of its customers and the improvement objectives set. A "WCM" network of expertise has been set up to better disseminate the program, optimize resources by country, region or business line, and share expertise on each of the program pillars. A central team heads up the WCM network, trains the teams, creates and applies the program standards, circulates the tools, and provides site-specific assistance on request.

![img-192.jpeg](img-192.jpeg)

Saint-Gobain's "WCM" program is based on eight pillars, each one representing an area of excellence.

The foundations of the program define the methods and tools:

- Analyzing losses to determine a prioritization of actions;
- Resolving problems with logic, rigor and precision for lasting improvement;
- Involving and engaging employees in a proactive approach;
- Improving standards to make progress easier to deploy and more robust over time.

Achieving industrial excellence is a demanding process that requires gradual, methodical and constant implementation. To support the sites in this process, training programs are rolled out during sessions led either by the central teams or by local trainers. These trainers are trained and certified by the central team. In 2024, more than 2,395 employees were trained. The methods developed in the "people development" pillar ensure the management of Saint-Gobain's technical skills by adapting training programs, employees' career paths, and, when necessary, the search for external skills. This pillar also plays a vital role in strengthening the TEC culture (see section 2.1.1.8, p. 83).

The benefits in terms of competitiveness, improvement of customer service, stability of performance and employee commitment can be measured at each stage of the site path. Stringency levels have been established to set principles shared by the entire organization. Each of these requirement levels matches both a performance objective set by the business and a maturity milestone in the program. Audits verify the robustness of the implemented actions and the sustainability of the results obtained. At end-2024, 202 sites were certified "Bronze", 62 "Silver" and five "Gold".

The "WCM" program delivers a significant reduction in production costs while minimizing risks in terms of health, safety, environmental and industrial risks. The "Quality", "Industrial Performance" and "Environment" pillars contribute significantly to reducing Saint-Gobain's environmental footprint by reducing production waste and water consumption and by improving energy efficiency. The "WCM" program and its extension to the supply chain represent a change of culture and management system, with the aim of bringing a high level of service to customers, better competitiveness and greater efficiency, while continuously improving the health and safety of all Group employees and those of its partners. It fosters and promotes employee commitment and mobility. Finally, it contributes to the success of the digital transformation of plants and to the adoption of its methods and tools by user.

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Training programs organized by technical business line ensure the management and updating of the skills required to offer customers high-performance, competitive and innovative products and services. These programs are generally developed and implemented by training teams organized by business line: glass, gypsum, insulation, mortars, pipe, etc. The Glass Technical Academy thus incorporated all glass manufacturing training, as well as technical glass transformation training for construction and automobile applications. Designed and delivered by around 70 experts, the training sessions provide in-depth technical content, practical exercises and site visits. This constitution of a center of excellence around the businesses enables the transfer of knowledge, sharing of best practices and the alignment of methods within the business lines.

### Optimizing logistics

Ensuring optimized management of the supply chain, from supplier to customer, is an essential part of both industrial efficiency and customer service. By ensuring the optimization of inventory levels, supply chain efficiency is also a crucial factor in cash management. The supply chain is also a major contributor to any corporate sustainability approach.

The Group's supply chains may be local or global and are managed by the entities' internal organizations. Global coordination and a team of experts allow common logistics optimization tools, dedicated training and customized supply chain improvement programs to be provided. These teams of experts also work directly in the countries with the support of the general management bodies to raise awareness of all functions, identify potential for improvement and draw up action plans to be implemented by the country teams. Depending on the maturity of local supply chains, actions may involve optimizing the management of product lines by the marketing teams, implementing collaborative processes, developing the customer culture at the sites, adapting planning (customer forecasts such as plant scheduling) or optimizing transport. The objective is to maximize customer satisfaction while optimizing financial and environmental impacts.

Saint-Gobain has also developed “Supply Chain 4.0” digital programs to optimize distribution networks, measure transport CO_{2} emissions and then take action to reduce them, and reduce the lead times in order or procurement processes. Whether it is for its purchases or customer delivery, the Group has programs for the optimization of processes, routes and vehicle loading as well as more efficient travel planning by coordinating inbound and outbound transport to avoid empty kilometers.

The supply chain support teams also work with the internal data, AI, digital, marketing, purchasing and finance teams to test, implement and improve innovative solutions or choose market tools so as to best meet the needs of the entities.

In competitive markets, the Group's supply chains work constantly to find the best balance between delivery times and reliability, costs, inventories and carbon footprint.

The impact of these scope 3 reduction efforts (categories 4 and 9) is described in section 3.2.3.B, p. 138.

### Quality and the product compliance program

The Group's Quality Department supports countries and local teams to boost customer satisfaction by improving the quality culture and Group product compliance and reducing the costs stemming from poor quality.

It relies on the ISO 9001 or IATF 16494 certification standards, the “Quality & Process Control” pillar of the “WCM” program, and the “Internal Quality Control” guidelines (see section 6.2, p. 339). Training programs on the tools relating to product quality and compliance are also organized as part of “UniCampus” (see section 2.1.3.B, p. 89 or via e-learning courses available on the Group's training platform.

The purpose of the product compliance program is to ensure that the products:comply with applicable regulations and product standards;meet the customer promise.

The customer promise includes the functionalities or performances announced and communicated to the customer.

Product compliance is a fundamental requirement. Procedures and processes are adapted in step with changes in the organization of the Group, which supplemented the measures already in place by launching a program in 2021 to further strengthen the culture of product quality and compliance. The program was designed to remind countries and local teams of the key principles and processes related to product quality and compliance throughout the product life cycle, from design to production, marketing, use and end of life.

This program includes four steps:awareness campaigns at all Group levels;the definition of a roadmap by local management teams;an assessment of the effectiveness of organizations and processes in the countries for each activity;the definition and implementation of sustainable improvement plans where necessary.

A network of local facilitators comprising over 160 people at end-2024 has been set up and trained to support local teams in the implementation of the program and ensure the sharing of best practices, thus fostering the continuous improvement of procedures.

The smooth running of the program is monitored by a committee created for this purpose consisting of two members of the General Management and the results are presented regularly to the members of the Group Executive Committee. The Group's internal control teams also assess the effective implementation of the program.

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A SUSTAINABLE AND EFFICIENT GROUP
CAPITALIZE ON OUR ASSETS

# B - Developing human capital

Saint-Gobain's development depends first and foremost on the quality and expertise of the men and women who make up the Group. This is reflected first and foremost in the attention paid to recruitment, aiming to recruit the best talents in all specialties, including engineers, digital &amp; data scientists, sales and marketing staff, product managers, supply chain and sustainable development specialists. Beyond the recruitment process and the attention paid to its brand as an employer, it is Saint-Gobain's collective ability to train, nurture and constantly develop these talents that will enable it to stand out. With digital technology and refined data processing, career paths can be more easily individualized and the HR support policy customized (see section 3.1.S.B, p. 115).

Training provided by Saint-Gobain must guarantee the employability and success of all employees throughout their working lives. The objective is to facilitate access to training through processes and offers that correspond to their needs and expectations.

Training is part of the Group's major transformations as it provides support for employees and availability for the skills necessary for the success of operational teams.

Particular emphasis is placed on the skills that are the most critical for the future of the Group and that will therefore strengthen the employability of employees in the medium and long term.

The training policy is structured as follows:

- support the transformation of leadership based on trust, empowerment and collaboration, and promote ways of working that generate greater efficiency and flexibility. This includes managerial training and talent development;
- foster growth and focus on customers: sales and marketing performance, product innovation, services and business models;
- ensure efficiency and operational excellence: industrial performance, and programs dedicated to Saint-Gobain's major support functions (finance, HR, purchasing, marketing, etc.) in order to improve and adapt skills;
- implement mandatory training (on compliance, ethics, cybersecurity, etc.).

All programs are in digital or hybrid format (in-person and digital) and the majority of in-person programs are regional in order to maximize inclusion for all our employees worldwide, and to reduce the number of trips and minimize our CO₂ emissions and carbon footprint. This applies in particular to the "Unicampus" program, the objective of which is to enable the dissemination of a common culture of operational excellence focused on the expectations and needs of customers. To that end, the training sessions focus mainly on marketing, sales and customer services or innovation. The only global in-person programs are reserved for employees identified as having high potential.

The level of satisfaction measured in 2024 was strong and improved compared with 2023:

- 91% of employees confirm that they are satisfied with their training ("I feel adequately trained to do my work") (2023: 90%);
- 82% of employees are satisfied with the training and development proposals ("I have opportunities for learning and development within my company") (2023: 81%);
- 88% of employees believe they have improved their knowledge and skills ("I feel I have improved my skills and abilities") (2023: 88%).

In 2024, the "Unicampus" programs continued to be updated and enhanced to accelerate skills development in relation to the pillars of the "Grow &amp; Impact" strategic program. Training programs on innovation, agile methodologies, the digital &amp; data analytics, and sustainability are now available, as well as programs related to the TEC culture, such as "Grow your Impact as a TEC Leader" and "Become a Saint-Gobain Culture Champion to Serve Strategy".

The Group has launched two online webinars to teach the basics of artificial intelligence:

- Understanding Generative AI
- Using Generative AI Everyday

These two training courses will be recorded to make them accessible to all employees at any time; workshops will also be held on request according to specific needs.

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Drawing on its capacity for innovation, its global presence and an organization that gives priority to the local level, Saint-Gobain is developing in-depth knowledge of its customers in the energy renovation, new and light construction and industrial decarbonization sectors. The Group assembles products, systems and services to meet the complex challenges faced by its customers, drawing on the full range of its expertise, the diversity of its brands and its presence across the entire value chain. Saint-Gobain invests in cutting-edge technologies and partnerships with start-ups to redirect all its activities towards bringing high-performance, sustainable solutions to market, notably by reducing CO_{2} emissions and improving energy efficiency over the entire lifespan of its solutions. Saint-Gobain invests in cutting-edge technologies and partnerships with start-ups to redirect all its activities towards bringing high-performance, sustainable solutions to market, notably by reducing CO_{2} emissions and improving energy efficiency over the entire lifespan of its solutions. Saint-Gobain applies its “Grow & Impact” strategic plan in a rigorous and disciplined manner by deploying a customer-centric innovation approach (see section 1.2.3.A, p. 38), taking sustainability issues into account (see section 1.2.3.B, p. 39) and cultivating a strong proximity with its customers (see section 1.2.3.C, p. 40) that irrigates all of its expertise (see section 2.2.1 below). The Group thus aims to create value for its customers while contributing to a more sustainable future, in line with its raison d'être, “Making the world a better home” (cf. section 1.1.1.D, p. 14).

### A range of expertise and brands...

To meet the expectations of its customers, Saint-Gobain harnesses its capacity for innovation, its global presence and its local organization, which enables it to maintain close ties with its customers. The Group designs solutions by assembling products, systems and services, through an extensive range of business expertise.

## Business expertise to meet customer expectations

### Plaster and plasterboards

Plasterboard and plaster based solutions and construction systems for partitions and coverings for walls, facades, ceilings and floors provide Group customers with benefits in terms of thermal and acoustic comfort, fire protection and humidity resistance, thus meeting the growing market demand. Gypsum is a decisive asset in Saint-Gobain's vision, formulated as part of the “Grow & Impact” plan, and which aims to make the company the worldwide leader particularly in light and sustainable construction. Among the advantages of this construction method, depending on the type of building, wall construction processes using plaster-based partitions can notably produce time savings of 20% to 50% compared with traditional materials, and provide environmental benefits such as reduced impacts in terms of CO_{2} emissions and water consumption. In emerging markets in particular, the replacement of traditional masonry walls with plasterboard walls represents a significant source of growth.

To develop this offer, the Group extracts and transforms gypsum into an extensive range of plaster-based products and systems for the construction and renovation markets, through all its brands such as Placo^{®}, Rigips and Gyproc (see section 2.2.1.B, p. 95), thanks to increasingly efficient industrial facilities, particularly in terms of energy consumption, diversification of energy sources, and the commissioning of the first “low-carbon” plasterboard plant in Norway starting in 2023. These solutions comply with the highest technological standards and Saint-Gobain promotes their widespread adoption, they also remain a step ahead of new regulations concerning, for example, the elimination of formaldehyde to improve interior air quality (Activ'Air).

Gypsum is mostly recyclable under certain conditions, thanks to processes enabling the removal of contaminants. The Group has waste recovery and gypsum recycling services in a dozen countries in order to supply its industrial sites with recycled raw materials (up to 30% of input materials in some plants), also contributing to the Group's strategic positioning in the global movement to expand the circular economy. Saint-Gobain continues to develop in this market, strengthening its presence and industrial capacity. In March 2023, Saint-Gobain Rigips and Dalsan Alçi merged their activities in Turkey to create a leader in plaster and plasterboards. In September 2022, the Group launched the world's first plasterboard made from 50% recycled plaster. Known as Placo^{®} Infinaé 13, this innovation was developed at the Placo^{®} plant in Chambéry, France, but also in other countries including Italy (where a board containing 30% recycled gypsum was developed and placed on the market) and Spain (with Placoplanet, which has a recycled gypsum content of 28%).

### Insulation materials

Saint-Gobain's range of insulation products for residential and non-residential buildings meets the challenges of reducing energy consumption and improving thermal comfort and acoustics, and contributes to better fire safety. All Saint-Gobain brands, such as Isover, CertainTeed and Izocam, offer a wide range of products, including mineral wool (glass wool, rock wool), supplemented in some markets by biosourced products (wood fiber) and polystyrene foams, covering the insulation needs of all types of building envelopes and interior installations (roofs, walls, floors and partitions). The Group's offering provides advantages in terms of ease and comfort of installation for professionals, sustainability for investors and owners, and health, comfort and energy savings for building users.

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The Group recently launched a new generation of glass wool for indoor applications. Called Lanaé, this solution provides superior comfort to applicators, certifies high indoor air quality and is produced with a 100% biosourced binder. The Group has considerably increased its production of glass wool for blowing, a mechanized solution that considerably reduces installation times. It also offers a full range of solutions for insulating heating and air conditioning systems, improving their efficiency and reducing their energy consumption. For example, the Climaver range is a “two-in-one” product that replaces metal ducts as well as the thermal and acoustic insulation used to protect them. Saint-Gobain's solutions for insulating exterior and interior walls are also accompanying the strong momentum of the renovation market (see section 1.2.6.A, p. 44), with innovations such as the Optimax Habito system, which reduces installation times by an average 20% (3), reduces the risk of injury, reduces waste on site, and makes the materials used in this solution fully recyclable.

The Group also provides cutting-edge insulation solutions for an extensive range of non-building applications, from the insulation of pipes in industrial installations and engine and interior compartments of vehicles (cars, wagons and ships) and thermal insulation for batteries to household appliances and photovoltaic panels.

In the insulation market, Saint-Gobain has once again demonstrated its commitment to circularity. Mineral wool can be recycled indefinitely under certain conditions. In France, Isover is the first player in the market to have launched a glass wool waste recovery service for recycling the waste in its production process. The Group acts both through the technical characteristics of its solutions and through initiatives such as its ILOOP project, supported by the European Union, to contribute to the gradual recovery of glass wool waste generated on construction or demolition sites, and through its participation in the European project for the recovery of mineral wool waste, WOOL2LOOP.

### Construction chemicals

Protecting, repairing, strengthening, perfecting, decorating and even decarbonizing are among the key functions of Saint-Gobain's offering. The Group is one of the world leaders in the field of mortars and construction chemicals with brands such as Weber, Chryso and GCP.

The Group's special tiling and façade coating solutions ensure safety and ease of use. In flooring, its solutions cover various fields of application: new and renovated subfloors, leveling and finishing prior to laying a floor, protective coatings for industrial flooring, decoration with the use of self-colored mortars, solutions for heavily used floors and underfloor heating, as well as a pump truck service to improve the productivity and comfort of installers.

A range of technical mortars and coatings is available, covering all areas of construction, to help in structural work, rework and waterproofing solutions. A line of admixtures also caters to the growing demand for improved technical properties in concrete for use in construction and a reduction in the carbon impact.

The Group is growing rapidly in the construction chemicals markets, in particular through the investments made since the acquisition in 2021 of Chryso, a specialist in concrete admixtures and cement additives. In 2022, Saint-Gobain continued to grow in this market with the acquisition of GCP Applied Technologies, a global player in concrete admixtures, cement additives and waterproofing solutions. In 2023, Saint-Gobain also acquired Matchem in Brazil and IDP Chemicals in Egypt to consolidate its position, particularly in cement additives, which play a key role in the decarbonization of the construction industry. The Group continued its development in this sector through the acquisition of Adfil, whose technical fibers help reduce the carbon footprint of reinforced concrete, improve the lead times and productivity of construction projects, and increase the lifetime of the concrete. Saint-Gobain also acquired Izomaks, a leading player in waterproofing products (floors, roofs) in Saudi Arabia, as well as Menkol, a leading player in India, specializing in high-performance waterproofing systems for foundations. In 2024, the Group continued to strengthen its portfolio in construction chemicals and mortars, with the acquisition of R.SOL (France), Technical Finishes (South Africa) and Kilwaughter (UK and Ireland) and the announcement of the acquisition of Fosroc, a leading global player in the sector, and Ovniver (Cemix brand) in Mexico and Central America.

These acquisitions are a decisive step towards establishing the Group as a worldwide leader in construction chemicals, with more than €6.5 billion in sales (1). Pooling these resources and solutions offers customers a highly comprehensive portfolio and global coverage.

Saint-Gobain also participated in the fundraising for Fortera, a start-up having developed a low-carbon cement manufacturing process based on the recycling of CO_{2} emissions during its production. The Group's stake in Fortera, via its venture capital fund NOVA, enables it to support the development of cutting-edge technologies aimed at reducing CO_{2} emissions at source. As a shareholder, the Group also supports Ecocem, the European leader in low-carbon cement technologies, in the development and marketing of new large-scale cement production methods.

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## Ceilings

Through its portfolio of complementary brands, including Ecophon, CertainTeed, Eurocoustic, Gyptone, Gabelex, Sonex and Vinh Tuong, Saint-Gobain stands as a world leader in ceiling solutions. The Group offers a wide range of multi-material solutions for ceilings and wall panels combining acoustics and aesthetics for the comfort and well-being of end users as well as easy-to-implement systems. Its main brand, Ecophon, develops high-performance acoustic systems with scientifically documented well-being benefits for users in offices, schools, healthcare buildings and other commercial spaces, as well as products with the lowest carbon footprint in the industry. In 2022, the Group strengthened its presence in the premium acoustic and aesthetic segments through the acquisition of several international companies, including Clipso (stretch fabric), Fade (acoustic coating) and Tráullit (wood wool). These acquisitions supplement the Group's know-how and geographical presence to offer its customers the solutions best suited to their projects.

## Glazing for buildings and mobility

To address the challenges associated with protecting the environment, aesthetics, comfort, ergonomics and safety, Saint-Gobain develops, produces and sells high-tech glazing solutions intended for the façade, window and interior decoration markets and to protect assets and people. With brands such as Saint-Gobain Glass, GlassSolutions, Vetrotech and SageGlass (see below, section 2.2.1B, p. 95), the Group's offering ranges from the production and transformation of flat glass to the distribution of glass solutions for the building market.

Saint-Gobain aspires to be the partner of choice for its customers: installers, processors, manufacturers, distributors, developers and architects. The Group's glass solutions provide benefits in terms of both performance and sustainability. Infinitely recyclable under certain conditions, glass, in all its forms -- from window and façade glass to automotive glass -- is one of the areas where the Group's commitment to the development of the circular economy materializes (see section 1.3.3, p. 64). This requires both investment in industrial processes -- in particular to eliminate all types of contaminants present in glass waste -- and also the development of efficient and sustainable collection networks. It is in this spirit that Saint-Gobain Glass France signed partnership agreements from 2019 with several companies specializing in the recovery of end-of-life windows. At the same time, Saint-Gobain Glass is developing several cullet sorting lines on its flat-glass manufacturing sites, to ensure optimal sorting before adding this secondary material to the product mix. In spring 2022, the Saint-Gobain Group achieved a world first: manufacturing flat glass with 100% cullet and 100% green energy, for a zero-carbon production (scope 1 and 2). Following this world first, Saint-Gobain Glass launched the world's first low-carbon glass, Oraé. The carbon footprint of Oraé is 42% lower than the European average for Saint-Gobain clear glass, with a particularly high content of recycled glass (64%). Oraé is combined with the most efficient thin-film glazing in order to reduce both carbon emissions during use and the carbon footprint of the product.

These low-carbon glass solutions improve the energy efficiency of buildings and user comfort in all its dimensions: thermal insulation, control of light inputs, aesthetics, interior design and decoration, protection against fire, and even bullets. These properties are obtained as a result of thin film technologies: using physical and chemical methods, stacks of films transform the glass into functional glazing. This means that the most complex glazing can consist of up to twenty successive layers. Saint-Gobain presents itself as the technological leader in the sector by bringing to market innovations such as Priva-Lite active glazing, which is electrically opaque on demand, or SageGlass solutions, with variable tint, mainly offered for façade projects. State-of-the-art offers also meet specific needs, such as Vetrotech-designed glazing with burglar resistance and fire protection capabilities.

The Group's glazing solutions play an essential role in both the construction market and the renovation market (see sections 1.2.6.A, p. 45 and 1.2.6.B, p. 46) by providing strategic benefits, particularly in terms of energy savings. These advances involve solutions such as the integration of coated glass for better solar control, with the Cool-Lite range, for large glass façades in tertiary applications. The Group also markets solutions incorporating specific layers for better summer comfort for window applications for the residential market, such as Eclaz Sun glass in France, and the Eclaz Zen glass solution that blocks half of the sun's heat in summer and provides maximum comfort and thermal insulation in winter.

Saint-Gobain provides glazing solutions across the entire value chain of the transport market (cars, trucks, buses, industrial vehicles, rail, aerospace), from production through to distribution and maintenance. In these strongly innovation-oriented sectors, the Group provides its customers with solutions thanks to brands such as Saint-Gobain (flat glass manufacturing and sales), Sekurit, a brand with a long history of bringing safety and comfort benefits to the automotive market (automotive glass and windshields), Sekurit Service (production and distribution of replacement glazing), GlassDrive and France Pare Brise (automotive glass fitting and repairing).

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A SUSTAINABLE AND EFFICIENT GROUP OUTPERFORMING THE MARKETS

# Roofing and façade products

Saint-Gobain offers a full range of exterior products, particularly in the United States and Latin America through its CertainTeed and Brasilit brands. For roofs, the Group offers premium asphalt and composite shingles, solar roofing solutions, roll roofing systems and accessories. For façades, it offers polymer shakes and shingle, and insulation cladding solutions. Solutions incorporating these various products provide the Group's customers with benefits in terms of aesthetics, ease of installation and maintenance, and resistance to bad weather.

# Trading of materials and services

Saint-Gobain serves hundreds of thousands of customers each year in the construction, renovation and home improvement markets. With brands such as CEDEO, Point.P, Optimera and Dahl, the Group has a network of strong and complementary brands, both generalist and specialist. Primarily oriented towards trade customers, the Saint-Gobain trading brands also serve small and medium-sized businesses and large companies and position the Group across the whole construction value chain. They also support individuals in the completion of their projects with professionals. The various brands thus strive to balance their customer portfolios, a guarantee of solidity and profitability. Another major asset is the regional network: in France, the Group has more than 2,000 sales outlets, anchored in the local fabric, able to serve the most dynamic economic areas.

The Group's expertise in the field of distribution is key to achieving the strategic goals of the "Grow &amp; Impact" plan by providing its professional customers with a large array of solutions and making Saint-Gobain a one-stop-shop provider. It also allows for a very high degree of proximity with the Group's customers, thanks to the value brought by data collection and analysis and thanks to the end-to-end support the Group provides to its customers across the board, including training on its products and services (see below). It also enables the Group to capture the structural growth of the residential building renovation market in Europe (see section 1.2.6.A, p. 44).

Logistics is essential to distribution and receives special attention through the automation and robotization of processes. The trading brands are making their system of centralized logistics bases and adapted delivery centers increasingly efficient. This allows for a successful deployment of Saint-Gobain's e-commerce offering (regarding delivery times especially) for low-volume and low-weight products in particular. To support logistics, robust information systems are necessary. Thanks in particular to data collection and analysis, digital technology is one of the tools available to the Group's brands to offer customers a unique omnichannel experience: e-commerce, m-commerce, enhanced product content (features, descriptions, visuals, technical and regulatory sheets, etc.), as well as digital services that save time. The teams also benefit from productivity tools (robotic process automation), machine learning and optimal data exploitation using AI algorithms. This approach allows the Group to better understand and model product and customer targets to optimize the work of the sales force. Ultimately, digital technology acts as a lever to boost Saint-Gobain's growth.

Through distribution, the Group is also committed to supporting its professional customers throughout their journey. On the French market, the Group is actively delivering on this commitment by designing and marketing services concerning training, via the creation of apprentice training centers, Écoles de la Construction Durable. In addition, in 2023, more than 5,000 craftsmen logged on to the RGE application and completed more than 27,000 test sessions. And nearly 400 craftsmen have obtained certification. This is also reflected in the recovery of worksite waste (notably thanks to a partnership agreement with TriNCollect and Ecodrop, a worksite waste collection service), digital solutions offering assistance with estimates and costing on worksites (with the Solu+ platform), and the rapid generation of estimates and invoices (with the Tolteck solution).

Lastly, distribution is an area where the Group's demanding stance in the area of responsibility materializes. In France, Saint-Gobain Distribution Bâtiment France is the first distributor to display enforceable carbon data per product on 140,000 items. SGDB France also won the Ecovadis gold medal for its commitment to social responsibility with a score of 80/100, up 10 points compared with 2022. A further notable example is the quest to achieve an ever-smaller delivery logistics footprint, notably thanks to "low-carbon" delivery solutions, the optimization of circuits and the installation of sales outlets in the heart of urban areas, as well as through the use of distribution chains as an essential tool in the collection of worksite waste, with a view to promoting the circular economy. In 2017, Saint-Gobain Building Distribution France set up structures to collect waste from the same types of construction materials, products and equipment that it sells to professionals, thus becoming a key private network of worksite waste collection points in the construction and public works sector thanks to 750 multi-stream waste disposal centers in France.

# Pipes

Saint-Gobain offers complete solutions drawing on more than 165 years of experience in the water supply market to meet the highest expectations. Through the PAM brand, the Group produces and markets ductile cast iron pipe systems for drinking water and sanitation, covers and gratings for roads. Saint-Gobain's offer is aimed at public authorities, public and private water companies, as well as players in the mining, hydroelectric and industrial markets. To guarantee the preservation of water quality and the sustainability of these solutions, the Group offers a set of certificates and approvals in full compliance with all the standards and regulations in force in its markets.

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# A SUSTAINABLE AND EFFICIENT GROUP
## OUTPERFORMING THE MARKETS

## Technical textiles for construction and infrastructure

Saint-Gobain manufactures glass fiber materials and a full range of textiles and coating technologies for the sustainable construction, industry and mobility markets. These innovative and sustainable solutions, linked to an integrated model and a wide range of technologies, can be combined to meet customer needs:

- a full range of glass fiber materials for various applications in different markets;
- a wide range of high-performance and customizable technical textiles based on glass fiber and polyester for industrial manufacturers who use them in their construction systems;
- glass fiber-based finished products for road construction and reinforcement applications that ensure durability, comfort and good finish for end users;
- high-temperature thermal insulation solutions and protection against fire for the industry and sustainable mobility markets.

## Specialty materials

Saint-Gobain offers solutions with adhesives, abrasives, ceramics and polymers for demanding applications in construction, transport and industrial markets.

## Surface solutions

Saint-Gobain markets a comprehensive range of solutions for shaping, protecting and bonding all types of surfaces and materials. From abrasives, adhesives and sealants to adhesive tapes, foams and films, its solutions are designed to meet the needs of the most complex and demanding applications. By working closely with its customers, expert partners, and end users, Saint-Gobain designs and provides customized solutions optimizing performance, cost and safety. Its products target a diverse range of global and local markets, from construction and housing (raw cutting of concrete walls and floors, floor polishing and decorative finishes), to mobility (automotive manufacturing and repair, aerospace) and industry (energy, electronics, steel and other metals).

## Ceramics

Saint-Gobain has major expertise in high-performance ceramic and refractory technical solutions. With this world-renowned know-how, the Group serves a diverse set of industries including glass, metallurgy, chemicals, automotive, abrasives, aviation, defense, aerospace, electronics, telecommunications, electric batteries, hydrogen and lithium extraction.

Harnessing its world-unique research and development capacity, Saint-Gobain joins forces with industry leaders and major global innovators to help them meet their technical challenges and support them in the decarbonization of industry, while achieving an economy that is as circular as possible.

In the glass industry, the digital products and services of its subsidiary SEFPRO enable our customers to succeed in their technological transition to so-called "low-carbon" glass by modeling their furnaces, selecting the best possible refractories, electrifying wherever possible, and reducing their energy consumption thanks to expert furnace control software. For the end of life of furnaces, VALOREF, another subsidiary of Saint-Gobain, collects used ceramics, which are recycled as much as possible.

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A SUSTAINABLE AND EFFICIENT GROUP
OUTPERFORMING THE MARKETS

# B - Brands targeting regional customers

## Strong brands and competitive positions

|  Main brands | Positioning  |
| --- | --- |
|   | Effective and sustainable solutions for more comfortable, safer living places.  |
|   | High performance glazing for housing.  |
|   | Gypsum solutions for walls, partitions, ceilings and façades.  |
|   | Thermal and acoustic insulation and fire-protection solutions for buildings and equipment.  |
|   | Solutions for construction chemicals, including mortars for traditional and ETI façades, tile glue, waterproofing, floor preparation and finishing, concrete repair and reinforcement work, masonry mortars and primers, adhesives and seals.  |
|   | Multi-material acoustic solutions such as ceiling tiles, islands, wall panels, fabrics and coatings.  |
|   | Processing and distribution of glass solutions for residential and non-residential sector construction.  |
|   | Fire-resistant and high-security glazed solutions for building and marine applications.  |
|   | Smart tintable glass solutions.  |
|   | Full pipe system solutions for water supply, sewage and industrial systems.  |

## France

|   | Distributor specializing in building materials and construction products.  |
| --- | --- |
|   | Distributor specializing in plumbing, heating, sanitaryware.  |
|   | Distributor specializing in water, energy and telecommunication networks.  |
|   | Distributor for urban renovation professionals.  |
|   | Distributor specializing in ceilings, plaster products, office partitions, thermal and acoustic insulation, and waterproofing.  |
|   | Distributor specializing in roof solutions, leader on the French distribution market for roof windows and non-ferrous metals.  |
|   | Distributor specializing in timber and byproducts for new construction and renovation markets.  |

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|  North America  |   |
| --- | --- |
|  BP SAINT-GOBAIN | Building Products of Canada: residential roofing shingles and wood fiber insulation panels.  |
|  Ecertaineed SOUTHERN | Solutions for building exteriors and interiors: roofs, siding, fences, decks, trims, insulation, partitions and ceilings.  |
|  BAILEY GROUP OF COMPANIES | Metal frames for lightweight construction, frames and hanging systems for ceilings.  |
|  INTERNATIONAL CELLULOSE CORPORATION | ICC: technical insulation solutions, including spray finishing systems with thermal, fire-resistant and acoustic properties, for the non-residential market.  |
|  KAYCAN SAINT-GOBAIN | Siding systems solutions for new construction and renovation markets.  |
|  Brazil  |   |
|  telhanorte | Distributor to professionals and private individuals of home improvement products and services.  |
|  Brazil and Europe  |   |
|  Alterna | International distributor specializing in sanitaryware and kitchens.  |
|  Spain  |   |
|  dp Distriplac | Specialist retailer of interior solutions and insulation.  |
|  Europe  |   |
|  Altech** | International distributor specializing in plumbing, heating and ventilation products.  |
|  NOVIPRO | International distributor of tools, PPE, construction chemicals and site equipment.  |
|  Europe (excluding France)  |   |
|  ULTIPRO | International distributor specializing in heavy building materials, roofing, interior solutions.  |
|  Nordic countries (Denmark, Finland, Norway, Sweden)  |   |
|  DAHL// | Distributor specializing in plumbing, sanitaryware, heating, ventilation, civil engineering, industry, and cooling products.  |
|  /OPTIMERA/ | Distributor specializing in construction materials for professionals and private individuals.  |
|  BEVEGO SPECIALIST VENTILATION SOLUTIONS | Distributor specializing in steel, insulation and ventilation.  |
|  Switzerland  |   |
|  SANITAS TROESCH | Distributor specializing in bathrooms and kitchens, for professionals and individuals.  |
|  Australia and New Zealand  |   |
|  CSR | A leading player in construction materials in Australia and New Zealand.  |

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## Competitive positions (1)

- Building glazing: number 1 in Europe, world leader
- Plaster and plasterboard: number 2 worldwide (excluding China)
- Insulation (all types of insulation products): number 2 worldwide, world leader in mineral wool and number 1 worldwide in glass wool
- Roofing: number 3 in the United States
- Vinyl siding: number 2 in the United States
- World leader in mortars, number 2 in mortars and construction chemicals
- Decorative and acoustic ceilings: number 3 worldwide
- A global player in ductile cast iron pipe systems
- Number 1 in France and the Nordic countries in B2B distribution
- A major player in the plumbing-heating-sanitaryware market

## Main competitors (1)

- NSG (worldwide);
- AGC Corporation (worldwide);
- Guardian (World);
- Sisecam (Europe);
- Fuyao (China);
- Armstrong (worldwide);

- CNBM (worldwide);
- Johns Manville (China, United States, Europe);
- Kingspan (worldwide);
- Knauf (worldwide);
- Etex (worldwide);
- Technonicol (Europe);
- Rockwool (worldwide);
- Owens Corning (worldwide);
- GAF (United States);
- Cardinal (North America);
- Ply Gem (North America);
- Sto (worldwide);
- Ardex (worldwide);
- Mapei (worldwide);
- Sika (worldwide);
- Duktus-VonRoll (Europe);
- Electrosteel (worldwide);
- XinXing (worldwide);
- Jindal (worldwide);
- Ahlsell (Scandinavia);
- Chausson, Samse (France);
- Stark Group (Germany, Austria, Scandinavia);
- CG Gruppe (France, Poland, Netherlands, Norway);
- Holcim (United States and Europe).

(1) Internal sources.
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# C - Brands targeting global customers

Portfolio of brands and business expertise

|  Main brands | Positioning  |
| --- | --- |
|   | The Saint-Gobain brand is used by many activities serving global customers, such as silicon carbide-based ceramic parts (e.g. consumables for industrial furnaces); refractory products for metallurgy and foundry; ceramic catalyst substrates; ceramic composites (e.g. based on quartz filaments); abrasive grains and specialty and polishing powders; and ceramic coatings.  |
|   | Innovative glazing systems for the automotive sector.  |
|   | Saint-Gobain Sekurit Service: distribution of replacement glazing and related products for businesses in the automotive after-sales market.  |
|   | European network of fixed and mobile assembly stations for automotive glazing repair, fitting and replacement.  |
|   | French network of specialist automotive glazing repair, fitting and replacement franchise operators.  |
|   | Bearings, in particular for the automotive market.  |
|   | Reinforcement and covering solutions comprising a broad range of technical fabrics for construction (insect screens, reinforcement grids and mesh, joint tapes, wall coverings), industry (glass fiber mat and mesh fabrics) and infrastructure (geogrids for the reinforcement of asphalt surfaces) markets.  |
|   | Glass fiber reinforcement solutions for use in the construction, industrial and mobility markets.  |
|   | Technical fabric solutions for high-temperature thermal insulation and protection against fire and heat for the industry and automotive markets.  |
|   | Solutions in construction chemicals.  |
|   | Solutions in construction chemicals: cement additives, concrete admixtures and other specialty building materials such as fireproofing, waterproofing and specialty grouts.  |
|   | Abrasive solutions for all markets, materials and applications.  |
|   | Light construction machinery, diamond tools and abrasives for building and construction.  |
|   | Diamond and cubic boron nitride tools for all precision grinding applications.  |
|   | Abrasives for industrial applications.  |
|   | Adhesives and sealants for domestic and industrial use.  |
|   | High performance adhesive tapes with top-level resistance for interior and exterior bonding applications.  |
|   | Sealant foams providing superior damping and sealing capabilities in harsh indoor and outdoor conditions.  |
|   | High performance polymer films offering a perfect combination of thermal, chemical and dielectric properties.  |
|   | Window films for automotive and architectural glass solar control, privacy and safety, as well as paint and surface protection products.  |

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|  Main brands | Positioning  |
| --- | --- |
|  SEFPRO | Refractory solutions for glass furnaces.  |
|  GS | Glass Service: digital solutions and services for the glass industry.  |
|  ZirPro | Ceramic beads for milling, ceramic beads and grains for blasting, zirconium oxide powders and chemicals for the EV, SG, new energies, automotive, aerospace, and surface treatment industries.  |
|  NorPro | Ceramic catalyst supports and processing ceramics for the refining, petrochemical, chemical, environmental, gas and biofuels industries.  |
|  Valoref | Waste management services for refractories and technical ceramics.  |

## Competitive positions (1)

Saint-Gobain's competitive positions are estimated as follows:

- leader in refractory products for the glass industry, zirconia beads and powders, specialty abrasive grains, quartz filaments, catalyst substrates, silicon carbide consumables for industrial furnaces, ceramic coatings;
- leader in automotive glazing;
- number 1 worldwide for bearings in automotive applications;
- leader in single-use tubes for the pharmaceutical industry;
- number 1 worldwide in glass fiber wall coverings;
- market leader in fiberglass reinforcement grids;
- leader in the abrasive solutions industry.

## Main competitors (1)

- Imerys;
- Coorstek;

- Cumi Ceramics;
- Shunk;
- Morgan;
- RHI Magnesita;
- Vesuvius;
- Fujimi;
- 3M;
- Noritake;
- Tyrolit;
- Husqvarna;
- Cumi Abrasives;
- Bosch;
- Trelleborg;
- NSG;
- AGC Corporation;
- Valmiera;
- Fuyao;
- Sika.

(1) Internal sources.

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## 2.2.2 ... AND A STRONG PROXIMITY WITH CUSTOMERS

Saint-Gobain's multi-local organization (see section 2.1.2, p. 83) and solution-based approach (see 1.1.1.B, p. 10) enable it to respond in a targeted and effective manner to the needs of its local or global customers. For several years, the Group has developed a customer approach structured in three stages:

- measure the voice of customers: the diversity of the Group's customers (see 2.1.2.B.b, p. 85) calls for a rigorous local segmentation approach incorporating in-depth knowledge of the markets and an analysis of customer satisfaction at all stages of their purchasing experience;
- act to improve the customer experience: the country or Business Unit implements a specific action plan on the use of data collected from customers, such as satisfaction surveys, targeted questionnaires and customer journey analysis;
- embed customer satisfaction in the corporate culture.

Identifying customer expectations and needs makes it possible to improve the existing product and service offering, drive innovation (see section 2.2.3.B, p. 102), and adapt sales approaches to earn the loyalty of customers.

The development of this corporate culture, in which every employee focuses squarely on facilitating customers' daily lives, is one of the fundamental levers for generating sustainable growth.

Knowledge of current and future market expectations is essential in order to achieve Saint-Gobain's medium- and long-term targets. For this reason, the satisfaction of its customers is a priority for the Group, whose objective is to be an organization focused on their expectations.

To measure customer satisfaction, several practices have been extended to all Group operations:

- on the one hand, the provision of tools and methodologies to detect the main points of satisfaction and dissatisfaction among actual and potential customers, both direct and indirect, and to determine the net promoter score, the only measure common to all; this refined measure will eventually make all customers the Group's primary influencers;
- on the other hand, regular deployment of operational action plans to visibly improve the customer experience throughout the customer journey.

Thus, customer satisfaction measurements are carried out on a regular basis for all operations.

In the field, the brands are increasingly collecting feedback from customers on a relationship and transactional level, with the dissemination, internally and across functions, of best practices in the area. These data are cross-referenced with the context of the relationship, as well as with the type of customers, in order to assess the degree of satisfaction throughout their journey, i.e., across the entire chain of interactions between them and the Group's brands. In this context, the satisfaction questionnaires already implemented have shown that compliance and

punctuality are the most frequently cited negative points. Every piece of customer feedback is useful in improving the quality of our performance in concrete, operational ways.

Entities such as Saint-Gobain vitrage in Colombia have been working on the glaziers' and distributors' journey to 2023. These journeys have enabled teams to measure Saint-Gobain's perceived value in comparison with the competition, and also to take customer needs as the starting point for developing appropriate solutions.

Other entities, such as Saint-Gobain Weber in Turkey, place the search for customer insights at the heart of their product development. By understanding customer needs, teams are able to develop new products that meet market expectations (see section 2.2.3.B, p. 102).

Expertise developed at central level enables local teams to accelerate the implementation of best practices while adapting them to the specificities of their markets, thus creating an ability to know and respond rapidly to customer needs which - among other things - enables us to deliver commercial excellence and outperform markets. The aim is to generate growth by creating the conditions that facilitate the experience and satisfaction of customers. In addition to tools, it is essential to involve all employees in this approach. A network of "customer Experience Champions" facilitates the deployment of this customer culture at local level.

One of the Group's areas of excellence and progress is training in order to build a growing community of customer experience experts. Each year, more than 200 people are trained in customer experience methods and concepts through the "Unicampus" program. In addition, a platform called "Pulse" has been created to centralize and make available to Saint-Gobain countries and entities methodologies and tools for managing the customer experience, such as "personas", i.e., the definition of groups of customers whose behaviors and preferences are merged into a single predictive model and interview guides to encourage each employee to develop a culture of customer feedback.

Looking beyond the measurement of satisfaction, all these systems create the basis for a co-development approach; on the basis of customer opinions, a shared innovation process can be put in place (see section 2.2.3.B, p. 102).

Actions aimed at prescribers are also carried out. In construction markets, architects play a key role in the choice of solutions chosen by direct customers. In addition, local and central teams work regularly with them to analyze existing products, identify avenues for innovation, and develop construction techniques.

This collaboration, essential to generating innovation and developing more sustainable, high-performance products, solutions and construction methods, is built right from the start of architects' training.

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For nearly 20 years, Saint-Gobain has organized an architecture competition for students, the aim being to develop a project that integrates the principles of sustainable construction. Every year, Saint-Gobain selects a country with an architectural challenge and works closely with the local municipality to develop a task that will answer real social and cultural issues. Students from universities around the world submit their best ideas to compete and win one of the prizes in this international competition. The 2024 competition was organized in close collaboration with the municipality and the University of Helsinki. The theme was to develop a plot to create four different zones combining temporary housing for students and researchers or permanent housing for residents, situated close to the university.

The first phase took place at the national level. More than 1,300 students from 224 universities around the world submitted projects. Twenty-nine projects were shortlisted and five prizes awarded.

To meet the specific expectations of specifiers (architects, project owners or project managers), dedicated teams are set up in numerous countries. They support customers and facilitate the optimization of construction projects. These teams also participate in the development of technical Business Units such as the "Facades" Business Units or pre-manufacturing.

## 2.2.3 INNOVATION AT THE SERVICE OF CUSTOMERS AND SUSTAINABILITY

## A - Developing a culture of innovation

The environment in which Saint-Gobain operates is a rapidly changing world, subject to fundamental trends on a global scale, massively digitized, and where there are very high expectations in terms of energy sobriety, the fight against climate change and limiting the use of natural resources, as well as productivity to deal with a growing shortage of labor specialized in construction and renovation. Innovation is central to enabling the Group to contribute to the changes having become necessary in its markets, particularly the construction market, by adjusting its offer and positioning. Against this backdrop of substantial and rapid change, innovation is a non-linear process predicated on asking the right questions before converging towards solutions.

To meet customer needs, anticipate market trends and integrate innovation into its industrial and trading activities, the Group's innovation strategy focuses on four key areas, all centered on the customer:

- processes and solutions for the transition to carbon neutrality;
- lightweight construction systems for performance and well-being;
- solutions to reduce the use of non-renewable natural resources;
- materials and solutions for new markets.

The Group leads a collective approach to innovation, both internally and more broadly, including Saint-Gobain's stakeholders outside the organization, primarily its customers, as well as its suppliers. This approach to innovation, geared to the outside of the organization, leads to open and cross-functional methods, involving all of the Group's teams. The main objective is to better understand the specific expectations of customers in each of the Group's markets, in order to identify use cases and

situations where Saint-Gobain will bring value, reduce time to market and optimize return on investment. For architects and engineers, this means technical support, ease of collaboration, and the testing of new products and solutions; for craftsmen and building contractors, this involves the supply of products and materials, access to distribution sites, ease of installation, advice on installation, and project management support; for developers, this is the total cost of ownership, on-time delivery, and advice to help anticipate changes in standards; for owners and occupants of buildings, this concerns in particular the multiple dimensions of comfort, customization, maintenance costs and property prices.

If customer knowledge is acquired in particular by managing the customer relationship, collecting and analyzing data, innovation seen through the prism of codevelopment is carried out through a full range of tools and initiatives: deployment of training and methodologies, investments in test benches, development of real or virtual prototyping resources to accelerate customer validation, and creation of specific locations. "Design thinking" approaches and user experience in the development of new products, systems and services are also deployed in the various R&amp;D centers. The Group's distribution operations are also a valuable tool for developing a more detailed knowledge of market needs, owing to the proximity with customers that they make possible.

As a result, the R&amp;D teams are able to run scenarios for the use of different prototypes and to evaluate, modify and propose solutions that meet the expectations of customers in the mobility or construction industry markets. Teams of building science specialists, present in the various R&amp;D centers around the world, are working to improve comfort continuously for end users and the ease of installation for craftsmen, as well as to reduce total cost of ownership for building owners.

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Innovation is not reserved solely to the Research & Development and Marketing Departments. Saint-Gobain strives to develop a culture of innovation that applies to all roles within the company. Innovation requires a deliberately collective approach. An idea can arise from chance and serendipity. It is always teams that will transform this idea into innovation, i.e. into a real-life marketed offer meeting the needs of customers in a way that is profitable for the Group. Innovation also results from mistakes, which serve to achieve progress if we learn from them. Being open-minded and thinking outside the box, taking original paths, questioning practices inherited from the past to suggest and experiment with new ones; these are some of the skills exploited by all Saint-Gobain employees. In terms of operational management, this assumes that Saint-Gobain adapts its organization and methods in order to create the conditions for creativity, encourage empathy with customers to foster development in close relationship with our customers, embrace divergent thinking, disseminate agile methods, tolerate failure -- hence the “Grow from failure” training program available on the “Boost” platform -- and promote open innovation. Among the initiatives put in place, the Group has rolled out Innovation Catalysts, committed employees, trained in the mindset, methodology and innovation tools, having developed specific skills to put them into practice effectively, and who support their colleagues in the implementation of their innovation projects, both internally and externally.

More generally, it involves providing all employees with information and tools to innovate, develop new skills, and acquire, master and disseminate appropriate methodologies internally. The central objective is to foster an innovative mindset. It is about cultivating curiosity and empathy with customers and the courage to challenge achievements and assumptions. The deployment of the Trust, Empowerment and Collaboration (TEC) managerial approach (see section 2.2.1.B, p. 95) facilitates the dissemination of this culture of innovation. The aim is also to build diverse teams, which are in a position to seek solutions, design prototypes and judge the applicability and viability of the solutions conceived, at all times. Initially developed for the High Performance Solutions (HPS) scope, the “Saint-Gobain Innovation Hub” dialogue, mutual assistance and resources platform is gradually expanding to offer the entire Group the necessary training and tools to bring innovation projects to a successful conclusion. In 2023, Saint-Gobain launched a program to onboard all employees: “Be open, be bold, take up the challenge”. This program was accompanied by the publication of an innovation handbook shared on the exchange platform. This is a comprehensive guide to innovation methods, concepts and best practices. It is designed to help individual employees and teams unleash their innovative potential.

## B -- A customer-centric innovation process

Creating more value for its customers, strengthening its range of more sustainable solutions, taking full advantage of its local and global presence and expertise, and reducing time-to-market: these are the objectives to which Saint-Gobain's teams are committed.

### Defining product characteristics

The innovation process incorporates normative and regulatory requirements, from the functional marketing specifications stage. Local marketing teams ensure that products comply with regulations and standards applicable in the countries where the products are marketed. The process for launching new products, systems and services is verified as part of internal control (see section 6.2, p. 277). It is regularly updated to improve the quality management system procedures and associated monitoring indicators. Technical products are launched after sales force training and reinforced support by product managers and technical trainers. In several countries, they intervene directly at worksites when installers use a differentiating innovation for the first time, throughout the launch phases until the sales organization reaches a sufficient level of maturity. The marketing and sales community, which brings together teams in different countries and operations, shares best practices and facilitates the integration of newly acquired brands.

In addition, a monitoring procedure integrating every step in the innovation process allows for the rapid identification and consideration of potential difficulties prompting attention to potential problems. Close monitoring of the progress achieved and product performance means that the process of innovation is faster and more secure.

Saint-Gobain University's “Unicampus” program (see section 2.1.3.B, p. 89) offers five training courses linked to the innovation process. These training courses are primarily intended for the marketing and R&D functions but also aim to raise awareness across all functions. A product compliance training module has also been integrated into the program. Concrete courses combining theory, practice and experience sharing are offered widely to the principal offices involved in the innovation process, such as marketing, R&D, purchasing, production and industrial efficiency.

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A new training course was launched in 2021, "Derisking, a key success factor for your innovations," the objective being to considerably increase the success and impact of innovations while reducing lead times through better anticipation. Built around the Business Model Canvas, it helps identify all types of risks and conditions for the success of innovation projects at each stage of development, including launch.

Lastly, the "World Class Manufacturing" "WCM" industrial excellence program (see section 2.1.3, p. 87) ensures the deployment of best practices in terms of quality and product compliance at industrial sites, based on the ISO 9001 standard.

At the European level, the Group contributes to the work of the European Committee for Standardization (CEN) in developing standards and regulatory systems. Likewise, its active participation in European interprofessional associations such as EURIMA, Eurogypsum, Glass for Europe and EMO provides input into the Group's vision of standards development in Europe, in particular through exchanges with the European Commission and its institutions such as the European Chemical Agency (ECHA) in charge of the REACH regulation. This work fosters the innovation process within the Group, enabling it to anticipate and go beyond regulatory changes.

## b. Integrating sustainability issues

In 2023, Saint-Gobain initiated a transition to replace the Environment, Health and Safety checklist, introduced in 2008, with a new standard and a new tool for integrating sustainability into the innovation process.

The main objectives of the new standard for innovation are:

- eliminating or limiting the presence of substances of very high concern in new products marketed by Saint-Gobain and used in the downstream value chain;
- eliminating or limiting and controlling potential health and environmental risks during production processes at Saint-Gobain sites.

A new tool is also available to the marketing and R&amp;D teams to help them integrate sustainability issues at every stage of the innovation process. This tool focuses on market trends and customer needs in terms of sustainability. It defines and monitors targets for reducing the environmental footprint and maximizing the health and well-being benefits of new products brought to market, in line with Saint-Gobain's strategy and the "Solution for Growth" program (see section 3.1.5.B, p. 115).

## c. Co-developing

In response to the challenges of population growth and urbanization, it is imperative to design sustainable solutions and contribute to the construction of resilient cities that ensure the well-being of individuals in a context of resource scarcity and climate change. New lightweight construction methods can be used to meet these challenges. The development of prefabricated solutions or "off-site" construction favors the use of lighter construction methods using wood or metal structures, as alternatives to traditional constructions based on cement and brick. Saint-Gobain is also investing in 3D printing.

Among the many solutions developed, innovative solutions based on high-performance ceramics help to reduce carbon emissions and energy consumption in glass furnaces. But beyond construction, the high-performance solutions developed by the Group also improve hydrogen transport and the fire resistance of batteries for electric vehicles. In Construction Chemicals, Saint-Gobain has entered into a partnership with Ecocem to market binder, concrete and mortar solutions with a low carbon footprint.

The transition to a low-carbon economy is also impacting markets related to mobility and energy. Thus, the "Mobility" Business Unit is working both on solutions to support customers in the transition to vehicles that emit less and less $\mathrm{CO}_{2}$ and on adapting its offer to the development of hybrid or $100\%$ electric vehicles.

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![img-193.jpeg](img-193.jpeg)

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# TABLE OF CONTENTS

## 3.1 SUSTAINABILITY STAKES INTEGRATED INTO STRATEGY 107
3.1.1 Basis for preparation 107
3.1.2 Stakeholders 108
3.1.3 Due diligence 109
3.1.4 Double materiality 110
3.1.5 Sustainability stakes integrated into strategy 114
**Sustainability Report**
**ENVIRONMENT**

## 3.2 A DECARBONATED HOME 122
3.2.1 Governance and strategy 122
3.2.2 Risks, opportunities and solutions 130
3.2.3 Targets and performance measurement 137
3.2.4 2024 performance and outlook (environmental) 142

## 3.3 MORE PERFORMANCE WITH LESS 146
3.3.1 Governance and strategy 146
3.3.2 Preserving water quality 150
3.3.3 Resources and Circular Economy 153
3.3.4 Controlling the impact on biodiversity and the risks of deforestation 159
3.3.5 Solutions 160
3.3.6 2024 performance and outlook (environmental) 160

## 3.4 A BETTER LIVING 164
**Sustainability Report**
**SOCIAL**
3.4.1 Governance and strategy 164
3.4.2 Create a healthy, safe and engaging work environment 168
3.4.3 Community engagement 174
3.4.4 2024 performance and outlook (social) 176
**Sustainability Report**
**GOVERNANCE**
3.4.5 Human rights 184
3.4.6 Responsible purchasing 187
3.4.7 Ethics and Compliance 190
3.4.8 2024 performance and outlook (governance) 192

## 3.5 CROSS-REFERENCE TABLE FOR THE SUSTAINABILITY REPORT 195
3.5.1 List of material publication requirements and incorporations by reference 195
3.5.2 Publication requirements derived from legislation 201
3.5.3 Other compulsory disclosure requirements (CSRD) 208

## 3.6 TAXONOMY 210
3.6.1 Taxonomy KPIs 212
3.6.2 Other mandatory information 218

## 3.7 CSR INFORMATION 219
3.7.1 Note on methodology 219
3.7.2 Sustainability and Taxonomy Information Certification Report 229

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# INTRODUCTION

In accordance with the CSRD regulations to which Saint-Gobain is subject, this chapter 3 contains the four parts of its Sustainability Report as defined in ESRS 1.

Saint-Gobain considers sustainability issues to be strategic and wishes to maintain communication of its issues, action plans and ESG performance in line with and consistent with its commitments, organization and operational action plans. The presentation of its roadmap in three pillars (see section 3.1.5.B, p. 115) enables the Group's stakeholders to identify its long-term contributions and ensures this alignment between its commitments and what it actually achieves. The three pillars of the roadmap are also consistent with the results of the double materiality exercise (see section 3.1.4, p. 110).

The regulations require the Environment, Social and Governance sections in the Sustainability Report to be identified. It should also be noted that the four sections of a Sustainability Report within the meaning of the CSRD regulation are:

- general information (ESRS 1 and ESRS 2) included in section 3.1, p. 107.
- the environment section covered by sections 3.2, p. 122. (climate-related information) and 3.3, p. 146 (other environmental issues);
- social information included in sections 3.4.2, p. 168 and 3.4.3, p. 174;
- governance matters available in sections sections 3.4.5, p. 184, 3.4.6, p. 187 and 3.4.7, p. 190.

To ensure compliance with regulations, this chapter separates the environmental, social and governance aspects but without any specific numbering. It should be noted that sections 3.4.5, p. 184 - Human rights and 3.4.6, p. 187. - responsible purchasing are included in the Governance section but contain a significant amount of information required in the Social section.

Chapter 9 contains the correlation tables used to assess Saint-Gobain's performance against other regulations, standards and benchmarks, in particular the vigilance plan, the Task Force on Climate-related Financial Disclosures (TCFD) and standards developed by the International Sustainability Standards Board (ISSB).

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## 3.1 SUSTAINABILITY STAKES INTEGRATED INTO STRATEGY

### 3.1.1 BASIS FOR PREPARATION

#### Context

This Sustainability Statement for the 2024 fiscal year has been prepared on the basis of the consolidated perimeter.

It was approved by the Board of Directors on February 27, 2025.

It has been drawn up within the framework of the first year of application of the European CSRD Directive, transposed into French law in December 2023, and prepared in application of the European Sustainability Reporting Standards (ESRS).

This first year of application has led to uncertainties in the interpretation of the texts and limits in the preparation of information inherent in the timeframes required.

In preparing the 2024 Sustainability Statement, no use was made of the options for omitting certain information relating to intellectual property, know-how and innovation results, or to upcoming developments and business under negotiation.

Medium- and long-term timescales are set on the basis of each impact and the time required for the results of the action plans implemented to start influencing performance monitoring indicators.

#### Perimeter

The perimeter covered is based on that of the financial statements (see chapter 8 - Financial and accounting information, Note 4 - Scope of consolidation). The scope of the Group's "own operations" therefore includes companies over which the Group exercises control and which are fully consolidated in the financial statements.

In this first year of application, some indicators show partial coverage rates. These are specified in the methodological note:

- for social indicators in section 3.7.1.B.a, p. 220;
- for environmental indicators in section 3.7.1.B.b, p. 223.

The Group is taking steps to improve these coverage rates.

The upstream and downstream value chain, as described in section 1.1.4.C, p. 24, was considered during the double materiality analysis, and this led to the identification of certain impacts, risks or opportunities directly related to all or part of the Group's value chain (see section 3.1.5.C, p. 119 for more details on the impacts, risks and opportunities identified). Among the main topics identified and developed in this Sustainability Statement are:

- greenhouse gas emissions in the Group's value chain that contribute to global warming and threaten biodiversity and ecosystems (see section 3.2.1.B, p. 124);
- respect for the rights and working conditions of workers in the Group's value chain (see section 3.4.5, p. 184);
- the safety of users of the Group's products and services and provision of correct information to them.

#### Calculation methods; main estimates and unpublished information

The methodologies for the indicators are described in section 3.7.1 of this report, along with the scopes of application of the indicator calculations, proxies used and the degree of uncertainty and accuracy.

The main quantitative indicators calculated on the basis of estimated data are:

- raw materials consumed and recycled (E5-4 $31): part of the information has been calculated by extrapolation on the basis of available information;
- water consumption (E3-4 $28 a and b): some of this information is estimated, as not all Group sites have water meters;
- scope 3 greenhouse gas emissions (E1-6 $ 44c): this indicator is calculated in accordance with the GHG Protocol methodology on the basis of actual and estimated data (physical data, suppliers, external databases).

In addition, despite the efforts made by the Group, certain items of information have not been published for this first year of application:

- amounts of pollutants in water (E2-4 $28);
- information on substances of concern and very high concern (E2-5 $33 and $34);
- disclosure of materials present in waste and breakdown of waste disposed of (E5-5 $37c, $38b);
- the difference between the remuneration of the highest-paid employee and the median total annual remuneration of all employees (51-16 $ 97b): Saint-Gobain is present in 77 countries, with a wide variety of different standards of living, remuneration systems and regulations. Payroll systems are tailored to the needs of each country. Since the information gathered was not aligned in particular with the remuneration categories, and in some cases contained remuneration elements linked to previous years' performance, the quality of the data was not good enough for publication. In the chapter on "Governance", Saint-Gobain publishes the ratio between the remuneration of its Chairman and Chief Executive Officer and the average remuneration of employees in France;
- information on payment terms (G1-6 $33).

The Group has implemented action plans to improve the publication of indicators in future years.

#### Description of Saint-Gobain's strategy

Information related to the Group's strategy that could affect sustainability issues is presented:

- the main groups of business lines, products and brands in section 2.2.1, p. 90;
- the main developments related to implementation of the strategy in section 3.1.5.B, p. 115;
- the main markets and customer segments in section 2.1.2, p. 83;
- breakdown of workforce by geographical area in section 1.1.1.C, p. 12.

The methodological note is shown in section 3.7.1 and the list of published information in section 3.5.1.

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## 3.1.2 STAKEHOLDERS

### A - Principles of dialog with stakeholders

The Group's organizational structure is decentralized (see section 2.1.2, p. 83). Consequently, each country and each business unit is in charge of dialog with its local stakeholders and deploys a specific action plan to meet expectations. The Group's main stakeholders and the means of dialog are described in section 1.1.4.D, p. 26.

### B - Stakeholders' interests and opinions

ORGANIZATION OF STAKEHOLDER DIALOG AND SUMMARY OF THEIR INTERESTS AND POINTS OF VIEW:

|   | Main stakeholders | Dialog by countries and BUs | (Coordination) Summary produced by the support function | Interests and points of view  |
| --- | --- | --- | --- | --- |
|  Market | Customer: direct customer, users and influencers | The Group's upstream and downstream value chains are either very local or linked to specific industrial sectors. | Marketing Purchases | Sustainable growth Improve productivity, attractiveness for the workforce and incorporate sustainability issues  |
|   |  Suppliers and subcontractors, partners |   |  | Trust and reliability  |
|  Employees | Employees (full-time, part-time), temporary workers, employee representatives, apprentices, interns, secondary and vocational education | The country's human resources organization is in charge of social dialog. | The Group HR Department | Working conditions Opportunities Trust: strategic decisions and values  |
|  Investors | Shareholders: employees, institutional investors, SRI (Socially Responsible Investment), rating and ranking agencies | Dialog with investors is conducted only at Group level. The financial communications team is responsible for this. | Finance Department | Results: financial performance and sustainability Trust: transparency and meeting commitments Reputation  |
|  Regulatory authorities and public-sector business partners | Governments, regulators, intergovernmental entities, international organizations (UN, ILO, etc.), interprofessional associations, Green Building Councils | Dialog is coordinated locally by country teams and centrally by support teams with subject-matter expertise. | Institutional Affairs Department | Meeting commitments Value sharing: responsibility and sustainability (combating climate change)  |
|  Local communities | Local populations and communities close to the sites | The Senior Management of the country or the Business Unit is in charge of dialog with local communities and in particular residents in the vicinity of sites. | Regional management | Safety Trust: respecting values Solidarity  |
|  Civil society | NGOs, foundations, professional associations, universities, schools, media | Each country defines the primary contacts in its teams on the basis of the subject. In general, the contacts are integrated into HR teams. | Communication, HR and CSR | Clarity in commitments, transparency on actions and achievements Reliability in partnerships  |

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# 3.1.3 DUE DILIGENCE

The main elements of due diligence are described in the diagram below.

![img-194.jpeg](img-194.jpeg)
DUE DILIGENCE TABLE

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## 3.1.4 DOUBLE MATERIALITY

Saint-Gobain regularly performs double materiality analyses. Each of the updates resulted in an adaptation to the methodology based firstly on changes in the Group's scope, strategy and value chain, and secondly on changes in existing practices and standards. The exercise conducted in 2024 is based on the ESRS established for the application of the European CSRD directive. Given the uncertainties linked to this first application of this ambitious standard, Saint-Gobain may change the methodology or assessment of certain issues in the coming years. For example, improving the reliability of information and improving the quality of data on impacts on the upstream and downstream value chain will require effort from all stakeholders. Lastly, clarifying how the ESRS standard is applied and work on simplifying the methodology will reduce the level of uncertainty in the double materiality analysis.

## A - Methodology

Adopted in 2022 and entered into force in January 2024, the "Corporate Sustainability Reporting Directive" (CSRD) is a European directive aimed at improving and harmonizing the disclosure of environmental, social and governance (ESG) information by companies.

A cornerstone of the CSRD, the double materiality analysis aims to identify sustainability themes reflecting:

- potential or current positive and negative material impacts on people and the environment related to the company's operations and its value chain (impact materiality - the inside-out perspective),

- the actual or potential material positive and negative financial effects (opportunities and risks respectively) of sustainability issues on the Group's financial performance (financial materiality - the outside-in perspective).

Saint-Gobain has been conducting materiality analyses since 2015, the most recent having been updated in 2023. Prior to the CSRD, Saint-Gobain's material challenges were identified and assessed on the basis of stakeholder expectations and management's vision. This process has been strengthened to incorporate the new CSRD requirements. Saint-Gobain has consequently based its analysis on a proven methodology involving internal stakeholders (local management and/or Senior Management) around the world. This enabled the Group to gain both a global and strategic view of its issues, as well as a localized picture for each major region.

Saint-Gobain carried out an initial double materiality analysis in 2023 based on the draft provisions of the CSRD. This analysis was then updated in 2024 to ensure alignment and consistency with the final delegated act of the ESRS ("European Sustainability Reporting Standards") published in July 2023.

The process for identifying and assessing impacts, risks and opportunities (IROs) described below reflects the steps applied during the initial assessment and subsequent update. This process is a specific procedure that is not yet incorporated into the Group's overall risk management process.

The Group plans an annual review of the materiality analysis and an update every three years, provided that there is no major change in the Group's business model.

## General approach

The double materiality analysis is broken down into four main stages:

![img-195.jpeg](img-195.jpeg)

## a. Identification of sustainability issues

Saint-Gobain's sustainability issues were determined based on (1) the issues previously identified by the Group, (2) industry-specific reference frameworks specifying the priority issues related to the construction business lines, (3) the Group's business model and value chains, and (4) alignment with ESG issues, sub-issues and sub-sub-issues listed by the ESRS.

## b. Identification of IROs

Subsequently, each sustainability issue was translated into impacts, risks and opportunities (IROs).

The identification of IROs was based on:

- industry information sources: studies, peer practices, reference frameworks, etc. (e.g. SASB, rating agency questionnaires, etc.);

- internal sources of information analyzing the Group's activities, products and services: risk mapping (transition risks, physical risks, risks related to operations, etc.) stakeholders, geographical areas of operation, etc.;

- consolidation of the viewpoints and interests of external stakeholders (consumers, local communities, civil society, nature, etc.) through an in-depth review of the literature, and interviews conducted with the functional departments in charge of relations with these stakeholders;

- this dual approach (documentation and qualitative interviews) ensures that a wide range of stakeholders are represented while maintaining a strategic balance between the different expectations. This consultation methodology, already tried and tested by the Group, will be used in future exercises;

- support from an external firm of consultants.

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The IROs have been identified so as to cover all the Group's activities and its entire value chain, both upstream and downstream. Parties in the value chain beyond the top tier have also been included and thus cover materials sourcing, subcontracting and all downstream users.

This approach has ensured that the impacts for which Saint-Gobain was responsible and those resulting from its business relations were identified and thus that all activities, business relations and geographical areas that might be concerned by negative impacts on the environment and society were taken into account.

In accordance with the requirements of the ESRS, the following methodological presumptions have been used:

- impacts, risks and opportunities are identified "gross", i.e. without taking into consideration any action plans implemented by the Group;
- the search for correlation between impacts and risks/ opportunities: for each impact identified, the Group considered whether there might be a counterpart in terms of financial effects, and vice versa.

The final list, which includes more than 120 impacts, risks and opportunities, has been ratified by the Saint-Gobain CSR Department.

## c. Evaluation of IROs

A specific methodology has been defined to assess the material nature of IROs.

## Impact Materiality Assessment

In accordance with the ESRS 1 guidance, the impact materiality assessment is based on four variables: the severity of the impact (scale and scope), its irremediable character (for negative impacts only) and the likelihood of its occurrence. This analysis incorporates the potential change in long-term impacts by calculating an aggravation/improvement coefficient. Combining the scores and coefficients applied to these variables gave a final score ranging from 1 to 4, which makes it possible to rank the impacts relative to each other.

The impact materiality assessment was based on:

- the assessment of the functional divisions responsible for stakeholder dialog, as representing the expectations of the stakeholders concerned (i.e. employees, civil society, investors, consumers, regulatory authorities, suppliers and local communities, nature);
- internal sources, notably existing impact and risk analyses;
- external sources, in particular controversies, sector studies, international reference frameworks and industry benchmarks. The document reference base includes numerous reports and studies from organizations such as: United Nations Environment Program, Yale Center for Ecosystems + Architecture, IPCC, International Energy Agency, European Environment Agency, OECD, World Green Building Council, CDP Water, Encore Nature, World Economic Forum, WRI, ILO, etc;
- the expertise of the CSR Department;
- support from an external firm of consultants.

## Financial materiality assessment

In accordance with the ESRS guidance, financial materiality was assessed using two variables: severity and likelihood. This analysis incorporates the potential change in long-term risks and opportunities by calculating a deterioration/improvement coefficient for the financial impact. The severity scale was determined by the Finance, Risk and Internal Audit departments in order to capitalize on existing work and ensure consistency with the Group's other risk management exercises. Each variable was given a score of 1 to 4 or was used as a coefficient. Combining these scores and coefficients gave a final score ranging from 1 to 4, which was used to prioritize risks and opportunities.

The financial materiality assessment was undertaken:

- financial risks: by the Saint-Gobain Audit &amp; Risks team. The involvement of the Audit &amp; Risk team ensured consistency with the Group's overall risk management process;
- financial opportunities: by the CSR team.

Although the majority of material risks identified during the analysis are already included in the Group risk mapping, and the Audit &amp; Risk team has ensured consistency with the overall risk management process, identifying and assessing risks and opportunities as part of the double materiality analysis remains a specific procedure. This process is not currently integrated with the Group's overall risk management process. However, for risks that have already been integrated, the prioritization of sustainability risks follows the same process as for other risks.

As regards opportunities, these have already been identified, assessed and managed within the Group's overall management process since they have been determined and are aligned with the Group's strategy.

## Setting materiality thresholds

Each score in the impact materiality assessment and financial materiality assessment has been reviewed and validated by Saint-Gobain's CSR Department.

The setting of the materiality threshold was based on the definition of a number of scenarios built around the following criteria:

- alignment and continuity with the Group's strategy and previous materiality assessments;
- the materiality of the information for impacted stakeholders and users of sustainability information.

Setting this threshold made it possible to validate a list of material impacts, risks and opportunities and consequently to determine the priority sustainability themes to be included within the CSRD reporting scope.

## d. Final approval

The results of the double materiality assessment were approved by the Group's Senior Management. These results are also submitted for approval to the CSR Committee and to the Board of Directors.

Internal control procedures are in place for certain criteria and these will be listed in a specific doctrine in 2025. As part of the Group's internal control procedures (see section 6.2, p. 339), controls specific to sustainability issues have been defined, in particular those relating to the environment, industrial health and safety (EHS, section 6.2.2, p. 341), ethics and compliance issues (see section 6.2.2, p. 341).

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# B - Material challenges

All impacts, risks and opportunities assessed as material occur continuously (short, medium and long term) throughout the Group's activities. The impacts are real, although the likelihood of occurrence has sometimes been assessed as low.

|  ESRS | ESRS sub-topics | ESRS sub-sub-topics | Materiality of impact | Financial materiality  |
| --- | --- | --- | --- | --- |
|  ENVIRONMENT  |   |   |   |   |
|  ESRS E1 - Climate change | Climate Change Adaptation |  |  | ✓  |
|   |  Climate Change Mitigation |  | ✓ | ✓  |
|   |  Energy |  | ✓ | ✓  |
|  ESRS E2 - Pollution | Pollution of water |  | ✓ | ✓  |
|   |  Substances of concern |  | ✓ | ✓  |
|   |  Substances of very high concern |  | ✓ | ✓  |
|   |  Microplastics |  | ✓ |   |
|  ESRS E3 - Water and marine resources | Water | Water consumption in water-stressed areas | ✓ |   |
|   |   |  Water withdrawals from water-stressed areas | ✓ |   |
|  ESRS E4 - Biodiversity and ecosystems | Impacts on the extent and condition of ecosystems | Land-use change in extractive activities | ✓ |   |
|   |   |  Deforestation linked to direct exploitation | ✓ | ✓  |
|   |   |  Construction industry | ✓ |   |
|  ESRS E5 - Resource use and circular economy | Resource inflows including resource use |  | ✓ | ✓  |
|   |  Resource outflows related to products and services |  | ✓ | ✓  |
|   |  Waste |  | ✓ | ✓  |
|  SOCIAL  |   |   |   |   |
|  ESRS S1 - Own workforce | Working conditions | Working time | ✓ |   |
|   |   |  Decent wages | ✓ | ✓  |
|   |   |  Social dialogue | ✓ |   |
|   |   |  Freedom of association, existence of works councils, and the information, consultation, and participation rights of workers | ✓ |   |
|   |   |  Collective bargaining including the proportion of workers covered by collective agreements | ✓ |   |
|   |   |  Health and safety | ✓ |   |
|   |  Equal treatment and opportunities for all | Training and skills development | ✓ | ✓  |
|   |   |  Gender equality and equal pay for work of equal value | ✓ |   |
|   |   |  Measures against violence and harassment in the workplace | ✓ |   |
|   |   |  Diversity | ✓ |   |
|   |  Other work-related rights | Child labor | ✓ |   |
|   |   |  Forced labor | ✓ |   |

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| ESRS | ESRS sub-topics | ESRS sub-sub-topics | Materiality of Impact | Financial materiality |
| --- | --- | --- | --- | --- |
| SOCIAL (continued) |
| ESRS S2 - Workers in the value chain | • Working conditions | Working time | ✓ |  |
| Decent wages | ✓ |  |
| Social dialogue | ✓ |  |
| Freedom of association including the existence of works councils | ✓ |  |
| Collective bargaining | ✓ |  |
| Health and safety | ✓ |  |
| • Equal treatment and opportunities for all | Gender equality and equal pay for work of equal value | ✓ |  |
| Training and skills development | ✓ |  |
| Employment and inclusion of people with disabilities | ✓ |  |
| Measures against violence and harassment in the workplace | ✓ |  |
| Diversity | ✓ |  |
| • Other work-related rights | Child labor | ✓ |  |
| Forced labor | ✓ |  |
| ESRS S3 - Affected communities | • Communities' economic, social and cultural rights | Adequate housing | ✓ |  |
| Security-related impacts | ✓ |  |
| ESRS S4 - Consumers and end-users | • Personal safety of consumers and/or end-users | Health and safety | ✓ | ✓ |
| Security of a person | ✓ | ✓ |
| • Information-related impacts for consumers and/or end-users | Access to (quality) information |  | ✓ |
| GOVERNANCE |
| ESRS G1 - Business Conduct | • Corporate culture |  | ✓ | ✓ |
| • Management of relationships with suppliers, including payment practices |  | ✓ |  |
| • Protection of whistle-blowers |  |  | ✓ |
| • Corruption and bribery | Prevention and detection, including training | ✓ | ✓ |
| Incidents/cases | ✓ | ✓ |

Saint-Gobain communicates its sustainability challenges and progress in accordance with the three pillars described in its CSR roadmap. Accordingly, each of the material issues and sub-issues has been assigned to the corresponding pillar of the CSR roadmap. A table describing the Impacts, Risks and Opportunities (IROs) corresponding to the material sustainability issues appears in section 3.1.5.C, p. 119. A correspondence between the ESRS and the roadmap pillars is indicated.

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## 3.1.5 SUSTAINABILITY STAKES INTEGRATED INTO STRATEGY

## A - Governance of sustainability issues

### BOARD OF DIRECTORS

- Examines and establishes the Group's strategic orientations annually and ensures their implementation, taking into consideration the social and environmental challenges of its activity
- Determines, on the proposal of the General Management, the multi-annual ESG strategic orientations
- Reviews results annually (climate or ESG)

### CORPORATE SOCIAL RESPONSIBILITY COMMITTEE OF THE BOARD OF DIRECTOR

- Reviews the Group's CSR strategy, commitments and roadmap
- Examines the double materiality matrix in connection with the annual review of extra-financial risks conducted by the Audit and Risk Committee
- Reviews sustainability information and results
- Reviews, in conjunction with the nomination and remuneration committee, the criteria for CSR performance metrics in the long-term compensation and variable compensation of corporate officers
- Monitors the extra-financial ratings and sustainability expectations of rating agencies

### THE BOARD'S AUDIT AND RISK COMMITTEE

- Ensures the sustainability information preparation process is monitored
- Ensures the internal control and risk management systems are effective
- Monitors the performance of sustainability information certification exercises
- Examines extra-financial risks

### EXECUTIVE COMMITTEE

- Defines strategies in line with the Group's commitments and stakeholder expectations
- Ensures implementation methods

### CORPORATE SOCIAL RESPONSIBILITY COMMITTEE OF THE EXECUTIVE COMMITTEE

- Designs the methods for implementing strategies including short, medium and long term action plans
- Proposes and instructs prospective elements in the updating of action plans

### SENIOR VICE PRESIDENT, HUMAN RESOURCES AND CORPORATE SOCIAL RESPONSIBILITY

- Oversees the incorporation of ESG issues into the strategy
- Coordinates the CSR roadmap
- Ratifies the objectives

### CORPORATE SOCIAL RESPONSIBILITY DEPARTMENT

- Identifies sustainability issues by ensuring the relevance of the methodology followed (materiality analysis)
- Develops and maintains the ESG risk management methodology and updates the maps
- Ensures compliance and relevance of ESG reporting including procedures, benchmarks and internal control
- Animation of the CSR roadmap

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The control of sustainability information is the responsibility of the Corporate Social Responsibility Division, with the support of the functional divisions. Each functional Division (e.g: Human Resources, Legal Affairs, Purchasing, Marketing and Development, etc.) with the support of country or business unit organizations, is responsible for producing, consolidating, analyzing and reporting social, environmental and governance-related data. As mentioned (see section 3.1.4, p. 110), a review of internal control procedures will be launched in 2025, with a view to subsequently integrating them more generally into the Group's internal procedures.

For each of the material challenges, action plans are prepared, drawing on the expertise of the functional divisions. They are deployed in the countries and business units under the responsibility of local managers.

## B - CSR strategy

For Saint-Gobain, sustainable growth is conceived within its ecosystem, in other words, taking into account the interests of all its stakeholders. It is therefore a question of pursuing a development trajectory that integrates both the financial performance and shareholder value objectives as well as the Group's Corporate Social Responsibility.

Saint-Gobain has a perfect alignment between its corporate purpose - Making the world a better home -, its vision - to be the leader in sustainable construction - and its strategic plan - "Grow &amp; Impact".

Stakeholders' expectations and the impact of the Group's operations (see section 3.1.2.B, p. 108) are translated into sustainability issues which are directly incorporated into the Group's strategy. The aim is to contribute to three long-term ambitions:

- "a decarbonated home", encompassing all the initiatives implemented for the Group's contribution to the decarbonization of economies and reducing global carbon emissions on a trajectory aligned with the Paris agreement;
- "more performance with less", representing actions in favor of an economy that is more frugal in its use of resources, raw materials and water, avoiding waste throughout the value chain of Saint-Gobain's operations and favoring reuse or recycling;
- "a better life for all", aiming to create a safe, engaging working environment for Group employees and those of its partners operating in its value chain and to contribute to the development of local communities, based on our code of ethics, the Principles of Conduct and Action.

Saint-Gobain's policies and programs are not limited to management of potential risks and the environmental footprint, but also include benefits for stakeholders. This is the case, for example, with the health policy, environmental policies, the "Build Change" philanthropy program and the Saint-Gobain Foundation.

This is why the Group has made strong environmental commitments, such as the pledge to fight climate change signed in September 2019, or the commitment to the United Nations' Sustainable Development Goals, "Forward Faster", signed during Climate Week in New York in September 2023.

Saint-Gobain makes use of its code of ethics, the Principles of Conduct and Action, responsible business practices (see section 1.1.1.E, p. 15) and the values shared with its partners to make decisions that maximize its positive impact and minimize the adverse effects on the environment, human beings and local communities, including residents in the vicinity of Group sites.

For each of its three ambitions, Saint-Gobain deploys action plans that aim to:

- maximize impact through high-performance, sustainable solutions that deliver benefits to stakeholders in terms of environmental impact, health and well-being;
- minimize the adverse environmental and social effects of its operations across its value chain and with communities potentially affected.

Internal and external stakeholders are involved in these action plans as part of an ongoing dialog at both country organization and Group support function levels (see section 1.1.4.D, p. 26).

Medium and long-term objectives have been defined for the main challenges. A performance monitoring dashboard is updated annually and published in section 1.4, p. 78.

Saint-Gobain's CSR strategy has been presented to and approved by the Board of Directors and its CSR Committee.

## a. Maximize the Group's impact

Saint-Gobain's ambition is to offer solutions that combine performance and sustainability to meet the expectations of its stakeholders, in particular its customers, and to enable acceleration towards a more sustainable and low-carbon economy.

## The "Solutions for Growth" program

The aim of the "Solutions for Growth" program is to develop solutions that bring benefits to all stakeholders, in particular for customers, right through to the end user.

Beyond the traditional approach of meeting a specific need with an appropriate product, the objective is to offer its customers end-to-end support for complex issues modeled as use cases, in other words, illustrations of specific cases such as the construction of a single-family house or the renovation of a hospital. The Group analyzed all of its product and service lines to define 22 use cases in which it offers solutions for local markets (new construction and renovation for residential and non-residential buildings) and four use cases in which it proposes solutions for global markets (sustainable construction, sustainable mobility, sustainable industry).

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A standard "Solutions for Growth" method has been deployed across the organization to measure performance and sustainability benefits, or the contribution to sustainable development, and to accelerate towards a more sustainable and "low-carbon" economy. Incorporating use cases, the methodology adapts to local markets and circumstances to identify the most suitable solutions and measure the benefits provided by matching the sales pitches to the expectations of stakeholders in the markets concerned. The impacts of the solutions are assessed across the entire value chain and for the main stakeholders involved, right through to the end user. This program and illustrations of benefits according to use cases are described in section 1.2.5, p. 42.

The "Solutions for Growth" program incorporates these use cases, covering the vast majority of Saint-Gobain's sales, and allows Saint-Gobain's offering to be turned toward sustainable construction markets. The "Solutions for Growth" methodology used to identify sustainable solutions is available on the Group's website and has been reviewed by an independent third party.

The criteria used to measure environmental benefits are:

- reduction of energy consumption and the carbon footprint;
- Optimization of non-renewable natural resources and water resources;
- contribution to reduction of the environmental footprint of other sectors.

The criteria used to evaluate the benefits in terms of health, safety and well-being are:

- the reduction of occupational risks in the value chain;
- ergonomics for applicators;
- indoor air quality and comfort acoustic, thermal and visual for end-users, building occupants.

Similarly, performance criteria have been identified. They are linked to the creation of value generated by solutions and to quality: productivity, reliability of solutions, increased property value, increased use, etc.

The impact and footprint of the solutions developed are assessed over their entire life cycle and for the main stakeholders involved throughout the value chain, up to the end user.

The share of revenue generated with solutions assessed as sustainable according to the "Solutions for Growth" method is 73% in 2024, in line with the target of 75% by 2025. Saint-Gobain's sustainable solutions revenue includes operations not evaluated in compliance with the European Taxonomy Regulation 2020/852 (see section 3.6, p. 210) such as distribution activities, impacts and benefits not yet integrated into the regulation such as resources and the circular economy or finally benefits related to health, safety and comfort that will potentially be eligible for the social taxonomy.

## Contribute to market transformation

In 2023, Saint-Gobain created a Sustainable Construction Observatory, the purposes of which is to accelerate sustainable construction worldwide by bringing stakeholders

on board in the sector's transition. A sustainable construction barometer based on a quantitative survey of professionals, students, elected representatives and association members was carried out in 22 countries. Although all respondents agree that the implementation of sustainable construction is a priority issue, understanding of sustainable construction is often limited to environmental issues: energy efficiency of buildings or the carbon impact of construction. The notions of resilience and occupant comfort are often considered as secondary.

In addition to the Sustainable Construction Observatory, a number of events are organized to bring stakeholders together to discuss sustainable construction issues. In 2024, "Sustainable Construction Talks" were held in New York during "Climate Week" on the theme of adapting to the effects of climate change; in Brussels to share the challenges facing the European construction sector, and in Davos during the world economic forum in January 2025 to share the role of the construction sector in achieving the Sustainable Development Goals. Some countries have followed up these events by organizing regional "Sustainability Talks" on themes corresponding to local issues.

## b. Minimize the Group's footprint

Reducing the environmental footprint of its operations, managing its value chain responsibly and deploying its HR policy are the pillars of the Group's objective of minimizing the footprint of its operations.

## Deploy an engaged HR policy

Saint-Gobain's Human Resources (HR) policy ensures the provision of an environment that is conducive to the employee's professional and personal growth and balances job-related performance with their well-being. This policy requires a compulsory buy-in from all employees for the Group's values as expressed in its code of ethics, the Principles of Conduct and Action. Saint-Gobain's human resources policy must allow for rapid adaptation of the organization and, in particular, careful management of changes in skills requirements, support for employees in the face of major transformations, as well as attraction and retention of talent.

To do this, it incorporates two dimensions:

- global coordination tasked with defining a common framework for all Group employees, incorporating ethical values, respect for human rights, the deployment of managerial principles based on trust, empowerment and collaboration, and the offering of training programs to better handle major cultural and market transformations, the establishment of ambitious and demanding health and safety objectives, social protection, diversity or any other subject that brings about decent working conditions for all;
- local implementation, by the HR teams in charge of social dialog, wage policy, local adaptation and implementation of action plans serving to achieve Saint-Gobain's objectives following a philosophy of subsidiarity and close proximity.

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The success of this policy and the quality of social dialog are measured each year in a survey of all employees (see section 3.4.2.A.b, p. 169). The proportion of employees responding to the survey, their satisfaction with working conditions, and their confidence in both the strategy and its implementation, are signs of a strong commitment that reinforces the Group's choice of a balance between local and global dimensions. For the past year, the number of employees who responded to the survey was 125,245, representing nearly 89% of the Group's workforce.

Saint-Gobain also submits its human resources practices each year to the Top Employers Institute, an independent organization that evaluates human resources and ethical performance on the basis of an evaluation questionnaire followed by audits of practices. For the tenth year in a row the Group was ranked among the 17 companies recognized worldwide. Saint-Gobain is also recognized as a Top Employer locally in some 40 countries.

## Management of the environment and employee health &amp; safety in Group operations

Saint-Gobain aims to minimize its environmental footprint and in particular its impacts on nature and the climate. This involves an environmental management system based on internal guidelines that explain the process of identifying and managing environmental impacts and risks. This management system is based on ISO or equivalent certification requirements.

Thematic policies applicable to all Group sites are deployed to reinforce impact reduction measures. Each Saint-Gobain site deploys an environmental management program that complies with the Group's standards (see section 3.3.4, p. 159).

In addition to the environmental impact management activities and those related to health and safety that are included in the "environment" and "health and safety" pillars of the WCM program (see section 2.1.3, p. 87), Saint-Gobain's environmental, health and safety policy is applied to all its sites. Its deployment is based on a reference framework that describes the environmental, health, and safety management system and explains the risk identification and management approach (see section 2.1.3, p. 87). This management system is based on ISO or equivalent certification requirements, in particular ISO 14001 and ISO 45001.

Each site has tools to facilitate continuous performance improvement by reducing negative impacts and anticipating risks:

- thematic policies accompanied by standards and application guides;
- thematic training and webinars on the main EHS issues;
- tools for monitoring action plans and reporting to steer performance improvement.

A support team of experts, in the regions and centrally, support the sites in this process.

Whether it is certified (ISO or equivalent) or not, each Group site conducts its own assessment of environmental, health and safety risks under the Site Manager's responsibility. To do this, a standardized method has been deployed and is regularly updated. Training courses are organized for site teams, and a digital application incorporating risk analysis, assessment and management actions has been developed. This tool facilitates the deployment, reliability and monitoring of risk management action plans at all of the Group's sites.

An environmental, health, and safety risk matrix is also included in the internal control reference framework. Compliance audits are conducted, and external certification procedures supplement the control system. An internal audit standard also enables the monitoring and verification of action plans at the sites.

Audits of the environmental, health, and safety management system are conducted by the functional department concerned. These audits are conducted as a priority at sites with ISO or equivalent certification. In addition to these audits, a version of the audit methodology has been developed for smaller sites for which ISO certification is less suitable.

Lastly, a training matrix defines the training on managing environmental, health, and safety risks for the teams according to the position held. It is a particularly relevant tool to use to define employee training courses.

In order to accelerate the effectiveness of the measures taken to reduce potential or actual adverse environmental impacts, Saint-Gobain has identified a list of priority industrial sites called focus sites for each of the environmental topics. These sites account for approximately 80% of the Group's impact (see section 3.7.1, p. 219).

Monitoring of the implementation of the management system for the environmental impacts of operations and their effects on the health and safety of employees is accompanied by performance monitoring (see section 3.4.4, p. 176), in particular the recording of health and safety incidents, especially accidents or exposure to health risks (see section 3.4.2, p. 168) and those having an impact on the environment such as accidental pollution.

Accordingly, the Group has set up environmental incident monitoring following a classification that takes into account the nature of the accident, the type of accidental impact (air, water or soil pollution, or nuisances in particular those caused by odors or noise, or any other environmental impact having consequences on nature or local residents), its intensity and its consequences.

This approach is also based on the principle of sharing best practices between sites. EHS Awards have been organized for many years. Each site can present a recently implemented innovation that has reduced the site's environmental footprint or improved health and safety. In 2024, 92 projects were nominated for the 34th "EHS Awards", evaluated by an international jury, composed of Saint-Gobain employees and external EHS experts. Four main criteria are taken into account, namely the project's impact (on risk reduction, energy saving, reputation, improving EHS culture, reproducibility, etc.), project management (participation of staff or external stakeholders such as non-profits, cross-functional project between sites, etc.), innovation (taking into account the local context) and communication about the project both internally and externally.

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On October 15, 2024, the winners selected by the jury took part in the award ceremony, which took place in the Tour Saint-Gobain and was broadcast to all the Group's sites. 18 winners were honored for their contributions to a safer, healthier and more environmentally-friendly world.

### Industrial and distribution risk prevention policy

The aim of the industrial and distribution risk prevention policy is to reduce the likelihood of accidental events, to minimize their severity if they do occur, and finally to preserve the continuity of business operations. This policy applies to all Saint-Gobain sites.

Defined and led by the Risk and Insurance Department, this policy is rolled out within the organization to the sites by a network of prevention coordinators. The Group's reference framework is a risk prevention manual. It includes the applicable standards, procedures and technical rules, methods for identifying and reducing risks, including natural risks, and the drafting of emergency and business continuity plans. This manual may be shared with the relevant stakeholders, such as permanent on-site subcontractors. The risk assessment tool is used by all operational sites and provides an objective assessment of the protection and prevention level. It takes into account both human factors (organization, procedures, communication, training, etc.) and physical facilities. This means that each site is able to identify its areas for improvement, develop action plans including investments, and use this tool to measure progress. The tool is accompanied by periodic site visits by the risk prevention engineering team: a total of 368 sites were visited in 2024 (353 in 2023).

The Group is rolling out business continuity plans for each site according to the risk assessment and the vulnerability of processes to unforeseen interruptions including an anticipation of the impacts of an accident so as to limit its effects. The aim is to fully or partially ensure customer service and recover operational capacities as quickly as possible. The subcontractors working on the sites are involved in the process and must commit to a prevention plan. In 2024, 18 sites were visited by the prevention engineering team, specifically to verify the quality of their continuity plans against the Group's guidelines in this area.

Saint-Gobain constantly adapts its risk management system to better anticipate the potential risks associated with the effects of climate change. In 2022, this system was enhanced with a study conducted on the effects of climate change in the major regions where Saint-Gobain operates. This study was conducted for over 500 industrial sites in 52 countries. The potential impacts were analyzed based on various global warming scenarios. Action plans to further increase prevention, particularly in the face of natural disaster risks, are being rolled out. In particular, they include changes in the design of certain sites to reduce, where necessary, the impacts of these natural events, especially flooding. In 2024, 29 at-risk sites were visited to specifically check their exposure to natural disasters, especially flooding.

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# C - Incorporation of sustainability stakes within the strategy

Saint-Gobain's business model may generate impacts, risks and opportunities, identified and assessed as specified in section 3.1.4, Double materiality analysis, p. 110, which are integrated into the Group's strategy.

|  |   |
| --- | --- |
|  **A DECARBONATED HOME**  |   |
|  **IMPACT DESCRIPTION**  |   |
|  Greenhouse gas emissions emitted along the value chain: • Saint-Gobain's direct and indirect emissions, including the impact of energy (energy type and energy consumption); • Emissions related to products and solutions that will be contained within buildings and/or that will have an impact during buildings' use phase.  |   |
|  **MAIN RISKS AND OPPORTUNITIES**  |   |
|  Risks from rising temperatures: Financial risks related to the cost of energy and the capital expenditure needed to finance transition and adaptation; development of drought zones leading to limited access to water (increase in operational costs, reduction in productivity). | Opportunities linked to the transformation and adaptation of its markets as a result of rising temperatures: • growth: demand linked to renovation or new construction for the adaptation of buildings or the decarbonization of industry; • growth: demand for sustainable construction solutions; • growth: demand for solutions in response to climate events.  |
|  **APPROACH**  |   |
|  Minimize the Group's footprint: achieve net zero emissions (scopes 1, 2 and 3) by 2050. | Maximize the Group's contribution: propose solutions that contribute to reducing carbon emissions from the construction sector and industries.  |
|  **STRATEGIC OBJECTIVES/ACTIONS**  |   |
|  A decarbonated home: • 2030 carbon roadmap | A decarbonated home: • "Solutions for Growth" program • measure the impact of products and solutions on their value chain.  |
|  **ESRS**  |   |
|  E1  |   |
|  SUSTAINABLE DEVELOPMENT GOALS: see section 1.3.1.C, p.56  |   |

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|  |   |
| --- | --- |
|  OPERATIONS AND THE VALUE CHAIN HAVE IMPACTS ON NATURE AND LOCAL COMMUNITIES: - environmental pollution – particularly water (untreated effluent and accidental discharges) – throughout the value chain; - plastic pollution from the use of products and solutions; - use of substances of concern in products; - waste related to customers' construction, renovation or demolition activities; - resource use and pressure on ecosystems (deforestation and extraction) linked to purchases.  |   |
|  MAIN RISKS AND OPPORTUNITIES  |   |
|  Risks in the event of damage to ecosystems: - regulatory: compliance costs linked to more restrictive legislation on pollution, use of substances of concern, chemicals or plastics; - regulatory: increased costs linked to the increase in environmental contributions imposed on products sold; - financial: cost of bringing facilities and supply chains into compliance; - operational: lack of alternatives to substitute substances of concern or non-renewable resources. | Opportunities related to the development of lightweight and sustainable construction: - growth: demand for solutions adapted to lightweight construction methods.Opportunities related to damage prevention and the development of regenerative ecosystems: - growth: demand for products and solutions with a reduced impact on nature; - operational: access to recycled materials through the development of recycling channels thanks to local implementation and a leading position; - financial: through the optimization of industrial processes and supply chains (productivity, waste reduction, etc.).  |
|  APPROACH  |   |
|  Minimize the Group's footprint through operational excellence and innovation: - limit pollution and negative impacts on nature for the entire value chain, in particular those linked to purchasing and quarrying, but also to the use of products and solutions. | Maximize the Group's contribution by offering innovative solutions: - reduce impacts on nature by optimizing circular flows, increasing the integration of recycled or biosourced materials, and improving the use of buildings.  |
|  STRATEGIC OBJECTIVES/ACTIONS  |   |
|  More performance with less: - WCM program; - R&D program on the substitution of substances of concern; - application of the Timber Purchasing policy and the "Responsible Purchasing" program. | More performance with less: - "Solutions for Growth" program - innovation program for sustainability (see section 2.2.3, p. 101).  |
|  ESRS  |   |
|  E2 to E5  |   |
|  SUSTAINABLE DEVELOPMENT GOALS: see section 1.3.1.C, p.56  |   |

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|  A BETTER LIVING FOR ALL  |   |
| --- | --- |
|  IMPACT DESCRIPTION  |   |
|  **The Group's activities have an impact on all of its employees:**  |   |
|  • financial stability and fulfillment through the payment of adequate wages and benefits, the promotion of a diverse and inclusive culture, social dialogue encouraging respect for employees' fundamental rights ;  |   |
|  • development of employability through the acquisition of skills, particularly for low-skilled workers;  |   |
|  • exposure of employees to physical and psychological risks;  |   |
|  • potential exposure to discrimination and harassment;  |   |
|  • potential exposure in high-risk countries to violations of fundamental human rights (child or forced labor).  |   |
|  **Actors in the Group's value chain are also exposed to human rights abuses:**  |   |
|  • potential impact on working conditions (long working hours, inadequate wages, lack of social dialogue, precarious employment, etc.);  |   |
|  • exposure of workers to physical and psychological risks;  |   |
|  • potential exposure in high-risk countries to violations of fundamental human rights (child labor, forced labor, inadequate housing, lack of access to water and sanitation);  |   |
|  • exposure of workers to unequal treatment and unequal opportunities.  |   |
|  **Through its activities and value chain, local communities are impacted by:**  |   |
|  • indirect support for businesses and employment in local communities through purchases, salaries and taxes paid by the Group;  |   |
|  • exposure of users to physical risks related to the use of certain products and materials, or to the inappropriate and dangerous use of the Group's products by certain customers and end-users.  |   |
|  **The Group's activities also involve impacts in terms of Governance:**  |   |
|  • improving industry standards by promoting more responsible practices in the value chain (circularity, ESG innovation, value creation), in particular through long-term relationships guaranteeing supplier stability;  |   |
|  • improving industry standards by anticipating developments, particularly regulatory ones;  |   |
|  • promoting clear and transparent governance and decision-making processes;  |   |
|  • protecting the rights of whistleblowers;  |   |
|  • direct or indirect involvement in incidents of corruption or unethical practices.  |   |
|  MAIN RISKS AND OPPORTUNITIES  |   |
| --- | --- |
|  **Risks linked to non-compliance with human rights:** | **Opportunities from listening to stakeholders:**  |
|  • financial: loss of attractiveness to investors, restriction of access to markets in the event of non-compliance with regulations relating to business ethics; | • Growth: demand for transparency on products and solutions;  |
|  • reputational or regulatory: in the event of an incident related to non-compliance with working conditions, inappropriate use of its products or solutions, or other human rights issues; | • Productivity: through employees' commitment and the development of training in construction business lines;  |
|  • regulatory: in the event of non-compliance with whistleblower protection and business ethics regulations. | • Attractiveness: thanks to a healthy, safe and engaging work environment.  |
|  APPROACH  |   |
| --- | --- |
|  **Minimize risks while respecting human rights:** | **Maximize the Group's contribution:**  |
|  • promoting ethical conduct, diversity and inclusion, health and safety and social dialog by involving all stakeholders, including suppliers. | • provide solutions with health, comfort and safety benefits across the entire value chain.  |
|   | • support local communities  |
|  ETHICS AND COMPLIANCE  |   |
| --- | --- |
|  **A better living for all:** | **A better living for all:**  |
|  **Employee Engagement and Diversity** | • "Solutions for Growth" program;  |
|  • HR Policy; | • Saint-Gobain Foundation;  |
|  • Ethics and Compliance Program. | • "Build Change" program.  |
|  **Health and Safety across the value chain** |   |
|  • Responsible Purchasing Policy; |   |
|  • Human Rights Policy; |   |
|  • Health and Safety Charter. |   |
|  ESRS  |   |
| --- | --- |
|  S1 to S4, G1  |   |
|  SUSTAINABLE DEVELOPMENT GOALS: see section 1.3.1.C, p.56  |   |

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## 3.2 A DECARBONATED HOME

## Sustainability Report ENVIRONMENT

## 3.2.1 GOVERNANCE AND STRATEGY

Faced with the challenge of climate change and the risks related to the increase in average temperatures, Saint-Gobain aims to promote the emergence of a sustainable and just economy in line with the Paris Agreement. In concrete terms, the objective is to help the Group's customers reduce their carbon emissions through the use of its solutions, and to reduce the carbon impact of its operations across the entire value chain. In September 2019, Saint-Gobain responded to a call for action issued by a broad coalition of business leaders, civil society representatives and United Nations leaders to help limit the rise in global temperature to 1.5°C above pre-industrial levels.

## A - Governance

![img-196.jpeg](img-196.jpeg)

## 2030 CARBON ROADMAP

The "Carbon 2030 Roadmap" working group (see section 3.2.3.B, p. 138) is a response to Saint-Gobain's commitment to "net zero emissions" by 2050. As a result, Saint-Gobain will reduce its CO₂ emissions as much as possible in scope 1, 2 and 3 by 2050 and will implement measures to absorb all the residual emissions.

The success of the "net zero emissions" objective is based on 2030 objectives on several levers of action. This working group is led by the Sustainable Development Department.

## At Group level:

- the Strategy Department supports Saint-Gobain's ambition to be a leader in sustainability by including sustainable development as a key pillar of the Group's growth and differentiation strategy. It monitors and implements the internal carbon price, including updating its level;
- the Innovation Department coordinates innovation efforts in processes, both industrial and related to product design;
- the Department of Technology and Industrial Performance supervises coordination of industrial excellence programs, including the "World Class Manufacturing" (WCM) program and the CAPEX committed;
- the Purchasing Department ensures mobilization across the supply chain, in particular the commitment of suppliers to the "net zero emissions" ambition in their operations.

## The Business Units and countries contribute to the carbon neutrality objective:

- roadmaps are drawn up by the countries or Business Units so that they can define their short- and medium-term priorities and objectives, in line with Saint-Gobain's, and to draw up their own action plans;
- detailed roadmaps are developed for each industrial process and supplemented by action plans designed and deployed by each country based on knowledge of local markets and regulatory contexts;
- each site defines its own roadmap for the WCM program, in line with international reference frameworks, standards specific to its business required by customers, and the improvement objectives that have been set. Each industrial department and each business unit is responsible for defining, leading and monitoring the results of the sites within its scope.

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The Corporate Social Responsibility Department's role is defined in section 3.1.5.A p. 114

## 4 SUSTAINABLE, HIGH-PERFORMANCE SOLUTIONS

The Sustainable and High-Performance Solutions offering (section 3.1.5.B, p.115) supports the Group's strategy of moving towards a comprehensive offering that meets its customers' expectations. It focuses on identifying proposals for solutions that combine sustainability and performance, and measure the benefits for stakeholders, in particular customers. It is also in charge of determining and deploying a standardized method for quantifying benefits recognition. This working group is led by the Strategy Department.

At Group level:
- the Marketing and Development Department facilitates and accelerates Saint-Gobain's innovation process, based on meeting customer expectations. The teams specializing in innovation and management ensure consistency and relevance if use cases. The teams specializing in sustainable construction ensure the coordination of the measurement of estimated benefits;
- the CSR Department ensures that the solutions proposed by the Group are in line with the objectives and action plans in operational terms. It also manages the performance follow-up.

At the Business Units and countries level:
- tools and information are made available to countries to guide them in developing a strategy adapted to their market context;
- discussions between the marketing and sales teams enable the identification of cross-functional issues for which Saint-Gobain can provide innovative and competitive solutions using local and global synergies.

## 5 RISK AND OPPORTUNITY MANAGEMENT

The 'Risk Management' working group is responsible for identifying, assessing and controlling potential risks that could have an impact on the Group's operations. However, climate is not identified as a risk factor for Saint-Gobain, as it does not present significant financial materiality for the Group. This working group is led by the Sustainable Development Department.

At Group level:
- the Strategy Department oversees the development of climate scenarios, thereby integrating climate risk management into the Group's medium- and long-term strategy;
- the Audit and Internal Control Department establishes and maintains the financial risk management methodology and updates the financial risk maps;
- the Risk and Insurance Department defines the Group's prevention and insurance policy, including changes related to climate risks;
- the Environment Department participates in assessing the gross and net risks associated with the effects of climate change;
- the CSR Department ensures consistency of risk assessments in accordance with the regulatory requirements of the Corporate Sustainability Reporting Directive (CSRD) and its transposition into French law, and the other transparency requirements expressed by stakeholders, in particular communication as per the recommendations of the Task Force on Climate-Related Financial Disclosures (TCFD);
- the Finance Department assesses the financial impact of climate risks and opportunities on the Group, based on identified medium- and long-term scenarios.

The Business Units and countries are included in the risk identification and management process. A digital mapping tool is made available to the sites to enable them to identify their exposure to risks and prioritize their action plans.

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# B - Strategy

Saint-Gobain's objective is to contribute to a fair and sustainable transition towards a low-carbon economy. The implementation and results of this strategy are incorporated into scenarios that limit global warming to below a  $1.5^{\circ}\mathrm{C}$  rise compared with the pre-industrial era, so that they are compatible with the Paris Agreement.

In response to climate risks, taking action as closely as possible to the areas concerned (countries, regions, etc.) makes it possible to make use of resilient local ecosystems that are more favorable to the development of a "low-carbon" economy. The ability to initiate local partnerships is an asset in risk management.

In addition, Saint-Gobain's organizational structure is based on a unique combination of local and global, which makes it possible to benefit from new opportunities that meet local needs while being part of a worldwide dynamic, including in terms of energy-efficient building renovation and the development of light construction (cf. section 2.1.2, p. 83).

Buildings and construction account for around  $37\%$  of annual  $\mathrm{CO}_{2}$  emissions worldwide (1). Two thirds of the sector's carbon impact comes from the operation of buildings, while the remaining one third comes from the emissions contained in building products in particular. The transition of buildings and the construction industry to carbon neutrality is therefore vital to the fight against climate change (see section 1.3.2, p. 64).

All the Group's operations are considered in risk and opportunity assessments, resilience analyses, and transition or adaptation plans.

A climate policy will be finalized in 2025 to update the energy and climate policy. This update will include making the process formal, in the form of programs and policies relating to mitigation, adaptation and energy issues.

|  Policy | Climate policy  |
| --- | --- |
|  Purpose | Set the Group's strategic climate guidelines  |
|  Scope of application | All entities  |
|  Under the supervision of | Senior Vice President, Human Resources and Corporate Social Responsibility  |
|  Link to the policy | Publication 2025 (replacing the current Energy and Climate policy)  |

# Maximizing contribution through innovative solutions

Saint-Gobain's solutions help reduce the negative impact of the construction sector. The Group is focusing its action plans around the following areas:

- offering solutions that provide benefits during the building operation phase (use phase): the design, production and distribution of high-performance solutions with a positive contribution to the environment, i.e., solutions that promote energy efficiency and reduce  $\mathrm{CO}_{2}$  emissions during the use phase of buildings;
- offering solutions for decarbonizing industrial processes and manufactured products, such as the admixtures

developed by the Construction Chemicals Business Unit to reduce the carbon impact of cement and concrete;

- offering low-carbon solutions by reducing emissions in Group operations (scope 1 and 2) and emissions related to its value chain (scope 3) to reduce the carbon content of buildings.

The "Solutions for Growth" program (see section 3.1.5 B.a, p. 115) determines the principles for developing solutions with a positive impact in the fight against climate change. A policy based on these principles will be finalized in 2025.

# Minimizing the Group's carbon footprint towards zero net emissions (scope 1, 2 and 3)

The goal is to achieve a  $100\%$  reduction in the Group's net direct and indirect carbon emissions by 2050. At least  $90\%$  of this objective will be achieved through the efforts of the sustainable transformation of its industrial processes and its value chain and less than  $10\%$  through carbon sequestration offsetting measures. This 2050 goal, including an intermediate emissions reduction target for 2030, has been ratified by the Sciences Based Targets initiative (SBTi), which considers them aligned with the Paris Agreement and a  $1.5^{\circ}\mathrm{C}$  trajectory.

The action plan for reducing carbon emissions (scope 1, 2 and 3) is divided into two periods:

- 2020 to 2030 (medium term): Saint-Gobain is rolling out its "2030 carbon" roadmap, which has two ambitions:

- achieving the reduction targets (in absolute terms) of  $33\%$  of CO2e emissions under scope 1 and 2 and a  $16\%$  reduction in CO2e emissions under scope 3 between 2017 and 2030, and doing so without using carbon offsetting or sequestration measures;
- innovating and testing industrial processes to achieve net zero emissions for the three scopes.

- 2030 to 2050 (long term): the roadmap will be adapted on the basis of the results obtained during the previous period. The innovations identified during the implementation of the "2030 carbon" roadmap will be rolled out. Carbon capture projects may be activated at the end of the period to supplement the transformation measures up to a maximum of  $10\%$  of emissions (scope 1, 2 and 3).

The Group's action plan does not include carbon credits or offsetting, or avoided emissions.

To support this carbon roadmap, Saint-Gobain has committed to investing at least €100 million a year in CAPEX and R&amp;D over the period 2020 to 2030.

For the period 2030 to 2050, the deployment of innovations will be included in the capital expenditure program. The pace of deployment is entirely compatible with the industrial equipment renewal plan, which is over an average timescale of 15 to 20 years. Hence all of Saint-Gobain's business units can be transformed to contribute to the goal of net zero emissions. To date, the Group has not identified any stranded assets in its activities.

(1) Global Status Report for Buildings and Construction, 2022 p. 42.

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The Board's CSR Committee ensures that Corporate Social Responsibility issues are taken into consideration when defining Saint-Gobain's strategy and in its implementation (see organizational chart and Section 3.1.5.A for a description of the Corporate Social Responsibility Committee's remit and activities, p. 114).

Considering the issue of climate change as strategic for the Group, the reduction of $\mathrm{CO}_{2}$ emissions is a performance metric included within the short- and long-term compensation plans for Group executives (see section 5.2.2 F, pp. 263-272 et section 5.2.4 pp. 276-280).

Financing tools linked to ESG performance criteria such as the Sustainability Linked Bonds and Sustainability Linked Loans have been issued for 2022 and 2023.

## Involving stakeholders

The fight against climate change requires the cooperation of all stakeholders - in particular states, businesses and civil society - around a demanding international framework.

Saint-Gobain is committed to working with its stakeholders to implement rapid action plans based on the shared objective of limiting the rise in temperatures to $1.5^{\circ}\mathrm{C}$. To this end, action is being taken:

- with its employees: through training to help them understand the issues, by making resources available to them to enable them to take action, such as carbon funds, or by participating together in sponsorship projects to accelerate the renovation of housing for excluded populations or to help populations exposed to the effects of climate change;
- with our partners: suppliers, customers, lobbying partners, international institutions and governments, to accelerate the transition to more sustainable construction and a low-carbon industry;
- in the countries and local communities where we are present, to get involved in public debate on local climate issues, provide training in sustainable construction skills, and support associations to help vulnerable populations.

## a. Analysis of climate scenarios for 2050

For strategic planning purposes, Saint-Gobain has built three qualitative climate scenarios that incorporate political, technological, economic and societal assumptions. These scenarios have been reassessed and updated for 2022. Each scenario is associated with an increase in average temperature of between $1.5^{\circ}\mathrm{C}$ and $4.5^{\circ}\mathrm{C}$ before the end of the century. These scenarios help the Business Units and the countries in which the Group operates to anticipate the impacts of climate change on their markets and their operations.

|  Indicators | Wind of Change | The Show Might Go On | Highway to Climate Hell  |
| --- | --- | --- | --- |
|  GENERAL CONTEXT |  |  |   |
|  Increased temperatures in 2100 compared with the pre-industrial era (1850-1900) | 1.5-1.7°C | 2.1-3.3°C | 4.0-4.5°C  |
|  Peak global carbon dioxide emissions | Around 2020 | Mid-2030 | Around 2100  |
|  Achievement of the "Global zero carbon" objective | Mid-2050 | After 2100 | Not in the near future  |
|  International cooperation model | Multilateralism and cooperation | Digital arms race, lack of cooperation | Regional and isolationism rivalry  |
|  MACROECONOMIC FRAMEWORK |  |  |   |
|  Global population (2019 = 7.7 billion) | 9.7 billion | 9.7 billion | 9.7 billion  |
|  Urbanization rate (2019 = 56%) | 68% | 68% | 68%  |
|  CONSTRUCTION NEEDS |  |  |   |
|  Sea-level rise (compared with 1986-2005) | +0.4 meters | 0.5 meters | 0.6 meters  |
|  Average length of drought periods | 9 to 11 months | 18 months | 22 months  |
|  Number of tropical nights (compared with 1981-2000) | +16 days | 28 days | 53 days  |
|  MOBILITY |  |  |   |
|  % of electric cars in the vehicle fleet in 2050 (2019 = 8%) | 80% | 60% | 45%  |
|  Annual vehicle sales (market growth in 2026 compared with 2018) | In developed economies | -6% | -6%  |
|   |  In Asia | +22% | +22%  |
|   |  In total | +9% | +9%  |

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## Wind of Change scenario

### SUSTAINABLE CITY
|  Model of existing city | Amsterdam, Valencia  |
| --- | --- |
|  Size | Medium-sized city – generally between 750,000 and 3 million inhabitants. The city center is densely populated.  |
|  Mobility | Well-established public transit system, increasing investments in active modes of mobility (walking, cycling) and shared roads.  |

### METHOD OF CONSTRUCTION
- Buildings are generally collective buildings built around 2018 in accordance with the latest environmental regulations.
- Household appliances are shared and efficient while excess heat is shared between connected buildings.
- Apartments are easy to reconfigure and refurbish to optimize space.
- Builders favor natural lighting, passive cooling and solar protection.
- To improve their resilience, the buildings are equipped with green walls and roofs, wastewater and rainwater harvesting systems, reflective materials, and the foundations are adapted to remove clays.
- The use of bio-sourced, reused and recycled materials is becoming widespread to mitigate the effects of climate change. Likewise, energy self-production, waste sorting and composting systems are installed: innovations are thus used to optimize energy efficiency.
- The installation of smart meters and sensors makes it possible to monitor consumption and automatically regulate lighting, ventilation, cooling and heating.

## The Show Might Go On scenario

### SUSTAINABLE CITY
|  Model of existing city | Nairobi, Buenos Aires, Beijing and some other Chinese cities  |
| --- | --- |
|  Size | Rapid growth due to intensive industrialization  |
|  Mobility | Public transit does not cover the entire city and does not make it possible to optimize travel. Most people continue to travel by car.  |

### METHOD OF CONSTRUCTION
- Two models emerge: firstly, the European model, and secondly, the US model.
- In Europe, the majority of the population lives in office buildings built in 2000 and converted into residential buildings in 2030. The individual apartments are small, but benefit from large shared spaces (workspaces, fitness, high-tech kitchens). A centralized monitoring system automatically adapts heat, lighting, ventilation and cooling. Shared appliances in kitchens and laundry rooms are very efficient and use little energy. The roof is equipped with photovoltaic panels and the insulation has been reinforced with recycled materials.
- In the United States, the majority of the population lives in apartment buildings and private condominiums in the suburbs of a large city, in buildings dating from the 1970s. Only a minority of individual apartments have been renovated. Energy consumption is not systematically monitored. However, installations have been put in place to mitigate the effects of climate change on the comfort of residents: the insulation of the walls and roof has been improved and double-glazed windows have been installed. Most devices are programmable, but none are shared.

## Highway to Climate Hell scenario

### SUSTAINABLE CITY
|  Model of existing city | London, Rio de Janeiro, some US cities, Lagos, Lima, New Cairo  |
| --- | --- |
|  Size | These immense cities occupy a vast territory and are home to 3 to 5 million inhabitants. In less developed countries, these growing cities are surrounded by large slums.  |
|  Mobility | The majority of the population lives in the suburbs, and driving is the most used mode of transportation thanks to the extent of the road network.  |

### METHOD OF CONSTRUCTION
Subsidized, affordable but low-quality housing is built to contain the endless expansion of slums in emerging countries. Poor quality is often accompanied by raised living spaces, a lack of daylight, thermal discomfort, high levels of noise pollution and inadequate ventilation of fresh air. Basic insulation solutions are still incompatible with the affordability required for such "slum sanitation" approaches. The implementation of cooling processes is the only response to global warming. Access to basic services (wastewater, drinking water, electricity, sanitation, waste disposal) is an important step towards achieving the fundamental objectives of human development. Recycling, reuse and the circular economy can only be considered when these basic services have been fully realized.

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## b. The 2050 vision

### The “2050 net zero emissions” contribution program

In addition to the programs initiated at site level, reducing the carbon footprint of production and thus the impact of the products requires three major levers:

- innovation and R&amp;D programs to coordinate and expand efforts to improve manufacturing processes, reduce energy consumption and ensure the transition towards the use of decarbonized energies;
- cope 3 control to identify the main emissions factors and mitigate the overall impact of the products;
- management tools and financial resources to accelerate the transition to low-carbon technologies.

In 2020, and in accordance with the Group's commitment to contribute to net zero carbon by 2050, Saint-Gobain published a roadmap with an action plan and intermediate targets for the end of 2030 (see section 3.2.3 p. 137).

### Integrating carbon impact into operational decision-making tools to accelerate the transition

Since 2016, Saint-Gobain has used an internal carbon price to assess the current or potential impact that a regulatory carbon price would have on all of Saint-Gobain's operations, identify opportunities for growth in low-carbon sectors, refocusing capital expenditure towards manufacturing and R&amp;D, and prioritizing actions to reduce $\mathrm{CO}_{2}$ emissions. The objective of the internal carbon price is consequently to influence investment decisions. The Group has set two levels of internal carbon prices. The first internal carbon price level per metric ton is applied to industrial investments above, investments associated with a change in energy source, energy investments on an existing or greenfield site. The second carbon price level is used for R&amp;D investment in breakthrough technology. This price level is of demonstrable value in supporting low-carbon R&amp;D projects.

The internal carbon price levels are regularly updated in line with market trends and are applicable to all countries in which the Group operates. At end-2024, the prices applicable were €100 per metric ton of $\mathrm{CO}_{2}$ for CAPEX and €200 per metric ton for R&amp;D projects. In addition, a specific approach applicable to significant acquisitions has been defined. It includes any effort required to ensure that the carbon impact of this acquisition is compatible with Saint-Gobain's direct and indirect emissions target trajectory.

Scope 1 and scope 2 emissions are measured monthly for nearly $90\%$ of the Group's impact. This reporting is based on computerized management systems (ERP). The management controllers are responsible for updating the information used to calculate scope 1, such as consumption of raw material or energy. PPA (Purchase Power Agreement) contracts are updated by the purchasing teams and integrated into the reporting tools for monitoring scope 2.

Emissions reduction performance is therefore an operational performance indicator in the same way as financial performance indicators.

The carbon impact is also integrated into the processes for establishing annual budgets or strategic plans. Information on the carbon impact of planned investments is available to technical teams at sites and to the industrial departments of each business. Technical innovations such as investments in more mature technologies are identified according to their cost, technical maturity and potential for reducing $\mathrm{CO}_{2}$ emissions.

While automating the scope 3 calculation is more complex, the carbon impact for more than $80\%$ of industrial purchases (category 1) is measured automatically, and buyers have access to a dashboard to assess the impact of their decisions. The quality of the assessment depends above all on the quality of the information provided by the supplier about the emission factors of materials and products. Similarly, the assessment of transport-related $\mathrm{CO}_{2}$ emissions (categories 4 and 9) is based on data transmitted by operational logistics optimization systems.

This effort to automate and improve the reliability of scope 3 data is ongoing and uses connections to IT tools to monitor operational performance.

Under the European Union Emissions Trading Scheme (EU ETS), the rules defining the free allocation of carbon allowances from 2021 have been redefined.

At the end of fiscal year 2024, Saint-Gobain had a greenhouse gas emissions quota of 3.8 million metric tons allocated by the European Commission. The Group considers that, at end-2024, it was in a position to remain self-sufficient in quotas for over three years.

### Innovate to optimize industrial processes and promote the use of decarbonized energies

In the short term, the actions performed involve the reduction and optimization of energy consumption and, in the medium and long terms, the transition to the use of decarbonized energy, in particular a transition to decarbonized electricity. The "WCM" program (see section 2.1.3, p. 87) and the "energy" and $\mathrm{CO}_{2}$ continuous improvement action plans provide structure for the action plans.

Short- and medium-term actions also include investments in optimization and energy efficiency processes. Pragmatically, Saint-Gobain identifies and analyzes projects for which rapid gains can be measured. The analysis also takes into account the impact on competitiveness and applies the rules related to the introduction of the internal carbon price. For example, the Group promotes the installation of energy and heat recovery systems. These low-carbon solutions can address each of the impacts of industrial production: raw materials, energy use, energy efficiency and energy recovery, and carbon capture and recovery.

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Regarding energy, processes that are technically adaptable to the exclusive use of electrical energy have been identified. For these processes, the transition is facilitated by the development of local renewable electricity grids and the growing share of decarbonized electricity in national grids. Energy buyers have therefore been involved in identifying reliable and competitive sources of decarbonized electricity in the countries in which Saint-Gobain operates. This transition to the use of decarbonized energies takes the form of investments, such as in solar and wind farms, through the installation of solar panels on our sites or the use of market mechanisms such as green certificates or Power Purchase Agreements (PPAs). At Group level, the share of decarbonized electricity in electricity consumption reached 67,2% in 2024.

For processes for which the adaptation to the exclusive use of electrical energy is technically more complex, two innovation focuses are implemented: one to develop decarbonized energies (biogas, biomethane or decarbonated hydrogen for example); and the other to develop processes and make them compatible with an increasing use of electricity.

Overall, innovation is a lever used by the Group to reduce the impact of its activities. Saint-Gobain also wants to develop zero-emission productions for scope 1 and 2 as quickly as possible. The plasterboard plant in Fredrikstad, Norway has had a hydraulic power supply since April 2023, and has become the world's first scope 1 and 2 zero-carbon plasterboard production facility. In June 2022, Saint-Gobain announced that it was investing in a second zero emission scope 1 and 2 production plant in Canada, applying the same technical solutions. The investment will be approximately 90 million Canadian dollars.

At the same time, the Group has continued its efforts to develop “zero carbon” industrial process pilots (scope 1 and 2) or very low-emission. Saint-Gobain is the first manufacturer to set up a low-pilot zero-carbon production facility (scope 1 and 2) for flat glass at Aniche (France). This technical feat was achieved by using 100% recycled glass and 100% energy produced from biogas and decarbonized electricity (1). Each Saint-Gobain industrial process has established a zero carbon production program (scope 1 and 2) and conducted pilot production to test technical solutions.

To support this effort towards industrial processes contributing to carbon neutrality, a budget of €100 million per year has been allocated to CAPEX and research and development investments for the next ten years. In 2024, Saint-Gobain invested over €251 million to support its 2030 roadmap including €163 million in CAPEX.

Since implementing its roadmap in 2020, investments have already totaled over €760 million.

### Collaboration with stakeholders

Saint-Gobain includes as a rule of lobbying or collaboration the adherence of partners to the Group's values communicated in its code of ethics, the Principles of Conduct and Action, as well as a commitment to support the Paris climate agreement.

### Strong commitments to the climate

Saint-Gobain supports the implementation of ambitious political frameworks to remove technical and financial obstacles and accelerate the transition to a low-carbon economy. The recovery plans initiated by governments following the Covid-19 crisis are an opportunity to combine the fight against climate change with economic development actions through such ways as initiatives that promote building renovation and energy efficiency. Decarbonization of the construction and use of buildings is essential to achieve the greenhouse gas emission reduction targets that governments have set for themselves.

Draft European regulations on sustainable finance and in particular the Taxonomy of sustainable activities (see section 3.6, p 210) are essential instruments for achieving the European Union's climate objectives, provided that they are guided by scientific criteria and developed in a transparent manner. The Group supports the work of the European Commission and the “sustainable finance” platform to ensure that the ambition developed in the Taxonomy and the underlying criteria better reflect the potential and specificities of the business sectors concerned. However, a small proportion of the Group's operations have been assessed and are therefore eligible.

Saint-Gobain is fully committed as a non-state actor to the implementation of the Paris Agreement and participates with its partners in the subsequent COP (Conferences of the Parties) on climate change. At COP28, Saint-Gobain welcomed the “Buildings Breakthrough” initiative launched by France and Morocco as part of the Breakthrough Agenda proposed by the United Kingdom at COP26 in Glasgow in 2021. The goal is to make buildings offering resilient and nearly zero greenhouse gas emissions the norm for new buildings by 2030. This initiative builds on the expertise of the Global Alliance for Buildings and Construction (GABC), of which Saint-Gobain is a founding member.

Saint-Gobain was also heavily involved in organizing the first World Building and Climate Forum in Paris in March 2024, during which the Chaillot Declaration was published and supported by more than 60 countries.

In line with the commitment taken to contributing to carbon neutrality, Saint-Gobain has been involved in the “Race to Zero” initiative since its creation, and in the “We Mean Business” coalition, which now brings together more than 5,000 companies and 1,000 cities.

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Transforming markets also means changing the entire construction market value chain. The Group forges partnerships with many players who share the same desire to promote more sustainable buildings. In this respect, the Green Building Councils (GBC), a unique global network of national associations of professionals and players in the construction market, are an essential partner. The GBC network offers a fast path for the deployment of sustainable construction technologies and the dissemination of best practices, particularly via education for market players. It can create a collective momentum involving the various stakeholders (investors, builders, manufacturers, architects, etc.).

GBCs have a geographical organization that allows each Saint-Gobain entity, at the local, national, and international levels, to actively contribute to their work. Thus, the Group is a member of more than half of the world's local GBCs, and is a partner of the European GBC Network (ERN).

Saint-Gobain is committed to orienting the construction industry towards a low-carbon trajectory. This is why Saint-Gobain is a founding member of the Global Alliance for Buildings and Construction (GABC). Saint-Gobain is also a member of the projects steering committee of the World Business Council for Sustainable Development (WBCSD) for cities and buildings.

Saint-Gobain is campaigning for the introduction of a carbon price. This price must allow for a transition that maintains a lever playing field between the various companies and countries, in particular through the establishment of a mechanism at the borders of Europe. Saint-Gobain has contributed to several projects on the subject at the European level within the ERT (European Round Table for Industry) and within the Afep and the Fabrique de l'Industrie in France. Saint-Gobain also joined the steering committee of the World Bank's Carbon Pricing Leadership Coalition.

Saint-Gobain belongs to the ETC (Energy Transition Commission), a group of about fifty leaders from the energy and climate community, of which Benoit Bazin is a member. The aim of the ETC is to accelerate the shift towards a decarbonated energy system that enables robust economic growth while limiting global warming to $1.5^{\circ}\mathrm{C}$. Because construction is its primary market, the Group is particularly involved in the promotion of sustainable construction and is involved in initiatives to promote energy efficiency.

## Train customers locally, inform the end user

Some of the training courses delivered by local teams cover energy efficiency and reducing buildings' environmental impact. The materials trading entities are particularly active in that area and play a key role in supporting trade professionals, thereby facilitating the market presence and use of sustainable products. These services set up by distribution help accelerate the transition to a more sustainable construction and reduce the carbon impact of buildings.

In France, the Point.P network has launched an unprecedented program to train 1,000 "renovation assistance correspondents" in 2023, who will be able to provide all the necessary information and advice directly to craftsmen in sales outlets.

Building renovation programs in France rely on a network of trained, RGE-qualified craftsmen. Point.P has long been committed to increasing the skills of trade professionals, and in particular to helping them obtain this qualification. An educational application is available to help craftsmen prepare and practice for the exam. In addition, examination sessions are organized in branches supervised by employees certified by the Certibat inspection body. Saint-Gobain's other distribution brands in France have also joined the program.

By 2024, more than 4,000 craftsmen had logged on to the RGE application. They completed more than 33,000 test sessions. And some 1,100 trade professionals have been certified, with a success rate of $87\%$.

Beyond Building Distribution, training structures are offered by country. They are open to craftsmen, installers, architects and other actors in the construction sector. Opportunities for training, via e-learning or face-to-face, are offered. Depending on the country and the products, trainers can travel to construction sites, such as "the caravans" in Morocco.

## Enhancing employee commitment

### Training

In order for employees to be able to commit to the fight against climate change, they must have the necessary keys to fully understand:

- climate-related issues;
- how to assess the impact of Saint-Gobain;
- how to act to reduce its environmental footprint.

"Climate Academy" is a set of e-learning courses made available to Saint-Gobain employees to inform them about the issues related to the risks of climate change and to help them respond to environmental challenges, regardless of their level of expertise on the subject or their role at the company. The Climate Academy was conceived in two stages. In the first stage, employees learn about climate change impacts and challenges through modules of no more than five minutes. In the second stage, the Climate Academy presents eight themes describing the various means of acting to protect the environment and contribute to carbon neutrality in 2050.

In addition to these online training courses, "Fresque du climat" workshops are organized around the world. By the end of 2024, more than 81,000 employees had taken part in workshops. The aim is to train $80\%$ of employees by the end of 2025.

### An internal carbon fund for employees

To engage all its employees on the road to the contribution to carbon neutrality by 2050, and to contribute to achieving the objective of reducing the Group's $\mathrm{CO}_{2}$ emissions between now and 2030, in April 2021, Saint-Gobain launched an internal "Carbon Fund". First implemented in a pilot region, Northern Europe, it aims to accelerate the reduction of non-industrial $\mathrm{CO}_{2}$ emissions through the daily actions of employees and targeted investments in sites. The areas covered by these investments are mainly related to the sustainable mobility of employees, renewable energies and the improvement of comfort and energy efficiency at Saint-Gobain sites. These projects proposed and selected by employees mainly concern their working environment. Organizational methods, thematic choices and priorities are defined by local organizations.

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## 3.2.2 RISKS, OPPORTUNITIES AND SOLUTIONS

The challenges related to climate change represent both risks and opportunities for Saint-Gobain. Identifying, assessing and managing global and local risks is detailed in Saint-Gobain's response to the CDP climate questionnaire. In this area, the Group follows the principles of due diligence. This process allows us to identify, prevent and mitigate actual and potential negative impacts associated with our operations and supply chain, as well as to report on how these impacts are addressed.

## A - Risks and opportunities across the value chain

The identification and assessment of risks and opportunities related to climate change is an integral part of Saint-Gobain's global risk management and innovation processes. As such, the Group has identified ten risks and five strategic opportunities related to climate change.

Each risk and opportunity affects each segment of Saint-Gobain's value chain differently, from the extraction of raw materials to their end of life. The tables below show how the opportunities and risks identified by Saint-Gobain impact each stage of the value chain while being part of global market dynamics and meeting consumer expectations. This approach has also been aligned with TCFD recommendations. The risks identified do not present significant financial materiality for the Group (even over the long-term, worst-case scenario based on current knowledge).

The Group takes these climate issues fully into account, incorporating them into its financial statements and their short-, medium- and long-term projections (economic forecasts, energy mix, discount rate, etc. see Climate Issues note 3 of chapter 8,1 p. 385).

|  IMPACT ON VALUE CHAIN  |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- |
|  TYPE OF RISK | RISK | Extraction and treatment of raw materials | Manufacturing and distribution, in particular of construction materials | Customer' expectations | Other stakeholder expectations  |
|  POLITICAL AND LEGAL | Increase in the price of GHG emissions | In Europe, risk of competitiveness with respect to imported materials | Increase in manufacturing and distribution costs | Increasing demand for low-carbon buildings and products | Demand for reduced emissions from products and operations  |
|   |  Product composition and regulatory changes | Risks associated with the substitution of raw materials currently used | Risks associated with the implementation of new compositions | Demand transparency and choice of more sustainable solutions. Stop purchasing of certain solutions | Demand transparency and orientation towards more sustainable solutions ; reputational risk  |
|   |  Climate change litigation | Disruption of certain supplies | Disruption of operations | Threat to the company's reputation | Exposure to claims for damages resulting in financial costs  |
|  TECHNOLOGICAL | Substitution of existing products with low-carbon options | Use of low-carbon raw materials. Availability and costs | Integration of low-carbon solutions into the product range ; pace vs. competition and demand | Development of the circular economy. Communication expectations for carbon intensity of materials and products | Increased R&D spending to develop low-carbon solutions  |
|   |  Transition to low-carbon technologies | Fluctuation in project profitability as a function of low-carbon raw material costs | Fluctuation in project profitability as a function of the production cost of low-carbon products | Risk of loss of competitiveness if consumers continue to use high-carbon solutions | Increase in R&D spending needed to develop breakthrough innovations  |
|  MARKET | Increase in the price of raw materials and energy | Rising cost of carbon-intensive raw materials | Increase in production cost | Changing preferences encouraging use of new materials | Increase in R&D spending required to develop extraction methods and search for low-carbon raw materials  |

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|  TYPE OF OPPORTUNITIES | OPPORTUNITIES | Extraction and treatment of raw materials | Manufacturing and distribution, in particular of construction materials | Customer' expectations | Other stakeholder expectations  |
| --- | --- | --- | --- | --- | --- |
|  REPUTATIONAL | Perception within civil society | Risks associated with the continuation of extractive practices and use of fossil energies | Risk of reduced demand for products in the event of negative public opinion | Growing attention and responsiveness to climate change issues | Growing impact of public opinion on investors. Legal risk  |
|  ACUTE PHYSICAL | Increase in the intensity and frequency of extreme events (cyclones, floods) | Disruptions and delays in the extraction, transportation and delivery of raw materials | Decrease in production capacity due to damage and loss of equipment and buildings | Ensuring the safety of workers throughout the supply chain | Increasing requirements in terms of safety and resilience of structures to limit additional delays and losses  |
|  CHRONIC PHYSICAL | Sea-level rise, increase in average temperatures, change in precipitation regime | Reduced availability and/or increased cost of raw materials from suppliers exposed to risks of extreme heat, flooding or lack of water | Increasing exposure of sites to the risk of flooding and high temperatures affecting production costs and energy consumption | Consideration of risk of water shortage at the local level. Construction of affordable housing adapted to the physical risks for local populations | Consideration of commitment of companies to at-risk populations. Calls for new construction methods adapted to these growing risks  |
|  RESOURCE USE | Recycling | Replacement of natural raw materials with recycled materials; treatment of waste to convert it into potential new raw materials | Inclusion of recycled content into products; increased use of recycled material in industrial processes (gypsum, glass) | Increased demand for recycled products | Development of local recycling channels in response to the scarcity of resources  |
|   |  Reduction of water consumption | Limitation of withdrawals, especially in water-stressed areas | Use of operational methods that consume less water | Inclusion of the water needs of local populations in new construction and renovation projects | Limiting water consumption in buildings to anticipate the risk of water stress  |
|  GOODS AND SERVICES | Development of solutions for climate adaptation, resilience and insurance risks | The development of low-carbon materials | Development of low-carbon methods to ensure safe and reliable operations | Taking into account local climate specificities in the development of sustainable housing solutions | Cooperation with local actors to improve the resilience and adaptability of cities in relation to their exposure to physical risks  |
|   |  Development/expansion of low-carbon products | Use of low-carbon materials | Designing products that have a low impact on the environment, or even avoid carbon emissions | Increasing demand for low-carbon solutions | Tighter regulations on GHG emissions, supporting investment in low-carbon product research  |
|  RESILIENCE | Participation in renewable energy programs and adoption of energy efficiency measures | Identification of regular and reliable sources of renewable energy supply | Development of digital tools to adjust energy consumption as closely as possible to needs | Development of solutions that combine housing comfort and energy efficiency | Increased energy efficiency requirements, encouraged by regulatory changes and public support programs for energy renovation  |

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# B - Risk and opportunity management

## a. Risks related to climate change

### Physical risks

The three major physical risks identified on the basis of the IPCC report are the increased frequency and/or intensity of potentially destructive events, resource scarcity, and the increase in global temperatures.

The Risk and Insurance Department continuously assesses the risks to which the Group's sites are exposed worldwide and, in particular, the risks related to the effects of climate change (see section 3.1.5.B.b, p. 116). In 2022, a specific study of the exposure of the main sites was conducted. These risks are managed by the sites concerned, which draw up and implement action plans to reduce their risk exposure, updating business continuity plans to take account of climatic risks. The technical and industrial performance department, in particular the industrial and R&amp;D departments of each activity, coordinates actions involving changes to industrial processes or plant design.

In addition, the Group ensures that physical risks are taken into account throughout its value chain. As part of its Responsible Purchasing program, Saint-Gobain relies on a diversity of suppliers and supply sources to reduce the risk of transportation difficulties and supply chain disruptions. Lastly, the Purchasing Department considers the risk of an increase in the price of raw materials or of energy and greenhouse gas emissions in its purchasing strategies.

In 2023, Saint-Gobain conducted a further study with an external firm to identify its exposure to physical risks related to the impact of climate change (floods, forest fires, cyclones, storms, drought and heat stress), as well as earthquakes, on its operations. Exposure and vulnerability to climate issues were analyzed for assets at approximately 500 of the largest industrial and logistics sites (covering more than 80% of the Group's sales and net book value of its assets), using three IPCC scenarios: SSP1-2.6, SSP2-4.5 and SSP5-8.5, and three timeframes: 2030 (medium term), 2040 and 2050 (long term).

The scenarios were based on sustainable city models and the type of construction envisaged, vectors that are relevant for Saint-Gobain, given its activity.

This study enabled the financial impact to be assessed for each site, and for the Group as a whole, after taking into account the adaptation measures in place for the following impacts:

- direct impacts: the immediate effects of climate change on the sites, infrastructure and living and working conditions;
- indirect impacts: the consequences of the effects of climate change on economic activity, the financial statements, as well as the social impact, including the impact of business interruptions;
- potential adaptation measures to reduce the vulnerability of the sites, including cost, feasibility and ease of implementation.

This study confirms that the risks identified are not of significant financial materiality to the Group. The outcome is that even under the most extreme scenario and adopting the 2050 time horizon, the overall risks identified would, at Group level, represent only insignificant amounts compared to the 2023 baseline. (see Climate Note 3 of chapter 8, p. 344).

Heat stress, floods and storms would represent the bulk of the estimated risks, which would mainly arise not as a result of direct damage but from business interruption. The impact would be more significant in Asia and India, while Europe would not be materially affected.

An update to this study carried out in 2024 confirmed the conclusions of the initial 2023 study.

It was supplemented in 2024 by a comparable analysis of 51 Australian CSR sites. The risks identified during this additional analysis also appear to be insignificant for CSR and Saint-Gobain overall.

Saint-Gobain's knowledge of the existence of these sensitivities enables it to build physical and transition risks into its long-term vision and strategy, thereby fully integrating climate change and its impacts into its decision-making.

In parallel with this physical risk assessment for its assets, the Group has begun analyzing the growth opportunities for its solutions resulting from the impact of climate change in several regions.

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# Transition risks

Saint-Gobain is committed to achieving the target of "net zero emissions" by 2050. An analysis of physical risk exposure made it possible to identify transitional risks based on the 1.5°C scenario.

|  POLITICAL AND LEGAL | TECHNOLOGICAL | MARKET | REPUTATIONAL  |
| --- | --- | --- | --- |
|  • evolution of local regulations (product composition, more sustainable solutions, emission reductions, etc.); • climate change litigation. | • availability and cost of raw materials for "low-carbon" products and/or substituted raw materials (in comparison with fossil raw materials); • increase in R&D costs ("low-carbon" solutions, "low-carbon" raw materials and their extraction, disruptive innovation...) to ensure a transition to low-carbon technologies and solutions. | • increased price of GHG emissions; • increase in production and distribution costs (e.g., increase in the cost of carbon-intensive raw materials); • competitiveness risk with respect to imported materials (specific risk for Europe); • disruptions in the value chain (supplies, operations, etc.); • risk of loss of competitiveness on new integrated ranges of "low-carbon" solutions; • risk of loss of competitiveness if consumers are not interested in "low-carbon" solutions; • risk of loss of profitability on "low-carbon" projects (production and raw material costs). | • risks related to the continuation of extractive practices and the use of fossil fuels; • risk of lack of responsiveness, communication and transparency of the Group on climate change issues (all stakeholders); • changes in consumer preferences regarding the use of new materials.  |

The Group anticipates the technological risk linked to the substitution of existing products with low-carbon options by investing in the development of disruptive technologies and eco-innovative solutions to meet the expectations of its customers. Two internal carbon prices were set up in 2016 to support the viability of Saint-Gobain's projects and strategy (see section 3.2.1.B.b, p. 127). These two prices are regularly updated.

At the local level, monitoring and compliance programs have been implemented in the countries coordinated by the EHS Department, while the Legal Department monitors new environmental regulations. In addition, the marketing teams ensure that the Group's products comply

with local environmental regulations. Similarly, the risks of climate change disputes are assessed as part of the existing risk management process. Saint-Gobain monitors changes in climate reporting requirements in order to meet the expectations of its stakeholders.

What is more, aware of the impact of a bad reputation on environmental matters, the Group fully integrates reputational risk into its risk management policy. Saint-Gobain is demonstrating its commitment to the climate through concrete targets for reducing its CO₂ emissions and energy consumption. Finally, the needs and risks related to access to water for local populations are also taken into account in its action plans.

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## b. Opportunities

Solutions conceived, produced and distributed by Saint-Gobain have a lesser impact on climate change. The physical risk exposure analysis has made it possible to identify opportunities for the Group based on the 1.5°C scenario.

|  POLITICAL AND LEGAL | TECHNOLOGICAL | MARKET | REPUTATIONAL  |
| --- | --- | --- | --- |
|  • changes in regulations related to site operations (GHG emissions, energy performance); • changes in regulations relating to product composition (recycled raw materials and/or low carbon footprint, labeling); • changes in local regulations to take into account specific regional climatic conditions. | • development of new materials and construction techniques for better energy efficiency and lower environmental impact; • development of solutions to reduce dependence on raw materials (process optimization, recycling, waste treatment). | • increasing demand for recycled and/or low-carbon impact products (changing consumer preferences); • increasing demand to take into account local climate specificities in the development of more sustainable solutions; • rising energy prices (e.g., development of more efficient insulation products, tools to adjust energy consumption closer to real needs, etc.). | • consumers' need for transparency concerning the steps and investments made to reduce the Group's environmental impact; • investors' need for transparency concerning the steps and investments linked to a reduction in the Group's environmental impact.  |

Saint-Gobain anticipates the risk of raw materials scarcity by actively promoting the transition towards a circular economy (see section 3.3.3, p. 153) and by reducing its water consumption (see section 3.3.2, p. 150). The substitution of non-renewable virgin raw materials with renewable or recycled raw materials, the extension of the lifespan or use of our products or systems and the reduction of the intensity of materials are at the heart of the Group's innovation process and enable it to ensure the competitiveness of its solutions while anticipating changes in the preferences of its end consumers and legislation.

Saint-Gobain is also working to optimize and reduce its energy consumption through such means as investing in digital tools to adjust energy consumption as closely as possible to needs.

Anticipation of the increase in the cost of high-emission products, which would follow the tightening of regulations and the change in preferences expected by consumers and customers, encourages Saint-Gobain to support the development of low-carbon materials and methods throughout its value chain. In addition to its efforts to contribute to carbon neutrality in its operations, the Group promotes renewable energies and develops solutions to improve the energy efficiency of its customers to enable them to meet the climate and environmental challenges they face (see section 3.2.2, p. 130).

Thanks to its strong exposure to the renovation market, the Group is ideally situated to play a decisive role in the national and European "green recovery" plans for the energy transition, which should support Saint-Gobain's structural growth. Saint-Gobain's portfolio of expertise and solutions provides it with a particularly favorable positioning in the face of the need to adapt construction markets, and resource scarcity. The "Solutions for Growth" program also includes a component on improving customer productivity.

## c. Study of the amplification effects of risks and opportunities according to climate scenarios

As part of the analysis of its exposure to physical risks and transition risks and opportunities, studies conducted in 2022 and 2023 identified potential amplification effects on transition risks owing to the intensity of physical risks, including their financial effects. The objective of this exercise is to provide the Group with a global and regional view of its exposure to the risks and opportunities associated with the impact of climate change on its business as well as the integration of potential financial effects into its financial statements.

An identification of the evolution of major physical risks—globally and by region—was carried out on the basis of the sixth IPCC report. These physical risks were then linked to the transition risks and opportunities identified by Saint-Gobain and aligned with the TCFD recommendations. For each of them, the potential amplification effect caused by the physical risks was studied and quantified as low, moderate or significant according to three scenarios: SSP1-2.6, SSP2-4.5 and SSP5-8.5.

The three major physical risks identified on the basis of the IPCC report are the increased frequency and/or intensity of potentially destructive events, resource scarcity, and the increase in global temperatures. In the SSP2-4.5 and SSP5-8.5 scenarios, these three physical risks have expected amplification effects on the majority of transition risks in all regions. On the other hand, a particular influence on market risks is observed, such as the increase in production and distribution costs or the disruption of the value chain. This can be explained by various reasons, such as an increase in production costs linked to rising temperatures, which increases the energy requirements for cooling machines.

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In terms of opportunities, the amplification effects seem to favor political and legal opportunities as well as technological opportunities. Indeed, the global rise in temperatures could accelerate the evolution of regulations related to building insulation, thus favoring demand. In addition, Saint-Gobain's ability to develop construction alternatives that are more energy efficient and have a lower environmental impact could represent an opportunity amplified by the increasing scarcity of certain resources, making it possible to reduce their additional cost.

In parallel with this physical risk assessment on its assets conducted in 2023 and updated in 2024, the Group began analyzing growth opportunities for its solutions arising from the impact of climate change in several regions. This analysis will continue in 2025.

This approach is based on:

- an analysis of the impact of the main climate risks on Saint-Gobain's markets, in particular construction and renovation;
- an estimate of potential demand growth for the Group's solutions.

Saint-Gobain's knowledge of the existence of these amplification effects enables it to include physical risks and transition risks and opportunities in its long-term vision and strategy, thus fully integrating climate change and its impacts into its decision-making.

## C - Solutions

### a. Design innovative solutions that incorporate "carbon benefits" and contribute to reducing energy consumption

Under its "Solutions for Growth" program (see section 3.1.S.B.a, p. 115), Saint-Gobain is innovating to develop solutions to reduce the carbon footprint of buildings throughout their life cycle:

- by reducing their energy consumption during the use phase; these are insulation and glazing solutions that improve energy efficiency;
- by reducing the carbon footprint of its products and solutions, particularly by developing lightweight construction solutions, increasing the amount of recycled materials used to manufacture them or by using renewable energy to power its industrial processes;
- by reducing the carbon footprint of building materials thanks to innovative solutions developed by the building chemistry sector.

Energy efficiency and reducing the carbon footprint of products are two criteria incorporated into the methodology for evaluating sustainable solutions as part of the program (see section 3.1.S.B.a, p. 115).

By virtue of its innovative properties, Oraé glass contributes to the decarbonization of buildings and accelerates growth in the circular economy.

Being the first "low-carbon" glass, Oraé offers the same performance, quality and appearance as standard Planiclear glass, but with a smaller carbon footprint. Suitable for new constructions and renovations, residential or otherwise, Oraé can replace traditional transparent glass of the same thickness for any type of application. The cullet used in the manufacture of Oraé emits no $\mathrm{CO}_{2}$ when it melts, requiring less energy than virgin raw materials. The use of decarbonated energies such as biogas and green electricity further reduces the emissions associated with glass production. According to its verified EPD, Oraé glass has a carbon footprint of only $6.64\mathrm{kg}$ of $\mathrm{CO}_{2}$ eq./m² for a 4 mm substrate, a $42\%$ reduction compared with Planiclear glass. Including one metric ton of cullet into glass production reduces $\mathrm{CO}_{2}$ emissions by up to 700 kg (scope 1, 2 and 3), and raw materials consumption by 1.2 metric tons - based on internal studies. This recycled material comes mainly from glass processing plants and waste recovered from buildings. Digital tools optimize movements between sites, reducing transport-related emissions. Upon their return to the factory, trucks can be loaded with cullet from manufacturing waste.

### b. Measure the "carbon benefits" of products and solutions, and the energy not consumed

The innovative solutions developed by Saint-Gobain to improve the energy efficiency of buildings lessen the negative impacts of the building and construction sector on the climate and cut occupants' energy bills, while enhancing well-being. They therefore play an important role in the fight against climate change, because by reducing energy demand they decrease the quantity of greenhouse gases emitted. The Group's thermal insulation and insulating glass solutions provide benefits in terms of energy performance and greenhouse gas emissions that significantly outweigh the carbon footprint associated with their production.

Since 2015, Saint-Gobain regularly updates the methodology used to calculate the quantity of greenhouse gases avoided thanks to the use of its own solutions in order to:

- comply with the most recent and recognized international recommendations for the calculation of prevented greenhouse gas emissions;
- extend the geographic coverage of the assessment;
- update the operating conditions of the buildings taken into account, such as the heating systems, the distribution of energy used and the associated emission factors, and the efforts made to renovate the stocks.

Saint-Gobain has estimated that some 1,043 million metric tons of emissions have been avoided thanks to the solutions produced and sold in one year in 2023 throughout their entire life cycle. This research was conducted for the residential and non-residential buildings segment and for technical insulation activities (insulation in an industrial environment or insulation of ducts and pipes).

Avoided emissions are assessed by calculating the benefits provided by the installation of Saint-Gobain solutions compared to an installation meeting the standard or regulation. When current construction standards are demanding in terms of reducing buildings' impact and are therefore aligned with the principles of more sustainable construction, the emissions avoided by the solutions installed by Saint-Gobain are low or even zero. In such cases, the emissions of the entire construction industry that are reduced.

Saint-Gobain advocates setting high standards to accelerate the reduction of emissions related to the construction industry. Therefore, no short- or medium-term objective of generating avoided emissions specific to solutions installed by Saint-Gobain has been set.

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Avoided emissions assessed in 2023 mainly relate to building renovation programs and technical insulation work. They are calculated on the basis of the energy efficiency delivered by the solutions and the carbon impact of the country's energy mix. They reflect lower consumption, particularly for work on technical insulation (insulation in an industrial environment or insulation of ducts and pipes).

The updated methodology is available to all stakeholders on the Saint-Gobain website.

The assessment is based on collecting country-by-country information from marketing teams, in particular on the condition of the building stock, the standards in force for new construction, and the use of recognized external sources in particular for evaluating the impact of the country's existing energy mix.

# D - Toward a just transition

The transition to a more sustainable construction and industry mainly requires technological developments, the systematic integration of carbon impact into professional and personal decision-making, the development of a circular economy and the availability of decarbonated energy.

The transformation of Saint-Gobain's industrial processes under the implementation of its 2030 carbon roadmap (see section 3.2.3.B, p. 138) does not result in any major change in the business lines or organization of industrial sites. The training programs set up by the Group already anticipate this transition (see section 2.1.3, p. 87), in particular those aiming to:

- ensure efficiency and operational excellence;
- accelerate the digital transformation in operations, business models and skills.

In addition to changes in the Group's businesses and organization, Saint-Gobain employees are trained in the challenges and urgency of climate change either through e-learning courses at the Climate Academy, or face-to-face training at the "Climate Fresk" (see section 3.2.1.B.c, p. 128).

Moreover achieving its carbon emissions reduction targets (scope 1, 2 and 3) requires product formulations to change to incorporate low-carbon impact raw materials, in particular recycled materials (see section 3.3.3, p.153).

This means creating new channels for the collection and processing of construction waste, with the emergence of new business models. These industries create jobs, often for low-skilled workers. In some countries, they are also opportunities to create jobs for vulnerable and excluded people. In France, for example, the social economy is a key player in glass and wood recycling. The Saint-Gobain Foundation supports work-integration projects linked to the emergence of more circular ecosystems.

Developing sustainable construction to accelerate the sector's contribution to carbon neutrality requires a shift to new construction methods, in particular lightweight construction, the renovation of existing buildings to improve energy efficiency, and the provision of low-carbon solutions and products.

Renovation plans to improve the energy efficiency of buildings have an undeniable effect not only on carbon emissions, but also on end-users' energy bills, which is more important for people in fragile or financially precarious situations. The Build Change program launched in 2022 identifies and promotes actions taken by countries in favor of social housing. The Saint-Gobain Foundation also supports employee initiatives to promote access to decent housing for excluded people.

Increasing urbanization and population growth are generating substantial housing needs. Urban expansion, particularly in emerging countries, has also been accompanied by the growth of slums. Light construction is a solution to meet new housing needs because it is efficient and has a smaller environmental impact.

To achieve the sector's goal of contributing to carbon neutrality, access to a skilled workforce trained in sustainable construction solutions will be decisive in all countries. The support programs for trade professionals to train their employees (see section 3.2.1.B.c, p. 128) set up by Saint-Gobain country organizations are part of this transition. Similarly, professional training programs (see section 3.4.3.B, p. 175) anticipate the increase in renovation and new construction needs.

Saint-Gobain's ambition to decouple its growth from its scope 1, 2 and 3 carbon emissions will enable it to meet the growing demand from the building and construction markets while controlling the sector's impact.

# E - Adaptation

Regardless of the predictive scenarios on the effects of climate change (see section 3.2.1B.a, p. 125), the combined effects of temperature rises and climate events (droughts, floods, fires, storms, etc.) will have a strong impact on construction market growth:

- destruction of homes caused by the increase in climatic phenomena, resulting in increased demand for reconstruction in the geographical areas affected;
- buildings damaged by drought and shrinkage in clay soils, for example in France the percentage of buildings reckoned to be exposed or highly exposed to risks varies from 35% to 78% for temperature increases between +1.8°C and 4.4°C (source I4CE).

At the same time, construction methods will have to change to incorporate new constraints to preserve the value of buildings and/or to ensure the comfort of building users, both residential and non-residential, in response to rising temperatures and the growing number of days of heatwave.

Saint-Gobain's portfolio of businesses and expertise in insulation, materials reinforcement with construction chemicals, and building science, ensures that it is particularly well positioned to meet the adaptation needs of construction markets. By leveraging existing expertise and building on its culture of innovation (see section 2.2.3.A, p. 101), Saint-Gobain's range of solutions can be extended to meet the perils associated with the effects of climate change, in particular adapting housing to rising temperatures or protecting buildings from storms and flooding.

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The multi-local organization (see section 2.1.2, p. 83) makes it possible to develop solutions that meet the specific needs of the region concerned, and to be part of local building resilience programs.

In some parts of the world, rising temperatures combined with high humidity levels will have a significant effect on working conditions at construction sites, which may even lead to a shutdown of construction sites for an increasing number of days. Saint-Gobain's customers will have to change their methods and find productivity drivers. Since its launch in 2021, the "Solutions for Growth" program (see section 3.1.5.B.a, p.115) has included a customer productivity improvement component through digitalization service proposals designed to improve anticipation of worksite organization or prefabrication, optimizing assembly time on the worksite.

In addition to developing an offering linked to market adaptation needs, Saint-Gobain prepares its operations for the risks associated with climate change and is developing:

- programs to adapt its operations, particularly its industrial sites, to climatic events (see section 3.1.5.B.b "Industrial and distribution risk prevention policy", p. 116);
- programs to adapt working conditions to rising temperatures;
- adaptation programs linked to the potential impact of climate change on the supply chain.

## 3.2.3 TARGETS AND PERFORMANCE MEASUREMENT

## A - Measuring performance

Saint-Gobain has set reduction targets for scope 1 and 2 and scope 3, and has implemented a set of indicators to monitor its performance in terms of climate change. Carbon-related targets are detailed in the "Carbon 2030" roadmap.

The predictive scenarios of climate change effects, the assessment of scope 3 emissions, the measurement and effectiveness of carbon offsetting actions and the methodologies for assessing avoidance are all topics that are still being debated by experts. Saint-Gobain participates in these debates. The Group is also keen to engage in dialogue with expert organizations with a view to improving the measurement of impacts in order to make the fight against climate change more effective.

The Group has set up a monthly review of its scope 1 and scope 2 emissions so as to include the carbon impact in its management tools (see section 3.7.1, p. 219).

In 2024, Saint-Gobain's $\mathrm{CO}_{2}$ emissions for scope 1 and 2 were estimated at 8.5 million metric tons (8.8 million metric tons in 2023) excluding acquisitions, and 8.9 million tonnes including an estimate for recent acquisitions on an annual basis (BPC, CSR Australia, and Bailey).

Scope 3 emissions are indirect emissions that are generated in a company's value chain. Given the complexity of the value chains, the assessment of emissions is a challenge, and the improvement of data quality is essential in the context of the commitment towards contributing to net zero emissions in the sector. For this reason, Saint-Gobain's updated scope 3 emissions assessment in 2021 was accompanied by a more specific assessment of emissions factors and a more granular analysis of impacts on the three most significant categories, representing more than $80\%$ of total scope 3 emissions. The calculation was updated in 2023 to more accurately include the impact of end-of-life products, and to use more recent emission factors. The methodology for measuring Saint-Gobain scope 3 emissions is available in the resource center section of its website (https://www.saint-gobain.com/fr/entreprise-responsable/centre-de-ressources).

This effort continued first and foremost thanks to the creation of digital tools to facilitate evaluations of categories 1, 4 and 9 in particular. A database was also created to monitor the emission factors of materials and products purchased by the Group. The ideal and most reliable way is to obtain from suppliers a life cycle analysis of the materials and products they have delivered to the Group. If this information is not available, the assessment is based on recognized database values such as Gabi or Ecoinvent.

At the end of 2023, scope 3 emissions were estimated at 24.5 million metric tons, as measured within the framework of the 2030 target ratified by SBTi (20 million metric tons at the end of 2021) detailed in section 3.7.1.B.b, p.223. This increase is largely due to the improved coverage of our estimates, and in particular to the inclusion of end-of-life emissions.

Scope 3 emissions of significant categories are available in section 3.2.4 (details are published in the CDP questionnaire available on the Saint-Gobain website), p. 140. The public methodology is available on the Group's website.

Saint-Gobain's operations, in particular its industrial assets (asset base replaced over a period of 20 years), but also the solutions that the Group puts on the market, will not generate significant locked-in $\mathrm{CO}_{2}$ emissions by 2050.

The classification of Saint-Gobain's operations under the European regulation on sustainable finance and compliance with the European Regulation 2020/852, the "Taxonomy Regulation" (in force since July 2020), the delegated acts to the first two objectives regarding climate change mitigation and adaptation - Taxonomy Climate Delegated Act (EU) 2021/2139 - and the delegated act to article 8 of Regulation (EU) 2020/852 and its Annexes on reporting requirements (Disclosures Delegated Act) is given in section 3.6, p. 210.

The proportion of Saint-Gobain's revenue linked to sustainable solutions is estimated at $73\%$ in 2024, in line with the target of $75\%$ by 2025. It includes activities that have not been assessed in the context of compliance with the European Taxonomy Regulation 2020/852, such as trade activities, and impacts and benefits that have not yet been included in the regulation, such as resources and the circular economy, as well as benefits related to health, safety and comfort, which will potentially be eligible for the social taxonomy.

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All other objectives and indicators that the Group uses to make progress in mitigating, managing and adapting to climate change issues are presented in a detailed table in section 3.2.4, p. 142. The 2030 targets based on 2017 have been validated by the independent organization Science Based Targets initiative (SBTi). Details of the methodology for calculating the indicators and targets are available in section 3.7.1, p. 219.

# B - 2030 roadmap

In 2020, SBTi validated Saint-Gobain's 2030 target: 8.49 million metric tons of  $\mathrm{CO}_{2}$  for scope 1 and 2 in 2030, i.e., a  $33\%$  reduction in absolute terms between 2017 and 2030 and a  $16\%$  reduction in scope 3 over the same period. Since the establishment of its baseline, apart from identified transactions the cumulative effects of which are not significant, i.e. less than  $5\%$  on the original baseline, the Group has mainly sold and invested in operations with low carbon emissions, by mainly divesting from the glass processing activities and expanding in the construction chemicals sector.

By the end of 2024, the Group had reduced its emissions in scope 1 and 2 by  $36.8\%$  since 2017. This absolute target reflects the ambition to decouple  $\mathrm{CO}_{2}$  emissions from production growth.

To achieve the goal of zero net emissions by 2050, Saint-Gobain is acting on three main levels:

- transition to carbon-neutral production, which implies the consumption of decarbonated energies;
- evolution of products and their composition, in particular to include more recycled materials;
- logistical resources combining route optimization and low-impact transport methods.

The scope 3 impact of Saint-Gobain's operations is concentrated on the three most significant categories:

- purchases of raw materials (category 1) and energy (category 3);
- transport and logistics (categories 4 and 9);
- purchases related to trading operations (category 1).

Each country is responsible for its own roadmap. Each year's financial budgets include an assessment of carbon

emission reductions based on planned investments. The carbon roadmap is supported by a CAPEX and R&amp;D investment plan of at least 100 million euros per year until 2030. In 2024, €251 million had been invested in capital expenditure and R&amp;D related to the carbon roadmap.

The carbon roadmap, and the action plans in general, addressing the commitment to achieve net zero carbon emissions by 2050 are regularly monitored by the governance bodies (section 3.1.5 A, p. 114).

# a. Reducing scope 1 and 2 emissions

The success of this roadmap requires the involvement of everyone and a change of mentality. Carbon reduction objectives are included in all operational processes: the WCM program for ongoing productivity efforts, energy purchases that include securing supplies of decarbonized energies (renewable electricity or biogas, for example), and increased use of recycled materials, which involves the development of collection channels in all countries or evolution of products through ecodesign (such as lightening, optimizing packaging and reducing the impact of transport).

The  $\mathrm{CO}_{2}$  emissions reduction target is calculated by absolute value and not by intensity. In addition, variations in production to adapt to market demand, and changes in scope related to acquisitions and disposals, have a significant impact on the measurement of Saint-Gobain's progress towards the 2030 target.

The 2030 roadmap relies on four main levers to reduce scope 1 and 2 emissions:

- actions on products (A): product optimization and ecode design, including recycling efforts and integration of recycled materials;
- industrial excellence (B): industrial process improvements and productivity efforts;
- innovation (C): pillars of new technologies and new compositions;
- use of decarbonized energies (D).

Quantification of the importance of each of these levers in achieving the 2030 target is estimated and excludes the effect of production volume.

![img-197.jpeg](img-197.jpeg)
* Excluding acquisitions (8.9 Mt CO2e including the full-year effect of recent acquisitions).

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# Actions on products (A) contributing approx. 15% of the reduction target between 2017 and 2030 (excluding volume and scope effects)

Drawing on the expertise of our central teams, our countries develop and optimize a portfolio of solutions tailored to market needs, local construction techniques and customer expectations, right through to the end-user. Priority is given to assessing ways of making products lighter, optimizing packaging to reduce the impact of logistics, or integrating recycled materials.

Several countries have already deployed the BANTAM program, aimed at making plasterboard lighter by working on industrial processes and product formulations. As a result, some plants have been able to reduce the weight of their standard plasterboard products by over 20% compared with their initial weight, for equivalent performance.

The SLIMWOOL program, rolled out worldwide since 2018, aims to optimize the weight of glass wool, while guaranteeing the product's thermal performance.

Finally, when raw materials emit CO₂ during the production phase, the integration of recycled glass to replace virgin raw materials enables significant reductions in scope 1 carbon impact. This is the case for glass production: Replacing one metric ton of raw materials with its equivalent in cullet (recycled glass) reduces emissions by 300 kg of CO₂ for one metric ton of cullet replacing the virgin materials (7).

These measures can be accompanied by awareness-raising campaigns for customers and end-users if perception barriers are identified.

# Industrial excellence (B) contributing approx. 30% of the reduction target between 2017 and 2030 (excluding volume and scope effects)

The WCM industrial excellence program (see section 2.1.3, p. 87) lies at the heart of the 2030 carbon roadmap. Through its actions on productivity and energy efficiency, environmental performance is combined with economic performance.

Saint-Gobain's "Energy, atmospheric emissions and climate change" policy aims to reduce greenhouse gas emissions, both by cutting energy consumption and by switching to decarbonated energy sources for industrial processes, infrastructure and logistics at all sites. To coordinate actions to reduce energy consumption and greenhouse gas emissions (scope 1 and 2), energy and climate managers have been appointed for the most energy-intensive industrial processes. Their mission is to analyze performance gaps in relation to the best performers, and to share best practices that can be replicated across all sites.

The Group encourages energy audits at its sites and is implementing an energy management system based on ISO 50001 certification. By the end of 2024, 163 sites will be ISO 50001 certified, representing 24% of Saint-Gobain's annual energy consumption. In addition, the Group has developed an energy audit approach for industrial facilities, enabling it to identify solutions for improving energy efficiency, notably through better insulation. This tool, which is currently being deployed, will help identify and implement measures to reduce energy consumption at sites, as well as the resulting emissions.

The deployment of digital technologies and the use of data have profoundly transformed the organization of the Group's factories: machines are increasingly connected in real time, and data analysis enables better control of production processes, faster resolution of any technical issues and, more generally, greater operational efficiency. Plant engineers use data to better understand the complex dynamics of manufacturing lines, enabling them to better control industrial processes and thus improve efficiency, deploy predictive maintenance approaches, and also reduce variability, defects, waste, energy and raw material consumption, and the production of greenhouse gases. This represents an essential lever for progress towards the Group's objectives in terms of decarbonization and circularity.

With production units where software tools and machine tools interact directly, numerous applications are made possible: real-time monitoring of production, automatic alert systems, predictive maintenance or even optimization of product quality by reducing both costs and the quantity of resources and energy used. For example, the Construction Industry Business Unit uses artificial intelligence-based software to optimize the operation of its fiberglass furnaces.

The widespread collection of data and its processing by algorithms are essential for monitoring the progress made in reducing CO₂ emissions, and in particular the quantified CO₂ reduction targets assigned to each of the Group's plants. At our plasterboard plants, for example, the deployment of sensors and detailed real-time data analysis have enabled us to precisely control gas combustion using an algorithm that adapts the intensity of the dryers.

Lastly, the Group's plants are adapting to the increase in the quantity of recycled materials in their composition through investments, notably in raw materials storage areas, compounding workshops, and even the industrial processes themselves.

The action plans produced and investments made to increase the availability and quality of recycled materials are presented in the "More performance with less" section of this chapter.

# Innovation (C) contributing approx. 5% of the reduction target between 2017 and 2030 (excluding volume and scope effects)

To ensure the transition toward production that contributes to carbon neutrality, Saint-Gobain relies on its R&amp;D teams to devise industrial processes. Since 2021, programs and trials have been set up in most of the Group's business units: gypsum, glass, insulation and facades.

Already, the first gypsum plants designed to emit minimum levels of carbon are being invested in Norway and Canada.

(7) Internal sources.

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Following the launch of a low-carbon glass called Oraé^{®} with a low carbon footprint, some 40% lower than the average European product figure, a new generation of Lanaé^{®} recyclable glass wool has also been gradually deployed by Isover in Europe since 2024.

Innovation efforts are also focusing on the use of decarbonated energy, in particular hydrogen. In 2023, Saint-Gobain carried out an initial test production run of flat glass using more than 30% hydrogen in research and development (R&D) trials at the Herzogenrath site in Germany. This world first demonstrated the technical feasibility of producing flat glass with a 30% share of hydrogen, which will complement other decarbonized energy sources and reduce the site's direct CO_{2} emissions by up to 70% (in scope 1) when a supply of decarbonized hydrogen becomes available.

This technical feat was made possible by an R&D program launched in 2022, drawing on the Group's extensive expertise in combustion, glass quality, refractory ceramic materials and industrial furnace design. The program in question is being conducted in collaboration with the independent German laboratory Gas and Heat Institute Essen e.V. (GWI), a specialist in industrial gas technologies, and financially supported by the state of North Rhine-Westphalia, to the tune of €3.64 million.

Analysis of the data from these tests will enable the use of hydrogen in the Group's fleets to be deployed in the decades to come, when low-carbon hydrogen will be available in sufficient quantities.

## The use of decarbonated energy (D) contributing approx. 50% of the reduction target between 2017 and 2030 (excluding volume and scope effects)

More than three quarters of Saint-Gobain's total energy consumption is directly linked to purchases of fossil fuels. The ability of industrial processes to move from using fossil fuels to decarbonized energy solutions -- electricity (when it is decarbonated, i.e. from nuclear or renewable sources), biogas, or even hydrogen -- is therefore crucial. Action plans have been drawn up between the non-trade purchasing teams in the countries, the Industrial Departments and the local environmental managers, in order to identify regular and reliable sources of renewable energy. Decarbonized electricity now accounts for more than half of all electricity consumption.

The Group is also developing projects on its sites using new energies (wind energy, biomass, biogas, solar energy, etc.). These developments may be made in association with external partners.

In March 2024, very low-carbon production began at three US siding manufacturing sites, through the use of 100% renewable electricity. The Group also launched a project in 2024 to build a second flat glass production line in Egypt, with its own a solar farm.

## Reducing scope 3 emissions

The deployment of the 2030 carbon roadmap includes the scope 3 reduction target. The first step is to improve the identification and measurement of impacts, while raising awareness among internal players, in particular buyers and logistics experts, and external partners, primarily suppliers.

Actions are taken in each of the 15 categories according to the materiality of their impact.

Three categories are crucial to achieving the reduction target: category 1: purchased goods and services;categories 4 and 9: transport.

With regard to category 3 (fuel and energy-related emissions not included in scope 1 and 2), efforts to reduce fossil fuel consumption and promote the use of decarbonated energy sources will have a positive impact on the reduction of scope 3 emissions.

With regard to category 6 on business travel, the travel policy was updated in 2023 to:check, and significantly reduce the number of trips, including international trips;systematically review the advisability of postponing or switching seminars and other meetings into virtual meetings;travel by train is mandatory for all journeys of less than 4 hours.

The impact of category 11, on the use of sold products, is concentrated on two operations: the sale of windscreens by the mobility business, and the sale of air-conditioning and heating equipment by the heating equipment building trading brands. For both of these operations, the Group's direct influence on reductions in this category is limited, but does not prevent a transition in these industries. Nevertheless, Mobility Business Unit teams are developing specific products for electric vehicles, and are involved in their customers' action plans for sustainable mobility. Similarly, the purchasing teams of our trading brands work with their suppliers to reduce the carbon impact of heating during the building's use phase. The brands are also contributing to efforts to transform the construction industry by training trade professionals and informing users (see section 3.4.3.B, p. 175).

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While scope 3 decarbonization levers are clearly identified, the Group's ability to reduce its scope 3 emissions largely depends on the ability of the Group's partners to decarbonize their own operations.

The action plan addresses three main areas:
- internal efforts to reformulate products will contribute approximately 30% to achieving the target;
- decarbonization of procurement through the actions undertaken by suppliers will contribute approximately 60% to achieving the target;
- innovation and logistics performance will contribute approximately 10% to achieving the target.

These figures exclude any changes in methodology, changes in scope, improvements in information systems and the quality of information about emission factors.

## Procurement actions to reduce scope 3 category 1

Five principles are implemented by the purchasing teams and environmental experts:
- a digital tool available to teams at local level and by category to enable them to estimate scope 3 emissions;
- communication kits to share the challenges and targets of the fight against climate change with suppliers;
- the collection of information by suppliers on their emissions on the basis of life cycle analyses verified by independent third parties;
- the integration of the maturity of suppliers regarding their climate commitment into the overall assessment of their performance;
- the creation of joint action plans with suppliers to reduce their carbon impact.

This systematization will continue to make scope 3 assessments more reliable. It also structures action plans to accelerate the reduction of emissions. Best practices have been identified and shared with all Group buyers.

All over the world and for all Business Units, supplier awareness-raising initiatives have been carried out using formats appropriate to each business, in particular the organization of awareness days or webinars incorporating question-and-answer sessions. Digital technology is also changing the way we interact with suppliers. Digitalizing supplier processes means centralizing the purchasing department, and automating tasks using new online tools, including the possibility of integrating carbon impact questions right from the tender stage. These digital tools also facilitate the formalization of supplier commitments to reduce their scope 1, 2 and 3 emissions, including medium-term objectives aligned with a 1.5°C trajectory. These tools can also be used to share action plans.

Innovation programs are also under way to identify ways of replacing the most impacting raw materials, either with recycled materials or by proposing new low-carbon compositions.

## Logistics and transport initiatives (categories 4 and 9)

Optimizing logistics (see section 2.1.3.A.b, p. 88), both upstream and downstream of the value chain, is a key factor in achieving the objective of reducing scope 3 emissions by 2030. The Group has equipped itself with a central system for measuring, analyzing and challenging the carbon footprint of its operations. This tool is deployed by country and activity.

In partnership with logistics service providers, the Group favors the use of vehicles that comply with EURO V and VI emission standards, or promotes the transition to lower-emission fuels for the fleet.

Saint-Gobain is committed to using transport modes in an agile way, switching to less polluting multimodal transport modes, such as rail and river or sea transport, wherever possible. Numerous actions have been taken, such as Point.P's initiatives in France to develop river transport in the Paris region. For example, the Quai de Javel branch in Paris receives deliveries by barge, thus avoiding truck traffic.

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# C - Towards zero net emissions by 2050

Saint-Gobain's medium- and long-term growth ambitions require a reduction in the carbon intensity of its operations and its solutions.

As the 2030 roadmap is rolled out, new medium-term absolute targets may be defined. These targets will be aligned with the Paris Agreement, in line with the Group's commitment.

A new roadmap will be defined. It will incorporate the technical advances identified thanks to the innovation efforts made over the period 2020-2030. While in the 2020-2030 period, innovation efforts will not produce much by way of tangible results in terms of reducing

scope 1 and 2 emissions, their implementation will be the most significant contributor to reducing emissions in the 2030-2050 period.

The development of a circular economy in all countries is present and is also a determining factor in achieving the reduction target for scope 1, 2 and 3.

The availability of decarbonized and economically viable energy in sufficient quantities will be an indispensable element in achieving zero net emissions by 2050. This applies to energy production and distribution. Transporting energy and connecting sites are decisive elements to be included in the roadmap.

The associated financial resources will also be assessed.

# 3.2.4 2024 PERFORMANCE AND OUTLOOK (ENVIRONMENTAL)

Saint-Gobain is taking action to reduce its environmental footprint and is committed to contributing to carbon neutrality by 2050 with the deployment of its  $\mathrm{CO}_{2}$  roadmap by 2030. The year 2024 was marked by the following results

- Slight recovery in activity in the United States and reactivation of a float in Northern Europe in particular;
- Reduction of scope 1 and 2 by  $-37\%$  compared to 2017 excluding recent acquisitions (in absolute value), aligned with the  $1.5^{\circ}\mathrm{C}$  trajectory of the Paris Agreement and in line with the 2030 objective validated by the Science Based Targets initiative (SBTi); reduction of  $-34\%$  compared to 2017 on an annual basis including the effects of recent acquisitions on a full-year basis;
- The reduction in emissions in 2024 remains primarily linked to greater use of decarbonized energies, notably thanks to the implementation of major contracts signed in 2022. Additionally, four new significant contracts were signed in 2024 and will be deployed in the next two years;
- For the Group as a whole, a 10-point increase in the share of decarbonized electricity in total electricity consumption to reach  $67\%$  in 2024;

- Decoupled growth of CO2 emissions: the carbon intensity per euro of revenue and EBITDA decreased by  $43\%$  and  $58\%$  respectively in 2024 compared to 2017 (scope  $1 + 2 + 3$ ), reflecting the Group's objective to maximize environmental impacts through sustainable and efficient solutions while reducing its footprint
- Increase of  $1\%$  in energy consumption between 2023 and 2024, which is lower than the production recovery over the year. Today, the energy consumed still predominantly comes from fossil fuels, and given its impact on carbon emissions, Saint-Gobain prioritizes the transition to decarbonized energy by evolving its energy mix.

![img-199.jpeg](img-199.jpeg)
SCOPE 1 &amp; 2 CO2e EMISSIONS BY REGION (Mt CO2e)

|  OBJECTIVES | Deadline | 2024 data | 2023 data | 2022 data | Reference value | Progress  |
| --- | --- | --- | --- | --- | --- | --- |
|  -33% in scope 1 and 2 CO2e emissions between 2017 and 2030 (in absolute value) | 2030 | -36.8% | -34.3% | -27.0% |  |   |
|   |   |  8.5 Mt | 8.8 Mt | 9.8 Mt | 13.4 Mt | 112 %  |
|  -16% in scope 3* CO2e emissions between 2017 and 2030 (in absolute value) | 2030 | +40.8% | +40.8% | +15.1% |  |   |
|   |   |  24.4 Mt | 24.4 Mt | 20.0 Mt | 17.4 Mt | -255 %  |
|  -20% in scope 1 and 2 CO2e emissions between 2010 and 2025 (at iso-production) | 2025 | -32.9% | -30.8% | -26.0% |  | +164 %  |
|  -15% in energy consumption between 2010 and 2025 (at iso-production) | 2025 | -5.6% | -6.7% | -6.0% |  | 37 %  |

* Data for 2023. Scope 3 methodology and scope aligned with the Science Based Targets 2030 (SBTi) initiative. Scope expanded vs. 2017 thanks to improved data collection.
Scope 1 and 2 data are reported excluding recent acquisitions.

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|  GHG EMISSIONS | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Gross scope 1 GHG emissions | 7,628,642 t | 7,738,985 t | 8,396,326 t | E1-6 | 305-1 | 12; 13  |
|  Change in direct GHG emissions (in absolute value vs n-1) | -110,343 t | -657,341 t | -6,494 t | E1-6 | 305-5 | 12; 13  |
|  Percentage of scope 1 GHG emissions from regulated emission trading schemes | 34.4 % |  |  | E1-6 | 305-5 | 12; 13  |
|  Gross location-based scope 2 GHG emissions | 2,698,439 t |  |  | E1-6 | 305-5 | 12; 13  |
|  Gross market-based scope 2 GHG emissions | 856,282 t | 1,088,365 t | 1,406,043 t | E1-6 | 305-5 | 12; 13  |
|  Change in scope 2 GHG emissions - market based | -232,083 t | -317,677 t | -521,349 t | E1-6 | 305-5 | 12; 13  |
|  Percentage of contractual instruments, scope 2 GHG emissions | 68.2 % |  |  | E1-6 | 305-5 | 12; 13  |
|  GHG emissions (scope 1+2) - market based | 8,484,924 t | 8,827,350 t | 9,802,368 t | E1-6 | 305-5 | 12; 13  |
|  Change in total GHG emissions (scope 1+2) - market based | -342,426 t | -975,018 t | -527,842 t | E1-6 | 305-5 | 12; 13  |
|  Other indirect GHG emissions (scope 3*) | 24,431,883 t | 24,431,883 t | 19,982,857 t | E1-6 | 305-5 | 12; 13  |
|  Total GHG emissions (scope 1+2+3*) - location based | 34,758,964 t |  |  | E1-6 | 305-5 | 12; 13  |
|  Total GHG emissions (scope 1+2+3*) - market based | 32,916,807 t | 33,259,233 t | 29,785,225 t | E1-6 | 305-5 | 12; 13  |
|  Emissions intensity |  |  |  |  |  |   |
|  Scope 1 GHG emissions intensity on Group revenue | 0.17 kg CO2e/€ | 0.16 kg CO2e/€ |  |  | 305-4 | 12; 13  |
|  Scope 2 GHG emissions intensity on Group revenue - location based | 0.06 kg CO2e/€ |  |  |  | 305-4 | 12; 13  |
|  Scope 2 GHG emissions intensity on Group revenue - market based | 0.02 kg CO2e/€ | 0.02 kg CO2e/€ |  |  | 305-4 | 12; 13  |
|  GHG emissions intensity (scope 1+2) on Group revenue (value in 2017: 0.33 kg CO2e/€) - market based | 0.19 kg CO2e/€ | 0.18 kg CO2e/€ | 0.19 kg CO2e/€ | E1-6 | 305-4 | 12; 13  |
|  GHG emissions intensity (scope 1+2) on Group EBITDA (value in 2017: 3.17 kg CO2e/€) - market based | 1.20 kg CO2e/€ | 1.26 kg CO2e/€ | 0.00 kg CO2e/€ | E1-6 | 305-4 | 12; 13  |
|  Scope 3* GHG emissions intensity on Group revenue | 0.54 kg CO2e/€ | 0.51 kg CO2e/€ |  |  | 305-4 | 12; 13  |
|  GHG emissions intensity (scope 1+2+3* per net revenue) - location based | 0.76 kg CO2e/€ |  |  | E1-6 |  |   |
|  GHG emissions intensity (scope1+2+3* per net revenue) - market based | 0.72 kg CO2e/€ | 0.69 kg CO2e/€ | 0.58 kg CO2e/€ | E1-6 |  |   |

* 2023 data. Scope 3 calculation methodology aligned with the Science-Based Targets commitment. Enlarged perimeter compared to 2017 thanks to data collection improvement.
Scope 1 &amp; 2 data are reported excluding recent acquisitions.

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|  ENERGY | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Total energy consumption related to own operations | 40,125,090 Mwh | 39,603,344 Mwh | 41,854,429 Mwh | E1-5 | 302-1 | 7; 12  |
|  Change in total energy consumption (in value vs n-1) | 521,746 Mwh | -2,251,085 Mwh | -1,606,203 Mwh | E1-5 | 302-1 | 7; 12  |
|   | +1.3 % | -5.4 % | -3.7 % | E1-5 | 302-4 | 7; 12  |
|  Energy consumption by source  |   |   |   |   |   |   |
|  Total energy consumption from fossil sources | 33,384,370 Mwh | 30,269,204 Mwh | 32,656,956 Mwh | E1-5 | 302-1 | 7; 12  |
|  Fuel consumption from coal and coal products | 1,876,371 Mwh | 1,921,008 Mwh | 2,586,243 Mwh | E1-5 | 302-1 | 7; 12  |
|  Fuel consumption from crude oil and petroleum products | 1,649,826 Mwh | 2,347,277 Mwh | 2,606,139 Mwh | E1-5 | 302-1 | 7; 12  |
|  Fuel consumption from natural gas | 26,979,699 Mwh | 26,000,918 Mwh | 27,464,573 Mwh | E1-5 | 302-1 | 7; 12  |
|  Fuel consumption from other fossil sources | 63,957 Mwh |  |  | E1-5 | 302-1 | 7; 12  |
|  Consumption of purchased or acquired electricity, heat, steam, or cooling from fossil sources | 2,814,516 Mwh |  |  | E1-5 | 302-1 | 7; 12  |
|  Total energy consumption from nuclear sources | 197,665 Mwh |  |  | E1-5 | 302-1 | 7; 12  |
|  Percentage of energy consumption from nuclear sources in total energy consumption | +0.5 % |  |  | E1-6 | 302-1 | 7; 12  |
|  Total energy consumption from renewable sources | 6,543,056 Mwh |  |  | E1-5 |  |   |
|  Fuel consumption from renewable sources | 929,907 Mwh |  |  | E1-5 |  |   |
|  Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources | 5,558,459 Mwh |  |  | E1-5 |  |   |
|  Consumption of self-generated non-fuel renewable energy | 54,689 Mwh | 39,956 Mwh | 24,503 Mwh | E1-5 | 302-1 | 7; 12  |
|  Energy consumption by use  |   |   |   |   |   |   |
|  Total direct energy consumption | 31,477,776 Mwh | 31,309,118 Mwh | 33,581,623 Mwh |  | 302-4 | 7; 12  |
|  Change in direct total energy consumption (in value vs n-1) | +168,658 Mwh | -2,272,505 Mwh | -1,509,535 Mwh | E1-5 | 302-4 | 7; 12  |
|   | +0.5 % | -6.8 % | -4.3 % | E1-5 | 302-2 | 7; 12  |
|  Total indirect energy consumption | 8,647,314 Mwh | 8,294,226 Mwh | 8,272,806 Mwh | E1-5 | 302-1 | 7; 12  |
|  Of which electricity consumption | 8,578,530 Mwh | 8,231,214 Mwh | 8,239,693 Mwh | E1-5 | 302-4 | 7; 12  |
|  Of which heat, steam, etc. | 68,784 Mwh | 63,012 Mwh | 33,112 Mwh |  | 302-4 | 7; 12  |
|  Change in indirect total energy consumption (in value vs n-1) | +353,088 Mwh | +21,420 Mwh | -96,668 Mwh | E1-5 | 302-3 | 7; 12  |
|   | +4.1 % | +0.3 % | -1.2 % | E1-5 | 302-3 | 7; 12  |
|  Change in energy consumption by use  |   |   |   |   |   |   |
|  Percentage of fossile sources in total energy consumption | 83.2 % |  |  | E1-5 | 302-1 | 7; 12  |
|  Percentage of renewable sources in total energy consumption | 16.3 % | 14.4 % | 11.8 % | E1-5 | 302-3 | 7; 12  |
|  Percentage of decarbonated electricity in total energy consumption* | 13.9 % |  |  | E1-5 | 302-3 | 7; 12  |
|  Percentage of decarbonated electricity in total electricity consumption* | 67.2 % | 57.3 % | 51.9 % |  | 302-3 | 7; 12  |
|  Renewable electricity produced onsite and sold outside the Group | 5,722 Mwh | 4,149 Mwh | 4,037 Mwh | E1-5 | 302-3 | 7; 12  |
|  Utilities (steam, hot water, etc.) produced on site and sold outside the Group | 5,400 Mwh | 7,200 Mwh | 1,121 Mwh | E1-5 | 302-3 | 7; 12  |
|  Non-renewable energy production | 256,911 Mwh |  |  |  |  |   |
|  Renewable energy production | 60,411 Mwh |  |  |  |  |   |
|  Energy intensity (Energy consumed on Group revenue - value in 2017: 1.12 kWh/€) | kWh/€ 0.86 | kWh/€ 0.83 | kWh/€ 0.82 | E1-5 | 302-3 | 7; 12  |

* Decarbonated electricity: from renewable and nuclear sources, excluding electricity supplied by national grids.

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|  ENVIRONMENTAL MANAGEMENT | 2024 data | 2023 data | 2022 data | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Total environmental expenditure, of which: | €267.8 M | €246.6 M | €217.6 M | E2-6 |  | 9; 13  |
|  a) Salaries and other payroll expenses for environmental officers | €46.6 M | €35.9 M | €35.3 M | E2-6 |  | 13  |
|  b) Environmental certification and renewal costs (ISO 14001, EMAS or ISO 50001) | €2.8 M | €2.5 M | €2.9 M | E2-6 |  | 13  |
|  c) Environmental taxes | €14.1 M | €9.7 M | €11.9 M | E2-6 |  | 13  |
|  d) Insurance and warranties | €8.5 M | €12.1 M | €12.2 M | E2-6 |  | 13  |
|  e) Environmental fines | €0.5 M | €1.1 M | €0.1 M | E2-6 |  | 13  |
|  f) Cost of environmental incidents | €1.3 M | €2.5 M | €1.0 M | E2-6 |  | 13  |
|  g) Cost of technical measures | €10.9 M | €11.3 M | €9.7 M | E2-6 |  | 13  |
|  h) Environmental R&D budget | €167.9 M | €152.2 M | €129.5 M | E2-6 | 3-3 | 9  |
|  i) Soil decontamination, site remediation and other clean-up costs | €15.3 M | €19.3 M | €15.0 M | E2-6 |  | 9  |
|  Capital expenditure on environmental management measures | €157.1 M | €147.1 M | €224.0 M | E2-6 |  | 13  |
|  Provisions for environmental risks | €225.7 M | €221.0 M | €204.1 M | E2-6 |  | 13  |
|  Number of serious major Group environmental events or accidents | 3 | 2 | 0 | E2-6 |  | 12  |
|  Number of "Environment" certified sites (ISO 140001 and / or EMAS) | 593 | 580 | 608 | E2-6 |  | 12  |
|  Proportion of "Environment" certified sites in scope of consolidation | 72.0% | 71.7% | 79.0% | E2-6 | 12; 13; 15 |   |
|  Number of sites certified for Energy management (ISO 50001) | 163 | 155 | 161 | E2-6 | 7; 12; 13 |   |
|  Proportion of sites certified for Energy management in scope of consolidation | 24.0% | 23.4% | 23.0% | E2-6 | 7; 12; 13 |   |
|  Number of quality-certified sites | 747 | 648 | 659 | E2-6 | 9; 12; 13 |   |
|  Of which ISO 9001 | 692 | 582 | 596 | E2-6 | 9; 12; 13 |   |
|  Proportion of certified sites (across the total scope) | 52.7% | 59.5% | 62.0% | E2-6 | 9; 12; 13 |   |
|  Variation in production in sellable units | +3.4% | -10.6% | +3.4% | E2-6 |  | 13  |

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## 3.3 MORE PERFORMANCE WITH LESS

### 3.3.1 GOVERNANCE AND STRATEGY

Saint-Gobain is determined to make a positive contribution to nature. The effects of climate change and Saint-Gobain's action plans are published in section 3.2.

## A - Governance

The organizational chart for governance of CSR issues by the Board of Directors and the Executive Committee is defined in section 3.1.5.A p.114

The Senior Vice President, Human Resources and Corporate Social Responsibility is in charge of corporate social responsibility. She oversees the incorporation of ESG issues into strategy, coordinates the CSR roadmap, and ratifies the objectives

The Corporate Social Responsibility Department's role is defined in section 3.1.5.A p.114

The Sustainable Development Department manages climate-related issues, which represent both a risk and an opportunity for the Group.

## Reduce the environmental footprint

At Group level:

- the Environment Department identifies priority sites based on measured impacts and environmental sensitivity, monitors the implementation of action plans and disseminates best practices;
- the Innovation Department coordinates innovation efforts in processes, both industrial and related to product design;
- the Department of Technology and Industrial Performance oversees the coordination of industrial excellence programs, including the "World Class Manufacturing" "WCM" program and the CAPEX committed;
- the Purchasing Department ensures mobilization across the supply chain, in particular the commitment of suppliers to reduce their footprint on nature, develop the recyclability of purchased raw materials and the share of recycled material in raw materials.

Business Units and countries contribute to the objective of reducing the environmental footprint:

- roadmaps are drawn up by the countries or Business Units so that they can define their short- and medium-term priorities and objectives, in line with Saint-Gobain's, and to draw up their own action plans;
- detailed roadmaps are developed for each industrial process and supplemented by action plans designed and deployed by each country based on knowledge of local markets and regulatory contexts;
- each site defines its own roadmap for the WCM program, in line with international reference frameworks, standards specific to its business required by customers, and the improvement objectives that have been set. Each industrial department and each business unit is responsible for defining, leading and monitoring the results of the sites within its scope.

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## Sustainable, high-performance solutions

### At Group level:
- the **Marketing and Development Department** facilitates and accelerates Saint-Gobain’s innovation process, based on meeting customer expectations. The teams specializing in innovation and management ensure consistency and relevance if use cases. The teams specializing in sustainable construction ensure the coordination of the measurement of estimated benefits;
- the **Environment, Health and Safety Department** provides technical support and expertise on environmental issues, in particular on the use of substances of concern or on recyclability and recycling channels;
- the **CSR Department** ensures that the solutions proposed by the Group are in line with the objectives and action plans in operational terms. It also manages the performance follow-up.

### The Business Units and countries:
- develop and market solutions that meet customer needs and sustainability challenges (see section 2.2.3.8, p. 102);
- develop partnerships with stakeholders to promote the development of lightweight, sustainable construction;
- promote the creation of recycling channels.

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## MORE PERFORMANCE WITH LESS

## B - Strategy

The construction sector accounts for around 50% of global resource consumption and generates around 100 billion metric tons of waste (from construction, renovation and demolition), of which approximately 35% is landfilled.

At the same time, construction markets are responding both to the need for buildings driven by demographics and growing urbanization in developing countries, and to the need for renovation, the benefits of which in terms of energy efficiency and CO₂ emissions reduction are essential in the fight against climate change, under transition or adaptation plans alike.

The circular economy is a model that helps reduce pressure on non-renewable natural resources. Circularity combined with an efficient and responsible use of resources is definitely a response to sustainable development issues, in particular the fight against climate change and pollution, and the preservation of biodiversity. For example, a study published by the World Economic Forum in December 2023 indicates that the circularity of materials can contribute to a reduction of around 75% in emissions linked to the materials used in the construction of a building by 2050, while creating significant economic value.

Developing circularity is applied closer to markets and at country and regional level. A successful transition towards the circular economy will make it possible to offer solutions and services over the long term which take into account environmental, social and societal expectations and which balance well-being, sustainability and performance for stakeholders. Saint-Gobain is actively and collaboratively involved in discussions on the evolution of construction methods towards lightweight construction solutions that use fewer materials for at least the same performance. In this way, the Group is participating in the transformation of the sector towards more sustainable construction in all the countries where it operates.

In addition to effects on climate change, the impacts on nature generated along the Saint-Gobain value chain are mainly on:

- water quality, with risks of water contamination following discharges from industrial or construction sites, and the use of substances of concern and plastics;
- pressure on natural resources, in particular the extraction of natural raw materials to meet the needs of the Group's operations and markets;
- pressure on biodiversity resulting from the artificialization of soils for construction markets, extraction operations, and purchases of materials that could increase the risks of deforestation.

Saint-Gobain's strategy aims to preserve natural resources, including freshwater resources and sensitive natural ecosystems along its value chain.

To determine the intensity of impacts on nature, the business activities conducted along the value chain and the location of the impact should both be included. Some business units have specific impacts on nature, such as timber trading and quarries extracting natural raw materials. Certain geographical areas or natural environments are more sensitive or exposed to risks.

The world's water resources are finite, and depend on the geographical area under consideration. Climate change has a significant impact on the renewal of water resources, and the number of areas with high and very high water stress is constantly increasing. Depending on the location, access to water will have to be divided between use by populations, agriculture or industry. According to the World Resources Institute (WRI), some four billion people are already exposed to water stress for at least one month of the year. At the same time, demand for water is set to increase by 30% by 2050.

Policies are implemented for each area:

- water policy for managing water quality issues;
- circular economy policy;
- biodiversity policy, which will be updated in 2025;
- timber purchasing policy, which will be supplemented by a forests policy in 2025.

The implementation of action plans is prioritized per site on the basis of the intensity of the impacts identified and the sensitivity of the location concerned, in particular for water-stressed areas or sensitive natural environments.

|  Policy | Water Policy  |
| --- | --- |
|  Purpose | Set strategic guidelines for sustainable water management  |
|  Scope of application | All entities  |
|  Under the supervision of | Not specified in the policy*  |
|  Link to the policy | Water Policy  |

* The subjects covered by the Water policy are overseen by the Senior Vice President, Human Resources and Corporate Social Responsibility.

|  Policy | Circular economy policy  |
| --- | --- |
|  Purpose | Set strategic guidelines for managing and reducing the impact of resource use throughout the lifecycle of the Group's solutions  |
|  Scope of application | All entities  |
|  Under the supervision of | Not specified in the policy*  |
|  Link to the policy | Circular Economy Policy  |

* Subjects covered by the Circular Economy policy are overseen by the Senior Vice President, Human Resources and Corporate Social Responsibility.

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|  Policy | Biodiversity Policy  |
| --- | --- |
|  Purpose | Set strategic guidelines for managing and reducing the impact of the Group's activities on biodiversity  |
|  Scope of application | All entities  |
|  Under the supervision of Link to the policy | Not specified in the policy*  |
|   | Biodiversity policy  |

* Subjects covered by the Biodiversity policy are overseen by the Senior Vice President, Human Resources and Corporate Social Responsibility.

|  Policy | Forest Policy  |
| --- | --- |
|  Purpose | Adopt a definition of deforestation and establish rules for purchasing raw materials likely to have an impact on forests  |
|  Scope of application | All entities  |
|  Under the supervision of | Senior Vice President, Human Resources and Corporate Social Responsibility  |
|  Link to the policy | Publication 2025  |
|  Policy | EHS Policy  |
| --- | --- |
|  Purpose | Set health, safety and environmental requirements and risk management guidelines  |
|  Scope of application | All entities  |
|  Under the supervision of | Not specified*  |

* Subjects covered by the EHS policy are overseen by the Senior Vice President, Human Resources and Corporate Social Responsibility.

## a. Maximize the contribution through solutions and the agility of its local organization

Saint-Gobain includes the benefits of optimizing the use of non-renewable natural resources and water resources in its value chain under its "Solutions for Growth" program (see section 3.1.5, p. 115).

The Group is acting in three areas to achieve its objectives:

- a range of solutions that optimize circular flows (recyclability and the incorporation of recycled and biosourced materials);
- the creation of recycling routes and product reuse programs, including service offerings around waste management along the value chain;
- increasing the lifespan and time-in-use of buildings by proposing solutions that favor modularity, changes in use, or longer lifespans.

## b. Minimize the footprint through operational excellence and innovation

Saint-Gobain is committed to preventing negative impacts on nature, reducing impacts when they cannot be avoided, and restoring natural environments.

Environmental risk management is underpinned by the environmental management system (see section 3.3.4, p. 159) and industrial sites' action plans are carried out under the "environment" pillar of the WCM (see section 2.1.3 p. 87).

Given Saint-Gobain's operations and its upstream and downstream value chain, the objectives for preventing and reducing the risks of negative impacts on nature are:

- combat pollution, in particular water pollution;
- reduce the use made of non-renewable resources and substances of concern;
- preserve biodiversity around extraction sites and combat deforestation.

Generally speaking, pollution risks mainly arise at the Group's industrial sites. Their intensity depends on the industrial process in question and the site's location.

Air pollution generated by Saint-Gobain's operations is linked to the emission of greenhouse gases, in particular $\mathrm{CO}_{2}$. Some of the Group's plants, mainly glass furnaces and pipeline production sites, emit gases other than $\mathrm{CO}_{2}$, such as sulfur dioxide ($\mathrm{SO}_{2}$) and nitrogen oxides (NOx). The primary measures introduced to reduce sulfur dioxide emissions include the reduction in energy consumption and the use of fuels with a low sulfur content. Primary measures to optimize processes, particularly combustion, make it possible to reduce NOx emissions at source. In addition to these primary measures, equipment for the secondary treatment of sulfur dioxide and nitrogen oxides is also installed. Some industrial sites are affected by Volatile Organic Compound (VOC) emissions as a result of their industrial process. On-site monitoring is based on measurements as needed. The aim is to check that emissions are below the limits set by the environmental operation permit; as such, it is heavily dependent on the local context. Optimization of raw materials can reduce VOC emissions, while secondary measures through a decontamination unit are implemented when necessary.

Regarding emissions into the air other than of carbon dioxide, emission control actions primarily involve measures known as primary control measures of the industrial processes described in the environmental pillar of the WCM program (section 2.1.3, p. 87). When these measures are not sufficient, secondary measures are deployed. They involve investment in air pollution control equipment to treat emissions. These equipments are deployed for each of the Group's businesses according to technical constraints. Thus, Saint-Gobain Glass continues to implement air pollution control equipment across all of its float production lines, taking advantage of shutdowns and repairs. Of its 30 glass furnaces, 24 are equipped with a system for the treatment of dust and $\mathrm{SO}_2$ and 14 for the treatment of NOx.

The control of dust emissions is ensured by investments in electrostatic precipitators or bag filters, depending on the type of industrial facility. This equipment also makes it possible to filter the heavy metals resulting from impurities contained in certain raw materials.

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## 3.3.2 PRESERVING WATER QUALITY

### A - Strategy

Saint-Gobain's impacts on water quality have three main origins:

- water contamination following discharges from industrial or construction sites;
- the use of substances of concern in the value chain;
- the use of plastics in the value chain.

Saint-Gobain's water policy confirms its determination to reduce the impacts of its operations on water resources and nature as much as possible, and defines four means of action and prevention: mobilizing internal and external stakeholders, scheduling action plans depending on the risks assessed, measuring progress, and anticipating regulatory changes in each country where it operates. The water policy also includes measures on changes in water-stressed areas.

The long-term objective is to withdraw as little water as possible, especially from water-stressed areas, and to aim for zero discharges to avoid generating new impacts for other natural environments and/or for other stakeholders.

Cooling operations are responsible for most of the water used in Saint-Gobain's business lines. For many applications, it is possible to create closed-loop systems. In this way, water withdrawals are limited and correspond to the replacement of water evaporated during operations. The proportion of water reused in processes reached 86.3% in 2024. Investing in a closed-loop system is the first step towards drastically reducing water consumption and discharges alike. Most of the water discharges are from cooling plants where the water does not come into contact with any chemicals used in the process.

### B - Risks and opportunities across the value chain

The identification and assessment of risks and opportunities linked to impacts on nature has been carried out integrating the entire value chain.

|  TYPE OF RISK | RISK | Supply chain | Operations | Customer expectations | Other stakeholders' expectations  |
| --- | --- | --- | --- | --- | --- |
|  POLITICAL AND LEGAL | Disputes around water contamination or water use | Disruption in certain supplies | Disruption of operations; increased production costs | Risks of lost markets owing to tougher requirements around responsible purchasing and reputational risk | Exposure to claims for damages resulting in financial costs  |
|   |  Regulatory changes and production permits | Risks related to substitution of substances of concern and plastics, including increased costs | Risks related to the implementation of new compositions, including increased costs | Demand for transparency and choice of more sustainable solutions; halt to purchases of products or solutions | Demand for transparency and trend toward more sustainable solutions; reputational risk  |
|  MARKET | Increase in water and raw material treatment costs | Increase in raw materials and energy costs. Increased costs associated with the use of substances of concern | Increase in production costs from higher cost of processing and the cost of modifying compositions | Change in preferences for non-polluting products and demand for transparency | Access to drinking water is a human right  |
|  REPUTATIONAL | Perception within civil society | Risks associated with the continued use of substances of concern | Risks associated with reduced attractiveness | Risks of lost markets owing to increased attention paid to water pollution issues | Growing impact of public opinion on investors  |
|  TECHNOLOGICAL | Replacing substances of concern and plastics | Increased research costs and more investment in developing alternatives | Fluctuation in the profitability of substitution projects and rate of substitution compared with the competition | Limiting the development of circularity and increasing costs | Increased R&D spending needed to develop alternative models that are more circular and free of substances of concern and plastics  |

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|  TYPE OF RISK | RISK | Supply chain | Operations | Customer expectations | Other stakeholders' expectations  |
| --- | --- | --- | --- | --- | --- |
|  ACUTE PHYSICAL | Accidental pollution | Supply disruption and increased costs associated with decontamination or litigation | Disrupted operations and increased costs associated with decontamination or litigation | Reputational threat | Limited access to drinking water and loss of stakeholder confidence  |
|  CHRONIC PHYSICAL | Loss of biodiversity and decline in freshwater quality | Supply disruptions and increased costs associated with conflict over water use | Disrupted operations and increased costs associated with conflict over water use | Consideration of water shortage risk at a local level | Taking the water needs of local populations into account  |
|  TYPE OF OPPORTUNITY | OPPORTUNITY | Supply chain | Operations | Customer expectations | Other stakeholders' expectations  |
|  PRODUCTS AND SERVICES | Development of solutions that do not use controversial substances | Development of alternatives | Innovation and design of new solutions | Increased demand for products that do not contain controversial substances | Tighter regulations and support for investment in limiting the use of controversial substances  |
|   |  Development of solutions with limited impact on water resources | Use of raw materials with low impact on water resources | Innovation and design of new solutions | Increasing demand for products with a low impact on water resources | Increased focus on freshwater needs and access to drinking water  |
|  RESILIENCE | Participation in freshwater basin conservation programs | Identification of innovative partners for treatment solutions | Innovation in water uses in operations, limiting consumption, withdrawals and discharges | Consideration of water use in buildings and on construction sites | Identification of geographical areas and local stakeholders  |

## C - Managing water pollution risks

### a. Control over discharges into water

In 2024, an action plan to reassess and control water pollution risks was initiated.

Each industrial business unit conducted an analysis of the potential risks based on the raw materials inflows in compositions, the frequency of contact between water and pollutants at each stage of the process, and the hazard of the pollutants concerned.

After the business line risk assessment, the risk level of a given site depends on three factors:

- the sensitivity of the natural environment surrounding the site:
- proximity to an area of biodiversity protected under Natura 2000,
- location in a zone of high or very high water stress according to WRI;
- whether industrial water is discharged via on-site treatment facilities, via a wastewater or industrial wastewater collection network, or directly into the natural environment.

Sites may consult with experts or stakeholders as part of the risk assessment.

Finally, a prioritization factor has been added based on the pollutants present, in particular the use of substances of concern.

In 2024, industrial water was treated before discharge at 72% of at-risk sites.

### b. Reducing the presence of substances of concern in water discharged

Saint-Gobain has put in place a program to reduce the presence of hazardous substances on its sites and in its productions. Identification of these substances is carried out, and a reduction program for their presence is initiated (see section 3.4.2.A.c, p. 169). Concurrently, the innovation program for Saint-Gobain's products and solutions (see section 2.2.3, p. 101) incorporates the objective of eliminating or at least limiting the presence of hazardous substances on the sites and controlling potential risks to health and the environment during production processes and throughout the value chain.

### c. Combating water pollution by microplastics

The Group's contribution to the risks associated with the presence of microplastics in water arises mainly from the use of plastics in the construction of buildings or infrastructure, either in the materials used or in packaging.

To avoid pollution linked to the transformation of plastics into microplastics, the first measure is the creation of a recycling route for plastics, enabling materials to be collected and recycled.

Saint-Gobain has set up an action plan to transform its packaging so that it can be recycled. To meet the target of 100% recyclable packaging by 2030, action plans have been put in place involving buyers, technical teams to adapt industrial equipment where necessary, and marketing teams.

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# D – Preservation of water resources

Saint-Gobain’s Water policy (see section 3.3.1.B, p. 148) includes specific objectives for the preservation of water resources. These concern the reuse or recycling, internally or externally, of water used in industrial processes, and take into account the challenges of conflicts of use in regions of high and very high water stress. Saint-Gobain does its utmost to:

- reduce water withdrawals from the natural environment and optimize processes to minimize water consumption;
- reuse “process” water whenever possible;
- recycle on-site or off-site with appropriate treatments;
- not harm water quality by reducing and controlling discharges into the natural environment and preventing accidental pollution;
- not compete with local populations for access to drinking water.

Saint-Gobain uses water as a thermal fluid particularly for cooling, as a washing fluid, as a raw material for the production of mortar and gypsum-based products, and to provide its employees with access to drinking water and sanitary facilities. This last use represents a marginal share of the Group’s water withdrawals.

When water is used as a raw material in a process, technical and R&amp;D teams work on optimizing consumption and developing processes to reduce water requirements.

Saint-Gobain is committed to reducing water consumption by 50% in absolute terms between 2017 and 2030. Specific investments have been directed to priority projects in the focus sites (see section 3.7.1 p. 219), which account for nearly 80% of the Group’s water withdrawals and sites located in zones of high or very high water stress. In all, 31 projects have been identified. They concern the detection and sealing of leaks or the replacement of installations such as washing stations or compressors.

The “Focus Site” program (see section 3.7.1, p. 219) entails supporting those sites which contribute 80% of the Group’s environmental indicator. In 2024, 42 sites accounted for 80% of Saint-Gobain’s water discharges and 113 sites for 80% of the withdrawals. These focus sites drew up a short-, medium-, and long-term action plan to reduce their impact.

To assess the water sensitivity of its sites, the Group uses the global “Aqueduct” atlas of the WRI organization. This atlas is based not only on qualitative and quantitative physical risks (such as water stress or flood risk), but also on stakeholder risk (like access to water). This tool enables each industrial site to assess its water risk from “low” to “extremely high.” In 2024, 274 sites accounting for approximately 19% of Saint-Gobain’s water withdrawals and 8% of its discharges were located in high-risk or extremely high-risk areas.

To address the growing risks associated with access to water resources, site continuity plans may incorporate this dimension based on their location and the water needs of other stakeholders, particularly the drinking water needs of local populations and water needs for agriculture. This applies in particular to sites in areas exposed to water stress.

Saint-Gobain has set itself a target of zero water discharge in extremely high-risk water zones by 2030.

Saint-Gobain also offers solutions for water resource management. Builders’ merchants such as PUM in France and Brødrene Dahl in the Nordic countries, for example, offer rainwater management and leak detection solutions. Saint-Gobain PAM is a leader in the traditional water management market, offering innovative solutions for smart network monitoring. The High-Performance Solutions business units develop expanded clay-based filtration solutions and microfiltration membranes respectively.

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# Resources and Circular Economy

A - Strategy

The challenge of the increasing scarcity of natural resources facing the world has many causes, all linked to human activities, particularly urbanization and population growth.

Responsible resource management forms the subject of a policy applicable to the entire Group. The major areas addressed in this policy are the maximum possible incorporation of reused, recycled or biosourced content into its products, and the maximum possible limitation of final waste.

Saint-Gobain's aim is to promote the recirculation of natural resources and manufactured products while minimizing waste at every stage of the construction value chain: upstream with suppliers, downstream in customer operations through to the end user, and within the Group's own operations.

The supply chain for raw materials (natural resources, manufactured materials or products) remains mostly local, and includes purchases of over 500 types of material. Over 50% of these materials are processed. Given this complexity, Saint-Gobain relies on external sources to assess the impacts and risks associated with the materials it consumes, in particular the “Responsible Purchasing” program's risk mapping tool. Of the materials consumed, around 60% are identified as being at high or very high risk of becoming scarce, and less than 5% are at very high risk.

Saint-Gobain has set targets for both reducing pressure on non-renewable raw materials, and reducing final waste. As part of its ongoing efforts to improve the tools used to assess the Group's impact on natural resources, Saint-Gobain will propose an update of its medium-term objectives.

As regards waste, recovery at Group sites shows that the “zero non-recovered waste” objective is attainable.

Technical synergies and business expertise are fundamental to facilitating the reformulation of product compositions and accelerating the substitution of natural raw materials for renewable or recycled ones. These changes potentially imply changes in industrial processes, so the industrial and R&D departments of the business lines are at the heart of this approach.

Lastly, action plans are implemented on a country-by-country basis according to the portfolio of products and solutions on offer, the technical modalities of the construction market, the maturity of stakeholders on the subject of the circular economy, and local capacities to create partnerships. Finally, waste management regulations and public policies encourage the application of circular economy principles throughout the construction market value chain.

### The vision to accelerate towards a more circular model

Circular economy principles are developing differently in different countries and regions of the world. These developments depend on a wide range of factors, such as consumption patterns, infrastructure and industrial fabric, regulatory environment, and technical and logistical conditions for waste management.

Even if the circular economy develops along the value chain of construction markets, the pool of materials that can be collected and recycled may be limited. The resources used in buildings are stored over the long term. Construction techniques have only recently taken into account deconstruction methods. As a result, it is often difficult to separate materials and isolate potential contaminants. Site waste collection is concentrated on waste from construction and renovation sites. The efficiency of waste collection channels relies on selective sorting of materials as close as possible to the worksite. Training tradesmen and customers' employees in the challenges of sorting and efficient selective collection systems are decisive factors in developing sources of materials for recycling.

This is why action plans for a transition to a circular economy are highly dependent on the country and the maturity of local stakeholders, regulations and logistics. Approaches are therefore deployed by country to mobilize channels for the recovery of construction waste. Saint-Gobain organizations in the countries initiate or participate in actions with local stakeholders: manufacturers participating in a channel, customers, local authorities or communities.

Saint-Gobain's organization by country is conducive to accelerating the transition. It makes it possible to seize opportunities and create local synergies, between brands or with partners outside the Group. Brands and businesses can pool their efforts in waste collection, particularly construction site waste. For example, the Leca and Isover brands have joined forces in Denmark. Together, they have signed an agreement with a company specializing in recycling, which will process unused or used glass wool. Danish craftsmen will thus be able to deposit used or unused glass wool in dedicated processing stations. The success of this approach depends largely on the quality of sorting at source. To this end, Danish teams have designed practical guides to support the roll-out of the approach.

In some countries, particularly in Europe, public authorities are introducing ambitious regulations to speed up the transition to a circular economy. When this is the case, Saint-Gobain usually joins forces with trade associations or collective business initiatives. In France, for example, Saint-Gobain was very active in the creation of the Valobat eco-organization, which aims to create recycling channels for construction waste.

In North America, initiatives have been taken to seize recycling opportunities, depending on the business and geographical location. In California, for example, windshield waste from the Mobility business unit's site is reprocessed and recycled in a glass wool production plant. Initiatives are also underway to recover plasterboard waste from the Certain Teed plant in Buchanan, New York, and in Canada, from the Vancouver plant.

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b. Managing risks and opportunities

|  TYPE OF RISK | RISK | Supply chain | Operations | Customer expectations | Other stakeholders' expectations  |
| --- | --- | --- | --- | --- | --- |
|  POLITICAL AND LEGAL | Regulatory changes and production permits | Increased costs of extracted raw materials and limited availability of materials | Increased costs and availability of materials; cost of final waste management | Risk of loss of competitiveness | Demand for reusable, recyclable solutions that avoid the use of virgin raw materials to the greatest possible extent; reputational risk  |
|   |  Incorporation of recycled materials into products, and recyclability of solutions | Use of recycled materials: availability and costs | Risks associated with implementing new compositions | Demand for transparency; halt to purchases of certain solutions | Demand for transparency and trend toward more sustainable solutions; reputational risk  |
|   |  Disputes related to materials extraction or waste management | Disruption in certain supplies | Disruption of operations | Reputational threat | Exposure to claims for damages resulting in financial costs  |
|  MARKET | Demand for reusable or recyclable solutions | Risk associated with changes to product specifications and packaging | Integration of solutions into the offering; pace of response compared with the competition and demand | Risk associated with implementing new construction methods and services; loss of competitiveness | Changing preferences, encouraging new materials, services or construction methods  |
|   |  Demand for solutions with high content of recycled materials, biosourced materials or by-products | Risk associated with expanding waste collection and treatment routes to transform waste into recycled materials | Integration of solutions into the offering; pace of response compared with the competition and demand | Changing preferences encouraging to use new materials | Changing preferences encouraging the use of new materials  |
|   |  Increase in raw material prices and waste treatment costs | Increased materials and waste treatment costs | Increased production costs | Changing preferences encouraging to use new materials | Increase in R&D spending needed to develop innovations to improve recyclability  |
|  REPUTATIONAL | Perception within civil society | Risks associated with continued use of extractive practices and with waste treatment | Risk of lower demand for products resulting from negative public opinion | Growing attention paid to circularity matters | Growing impact of public opinion on investors; legal risk  |
|  TECHNOLOGICAL | Substitution of raw materials with recycled, reused or biosourced materials, or by-products | Material availability and costs | Risk associated with implementing new compositions and fluctuating profitability | Risk associated with the acceptability of potential product changes resulting from materials reuse, new compositions or new product packaging | Increased R&D costs to develop recycling routes and technologies to improve process efficiency  |
|  ACUTE PHYSICAL | Soil contamination through landfill | Increased costs. Litigation risk | Disruption to operations and increased costs. Reputational risk | Increased costs associated with optimizing worksite waste collection circuits; legal risk | Growing attention on public opinion by investors  |

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|  TYPE OF RISK | RISK | Supply chain | Operations | Customer expectations | Other stakeholders' expectations  |
| --- | --- | --- | --- | --- | --- |
|  CHRONIC PHYSICAL | Scarcity of natural resources | Supply disruption and increased costs | Disruption to operations; increased costs | Taking the risk of resource scarcity into account in changes in construction techniques | Growing attention on public opinion by investors  |
|  TYPE OF OPPORTUNITY | OPPORTUNITY | Supply chain | Operations | Customer expectations | Other stakeholders' expectations  |
|  GOODS AND SERVICES | Development of new waste collection services | Increased availability of recycled materials | Reducing the carbon impact of products through the use of recycled materials | Responding to new markets linked to sustainable construction | Growing stakeholder awareness of resource depletion issues  |
|   | Development of new business models related to materials recovery and reuse | Developing local players to create recycling channels | Creation of new offerings of comprehensive services and solutions | Increased demand linked to the challenges of the circular economy | Tougher regulations on materials use and recycling  |
|  RESILIENCE | Participation in collaborative programs on adapting buildings for greater modularity | Identification of partners in new business lines, particularly services related to building conversion | Development of innovative solutions and services | Develop building occupancy times | Increasing attention by stakeholders to more frugal consumption of materials  |

## B - Reducing pressure on natural resources

Saint-Gobain has updated the impact assessment on raw materials used in the composition of products manufactured at its industrial sites.

The assessment took into account:

- the environmental impact, including an evaluation of resource scarcity;
- the Group's dependencies based on the quantities of raw materials consumed;
- the inclusion of a list of critical materials as defined by the EU, for materials used by the Group.

For each of the raw materials identified, an operational action plan was defined, cutting across the Group's business lines by bringing together purchasing, marketing, R&amp;D teams and technical experts.

The action plans aimed at reducing consumption of the most materially important raw materials were updated in 2024. These included gypsum, sand, soda ash, iron ore, coke, cement and asphalt. Together, these raw materials accounted for around 60% of the annual raw materials purchasing volume.

These plans include an appraisal of possible ways to reduce dependency on these critical materials by reformulating, streamlining, substituting, or extending the life of products and systems.

Saint-Gobain has two main ways to reduce pressure on natural resources in its operations:

- reducing products' resource intensity;
- replacing non-renewable raw materials with bio-sourced or recycled materials.

Regarding the use of raw materials along the value chain, the development of light construction (see section 1.2.6.B, p. 46) makes it possible to achieve up to a 50% reduction in raw materials consumption. Light construction consists in building a skeleton - made of wood, metal, concrete or a combination of these materials - to which lightweight facade systems and non-load-bearing interior partitions are attached. This reduces the resource intensity of buildings. Traditional building techniques require greater consumption of cement, concrete or bricks, the production of which requires the extraction of large quantities of non-renewable natural raw materials, particularly sand.

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## a. Reducing natural resource intensity

To reduce the natural resource intensity of its offering, Saint-Gobain relies on operational excellence carried out in the WCM program (see section 2.1.3, p. 87). Performance in terms of quality and productivity, is the first step to reduce industrial waste and optimize the use of resources.

Most of the Group's business lines are working to reduce the resource intensity of their products, by reducing the average weight per product unit without affecting technical performance. This is the case, for example, for car windshields and plasterboard. Several countries have already deployed the BANTAM program, aimed at making plasterboard lighter by working on industrial processes and product formulations. Some plants have been able to reduce the weight of their standard boards by more than 20% compared with their initial weight. The SLIMWOOL program, rolled out worldwide since 2018, aims to optimize the weight of glass wool, while guaranteeing the product's thermal performance.

## b. Replacing natural resources with recycled or renewable materials or with by-products

Whether substitution is developed on the basis of closed-loop recyclable products, or by changing product formulations and adding renewable or recycled materials, or by-products from other businesses or markets, the quest for maximum substitution of non-recyclable raw materials is an element of the WCM industrial performance improvement program (see section 2.1.3, p. 87). The aim of this substitution is to maintain or even improve the quality and competitiveness of products and solutions, while reducing their carbon footprint. For example, glass wool production can incorporate recycled glass from flat glass recycling (window glazing or windscreens), packaging glass recycling and glass wool recycling from construction or deconstruction sites.

These compositional changes, which consist in reducing the contribution of extracted virgin materials and replacing them with recycled materials from end-of-life product recovery circuits, require adaptations to industrial sites, particularly in terms of raw material storage areas, composition workshops, and even the industrial processes themselves. It may also be necessary to set up ad hoc sorting and shredding facilities to prepare secondary materials.

Each country develops innovations based on its access to new sources of recycled or biosourced materials, or co-products. Actions concern not only products, but also their packaging. Action plans have been deployed to reduce packaging overall, increase the proportion of recycled or biosourced materials in its composition, and ensure that it is recyclable. For example, marketing teams and buyers have been working together to change packaging materials or their design to encourage recycling in existing circuits.

The quantity of recycled material in products depends essentially on the existence, in countries or even territories, of efficient and sustainable collection networks capable of supplying the sites. Even when technical solutions exist to enable virgin raw materials to be replaced by recycled or renewable materials, or by co-products, increasing the proportion of recycled materials in production depends on the availability of these alternative materials. Efforts to increase available volumes at an acceptable cost and quality are underway (see section 3.3.3.C, p. 156), but the creation of supply chains will be gradual, country by country.

To avoid their dissemination or perpetuation in recycling cycles, it is essential to reduce the content of substances of concern in compositions (see section 3.4.2.A.c, p. 169).

## C - Optimizing the use of natural resources

Optimizing the use of natural resources means limiting waste throughout the value chain. This translates into:

- reducing the waste generated at every stage of the life cycle of products and their packaging;
- recovering waste through recycling channels, thereby multiplying the uses to which materials can be put;
- facilitating re-use, extending the lifespan of products and buildings, and anticipating their end-of-life right from the design stage.

Saint-Gobain's long-term ambition is to produce no unrecycled production waste and to maximize the recycled, biobased or co-product content of its products and packaging. The Group believes that waste should be considered as a strategic resource and that secondary materials (from reuse or recycling) or by-products should be used whenever possible, as a substitute for non-renewable virgin resources.

Reducing the consumption of primary non-renewable raw materials per functional unit produced, and the waste generated by industrial processes, are the pillars of the sustainable resources management policy initiated in 2015 (see section 3.3.1.B, p. 148), the aim being to move toward "zero unrecovered waste".

Overall synergies are possible across the businesses for each industrial process or non-renewable raw material to identify the deposits, material qualities or even best technical practices and favorable technical innovations that are conductive to optimizing the use of resources. Cross-business working groups including the Industrial and Technical Departments, purchases, sustainable development experts on the collection and processing of recycled materials have been set up to develop these synergies.

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## a. Reducing waste generation and maximizing recovery

### In Group operations

To achieve its objectives of reducing and recovering the waste generated by its industrial and trading operations, Saint-Gobain follows the "three Rs" principle: reduce, reuse and recycle.

The sites strive to reduce the waste generated during production operations and seek to reuse production residues in their own industrial processes. To this end, sites are investing in waste reprocessing units and adapting their industrial processes. For example, investments have been made at several sites in the United States, such as Nashville, Arkansas, where the manufacturing site is now able to recycle over 50,000 metric tons of production waste per year in a closed loop, thus saving the same weight of virgin material and avoiding the environmental impacts associated with landfill disposal as well as the extraction of virgin raw materials.

Even for industrial processes favorable to the incorporation of recycled materials, optimizations are possible. Saint-Gobain's plasterboard manufacturing plant in Vietnam has introduced a process to separate the paper from the plasterboard during a waste reprocessing phase. The plaster is reincorporated into the process, while the paper is recycled in the manufacture of cardboard via an external recovery network. Production waste generated during the production of bitumen membranes in the United States is recovered externally for use in addition for bitumen for road construction or renovation.

Some of the waste generated during the production of mineral wools is reprocessed before being recovered externally as a secondary raw material for the cement and clay industries (tiles and bricks) or for certain manufacturers that manufacture acoustic ceilings. The Group is also involved in the creation of recycling networks with the help of external local partners. Progress in the reduction and recycling of waste made at certain Group sites shows that "zero non-recovered waste" is an achievable ambition.

Finally, the management of finished product inventories is also optimized. For example, Saint-Gobain in France works with an association of Group retirees, Saint-Gobain Solidarités, to act as a link between the Group's sites in France and local associations in order to facilitate donations of materials, particularly unsold stock. In this way, the destruction of certain stocks is avoided and their use is facilitated.

Beyond their environmental impact and the waste of resources represented by industrial waste from sites, their recovery in recycling circuits prevents their burial and potential environmental consequences such as soil pollution or groundwater pollution.

Finally, Saint-Gobain generates a limited amount of hazardous waste (7% in 2024), more than half of which is recovered. In line with the Group's health policy and in compliance with local regulations, the management of hazardous waste is subject to special monitoring to ensure the health of employees, residents, customers, and users of its products and services is protected.

### In customer operations downstream in the value chain

Saint-Gobain strives to optimize the volume of packaging for its products and to ensure that it is recyclable. To this end, the Group has set itself the target of having 100% of its packaging recyclable by 2030. In 2024, the proportion of recyclable packaging reached 86.6%.

In the countries where they are present, building materials trading brands are organizing themselves to take back construction site waste from the same types of building materials, products and equipment they sell. In France, construction site waste collection points for craftsmen have been set up close to sales outlets. Various partnerships have been set up with specialized companies and start-ups such as Tri'n'collect to speed up the recovery, sorting and recycling of construction site waste.

Gypsum plasterboard recovered from construction sites is reprocessed. Once the contaminants have been eliminated, processing involves grinding and separating the paper present on both sides of the board. While plaster itself can be recycled in a closed loop and under certain conditions without any loss of material, the presence of paper on both sides of the board has a negative impact on the manufacturing process and must therefore be eliminated as far as possible. Today, some Saint-Gobain plants achieve an average recycled content of 30%, most of which comes from construction or demolition plaster waste. In France, Placoplâtre even launched a plasterboard product in 2023 with 50% recycled content: Placo Infini.

For flat glass, the recycling of window glass, facade glass or automotive glass is infinitely possible as long as the collected glass elements meet the quality requirements of a float furnace, in particular that contaminants of all kinds are eliminated. The integration into products is therefore mainly dependent on the existence of efficient and sustainable collection networks, which are able to ensure sorting that meets the desired quality specifications.

In February 2023, Saint-Gobain North America, through its building products subsidiary Certain Teed Roofing, acquired from its recycling partner Asphaltica the rights to a technology that will enable it to recycle asphalt shingle waste. This technology will enable Saint-Gobain to transform post-industrial and post-consumer shingle waste into granules.

Glass wool from renovation, building demolition or waste generated during construction operations can also be recycled for new glass wool production. A new technology has been developed by Saint-Gobain and has been operational since 2023 at the Chemillé site in France. This technology will gradually be rolled out across Europe.

This technology makes it possible to complete the range of construction products that can be recycled in a closed loop with a minimum loss of resources, thus ensuring the potential recovery of construction site waste for construction companies and customers. Whatever the construction products considered, for recovery to be effective it is essential that craftsmen sort their waste on site during construction, deconstruction or renovation operations.

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## b. Creating recycling channels

While techniques for recycling and recovering construction waste do exist, the implementation of integrated waste collection, treatment and recycling systems is highly dependent on the region, country or even territory. It requires with the support of external partners, we are setting up channels to collect, transport, sort and reprocess waste, before turning it into secondary raw materials suitable for reintroduction into our processes. Other Group products also accept the replacement of virgin raw materials by recycled materials from other consumption channels, recycling channels from industries other than construction. This is the case, for example, in the production of glass wool, cast-iron pipes and ceramic grains and powders.

Saint-Gobain has developed a network in Europe, Saint-Gobain Glass Recycling, to facilitate the recycling of flat glass from dismantling or processing waste. The aim is to qualify local companies capable of collecting and dismantling glass products, and who are committed to promoting the closed-loop float recycling of end-of-life glass. Some twenty partners have already joined the network, offering processing and recycling services for glass products. In France, the quantities of end-of-life glazing from buildings returned to the Group's glass furnaces have more than doubled every year for the past three years. Machines have been developed by Saint-Gobain in the UK to automatically separate glass from the rest of the materials making up a window. These machines are now deployed in several European countries.

The surface solutions, abrasives, business line is also working on the development of technologies to recycle grinding wheels once they have reached the end of their life, with the aim of being able to recover abrasive grains for reuse as a replacement for virgin materials. A reprocessing unit already exists in Brazil.

In 2019, the Group launched its I-LOOP project, supported by the European Union via its LIFE funding program. This project aims to contribute to the gradual recovery of glass wool waste generated on construction, renovation or demolition sites, waste currently most often landfilled. The project aims to offer construction market firms new value chains for glass wool recycling in France, Germany and parts of Scandinavia, as a cost-effective alternative to landfill.

Ecophon, producer of acoustic panels and ceiling systems, has also developed a recycling and reuse service called "SoundCircularity" to collect and recycle end-of-life ceilings. This service is available in Sweden, Finland and France. The ambition is to extend its availability across Europe.

The industrial sectors are also developing new services linked to the circular economy. For example the Ceramics business unit has created the Valoref activity, specialized in the treatment and recovery of refractory brick waste. The recovery of waste is carried out mainly during the repair or reconstruction of glass furnaces. A global waste management service is offered to customers upstream of furnace repair or reconstruction sites. Valoref ensures the collection, treatment and recovery of waste from the sites. The waste collected is primarily recycled in the refractory production chain. The other recovery circuits are the manufacture of construction materials such as mortars or tiles, and other industrial additives.

## c. Facilitating reuse and recycling

From the design of products, solutions and services to the benefits expected by customers and end users and products' end-of-life management, Saint-Gobain's offering must enable more recycled, renewable materials and co-products to be included so as to reduce the consumption of virgin raw materials, facilitate the recycling or reuse of products at the end of their life cycle to successfully meet market needs with a limited impact on natural resources, and extend product lifespans. The same approach applied to products also applies to the packaging that accompanies them.

Action plans are deployed at central level and relayed to national level to improve the recyclability and increase the recycled or bio-sourced content of packaging used.

The principle of optimizing natural resources is one of the benefits identified as part of the program to develop the offering of sustainable, high-performance solutions (see section 3.1.S.B.a, p. 115). This criterion includes both limiting the use of exhaustible natural resources and integrating recycled or renewable materials or co-products into product compositions.

While it is difficult to extend the lifespan of construction products, it is possible to optimize the use of buildings. Thinking about building design and construction methods anticipates the possibility of modular buildings to make them more flexible and adapt their use during their life cycle. For example, Saint-Gobain's offerings include the ability to dismantle and reuse certain products, such as lightweight plasterboard partitions. For example, the $60,000\mathrm{m}^2$ of interior partitions in the Athletes' Village buildings were specially designed to be dismantled, and the majority of materials will be reused, in order to meet the Paris 2024 Games' objectives of being responsible and exemplary in terms of natural resource consumption.

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# 3.3.4 CONTROLLING THE IMPACT ON BIODIVERSITY AND THE RISKS OF DEFORESTATION

The Group's impacts on biodiversity are mainly associated with the markets it serves, and in particular construction markets. New construction generates artificialization of the soil, which presents a risk of biodiversity loss. Construction markets are still very heavy consumers of extracted raw materials, particularly to meet cement needs. Quarries change the natural environment and so pose a risk to the biodiversity of the area concerned.

Among the construction methods, light construction (see section 1.2.6.B, p. 46) reduces the need for natural materials from extraction operations. To do this, depending on the country and construction methods, wooden structures may come to replace heavy structures made of concrete, brick or cement,

A mapping study of all Saint-Gobain sites, carried out using geographic tools such as WDPA, is updated regularly and makes it possible to assess their sensitivity to ecosystems based on their proximity to areas of high biodiversity value. The protected areas considered are areas recognized by the International Union for Conservation of Nature (IUCN) or more locally defined as Natura 2000 or Ramsar areas. In 2019, the study was continued, adding as criteria the environmental impact of the sites, the expectations of stakeholders and the actions already undertaken in terms of biodiversity. This made it possible to finalize a list of around one hundred priority sites in 2021, the vast majority of which were quarries, for the implementation of biodiversity management plans and the sharing of best practices.

In addition to the impacts associated with its markets, Saint-Gobain sources raw materials with a potential impact on deforestation:

- timber purchases in countries where the Group has materials trading business units;
- purchases of raw materials using wood pulp, in particular paper;
- purchases of wooden product packaging (pallets or crates).

# A - Biodiversity

Saint-Gobain is committed to protecting biodiversity, in particularly at its high-impact sites or in areas with remarkable biodiversity. Thanks to the experience acquired in the field of extraction activities, the Group now has strong internal expertise in the area; it has adopted a biodiversity policy, the aim of which is to preserve, restore, enhance and boost biodiversity, and to this end to encourage the involvement of all relevant stakeholders.

Of the 100 underground or open quarries operated by the Group worldwide, the vast majority are for the production of gypsum (75, or 75%). A policy on the environment and biodiversity in all Saint-Gobain's quarries and mines was published in 2019, capitalizing on the experience acquired over many years in gypsum. The Group's quarries are operated and then restored with the aim of preserving the

environment in accordance with the local rules. During the operating and restoration period, the effects on residents and on the environment are reduced as much as possible: visual impact, dust, noise and vibration, consequences to road traffic and repercussions on the local natural environments. In 2024, 38% of Saint-Gobain priority sites, around three quarters of which are active quarries, already had a biodiversity management plan analyzed centrally. "Biodiversity representatives" have been appointed at each of the priority sites.

|  Charter | Mining and Quarrying Environmental Charter  |
| --- | --- |
|  Purpose | To define mining and quarrying management rules in order to reduce the environmental impact of the Group's activities  |
|  Scope of application | All the Group's mines and quarries  |

A catalog of best practices in the area of biodiversity was created this year to facilitate the implementation of biodiversity actions in the Group's sites.

Saint-Gobain also takes into account the risks of negative impacts on biodiversity related to its supplies in its "Responsible Purchasing" program (see section 3.4.6, p. 187).

# B - Combating deforestation

In order to manage deforestation risks, Saint-Gobain has implemented a forest policy applicable to all Group entities and is committed to non-deforestation. This policy is based on the principles recommended by recognized international institutions in this area.

This general policy is supplemented by two specific policies:

- a timber purchasing policy in place since the early 2000s;
- a paper and wood pulp purchasing policy currently being finalized due to be rolled out in the first quarter of 2025.

The actions taken to control the risks associated with timber purchases are described in section 3.4.6.C, p. 189.

With regard to use of paper, suppliers have for many years developed paper recycling routes in the main countries where the Group operates, enabling use of recycled materials to be close to 100%.

For some technical paper purchases, where it is more difficult to integrate recycled material, Saint-Gobain adopts a reasonable diligence approach and relies on recognized certifications to verify the responsible management of forests.

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# 3.3.5 SOLUTIONS

Saint-Gobain's portfolio of products and solutions is examined cross-functionally by business lines under the responsibility of marketing and development teams with three priorities:

- reducing the intensity of virgin natural resources consumed per unit of output;
- the extent to which non-renewable raw materials and hazardous substances can be replaced by recycled materials or by-products, including in the manufacture of product packaging;
- the development of formulations to reduce their content of hazardous substances until their complete replacement, thus avoiding the dissemination of materials generated during the recycling process;

When designing its products, while Saint-Gobain makes sure that its products are recyclable, being able to collect them at the end of their life and reuse or recycle them depends on how solutions are installed in buildings, or how products are incorporated into a customer's value chain.

Thus, the collection and recycling of automotive windshields is straightforward, while recovery of recyclable materials during building demolition is less predictable.

The solutions proposed by Saint-Gobain under its "Sustainable and Efficient Solutions" initiative (see section 3.1.S.B.a, p. 115) all offer a reduced environmental footprint or impact during the use phase. Solutions with a renewable or recycled materials content above a defined threshold, or solutions developed by Weber that help reduce water consumption on construction sites are examples of solutions that help reduce pressure on natural resources.

Since construction already accounts for 37% of the world's resource consumption, Saint-Gobain is actively and collaboratively involved in discussions on shifting construction methods towards light construction solutions (see section 1.2.6.B, p. 46) that use fewer raw materials but perform at least as well.

Saint-Gobain also offers solutions for water resource management. Builders' merchants such as PUM in France and Brødrene Dahl in the Nordic countries, for example, offer rainwater management and leak detection solutions. Saint-Gobain PAM is a leader in the traditional water management market, offering innovative solutions for smart network monitoring. The High-Performance Solutions business units develop expanded clay-based filtration solutions and microfiltration membranes respectively.

# 3.3.6 2024 PERFORMANCE AND OUTLOOK (ENVIRONMENTAL)

Saint-Gobain acts to minimize its footprint on nature by deploying action plans to preserve resources:

- on the basis of its purchases, the Group has estimated its annual consumption at 55 million metric tons (see section 3.7.1, p. 219) for the manufacture of its products in its plants. These quantities are made up of both virgin and recycled materials;
- the Group structured new action plans in 2024 to reduce the use of non-renewable virgin materials, particularly those it has identified as priorities (sand, gypsum, iron ore, soda ash, asphalt), which account for almost 60% of the resources it consumes in manufacturing its products. Saint-Gobain currently estimates the proportion of recycled materials used in its production processes at around 18%;
- in 2021, however, the Group set itself the target of accelerating the substitution of virgin materials by recycled materials in some of the priority materials already identified by 2030. This target, entitled "Virgin raw materials avoided", measures the Group's ability to replace virgin gypsum, sand and iron ore with alternative recycled materials. It will deteriorate slightly between 2023 and 2024 due to the reduced availability of recycled materials in certain countries, particularly in North America, and despite better performance in integrating new recycled materials in the insulation and mortar businesses. The Group's performance will depend on its ability to identify, secure and develop new supply channels for recycled materials;

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- 3% reduction in the quantity of water withdrawn, with a consistently high rate of water re-used in industrial processes (over 85% for the second year running);
- these efforts are essential to anticipate the already significant increase in 2023 in the number of sites in zones of high or very high risk of water stress (over 30 sites more than in 2022). In 2024, of these 110 sites, 44 achieved the 0 discharge target (34 in 2022) while limiting the level of withdrawals (up by just 2% in 2024 on 2023 despite the significant increase in the number of sites concerned);
- a significant increase (14%) in waste generation compared with 2023, due to the inclusion of a new waste stream not previously identified, but the generation of hazardous waste remained stable. More than 40% of it is recovered thanks to the active search for external waste recovery networks to avoid incineration and landfill;
- finally, the Group is pursuing its efforts on packaging, and has been measuring the proportion of recyclable packaging since 2021, with a target of 100% by 2030. In 2024, despite a deterioration compared with 2023, the proportion remains above 85%, in line with targets;
- Saint-Gobain is also improving product information for its customers by increasing the coverage of the solutions it produces through analyses of life cycles or environmental performance. The proportion reached nearly 58% of revenues in 2024, compared with 54% in 2023, in line with the 2030 target.

|  OBJECTIVES | Deadline | 2024 data | 2023 data | 2022 data | Reference value | Progress  |
| --- | --- | --- | --- | --- | --- | --- |
|  -50% in industrial water withdrawals between 2017 and 2030 (in absolute value) | 2030 | -26.4% | -24.0% | -19.9% |  |   |
|   |   |  41.3 M of m³ | 42.7 M of m³ | 45.0 M of m³ | 56.1 M of m³ | +53%  |
|  -80% in liquid water discharge between 2010 and 2025 (at iso-production) | 2025 | -35.6% | -34.9% | -41.0% |  | +45%  |
|  Zero water discharge in area with extremely high water risk | 2030 | 0.3 M of m³ | 0.4 M of m³ | 0.6 M of m³ |  |   |
|  +30% of virgin raw materials avoided between 2017 and 2030 | 2030 | -6.9% | -4.6% | -4.7% |  |   |
|   |   |  9.2 Mt | 9.4 Mt | 9.4 Mt | 9.9 Mt | -23%  |
|  -80% non-recovered waste between 2017 and 2030 (in absolute value) | 2030 | -37.8% | -45.5% | -36.6% |  |   |
|   |   |  0.4 Mt | 0.3 Mt | 0.4 Mt | 0.6 Mt | +47%  |
|  100% of recyclable packaging (in absolute value) | 2030 | 86.6% | 94.6% | 91.1% |  | +87%  |
|  100% of packaging with > 30% of bio-sourced or recycled content | 2030 | 82.0% | 81.9% | 86.3% |  | +82%  |
|  100% of revenue generated with products covered by verified LCA or EPD, excluding distribution activity | 2030 | 57.7% | 53.5% | 47.9% |  | +58%  |
|  100% of the Group's active quarries with a biodiversity management plan by 2025 | 2025 | 28.0% | 27.0% | 28.0% |  | +28%  |
|  -20% in SOx emissions by between 2010 and 2025 (at iso-production) | 2025 | -54.9% | -86.1% | -67.0% |  | +275%  |
|  -20% in NOx emissions between 2010 and 2025 (at iso-production) | 2025 | -24.8% | -56.4% | -33.0% |  | +124%  |
|  -20% in dust emissions between 2010 and 2025 (at iso-production) | 2025 | -52.9% | -86.9% | -64.0% |  | +265%  |
|  -80% in liquid water discharge between 2010 and 2025 (at iso-production) | 2025 | -35.6% | -34.9% | -41.0% |  | +45%  |
|  -50% in non-recovered waste between 2010 and 2025 (at iso-production) | 2025 | -46.8% | -44.5% | -38.0% |  | +94%  |

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|  WATER | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Total water consumption | 22,346,634 m³ |  |  | E3-4 |  |   |
|  Total water consumption in areas at water risk, including areas of high-water stress | 3,319,765 m³ |  |  | E3-4 | 303-5 | 6; 12  |
|  Total water withdrawals | 41,296,407 m³ | 42,650,587 m³ | 44,958,605 m³ |  |  |   |
|  Municipal water withdrawal | 14,836,714 m³ | 15,048,012 m³ | 15,088,935 m³ | E3-4 | 303-3 | 6; 12  |
|  Surface water withdrawal | 10,538,799 m³ | 10,613,030 m³ | 10,976,023 m³ | E3-4 | 303-3 | 6; 12  |
|  Ground water withdrawal | 13,524,570 m³ | 14,773,757 m³ | 16,233,871 m³ | E3-4 | 303-3 | 6; 12  |
|  Water withdrawal from high water stress sites based on Aqueduct data | 4,597,740 m³ | 4,456,945 m³ | 4,635,048 m³ | E3-4 | 303-3 | 6; 12  |
|  Surface water withdrawal on sites with very high water stress (sites with >5,000 m³/year) based on Aqueduct data | 3,113,276 m³ | 2,453,877 m³ | 2,828,957 m³ | E3-4 | 303-3 | 6; 12  |
|  Total water discharge | 18,949,772 m³ | 19,355,679 m³ | 21,554,596 m³ | E3-4 | 303-4 | 6; 12  |
|  Water discharges into the surrounding environment | 13,245,675 m³ | 13,287,955 m³ | 14,575,095 m³ | E3-4 | 303-4 | 6; 12  |
|  Water discharges into the municipal waste water collection system | 4,784,944 m³ | 5,882,532 m³ | 6,390,267 m³ | E3-4 | 303-4 | 6; 12  |
|  Water discharges on sites with high water stress based on Aqueduct 2020 data | 1,277,975 m³ | 1,271,296 m³ | 1,476,065 m³ | E3-4 | 303-4 | 6; 12  |
|  Water discharge on sites with very high water stress based on Aqueduct 2020 data | 295,649 m³ | 429,652 m³ | 600,530 m³ | E3-4 |  |   |
|  Quantity of water reused in production processes through internal recycling systems | 259,181,195 m³ | 308,896,846 m³ | 230,066,358 m³ | E3-4 | 303-5 | 6; 12  |
|  Percentage of water reused in production processes through internal recycling systems | 86.3% | 87.9% | 83.9% | E3-4 | 303-5 | 6; 12  |
|  Water intensity ratio | 0.48 m³/€ |  |  | E3-4 |  |   |
|  OTHER EMISSIONS INTO THE AIR | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  SOx emissions | 10,869 t | 8,985 t | 8,789 t | E2-4 | 305-7 | 7; 12; 13  |
|  NOx emissions | 18,272 t | 16,749 t | 18,257 t | E2-4 | 305-7 | 7; 12; 13  |
|  Dust emissions | 5,367 t | 5,222 t | 4,705 t | E2-4 | 305-7 | 7; 12; 13  |

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|  CIRCULAR ECONOMY | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Total amount of waste generated | 1,147,990 t | 1,179,009 t | 1,298,811 t | E5-5 | 306-4 | 9; 12; 13  |
|  Quantity of non-hazardous waste generated | 1,067,843 t |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Quantity of hazardous waste generated | 80,147 t | 85,225 t | 122,791 t | E5-5 | 306-5 | 9; 12; 13  |
|  Quantity of waste reused or recycled (inc. energy valorization) | 773,815 t | 830,718 t | 894,660 t | E5-5 | 306-4 | 9; 12; 13  |
|  Quantity of waste diverted from disposal (exc. energy valorization) | 740,309 t | 800,438 t | 876,700 t | E5-5 | 306-5 | 9; 12; 13  |
|  Amount of non-hazardous waste diverted from disposal (exc. energy valorization) | 709,270 t |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Amount of hazardous waste diverted from disposal (exc. energy valorization) | 31,039 t |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Total amount by weight directed to disposal (inc. energy valorization) | 409,073 t |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Total amount of non-hazardous waste directed to disposal (inc. energy valorization) | 359,637 t |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Total amount of hazardous waste directed to disposal (inc. energy valorization) | 49,437 t |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Percentage of waste directed to disposal (inc. energy valorization) | 35.6% |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Quantity of non-recovered waste (exc. energy valorization) | 375,567 t | 328,880 t | 382,713 t |  |  |   |
|  Quantity of non-recovered hazardous waste (exc. energy valorization) | 44,211 t | 44,527 t | 42,924 t | E5-5 | 306-5 | 9; 12; 13  |
|  Percentage of waste directed to disposal (exc. energy valorization) | 32.7% |  |  | E5-5 | 306-3 | 9; 12; 13  |
|  Rate of recyclable packaging | 86.6% | 94.6% | 91.1% |  |  |   |
|  Extraction of natural raw materials avoided* | 9,187,174 t | 9,416,172 t | 9,407,175 t |  |  |   |

* New methodology in 2021.

|  BIODIVERSITY | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Percentage of the Group's active quarries with a biodiversity management plan | 28.0% | 27.0% | 28.0% | E4 | 304-3 | 304-1  |
|  Group quarries in protected areas | 20 |  |  | E4 | 304-3 | 304-1  |

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## 3.4 A BETTER LIVING

Sustainability Report

SOCIAL

## 3.4.1 GOVERNANCE AND STRATEGY

A - Governance

![img-200.jpeg](img-200.jpeg)

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The Financial Director oversees the Group's Purchasing policy including the "Responsible Purchasing" program

The Purchasing Department, and in particular the "Responsible Purchasing" Department, leads the "Responsible Purchasing" program. (see section 3.4.6, p. 187)

The Responsible Purchasing Committee is chaired by the Finance Director and led by the Responsible Purchasing Director, the Senior Vice President, Human Resources and Corporate Social Responsibility, the Executive Vice President, Director of Technology and Industrial Performance are present, as well as country or business unit representatives, general director or regional or business unit purchasing directors.

The Business Units and the countries deploy the action plans of the "Responsible Purchasing" program.

Corporate Secretary supervises ethics and compliance issues

## Ethics and Compliance Department:
- promotes the Principles of Conduct and Action;
- designs and implements ethics and compliance programs, in particular those relating to compliance with competition law, the fight against corruption, economic sanctions and export controls, and the protection of personal data;
- designs and implements human rights programs in collaboration with regional and country human resources departments, the responsible purchasing department and the corporate social responsibility department;
- identifies and assesses risks, and proposes policies and procedures;
- coordinates investigations linked to the Speak-Up professional whistle-blowing system

## Ethics and Compliance Network:
- assists in risk identification and assessment;
- disseminates policies and procedures

## The Business Units and the countries:
- implement ethics and compliance policies
- implement related programs

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# B - Strategy

The Principles of Conduct and Action (section 1.1.1.E, p. 15) are the Group's benchmark for business conduct, in particular the four Principles of Action that govern the decision-making of all managers and employees in the performance of their duties. The five Principles of Conduct are the fundamental values that unite managers and employees.

This Saint-Gobain code of ethics is underpinned by the applicable conventions of the International Labor Organization (ILO), the International Bill of Human Rights, the guidelines for multinational enterprises of the Organization for Economic Co-operation and Development (OECD), and the OECD's anti-bribery convention.

Implementation of the Principles of Conduct and Action takes the form of specific commitments and policies applicable to all entities and employees in their work for Saint-Gobain, including dialog with stakeholders. In particular, the signing of the supplier policy by the partners shows their commitment to the Group's values and their desire to develop medium- and long-term partnerships. Suppliers and subcontractors commit not only to ethical business practices but also to respect their employees' right, workplace health and safety compliance and respecting for individuals.

Whether industrial sites, logistics platforms or builders' merchants, Saint-Gobain's operations (see value chain diagram, section 1.1.4.C, p. 24) directly or indirectly impact the lives of individuals and communities. In particular, industrial sites, and those of its customers or suppliers, present exposure to specific risks for individuals and communities owing to the raw materials used and stored, the industrial processes followed or traffic conveying goods, raw materials or finished products.

Individual health and safety are absolute priorities, and Saint-Gobain makes them central to its corporate culture. It is important for everyone to participate in their own health and safety, and those of all of their colleagues.

In terms of health and well-being, Saint-Gobain adopted a policy in 2013 and updated it early 2022. It sets out the guidelines for action to protect the health and promote the well-being of its employees, customers and suppliers, users of its products, as well as residents living near its sites.

|  Policy | Health Policy  |
| --- | --- |
|  Purpose | Establish health and safety requirements for our employees, our customers and users of our products and solutions, and our neighbors and communities around our sites  |
|  Scope of application | All entities  |
|  Under the supervision of Link to the policy | Not specified in the policy*  |
|   |  Health Policy  |

* Subjects covered by the Health policy are overseen by the Senior Vice President, Human Resources and Corporate Social Responsibility.

# a. Maximize the contribution

## Designing solutions that offer benefits in terms of health, comfort and well-being

The "Solutions for Growth" program (see section 3.1.5.B.a, p. 29) allows Saint-Gobain's offering to be turned toward sustainable construction markets. Among the criteria used to evaluate the benefits in terms of health, comfort, safety and well-being are:

- the reduction of occupational risks in the value chain;
- ergonomics for applicators;
- indoor air quality and comfort acoustic, thermal and visual for end-users, building occupants.

So the efforts to make products lighter as part of programs to reduce carbon footprints or reduce pressure on resources have beneficial effects on product ergonomics. As a result, the weights handled by craftsmen on site are limited.

In Europe, the emphasis is on a specific prescription offer for private tertiary, educational and healthcare establishments and multi-family housing. In Poland, Saint-Gobain Solutions brings together all local brands, promoting the development of systems and cross-selling in key segments such as premium multi-family housing, sports complexes, and educational and healthcare buildings. In France, Saint-Gobain has published a white paper bringing together the Group's expertise to meet the changing needs of healthcare establishments, such as the evolution of patient care.

Ecophon has published a research report on the impact of noise in education. Noise levels in educational establishments can have negative effects not only on learning, but also on the physical and mental health of teachers. Dedicated solutions are developed.

Changing lifestyles and an aging population also call for the adaptation of living spaces, particularly homes. For example, our materials trade teams in France have developed a specific offer for senior citizens and the adaptation of homes to anticipate loss of independence and the associated risk of falls.

## Building trust with stakeholders

Saint-Gobain's performance in terms of business conduct and its ethical values make it a recognized and trusted partner for its stakeholders. Criteria linked to values are present in the assessments of major customers as part of their responsible purchasing programs, or in building or product labels and certifications such as LEED, BREAM or C2C.

Saint-Gobain contributes to the economic and industrial dynamic of regions where industrial sites and trading outlets are located.

The various Saint-Gobain entities, in their respective scopes and in line with their key local issues, are active in sponsorship and philanthropy in the Group's reference markets, and also in areas such as education, research, culture and health. To develop these actions, Saint-Gobain relies on local partnerships, in particular with non-profit organizations and charities.

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Each entity and each country makes its own choices to support projects according to local issues. This takes the form of financial donations, donations of materials, skill-based sponsorship, or volunteer work. Not all of these actions with a local social impact are systematically reported by the Group at the global level. Only a portion of financial donations and donations of materials is reported. In 2024 it represented nearly €22 million.

The number of beneficiaries is also only partially assessed. The financial impact does not include skill sponsorship actions or employees' participation in voluntary work during their working hours.

In 2024, as part of its commitment to sustainable construction, Saint-Gobain also partnered with UN-Habitat to promote inclusive, resilient and sustainable urbanization practices.

All over the world, Saint-Gobain invests in training programs in construction business lines, and in particular in lightweight and sustainable construction techniques (see section 1.2.6.B, p. 46).

## b. Minimize the footprint

### Creating a healthy, safe and engaging work environment

The impacts, risks and opportunities identified (see section 3.1.5.C, p. 114) result from the analysis of the business model, and taking them into account already impacts the business model through the Human Resources policy (see section 2.1.1.B, p. 83), which defines common principles, methods and objectives. Its implementation by countries takes into account cultures, labor market conditions and living conditions more generally, as well as the specific expectations of local employees.

Beyond these distinctions between countries, employees working on industrial sites are exposed to specific health and safety risks (see section 3.4.2.A.c, p. 169) related to the specific working conditions on the site and the work organization, which may require teamwork for always-on equipment. As a result, some employees work at a pace that could make their work/life balance more difficult.

Each country implements Saint-Gobain's policies and major commitments (health, safety, diversity, etc.) by adapting the action plans, stages of attainment and tools to specific factors in the country (regulatory, cultural, etc.), without compromising on the expected performance level or our values. HR policies are disseminated by the global HR network. The local teams have guides to support their deployment, and special training sessions are organized by the HR Academy. Practical guides and training provided by the global support teams are available for the following topics in particular: social dialog, diversity, remuneration and benefits, talent management, recruitment and integration, and mobility.

The Human Resources Committee meets every month under the presidency of the Senior Vice President, Human Resources and Corporate Social Responsibility. It brings together the vice-presidents of the HR support functions, in particular the vice-president of Social Affairs and the vice president responsible for Group Talent and Executive Career Management, the vice president HR of the various regions and the vice president HR of the HPS (High Performance Solutions) entity. Regular monitoring of local and global action plans and analysis of key HR indicators are carried out.

In addition, when companies are acquired, coordination takes place in order to align the HR policies of the new entities with the Group's principles. Newly integrated entities are monitored centrally to ensure that the policies applied correspond to those disseminated by the Group and applied within the network.

### Engaging the Group's partners, particularly suppliers

In addition to its employees, Saint-Gobain pays particular attention to working conditions in partner companies operating in its value chain.

Thus, ethical criteria respecting human rights, working conditions and compliance with standards, health and safety and the environment are integrated into the purchase process. The responsible purchasing program is implemented with high standards in accordance with the Group's general purchasing principles in order to develop long-term relationships with suppliers (see section 3.4.6, p. 187).

In the countries, local organizations can develop programs to improve safety on construction sites. For example, the Point.P distribution in France has launched a communication campaign entitled "Your safety, our first worksite", deployed in sales outlets. Prevention messages were also inscribed on products to remind workers of the importance of wearing safety equipment.

### Informing customers through to end users

Saint-Gobain is committed to promoting life cycle analyses (LCA) to better understand and control the environmental impacts of its products. These analyses are useful for guiding innovation, better informing customers and responding to growing market demand for greater transparency. Saint-Gobain is committed to ensuring that, by 2030, 100% of the Group's sales, excluding distribution activities, will be generated by products covered by verified LCAs (life cycle analyses) or EPDs (environmental product declarations). At the end of 2024, 57.7% of revenues were generated by products covered by verified LCAs or EPDs, either specific (produced by Saint-Gobain) or generic (produced by our professional associations).

This represents more than 2,700 verified EPDs published in more than 40 countries; the Group is positioned as the world's leading provider of verified EPDs - by number - in the construction sector.

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With regard to information on users, the Group's products comply with current regulations, such as CE marking in Europe or the requirement for chemical products to have labels and safety data sheets (SDS). Saint-Gobain also provides non-mandatory information specific to some of its products, such as:

- voluntary safety data declaration sheets for unclassified articles or substances;
- the declaration of the composition of components and materials via the IMDS (International Material Data System) database in the case of the automotive industry;

- Environmental Product Declarations (EPD) for construction products (or Environmental and Health Declaration Forms (FDES) in France);
- voluntary certifications obtained through independent national laboratories - or, failing that, international laboratories close to these markets - when innovative products or systems are not covered by international or national standards.

Specific measures relating to the product compliance program are presented in section 2.1.3.A.c, p. 88.

## 3.4.2 CREATE A HEALTHY, SAFE AND ENGAGING WORK ENVIRONMENT

## A - Engaging working conditions

### a. Wage policy and employee benefits

Wage policies are set by the countries in line with market conditions. In most of the countries in which Saint-Gobain operates, minimum wages are set either within the legal framework or by negotiating collective bargaining agreements.

A general framework called the Framework for wages sets out common rules and principles to ensure fair remuneration for Saint-Gobain employees. It has been circulated within the HR network and is published on the Group's website.

|  Framework | Framework for fair wages  |
| --- | --- |
|  Purpose | Set common rules and principles to ensure fair remuneration  |
|  Scope of application | All employees  |
|  Under the supervision of | Not specified in the framework*  |
|  Link to the framework | Framework for fair wages  |

* Subjects covered by the Framework for fair wages are overseen by the Senior Vice-President, human resources and corporate social responsibility.

In 2022, Saint-Gobain relied on the countries' HR organizations to better identify the actions taken to ensure a living wage, but also complementary elements to remuneration such as individual and collective bonuses and social benefits. In 2024, the salaries of 100% of Group employees were higher than or equal to the legal minimum in their country, including 0.6% strictly equal to this minimum.

The survey also confirmed that over 99% of our employees benefit from locally-defined programs that guarantee them a pension at the end of their career.

In an uncertain economic climate in some countries, salary negotiations have taken into account the impact of inflation on the lowest salaries, so that employees can maintain a minimum standard of living.

At the same time, employee shareholding offers employees the option to become shareholders under preferential conditions, either directly as individuals or via involvement in a dedicated collective fund. The Group Savings Plan (PEG) enables them to acquire Saint-Gobain shares at a discount and, in some countries, an additional amount. In France, to encourage a team spirit and to associate each person with the success of the Group, Saint-Gobain favors the conclusion of collective incentive agreements. In 2024, employee shareholding programs were offered in 53 countries. In all, 94% of Saint-Gobain employees have access to these programs and, in certain countries, retirees are also eligible. In addition to these programs, Saint-Gobain has set up long-term remuneration plans including, depending on the year, stock options, performance shares and performance units (see section 5.2.4, pp. 276-280).

Saint-Gobain also seeks to offer its employees social guarantees enabling them to protect themselves against the uncertainties of life. Launched on January 1, 2020, "CARE by Saint-Gobain" is a social protection program for all Group employees and their families. The coverage is defined to meet basic daily healthcare needs but also to support key moments of family life:

- daily medical monitoring of families and access to care, by covering health costs (doctor visits or basic hospitalization) at a rate of at least 80%;
- the birth of a child, including adoption procedures, by paying at least 14 weeks of maternity leave with full pay and three days for the partner leave with full pay;
- fatality, by providing the family with financial capital representing at least one year of the employee's salary.

The program has been rolled out country by country. Parenthood measures were rolled out in 2020, and all Saint-Gobain employees currently enjoy minimum guaranteed parental leave at their full salaries.

Since December 2022, 100% of Saint-Gobain employees and their families have enjoy the full benefits of the "CARE by Saint-Gobain" program. Newly-acquired entities have three years to finalize the roll-out of the program.

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## b. Social dialog

Saint-Gobain has made the quality of social dialogue an essential criterion for the performance of its HR policy. The principle of consultation and negotiation, either directly with employees or through their representatives, is universal, with the aim of translating this dialog into collective agreements. Freedom of association is one of the values embedded in the Group's code of ethics and respect for it is a prerequisite for quality social dialog.

Because social dialog must provide concrete answers to the questions of working conditions, the specific expectations of employees, and the deployment of HR action plans, it is mainly carried out at local level in accordance with Saint-Gobain's HR policy (see section 2.1.1.B, p. 83). This is why Saint-Gobain favors local agreements. Executives in each country meet with employee representatives periodically to discuss strategy and local issues. More than 3,120 agreements signed with employee representative bodies are thus active, of which 25.2% include criteria related to employee health and safety. Saint-Gobain has not put in place any worldwide agreements at this time.

The various discussions held locally have made it possible - in some subsidiaries - to develop work flexibility, in particular to meet employees' demands for a better balance between their personal and professional life and their family needs.

Even though Saint-Gobain encourages social dialog at a local level, Group coordination exists. So the Chief Executive Officer of Saint-Gobain meets with the central union coordinators several times a year and chairs the Group Works Council in France at least twice a year. At the European level, he chairs the Convention for social dialog, which brings together 70 union representatives from 28 European countries annually. With the aid of an independent expert, this Convention makes it possible to supplement the national dialog by dealing with subjects of common interest such as safety, Corporate Social Responsibility or the trend of employment on European sites. These subjects are raised in particular by the members of the Select Committee, which acts as spokesman for the Convention, who benefit from specific training to perform their role and met by the Director of Social Affairs at least four times a year.

Listening to employees is essential to the success of social dialog. The employee satisfaction survey conducted in 2024 (see section 3.7.1, p. 219) shows that 86% of respondents consider their working conditions to be good and 83% find the balance between personal and professional life satisfactory.

In an uncertain economic context, the Group is committed, as far as possible, to implementing solutions to safeguard employment and only to making job cuts as a last resort. The aim is initially to reorganize to deal with situations on a temporary basis, as in the case of temporary lay-off, or to favor internal mobility agreements which, associated with incentive measures, make it possible to maintain jobs within Saint-Gobain. When restructuring is inevitable, the employees affected by workforce adjustments benefit from personalized support programs which may result in training associated with retraining, assistance for geographic mobility or support for the execution of a personal project, such as the creation of a business.

When companies are acquired, coordination is set up to align the HR policy of the new entities with the Group's principles.

## c. Protecting employees' health and safety

The health and safety of employees are absolute priorities, and Saint-Gobain makes them central to its corporate culture. It is important for everyone to participate in their own health and safety, and those of all of their colleagues.

In terms of health and well-being, Saint-Gobain adopted a policy in 2013 and updated it in early 2022. It sets out the guidelines for action to protect the health and promote the well-being of its employees, customers and suppliers, users of its products, as well as residents living near its sites. The action plans focused on external stakeholders are described in section 3.4.1.B, p. 164.

The health policy is applicable to all Saint-Gobain entities.

The employee health and safety risk management system covers all employees regardless of the type of contract, temporary workers and subcontractors on site (see section 3.1.5.B.b, p. 116).

## Managing risks to employees' health

To ensure the same level of protection and medical care for all its employees worldwide, the Group has established mandatory standards, medical monitoring protocols and recommendations for health and industrial hygiene. They are supplemented by specific standards for certain operations.

All Saint-Gobain sites worldwide must implement the health policy. The actions implemented by each site are prioritized on the basis of risk assessments in accordance with the "risk assessment and control" standard. A Health Indicator for Occupational Exposure (HICE) is monitored at Group level, allowing performance to be monitored in terms of the risks of exposure to noise and chemical agents.

The arrangement of workstations and their adaptation in case of limitation of the employee's working capacities are also central points of implementation of the policy. In France, for example, a detailed guide has been published to help employees with limited capacity for work to remain in employment with the Group, entitled "À Retenir" (Do not discard). Preventive programs and programs to promote health and well-being, as well as a "CARE by Saint-Gobain" program providing access to healthcare and social protection for employees and their families are deployed.

Recommendations concerning the organization of first aid for cardiac arrest and equipping entities with automatic external defibrillators were circulated.

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# Measuring exposure to health risks

Saint-Gobain has defined a risk control indicator for the health of its staff relating to its operations in line with its health standards.

Following the HICE (Health Indicator for Chronic Exposure) indicator targeting noise exposure "HICE Noise", a new indicator dedicated to exposure to chemical agents has been calculated since early 2023 "HICE Chemicals". These health indicators are applied to all sites affected by exposure to noise and/or chemical agents. They correspond to the degree of potential exposure to these health hazards and aim to promote the prioritization of actions to reduce risks of exposure for employees on the sites.

The "HICE Noise" indicator has been communicated twice a year to the Group's Executive Committee since its deployment in 2017. At the end of 2024, it stands at 12.9, which means that, on average, at each site, 12.9% of the work situations of employees and permanent subcontractors are subject to potential noise exposure. PPE is not taken into account in this figure. HICE Noise was equal to 14.5 in 2023.

The "HICE Chemicals" indicator also tracks the progress that remains to be made in assessing and reducing chemical exposures at each site. HICE is the percentage of potential exposure to hazardous substances that should be reduced. In 2024, 42% of sites had their risk assessment validated by a trained person in accordance with the Saint-Gobain requirements listed in the "Risk assessment and management" standard. The validators must have completed an e-learning course on "Boost!". For these sites, the HICE indicator is at 11.9, meaning that on average, on each site, 11.9% of the work situations of employees and permanent subcontractors are potentially exposed to chemical substances. PPE is not taken into account in this figure. For the remaining 58% of sites that need to start or improve their risk assessment, a default maximum exposure of 100% is considered.

# Risks associated with hazardous substances and products

Saint-Gobain is committed to reducing and controlling chemical risks (hazardous substances and products, dust). Three further tools have been developed to support the sites in managing chemical risks:

- the internal standard and its implementation guide on the assessment and control of the risk linked to chemical agents provides guidance to industrial sites how to conduct a periodic assessment of exposure to hazardous substances according to precise minimum rules. It is supplemented by risk management guides (ventilation and personal protective equipment, examples of chemical management and storage procedures, activity-specific product inventories, etc.) as well as training kits;
- the SBASE database provides a list of chemical substances and their classification, according to their level of danger on the basis of an internal classification system. This database is updated on an ongoing basis by internal and external experts in response to changes in the classification of the various regulatory frameworks, such as REACH in Europe;

- the SAFHEAR management tool allows each industrial site to prepare and document its own inventory of the chemical substances and products used and also potentially generated during industrial production processes. In the second phase, it allows sites to document the results of exposure assessments. These data are consolidated worldwide.

In addition, Saint-Gobain has developed a new "Control of EHS hazards and risks in innovation projects" standard listing the requirements to be met when developing new products. This standard is accompanied by an analysis tool for R&amp;D, Marketing and EHS teams to guide them in their decisions.

The inventory of products and substances used by Saint-Gobain entities is a continuous improvement process. At the end of 2024, 91% of the sites had used SAFHEAR to update their inventory. The Group's objective is to have 100% of its sites covered by an up-to-date inventory by the end of 2025.

Lastly, Saint-Gobain actively monitors updates to the European list of candidate substances for authorization or subject to authorization or restriction and anticipates the deadlines for authorization of substances, in order to fulfill its substitution and communication obligations with its customers.

In countries outside the European Union, subject to other chemical regulations such as the US "Toxic Substance Control Act," the Environmental Protection Act and the Chemicals Management Plan in Canada, or "China REACH" in China, the Group applies the regulations in force and monitors their evolution.

This cross-functional control of the management of chemical substances and products is also part of the product innovation and stakeholder information processes, particularly for consumers.

# Managing the risks of musculoskeletal disorders arising

A standard for assessing factors that may contribute to the occurrence of musculoskeletal disorders and a grid for detecting ergonomic factors were developed in 2021. The ergonomics standard lists the risk factors to be assessed and specifies the method for assessing these risks, in particular on the basis of international standards (for example, EN ISO 14738:2008 and ISO 11228-3). The detection checklist is an easy-to-use tool that lists the criteria to be assessed. It aims to identify improvements to be made to a work situation through a before/after rating.

The Group has a set of information and precautions as to the use of exoskeletons. A dedicated platform brings together the results of the work and recommendations of the INRS - the French national research and safety institute and the IFA - the institute for occupational health and safety of the German social insurance body covering accidents - to assess the use of exoskeletons for the prevention of musculoskeletal disorders (MSDs).

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# Monitoring occupational illnesses

Occupational illnesses recognized by the health authorities of each country are recorded in the EHS report. The processes for declaring and recognizing occupational diseases are not harmonized at a global level and therefore depend on regional legislation and processes in which the Group cannot interfere. It should be noted that the most serious occupational illnesses are linked to past exposure, often dating back some time, and that knowledge about it is of little use for prevention, even if each case reported is examined to this end.

To improve the reliability of reporting, an occupational diseases committee led by the country's HR Department monitors the quality of the data annually. These data are considered reliable in France and published annually.

# Well-being at work

Saint-Gobain attaches fundamental importance to physical health but also to the mental health of its employees, as outlined in the Group's new health policy. The Mental WellBeing (MWB) program was rolled out to all Group managers and concerns all employees. It takes the form of an interactive app and was designed to clarify the approach to preventing mental health issues and help managers optimize the psychological well-being of their teams. Each manager can build a tailored program for his or her team, monitor it and exchange it with other managers or share relevant best practices drawn from their experience. There are six action areas: management practices, change management, interpersonal environment, physical working environment, work/life balance and personal well-being skills.

This interactive tool is above all aimed at primary prevention practices and proposes best practices, collects those identified by teams worldwide and provides key information so that each team can implement them. Thus, specific programs can be initiated locally by linking specific issues and proposals for concrete actions to improve well-being at work. This concept was designed on the impetus of the Medical and Workplace Health Department and a multicultural working group, with a very diverse range of profiles (HR, EHS, communication, site officers, etc.) and with the involvement of social partners.

This approach is linked to the "human resources" pillar of the WCM excellence program (see section 2.1.3, p. 87). It is also embedded in the Saint-Gobain HR process: in the training provided by the school of management, the individual annual reviews for managers' forms, or in the specific questions in the yearly survey to measure employee engagement. A MWB indicator is produced annually from this survey, followed by documented action plans.

In 2023, the Medical and Workplace Health Department and Training department have designed an easily accessible e-learning course: the Mental Health Academy. It consists of 11 short, independent videos. They cover topics such as the role of the manager and the employee, detection, measurement and factors in psychological wellbeing, action plans, the challenges and the Group's ambition. They show the commitment of Top Management and aim to inspire awareness among all employees, enabling them to go further and take action for their own mental health, and that of others! Saint-Gobain has a responsibility to create a supportive work environment,

where early warning signs of mental health problems can be detected, and to provide the resources to respond. The Mental Health Academy encourages employees to take care of themselves, and managers to take care of their teams by adopting good practices and teaching them to recognize the early signs of trouble.

Generally speaking, the Group wishes to create a motivating and engaging work environment, respectful of the work/life balance for all employees. As such, flexible working and working from home are encouraged.

This platform is also a source of information on the general workplace mental health approach in four fundamental stages: training, awareness-raising, assessment, workplace best practices, support for people in hardship and monitoring of indicators and action plans.

This individual care can be provided by on-site psychologists, specialized external firms, or the in-house medical teams.

# The safety of our employees

Saint-Gobain ensures that all employees on its sites, including temporary workers and subcontractors, have safe working conditions and environments by identifying, reducing and controlling risks.

To support newly-acquired sites in their integration process, a checklist of the requirements to be met within six months, then two years, is made available to EHS managers and project managers in charge of that integration. Requirements may be stricter depending on the level of EHS maturity of the site to be integrated. Each integrated site is required to reach at least "beginner" level when evaluating its management system with the Saint-Gobain Mini-ISA audit checklist within two years of the integration period.

Saint-Gobain's safety commitment applies not only to its employees and temporary staff, but also to on-site subcontractors. A training and awareness-raising course on specific risks related to the presence of on-site subcontractors is offered to the teams of the sites. The buyer network is also involved in training and informing subcontractors on the security standards to be put in place and respected.

At the end of 2024, the TRIR (total recordable incident rate with and without lost time for Saint-Gobain employees, temporary workers and permanent subcontractors) was 1.4. It was 1.3 at the end of December 2023. The TRIR indicator has halved since 2017.

In 2024, 78% of the entities reported no occupational accidents (79% in 2023). The "Millionaires Club" comprises the most exemplary Group sites in terms of safety, with 1 million hours worked or five years without any accidents involving lost time for any of the individuals present on a site (employees, temporary workers, subcontractors, visitors, etc.). At the end of 2024, a total of 233 sites were in the "Millionaires Club," compared with 234 at the end of 2023. It values the entities that have the best results and that demonstrate to all that the objective of zero work-related accidents is possible. Among these sites, 92 are "Silver Millionaires" (with ten years without a lost-time accident) and 62 "Gold Millionaires" (with 15 years without a lost-time accident).

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At the highest level, the management has demonstrated its involvement in the development of a culture of safety within the Group. All meetings of the Board of Directors and the Executive Committee include a safety performance review. Operational management is responsible everywhere and guarantees all aspects of safety: objectives, action plans and performance measurement. To underline this commitment, part of managers' annual variable remuneration is based on actions and results in the area of safety. The performance of safety inspections and the application of safety standards are also considered.

To build on this result and sustain the overall effort, the TRIR indicator has been included in the criteria for the long-term remuneration plan since 2017 (see section 5.2.4.B, p. 317).

This approach affects all Saint-Gobain's businesses and endeavors to place safety at the heart of the Group's corporate culture. Reporting and processing are as follows for accidents with and without lost time. Other events, such as first aid, near misses and dangerous situations, are handled locally (reporting, analysis of causes, archiving, consolidation and communication).

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# B - Diversity and inclusion

Diversifying its teams ensures that Saint-Gobain is in tune with the world around it and understand its challenges, to be enriched by different skills and experience, while developing its capacity to innovate. To meet its diversity and inclusion targets, the Group is working to create an environment conducive to fairness and equality, crucial to employees' professional growth, while fostering training and the cohesion of high-performance operational teams. The main drivers of this strategy are managers leading by example and the policy of equal treatment in the fields of recruitment, vocational training and remuneration. Everywhere it operates, Saint-Gobain undertakes to promote inclusion and diversity in all its forms: gender, nationalities, training, career paths, generational diversity, disabilities and ethnic and social origins.

In addition, employees are asked a specific question on diversity and inclusion as part of the annual "me@Saint-Gobain" survey. In 2024, more than 90% of employees indicated that people were respected in the company regardless of their profile (gender, age, origin, sexual orientation, etc.).

The Group is strongly committed to the themes of diversity and inclusion, which are one of its priority CSR challenges. The requirements to be followed are defined at the global level, while action plans to support this vision are rolled out locally. An overall diversity indicator incorporating diversity of gender, nationality and professional experience is monitored annually. It is a performance component of Saint-Gobain's long-term remuneration plans for managers (see section 5.2.4, pp. 276-280). The Group is committed to maintaining a diversity index always above 90%, which remains the case in 2024 with a diversity index of 91.3% (see section 3.7.1.B.a, p. 220).

The increase in the gender diversity of teams is based on a deliberate recruitment policy and on action plans for occupational promotion, equal pay, training and work/life balance. Gender diversity objectives have been set: 30% female managers in 2025 (target of 25% reached in 2020) and 25% female senior executives in 2025. They are monitored each quarter by the Executive Committee. They have been developed by country and business units and are integrated into the performance criteria that determine the annual variable remuneration of senior executives. At Group level, each monthly meeting of the Human Resources Committee has a section dedicated to women with the aim of boosting career opportunities.

These objectives were strengthened in 2020 to promote the access of women to the management bodies of Saint-Gobain:

- 30% of women in the Group Executive Committee in 2025;
- an average of 30% of women in the Executive Committees of business units in 2025.

In terms of training, an e-learning document on awareness of gender diversity issues, entitled Gender Balance Awareness, has been drawn up in several languages and circulated to the human resources and management teams. This program was updated at the end of 2020 under a new e-learning format called Unconscious Bias.

Finally, in 2020, the parenting component of "CARE by Saint-Gobain" social protection program (see section 3.4.2, p. 168), was rolled out in all countries where the Group operates, with a guaranteed minimum of 14 weeks of maternity leave at full pay.

A systematic evaluation of the pay gap between women and men in equal positions is carried out. The ratios of the average pay gaps of Group employees are measured and published in section 3.4.4.C, p. 176. In 2024, the proportion of women managers rose from 28% to 28.6%. The Executive Committee consists of 31% female members (5 women out of 16 in 2024, compared with 4 out of 16 in 2020 and 4 out of 17 in 2019).

Saint-Gobain is a signatory to the Women's Empowerment Principles (WEP) since 2021, confirming its commitment to gender equality. Defined by the United Nations Global Compact, the WEP are a set of principles that aim to help companies to promote gender equality and women's empowerment in the workplace.

Likewise, insertion and retention of people with disabilities are important subjects for Saint-Gobain. First of all, disability awareness and training initiatives are in place in the various countries. Several subsidiaries offer workshops in partnership with specialized bodies. The Group also implements recruitment policies in partnership with various specialist agencies, applying a strict non-discrimination policy. For example, in France, several entities are in contact with ESATs (bodies promoting the inclusion of people with disabilities in society and the workplace) to support them in their efforts. One of Saint-Gobain's objectives is to make everyday life easier for employees with disabilities by adapting workstations and hours.

In terms of diversity and inclusion, Saint-Gobain's approach remains similar to that used to deploy the Group's HR policy: common values, policies and objectives, deployed by each country according to cultures and situations.

To develop a culture of inclusion, Saint-Gobain University has provided an e-learning program for managers on inclusive management. Saint-Gobain has also participated, along with other major French companies, in the production of a glossary in French and English which provides definitions and explanations of the main terms and concepts relating to diversity and inclusion.

Each region or country establishes a diagnosis which then enables it to set priorities and local plans. Potential types of discrimination are identified, and appropriate programs are put into place. Gender, disability, and ethnic and social origins are taken into consideration in the diagnosis.

To encourage pluridisciplinarity and diversity of nationalities, the emphasis is on the valuing of diverse career paths in the areas of expertise (marketing, research and development, etc.) and on equal opportunities for local profiles. In terms of generational diversity, Saint-Gobain ensures that the age pyramid of its employees is balanced, giving young people as well as older employees their full place. Particular attention is paid to integration programs for young people.

Programs to educate teams about difference and training programs to avoid unconscious bias when recruiting are also deployed.

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In 2024, Saint-Gobain created the DEI Lab Accelerator, a centralized working group aimed at accelerating diversity, equity and inclusion (DEI) initiatives. This laboratory brings together managers invested in these subjects, and its objectives are to set new targets and trial innovative practices in terms of DEI, engage top management and obtain an overview of diversity worldwide, and actively promote actions boosting DEI culture and coordinate these initiatives at Group level. Diversity, equity and inclusion are key to Saint-Gobain's long-term growth. Recruitment practices are changing, with a greater emphasis on diversity and work/life balance. The DEI Lab Accelerator aims to attract and retain talent, increase innovation and creativity, and reduce biases to adopt more inclusive behaviors.

In 2023, Saint-Gobain in Brazil, in partnership with the NGO Atados, launched a program - ATIVA - which offers scholarships and comprehensive support to young women for technical and university training.

In 2024, Saint-Gobain India launched an event called "IGNITE" - Impacting Growth, Nurturing Inclusion, Talent and Equity - rewarding actions in favor of diversity, equity and inclusion.

## 3.4.3 COMMUNITY ENGAGEMENT

The communities affected by Saint-Gobain's operations can be divided into three categories:

- local communities that are geographically close to Saint-Gobain sites, including residents in the vicinity of industrial sites;
- fragile populations, among which sub-groups particularly exposed to negative impact risks have been defined: populations living in poverty, migrants and refugees, women, other minorities;
- indigenous populations (see section 3.4.5.A, p. 184).

Communities near the Group's industrial sites are exposed to specific risks associated with the safety of the facilities, in particular the risks of accidental pollution or industrial accidents. The risk prevention program is described in section 3.1.5.B.b Industrial and distribution risk prevention policy, p. 116.

In 2022, Saint-Gobain launched a program called "Build Change" to federate commitment around two priorities:

- supporting the youth training in the construction sector;
- promoting access to decent and sustainable housing.

This program encourages young people, especially the most disadvantaged, to join the construction industry, which in many countries is facing labor shortages.

Similarly, there is a chronic lack of decent housing for the most disadvantaged populations. Improving access to insulated housing also allows these vulnerable populations to reduce their energy bills and improve comfort.

While the Build Change program guides part of the actions, each country undertakes supplementary programs to support vulnerable populations in local communities.

## A - Supporting vulnerable populations

Saint-Gobain's organization is decentralized and each entity defines its own programs and initiatives for vulnerable populations. Depending on circumstances, these initiatives can be grouped into local Foundations such as in the United States and India, or engagement programs such as in Brazil and South Africa.

At central level, the Saint-Gobain International Corporate Foundation's mission is to help finance solidarity initiatives sponsored by Group employees and associations. These philanthropic projects must be aimed at disadvantaged populations and focus on:

- the professional integration of young adults in difficulty;
- the construction, improvement or renovation, in the general interest, of living spaces for people in precarious situations, contributing in particular to reducing energy consumption and preserving the environment.

The Foundation provides direct financial support to the projects selected, thanks to an annual endowment of €2 million invested in the projects. At the same time, employee sponsors facilitate associations' access to additional partnerships involving the donation of materials, access to technical expertise, particularly as regards energy efficiency, and the organization of volunteer work. In 2024, 41 projects in 13 countries where Saint-Gobain is present were supported by the Foundation, bringing the number of projects supported since its creation in 2008 to 428 in 42 countries.

Some countries have also set up Foundations to support local initiatives, particularly in the USA, India and Poland. In India, the Saint-Gobain India Foundation supports more than 9,500 young girls in targeted education programs. Saint-Gobain has also developed programs to accompany young people from rural areas.

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In emergency situations, Saint-Gobain's local teams mobilize to support the populations affected. For example, since the beginning of the conflict, Saint-Gobain teams in Poland have continued to mobilize to help Ukrainians.

For several years now, emergencies linked to natural disasters or events linked to climate change have been multiplying: earthquakes in Turkey in February 2023, in Morocco in September, torrential rains in Brazil in May 2024 and in Spain at the end of October 2024. Each country, with the Group's support and the help of local non-profit associations, organizes support programs for the most severely affected populations, including, depending on the situation, emergency aid in the form of basic necessities, and assistance with emergency rehousing or reconstruction.

Countries are also developing programs for vulnerable populations in local communities. In 2024, Saint-Gobain, both centrally and in the countries, gave almost €22 million, in the form of financial donations or donations of materials.

## B - Training for the construction business lines to accelerate the transition to sustainable construction

### a. Train our customers' employees

Training programs for our customers' employees are developed in most countries where Saint-Gobain operates. In France, a complete training catalog, via e-learning or face-to-face, is available for all customers of the Group. The Isover, Placo® and Weber's teams offer programs led by experts trained in teaching methods. Some of the courses are certifiable. In Brazil, a complete offer regrouping 17 programs is deployed under the form of 285 sessions per year. Finally, in some countries, Saint-Gobain teams travel to worksites. This is the case for Weber teams in France and certain training courses in Morocco.

Saint-Gobain PAM has also set up a "customer school" offering a range of training courses on the water and wastewater business lines. These courses can be given on site.

### b. Train a qualified workforce

In North America, the Group has developed a partnership with the NGO YouthBuildUSA to meet a twofold ambition: to provide training in the sustainable housing industry to young people who have dropped out of school while at the same time enabling them to obtain a high school diploma. Since 2011, the Group has been helping to integrate young people into the construction industry and raise their awareness of the sector.

Likewise, Saint-Gobain UK &amp; Ireland supports Barnardo's YouthBuild Academy, which aims to train unemployed young people in building trades at a time when the construction industry is facing labor shortages.

Efforts are being made in South Africa to overcome the shortage of skills in roofing and partition installation through the "Saint-Gobain YouthBuild Academy." This training program, launched in 2003 and financially supported since 2016 by YouthBuild International, aims to share the know-how of Group employees with unemployed young people from disadvantaged communities, through a combination of theoretical courses and the achievement of a local renovation project. The "Saint-Gobain YouthBuild Academy" is the only CETA (Construction Education Training Authority) accredited training provider with accreditation to facilitate the National Certificate: Ceiling &amp; Partition Installation NQF 3. The Group sustainably supports youth employment while contributing to the dynamism of its business sector. Since its creation, about 1,000 people have benefited from this program.

Since November 2021, Saint-Gobain in Morocco developed its own academy with the same objective of training young people in the building trades and in particular in the evolution of techniques related to sustainable construction. Qualifying training courses are provided in three training centers.

In France since 2022, Saint-Gobain has developed a network of schools that train qualified workers for jobs in the construction sector where supply is short. The specialized banners have formed partnerships with apprentice training centers to develop professional training courses, such as the roofing school for roofers set up by Asturienne, the builder's school set up by Point.P and the thermal engineering school, 19 °C, set up by CEDEO, along with the CARRE school opened by SFIC in 2024. Training programs are deployed region by region. By the end of 2024, 65 classes were opened and 650 apprentices recruited. The target is to train 2,500 trade professionals by 2028.

Several professional training programs are on offer in India. For example, the Gyproc Academy has trained more than 1,150 young people since its creation in 2013, with a placement rate of over 90%.

For many years, Saint-Gobain has been supporting craft trades by being a partner of Worldskills France, the trades competition that enables young professionals from all over the world to showcase their skills. For the 2024 edition, in line with the actions taken to raise awareness, promote and train future generations of roofers, masons and plumbers with the Ecole du Toit, L'école des Batisseurs and 19° L'Ecole du génie climatique respectively, the Asturienne, POINT.P and CEDEO builders' merchants, like Placo®, have supported building trades competitors by donating equipment to enable them to compete in the best possible conditions.

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# 3.4.4 2024 PERFORMANCE AND OUTLOOK (SOCIAL)

The strong engagement of the teams was further demonstrated by the satisfaction survey carried out in 2024, with a record participation rate of 89% (over 125,000 employees) and a stable and remarkable level of employee engagement at 83% which is the highest in the sector (by 10 percentage points).

- Headcount trends: after a sharp fall in 2023 due to the disposal of the materials trading business in the UK, year-end headcount was up slightly on 2023, reaching just over 169,000 (including temporary staff).
- At the end of 2024, the Group's workforce distribution is in line with its strategic development, with an increase in the number of employees in Australia following the acquisition of CSR, and in the construction chemicals businesses. France, the United States, Brazil and India remain the Group's main markets.
- Health and Safety: In terms of safety, TRAR results, including subcontractors and temporary staff, deteriorated slightly in 2024, from 1.3 to 1.4, mainly due to the integration of acquisitions and the time required for them to adopt the Group's safety standards and culture.

- Training and personal development: more than 91% of employees had access to training in 2023, either face-to-face or in a digital format, and almost two-thirds of the Group (managers and non-managers) carried out an annual appraisal with their manager during the year.
- Diversity: with 28.6% of managers and 26.8% of senior managers female in 2024, Saint-Gobain is on track to meet its target of 30% female managers by 2025 and has achieved its goal of 25% female senior managers a year ahead of schedule.
- Since the December 2023, employees benefit from the "CARE by Saint-Gobain" social protection program, which offers defined benefits to meet essential, day-to-day health needs and to support key moments in family life, particularly maternity and paternity leave. Acquired companies undertake to implement the program within a maximum of three years. In addition, the Group continues to support projects through its foundation and local initiatives (see section 3.4.3, p. 174) and this contribution reached nearly €22 million in 2024 in all the countries where we operate.

|  OBJECTIVES | Deadline | 2024 data | 2023 data | 2022 data | Baseline | Progress  |
| --- | --- | --- | --- | --- | --- | --- |
|  Decrease TRAR to 1.5 (baseline 2017) * | 2030 | 1.4 | 1.3 | 1.5 | 2.6 | +112 %  |
|  100% of industrial sites covered by a chemical inventory "SAFHEAR" | 2025 | 91.0% | 87.0% | 81.0% |  | +91 %  |
|  Exceed employee engagement rate benchmark every year (>73%) | Annual | 84.0% | 83.0% | 84.0% | 73.0% | +100 %  |
|  100% coverage of the "CARE" program | Annual | 100.0% | 100.0% | 100.0% |  | +100 %  |
|  30% of women managers | 2025 | 28.6% | 28.0% | 27.4% | 30.0% | +95 %  |
|  25% of women senior managers | 2025 | 26.8% | 24.8% | 24.0% | 25.0% | +107 %  |
|  40% of women managers hired | 2025 | 34.8% | 33.1% | 34.9% | 40.0% | +87 %  |
|  Maintain diversity index above 90% | Annual | 91.3% | 91.0% | 91.8% | 90.0% | +101 %  |
|  100% of countries have a community assistance program | 2025 | 95.8% | 91.7% | 84.0% |  | +96 %  |

* Frequency accident rate, with and without lost time, per million hours worked for employees, temporary workers and permanent subcontractors.

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|  HEALTH – SAFETY | 2024 | 2023 | 2022 | ESRS-DR | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Number of recordable work-related accidents in own workforce | 479 | 439 | 563 | S1-14 | 403-9 | 3;8  |
|  Number of recordable work-related accidents (employees) | 395 | 352 | 465 | S1-14 | 403-9 | 3;8  |
|  Number of recordable work-related accidents (non-employees) | 84 | 87 | 98 | S1-14 | 403-9 | 3;8  |
|  Number of fatal incidents connected with the work of Saint-Gobain employees | 0 | 0 | 2 | S1-14 | 403-9 | 3;8  |
|  Number of fatal incidents connected with the work of Saint-Gobain non-employees | 0 | 2 | 1 | S1-14 | 403-9 | 3;8  |
|  of which connected to sub-contractors | 0 | 2 | 1 | S1-14 | 403-9 | 3;8  |
|  of which connected to temporary workers | 0 | 0 | 0 | S1-14 | 403-9 | 3;8  |
|  of which connected to third parties | 0 | 0 | 0 | S1-14 | 403-9 | 3;8  |
|  Group accident frequency rate (TRAR*) (employees, temporary workers and permanent subcontractors) | 1.4 | 1.3 | 1.5 | S1-14 | 403-9 | 3;8  |
|  Group accident frequency rate (TRAR*) (employees) | 1.4 | 1.3 | 1.6 | S1-14 | 403-9 | 3;8  |
|  Group accident frequency rate (TRAR*) (non-employees) | 1.1 | 1.2 | 1.3 | S1-14 | 403-9 | 3;8  |
|  Total recordable accident rate with lost time of more than 24 hours (employees, temporary workers and permanent subcontractors) | 0.8 | 0.8 | 1.0 | S1-14 | 403-9 | 3;8  |
|  Accident rate with lost time of more than 24 hours employees | 0.8 |  |  | S1-14 | 403-9 | 3;8  |
|  Accident rate with lost time of more than 24 hours non-employees | 0.7 |  |  | S1-14 | 403-9 | 3;8  |
|  Group accident severity rate (employees) | 0.04 | 0.05 | 0.05 | S1-14 | 403-10 | 3;8  |
|  Health & care |  |  |  |  |  |   |
|  Number of occupational illnesses in the Group** | 128 | 101 | 107 | S1-14 | 403-10 | 3;8  |
|  Number of occupational illnesses in France | 71 | 65 | 80 | S1-14 | 403-10 | 3;8  |
|  Absenteeism rate | 4.0 % | 4.0 % | 4.0 % | S1-14 |  | 3;8  |
|  Percentage of employees covered by health and safety management system | 100.0 % | 100.0 % | 100.0 % | S1-14 |  |   |
|  Percentage of industrial sites covered by a chemical inventory (SAFHEAR) | 91.0 % | 87.0 % | 81.0 % | S1-14 |  |   |
|  Number of Health & Safety certified sites at the actual scope (OHSAS 18001 – ILO OSH 2001 – ISO 45001) | 461 | 372 | 387 | S1-14 | 403-8 | 3;8  |
|  Percentage of employees covered | 32.1 % | 33.0 % | 32.0 % | S1-14 | 403-8 | 3;8  |
|  Percentage of sites offering medical inspections at comparable scope | 84.9 % | 80.0 % | 82.0 % | S1-14 |  | 3;8  |
|  Support |  |  |  |  |  |   |
|  Education, training, advising, prevention and risk control programs to assist employees in the event of severe illness | YES | YES | YES | S1-14 | 403-1 | 3;8  |
|  Extension of the program to families | Advice & assistance in case of severe accident | Advice & assistance in case of severe accident | Advice & assistance in case of severe accident | S1-14 | 403-1 | 3;8  |
|  Extension of the program to communities | Sometimes in collaboration with association | Sometimes in collaboration with association | Sometimes in collaboration with association | S1-14 | 403-1 | 3;8  |
|  Proportion of health and safety signed and active agreements with employee representatives*** | 25.2% | 24.5% | 25.9% | S1-14 | 403-4 | 3;8  |

* Frequency accident rate, with and without lost time, per million hours worked for employees, temporary workers and permanent subcontractors.
** Estimations.
*** Value includes all active agreements that include a health and safety dimension.

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|  EMPLOYMENT | 2024 | 2023 | 2022 | ESRS-DR | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Own workforce - Headcount at year-end  |   |   |   |   |   |   |
|  Headcount at year-end including temporary workers | 169,637 | 168,508 | 175,792 | S1-6 | 403-9 | 8  |
|  End of year Headcount - employees | 161,482 | 159,145 | 167,665 | S1-6 | 403-9 | 8  |
|  End of year headcount - temporary workers | 8,155 | 9,363 | 8,127 | S1-7 | 403-9 | 8  |
|  Percentage of Blue Collar | 41.6% | 42.5% | 41.0% | S1-6 | 403-9 | 8  |
|  Own workforce - average headcount  |   |   |   |   |   |   |
|  Average headcount including temporary workers | 169,446 | 170,569 | 177,379 | S1-6 | 403-9 | 8  |
|  Average headcount - employees | 160,733 | 159,145 | 167,665 | S1-6 | 403-9 | 8  |
|  Average headcount - temporary workers | 8,713 | 8,891 | 8,653 | S1-7 | 403-9 | 8  |
|  Own workforce - end of year  |   |   |   |   |   |   |
|  Permanent contracts in absolute value * | 147,601 | 142,804 | 150,386 | S1-6 | 403-9 | 8  |
|  Fixed-term contracts in absolute value * | 13,881 | 8,314 | 10,325 | S1-6 | 403-9 | 8  |
|  Non-guaranteed hours employees | NS | NS | NS | S1-6 |  |   |
|  Percentage of permanent contracts in the headcount excluding temporary workers | 91.4% | 94.5% | 93.6% | S1-6 | 403-9 | 8  |
|  Percentage of fixed-term contracts in the headcount excluding temporary workers | 8.6% | 5.5% | 6.4% | S1-6 | 403-9 | 8  |
|  Temporary working hours rate | 5.7% | 5.7% | 4.6% | S1-6 | 403-9 | 8  |
|  Percentage of temporary workers (fixed-term employees and temporary workers) | 13.0% | 11.0% | 10.8% | S1-6 | 403-9 | 8  |
|  Organization of working time  |   |   |   |   |   |   |
|  Percentage headcount at Full-time employment | 96.2% | 96.3% | 95.5% | S1-6 | 403-9 | 8  |
|  Percentage headcount at Part-time employment | 3.8% | 3.7% | 4.5% | S1-6 | 403-9 | 8  |
|  Overtime rate | 3.4% | 3.5% | 4.9% | S1-6 | 403-9 | 8  |
|  Breakdown of headcount by country (most significant countries)  |   |   |   |   |   |   |
|  France (number) | 36,242 | 37,557 | 39,355 | S1-6 |  |   |
|  France (percentage) | 22.4% | 23.6% | 23.5% | S1-6 | 403-9 | 8  |
|  United States | 9.6% | 9.7% | 9.0% | S1-6 | 403-9 | 8  |
|  United Kingdom | 2.7% | 3.1% | 8.2% | S1-6 | 403-9 | 8  |
|  Brazil | 7.3% | 7.4% | 7.5% | S1-6 | 403-9 | 8  |
|  Germany | 5.2% | 5.4% | 5.2% | S1-6 | 403-9 | 8  |
|  India | 6.1% | 5.9% | 4.9% | S1-6 | 403-9 | 8  |
|  Mexico | 4.8% | 4.8% | 4.8% | S1-6 | 403-9 | 8  |
|  Poland | 4.3% | 4.3% | 4.1% | S1-6 | 403-9 | 8  |
|  China | 3.7% | 3.8% | 3.5% | S1-6 | 403-9 | 8  |
|  Norway | 3.3% | 3.5% | 3.3% | S1-6 | 403-9 | 8  |
|  Czechia | 2.6% | 2.6% | 2.7% | S1-6 | 403-9 | 8  |
|  Sweden | 2.5% | 2.7% | 2.6% | S1-6 | 403-9 | 8  |
|  Annual change in headcount by country (most significant countries)  |   |   |   |   |   |   |
|  France | -3.5% | -4.6% | 4.6% | S1-6 | 403-9 | 8  |
|  United States | 0.3% | -8.6% | 2.5% | S1-6 | 403-9 | 8  |
|  United Kingdom | -11.0% | -64.6% | -10.7% | S1-6 | 403-9 | 8  |
|  Brazil | -0.1% | -6.0% | -6.1% | S1-6 | 403-9 | 8  |
|  Germany | -2.4% | -1.6% | -2.0% | S1-6 | 403-9 | 8  |
|  India | 5.3% | 14.1% | 16.1% | S1-6 | 403-9 | 8  |
|  Mexico | 0.8% | -4.0% | 10.4% | S1-6 | 403-9 | 8  |
|  Poland | 1.2% | 1.1% | -8.6% | S1-6 | 403-9 | 8  |
|  China | -0.9% | 2.4% | 7.7% | S1-6 | 403-9 | 8  |
|  Norway | -5.3% | 0.5% | 5.7% | S1-6 | 403-9 | 8  |
|  Czechia | +1.7% | -9.1% | +2.2% | S1-6 | 403-9 | 8  |
|  Sweden | -3.0% | -3.6% | +5.1% | S1-6 | 403-9 | 8  |
|  Average temporary headcount (breakdown by geographical region)  |   |   |   |   |   |   |
|  North America | +4.5% | +4.4% | +4.8% | S1-7 | 403-9 | 8  |
|  South America | +4.0% | +9.4% | +9.0% | S1-7 | 403-9 | 8  |
|  Northern Europe | +18.7% | +17.9% | +21.3% | S1-7 | 403-9 | 8  |
|  Asia-Pacific | +39.1% | +34.7% | +27.2% | S1-7 | 403-9 | 8  |
|  Southern Europe, Middle East, Africa | +33.7% | +33.6% | +37.7% | S1-7 | 403-9 | 8  |

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|  HIRING** | 2024 | 2023 | 2022 | ESRS | GRI | ODD  |
| --- | --- | --- | --- | --- | --- | --- |
|  Hires | 25,540 | 24,935 | 33,663 | S1-6 | 401-1 | 8  |
|  Hiring rate | 16.6% | 16.3% | 20.7% | S1-6 | 401-1 | 8  |
|  **Breakdown of new hires by type of contract** |  |  |  |  |  |   |
|  External hires: permanent contract hires in absolute value | 16,017 | 17,234 | 23,035 | S1-6 | 401-1 | 8  |
|  External hires: percentage of permanent hires | 62.7% | 69.1% | 68.4% | S1-6 | 401-1 | 8  |
|  External hires: fixed-term contract hires in absolute value | 9,523 | 7,701 | 10,628 | S1-6 | 401-1 | 8  |
|  External hires: percentage of hires on fixed-term contracts | 37.3% | 30.9% | 31.6% | S1-6 | 401-1 | 8  |
|  Internal hires: fixed-term contracts converted to permanent contracts in absolute value | 3,073 | 3,444 | 3,803 | S1-6 | 401-1 | 8  |
|  Internal hires: percentage of fixed-term employment contracts converted into permanent contract | 25.5% | 38.1% | 36.2% | S1-6 | 401-1 | 8  |
|  **Hiring rate by gender** |  |  |  |  |  |   |
|  Men | 71.8% | 71.7% | 72.5% | S1-9 | 401-1 | 5 ; 8 ; 10  |
|  Women | 28.2% | 28.3% | 27.5% | S1-9 | 401-1 | 5 ; 8 ; 10  |
|  **Breakdown of executive recruitment by gender** |  |  |  |  |  |   |
|  Share of men in executive recruitment | 65.2% | 66.9% | 65.1% | S1-9 | 401-1 | 5 ; 8 ; 10  |
|  Share of women in executive recruitment | 34.8% | 33.1% | 34.9% | S1-9 |  |   |
|  **Breakdown of hires by age** |  |  |  |  |  |   |
|  < 30 years old | 48.1% | 47.8% | 46.5% | S1-9 | 401-1 | 8 ; 10  |
|  30-50 years old | 43.3% | 43.9% | 44.4% | S1-9 | 401-1 | 8 ; 10  |
|  > 50 years old | 8.6% | 8.3% | 9.1% | S1-9 | 401-1 | 8 ; 10  |
|  **Breakdown of hires by geographical region** |  |  |  |  |  |   |
|  North America | 15.8% | 14.6% | 14.1% | S1-9 | 401-1 | 8  |
|  South America | 18.8% | 17.1% | 16.0% | S1-9 | 401-1 | 8  |
|  Asia-Pacific | 12.6% | 14.6% | 11.3% | S1-9 | 401-1 | 8  |
|  Northern Europe | 24.6% | 24.9% | 32.4% | S1-9 | 401-1 | 8  |
|  Southern Europe, Middle East, Africa | 28.2% | 28.8% | 26.2% | S1-9 | 401-1 | 8  |

** Restricted perimeter (see note on methodology section 3.7.1, p. 219).

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|  DEPARTURES** | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Departures on permanent and fixed-term contracts | 25,799 | 27,024 | 29,632 | S1-6 | 401-1 | 8  |
|  Of which layoffs | 7,554 | 8,202 | 8,609 | S1-6 | 401-1 | 8  |
|  Of which resignations | 11,691 | 12,062 | 13,966 | S1-6 | 401-1 | 8  |
|  Including others (retirements and end of contract) | 6,554 | 6,760 | 7,057 | S1-6 | 401-1 | 8  |
|  Rate of employee turnover | 16.8 % | 17.6 % | 18.2 % | S1-6 |  |   |
|  Breakdown of departures by gender  |   |   |   |   |   |   |
|  Men | 73.6% | 73.6% | 73.9% | S1-6 | 401-1 | 5; 8; 10  |
|  Women | 26.4% | 26.4% | 26.1% | S1-6 | 401-1 | 5; 8; 10  |
|  Breakdown of departures by age  |   |   |   |   |   |   |
|  < 30 years old | 35.4% | 34.8% | 35.6% | S1-6 | 401-1 | 8; 10  |
|  30-50 years old | 44.9% | 46.0% | 45.5% | S1-6 | 401-1 | 8; 10  |
|  > 50 years old | 19.7% | 19.2% | 18.9% | S1-6 | 401-1 | 8; 10  |
|  Breakdown of departures by geographical region  |   |   |   |   |   |   |
|  North America | 15.3% | 14.4% | 14.4% | S1-6 | 401-1 | 8  |
|  South America | 19.5% | 20.6% | 19.6% | S1-6 | 401-1 | 8  |
|  Asia-Pacific | 9.8% | 8.9% | 8.7% | S1-6 | 401-1 | 8  |
|  Northern Europe | 25.5% | 26.4% | 30.2% | S1-6 | 401-1 | 8  |
|  Southern Europe, Middle East, Africa | 29.9% | 29.7% | 27.1% | S1-6 | 401-1 | 8  |
|  LAYOFFS** | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Rate of layoffs of permanent and fixed-term contracts | 4.9% | 5.3% | 5.3% | S1-6 | 401-1 | 8  |
|  Breakdown of layoffs by type of contract  |   |   |   |   |   |   |
|  Permanent contract | 87.7% | 88.3% | 83.5% | S1-6 | 401-1 | 8  |
|  Fixed-term contract | 12.3% | 11.7% | 16.5% | S1-6 | 401-1 | 8  |
|  Breakdown of manager layoffs by gender  |   |   |   |   |   |   |
|  Men | 71.9% | 74.8% | 71.9% | S1-6 | 401-1 | 5; 8; 10  |
|  Women | 28.1% | 25.2% | 28.1% | S1-6 | 401-1 | 5; 8; 10  |
|  Breakdown of layoffs by geographical region  |   |   |   |   |   |   |
|  North America | 26.5% | 23.6% | 20.9% | S1-6 | 401-1 | 8  |
|  South America | 28.6% | 34.4% | 29.6% | S1-6 | 401-1 | 8  |
|  Asia-Pacific | 3.4% | 2.9% | 3.5% | S1-6 | 401-1 | 8  |
|  Northern Europe | 18.1% | 15.1% | 19.8% | S1-6 | 401-1 | 8  |
|  Southern Europe, Middle East, Africa | 23.4% | 24.0% | 26.2% | S1-6 | 401-1 | 8  |
|  RESIGNATIONS** | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Resignation rate, permanent and fixed-term | 7.6% | 7.9% | 8.6% | S1-6 | 401-1 | 8  |
|  Breakdown of resignations by gender  |   |   |   |   |   |   |
|  Men | 73.4% | 73.4% | 73.1% | S1-6 | 401-1 | 5; 8; 10  |
|  Women | 26.6% | 26.6% | 26.9% | S1-6 | 401-1 | 5; 8; 10  |
|  Breakdown of resignations by seniority  |   |   |   |   |   |   |
|  Less than 1 year | 29.9% | 31.0% | 36.5% | S1-6 | 401-1 | 8  |
|  1-4 years | 43.4% | 42.8% | 39.8% | S1-6 | 401-1 | 8  |
|  5-14 years | 19.5% | 19.2% | 18.4% | S1-6 | 401-1 | 8  |
|  15-24 years | 4.9% | 4.9% | 4.2% | S1-6 | 401-1 | 8  |
|  25-34 years | 1.4% | 1.2% | 0.9% | S1-6 | 401-1 | 8  |
|  > 34 years | 0.9% | 0.9% | 0.2% | S1-6 | 401-1 | 8  |

* Non-comparable data due to change in scope of consolidation (see note on methodology section 3.7.1, p. 219)
** Restricted perimeter (see note on methodology section 3.7.1, p. 219)

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|  DIVERSITY | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Diversity index (objective to maintain above 90%) | 91.3% | 91.0% | 91.8% | S1-9 |  |   |
|  **Gender diversity** |  |  |  |  |  |   |
|  Number of women in the headcount end of year | 39,497 | 38,476 | 39,672 | S1-6 | 405-1 | 5; 8; 10  |
|  Number of men in the headcount end of year | 121,976 | 120,665 | 127,993 | S1-6 | 405-1 | 5; 8; 10  |
|  Number of people identifying as other in the headcount end of year | 9 | 4 | N/A | S1-6 | 405-1 | 5; 8; 10  |
|  **Percentage of women in the headcount:** |  |  |  |  |  |   |
|  Percentage of women in the headcount at the end of the year | 24.5% | 24.2% | 23.7% | S1-6 | 405-1 | 5; 8; 10  |
|  Percentage of men in the headcount at the end of the year | 75.5% |  |  | S1-6 | 405-1 | 5; 8; 10  |
|  **Breakdown by type of contract** |  |  |  |  |  |   |
|  Share of women in the permanent headcount contract | 23.9% | 23.9% |  | S1-6 | 405-1 | 5; 8; 10  |
|  Share of women in the fixed term contract | 30.7% | 29.8% |  | S1-6 | 405-1 | 5; 8; 10  |
|  **Percentage of women in top management:** |  |  |  |  |  |   |
|  Number of women senior managers | 40 |  |  | S1-9 | 405-1 | 5; 8; 10  |
|  Female managers in the total managerial headcount (target: 30% by 2025) | 28.6% | 28.0% | 27.4% | S1-9 | 405-1 | 5; 8; 10  |
|  Female managers in the total managerial headcount (target: 30% by 2025) | 32.1% | 30.7% | 32.4% | S1-9 | 405-1 | 5; 8; 10  |
|  Promotion of female managers among all management promotions | 34.8% | 33.1% | 34.9% | S1-9 | 401-1 | 5; 8; 10  |
|  *indicators regarding executive and board diversity are included in the governance tab  |   |   |   |   |   |   |
|  **Equal treatment**** |  |  |  |  |  |   |
|  Gender pay gap (employees - average basic wage) | 0.95 | 0.95 | 0.95 | S1-16 | 405-2 | 5; 8; 10  |
|  Gender pay gap (employees - total compensation) | 0.91 | 0.92 | 0.92 | S1-16 |  |   |
|  Percentage of women in the top pay quartile | 19.0% | 19.7% | 18.8% | S1-16 | 405-2 | 5; 8; 10  |
|  Percentage of women in the upper middle pay quartile | 22.4% | 21.4% | 21.1% | S1-16 | 405-2 | 5; 8; 10  |
|  Percentage of women in the lower middle pay quartile | 23.9% | 24.0% | 22.3% | S1-16 | 405-2 | 5; 8; 10  |
|  Percentage of women in the lower pay quartile | 24.5% | 24.3% | 24.0% | S1-16 | 405-2 | 5; 8; 10  |
|  **Generational diversity** |  |  |  |  |  |   |
|  **Distribution of employees by age group**** |  |  |  |  |  |   |
|  < 30 years old | 26,081 | 26,130 | 28,725 | S1-9 | 405-1 | 8; 10  |
|  30-50 years old | 84,117 | 83,505 | 88,461 | S1-9 | 405-1 | 8; 10  |
|  > 50 years old | 39,989 | 39,060 | 41,070 | S1-9 | 405-1 | 8; 10  |
|  Share of headcount < 30 years old | 17.4% | 17.5% | 18.2% | S1-9 | 405-1 | 8; 10  |
|  Share of headcount 30-50 years old | 56.0% | 56.2% | 55.9% | S1-9 | 405-1 | 8; 10  |
|  Share of headcount > 50 years old | 26.6% | 26.3% | 26.0% | S1-9 | 405-1 | 8; 10  |
|  **Breakdown of headcount by seniority** |  |  |  |  |  |   |
|  Less than 1 year | 11.1% | 10.9% | 13.8% | S1-9 | 405-1 | 8; 10  |
|  1-4 years | 29.3% | 29.6% | 28.6% | S1-9 | 405-1 | 8; 10  |
|  5-14 years | 31.2% | 29.8% | 28.9% | S1-9 | 405-1 | 8; 10  |
|  15-24 years | 17.8% | 19.1% | 18.7% | S1-9 | 405-1 | 8; 10  |
|  25-34 years | 7.7% | 7.8% | 7.5% | S1-9 | 405-1 | 8; 10  |
|  > 34 years | 2.9% | 2.8% | 2.5% | S1-9 | 405-1 | 8; 10  |
|  **Disability** |  |  |  |  |  |   |
|  Percentage of employees with disabilities | 2.2% | 2.0% | 1.9% | S1-12 | 405-1 | 8; 10  |

**Restricted perimeter (see note on methodology section 3.7.1, p. 219).**

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|  TALENT DEVELOPMENT | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Training |  |  |  |  |  |   |
|  Proportion of payroll of training investment | 0.4% | 0.47% | 0.44% | S1-13 | 404-1 | 4  |
|  Employees who received training during the year (target: 100% by 2025) | 91.2% | 92.6% | 89.2% | S1-13 | 404-1 | 4  |
|  Male | 94.2% |  |  | S1-13 | 404-1 | 4  |
|  Female | 90.3% |  |  | S1-13 | 404-1 | 4  |
|  Other | 0.0% |  |  | S1-13 | 404-1 | 4  |
|  Average number of training hours per employee per year | 17.5 heures | 18.2 heures | 17.2 heures | S1-13 | 404-1 | 4  |
|  Male | 17.3 heures | 17.7 heures | 16.7 heures | S1-13 | 404-1 | 4  |
|  Female | 17.9 heures | 19.7 heures | 18.7 heures | S1-13 | 404-1 | 4  |
|  Other | 0.0 heure |  |  | S1-13 | 404-1 | 4  |
|  Share of technical and EHS training | 77.9% | 70.6% | 64.2% | S1-13 | 404-1 | 4  |
|  EMPLOYEE'S ENGAGEMENT | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Annual employee satisfaction survey (me@Saint-Gobain): |  |  |  |  |  |   |
|  Participation rate | 89.0% | 87.0% | 84.0% | S1-13 | 404-3 | 3 ; 8  |
|  Engagement rate (target above benchmark every year >73%) | 84.0% | 83.0% | 84.0% | S1-13 | 404-3 |   |
|  Recommendation rate | 85.0% | 85.0% | 86.0% | S1-13 | 404-3 | 3 ; 8  |
|  Annual reviews |  |  |  |  |  |   |
|  Proportion of employees who had annual reviews | 70.2% | 72.9% | 64.0% | S1-13 | 404-3 | 8  |
|  Proportion of non-managers who had annual reviews | 64.2% | 67.8% | 58.1% | S1-13 | 404-3 | 8  |
|  Proportion of managers who had annual reviews | 94.9% | 94.5% | 91.0% | S1-13 | 404-3 | 8  |
|  Social dialogue |  |  |  |  |  |   |
|  Percentage of employees with employee representation | 65.5% | 69.3% | 68.3% | S1-8 | 402-1 | 8 ; 16  |
|  Percentage of Group employees covered by a collective bargaining agreement | 68.3% | 70.8% | 67.5% | S1-8 | 402-1 | 8 ; 16  |
|  Number of collective agreements with employee representatives | 3,120 | 3,131 | 3,109 | S1-8 | 402-1 | 8 ; 16  |
|  Minimum prior notice period before any organizational change | 2 weeks to several months depending on countries | 2 weeks to several months depending on countries | 2 weeks to several months depending on countries | S1-8 | 402-1 | 8 ; 16  |

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|  "CARE BY SAINT-GOBAIN" SOCIAL PROTECTION PROGRAM (% of employees covered) | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  CARE program coverage in number of employees covered | 100.0 % | 100.0 % | 100.0 % | S1-11 |  |   |
|  HEALTH RISKS | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
|  "HICE Noise" | 12.9 | 14.5 |  | S1-14 | 403-6 | 1 ; 3 ; 8 ; 10  |
|  "HICE Chemicals" | 63.2 | 82.8 |  | S1-14 | 403-6 | 1 ; 3 ; 8 ; 10  |
|  LOCAL IMPACT | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
|  Support to local communities |  |  |  |  |  |   |
|  Investments in projects | 21.9 M€ | 16.3 M€ | 13.4 M€ | S3 | 413-1 | 1 ; 4 ; 8 ; 10 ; 11  |
|  Percentage of countries with a community assistance program (target: 100% by 2025) | 95.8 % | 91.7 % | 84.0 % | S3 |  |   |
|  GROUP SAVINGS PLAN | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
|  Proportion of shares held by employees through the Group Savings Plan | 8.0 % | 8.7 % | 8.8 % | S1-10 | 401-2 | 8  |
|  Number of countries participating in the Group Savings Plan | 53 | 53 | 53 | S1-10 | 401-2 | 8  |
|  Group Savings Plan coverage rate for the entire Group headcount | 93.5 % | 97.8 % | 96.9 % | S1-10 | 401-2 | 8  |

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# Sustainability Report

# GOVERNANCE

# 3.4.5 HUMAN RIGHTS

Saint-Gobain's values, formalized by the Principles of Conduct and Action, are an essential vector of mobilization for human rights due to their reference to international conventions, such as the International Bill of Human Rights or the applicable conventions of the International Labor Organization, in particular conventions 87, 98, 111 and 135 on the freedom of association and protection of the right to organize, on the right to organize and collective bargaining, on discrimination, and on workers' representatives respectively.

Saint-Gobain has been a signatory of the United Nations Global Compact since 2003. The first two principles of the Global Compact call on companies to "support and respect the protection of internationally proclaimed human rights" (principle No. 1) and "make sure that they are not complicit in human rights abuses" (principle No. 2).

In 2019, the Group published its policy on respect for human rights. The policy has been presented to the Board of Directors. It describes how Saint-Gobain takes into account human rights impacts and outlines the associated due diligence process. The whole approach is based on the recommendations of the United Nations, particularly the guiding principles on business and human rights. Accordingly, Saint-Gobain is committed to respecting human rights wherever the Group conducts its operations and in its supply chain.

|  Policy | Human rights policy  |
| --- | --- |
|  Purpose | Identify key human rights impacts and ensure they are taken into account  |
|  Scope of application | All entities  |
|  Under the supervision of Link to the policy | Corporate Secretary Human rights Policy  |

Through this policy, Group employees, and in particular senior executives, must, through their actions and decisions:

- avoid causing or contributing to adverse human rights impacts in all its operations;
- require that the Group's partners undertake to follow the UN Guiding Principles on Business and Human Rights;
- report any human rights concerns via the SpeakUp! whistle-blowing mechanism (see section 3.4.5.C, p. 186).
- prevent and mitigate the recurrence of actual negative human rights impacts and provide remedies where appropriate.

The principles for applying the human rights policy to the supply chain and exercising the associated reasonable diligence are described in section 3.1.3, p. 109.

# A - Risk analysis

Saint-Gobain's main human rights issues are identified following the methodology proposed by the United Nations in the context of the application of its guiding principles and concern the human rights that are likely to be most seriously affected by the negative impact of the company's operations and its value chain.

The method to identify the risks of actual or potential negative impacts draws on the United Nations' reference base and on external sources recognized for their relevance. These sources are linked to international institutions such as the United Nations with the Human Development Index, specialist non-governmental organizations such as the Transparency International Corruption Perceptions Index, or foundations such as The Global Slavery Index by the Walk Free Foundation to end forced labor.

The assessment gave rise to a mapping of the risks associated with the Group's operations. It includes the risks related to the supply chain and respect for human rights described in the section on responsible purchasing (see section 3.4.6, p. 187). The downstream value chain, and in particular the end user, has been taken into account in the risk assessment. Saint-Gobain has little influence on the management of human rights risks related to the end user, with the exception of those elements related to the safety of its products described in section 2.1.3.A.c, p. 88. Saint-Gobain is committed to providing its customers, including end-users, with information about its products (section 3.4.1.B.b, p. 167).

The risk mapping includes the nature of the risks associated with the Group's operations and of those linked to the countries in which Saint-Gobain operates. The main risks identified concern four areas: respect for employee rights, health and safety at work, respect for the environment and anti-corruption.

The management of occupational health and safety risks is described in section 3.4.2, p. 168, and that of environmental risks in section 3.3.4, p. 159. The management of corruption risks is described in section 3.4.7, p. 190.

In November 2023, the existing reasonable diligence process was reviewed to update the Group's human rights risk and impact assessment and the measures implemented to:

- manage these risks;
- limit the risk of negative impacts;
- provide responses to affected stakeholders where necessary;
- improve situations that need to be improved.

Saint-Gobain's businesses (see section 1.2.7, p. 50) are not specifically exposed to human rights risks. The Group operates mainly in the manufacturing sector. The main human rights risks in this sector concern health and safety and workers' rights.

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Location-related risks are essentially those impacting vulnerable people and local communities, in particular freedom of association, forced labor, child labor and inclusion and equal treatment.

The Principles of Conduct and Action (see section 2.1.1.A.a, p. 82), the Group's code of ethics, incorporate these human rights. Saint-Gobain has implemented policies and action plans to manage these risks.

Exposure to risks relating to the rights of indigenous populations is specifically mapped, based on the list of indigenous populations published by the United Nations and recognized external sources. Given its locations, Saint-Gobain has little exposure to risks relating to the rights of indigenous populations.

The Group's regions (see section 1.1.1.C, p. 12) most exposed to country risk are Asia-Pacific, the Middle East and Africa, and South America.

In order to make sure these risks are taken into account, a questionnaire was sent to HR heads and operational managers in the regions or countries identified as the most exposed, and the responses analyzed. This analysis allows the Group to verify that its practices are in line with the human rights policy and the risks identified.

In 2024, Saint-Gobain strengthened its mapping procedure, which now relies on a larger number of reliable external sources.

## B - Action plan

Respect for people and respect for the rights of employees are essential to ensure a just and fair working environment in which employees can develop fully, personally and professionally (see section 2.1.1.B, p. 83). Respect for people" and "respect for the rights of employees" are two principles that make up the Saint-Gobain code of ethics, the first being a principle of conduct and the second a principle of action. In addition, thanks to its human rights policy, Saint-Gobain clearly described its commitment to the following principles: the fight against forced labor, the fight against child labor, freedom of association and the fight against discrimination. Since signing the United Nations Global Compact, the Group has published a communication on progress in these areas. In addition, in 2022, the Group supplemented its system with the publication of an anti-harassment policy.

|  Policy | Anti-Harassment policy  |
| --- | --- |
|  Purpose | Define harassment, responsibilities, sanctions, disciplinary measures and reporting  |
|  Scope of application | All entities  |
|  Under the supervision of | Senior Vice President, Human Resources and Corporate Social Responsibility  |
|  Link to the policy | Anti-Harassment Policy  |

Saint-Gobain entities ensure that each employee performs his or her work on the basis of freely agreed terms of employment according to a shared and accepted document and receives payment of a fair wage according to the hours worked. Freedom of association is guaranteed at all industrial sites and sales outlets. The age of the employee is checked by local employees as part of the fight against child labor. An annual analysis of the HR database is performed to verify that employees under the age of 18 are employed under specific contracts related to their education, such as apprenticeship contracts.

Finally, the Group values and seeks diversity among its teams. Mutual respect and a policy of equal treatment in terms of recruitment, access to promotions, professional training and remuneration are the main levers for action. Everywhere it operates, Saint-Gobain undertakes to promote inclusion and diversity in all its forms: gender, nationalities, training, career paths, generational diversity, disabilities and ethnic and social origins.

Incidents of discrimination, whether or not a complaint has been lodged and whether or not they are in the process of adjudication or have been definitively adjudicated and characterized as such, are reported by the network of local human resources managers. Every incident is examined and dealt with in the subsidiaries concerned. Group employees also have access to a whistleblowing system allowing them to remain anonymous, described in section 3.4.5.C, p 186. Particular attention is paid to ensuring confidentiality and protecting people from all reprisals in accordance with the whistle-blowing policy.

Following the analysis of the questionnaires completed by Saint-Gobain's local teams at the end of 2023 as part of the due diligence process, preventive actions have been launched to further limit the risks of human rights incidents. Best practices identified in certain countries concerning recruitment agencies, worker accommodation and security forces have been shared within the Group.

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# C - Whistleblowing system

Saint-Gobain has an ethical and professional whistleblowing system that is accessible to employees and all other stakeholders (customers, suppliers, shareholders, trade unions, NGOs, local authorities, etc.) to report any breaches of applicable laws or regulations or internal rules and procedures, in particular those related to the code of ethics.

A secure platform is used to collect reports, whether nominative or anonymous, and to exchange information with whistleblowers, as well as to manage the follow-up to investigations. "Alert Examiners" are given a practical guide reminding them of the main principles for processing alerts, the various steps necessary (admissibility, investigation, and conclusions) and the precautions to be taken to ensure that investigations are conducted confidentially, professionally and impartially. Lastly, this guide provides documentary support for informing the parties concerned, whether victims, witnesses or respondents to the alert, and for securing exchanges with them.

The Group's policy on the whistleblowing system and an explanatory video facilitating understanding and use of the platform by stakeholders are published on Saint-Gobain's website. Confidentiality and whistleblower protection measures are clearly indicated.

|  Policy | SpeakUp! Alert policy  |
| --- | --- |
|  Purpose | Explain how to report breaches and describe the main steps involved in processing reports  |
|  Scope of application | All entities  |
|  Under the supervision of | Ethics and compliance department  |
|  Link to the policy | SpeakUp! Alert Policy  |

Reporting of whistleblowing reports revealed employees' high expectations as regards the Group's values and managers' conduct. Beyond particular personal situations, each report sent to the organization is also an opportunity to make progress and ensure that the Group's operational and managerial practices are subject to continuous improvement.

![img-203.jpeg](img-203.jpeg)

In 2024, 1,122 alerts were received and processed throughout the Group (virtually unchanged from 2023). Annual data on the collection of alerts are published in Saint-Gobain's non-financial results (see section 3.4.8, p.192).

All alerts are analyzed. After analysis, many are deemed inadmissible or are unconfirmed (around  $55\%$  of alerts in 2024). All are handled.

![img-204.jpeg](img-204.jpeg)
BREAKDOWN OF ALERTS 2024

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# 3.4.6 RESPONSIBLE PURCHASING

In an environment where supply chains are becoming more complex, and where the collective awareness of the impacts of purchasing on stakeholders is growing, the responsible purchasing program aims to integrate ethical requirements into the purchasing process, both for suppliers, based on the supplier charter, and for buyers, by applying the buyer charter. It helps manage and reduce the environmental, social and societal risks associated with Saint-Gobain's supply chains.

|  Policy | Responsible Purchasing policy  |
| --- | --- |
|  Purpose | Present the “Responsible Purchasing” program  |
|  Scope of application | All entities  |
|  Under the supervision of | Not specified in the policy*  |
|  Link to the policy | Responsible Purchasing Policy  |

* Subjects covered by the Responsible Purchasing policy are overseen by the CFO.

The "Responsible Purchasing" program comprises four major steps set out in Saint-Gobain's vigilance plan:

![img-205.jpeg](img-205.jpeg)

# A - Risk management

The CSR risk mapping of purchases, developed by Saint-Gobain, includes risks related to sourcing country and risks related to purchasing category. Risks linked to human rights, particularly forced labor and child labor, and corruption risks are inherent to the environment of the countries of origin.

Risks linked to purchasing categories include environmental performance, and more specifically the carbon and water footprints, as well as health and safety impacts. The mapping uses recognized international sources to assess the specific risks by country and by operation. While the general principles and sources are identical, the impact of purchases and the risks for the company are weighted according to the nature of the purchase:

- upstream purchases, managed by the non-trade purchasing team;
- purchases related to distribution activity offerings managed by the marketing distribution teams and the trade purchasing teams.

In accordance with this procedure, categories of purchases and of suppliers presenting specific risks have been identified, such as:

- purchases of certain natural raw materials such as wood or sand;
- certain types of subcontractors working directly on Saint-Gobain sites;
- purchases made in countries exposed to risks regarding human rights in general and child labor, corruption and working conditions in particular.

In 2023, Saint-Gobain updated its risk mapping. To do so, the Group made use of a specialized risk mapping platform based on ISO 31000. For each purchasing segment, 13 CSR challenges broken down according to the environmental, social and ethical fields are analyzed along with a description of the sources of the risk.

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A supplier's risk level is therefore assessed according to the risk associated with its business sector and the country of its operations. The risks associated with an operation include the working conditions of the industry and therefore the risks for suppliers' employees. Human rights risks (child labor, freedom of association, forced labor, etc.) are assessed in relation to the country.

In addition to the risk rating, each buyer has a description sheet of their supplier's risk exposure on the platform, allowing them to better target any specific risk management action plans.

The updating of the risk assessments carried out in the second half of 2023 required the action plans and the objectives of the "Responsible Purchasing" program to be updated.

## B - Risk control and mitigation measures

The process and tools used to manage risks for trade and non-trade purchases are aligned. However, the action plans put in place are specific to both purchasing teams, to maintain management methods and a level of control adapted to the risks and potential negative impacts of each of the operations.

## For non-trade purchases

Depending on the level of risk identified, the supplier completes a document evaluation questionnaire verified and assessed by a third party. Given the assessment, an on-site CSR audit is held for the worst results. Thereafter, and depending on the results, a questionnaire is sent every 12 to 36 months. The entire approach forms part of a constant dialog with the supplier and leads to the establishment of action plans and CSR performance improvement plans. In 2018, the evaluation questionnaire and its related score scale were reviewed to check that they corresponded to the types and levels of risks identified by the mapping. Since 2021, following the reassessment of the minimum performance thresholds, the suppliers concerned have been invited to undergo a new assessment to comply with the Group's reinforced requirements.

Saint-Gobain has set a target of having assessed the CSR performance of more than 90% of suppliers identified as at risk and generating annual revenue of more than €100,000 with the Group for the period 2024-2026. Since the global health crisis in 2020 and its impacts on supply chains, 65.8% of these at-risk suppliers have been assessed.

The Group conducted around 60 CSR audits in 2024, mainly in emerging countries.

The use of the "SMETA 4-Pillar" standard for on-site audits is widespread, so that suppliers' audit efforts can be better shared with all of their customers. Based on the results of the assessments, the relevant buyer implements a corrective action plan with the supplier, including priorities and deadlines for implementation.

In the event of non-compliance with these action plans or implementation deadlines, a supplier de-listing policy is applicable, after which the supplier will no longer have access to the Group's calls for tenders and all entities of the latter will withdraw from any ongoing partnerships.

The Responsible Purchasing policy is being rolled out to non-trade suppliers via a private digital platform developed by Saint-Gobain and entirely dedicated to responsible purchasing. Suppliers have access to it to acknowledge receipt of the Group Suppliers Charter, to send essential supporting documents electronically (wood certificates, quality certificates, ISO standards), to answer self-assessment questionnaires, to obtain all information on Saint-Gobain's "Responsible Purchasing" guidelines and to access details of their CSR evaluations or, as the case may be, CSR audits.

The responsible purchasing approach also includes ongoing training for buyers on the Group code of ethics, with particular emphasis on the fight against corruption, the working conditions of employees of suppliers, forced labor and child labor. Constant information on the sustainable development stakes is also communicated. The Non-Trade Purchasing Department has issued a "Best Practices" brochure for all purchasers, to remind them of the CSR best practices to be built into the entire purchase process.

## For trade purchases

The procedures and tools are aligned with those already in place for non-trade purchases. Given the different nature of purchases, certain risk criteria and their weighting and performance monitoring are managed separately by the marketing and purchasing teams of the distribution entities. The program is overseen by members from the Group's responsible purchasing team. Accordingly, synergies and best practices for responsible purchasing are shared between the various buyers, while performance measurement is both maintained and adapted to operational risks and opportunities.

This implementation is coupled with training sessions for buyers. Strategic suppliers are the ones primarily targeted by the deployment of the Responsible Purchasing program. This concerns the European partners of the distribution entities that supply more than €3 million as well as the main partners by retailers in each country. These identified suppliers cover more than 82% of trade purchases.

At the same time, the marketing and purchasing teams of the "Building Distribution" business unit are continuing the qualification and control audits of the plants of their own-brand suppliers, especially in India and China. The purpose of these audits is to assess their management system, the environmental, social and legal aspects of production operations, and to ensure that products are of good quality.

Following each audit, the supplier receives a report as well as recommendations on compliance with an expected effective date or paths for improvement.

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# C - Management of risks related to natural raw materials

To manage the specific risks associated with certain natural raw materials, Saint-Gobain has implemented policies and action plans adapted to the nature of the risks for each of the identified sectors.

# High risk minerals

The Group has identified a list of high-risk minerals and implemented an appropriate policy to promote the development of responsible business and reduce extraction's impact on the environment and populations.

|  Policy | High-risk minerals policy  |
| --- | --- |
|  Purpose | Establish rules for purchasing high-risk minerals to secure supply chains, protect biodiversity and guarantee human rights  |
|  Scope of application | All entities  |
|  Under the supervision of | Chief Purchasing Officer  |
|  Link to the policy | High-risk minerals policy  |

The minerals in question are tin, tantalum, tungsten, cobalt and mica. A specific reasonable diligence procedure has been put in place for each production circuit.

# Sand

Purchases of sand by Saint-Gobain are intended for glass and glass wool production, production of mortars, and distribution activities. Given the quality of the sand required for our business lines, purchases are mainly made from open and mechanized quarries. Suppliers undergo evaluations of their environmental and social practices as part of the Responsible Purchasing policy. Lastly, the Group is implementing an action plan to reduce its sand consumption by replacing it with recycled materials as part of the circular economy program (see section 3.3.3, p. 153). Since 2018, an indicator to monitor the reduction in extractions of virgin natural raw materials has been in place (see section 3.3.6, p. 160).

# Timber purchases

Saint-Gobain's operations have an impact on the timber sector either through the supply of product packaging (pallets and boxes) or by purchases of timber for construction markets as part of its distribution business.

Environmental and social risks and those related to human rights adherence primarily affect trade purchasing. Through its timber purchasing policy, Saint-Gobain is committed to fighting deforestation by acting ethically and responsibly throughout the Group's value chain to preserve forests, the local populations living in them, and biodiversity. This policy was issued in the early 2000s and updated in 2020.

|  Policy | Timber Purchasing policy  |
| --- | --- |
|  Purpose | Establish rules for timber purchasing aimed at preserving forest areas and their biodiversity  |
|  Scope of application | All entities  |
|  Under the supervision of | Director of Purchasing and Marketing Partnership and Development Europe  |
|  Link to the policy | Timber Purchasing Policy  |

To control risks and ensure traceability of purchases, the "Timber Purchasing" policy is based on a due diligence method in compliance with the requirements of the European Union Timber Regulation (EUTR), and the recommendations of recognized institutions or specialized non-governmental organizations (NGOs), such as the red list of endangered species maintained by the IUCN (International Union for Conservation of Nature) and reports of NGOs involved in the fight against deforestation. In particular, for species or regions at risk, specific certifications are required, such as the FSC® (Forest Stewardship Council) label. The Group is also assessing and preparing for the implementation of the European Union Deforestation Regulation (EUDR).

To ensure that the risks related to purchases can be controlled, Saint-Gobain carries out an inventory of its timber products purchases and their derivatives. This year,  $95.8\%$  of wood and derivative products are purchased according to the responsible purchasing criteria defined in the policy concerning timber purchasing. An audit of this inventory was carried out by a third party specializing in deforestation issues at the end of the year in 2020 and has confirmed the solidity of the program to secure purchases and compliance with the policy concerning timber purchasing.

As part of a continuous improvement process, the Group maintains a transparent and regular dialog with non-governmental organizations (NGOs) to promote responsible forest management.

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## 3.4.7 ETHICS AND COMPLIANCE

### A - Deploying the ethics and compliance programs

The ethics and compliance program is based on a network of professionals working both centrally and in the regions or operations, which meets monthly to discuss internal policies and procedures, training, the whistle-blowing system, audits, digital tools and reporting appropriate to the issues.

### a. Commitment of the management bodies

In ethics and compliance, the Board of Directors exercises control over general management and ensures that the ethics and compliance program is properly implemented. An report is submitted to the Audit and Risk Committee every year.

General Management promotes and disseminates the culture of ethics and compliance, demonstrating its commitment through the following actions:

- consideration of ethics and compliance issues in projects or strategic decisions; the Executive Committee is informed once a month about ethics and compliance issues;
- implementing the ethics and compliance program in liaison with the ethics and compliance Department;
- communicating its support for the ethics and compliance program.

### b. Ethics and compliance Department

Its mission is to promote the Principles of Conduct and Action and to design and implement the Group's ethics and compliance program comprising respect for competition law, the fight against corruption, economic sanctions and export controls, personal data protection, the duty of care and human rights.

With the help of the Ethics and Compliance network, it identifies and assesses risks, proposes policies and procedures to reduce these risks, and coordinates internal investigations following alerts received via the SpeakUp! whistleblowing system. Finally, it develops training programs and works with the Ethics and Compliance network to disseminate the policies and procedures of the Group's Ethics and Compliance program.

### B - Main ethical and compliance policies

### a. Combating corruption and influence peddling

Since 2003, Saint-Gobain has expressed its commitment to the fight against corruption by signing the United Nations Global Compact, the 10th principle of which calls on companies to take action against corruption. A program is in place to prevent and detect corruption risk and influence peddling, including a commitment from executives and a strict prohibition of corruption.

This program relies particularly on:

- a mapping of the risks of corruption and influence peddling;
- a policy and procedures;
- a digital register of employee declarations regarding gifts and invitations (given or received), donations, patronage, sponsorship and conflicts of interest;
- training, in particular digital training known as "ACT", which is followed by all managers;
- audits conducted internally or by external service providers;
- a whistle-blowing system open to all Group employees and all other stakeholders;
- disciplinary action for breaches.

All the Group's functions have been covered by the "ACT E-Learning" course. More targeted training courses are regularly organized in certain regions (e.g. India) or professions (e.g. purchasing) by the relevant ethics and compliance managers.

|  Policy | Anti-Corruption policy  |
| --- | --- |
|  Purpose | Define and illustrate the different types of behavior that should be avoided because they are likely to constitute corruption or influence peddling  |
|  Scope of application | All employees  |
|  Under the supervision of | Ethics and compliance department  |
|  Link to the policy | Anti-Corruption policy  |

### b. Competition law

Saint-Gobain has put in place a competition law compliance program based on:

- a policy, procedures and practical sheets;
- an e-learning training course called "Comply", followed by all executives during onboarding and repeated every two years; in-person training is regularly organized as are practical workshops;
- audits conducted internally or by external providers (see section 6.2 p. 339).

|  Policy | Competition Law policy  |
| --- | --- |
|  Purpose | Define the main competition rules to be respected and the main risks to be aware of  |
|  Scope of application | All employees  |
|  Under the supervision of | Ethics and compliance department  |
|  Link to the policy | Competition Law Policy  |

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## c. Economic sanctions and export control

Saint-Gobain has put in place a program for compliance with rules on economic sanctions and export controls. It is based on:

- a Group trade compliance policy and detailed procedures;
- a network of people in charge, deployed at the relevant level of the regional activities, the business units, or the country;
- a verification tool (screening sanctions) of third parties and country files to identify risks and apply due diligence;
- managers exposed to these issues undergo e-learning training; in-person training is provided by members of the dedicated network;
- sanctions and export control audits, carried out by external service providers.

## d. Personal data protection

Saint-Gobain pays particular attention to personal data protection. The Group policy on this subject is available on its website. The purpose of this policy is to set out data collection, use, communication and confidentiality conditions.

|  Policy | Group privacy policy  |
| --- | --- |
|  Purpose | Set the golden rules for data protection  |
|  Scope of application | All entities  |
|  Under the supervision of | Not specified in the policy*  |
|  Link to the policy | Group privacy Policy  |

* Subjects covered by the Group privacy policy are overseen by the Corporate Secretary.

As Saint-Gobain's operations are highly decentralized, personal data protection governance aims to support entities by taking into account their needs and the local context in which they operate. Within the European Union, each Group entity must appoint a privacy correspondent who manages the compliance of operations with the support of a Privacy Advisor and in close collaboration with

the support functions of the Group (IT, digital technology, marketing, human resources, etc.). This network is led by a central team, headed by the Group's Data Protection Officer ("DPO").

Outside the European Union, legal departments also take account of these issues, and regional activities, countries or business units, depending on the organization, must designate an employee to act as the point of contact for personal data protection. Saint-Gobain encourages the application of key principles of personal data protection, regardless of the location of the entity.

Communication actions are implemented with the Data Protection Network and support functions (human resources, IT, etc.). Practical guides and procedures are made available to them. Training is given, in particular through an e-learning course called "Data Protection by Saint-Gobain".

Saint-Gobain continues to roll out a data protection management platform in its European entities, and also in other regions. This platform facilitates the governance of personal data protection, notably by keeping records of processing activities, assessing the guarantees presented by service providers in terms of data protection, carrying out related Data Protection Impact Analysis (DPIAs), the management of incidents involving personal data, etc. Training in the use of this platform is regularly offered to Privacy Correspondents and to Privacy Advisors.

## e. Taxation

Saint-Gobain acts in compliance with the tax laws of the countries in which it operates and fulfills its tax reporting and payment obligations in time. The Group has therefore not established structures whose purpose is tax evasion. It applies tax laws and regulations with honesty and integrity. Its intragroup transactions comply with the arm's-length principle.

Even if the new rules related to the reform of the international tax system initiated by the OECD have not yet all been defined, Saint-Gobain does not anticipate any significant change in its income tax expense since it is correlated with its locations and therefore with the creation of the value.

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# 3.4.8 2024 PERFORMANCE AND OUTLOOK (GOVERNANCE)

General Management promotes and disseminates a culture of ethics and compliance, demonstrating its commitment to ethical and responsible business practices:

- as every new manager receives training on ethical issues upon joining the Group, by the end of 2024 almost  $99\%$  of all managers had received training on the code of ethics and on competition rules, and over  $99\%$  had received training on anti-corruption;
- the weighting of ESG criteria in annual bonuses is  $10\%$  (5% based on reduction of  $\mathrm{CO}_{2}$  emissions and  $5\%$  on safety) and  $20\%$  in long-term remuneration plans (10% based on reduction of  $\mathrm{CO}_{2}$  scope 1+2 emissions,  $5\%$  on safety and  $5\%$  on diversity).

|  OBJECTIVES | Deadline | 2024 data | 2023 data | 2022 data | 2017 data | Progress  |
| --- | --- | --- | --- | --- | --- | --- |
|  30% of women on the Group Executive Committee | 2025 | 31.3% | 31.3% | 37.5% |  | 104.2%  |
|  30% of women on the Executive Committees of Business Units | 2025 | 30.0% | 26.7% | 26.5% |  | 100.0%  |
|  100% of responsible timber purchases | 2025 | 94.3% | 95.8% | 95.7% |  | 94.3%  |
|  100% of new managers are trained to the code of ethics in their induction year every year | Annuel | 97.4% | 97.0% | 95.8% |  | 97.4%  |
|  GROUP VALUES | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  "Adhere" training: training of new managers in the code of ethics (Principles of Conduct and Action) in their first year (target: 100% per year) | 97.4% | 97.0% | 95.8% | G1-3 |  |   |
|  "Adhere" training: training for all managers | 99.4% | 98.7% | 97.9% | G1-3 |  | 4  |
|  Human rights |  |  |  |  |  |   |
|  Number of severe human rights issues and incidents connected to own workforce | 0 |  |  | S1-17 |  |   |
|  Of which non respect of UN Guiding Principles and OECD Guidelines for Multinational Enterprises | 0 |  |  | S1-17 |  |   |
|  Number of incidents involving forced or compulsory labor | 0 |  | 0 | S1-17 | 409-1 | 8; 16  |
|  Number of incidents involving union freedom | 0 |  | 0 | S1-17 | 407-1 | 8; 16  |
|  Other incidents involving human rights, including child labor | 0 |  | 0 | S1-17 | 408-1 | 8; 16  |
|  Amount of fines, penalties, and compensation for severe human rights issues and incidents connected to own workforce | 0 |  |  | S1-17 |  |   |
|  Reports received through the occupational whistle-blowing system | 1,122 | 1,101 | 845 | S1-17 | 2-25 | 8; 16  |
|  of which to National Contact Points for OECD Multinational Enterprises. | 0 |  |  | S1-17 | 2-25 | 8; 16  |
|  Anticorruption |  |  |  |  |  |   |
|  ACT training: training of managers in their first year | 98.6% | 97.8% | 98.2% | G1-3 | 205-2 | 4; 16  |
|  ACT training: share of managers trained | 99.7% | 99.2% | 98.6% | G1-3 | 205-2 | 4; 16  |
|  Number of proven cases of corruption | 0 | 0 | 0 | G1-3 | 205-3 | 8; 16  |
|  Online training "Comply" (anti-trust laws): pourcentage of managers trained in the 1st year after joining the Group | 97.9% | 97.0% | 98.0% | G1-3 |  | 4; 16  |
|  Online training "Comply" (anti-trust laws): pourcentage of managers trained | 99.5% | 98.9% | 98.5% | G1-3 |  | 4; 16  |
|  Major fines for non-compliance with laws and regulations | 0 | 0 | 0 | G1-3 | 206-1 | 8; 16  |
|  Number of non-financial penalties for violation of laws and regulations | 0 | 0 | 0 | G1-3 | 206-1 | 8; 16  |

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|  EXECUTIVE COMMITTEES DIVERSITY | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Women in Group Executive Committee (target: 30% by 2025) | 31.3 % | 31.3 % | 37.5 % | ESRS 2 |  |   |
|  Women in Executive Committees Business Units (target: 30% by 2025) | 30.0 % | 26.7 % | 26.5 % | ESRS 2 |  |   |
|  FIGHT AGAINST DISCRIMINATION AND HARASSMENT | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Total number of incidents of discrimination, including harassment | 78 | 58 | 72 | S1-17 | 406-1 | 8 ; 10  |
|  Discrimination of which: | 40 | 36 | 51 | S1-17 | 406-1 | 8 ; 10  |
|  Ethnic origin | 4 | 0 | 9 | S1-17 | 406-1 | 8 ; 10  |
|  Disability | 1 | 5 | 2 | S1-17 | 406-1 | 8 ; 10  |
|  Gender | 5 | 2 | 4 | S1-17 | 406-1 | 5 ; 8 ; 10  |
|  Age | 2 | 0 | 7 | S1-17 | 406-1 | 8 ; 10  |
|  Sexual orientation | 0 | 0 | 2 | S1-17 | 406-1 | 5 ; 8 ; 10  |
|  Family status | 0 | 0 | 2 | S1-17 | 406-1 | 8 ; 10  |
|  Freedom of association | 4 | 0 | 4 | S1-17 | 406-1 | 8 ; 10  |
|  Other causes | 24 | 29 | 21 | S1-17 | 406-1 | 8 ; 10  |
|  Harassment of which: | 38 | 22 | 21 | S1-17 | 406-1 | 8 ; 10  |
|  Sexual harassment | 7 | 10 | 11 | S1-17 | 406-1 | 8 ; 10  |

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|  RESPONSIBLE PURCHASING | 2024 | 2023 | 2022 | ESRS | GRI | SDG  |
| --- | --- | --- | --- | --- | --- | --- |
|  Trade suppliers and outside subcontractors  |   |   |   |   |   |   |
|  Percentage of contracts with European partners that include the Suppliers Charter | 100% | 100% | 100% |  |  |   |
|  Proportion of suppliers per CSR performance level (evaluation includes in particular human rights, working conditions, fight against corruption, against forced labor, against child labor, etc.) as a percentage of revenue  |   |   |   |   |   |   |
|  Percentage of so-called "risky" purchases following risk mapping: 19.4 % (21.6% en 2023)  |   |   |   |   |   |   |
|  Percentage of so-called "risky" purchases evaluated in terms of CSR*: 98.6 % (67.4% en 2023)  |   |   |   |   |   |   |
|  Proportion of document reviews concluding on a "critical" CSR performance | 0.0% | 4.8% | 3.3% | S2-5 | 414-2 | 9 ; 12  |
|  Proportion of document reviews concluding on a "to be improved" CSR performance | 6.2% | 14.3% | 18.8% | S2-5 | 414-1 | 9 ; 12  |
|  Proportion of document reviews concluding on an "effective" CSR performance | 93.8% | 80.9% | 77.9% | S2-5 | 414-1 | 9 ; 12  |
|  Results of onsite audits of own-brand suppliers evaluated in terms of CSR |  |  |  |  |  |   |
|  Proportion of onsite audits concluding on a "critical" CSR performance | 0.0% | 0.0% | 0.0% | S2-5 | 414-2 | 9 ; 12  |
|  Proportion of onsite audits concluding on a "to be improved" CSR performance | 62.4% | 48.0% | 40.6% | S2-5 | 414-1 | 9 ; 12  |
|  Proportion of onsite audits concluding on an "effective" CSR performance | 37.6% | 52.0% | 59.4% | S2-5 | 414-1 | 9 ; 12  |
|  100% of responsible timber purchases | 94.3% | 95.8% | 95.7% | E4-5 |  |   |
|  Non-trade suppliers and outside contractors  |   |   |   |   |   |   |
|  Total non-trade purchases covered by the Suppliers Charter (eligible perimeter) | 92.0% | 91.6% | 92.7% | S2-5 |  | 9 ; 12  |
|  Proportion of suppliers per CSR performance level (evaluation includes in particular human rights, working conditions, fight against corruption, forced labor, child labor, etc.) as a percentage of revenue  |   |   |   |   |   |   |
|  Percentage of so-called "risky" purchases evaluated in terms of mapping: 17.7 % (16.3% en 2023)  |   |   |   |   |   |   |
|  Percentage of so-called "risky" purchases evaluated in terms of CSR*: 72.3 % (65.8% en 2023)  |   |   |   |   |   |   |
|  Proportion of document reviews concluding on a "critical" CSR performance | 3.6% | 6.1% | 11.8% | S2-5 | 414-2 | 9 ; 12  |
|  Proportion of document reviews concluding on a "to be improved" CSR performance | 16.1% | 18.3% | 30.9% | S2-5 | 414-1 | 9 ; 12  |
|  Proportion of document reviews concluding on an "effective" CSR performance | 80.3% | 75.6% | 57.2% | S2-5 | 414-1 | 9 ; 12  |
|  Proportion of onsite audits concluding on a "critical" CSR performance | 4.7% | 8.8% | 10.7% | S2-5 | 414-2 | 9 ; 12  |
|  Proportion of onsite audits concluding on a "to be improved" CSR performance | 18.4% | 29.1% | 20.7% | S2-5 | 414-1 | 9 ; 12  |
|  Proportion of onsite audits concluding on an "effective" CSR performance | 76.9% | 62.0% | 68.6% | S2-5 | 414-1 | 9 ; 12  |

* Methodology update

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CROSS-REFERENCE TABLE FOR THE SUSTAINABILITY REPORT

# 3.5 CROSS-REFERENCE TABLE FOR THE SUSTAINABILITY REPORT

Information incorporated in the sustainability report by reference is highlighted in blue. Information highlighted in grey is not published by Saint-Gobain.

# 3.5.1 LIST OF MATERIAL PUBLICATION REQUIREMENTS AND INCORPORATIONS BY REFERENCE

|  ESRS | DR |  | Section  |
| --- | --- | --- | --- |
|  ESRS 2 |  | General disclosures |   |
|   | BP-1 | General basis for preparation of sustainability statements | 3.1.1  |
|   | BP-2 | Disclosures in relation to specific circumstances | 3. Introduction  |
|   |  |  | 3.1.1  |
|   |  |  | 3.1.3  |
|   |  |  | 3.5.1  |
|   |  |  | 3.5.2  |
|   |  |  | 3.7.1  |
|   | SBM-1 | Strategy, business model and value chain | 1.1.4  |
|   |  |  | 1.2.2  |
|   |  |  | 1.2.5  |
|   |  |  | 1.2.6  |
|   |  |  | 2.1.2 B  |
|   |  |  | 2.2.1  |
|   |  |  | 2.1.3 A  |
|   |  |  | 2.2.2 A  |
|   |  |  | 3.2.2 B  |
|   |  |  | 3.4.4  |
|   |  |  | 8. Note 3 Climate issues  |
|   | SBM-2 | Interests and views of stakeholders | 1.1.4  |
|   |  |  | 3.1.2 A  |
|   |  |  | 3.1.2 B  |
|   |  |  | 3.1.5 A  |
|   | SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 1.3.1 B  |
|   |  |  | 1.3.2  |
|   |  |  | 3.1.4 B  |
|   |  |  | 3.1.5 C  |
|   | IRO-1 | Description of the processes to identify and assess material impacts, risks and opportunities | 3.1.3  |
|   |  |  | 3.1.4 A  |
|   |  |  | 6.2.2  |
|   | IRO-2 | Disclosure requirements in ESRS covered by the undertaking's sustainability statement | 3.5.1  |
|   |  |  | 3.5.3  |
|   | GOV-1 | The role of the administrative, management and supervisory bodies | 1.1.5 B  |
|   |  |  | 3.1.5 A  |
|   |  |  | 3.7.1 A  |
|   |  |  | 5.1.1 A  |
|   |  |  | 5.1.1 C  |
|   | GOV-2 | Information provided to and sustainability matters addressed by the undertaking's administrative, management and supervisory bodies | 3.1.5 A  |
|   | GOV-3 | Integration of sustainability-related performance in incentive schemes | 2.2.1 A  |
|   |  |  | 5.1.2 D  |
|   | GOV-4 | Statement on due diligence | 3.1.3  |
|   | GOV-5 | Risk management and internal controls over sustainability reporting | 3.1.5 A  |

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ESRS DR

|  E1 | Climate change  |   |
| --- | --- | --- |
|  E1.GOV-3 | Integration of sustainability-related performance in incentive schemes | 5.1.2 D  |
|  E1.SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 3.2.1  |
|  E1.IRO-1 | Description of the processes to identify and assess material climate- related impacts, risks and opportunities | 3.2.2. A  |
|   |   |  3.2.2. B  |
|  E1-1 | Transition plan for climate change mitigation | 3.2.2. A  |
|   |   |  3.2.3. A  |
|   |   |  3.2.3. B  |
|  E1-2 | Policies related to climate change mitigation and adaptation | 3.2.1. B  |
|  E1-3 | Actions and resources in relation to climate change policies | 3.2.3. B  |
|   |   |  3.2.2. E  |
|   |   |  B. Note 3  |
|  E1-4 | Targets related to climate change mitigation and adaptation | 3.2.1. B  |
|   |   |  3.2.3. B  |
|  E1-5 | Energy consumption and mix | 3.2.4  |
|   |   |  3.2.4  |
|  E1-6 | Gross Scopes 1, 2, 3 and Total GHG emissions | 3.5.3  |
|  E1-7 | GHG removals and GHG mitigation projects financed through carbon credits | 3.2.1. B  |
|   |   |  3.2.1. B  |
|  E1-8 | Internal carbon pricing | 3.2.1. B  |
|   |   |  B. Note 3  |
|  E1-9 | Anticipated financial effects from material physical and transition risks and potential climate-related opportunities | B. Note 3  |

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|  ESRS | DR | Section  |
| --- | --- | --- |
|  E2 | Pollution (materiality limited to water pollution) |   |
|  E2.IRO-1 | Description of the processes to identify and assess material pollution-related impacts, risks and opportunities | 3.1.5. C  |
|  E2-1 | Policies related to pollution | 3.3.1. B  |
|   |  | 3.3.2. A  |
|   |  | 3.3.2. C  |
|   |  | 3.3.2. D  |
|  E2-2 | Actions and resources related to pollution | 3.3.2. A  |
|   |  | 3.3.2. C  |
|  E2-3 | Targets related to pollution | 3.3.1  |
|   |  | 3.3.2. A  |
|   |  | 3.3.2. C  |
|  E2-4 | Pollution of air, water and soil | 3.3.2. C  |
|   |  | 3.7.1 E  |
|  E2-5 | Substances of concern and substances of very high concern | 3.4.2. A  |
|   |  | 3.7.1 E  |
|  E2-6 | Anticipated financial effects from material pollution-related risks and opportunities | 3.2.4  |
|  26 | The undertaking shall disclose the pollutants that it emits through its own operations, as well as the microplastics it generates or uses. | not published  |
|  29 | The amounts referred in paragraph 28 shall be consolidated amounts including the emissions from those facilities over which the undertaking has financial control and those over which it has operational control. The consolidation shall include only the emissions from facilities for which the applicable threshold value specified in Annex II of Regulation (EC) No 166/2006 is exceeded. | not published  |
|  AR 20 | The information to be provided on microplastics under paragraph 28(b) shall include microplastics that have been generated or used during production processes or that are procured, and that leave the undertaking's facilities as emissions, as products, or as part of products or services. Microplastics may be unintentionally produced when larger pieces of plastics like car tires or synthetic textiles wear and tear or may be deliberately manufactured and added to products for specific purposes (e.g., exfoliating beads in facial or body scrubs). | non relevant  |
|  AR 21 | The volume of pollutants shall be presented in appropriate mass units, for example tonnes or kilogrammes. | not published  |
|  AR 26 | When providing information on pollutants, the undertaking shall consider approaches for quantification in the following order of priority: (a) direct measurement of emissions, effluents or other pollution through the use of recognised continuous monitoring systems (e.g., AMS Automated Measuring Systems); (b) periodic measurements; (c) calculation based on site-specific data; (d) calculation based on published pollution factors; and (e) estimation. | not published  |
|  ESRS | DR | Section  |
| --- | --- | --- |
|  E3 | Water and marine resources (materiality limited to areas of high water stress) |   |
|  E3.IRO-1 | Description of the processes to identify and assess material water and marine resources-related impacts, risks and opportunities | 3.3.2. D  |
|  E3-1 | Policies related to water and marine resources | 3.3.2. B  |
|   |  | 3.3.2. A  |
|   |  | 3.3.2. D  |
|  E3-2 | Actions and resources related to water and marine resources | 3.3.2. D  |
|  E3-3 | Targets related to water and marine resources | 3.3.2. D  |
|  E3-4 | Water consumption | 3.3.2. D  |

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|  ESRS | DR | Section  |
| --- | --- | --- |
|  E4 | Biodiversity and ecosystems (materiality limited to quarries and deforestation)  |   |
|   | E4-1 | Transition plan and consideration of biodiversity and ecosystems in strategy and business model  |
|   | E4-SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model  |
|   | E4-IRO-1 | Description of processes to identify and assess material biodiversity and ecosystem-related impacts, risks, dependencies and opportunities  |
|   | E4-2 | Policies related to biodiversity and ecosystems  |
|   | E4-3 | Actions and resources related to biodiversity and ecosystems  |
|   | E4-4 | Targets related to biodiversity and ecosystems  |
|   | E4-5 | Impact metrics related to biodiversity and ecosystems change  |
|   | E4-6 | Anticipated financial effects from material biodiversity and ecosystem-related risks and opportunities  |
|  ESRS | DR | Section  |
| --- | --- | --- |
|  E5 | Resource use and circular economy  |   |
|   | E5.IRO-1 | Description of the processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities  |
|   | E5-1 | Policies related to resource use and circular economy  |
|   | E5-2 | Actions and resources related to resource use and circular economy  |
|   | E5-3 | Targets related to resource use and circular economy  |
|   | E5-4 | Resource inflows  |
|   | E5-4_02 31a | The overall total weight of products and technical and biological materials used during the reporting period  |
|   | E5-4_03 31b | The percentage of biological materials (and biofuels used for non-energy purposes)  |
|   | E5-4_04 31c | The weight in absolute value of secondary reused or recycled components, secondary intermediary products and secondary materials used to manufacture the undertaking's products and services (including packaging)  |
|   | E5-4_05 31c | Percentage of secondary reused or recycled components, secondary intermediary products and secondary materials  |
|   | E5-4_04 36c | The rates of recyclable content in products  |
|   | E5-5 | Resource outflows  |
|   | E5-5_05 37c | Disclosure of waste treatment type: incineration; landfill; and other disposal operations  |
|   | E5-5_05 38b | Disclosure of the materials that are present in the waste**  |

* The recyclability of Saint-Gobain products is described in section 2.12.B.c, p. B6. The indicator proposed as part of the CSRD does not reflect the Group's performance.
** Each industrial site monitors the management of waste generated in accordance with local regulations and the Group's waste recovery commitments (80% reduction in non-recycled waste between 2017 and 2030). Depending on the business, the materials present may be of different kinds, so consolidation at Group level will consist of an irrelevant list.

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|  ESRS | DR | Section  |
| --- | --- | --- |
|  S1 | Own workforce |   |
|  S1.SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 3.1.5 C  |
|   |   |  3.4.2  |
|   |   |  3.4.5  |
|  S1-1 | Policies related to own workforce | 2.1.1. A  |
|   |   |  3.1.5. B  |
|   |   |  3.4.2. A  |
|   |   |  3.4.2. B  |
|   |   |  3.4.3  |
|   |   |  3.4.4  |
|  S1-2 | Processes for engaging with own workforce and workers' representatives about impacts | 2.1.1. B  |
|   |   |  3.4.2. A  |
|   |   |  3.4.4  |
|  S1-3 | Processes to remediate negative impacts and channels for own workforce to raise concerns | 3.4.5. C  |
|  S1-4 | Taking action on material impacts on own workforce, and approaches to managing material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions | 3.1.5 B b  |
|  S1-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities | 3.4.2. A  |
|  S1-6 | Characteristics of the undertaking's employees | 3.4.4  |
|  S1-7 | Characteristics of non-employees in the undertaking's own workforce | 2.1.2. B  |
|   |   |  3.4.4.  |
|   |   |  3.7.1 B a  |
|  S1-8 | Collective bargaining coverage and social dialogue | 3.4.4  |
|  S1-9 | Diversity metrics | 3.4.4  |
|   |   |  3.4  |
|  S1-10 | Adequate wages | 3.4.2. A  |
|  S1-11 | Social protection | 3.4.2. A  |
|  S1-12 | Persons with disabilities | 3.4.4  |
|  S1-13 | Training and skills development metrics | 3.4.4  |
|  S1-14 | Health and safety metrics | 3.4.2. A  |
|   |   |  3.4.4  |
|  S1-16 | Remuneration metrics | 3.4.4  |
|   |  Remuneration ratio: highest salary vs median annual total remuneration | not published  |
|  S1-17 | Incidents, complaints and severe human rights impacts | 3.4.8  |
|  ESRS | DR | Section  |
| --- | --- | --- |
|  S2 | Workers in the value chain |   |
|  S2.SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 3.1.5 C  |
|  S2-1 | Policies related to value chain workers | 3.4.5. B  |
|  S2-2 | Processes for engaging with value chain workers about impacts | 3.4.1  |
|   |  | 3.4.5  |
|  S2-3 | Processes to remediate negative impacts and channels for value chain workers to raise concerns | 3.4.5. C  |
|   |  | 3.4.5  |
|  S2-4 | Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing material opportunities related to value chain workers, and effectiveness of those actions | 3.4.5  |
|  S2-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities | 3.4.6  |

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|  ESRS | DR |  | Section  |
| --- | --- | --- | --- |
|  S3 |  | Affected communities |   |
|   | S3.SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 3.4.3  |
|   | S3-1 | Policies related to affected communities | 3.4.3  |
|   | S3-2 | Processes for engaging with affected communities about impacts | 3.4.3  |
|   | S3-3 | Processes to remediate negative impacts and channels for affected communities to raise concerns | 3.4.3  |
|   | S3-4 | Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions | 3.4.3  |
|   | S3-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities | 3.4.3  |
|  ESRS | DR |  | Section  |
| --- | --- | --- | --- |
|  S4 |  | Consumers and end-users |   |
|   | S4.SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 2.1.2. B  |
|   |  |  | 2.1.3. A  |
|   | S4-1 | Policies related to consumers and end-users | 2.1.3. A  |
|   | S4-2 | Processes for engaging with consumers and end-users about impacts | 2.1.3. A  |
|   | S4-3 | Processes to remediate negative impacts and channels for consumers and end-users to raise concerns | 2.1.3. A  |
|   | S4-4 | Taking action on material impacts on consumers and end- users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions | 2.1.3. A  |
|   | S4-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities | 2.1.3. A  |
|  ESRS | DR |  | Section  |
| --- | --- | --- | --- |
|  G1 |  | Business conduct |   |
|   | G1-1 | Business conduct policies and corporate culture | 2.1.1 A  |
|   |  |  | 3.4.2. A  |
|   |  |  | 3.4.6. A  |
|   |  |  | 3.4.6. B  |
|   | G1-2 | Management of relationships with suppliers | 3.4.5  |
|   | G1-3 | Prevention and detection of corruption and bribery | 3.4.6. B  |
|   | G1-4 | Incidents of corruption or bribery | 3.4.8  |
|   | G1-6 | Payment practices | not published  |
|   | G1.GOV-1 | The role of the administrative, management and supervisory bodies | 3.1.5 A  |

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3.5.2 PUBLICATION REQUIREMENTS DERIVED FROM LEGISLATION

|  Disclosure Requirement and related datapoint | SFDR reference | Pillar reference | Benchmark Regulation reference | EU Climate Law reference | Section  |
| --- | --- | --- | --- | --- | --- |
|  ESRS 2 GOV-1 | Indicator number 13 of Table #1 of Annex 1 |  | Commission Delegated Regulation (EU) 2020/1816, Annex II |  | 5.1.1 A  |
|  Board's gender diversity paragraph 21 (d) |  |  |  |  | 1.1.5 B  |
|  ESRS 2 GOV-1 |  |  | Delegated Regulation (EU) 2020/1816, Annex II |  | 5.1.1 A  |
|  Percentage of board members who are independent paragraph 21 (e) |  |  |  |  |   |
|  ESRS 2 GOV-4 Statement on due diligence paragraph 30 | Indicator number 10 Table #3 of Annex 1 |  |  |  | 3.1.3  |
|  ESRS 2 SBM-1 | Indicators number 4 Table #1 of Annex 1 | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Table 1: Qualitative information on Environmental risk and Table 2: Qualitative information on Social risk | Delegated Regulation (EU) 2020/1816, Annex II |  | not relevant  |
|  Involvement in activities related to chemical production paragraph 40 (d) ii |  |  |  |  |   |
|  ESRS 2 SBM-1 | Indicator number 9 Table #2 of Annex 1 |  | Delegated Regulation (EU) 2020/1816, Annex II |  | not relevant  |
|  Involvement in activities related to controversial weapons paragraph 40 (d) iii |  |  |  |  |   |
|  ESRS 2 SBM-1 | Indicator number 14 Table #1 of Annex 1 |  | Delegated Regulation (EU) 2020/1818, Article 12(1) Delegated Regulation (EU) 2020/1816, Annex II |  | not relevant  |
|  Involvement in activities related to cultural and production of tobacco paragraph 40 (d) iv |  |  |  |  |   |
|  ESRS E1-1 |  |  |  | Regulation (EU) 2021/1119, Article 2(1) | 3.2.1 B  |
|  Transition plan to reach climate neutrality by 2050 paragraph 14 |  |  |  |  |   |

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|  Disclosure Requirement and related datapoint | SFDR reference | Pillar reference | Benchmark Regulation reference | EU Climate Law reference | Section  |
| --- | --- | --- | --- | --- | --- |
|  ESRS E1-1 Undertakings excluded from Paris-aligned Benchmarks paragraph 16 (g) |  | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book- Climate Change transition risk: Credit quality of exposures by sector, emissions and residual maturity | Delegated Regulation (EU) 2020/1818, Article 12.1 (d) to (g), and Article 12.2 |  | not relevant  |
|  ESRS E1-4 GHG emission reduction targets paragraph 34 | Indicator number 4 Table #2 of Annex 1 | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book – Climate change transition risk: alignment metrics | Delegated Regulation (EU) 2020/1818, Article 6 |  | 3.2.4  |
|  ESRS E1-5 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) paragraph 38 | Indicator number 5 Table #1 and Indicator n. 5 Table #2 of Annex 1 |  |  |  | 3.2.4  |
|  ESRS E1-5 Energy consumption and mix paragraph 37 | Indicator number 5 Table #1 of Annex 1 |  |  |  | 3.2.4  |
|  ESRS E1-5 Energy intensity associated with activities in high climate impact sectors paragraphs 40 to 43 | Indicator number 6 Table #1 of Annex 1 |  |  |  | 3.2.4  |

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|  Disclosure Requirement and related datapoint | SFDR reference | Pillar reference | Benchmark Regulation reference | EU Climate Law reference | Section  |
| --- | --- | --- | --- | --- | --- |
|  ESRS E1-6 Gross Scope 1, 2, 3 and Total GHG emissions paragraph 44 | Indicators number 1 and 2 Table #1 of Annex 1 | Article 449a; Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book – Climate change transition risk: Credit quality of exposures by sector, emissions and residual maturity | Delegated Regulation (EU) 2020/1818, Article 5(1), 6 and 8(1) |  | 3.2.4  |
|  ESRS E1-6 Gross GHG emissions intensity paragraphs 53 to 55 | Indicators number 3 Table #1 of Annex 1 | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book – Climate change transition risk: alignment metrics | Delegated Regulation (EU) 2020/1818, Article 8(1) |  | 3.2.4  |
|  ESRS E1-7 GHG removals and carbon credits paragraph 56 |  |  |  | Regulation (EU) 2021/1119, Article 2(1) | 3.2.1.B  |
|  ESRS E1-9 Exposure of the benchmark portfolio to climate-related physical risks paragraph 66 |  |  | Delegated Regulation (EU) 2020/1818, Annex II Delegated Regulation (EU) 2020/1816, Annex II |  | B. Climate Note 3  |
|  ESRS E1-9 Disaggregation of monetary amounts by acute and chronic physical risk paragraph 66 (a) |  | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraphs 46 and 47; Template 5: Banking book - Climate change physical risk: Exposures subject to physical risk. |  |  | B. Climate Note 3  |

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|  Disclosure Requirement and related datapoint | SFDR reference | Pillar reference | Benchmark Regulation reference | EU Climate Law reference | Section  |
| --- | --- | --- | --- | --- | --- |
|  ESRS E1-9 |  |  |  |  | B. Climate Note 3  |
|  Location of significant assets at material physical risk paragraph 66 (c). |  |  |  |  |   |
|  ESRS E1-9 |  | Article 449a |  |  | B. Climate Note 3  |
|  Breakdown of the carrying value of its real estate assets by energy-efficiency classes paragraph 67 (c). |  | Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraph 34;Template 2:Banking book - Climate change transition risk: Loans collateralised by immovable property - Energy efficiency of the collateral |  |  |   |
|  ESRS E1-9 |  |  | Delegated Regulation (EU) 2020/1818, Annex II |  | B. Climate Note 3  |
|  Degree of exposure of the portfolio to climate- related opportunities paragraph 69 |  |  |  |  |   |
|  ESRS E2-4 | Indicator number 8 |  |  |  | not published  |
|  Amount of each pollutant listed in Annex II of the E-PRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil, paragraph 28 | Table #1 of Annex 1 |  |  |  |   |
|   | Indicator number 2 |  |  |  |   |
|   | Table #2 of Annex 1 |  |  |  |   |
|   | Indicator number 3 |  |  |  |   |
|  ESRS E3-1 | Indicator number 7 |  |  |  | 3.3.2 D  |
|  Water and marine resources paragraph 9 | Table #2 of Annex 1 |  |  |  |   |
|  ESRS E3-1 | Indicator number 8 |  |  |  | 3.3.2 A  |
|  Dedicated policy paragraph 13 | Table #2 of Annex 1 |  |  |  |   |
|  ESRS E3-1 | Indicator number 12 |  |  |  | non-material  |
|  Sustainable oceans and seas paragraph 14 | Table #2 of Annex 1 |  |  |  |   |
|  ESRS E3-4 | Indicator number 6.2 |  |  |  | 3.3.6  |
|  Total water recycled and reused paragraph 28 (c) | Table #2 of Annex 1 |  |  |  |   |
|  ESRS E3-4 | Indicator number 6.1 |  |  |  | 3.3.6  |
|  Total water consumption in m3 per net revenue on own operations paragraph 29 | Table #2 of Annex 1 |  |  |  |   |

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|  Disclosure Requirement and related datapoint | SFDR reference | Pillar reference | Benchmark Regulation reference | EU Climate Law reference | Section  |
| --- | --- | --- | --- | --- | --- |
|  ESRS 2- SBM 3 - E4 paragraph 16 (a) i | Indicator number 7 Table #1 of Annex 1 |  |  |  | 3.3.4. A  |
|  ESRS 2- SBM 3 - E4 paragraph 16 (b) | Indicator number 10 Table #2 of Annex 1 |  |  |  | 3.3.4. A  |
|  ESRS 2- SBM 3 - E4 paragraph 16 (c) | Indicator number 14 Table #2 of Annex 1 |  |  |  | non-material  |
|  ESRS E4-2 Sustainable land / agriculture practices or policies paragraph 24 (b) | Indicator number 11 Table #2 of Annex 1 |  |  |  | 3.3.4. A 3.3.4. B  |
|  ESRS E4-2 Sustainable oceans / seas practices or policies paragraph 24 (c) | Indicator number 12 Table #2 of Annex 1 |  |  |  | non-material  |
|  ESRS E4-2 Policies to address deforestation paragraph 24 (d) | Indicator number 15 Table #2 of Annex 1 |  |  |  | 3.3.4. D  |
|  ESRS E5-5 Non-recycled waste paragraph 37 (d) | Indicator number 13 Table #2 of Annex 1 |  |  |  | 3.3.6  |
|  ESRS E5-5 Indicator number 13 Table #2 of Annex 1 | Indicator number 9 Table #1 of Annex 1 |  |  |  | non-material  |
|  ESRS 2- SBM3 - S1 Risk of incidents of forced labour paragraph 14 (f) | Indicator number 13 Table #3 of Annex I |  |  |  | 3.4.5  |
|  ESRS 2- SBM3 - S1 Risk of incidents of child labour paragraph 14 (g) | Indicator number 12 Table #3 of Annex I |  |  |  | 3.4.5  |
|  ESRS S1-1 Human rights policy commitments paragraph 20 | Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex I |  |  |  | 3.4.5  |
|  ESRS S1-1 Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8, paragraph 21 |  |  | Delegated Regulation (EU) 2020/1816, Annex II |  | 3.4.5  |
|  ESRS S1-1 processes and measures for preventing trafficking in human beings paragraph 22 | Indicator number 11 Table #3 of Annex I |  |  |  | 3.4.5  |
|  ESRS S1-1 workplace accident prevention policy or management system paragraph 23 | Indicator number 1 Table #3 of Annex I |  |  |  | 3.4.2 A  |

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|  Disclosure Requirement and related datapoint | SFDR reference | Pillar reference | Benchmark Regulation reference | EU Climate Law reference | Section  |
| --- | --- | --- | --- | --- | --- |
|  ESRS S1-3 grievance/complaints handling mechanisms paragraph 32 (c) | Indicator number 5 Table #3 of Annex I |  |  |  | 3.4.5  |
|  ESRS S1-14 Number of fatalities and number and rate of work-related accidents paragraph 88 (b) and (c) | Indicator number 2 Table #3 of Annex I |  | Delegated Regulation (EU) 2020/1816, Annex II |  | 3.4.4  |
|  ESRS S1-14 Number of days lost to injuries, accidents, fatalities or illness paragraph 88 (e) | Indicator number 3 Table #3 of Annex I |  |  |  | 3.4.2. A  |
|  ESRS S1-16 Unadjusted gender pay gap paragraph 97 (a) | Indicator number 12 Table #1 of Annex I |  | Delegated Regulation (EU) 2020/1816, Annex II |  | 3.4.4  |
|  ESRS S1-16 Excessive CEO pay ratio paragraph 97 (b) | Indicator number 8 Table #3 of Annex I |  |  |  | 3.4.4  |
|  ESRS S1-17 Incidents of discrimination paragraph 103 (a) | Indicator number 7 Table #3 of Annex I |  |  |  | 3.4.4  |
|  ESRS S1-17 Non-respect of UNGPs on Business and Human Rights and OECD paragraph 104 (a) | Indicator number 10 Table #1 and Indicator n. 14 Table #3 of Annex I |  | Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818 Art 12 (1) |  | 3.4.8  |
|  ESRS 2- SBM3 — S2 Significant risk of child labour or forced labour in the value chain paragraph 11 (b) | Indicators number 12 and n. 13 Table #3 of Annex I |  |  |  | 3.4.6. A  |
|  ESRS S2-1 Human rights policy commitments paragraph 17 | Indicator number 9 Table #3 and Indicator n. 11 Table #1 of Annex I |  |  |  | 3.4.6  |
|  ESRS S2-1 Policies related to value chain workers paragraph 18 | Indicator number 11 and n. 4 Table #3 of Annex I |  |  |  | 3.4.6  |
|  ESRS S2-1 Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines Indicator number 10 Table #1 of Annex I | Indicator number 10 Table #1 of Annex I |  | Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) |  | 3.4.6  |
|  ESRS S2-1 Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8, paragraph 19 |  |  | Delegated Regulation (EU) 2020/1816, Annex II |  | 3.4.6  |

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|  Disclosure Requirement and related datapoint | SFDR reference | Pillar reference | Benchmark Regulation reference | EU Climate Law reference | Section  |
| --- | --- | --- | --- | --- | --- |
|  ESRS S2-4 Human rights issues and incidents connected to its upstream and downstream value chain paragraph 36 | Indicator number 14 Table #3 of Annex 1 |  |  |  |   |
|  ESRS S3-1 Human rights policy commitments paragraph 16 | Indicator number 9 Table #3 of Annex 1 and Indicator number 11 Table #1 of Annex 1 |  |  |  | 3.4.5 A  |
|  ESRS S3-1 non-respect of UNGPs on Business and Human Rights, ILO principles or and OECD guidelines paragraph 17 | Indicator number 10 Table #1 Annex 1 |  | Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) |  | 3.4.5 3.4.8  |
|  ESRS S3-4 Human rights issues and incidents paragraph 36 | Indicator number 14 Table #3 of Annex 1 |  |  |  | 3.4.8  |
|  ESRS S4-1 Policies related to consumers and end-users paragraph 16 | Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex 1 |  |  |  | 3.4.5  |
|  ESRS S4-1 Non-respect of UNGPs on Business and Human Rights and OECD guidelines paragraph 17 | Indicator number 10 Table #1 of Annex 1 |  | Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) |  | 3.4.5  |
|  ESRS S4-4 Human rights issues and incidents paragraph 35 | Indicator number 14 Table #3 of Annex 1 |  |  |  | 3.4.5  |
|  ESRS G1-1 United Nations Convention against Corruption paragraph 10 (b) | Indicator number 15 Table #3 of Annex 1 |  |  |  | 3.4.7 B  |
|  ESRS G1-1 Protection of whistle- blowers paragraph 10 (d) | Indicator number 6 Table #3 of Annex 1 |  |  |  | 3.4.5 C  |
|  ESRS G1-4 Fines for violation of anti-corruption and anti-bribery laws paragraph 24 (a) | Indicator number 17 Table #3 of Annex 1 |  | Delegated Regulation (EU) 2020/1816, Annex II) |  | 3.4.8  |
|  ESRS G1-4 Standards of anti- corruption and anti- bribery paragraph 24 (b) | Indicator number 16 Table #3 of Annex 1 |  |  |  | 3.4.8  |

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# 3.5.3 OTHER COMPULSORY DISCLOSURE REQUIREMENTS (CSRD)

This section includes tables and mandatory data formatted according to the European CSRD regulation, which have already been addressed in other forms throughout the various parts of the sustainability report.

E1-6 AR 48 - CO2e GROSS EMISSIONS

|   | Retrospective |   |   | Targets  |   |   |
| --- | --- | --- | --- | --- | --- | --- |
|   |  2024 | 2017 (reference) | Progress | 2030 | 2050 | Target  |
|  Scope 1 GHG emissions  |   |   |   |   |   |   |
|  Gross Scope 1 GHG emissions (tCO2eq) | 7427980 | 9945315 | -25.3% | 6663361 | 0 |   |
|  Percentage of Scope 1 GHG emissions from regulated emission trading schemes (%) | 35.3 % | 33.7 % |  |  |  | -33% by 2030  |
|  Scope 2 GHG emissions  |   |   |   |   |   |   |
|  Gross location-based Scope 2 GHG emissions (tCO2eq) | 2672571 | 3482861 | -23.3% |  | 0 | Net Zero by 2050  |
|  Gross market-based Scope 2 GHG emissions (tCO2eq) | 855043 | 3482861 | -75.5% | 2333517 | 0 |   |
|  Scope 1 & 2 GHG emissions - market based | 8,484,924 t | 13,428,176 |  |  |  |   |
|  Significant scope 3 GHG emissions*  |   |   |   |   |   |   |
|  Total Gross indirect (Scope 3) GHG emissions (tCO2eq) | 24,431,883 | 17358152 | 40.8% | 14580847 | 0 |   |
|  1 Purchased goods and services | 11,418,384 | 6,372,718 | 79.2% | 5353083 | 0 |   |
|  2 Capital goods |  |  |  |  |  |   |
|  3 Fuel and energy-related Activities (not included in Scope1 or Scope 2) | 2,543,097 | 2,936,344 | -13.4% | 2466528 | 0 |   |
|  4 Upstream transportation and distribution | 5,277,325 | 2,531,767 | 108.4% | 2126684 | 0 |   |
|  5 Waste generated in operations |  |  |  |  |  | -16% by 2030  |
|  6 Business travelling | 47,537 | 257,490 | -81.5% | 216291 | 0 |   |
|  7 Employee commuting |  |  |  |  |  | Net Zero by 2050  |
|  8 Upstream leased assets |  |  |  |  |  |   |
|  9 Downstream transportation |  | 4,582,183 | -% | 3849033 | 0 |   |
|  10 Processing of sold products |  |  |  |  |  |   |
|  11 Use of sold products |  |  |  |  |  |   |
|  12 End-of-life treatment of sold products | 5,145,540 | 677,650 | 659.3% | 569226 | 0 |   |
|  13 Downstream leased asset |  |  |  |  |  |   |
|  14 Franchises |  |  |  |  |  |   |
|  Total GHG emissions  |   |   |   |   |   |   |
|  Total GHG emissions (location-based) (tCO2eq) | 34,532,434 | 30786328 | 12.2% |  | 0 |   |
|  Total GHG emissions (market-based) (tCO2eq) | 32,714,906 | 30786328 | 6.3% | 23577726 | 0 |   |

* 2023 data. Methodology &amp; perimeter for scope 3 are aligned with SBTi targets with 2030, 2017 being the baseline on material categories only. Enlarged perimeter since 2017 thanks to data collection improvement.

In 2024, biogenic $\mathrm{CO}_{2}$ emissions related to the combustion or degradation of biomass not accounted for in direct $\mathrm{CO}_{2}\mathrm{e}$ emissions (Scope 1) amounted to 333,339 tonnes. (E1-6_17 AR 43c).

In 2024, the share of bundled renewable energy contractual instruments purchased was $37.7\%$ (power purchase agreements), and the share of unbundled green purchases was $62.3\%$ in relation to indirect $\mathrm{CO}_{2}\mathrm{e}$ emissions (Scope 2). (E1-6_21 AR 45d).

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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A COMMITTED GROUP

CROSS-REFERENCE TABLE FOR THE SUSTAINABILITY REPORT

S1-6 50 (a) AR55 - EMPLOYEE HEADCOUNT BY GENDER

|   | Headcount  |
| --- | --- |
|  Male | 121,976  |
|  Female | 39,497  |
|  Other | 9  |
|  Not declared | 0  |
|  Total headcount (Employees) | 169,637  |

S1-6 50 (a) AR55 - EMPLOYEE HEADCOUNT IN COUNTRIES REPRESENTING MORE THAN 10% OF THE GROUP

|  Country | Employee headcount  |
| --- | --- |
|  France (headcount) | 36,242  |

S1-6 50 (b) AR55 - EMPLOYEE HEADCOUNT BY CONTRACT AND BY REGION

|  North America | South America | Asia-Pacific | Northern Europe | Southern Europe, MEA | TOTAL  |
| --- | --- | --- | --- | --- | --- |
|  Employee headcount |  |  |  |  |   |
|  19 253 | 21 918 | 24 264 | 45 203 | 50 844 | 161 482  |
|  Permanent contracts |  |  |  |  |   |
|  19 248 | 20 104 | 20 102 | 40 840 | 47 307 | 147 601  |
|  Fixed-term contracts |  |  |  |  |   |
|  5 | 1 814 | 4 162 | 4 363 | 3 537 | 13 881  |
|  Non-guaranteed hours contracts |  |  |  |  | NS  |

S1-6 50 (b) AR55 - EMPLOYEE HEADCOUNT BY CONTRACT AND BY GENDER

|  Female | Male | Other | Not disclosed | TOTAL  |
| --- | --- | --- | --- | --- |
|  Headcount |  |  |  |   |
|  39,497 | 121,976 | 9 |  | 161,482  |
|  Permanent contract |  |  |  |   |
|  35,239 | 112,353 |  | 9 | 147,601  |
|  Fixed-term contract |  |  |  |   |
|  4,258 | 9,623 |  | 0 | 13,881  |
|  Non-guaranteed hour contract |  |  |  |   |
|   |  |  |  | NS  |

S1-8 AR70 - COLLECTIVE BARGAINING AND SOCIAL DIALOGUE

|   | Collective Bargaining |   | Social dialogue  |
| --- | --- | --- | --- |
|   | Employees — EEE | Salariés — non EEE | Representants at workplace (EEE only)  |
|  Coverage | (in countries >50 employees representing >10% total employees) | (estimation in régions >50 employees representing >10% total employees) | (in countries >50 employees representing >10% total employees)  |
|  80-100% | France |  | France  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK

FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

## 3.6 CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

### Classification of activities

In application of the Regulation (EU) 2020/852 (the Taxonomy Regulation), in effect since July 2020, the delegated acts for the first two objectives concerning mitigation and adaptation to climate change (Commission Delegated Regulation (EU) 2021/2139), as well as the delegated act supplementing Article 8 of Regulation (EU) 2020/852 and its annexes on the reporting conditions (Disclosures Delegated Act), Saint-Gobain has carried out an analysis of the eligibility criteria used to classify its sustainable economic activities with regard to the new reporting and disclosure requirements on the relevant contribution to the revenues, investments and operating expenses (CAPEX and OPEX).

In view of the amendments made in June 2023 by Commission Delegated Regulation (EU) 2023/2486, Saint-Gobain updated its analysis of eligible activities, without this giving rise to any changes.

The information published has been checked in particular to avoid any double counting of revenues and eligible capital expenditure.

### Main developments since 2023

In line with its commitments, Saint-Gobain carried out a new review of its portfolio in 2024 and included cast iron and steel manufacturing activities under eligible activities 3.9. The associated revenues in 2023 were of the order of €11 billion, which represents 2% of the group's consolidated revenues.

### Eligibility of activities

Consequently, for the 2024 financial year, Saint-Gobain's activities considered eligible correspond to the definitions of the following activities listed in the delegated acts dedicated to the objectives of climate change mitigation and adaptation to climate change:

- 3.5. Manufacture of energy-efficient equipment for the buildings Activity 3.5 directly covers several Saint-Gobain product categories, including insulation, glazing for external façades (windows), plasterboard and mortars that are part of an insulation system;
- 3.6. Other manufacturing technologies with low carbon intensity Activity 3.6 concerns Saint-Gobain products and solutions contributing to substantial reduction (compared to the most efficient alternative on the market) of GHG emissions generated by the product or by the manufacturing process to which they contribute;

This especially includes activities in ceramics, mobility, construction chemicals, or the construction industry. Some systems based on building materials that promote lightweight construction are also included, particularly in countries where they replace higher emission technologies (e.g. Systems incorporating gypsum to replace brick construction);

- 3.9. Cast iron and steel manufacturing The group manufactures cast iron and pipes in three sub-activities: blast furnaces, cupola furnaces and electric furnaces. Activity 3.9 concerns the Group's plants whose production technologies outperform the market.

Saint-Gobain has no eligible activity under the new Aquatic Resources, Circular Economy, Pollution Prevention and Reduction, Biodiversity and Ecosystems criteria.

### Aligning activities with climate change mitigation objectives

For all so-called eligible activities, Saint-Gobain has identified the applicable technical criteria as well as the corresponding performance thresholds:

- for activities listed in category 3.5, the regulation has identified technical criteria and corresponding performance thresholds; for the Gypsum business specifically, alignment has been assessed with regard to the best available techniques for the renovation and new construction markets;
- for the activities referenced in category 3.6, in the absence of technical criteria and performance thresholds defined by the regulation, these have been identified and assessed by comparing the benefits and performance with efficient products or solutions on the market. Saint-Gobain relied in particular on life cycle analyses in accordance with reference standards (ISO, PEF) and assessed the thresholds to define a substantial reduction according to sectors and product families. For Construction Chemicals, Saint-Gobain has also carried out product performance tests at its customers' sites to demonstrate their performance in relation to equivalent products on the market. These results are available in the Group's public methodology on its website. For gypsum-based systems, alignment has been considered in countries where the solution replaces a higher emission one;
- for the activities referenced in category 3.9, technical criteria and corresponding performance thresholds have been defined by the regulation.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

Saint-Gobain's ambition is to offer solutions that combine performance and sustainability in order to meet the expectations of its stakeholders, especially its customers, and to enable the acceleration towards a more sustainable and low-carbon economy (see section 3.1.5.B, p. 114). A standard method for evaluating the benefits of these solutions was defined in 2020 and deployed in the organization. The benefits in terms of contributing to the fight against climate change are integrated into the approach. This standard profit measurement method has been audited by an independent third party and published on the Group's website. Saint-Gobain relied on this method to measure the alignment of product lines for the activities referenced in category 3.6.

This exercise requires complex studies to be made of the comparative performance of products and solutions, some of which, given their complexity, will have to be continued in future years.

The work carried out in 2024 also included verification of compliance with the minimum guarantees for the entire group, including companies acquired during the period (see section 3.4.7, p. 190 and table 9.2.3, p. 488), as well as the analysis of compliance with the "Do no significant harm" (DNSH) principle based on its existing policies and its risk management system. More specifically for DNSH:

- adaptation to climate change, see section 3.2, p. 122: studies have been carried out to cover a significant proportion of assets and revenues (including acquisitions during the period), and business continuity plans are in place at all sites. They have not had any significant impact in terms of climate-related physical risks (the main risks being flooding and drought);
- water policies: see section 3.3.2, p. 150; this policy also covers keeping watercourses in good ecological condition;
- pollution, see section 3.3.1.B, p. 146.

In the context of changes in regulations concerning the DNSH pollution criteria and their interpretations, Saint-Gobain specifies that its policy and action plans relating to substances of concern are based on regular updates of the lists of these substances, taking into account changes in regulatory frameworks. Saint-Gobain includes in the composition of certain products a substance that is subject to monitoring ("registration") under the REACH regulation but is not on the list of substances subject to authorization under REACH. For this use, Saint-Gobain complies with the REACH regulation.

More generally, Saint-Gobain's policy on the use of substances of concern (see section 3.4.2.A.c, p. 169) deals with the risks associated with hazardous substances and products and includes:

- an inventory of substances of concern used on industrial sites, based on internal classification. This classification takes into account international regulations, in particular the European REACH and CLP (Classification, Labeling, Packaging) regulations, and aims to anticipate their evolution;

- standards and application guides in particular;
- on employee protection measures;
- to eliminate or limit the presence of hazardous substances (SVHC, CMR, H400, H410) in new products.

Despite the efforts made by the Group in recent years, substance traceability remains difficult, particularly for the Construction Chemicals activities. In the current state of legislation, the Group has validated the DNSH pollution criteria for all activities concerned by the Taxonomy. Nevertheless, Saint-Gobain will continue its efforts to improve the quality of inventories, even beyond the REACH regulation. The Group will continue to monitor and anticipate changes in the various regulations, such as when a product moves from a non-excluded provisional list to a list of products requiring specific authorization.

- circular economy, see section 3.3.3 p. 153: the policy applies to all Group activities, including those for which the impact is not material;
- biodiversity, see section 3.3.4 p. 159: the Group has carried out a macro-level impact study which classifies high-risk activities (quarries) and sites in high-risk zones (protected areas or zones close to protected areas). A large proportion of the Group's sites (80%) are ISO 14001 certified. All quarries are considered to be at risk and will be subject to an impact study and action plan in 2025. Non-quarry sites in protected areas will also be the subject of an action plan in 2025. Sites in the vicinity of risk zones other than quarries have not been identified as a priority, but detailed plans will be deployed from 2026 onwards, particularly in the event of water pollution risks.

## Non-eligible activities

Saint-Gobain's sustainable solutions revenue (see section 3.1.5.B.a, p. 115) includes activities not assessed in the context of compliance with Regulation (EU) 2020/852 (the taxonomy regulation) or Commission Delegated Regulation (EU) 2023/2486, such as distribution activities, impacts and benefits not yet integrated into the regulations, such as resources and the circular economy or finally the benefits related to health, safety and comforts, which will potentially be eligible for the social taxonomy.

## Making progress

The Group will continue to analyze the DNSH criteria in particular in the coming years, and to review the alignment of its activities.

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# A COMMITTED GROUP

CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

## 3.6.1 TAXONOMY KPIS

The reporting scope concerns all Saint-Gobain consolidated entities at the end of 2024. Although also eligible under the climate change adaptation criterion, all the Group's activities considered to be aligned are eligible under the climate change mitigation criterion.

In the denominator, revenues correspond to those, including other income, presented in the consolidated income statement (chapter 8).

The increase in the proportion of the Group's activities that are eligible, from 18% to 20% between 2023 and 2024, corresponds mainly to the inclusion of the pipe business in 2024.

## A - Revenues in k€

|  Economic Activities | Codes | Year 2024 |   | Substantial contribution criteria  |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |  Revenues | Proportion of Revenues | Climate Change Mitigation | Climate Change Adaptation | Water resources | Circular Economy | Pollution | Biodiversity and ecosystems  |
|   |   |  Euro | % | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL  |

## A. Taxonomy-eligible activities

### A.1. Environmentally sustainable activities (Taxonomy-aligned)

|  Manufacture of energy-efficient equipment for buildings | CCM 3.5 | 5,435,775 | 12% | Y | N/EL | N/EL | N/EL | N/EL | N/EL  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Manufacture of other low-carbon technologies | CCM 3.6 | 2,427,205 | 5% | Y | N/EL | N/EL | N/EL | N/EL | N/EL  |
|  Manufacture of iron and steel | CCM 3.9 | 661,374 | 1% | Y | N/EL | N/EL | N/EL | N/EL | N/EL  |
|  Revenues of environmentally sustainable activities (A.1) |  | 8,524,354 | 18% | 18% |  |  |  |  |   |
|  of which enabling |  | 8,524,354 | 18% | 18% |  |  |  |  |   |
|  of which transitional |  | 0 | —% | —% |  |  |  |  |   |

### A.2. Activities that are taxonomy-eligible but not environmentally sustainable (not Taxonomy-aligned)

|  Manufacture of energy-efficient equipment for building construction | CCM 3.5 | 44,765 | —% | EL | EL | N/EL | N/EL | N/EL | N/EL  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Manufacture of other low-carbon technologies | CCM 3.6 | 486,561 | 1% | EL | EL | N/EL | N/EL | N/EL | N/EL  |
|  Manufacture of iron and steel | CCM 3.9 | 440,916 | 1% | EL | EL | N/EL | N/EL | N/EL | N/EL  |
|  Revenues of activities that are taxonomy-eligible but not environmentally sustainable |  | 972,242 | 2% | 2% |  |  |  |  |   |
|  Revenues of taxonomy-eligible activities |  | 9,496,596 | 20% | 20% |  |  |  |  |   |

### B. Activities that are not taxonomy-eligible

|  Revenues of non-eligible activities | 37,074,482 | 80%  |
| --- | --- | --- |
|  Total A + B | 46,571,078 | 100%  |
|   | Proportion of revenues/Total revenues  |   |   |
| --- | --- | --- | --- |
|   |   |  Aligned with the Taxonomy by objective | Taxonomy-eligible by objective  |
|  CCM | Climate Change Mitigation | 18% | 20%  |
|  CCA | Climate Change Adaptation | 0 | 0  |
|  WTR | Water resources | % | %  |
|  CE | Circular Economy | % | %  |
|  PPC | Pollution prevention & reduction | % | %  |
|  BIO | Biodiversity & ecosystems | % | %  |

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CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK

FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

|   | DNSH criteria ("Do No Significant Harm") |   |   |   |   |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Climate Change Mitigation | Climate Change Adaptation | Water resources | Circular Economy | Pollution | Biodiversity & ecosystems | Minimum Safeguards | Proportion of revenues aligned (A.1.) or eligible (A.2.) under taxonomy, N-1 | Category (enabling activity) | Category (transitional activity)  |
|   | Y; N | Y; N | Y; N | Y; N | Y; N | Y; N | Y; N | % | E | T  |
|  |   |   |   |   |   |   |   |   |   |   |
|   | Y | Y | Y | Y | Y | Y | Y | 11% | E |   |
|   | Y | Y | Y | Y | Y | Y | Y | 5% | E |   |
|   | Y | Y | Y | Y | Y | Y | Y | —% | E |   |
|   | Y | Y | Y | Y | Y | Y | Y | 16% |  |   |
|   | Y | Y | Y | Y | Y | Y | Y | 16% | E |   |
|   |  |  |  |  |  |  |  |  |  | T  |
|  |   |   |   |   |   |   |   |   |   |   |
|   |  |  |  |  |  |  |  | —% |  |   |
|   |  |  |  |  |  |  |  | 1% |  |   |
|  |   |   |   |   |   |   |   |   |   |   |
|   |  |  |  |  |  |  |  | 2% |  |   |
|   |  |  |  |  |  |  |  | 18% |  |   |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK

FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

# B - CAPEX

In the denominator, the CAPEX corresponds to the gross increase in tangible and intangible assets declared in the consolidated financial statements, including when this results from the entry of a subsidiary into the consolidation scope (see note 7 to the consolidated financial statements).

The CAPEX categories considered in the numerator as eligible (or aligned) are as follows:

- CAPEX linked to activities whose revenues are eligible, and detailing the CAPEX linked to activities whose revenues is aligned;
- CAPEX linked to individual measures enabling the reduction of  $\mathrm{CO}_{2}$  emissions.

Since 2021, a financial reporting category has been dedicated for monitoring investments linked to  $\mathrm{CO}_{2}$  emissions reduction, in line with the Group's  $\mathrm{CO}_{2}$  roadmap to contribute to carbon neutrality by 2050 (see chapter 3).

The significant increase in 2024 is due to the acquisition of CSR. The Group had not made such a major acquisition in 2023.

# CAPEX - in €k

|   | Year 2024 |   | Substantial contribution criteria |   |   |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |  CAPEX | Share of CAPEX amount | Climate Change Mitigation | Climate Change Adaptation | Water resources | Circular Economy | Pollution | Biodiversity & ecosystems |   |
|   |   |   |   |   |   |   |   |   |   |  |
|  Economic Activities | Codes | Euro | % | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL |   |
|  A. Taxonomy-eligible activities  |   |   |   |   |   |   |   |   |   |   |
|  A.1. Environmentally sustainable activities (Taxonomy-aligned)  |   |   |   |   |   |   |   |   |   |   |
|  Manufacture of energy-efficient equipment for building construction | CCM 3.5 / CCA 3.5 | 1,399,782 | 26% | Y | N | N/EL | N/EL | N/EL | N/EL |   |
|  Manufacture of other low-carbon technologies | CCM 3.6 / CCA 3.6 | 396,684 | 7% | Y | N | N/EL | N/EL | N/EL | N/EL |   |
|  Manufacture of iron and steel | CCM 3.9 / CCA 3.9 | 24,603 | 0% | Y | N | N/EL | N/EL | N/EL | N/EL |   |
|  CAPEX of environmentally sustainable activities (A.1) |   | 1,821,070 | 33% | 33% |  |  |  |  |  |   |
|  of which enabling |   | 1,821,070 | 33% | 33% |  |  |  |  |  |   |
|  of which transitional |   | 0 | -% | -% |  |  |  |  |  |   |
|  A.2. Activities that are taxonomy-eligible but not environmentally sustainable (not Taxonomy-aligned)  |   |   |   |   |   |   |   |   |   |   |
|  Manufacture of energy-efficient equipment for building construction | CCM 3.5 / CCA 3.5 | 2,552 | -% | EL | EL | N/EL | N/EL | N/EL | N/EL |   |
|  Manufacture of other low-carbon technologies | CCM 3.6 / CCA 3.6 | 27,534 | 1% | EL | EL | N/EL | N/EL | N/EL | N/EL |   |
|  Manufacture of iron and steel | CCM 3.9 / CCA 3.9 | 11,859 | -% | EL | EL | N/EL | N/EL | N/EL | N/EL |   |
|  CAPEX of environmentally sustainable activities but not sustainable environmentally sustainable |   | 41,945 | 1% | 1% | 1% |  |  |  |  |   |
|  CAPEX of environmentally sustainable activities |   | 1,863,015 | 34% | 34% | 1% |  |  |  |  |   |
|  B. Activities that are not taxonomy-eligible |   |   |   |   |   |   |   |   |   |   |
|  CAPEX of non-Taxonomy-eligible activities |   | 3,579,521 | 66% |   |   |   |   |   |   |   |
|  Total A + B |   | 5,442,536 | 100% |   |   |   |   |   |   |   |
|   | Share of CAPEX/Total CAPEX  |   |   |
| --- | --- | --- | --- |
|   |   |  Aligned with the Taxonomy by objective | Taxonomy-eligible by objective  |
|  CCM | Climate Change Mitigation | 33% | 34%  |
|  CCA | Climate Change Adaptation | 0 | 34%  |
|  WTR | Water resources | % | %  |
|  CE | Circular Economy | % | %  |
|  PPC | Pollution prevention & reduction | % | %  |
|  BIO | Biodiversity & ecosystems | % | %  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK

FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

|  DNSH criteria ("Do No Significant Harm") |   |   |   |   |   |  |  |  |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Climate Change Mitigation | Climate Change Adaptation | Water resources | Circular Economy | Pollution | Biodiversity & ecosystems | Minimum Safeguards | Share of CAPEX (A.1.) or eligible (A.2.) under taxonomy, N-1 | Category (enabling activity) | Category (transitional activity)  |
|  Y; N | Y; N | Y; N | Y; N | Y; N | Y; N | Y; N | % | E | T  |
|  |   |   |   |   |   |   |   |   |   |
|  |   |   |   |   |   |   |   |   |   |
|  Y | Y | Y | Y | Y | Y | Y | 19% | E |   |
|  Y | Y | Y | Y | Y | Y | Y | 2% | E |   |
|  Y | Y | Y | Y | Y | Y | Y | —% | E |   |
|  Y | Y | Y | Y | Y | Y | Y | 21% |  |   |
|  Y | Y | Y | Y | Y | Y | Y | 21% | E |   |
|   |  |  |  |  |  |  |  |  | T  |
|  |   |   |   |   |   |   |   |   |   |
|   |  |  |  |  |  |  | 1% |  |   |
|   |  |  |  |  |  |  | 1% |  |   |
|   |  |  |  |  |  |  | —% |  |   |
|   |  |  |  |  |  |  | 2% |  |   |
|   |  |  |  |  |  |  | 23% |  |   |

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# C - OPEX - in k€

In the denominator, the expenses considered correspond exclusively to R&amp;D costs. Indeed, the other types of operating expenses defined by the delegated regulation (renovation of buildings, short-term rental contracts, maintenance and repairs) were not considered material for Saint-Gobain. In the numerator, were considered:

- OPEX linked to activities whose revenues are eligible and detailing the OPEX linked to activities whose revenues are aligned;
- OPEX corresponding to individual measures related to $\mathrm{CO}_{2}$ emissions reduction projects.

Section 3.2.3, p. 137 lists all the actions taken to ensure the transition towards the use of decarbonized energies, including innovation and R&amp;D programs. The ratio rose slightly between 2023 and 2024, reflecting the Group's ongoing efforts in favor of decarbonization.

|  Economic Activities | Codes | Year 2024 |   | Substantial contribution criteria  |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |  R&D | Share of R&D amount | Climate Change Mitigation | Climate Change Adaptation | Water resources | Circular Economy | Pollution | Biodiversity & ecosystems  |
|   |   |  Euro | % | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL  |

## A. Taxonomy-eligible activities

### A.1. Environmentally sustainable activities (Taxonomy-aligned)

|  Manufacture of energy-efficient equipment for building construction | CCM 3.5 / CCA 3.5 | 66,143 | 11% | Y | N | N/EL | N/EL | N/EL | N/EL  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Manufacture of other low-carbon technologies | CCM 3.6 / CCA 3.6 | 52,158 | 9% | Y | N | N/EL | N/EL | N/EL | N/EL  |
|  Manufacture of iron and steel | CCM 3.9 / CCA 3.9 | 6,769 | 1% | Y | N | N/EL | N/EL | N/EL | N/EL  |
|  R&D of environmentally sustainable activities (A.1) |   | 125,070 | 21% | 21% |  |  |  |  |   |
|  of which enabling |   | 125,070 | 21% | 21% |  |  |  |  |   |
|  of which transitional |   | 0 | —% | —% |  |  |  |  |   |

### A.2. Activities that are taxonomy-eligible but not environmentally sustainable (not Taxonomy-aligned)

|  Manufacture of energy-efficient equipment for building construction | CCM 3.5 / CCA 3.5 | 2,477 | —% | EL | EL | N/EL | N/EL | N/EL | N/EL  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Manufacture of other low-carbon technologies | CCM 3.6 / CCA 3.6 | 12,459 | 2% | EL | EL | N/EL | N/EL | N/EL | N/EL  |
|  Manufacture of iron and steel | CCM 3.9 / CCA 3.9 | 4,179 | 1% | EL | EL | N/EL | N/EL | N/EL | N/EL  |
|  R&D of activities that are taxonomy-eligible but not environmentally sustainable |   | 19,115 | 3% | 3% | 3% |  |  |  |   |
|  R&D of activities that are taxonomy-eligible |   | 144,185 | 25% | 25% | 3% |  |  |  |   |

## B. Activities that are not taxonomy-eligible

|  R&D of non-taxonomy-eligible activities | 438,898 | 75%  |
| --- | --- | --- |
|  Total A + B | 583,083 | 100%  |
|   | Share of R&D OPEX/Total R&D OPEX  |   |   |
| --- | --- | --- | --- |
|   |   |  Aligned with the Taxonomy by objective | Taxonomy-eligible by objective  |
|  CCM | Climate Change Mitigation | 21% | 25%  |
|  CCA | Climate Change Adaptation | 0 | 25%  |
|  WTR | Water resources | % | %  |
|  CE | Circular Economy | % | %  |
|  PPC | Pollution prevention & reduction | % | %  |
|  BIO | Biodiversity & ecosystems | % | %  |

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A COMMITTED GROUP

CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK

FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

|   | DNSH criteria ("Do No Significant Harm") |   |   |   |   |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Climate Change Mitigation | Climate Change Adaptation | Water resources | Circular Economy | Pollution | Biodiversity & ecosystems | Minimum Safeguards | Proportion of Taxonomy aligned (A.1.) or eligible (A.2.) under taxonomy, N=1 | Category (enabling activity) | Category (transitional activity)  |
|   | Y; N | Y; N | Y; N | Y; N | Y; N | Y; N | Y; N | % | E | T  |
|  |   |   |   |   |   |   |   |   |   |   |
|   | Y | Y | Y | Y | Y | Y | Y | 12% | E |   |
|   | Y | Y | Y | Y | Y | Y | Y | 8% | E |   |
|   | Y | Y | Y | Y | Y | Y | Y | —% | E |   |
|   | Y | Y | Y | Y | Y | Y | Y | 20% |  |   |
|   | Y | Y | Y | Y | Y | Y | Y | 20% | E |   |
|   |  |  |  |  |  |  |  |  |  | T  |
|  |   |   |   |   |   |   |   |   |   |   |
|   |  |  |  |  |  |  |  | 1% |  |   |
|   |  |  |  |  |  |  |  | 2% |  |   |
|   |  |  |  |  |  |  |  | —% |  |   |
|   |  |  |  |  |  |  |  | 3% |  |   |
|   |  |  |  |  |  |  |  | 23% |  |   |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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2

A COMMITTED GROUP

CLASSIFICATION OF ACTIVITIES ACCORDING TO THE EUROPEAN REGULATORY FRAMEWORK

FOR DEFINING ENVIRONMENTALLY SUSTAINABLE ECONOMIC ACTIVITIES

# 3.6.2 OTHER MANDATORY INFORMATION

|  Line | Nuclear energy related activities |   |
| --- | --- | --- |
|  1. | The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle. | NO  |
|  2. | The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies. | NO  |
|  3. | The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades. | NO  |
|   | Fossil gas related activities |   |
|  4. | The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. | NO  |
|  5. | The undertaking carries out, funds or has exposures to the construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels. | NO  |
|  6. | The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels. | NO  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

www.saint-gobain.com

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# 3.7 CSR INFORMATION

## 3.7.1 NOTE ON METHODOLOGY

The content of the CSR chapters of this document reflects broad consultation with internal and external stakeholders.

Internally, entities of countries or clusters of countries, business units of High Performance Solutions and corporate support functions (human resources, responsible purchasing, financial communications, ethics and compliance, EHS, etc.) have been asked to contribute, in order to enhance the report with examples.

Externally, stakeholders are regularly consulted on general policy or various specific aspects of Saint-Gobain's social responsibility. These consultations assist in developing the Group's CSR reporting and communications.

### A -- General information

#### a. Frame of reference

Saint-Gobain's main reports include social, environmental, health and safety, and governance indicators. Each of these reports and the associated indicators have been drawn up in accordance with the United Nations Global Compact and applicable French legislation.

The indicators and reporting methodologies used are aligned with CSRD requirements.

To provide a global reference framework, these reports also rely on indicators from the GRI (Global Reporting Initiative), the SASB (Sustainability Accounting Standards Board) and other relevant standards depending on materiality issues, such as the GHG (Greenhouse Gas) Protocol for carbon footprint reporting or the ILO (International Labor Organization) for reporting on social and governance indicators.

The choice of indicators is determined according to stability over time, the availability of information, compliance, and reporting relevance. The description and calculation rules of indicators defined in the Group's governance documents are available for the teams of the different countries in French and in English.

The year 2025 will mark the end of the “Grow & Impact” strategic plan. On this occasion, certain objectives and indicators will be reviewed and updated.

In 2024, there were no significant events that could affect the comparability of non-financial figures between 2023 and 2024.

#### b. Eligibility principle, scope and exemptions

All Saint-Gobain Group entities are subject to non-financial reporting. The Group defines an entity as a financial reporting entity.

Relative to the scope of financial consolidation, the scope of consolidation of CSR data is composed of fully integrated companies.

Newly integrated companies are accounted for in step with their financial integration, but where necessary to ensure data quality, companies must implement the necessary adaptations and have a maximum period of two years in which to complete this process.

An entity integrated in the reporting before the maximum period remains integrated until it is disposed of.

Russia is excluded from certain reports, but in any case represents limited operational activity. In reports where it is included, internal control of data is limited, particularly for social and environmental reporting.

Depending on the topic, the eligibility for reporting of an entity or a site attached to it may vary depending on the materiality of the topics and may involve exemptions. A site represents the physical location of an entity. An entity can therefore have several sites. To identify whether an entity or a site attached to it is eligible for reporting, flowcharts have been defined in the Group's methodology documents and will be made available to the teams of the various countries in French and English.

Reporting exemptions are justified in cases where a site has some of the following characteristics: site attached to an entity that is not included in the financial consolidation or sub-consolidation scope;site without activity;site without staff;sites whose data are included in the reporting of another site.

Finally, as stipulated in ESRS 1 of the CSRD, certain information may be omitted by the company if the effort required is disproportionate to the importance of the information for users of sustainability statements.

#### c. Secondary data sources

Some reports require the use of external sources or external tools in order to collect secondary data for the calculation of indicators. The main sources and tools used to report Saint-Gobain indicators are as follows: GHG Protocol: used to assess the Group's CO_{2} emissions (scope 1 and 2 and scope 3) and in particular the accounting and reporting standard for the value chain [“Corporate Value Chain (scope 3) Accounting and Reporting Standard” version 2011];WRI (World Resources Institute): used to identify areas of high and very high water stress for reporting on water-related indicators;Natura 2000: used to identify sites located close to protected areas;OECD (Organization for Economic Co-operation and Development): data used in our methodology for calculating the adequate wage indicator;IEA (International Energy Agency)/AIB (Association of Issuing Bodies): emissions factor data used in our methodology for calculating our scope 1 and 2 greenhouse gas emissions.

---

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

A COMMITTED GROUP CSR INFORMATION

External risk mapping tools are also used to report on responsible purchasing indicators and assess human rights risks.

## d. Estimates used

Estimates may be used for the reporting of certain indicators. Three types of estimates may be used in the following cases:

- absence of data at the level of the reporting entity: when a site or the entity to which it belongs is acquired, it may not be ready for reporting (alignment of methodologies, data quality, etc.). In this case, the site or the entity to which it belongs has a maximum period of two years to make the adjustments required. During this period, estimates are made based on internal or external benchmarks. In 2024, data of Bailey and CSR, the two major acquisitions of the year, as well as Building Products of Canada, acquired in 2023, have been estimated for indicators related to GHG emissions;
- absence of data at the requisite level of granularity: some data may not be accessible at the requisite level of granularity, calling for the use of estimates based on ratios. This is the case, for example, in the methodology used to calculate scope 3 of the carbon footprint (see methodology for calculating scope 3, available on the Group's website);
- absence of data for the entire perimeter of the indicator: when certain available data represent only part of the indicator's perimeter, extrapolations can be made to cover the entire perimeter of the indicator. This is particularly true for the consumption of raw materials by industry. The data reporting system covers only 80% of raw material purchases, with extrapolation to reach 100% of purchases.

## e. Data consolidation and validation by an external body

The consolidation of the data results from the sum of the fine data fed back from the systems and the estimates used. Data are systematically consolidated for all indicators, centrally. The reporting process systematically includes control steps to guarantee the reliability and completeness of the indicators.

All our indicators deemed material for the double materiality analysis are reviewed and validated by a third party.

## B - Information by topic

### a. Social

**Specificities of the scope:**

In accordance with the rules set out above, the reporting scope is aligned with that of financial consolidation for all mandatory indicators in accordance with CSRD requirements. Companies sold in the past year are included in the reporting until they are excluded from the financial consolidation scope.

Social reporting mainly consists of data from three tools: Smart'R (collection of payroll information), People Group (management of executives) and Boost (training).

For the Smart'R tool, the entities are divided into three categories:

- interfaced entities (automatic reporting);
- non-interfaced entities with more than 500 employees (monthly manual reporting);
- non-interfaced entities with fewer than 500 employees (quarterly manual reporting).

www.saint-gobain.com

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A COMMITTED GROUP
CSR INFORMATION

The reporting scope varies according to topic and type of collection, as shown in the table below:

|  Indicators | Perimeter | 2024 perimeter  |
| --- | --- | --- |
|  • Average headcount (by gender, geographic area and type of contract) |  |   |
|  • Temporary headcount | Group* | 100% (workforce)  |
|  • Headcount at year-end (breakdown of permanent, fixed-term, temporary) |  |   |
|  • Arrivals/departures (except for data by age) |  |   |
|  • Proportion of active agreements signed with employee representative bodies concerning health and safety |  |   |
|  • Percentage of employees with employee representation |  |   |
|  • Diversity related to disability | Smart'R': interfaced entities and entities with more than 500 employees | 95.1% (workforce)  |
|  • Annual interviews |  |   |
|  • Rate of layoffs of permanent and fixed-term contracts |  |   |
|  • Percentage of Group employees covered by a collective bargaining agreement |  |   |
|  • Number of collective agreements with employee representative bodies |  |   |
|  • Percentages of full-time and part-time employees |  |   |
|  • Age-related indicators | Smart'R: interfaced entities | 93% (workforce)  |
|  • Rate of resignation by seniority |  |   |
|  • Equal treatment |  |   |
|  • Adequate wage | Countries in which the Group operates and whose shared payroll service center is interfaced with Smart'R for the full year | 58 (countries out of a total of 82)  |
|  • Temporary working hours rate | Group excluding USA, Canada, Ireland and Switzerland | 87.2% (workforce)  |
|  • Overtime rate | Smart'R: interfaced entities and entities with more than 500 employees outside the United States, Canada, Ireland and Switzerland | 82.2% (workforce)  |
|  • Absenteeism |  |   |
|  • Training | Boost!: interfaced Smart'R entities excluding Russian entities | 92% (workforce)  |
|  • Percentage of women in top management | People Group: Group management | 20% (workforce)  |
|  • Human rights | Countries where Saint-Gobain is present | 100% (country)  |
|  • Investments in projects | Countries in which Saint-Gobain is present, excluding Russia, Australia and certain countries with a very small workforce (representing a total of less than 2% of the total workforce), 68 countries | 63 (countries out of a total of 82)  |
|  • Countries with a societal action program | Countries with more than 1,000 employees in which Saint-Gobain is present, other than Russia and Australia, 24 countries | 23 (countries out of a total of 82)  |
|  • CARE | Countries where Saint-Gobain is present | 100% (country)  |

* Under the CSRD, some perimeters changed between 2023 and 2024. The average headcount by gender, geographic area and type of contract now covers 100% of the Group perimeter following the inclusion of non-interfaced entities in 2024. Changes in this perimeter must be taken into account when comparing the 2023 and 2024 indicators.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024
221

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Data consolidation process:

Social indicators include qualitative and quantitative data.

Data relating to employees (headcount, contracts, etc.) are mainly taken from the Smart'R tool. The data are reported monthly, quarterly or annually depending on the type of data and the size of the entities. The process of data consolidation for the social reporting involves three steps:

- the data are entered in the Smart'R tool monthly for interfaced entities (93% of the workforce) or manually, monthly or quarterly, via questionnaires for other entities (7% of the workforce);
- the reporting is enriched by annual social and human rights data collected via questionnaires comprising data such as the number of signed agreements in effect, etc.;
- information is made more reliable by the Social Affairs Direction.

The other data are mainly collected and consolidated manually by the central teams.

All employee-related indicators are published in headcount. Published indicators are calculated using end-December data unless otherwise stated. The published recruitment, dismissal and resignation rates are calculated on average headcount.

### Indicators:

Workforce-related indicators

The gender breakdown of the workforce corresponds to the gender specified by the employee. The “Other” category includes both employees who identify themselves as neither male nor female, and those who do not wish to specify their gender (nine employees).

Indicators of arrivals and departures

As some newly integrated entities were interfaced during the year, the data on headcount trends are incomplete. In this case, the indicators concerned are calculated based on a more restricted perimeter than that of the annual social campaign, for example only interfaced entities. By way of example, the data of Weber Côte d'Ivoire have been included in the calculation of hiring, departures and employee turnover only since June 2024 (following IT interfacing).

The adequate wage indicator

The study of the adequate wage indicator includes full-time employees on permanent and fixed-term contracts (alternating work-study contracts and internships are excluded), present for the full twelve months of the fiscal year in the same country, and whose shared service center is interfaced with Smart'R for the full year. The OECD data are then used to define the adequate wage for each country. For OECD member countries, an adequate wage is equal to 50% of the national (annual) average gross wage as defined by the official OECD website. For non-OECD countries, the comparison is made using 50% of the value of the national (annual) average gross salary. This value is defined on the basis of government or economic sources and provided by the country's contact for remuneration and benefits. The reliability of the source and the accuracy of the data provided are verified by the Social Affairs Department. In some countries, the average gross wage is not defined at national level, but at local level. For these countries, the local value is used in the study. For each country or region of the country, the salary of each employee in that country or region included in the study is then compared with the value of the adequate wage defined for the country or region.

Indicators on absenteeism and temporary employment working hours

Some countries were excluded from the calculation of these indicators because of the lack of data for diverse reasons (no interface, priority application of local regulations over global definition, etc.). This is the case in the United States, Canada, Ireland and Switzerland.

Absenteeism data of some entities are sometimes difficult to collect in view of local contexts. The absenteeism rate is therefore calculated on a more limited perimeter than that of the annual social reporting campaign (see table above).

Absenteeism rate is expressed as a percentage and corresponds to the total number of hours of absence over the total number of theoretical working hours. The reasons for absences taken into account in this indicator are absences for illness, absences relating to occupational accidents (including traveling to and from work), absences due to strikes and unjustified absences. Authorized or anticipated absences (e.g. annual leave, family events) are not included in this indicator.

The temporary employment rate is expressed as a percentage and corresponds to the total number of theoretical hours worked by temporary employees out of the total number of hours worked by Saint-Gobain's employees and temporary workers. Temporary employment does not include subcontractors and service providers.

Despite the entities excluded from the scope, the Group retains sufficient coverage in terms of the workforce to enable the reporting of relevant indicators.

Training indicators

The reporting scope is that of interfaced Smart'R entities. Russian entities are excluded. The indicator's reporting scope represents 92% of the total headcount.

The indicator includes all employees, including work-study employees but excluding interns, trained during the year (including those who left during the year) related to the total number of employees at December 31, 2024.

In the published training indicators, a training course is defined as any training event, such as a classroom training, e-learning, MOOC, virtual classroom, blended learning, serious game, lasting at least one hour and which can be followed using a tool and linked to a Saint-Gobain employee.

Diversity indicators: percentages of women/men in top management

Percentage of women in top management: these indicators come from People Group, the Group's HR information system dedicated to the management and development of executive staff, and the data collected are those at December 31, 2024. The proportion of female managers is adjusted manually to include acquisitions during the year yet to be recorded in People Group and aligned with the scope of financial consolidation. The estimate used comes from an internal benchmark.

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A COMMITTED GROUP CSR INFORMATION

Percentage of women on business units' Executive Committees: the list of persons belonging to an Executive Committee is drawn up by the High Performance Solutions HRD and by the HRDs of the Regions. The situation taken into account is that of the Executive Committees at the end of 2024.

Diversity: each year, the Saint-Gobain Group's diversity index measures the proportion of individuals attending "Rencontres" meetings fulfilling diversity characteristics (gender, nationality, and career path). Since 2009, these meetings have brought together around 150 employees holding the most senior positions within the Group, the top management, every year to review and discuss the Group's strategic and operational priorities.

Percentage and number of women senior managers: this indicator is calculated on the basis of "Rencontres" attendees.

## Me@saintgobain indicators

The me@saintgobain survey was sent to all employees working in the Group on June 1, 2024, excluding interns and work-study students, for a total of 141,231 employees.

## Indicators of support for local communities

Investments in projects: the reporting scope includes all the operating countries of Saint-Gobain, with the exception of Russia, acquisitions and certain countries with minimal headcounts, together totaling less than 2% of the headcount.

Percentage of countries with a social action program: the reporting scope includes all countries with more than 1,000 Saint-Gobain employees, except for those recently acquired. This perimeter was established to ensure the robust representation of the indicator.

These two indicators include Saint-Gobain's Build Change program launched in 2022 which identifies and promotes actions taken by countries in favor of social housing.

## The CARE indicator

The CARE by Saint-Gobain program is deployed in all countries where the Group is present. All Group employees and their families benefit from this program. Acquired entities have one year to deploy the parenting pillar of the program, and three years to deploy the other two pillars. The goal of 100% coverage under the CARE program applies to entities that have belonged to the Group for three years.

## b. Environment, Hygiene, Health and Safety

### Specificities of the scope:

In accordance with the rules set out above, the reporting scope is aligned with that of financial consolidation. Disposals are removed on January 1 of each year.

Environmental, health, and safety reporting is organized based on three questionnaires with different scopes and frequencies. Some questionnaires being specific to one or several categories of establishments, the scope can be more or less wide.

The environmental and safety reporting data are entered directly in the EHS reporting system, called Gaïa, for all sites through the various questionnaires sent. The various indicators as well as the scope of reporting are shown in the following table:

|  Indicators | Perimeter | 2024 perimeter  |
| --- | --- | --- |
|  GHG emissions |  |   |
|  Other emissions into the air | Group: plants, R&D centers, quarries and distribution activities, excluding certain acquisitions and disposals less than two years old | 98% (entity)  |
|  Energy  |   |   |
|  Water  |   |   |
|  Waste |  |   |
|  Water stress zone | Sites located in zones of high and very high water stress according to WRI mapping | 274 (sites out of a total of 1,002 sites)  |
|  Consumption of raw materials | Group production sites | 100% (site)  |
|  Virgin raw materials avoided | Sand, gypsum and iron ore | >66% (raw materials used)  |
|  Biodiversity | Active Group quarries listed in 2019 (Act4nature commitment) | 88 (quarries out of a total of 108)  |
|  Health (monitoring of health programs, etc.) | Group (all entities except certain attached offices or sites) | 100% (entity)  |
|  Occupational illness | China, Czech Republic, France, Mexico and United States | 43% (workforce)  |
|  Safety (accidents, numbers of days lost, worked hours, etc.) | Entities with more than 0 employees | 97% (workforce)  |

EHS reporting exemptions are verified at all active sites, with regard to the entities active in Gaïa to which sites are attached.

For certain indicators, such as water, a "Focus Site" program has been set up to support sites that contribute to 80% of the corresponding Group indicator, e.g. water withdrawals.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Data consolidation:

The environmental, health, and safety reporting is powered by the Gaïa tool. Each of the questionnaires is entered manually into the tool, except for data on CO_{2} emissions (scope 1 and 2) for certain sites.

Information may be reported monthly (e.g. safety) or annually (e.g. industrial hygiene, and health and environment). The process of consolidating EHS reporting data is similar to that of social reporting where the data is entered then verified and consolidated by the Group's EHS Department.

Indicators:

Scope 1 and 2 carbon footprint indicator

In accordance with the rules set out above, the reporting scope is aligned with that of financial consolidation. Only companies sold during the year are excluded from reporting.

Pro-forma estimates of Group emissions are made on an annual basis. Scope 1 and 2 GHG emissions published therefore include audited Group data, CSR data (calculated according to the GHG Protocol), and estimates based on gas and electricity consumption by Building Products of Canada and Bailey.

To evaluate its CO_{2} emissions, the Group applies the GHG protocol frame of reference.

Saint-Gobain uses 2017 as the sole reference period for assessing GHG emissions in its value chain.

Since 2022, the Group has developed automated reporting of its scope 1 and 2 carbon emissions. At the end of 2024, nearly 90% of the Group's emissions are reported on a monthly basis directly from the local information systems to a central data lake.

For energy and raw materials that emit CO_{2}, total annual consumption is fed into the Gaïa reporting tool. For sites whose information system is not connected, consumption is entered annually, as with the other environmental indicators.

All decarbonated electricity purchase contracts are centralized in an internal tool allowing allocation by site.

All emission factors and carbon content are centralized in a single database for the Group. They are standard for the entire Group, except for certain entities subject to supporting documents.

To evaluate its CO_{2} emissions, the Group applies the GHG protocol. Following the Greenhouse Gas protocol, the emission factors for electricity come from certified sources from the suppliers' own certificates or from recognized bases (for example, the IEA).

For countries where “residual” data are not available, the emission factors used are defined by the EHS Department using known bases. In particular, for the majority of European countries, the IEA country emission factors have been used. In order to quantify the differences between the methodology used by Saint-Gobain and the one using only the AIB “residual mix” emission factors, a sensitivity analysis was carried out on the 2024 data; the difference observed represents 18% for scope 2 and less than 2% for scope 1 + 2.

The data for all the production sites of the fully consolidated joint ventures have been included where they are material, even when the Group does not have operational management.

Saint-Gobain does not include any data relating to carbon sequestration, offsetting or crediting in its operations or in its value chain.

Scope 3 carbon footprint indicator

In accordance with the rules set out above, the reporting scope is aligned with that of financial consolidation. Only companies sold during the year are excluded from reporting.

To assess its scope 3 CO_{2} emissions, the Group applies the GHG protocol's Corporate Value Chain (scope 3) Accounting and Reporting Standard, 2011 version.

Saint-Gobain uses 2017 as the sole reference period for assessing GHG emissions in its value chain.

All scope 3 categories have been assessed. Only SBTi categories (categories 1, 3, 4, 6, 9 and 12) are published in the URD, i.e. excluding distribution and calculated on the basis of an estimated constant contribution to purchases since 2017. Details of all categories are available in the carbon footprint scope 3 calculation methodology published on the Group's website.

Methodology for calculating scope 3

As part of its methodology, assumptions are made in particular for categories 4 (product weight, journeys), 5 (share of waste disposed of and incinerated), 12 (assumed end of life and potential emissions) and 14 (average size of a franchise, distribution of energy).

Saint-Gobain does not integrate any data relating to carbon sequestration, offsetting or credit into its operations or value chain.

Energy related indicators

Energy consumption corresponds to final consumption of energy directly consumed by Saint-Gobain. The sale of the energy produced does not offset Saint-Gobain's internal energy consumption. Energy consumption excludes raw materials and fuels not burned for energy purposes.

Conversions are made by consumption. Units are converted using a Group conversion table present in Gaïa or in the data lake. Direct and indirect energy consumption is then converted into kWh using the net calorific value and Group standard conversion factors present in Gaïa. These standard conversion factors come from various recognized sources, such as the IPCC, ISA and IEA.

The total renewable energy consumption published includes electricity consumed from a PPA, from decarbonized sources (produced and consumed on site from renewable energies, such as solar) and certified by a guarantee of origin. It also includes bioenergy consumption (biomass, biofuels and biogas) and low-carbon heat and steam supply contracts, which are distinct from non-renewable heat and steam supply contracts.

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A COMMITTED GROUP
CSR INFORMATION

All Saint-Gobain's activities are included in sectors with a high climate impact. The data used for the "energy intensity" indicator are therefore those of the Group, excluding divestments and acquisitions, applying the same scope to the numerator and denominator.

## Avoided emissions indicator

The Group's thermal insulation and insulating glass solutions provide benefits in terms of energy performance and greenhouse gas emissions that significantly outweigh the carbon footprint associated with their production. Saint-Gobain calculates the quantity of greenhouse gases avoided thanks to the use of its own solutions. Assumptions and estimates are used in the methodologies for developing study scenarios and applying correction factors.

The methodology used to calculate each solution is updated and made available to all stakeholders on Saint-Gobain website. This calculation has been reviewed by an independent third party.

## Methodology: technical avoidance of emissions

Avoided building emissions methodology

## "Solutions for Growth" indicator

In accordance with the rules set out above, the reporting scope is aligned with that of financial consolidation. The calculation identifies the share of revenue related to Saint-Gobain's sustainable and performance solutions. The calculation is based on an analysis of the solutions manufactured and/or distributed by Saint-Gobain and includes all external sales. Sustainability eligibility may be obtained either by the nature of the benefits of the products/solutions or by the benefits induced by the application market.

The calculation methodology is updated and made available to all stakeholders on the Saint-Gobain website.

## Solutions for Growth methodology

Avoided virgin raw materials indicator

This indicator focuses on three raw materials - sand, gypsum and iron ore - which account for more than two-thirds of Saint-Gobain's total use of virgin raw materials, in metric tons (reference point 2022). The sites concerned are the Group's manufacturing plants that belong to a business with a significant consumption of these virgin raw materials. The activities concerned have been identified for each virgin raw material in the 2022 data.

The quantity of virgin raw materials avoided is calculated by multiplying the consumption of materials used to replace sand, gypsum and iron ore by a substitution rate defined by activity within a given perimeter. The materials used as replacements are recycled materials, waste or by-products. The substitution rate corresponds to an internal assessment of the average tonnage of virgin raw materials saved by the use of one metric ton of recycled raw materials.

## Water-related indicators

This materiality only applies to water-stressed areas. The data come from meters, when sites are equipped and able to use them, or from estimates, particularly for rainwater harvesting.

The indicator "Water discharges at sites with high water stress based on Aqueduct data", published in the Universal Registration Document 2023, contained an error. The volume initially indicated of 5,882,531.94 m³ was incorrect, the correct value being 1,271,296 m³. The 2023 value has been corrected in the tables in section 3.3.6 p. 160.

An incident (reported as two events), took place at the end of December 2023 and was reported on January 29, 2024. The incident was not characterized early enough to be included in the 2023 reporting. The value of the indicator "number of severe major accidental spills at Group level" for the year 2023 was therefore zero in the Universal Registration Document 2023 and has been corrected this year in the table in section 3.3.6 p. 160.

## Raw materials consumption indicators

Raw materials consumption: raw materials consumption is based on purchases made by the Group. Today, this data is collected by the Nazaré tool, which lists 80% of the industry's purchases. The remaining 20% is obtained by extrapolation. Data concerning distribution purchases for industry and the consumption of raw materials extracted from our quarries are collected manually or estimated from invoices.

Product-integrated recycled materials: this indicator includes total external recycled raw materials and re-used production residues. Data for 2024 have been estimated.

## Waste-related indicators

In line with European recommendations, waste disposed of includes waste burnt for energy recovery. The Group's target for non-recovered waste does not include waste used for energy recovery. Waste data are collected from the sites, mainly through invoices.

## Packaging indicators

The indicators "proportions of recyclable packaging" and "proportions of packaging with more than 30% of biosourced or recycled content" cover the following packaging: pallets, corrugated cardboard, low-density polyethylene (LDPE) film, 3-ply paper bags (paper + PE), polypropylene (PP) buckets, wood fibers, expanded polystyrene (EPS) and linen fibers.

The tonnage and recycled content data of all purchased packaging are derived from data from the Archimede solution (automated collection of activity data on purchased goods) which operational units are asked to provide. The characteristics of the packaging purchased are supplied by BABEL. BABEL is a unique database bringing together information on the environmental impact of materials or products used in Saint-Gobain's activities, including packaging. BABEL is managed by the Sustainable Business Development team. Babel's management rules are described in a specific document.

Three sustainability characteristics of packaging are available via BABEL: the recyclability rate (0% to 100%) determined centrally on the basis of available information; the recycled content rate (0% to 100%); and the biosourced content rate (0% to 100%) completed by the purchasing department.

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Indicator on products covered by a verified LCA or EPD

This indicator measures the Group's ability to establish a verified LCA or EPD for all product families manufactured by Saint-Gobain (excluding distribution). The indicator includes both the specific EPDs established by Saint-Gobain for its products and the generic EPDs established by professional associations that include our products.

### Biodiversity indicator

Every year, quarries are mapped using Natura 2000, a recognized European standard. Mapping is carried out for all the Group's quarries in operation, and categories are established according to the following criteria: proximity to a protected area (protected habitats and endangered species), surface area of operations and water consumption and level of water stress. All quarries included in the first mapping category must have a biodiversity management plan. The scope of the “proportion of Group quarries in operation with a biodiversity management plan” indicator is the Group's active quarries listed in 2019 through our Act4nature commitment.

Details of Saint-Gobain's biodiversity commitments are available on the act4nature website.

Individual commitments of Saint-Gobain in act4nature international

### Financial data related to environment, health and safety

Financial data related to the environment, health and safety (expenditure and investments) concern all the Group's entities. They have been tracked in the SIF, the Group's financial reporting tool since the 2013 fiscal year.

### Industrial hygiene and health indicators

Industrial hygiene & health reporting, via the questionnaire, comprises the results of internal audits and follow-up on health programs, certification, etc. The questionnaire concerns all Group companies by site grouping node.

### Occupational illness indicator

The occupational illness indicator records new illnesses that have appeared during the year on active sites included in the scope of financial consolidation. Other cases of occupational illness are dealt with in chapter 6 (see section 6.2 p. 339).

The number of recognized occupational illnesses is fed into Gaïa. In 2024, five countries reported at least one case of occupational illness: China, the Czech Republic, France, Mexico and the United States. Other Group countries may not report cases for several reasons: there is no system of remuneration for occupational disease, there is a system but the employer has no way of knowing about it for reasons of confidentiality, there is a system limited to the possibility of reporting very few diseases because the list is restricted, or there are no cases.

### Safety indicators

Safety reporting, via the questionnaire, makes it possible to summarize all accidents with and without lost time for employees, temporary workers and permanent subcontractors. Among these events, those that result in an injury with serious consequences (HCI High Consequence Injury) are tagged in the reporting system. The definition of these HCI is based on that of the GRI (2018), GRI 403: occupational health and safety: harm resulting from an event which results in death or injury from which the person cannot recover, or does not recover, or is not expected to fully recover and return to his or her pre-accident state of health even after six months. The calculation of the frequency rate is specified by an internal benchmark which excludes certain accidents taking place in the workplace but not directly linked to the job and regardless of local legislation. Reflections are underway to improve this methodology. The hours worked by subcontractors used to calculate frequency rates are estimated on the basis of invoices and work performed.

The questionnaire includes all Group companies, which are reported to sites, agencies or offices grouping nodes. For example, an entity that produces both boards and plaster will report data under a single group.

### HICE Noise and HICE Chemicals indicators

The HICE indicator corresponds to the rate of potential exposure to health hazards.

The HICE Noise indicator is expressed by a number corresponding to the average percentage of employees' and permanent subcontractors' work situations at each site that are subject to potential noise exposure. PPE is not taken into account in this figure. The sites concerned are central depots, active mines and quarries, factories and R&D centers.

The HICE Chemicals indicator is expressed by a number corresponding to the average percentage of employees' and permanent subcontractors' work situations at each site that are subject to potential exposure to chemical substances. PPE is not taken into account in this figure. The sites concerned are active mines and quarries, plants and R&D centers.

When a site has not been evaluated, the site's HICE indicator defaults to 100.

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# c. Corporate Governance

Specificities of the scope:

|  Indicators | Perimeter | 2024 perimeter  |
| --- | --- | --- |
|  • Responsible purchasing, trade suppliers and subcontractors | Group purchases from trading suppliers | 83% (trade purchases)  |
|  • Responsible purchasing, non-trade suppliers and subcontractors | Group purchases in excess of €100,000 from non-trade suppliers | 85% (non-trade purchases)  |
|  • Training | People Group: Group management | 100% (executives)  |
|  • Group Savings Plan | Employees in countries where the Group operates excluding Russia, Belarus and Kazakhstan | 79 (countries out of a total of 82)  |

## Indicators:

### Human rights related indicators

Human rights indicators are reported via the human rights questionnaire sent by the team in charge of social reporting (cf. section 3.7.1.B.a p. 220). This questionnaire is sent out annually at the end of the year to all country HRDs, apart from in France, where it is sent to the HRD of the activities. The questionnaire serves to enrich the data already collected via Smart'R by collecting qualitative indicators.

The information collected mainly covers issues on the application of the Saint-Gobain Principles of Conduct and Action, incidents relating to International Labor Organization standards (discrimination, child labor, forced labor, freedom of association), and the best practices of programs and networks (mentoring, youth network, WIN, LGBTQ+, etc.).

Starting in 2024, self-employed workers have been included in the human rights campaign and the data collected are the number of workers per country.

Questionnaire responses are automatically integrated into Smart'R.

### Indicator linked to professional alert (whistleblowing) systems

Professional alerts are sent in two different ways: via the SpeakUp! secure platform, accessible to all Group stakeholders, internal and external, or via other channels such as dedicated telephone lines or Human Resources.

### Indicators related to responsible purchasing

Responsible purchasing reporting is broken down into a "trade" and a "non-trade" scope. All suppliers in these categories which carry out transactions with Group companies are covered by the reporting.

The scope of "trade" suppliers is composed as follows:

- European partners: strategic suppliers with a European framework contract;
- main suppliers: annual transactions of over €3 million. These suppliers are mainly in France, Norway, Denmark, Sweden and the United Kingdom;
- own brands: suppliers with whom Saint-Gobain Sourcing (India and China) develops products marketed under a Group brand. Limited share of total Group purchasing.

The scope of "non-trade" suppliers considered in the indicators is made up of suppliers with annual purchases of more than €100,000 which have not been subject to an exemption (supplier owned by a State government or in a sole sourcing position) and which do not concern expenses related to sectors of activity not managed by the Purchasing function (banks, insurance, legal services).

This scope represents 85% of the total expenses of the Group's non-trade scope.

Responsible purchasing reporting is fed by the Supplier Portal, a new resource implemented in 2024, and by compiling document reviews and audits of trade and non-trade suppliers. This tool centralizes supplier information and facilitates the reporting and management of the "Responsible Purchasing" program.

The data is aggregated and reviewed by the Group's Purchasing teams.

### Responsible timber purchases indicator

The responsible timber purchases indicator includes all data on purchases of wood-based products belonging to the following categories: construction wood, panels, carpentry, parquet, terraces and furniture.

Purchases are classified into six categories, from "certified" to "unknown". The classification is based on the calculation of the FLEGT tool and the presence of an adequate certification system. The responsible timber purchases indicator results from purchases classified in the "certified product", "third-party traceability" and "compliant" categories (Western Europe, United States, Canada, FLEGT license).

### Training-related indicators

The training indicators concern the entire managerial population.

### Group Savings Plan indicators

The coverage rate of the Plan includes employees in all countries in which the Saint-Gobain Group operates, with the exception of Russia, Belarus and Kazakhstan. These exceptions are due either to the scheme's not being permitted in certain countries, or to Saint-Gobain's not yet having been able to implement it. All employees with three months' seniority in a country where the scheme has been set up are eligible.

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## C - Group objectives

### a. 2010-2024 targets, at iso-production

The Group has set medium-term objectives, up to 2025, based on the 2010 results. They are established using comparable production for three-year periods. This means, for instance, that 2023-2025 emissions and consumption are recalculated based on 2022 production.

Based on the results from the baseline year for the three-year period, the Group updates every three years the scope for which environmental results are tracked for the following three years (2011-2013/2014-2016/2017-2019/2020-2022/2023-2025).

The results published for this perimeter are thus comparable for the three consecutive years of the period: the data of sites closed or sold are retained for prior years and acquisitions during the period are taken into account only from the following period. The achievement of the iso-production objectives will therefore take into account the contribution of sites that opened or closed between 2010 and 2025 in one (or more) of the five periods considered.

Progress achieved over these five three-year periods (between 2010 and 2025) will be cumulated to assess whether the 2025 objectives have been achieved based on the 2010 results.

### b. 2017-2024 targets, in absolute value

The Group has also set objectives for 2030 based on the results of 2017, including Continental Building Products for targets related to $\mathrm{CO}_{2}$ emissions, water withdrawals, avoided virgin raw materials and non-recovered waste. They are defined in absolute value, for the entire Group.

## D - Limitations encountered

Since the Group operates in a variety of countries, instructions detailing the calculation method for each indicator are distributed to the contributors every year for the various reporting systems. However, despite the instructions, it is sometimes possible that the indicators are interpreted differently depending on the local context (national legislation or practices). In 2025, to facilitate the dissemination of these instructions and make them more widely accessible, a wiki application project will be developed. This will be accompanied by a chatbot designed to guide contributors in finding information and understanding content.

The Group remains vigilant with regard to any distortions between countries that may arise in the understanding of indicators and may be led to exclude from the scope of reporting entities with excessive differences in understanding, as for example with the indicator on the number of occupational illnesses (see section 3.7.1.B.b p.229).

In addition, the reporting process means that some entities are not interfaced or have difficulty presenting the necessary data. The Group remains attentive to the reliability of the information and ensures that the coverage for each reporting is sufficient to present reliable indicators.

HR reporting tools are based on multi-tiered consolidation, which can lead to errors resulting from manual entries. To make the data reported more reliable, the Group carries out consistency checks at the various levels.

As payroll closing dates may differ from one country to the other, some social reporting indicators are only calculated on a 12-month rolling basis in order to smooth out any timing differences due to these different closing dates.

## E - Areas for improvement

As part of our continuous improvement approach, we have identified a number of areas for improvement in order to enhance the reliability, consistency and completeness of our reporting on certain indicators.

### Water pollution

To date, Saint-Gobain has no sites exceeding regulatory thresholds in terms of pollutant discharge into water. A process to identify high-risk sites has been launched to better assess the quality of their aqueous discharges.

With regard to estimates made for water-related indicators, work will be carried out to improve the reliability of water consumption data in water-stressed areas.

### Consumption of raw materials

Part of the raw materials consumption is estimated by extrapolation, and the proportion of recycled materials is estimated. In order to improve the reliability and completeness of these indicators, the year 2025 will be devoted to refining our methodology and studying possible automations.

### Substances

The substance inventory is currently being finalized and is scheduled for completion in 2025. It will then be possible to measure the quantities of substances and set up targeted action plans over the medium term.

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## 3.7.2 REPORT ON THE CERTIFICATION OF SUSTAINABILITY INFORMATION AND VERIFICATION OF THE DISCLOSURE REQUIREMENTS UNDER ARTICLE 8 OF REGULATION (EU) 2020/852 OF COMPAGNIE DE SAINT-GOBAIN

This is a translation into English of the statutory auditor's report on the certification of sustainability information and verification of the disclosure requirements under Article 8 of Regulation (EU) 2020/852 of the Company issued in French and it is provided solely for the convenience of English-speaking users.

This report should be read in conjunction with, and construed in accordance with, French law and the H2A guidelines on "Limited assurance engagement - Certification of sustainability reporting and verification of disclosure requirements set out in Article 8 of Regulation (EU) 2020/852".

## (Year ended December 31, 2024)

This report is issued in our capacity as statutory auditor of Compagnie de Saint-Gobain. It covers the sustainability information and the information required by Article 8 of Regulation (EU) 2020/852, relating to the year ended December 31, 2024, and included in the chapter 3 "A committed group" if the group management report ("Sustainability Report").

Pursuant to Article L. 233-28-4 of the French Commercial Code, Compagnie de Saint-Gobain is required to include the above-mentioned information in a separate section of the group management report. This information has been prepared in the context of the first-time application of the aforementioned articles, a context characterized by uncertainties regarding the interpretation of the laws and regulations, the use of significant estimates, the absence of established practices and frameworks in particular for the double-materiality assessment, and an evolving internal control system. It enables an understanding of the impact of the activity of the Compagnie de Saint-Gobain on sustainability matters, as well as the way in which these matters influence the development of its business, performance, and position. Sustainability matters include environmental, social, and corporate governance matters.

Pursuant to Article L.821-54 paragraph II of the aforementioned Code our responsibility is to carry out the procedures necessary to issue a conclusion, expressing limited assurance, on:

- compliance with the sustainability reporting standards adopted pursuant to Article 29 b of Directive (EU) 2013/34 of the European Parliament and of the Council of 14 December 2022 (hereinafter ESRS for European Sustainability Reporting Standards) of the process implemented by Compagnie de Saint-Gobain to determine the information reported, and compliance with the requirement to consult the social and economic committee provided for in the sixth paragraph of Article L. 2312-17 of the French Labor Code;
- compliance of the sustainability information included in section Sustainability Report of the group management report with the requirements of L. 233-28-4 of the French Commercial Code, including ESRS; and
- compliance with the reporting requirements set out in Article 8 of Regulation (EU) 2020/852.

This engagement is carried out in compliance with the ethical rules, including independence, and quality control rules prescribed by the French Commercial Code.

It is also governed by the H2A guidelines on "Limited assurance engagement - Certification of sustainability reporting and verification of disclosure requirements set out in Article 8 of Regulation (EU) 2020/852".

In the three separate sections of the report that follow, we present, for each of the sections of our engagement, the nature of the procedures that we carried out, the conclusions that we drew from these procedures and, in support of these conclusions, the elements to which we paid particular attention and the procedures that we carried out with regard to these elements. We draw your attention to the fact that we do not express a conclusion on any of these elements taken individually and that the procedures described should be considered in the overall context of the formation of the conclusions issued in respect of each of the three sections of our engagement.

Finally, where deemed necessary to draw your attention to one or more disclosures of sustainability information provided by Compagnie de Saint-Gobain in its Sustainability Report, we have included an emphasis of matter paragraph hereafter.

## Limits of our engagement

As the purpose of our engagement is to express limited assurance, the nature (choice of techniques), extent (scope) and timing of the procedures are less than those required to obtain reasonable assurance.

Furthermore, this engagement does not provide guarantee regarding the viability or the quality of the management of Compagnie de Saint-Gobain, it does not provide an assessment, of the relevance of the choices made by Compagnie de Saint-Gobain in terms of action plans, targets, policies, scenario analyses and transition plans, which would go beyond compliance with the ESRS reporting requirements.

It does, however, allow us to express conclusions regarding the entity's process for determining the sustainability information to be reported, the sustainability information itself, and the information reported pursuant to Article 8 of Regulation (EU) 2020/852, as to the absence of identification or, on the contrary, the identification of errors, omissions or inconsistencies of such importance that they would be likely to influence the decisions that readers of the information subject to this engagement might make.

Any comparative information that would be included in the group management report are not covered by our engagement.

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Compliance with the ESRS of the process implemented by Compagnie de Saint-Gobain to determine the information reported, and compliance with the requirement to consult the social and economic committee provided for in the sixth paragraph of Article L. 2312-17 of the French Labor Code.

## Nature of procedures carried out

Our procedures consisted in verifying that:

- the process defined and implemented by Compagnie de Saint-Gobain has enabled it, in accordance with the ESRS, to identify and assess its impacts, risks, and opportunities related to sustainability matters, and to determine the material impacts, risks, and opportunities that have led to the disclosure of sustainability-related information in sections 3.1.4 Double Materiality and 3.1.5 Sustainability stakes integrated into Strategy of the Sustainability Report; and
- the information provided on this process also complies with the ESRS.

We also checked the compliance with the requirement to consult the social and economic committee.

## Conclusion of the procedures carried out

On the basis of the procedures we have carried out, we have not identified any material errors, omissions, or inconsistencies regarding the compliance of the process implemented by Compagnie de Saint-Gobain with the ESRS.

Concerning the consultation of the social and economic committee provided for in the sixth paragraph of Article L. 2312-17 of the French Labor Code we inform you that as of the date of this report, this consultation has not yet been held.

## Elements that received particular attention

We present below the elements that have received particular attention on our part concerning the compliance with the ESRS of the process implemented by Compagnie de Saint-Gobain to determine the information published.

Information relating to the identification of stakeholders and impacts, risks, and opportunities as well as the assessment of impact materiality and financial materiality are mentioned in the Sustainability Report of the management report.

## Concerning the identification of stakeholders

We have reviewed the analysis conducted by the entity to identify:

- the stakeholders who may influence the entities within the scope of the information or may be impacted by them through their activities and direct or indirect business relationships within the value chain;
- the primary users of the Sustainability Report (including key users of the financial statements).

We engaged in discussions with the CSR management team and examined the available documentation.

Our procedures notably included assessing the consistency of the key stakeholders identified by the entity with the nature of its activities.

## Concerning the identification of impacts, risks, and opportunities

We have reviewed the process implemented by the entity for identifying actual or potential impacts (both negative and positive), risks, and opportunities ("IRO") related to the sustainability matters outlined in paragraph AR 16 of the "Application Requirements" of the ESRS 1 standard.

We have assessed how the entity has considered the list of sustainability topics enumerated in ESRS 1 (AR 16) in its analysis.

## Concerning the assessment of impact materiality and financial materiality

Through discussions with management and a review of the available documentation, we have examined the process implemented by the entity for assessing impact materiality and financial materiality and evaluated its compliance with the criteria set forth in ESRS 1.

We have assessed how the entity has defined and applied the materiality criteria established by ESRS 1 to determine the material information disclosed.

## Compliance of the sustainability information included in section Sustainability Report with the requirements of Article L.233-28-4 of the French Commercial Code, including the ESRS

## Nature of procedures carried out

Our procedures consisted in verifying that, in accordance with legal and regulatory requirements, including the ESRS:

- the disclosures provided enable an understanding of the general basis for the preparation and governance of the sustainability information included in section Sustainability Report of the group management report, including the basis for determining the information relating to the value chain and the exemptions from disclosures used;
- the presentation of this information ensures its readability and understandability;
- the scope chosen by Compagnie de Saint-Gobain for providing this information is appropriate; and
- on the basis of a selection guided by our assessment of the risks of non-compliance in the information provided and the expectations of its intended users, that this information does not contain any material errors, omissions, or inconsistencies, i.e. that are likely to influence the judgement or decisions of users of this information.

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# Conclusion of the procedures carried out

Based on the procedures we have carried out, we have not identified material errors, omissions, or inconsistencies regarding the compliance of the sustainability information included in section Sustainability Report of the group management report, with the requirements of Article L.233-28-4 depending on the entity of the French Commercial Code, including the ESRS.

# Emphasis of matters

Without qualifying the conclusion expressed above, we draw your attention to the information provided in Chapter 3.1.1 Basis for preparation of the Sustainability Report, indicating the inherent limitations and uncertainties in the first year of application of Article L.233-28-4 of the French Commercial Code, including:

- information related to the main estimates and unpublished information; and
- information related to the partial application scopes of certain indicators for biodiversity and social matters.

Without qualifying the conclusion expressed above, we also draw your attention to the information in Chapter 3.7.1 Note on Methodology, Part B Information by theme, paragraph Safety indicators of the Sustainability Report, describing the methodology applied for the calculation of the frequency rate.

# Elements that received particular attention

The information published under the heading of climate change (ESRS E1) is mentioned in Chapter 3.2 A decarbonated home of the Sustainability Report.

Below we present the elements that have received particular attention from us regarding the compliance of this information with the ESRS.

Our due diligence included:

- based on interviews conducted with the CSR and Sustainable Development departments, assessing whether the description of policies, actions, and targets established by the entity covers the following areas: climate change mitigation, climate change adaptation, energy efficiency,
- assessing the appropriateness of the information presented in Chapter 3.2 A decarbonated home of the Sustainability Report and its overall consistency with our knowledge of the entity;

- Regarding the information published under the greenhouse gas emissions report:

- We reviewed the protocol for establishing the greenhouse gas emissions inventory used by the entity to prepare the greenhouse gas emissions report and assessed its application methods, on a selection of emission categories and sites, for scope 1 and scope 2,
- concerning scope 3 emissions, we assessed:

- the underlying justification for the inclusion and exclusion of various categories, as well as the extent of transparency in the information disclosed in this context,
- the information collection process;

- we held discussions with the CSR and Sustainable Development departments to understand the principal changes in activities that transpired during the period, which may have implications for the greenhouse gas emissions report;
- regarding the estimates we have deemed as structuring, which the entity has relied upon for the preparation of its greenhouse gas emissions report:

- through detailed interviews with the management, we acquired a comprehensive understanding of the methodology employed for calculating the estimated data and the information sources underpinning these estimates,
- we assessed whether the methods were applied consistently or if there had been any changes since the previous period, and if these changes were appropriate;

- Regarding the verifications related to the climate change mitigation transition plan, our work primarily consisted of:

- evaluating whether the information published under the transition plan complies with ESRS E1 requirements and appropriately describes the key assumptions underpinning this plan, while noting that we do not opine on the appropriateness or the level of ambition of the transition plan's objectives,
- assessing the internal consistency of the main information provided under the transition plan.

# Compliance with the reporting requirements set out in Article 8 of Regulation (EU) 2020/852.

# Nature of procedures carried out

Our procedures consisted in verifying the process implemented by Compagnie de Saint-Gobain to determine the eligible and aligned nature of the activities of the entities included in the consolidation.

They also involved verifying the information reported pursuant to Article 8 of Regulation (EU) 2020/852, which involves checking:

- the compliance with the rules applicable to the presentation of this information to ensure that it is readable and understandable;
- based on a selection, the absence of material errors, omissions or inconsistencies in the information provided, i.e. information likely to influence the judgement or decisions of users of this information.

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## Conclusion of the procedures carried out

Based on the procedures we have carried out, we have not identified any material errors, omissions or inconsistencies relating to compliance with the requirements of Article 8 of Regulation (EU) 2020/852.

## Emphasis of matter

Without qualifying the conclusion expressed above, we draw your attention to the information provided in Chapter 3.6 Classification of activities according to the European regulatory framework for defining environmentally sustainable economic activities which presents the methodology applied by the Group regarding compliance with the "do no significant harm" criterion for pollution prevention and control concerning the Construction Chemicals activity.

## Elements that received particular attention

### Concerning the eligibility of activities

We have assessed, through interviews and inspection of the relevant documentation, the compliance of the entity's analysis regarding the eligibility of its activities in relation to the criteria defined by the annexes of the delegated acts supplementing Regulation (EU) 2020/852 of the European Parliament and of the Council.

### Concerning the alignment of eligible activities

As part of our verification, we have notably:

- consulted, by samplings, the documentary sources used, including external sources where applicable, and conducted interviews with the relevant individuals,
- analyzed, by sampling, the elements on which management based its judgment when assessing whether the eligible economic activities met the cumulative conditions from the Taxonomy Framework necessary to be qualified as aligned, particularly the principle of "Do Not Significant Harm" to any of the other environmental objectives.

### Key performance indicators and accompanying information

Regarding the total revenue, CapEx, and OpEx (the denominators) presented in the regulatory tables, we verified the reconciliations performed by the entity with the data derived from the accounting records used as the basis for the preparation of the financial statements.

Concerning the other amounts composing the various eligible and/or aligned activity indicators (the numerators), we carried out analytical procedures and assessed these amounts.

Finally, we assessed the consistency of the information in the Sustainability Report under chapter 3.6. Classification of activities according to the European regulatory framework for defining environmentally sustainable economic activities with other sustainability information in this report.

Paris-La Défense, February 27, 2025

The statutory auditor,

French original signed by

Deloitte &amp; Associés

Frédéric Gourd

Partner, Audit

Julie Mary

Partner, Sustainability Services

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# 2024 RESULTS AND OUTLOOK FOR 2025

![img-206.jpeg](img-206.jpeg)

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# TABLE OF CONTENTS

4.1 RECORD OPERATING MARGIN AND FREE CASH FLOW 236
4.2 SUCCESSFUL STRATEGIC EXECUTION 237
4.3 GROUP OPERATING PERFORMANCE 238
4.4 SEGMENT PERFORMANCE (LIKE-FOR-LIKE SALES) 239
4.5 FINANCIAL RESULTS 243
4.6 ATTRACTIVE SHAREHOLDER RETURN POLICY 245
4.7 2025 OUTLOOK AND STRATEGIC PRIORITIES 245

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2024 RESULTS AND OUTLOOK FOR 2025

RECORD OPERATING MARGIN AND FREE CASH FLOW

The 2024 consolidated financial statements were approved by Saint-Gobain's Board of Directors at its meeting of February 27, 2025. The consolidated financial statements were audited and certified by the statutory auditors.

# 4.1 RECORD OPERATING MARGIN AND FREE CASH FLOW

Key figures

![img-207.jpeg](img-207.jpeg)

- Sales growth in H2 2024, with a sequential improvement in organic growth
- Record operating margin (11.4%), free cash flow (€4.0bn) and recurring EPS, despite a difficult environment in new construction in Europe
- More than 2/3 of pro forma operating income now generated in high-growth geographies: North America, Asia and emerging countries
- 4 strategic acquisitions finalized over the past 12 months for €5bn: CSR, Bailey, OVNIVER (Cemix brand) and FOSROC
- Strong value creation for shareholders: total shareholder return (TSR) of 32% in 2024. Dividend of €2.20 (up 5%) recommended for 2024. Share buyback program completed one year earlier than expected, with a new €400m target set for 2025
- 2025 outlook: the Group expects an operating margin of more than 11.0%

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2024 RESULTS AND OUTLOOK FOR 2025 SUCCESSFUL STRATEGIC EXECUTION

## 4.2 SUCCESSFUL STRATEGIC EXECUTION

### A - Strong financial performance

- All of the Group's financial objectives set out in the "Grow &amp; Impact" plan in 2021 have been achieved, setting the Group on a financial trajectory marked by growth in earnings, cash flow and value creation. On average over the four-year period 2021-2024, the Group delivered organic growth of 3.9% (1), an operating margin of 10.8%, a free cash flow conversion ratio of 59% and ROCE of 15.4%.

### B - Attractive profitable growth profile

- An acceleration in the Group's geographic development in regions with strong profitable growth: North America (34%) and Asia and emerging countries (34%) now account for 68% of operating income (pro forma for recent changes in Group structure) and Western Europe 32%;
- Creation of a worldwide leader in construction chemicals, with €6.5 billion in annual sales (pro forma for recent changes in Group structure): the acquisitions of Cemix and FOSROC reinforce Saint-Gobain's presence in high-growth emerging countries, particularly Mexico, India and the Middle East, and perfectly complement the geographical positions and technologies of Weber, Chryso and GCP;
- A local organization: 90% of CEOs are native to their country, resulting in close proximity to customers, good pricing power, efficiency gains, high accountability and a capacity to adapt quickly to ever-changing environments across the globe;
- Around 40% of Group sales rotated since 2018: €9.6 billion in sales have been divested (EBITDA margin of less than 5%) and €6.8 billion in sales acquired (EBITDA margin of around 20%);
- Smooth integration of recent acquisitions, with synergies confirmed: Chryso and GCP reported an EBITDA margin of 20%, up 140 basis points in 2024 (following a rise of more than 400 basis points in 2023); CSR, an EBITDA margin of 18.1% on a full-year basis (consolidated as of July 9, 2024); and recent Canadian acquisitions, an EBITDA margin of 19% on a full-year basis for Bailey (consolidated as of June 3, 2024), Building Products of Canada (2023) and Kaycan (2022);
- Strongly value-creating shareholder return policy: total shareholder return of 156% over a four-year period, with €5.6 billion returned to shareholders through share buybacks and dividends. With €2 billion worth of shares bought back since 2021, the Group has completed its five-year program (2021-2025) one year earlier than expected, and is announcing a new €400 million target for 2025.

### C - Differentiated offer of sustainable solutions: a competitive advantage

Sustainable solutions offer: almost 3/4 of sales, based on differentiated and innovative systems for faster and higher-quality construction, reinforcing the Group's mix along with its ability to capture a larger part of the value chain:

- Oraé* (low-carbon glass in Europe and India), Gyproc SoundBloc Infinaé 100 (the Group's first plasterboard made from 100% recycled gypsum, in the UK), ClimateFlex* (a roofing technology offering enhanced resistance to extreme weather events), Lanaé* (a glass wool designed from c.50% recycled glass and a biosourced binder), Enaé* (a new range of mortars with a low carbon footprint), EnveoVent (high-performance façade systems), and EnviroMix*C-Clay (a range of admixtures developed by Chryso enabling the reduction of cement's carbon footprint by up to 40% with the use of calcined clay);
- Approximately 60% of products manufactured by the Group are covered by life cycle analyses (LCA), meeting the growing demand for the environmental certification (LEED or BREEAM) of buildings.

Environmental performance supporting the Group's range of sustainable solutions and aligned with the Group's objectives:

- 34% pro forma reduction in scope 1 &amp; 2 CO₂ emissions (to 8.9 million tonnes (2)) compared with 2017, with CSR and Bailey consolidated on a full-year basis;
- 67% of electricity from carbon-free sources, versus 57% in 2023. Four major new power purchase agreements signed in 2024 (France, Italy and Romania).

### D - Combining growth with responsibility

- Outstanding employee engagement, with all indicators up since 2019: 89% of the Group's employees took part in the me@Saint-Gobain annual survey, with an engagement rate of 84% and with 89% of employees proud to work for Saint-Gobain (versus a benchmark average of 75%);
- Solid safety performance: the Group's accident frequency rate with and without lost time (TRAR at 1.4) has been halved over the last seven years;
- Thought leadership in accelerating the transition to more sustainable construction: as part of the "Sustainable Construction Observatory" launched by Saint-Gobain in 2023, "Sustainable Construction Talks" were held in New York during the Climate Week, in Brussels, and at the World Economic Forum in Davos, to highlight the construction industry's role in the achievement of sustainable development goals and to present climate change adaptation solutions.

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GROUP OPERATING PERFORMANCE

# 4.3 GROUP OPERATING PERFORMANCE

![img-208.jpeg](img-208.jpeg)

Sales were robust, at €46.6 billion as reported, down 2.2% at constant exchange rates over the year, with a return to growth in the second half, supported by acquisitions and the sequential improvement in organic growth. The currency effect was a negative 0.7% on sales for the year, and a negative 1.1% in the second half.

Changes in Group structure had a positive 1.4% impact on sales in the year and a positive 3.9% impact in the second half, benefiting mainly from recent acquisitions in Asia-Pacific (CSR in Australia), North America (Bailey and Building Products of Canada) and construction chemicals, even before the integration of Cemix (mid-January 2025) and FOSROC (during February 2025). The optimization of the Group's profile also continued with the effect of divestments, particularly in distribution (UK), pipe with the sale of the drainage business for buildings (PAM Building), glass processing activities, foam insulation (UK) and railing and decking (US).

![img-209.jpeg](img-209.jpeg)

On a like-for-like basis, sales were down 3.6% over the year, with as expected a clear sequential improvement between the first half (down 4.9%) and the second (down 2.3%). Activity remained stable or increased in the second half in all segments excluding Europe, where new construction markets remained difficult, notably in France.

Group prices were down 0.6% over the year and down 0.3% in the second half, generating a positive price-cost spread over the year and a slightly positive spread in the second half, thanks to disciplined execution and the reduction in certain raw material and energy costs in 2024. Volumes were down 3.0% over the year, with a sequential improvement between the first half (down 3.9%) and the second (down 2.0%), in line with the Group's expectations for the year.

![img-210.jpeg](img-210.jpeg)
(€bn and %)

![img-211.jpeg](img-211.jpeg)

Operating income was €5,304 million, representing a new record high at constant exchange rates (2023 exchange rates). The operating margin also hit a new all-time high of 11.4% in 2024 (versus 11.0% in 2023). Despite a difficult

environment in Europe, all segments reported either an increasing or stable operating margin, reflecting the strength of the Group's strategic positioning.

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2024 RESULTS AND OUTLOOK FOR 2025

SEGMENT PERFORMANCE (LIKE-FOR-LIKE SALES)

# 4.4 SEGMENT PERFORMANCE (LIKE-FOR-LIKE SALES)

![img-212.jpeg](img-212.jpeg)
A - Europe: sequential improvement in sales and margin growth
SALES (€m)
OPERATING INCOME (€m) and MARGIN (%)

- Sales in Europe were down  $6.3\%$  over the year but improved significantly between the first half (down  $7.9\%$ ) and the second (down  $4.5\%$ ) with new construction markets strongly down, while renovation (around  $60\%$  of sales) was more resilient. Despite the decrease in volumes, the operating margin increased slightly to a new record-high of  $8.4\%$ , thanks to an optimized business profile, proactive productivity measures, a well-managed price-cost spread, a positive mix and growth in specified sales.

- Northern Europe was down  $4.9\%$  over the year, with a clear sequential improvement between the first half (down  $7.1\%$ ) and the second (down  $2.5\%$ ), confirming that the Region has already hit a low point. Volumes were positive in all of our main countries in the fourth quarter, except in Nordic countries, which continued to suffer from the significant decline in new construction. In the UK, volumes returned to growth, driven by the comprehensive range of solutions and systems. Germany reported a second consecutive quarter of volume growth, despite an uncertain macroeconomic situation. Eastern Europe saw good momentum in volumes throughout the year.

- Southern Europe, Middle East &amp; Africa contracted  $7.3\%$  over the year, with a slight sequential improvement between the first half (down  $8.6\%$ ) and the second (down  $5.9\%$ ). All countries appear to have already hit a low point, including France in fourth-quarter 2024 amid political uncertainty. Saint-Gobain continued to outperform significantly in France thanks to its strong exposure to renovation and its comprehensive range of innovative solutions, with the new construction market remaining significantly down. Thanks to its specified sales offer adapted to each market segment, Saint-Gobain Solutions France was able to win several major tenders in the education, health and commercial sectors. France's leading indicators were also encouraging in terms of lending activity and the increase in the number of transactions for existing properties. Spain and Italy delivered solid growth with market share gains, along with the Middle East and Africa which reported double-digit growth thanks to the success of recent acquisitions and investments.

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SEGMENT PERFORMANCE (LIKE-FOR-LIKE SALES)

![img-213.jpeg](img-213.jpeg)
B - Americas: sales growth and record margin

# SALES (€m)

- The Region delivered 1.1% organic growth in 2024 (1.0% in the second half), driven by the good level of activity in North America and by the expected improvement in Latin America quarter after quarter. Operating income hit a new record high (€1.8 billion), along with the operating margin at 18.0% (versus 16.8% in 2023), supported by rigorous pricing and cost management as well as an upturn in activity in the second half in Latin America.

- North America was up by 1.9% over the year (virtually stable in the second half), driven by prices and resilient volumes in the renovation market, while new construction stabilized at a good level. The Group benefited from the recent integration of its Canadian acquisitions (Kaycan, Building Products of Canada and Bailey), and from its comprehensive range of light construction solutions with high value-add for customers. Given the saturation of its

# OPERATING INCOME(€m) and MARGIN (%)

production facilities, the Group has launched additional capacity to meet the needs of a structurally growing market, requiring a catch-up in residential construction. This new capacity for plasterboard, roofing and glass mat underlayment should come on stream from mid-2025.

- Latin America contracted slightly, down 1.4% over the year thanks to the recovery in the second half (up 4.9%), driven by Brazil which benefited from market share gains in light construction, namely façade and plasterboard with a third production line opened in the first half. The other countries in the Region benefited from the enhanced offering and mix, especially Mexico. The acquisition of Cemix, completed on January 15, 2025, will strengthen Saint-Gobain's construction chemicals presence in the fast-growing markets of Mexico and Central America.

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SEGMENT PERFORMANCE (LIKE-FOR-LIKE SALES)

![img-214.jpeg](img-214.jpeg)
C - Asia-Pacific: sales growth and margin remaining at a record high
SALES  $(\in m)$

![img-215.jpeg](img-215.jpeg)
OPERATING INCOME  $(\in m)$  and MARGIN  $(\%)$

- The Region delivered  $0.6\%$  organic growth in 2024, driven by good momentum in India, despite the downturn in China. The operating margin remained at a record high of  $12.6\%$ , supported by volumes, as well as good pricing and cost management.
- India saw further market share gains, with significant volume growth of approximately  $10\%$ , benefiting from the strength of the Saint-Gobain brand in the country and from its comprehensive and innovative range of sustainable solutions, allowing the Group to outperform in multi-family housing and non-residential markets. In a new construction market that remains

sharply down in China, the Group continued to outperform thanks to its exposure to renovation and to its digital sales model. South-East Asia reported growth, driven by its second-half performance and strong momentum in Indonesia, benefiting from the enhancement of its range of innovative solutions, as well as from Vietnam, which won new customers thanks to the rollout of customized logistics and digital solutions. The integration of CSR in Australia - completed on July 9, 2024 - is progressing well, with a good operating performance in the second half.

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SEGMENT PERFORMANCE (LIKE-FOR-LIKE SALES)

![img-216.jpeg](img-216.jpeg)
D - High Performance Solutions (HPS): sequential improvement in organic growth and slight growth in operating margin

# SALES (€m)

# OPERATING INCOME(€m) and MARGIN (%)

- HPS reported like-for-like sales down 1.9% over the year, with a sequential improvement between the first half (down 3.5%) and the second (down 0.3%). The operating margin was up slightly at 12.1%, thanks to well-managed costs and prices which offset the lower volumes.

- Businesses serving global construction customers were up by 0.5% over the year and accelerated to grow 3.9% in the second half, driven by both Adfors reinforcement solutions against a weaker comparison basis, and by the Construction Chemicals business unit (up 3.1%). The good trends in Chryso and GCP sales continued, driven by infrastructure projects and the innovation drive for decarbonization in the construction sector. In 2024 Chryso contributed to the construction of the largest hydroelectric plant in India, supplying cutting-edge admixtures that met high-level technical specifications.

- Eight new industrial sites or production lines were opened in the year (new plants in the Philippines, Vietnam, Australia, Colombia, Brazil and Finland; two

new lines in India) - leveraging Saint-Gobain's global reach to set up production facilities in record time at existing production sites - and construction work began on six new facilities (US, Canada, Mexico, UK, Turkey and Morocco). The completion of the FOSROC acquisition further strengthens the Group's construction chemicals presence in countries with strong structural growth (India, Middle East and Asia-Pacific).

- Mobility sales contracted 2.2% over the year, but the business captured market share on high value-added models thanks to its differentiation and investments for innovation. It also benefited from productivity gains, notably with the optimization of its industrial footprint, following the closure of Spain's Avilés plant in June 2024.

- Businesses serving Industry were down 2.8% over the year, but stabilized in the second half (up 0.6%), supported by decarbonization technologies and a rebound in sales of specialty materials, which saw growth in their order book at the end of 2024.

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2024 RESULTS AND OUTLOOK FOR 2025
FINANCIAL RESULTS

# 4.5 FINANCIAL RESULTS

A - New record EBITDA Margin and recurring net income

|  (in EUR million) | 2023 | 2024  |
| --- | --- | --- |
|  EBITDA | 7,001 | 7,205  |
|  EBITDA margin | 14.6% | 15.5%  |
|  Operating Income | 5,251 | 5,304  |
|  Non-operating costs | (236) | (236)  |
|  Capital gains (losses), impacts resulting from changes in Group structure and other | (365) | (167)  |
|  Asset write-downs and amortization of PPA | (419) | (524)  |
|  Net financial expense | (425) | (457)  |
|  Income tax | (1,060) | (994)  |
|  NET ATTRIBUTABLE INCOME | 2,669 | 2,844  |
| --- | --- | --- |
|  RECURRING NET INCOME (1) | 3,416 | 3,474  |
|  Recurring EPS (in €) (2) | 6.73 | 6.95  |
| --- | --- | --- |

(1) Recurring net income: net attributable income excluding capital gains and losses on disposals, asset write-downs, amortization of PPA, IFRS 3 acquisition costs and other non-recurring items (material non-recurring provisions, impacts of hyperinflation, etc.)
(2) Recurring EPS: calculated based on the weighted average number of shares outstanding (499,715,108 shares in 2024, versus 507,282,902 shares in 2023)

EBITDA was up 2.9% to a new record high of €7,205 million, with the margin up 90 basis points to 15.5%. EBITDA includes stable non-operating costs of €236 million.

The net balance of capital gains and losses on disposals, asset write-downs and the impact of changes in Group structure represented an expense of €691 million (€784 million in 2023). It reflects €291 million in asset write-downs relating essentially to site closures and disposals (€238 million in 2023), €233 million in Purchase Price Allocation (PPA) intangible amortization (€181 million in 2023), and €167 million in disposal losses and impacts relating to changes in Group structure (€365 million in 2023).

Recurring net income rose 1.7% to a record high of €3,474 million. The tax rate on recurring net income was 24%.

Capital expenditure totaled €2,049 million. The Group opened 24 new plants and production lines focused on the structurally high-growth markets of North America, Asia and emerging countries, as well as construction chemicals.

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2024 RESULTS AND OUTLOOK FOR 2025

FINANCIAL RESULTS

# B - New record free cash flow generation

FREE CASH FLOW IN €bn AND CONVERSION RATIO IN %

![img-217.jpeg](img-217.jpeg)

![img-218.jpeg](img-218.jpeg)

Free cash flow came in at a new record-high of €4,031 million. The conversion ratio remained stable at 62%, with very good management of operating working capital requirement (WCR), which represented 12 days' sales at end-2024 compared to 13 days' sales at end-2023.

ROCE was 14.3% in 2024, resulting in strong value creation for our shareholders.

Investments in securities totaled around €2.9 billion (net of CSR short- and medium-term monetizable real estate assets), including mainly €1.9 billion for the CSR acquisition in Australia and €0.6 billion for Bailey in Canada. Other notable acquisitions included His Yalitim in insulation in Turkey, ICC in technical insulation in the US, Glass Service (digital solutions to accelerate the decarbonization of glass furnaces), and acquisitions in construction chemicals

(Kilwaughter in the UK, Izomaks in Saudi Arabia, IMPTEK in Ecuador, Technical Finishes in South Africa and R.SOL in France). Overall, the Group's acquisitions in 2024 represent full-year sales of around €1.8 billion and around €375 million in EBITDA (including synergies from year 3 onwards), or 7.7x EBITDA.

Divestments represented €221 million and reflected disposals of tangible assets, PAM Building and foam insulation activities in the UK.

Net debt was €9.8 billion with a net debt to EBITDA ratio of 1.4x versus 1.1x at end-2023. Pro forma for the recently completed acquisitions of Cemix and FOSROC, the net debt to EBITDA ratio remains at the lower end of the target range (between 1.5x and 2.0x).

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2024 RESULTS AND OUTLOOK FOR 2025
2025 OUTLOOK AND STRATEGIC PRIORITIES

# 4.6 ATTRACTIVE SHAREHOLDER RETURN POLICY

In 2024, the dividend paid and share buybacks carried out represented around €1.5 billion:

- A dividend of €1,045 million was paid in respect of 2023;
- An amount of €420 million was allocated for share buybacks in 2024 (net of employee share creation), reducing the number of shares outstanding to 497 million at end-2024 (502 million at end-2023).

Saint-Gobain's Board of Directors decided to recommend to the Shareholders' Meeting on June 5, 2025 the payment of a cash dividend up 5% to €2.20 per share for 2024 (€2.10 for 2023). The ex-dividend date has been set at June 9, 2025 and the dividend will be paid on June 11, 2025.

With €2 billion in share buybacks since 2021, the Group has completed - one year earlier than expected - the objective announced in 2021 under its "Grow &amp; Impact" plan (2021-2025). The Group will continue its policy with a new target of €400 million in share buybacks for 2025 (net of employee share creation).

# 4.7 2025 OUTLOOK AND STRATEGIC PRIORITIES

In 2025 the Group will continue to implement the strategic priorities of its "Grow &amp; Impact" plan:

1) Continue our initiatives focused on profitability and free cash flow generation

- Constant focus on margin through management of the price-cost spread and ongoing productivity and industrial cost-saving initiatives;
- Capital expenditure around 4.5% of sales, with strict allocation to structurally high-growth markets.

2) Outperform our markets by strengthening our profitable growth profile

- Enrich our comprehensive range of integrated, differentiated and innovative solutions offering sustainability and performance for our customers;
- Leverage the full potential from the integration of recent acquisitions;
- Continue to enhance the Group's profile through value-creating acquisitions and divestments.

3) Continued focus on our ESG roadmap as worldwide leader in light and sustainable construction

- Promote our positive-impact sustainable solutions - low-carbon and with high-recycled-content - among our customers;
- Extend the decarbonization of construction to the entire value chain, playing our full role as leader in light and sustainable construction across the globe.

In a macroeconomic environment that remains contrasted, Saint-Gobain will continue to demonstrate a very strong operating performance in 2025. Assuming no major disruption linked to geopolitics, the Group expects the following trends:

- Europe: construction markets stabilizing, with a gradual recovery country-by-country expected in the second half;
- Americas: a good level of activity maintained in North America and Latin America;
- Asia-Pacific: growth led mainly by India, South-East Asia and the integration of CSR in Australia;
- High Performance Solutions: dynamic growth in Construction Chemicals; Mobility to hold firm thanks to its high value-added solutions; gradual recovery in growth expected for most industrial markets.

Saint-Gobain expects an operating margin of more than 11.0% in 2025

This document contains forward-looking statements with respect to Saint-Gobain's financial condition, results, business, strategy, plans and outlook. Forward-looking statements are generally identified by the use of the words "expect", "anticipate", "believe", "intend", "estimate", "plan" and similar expressions. Although Saint-Gobain believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions as at the time of publishing this document, investors are cautioned that these statements are not guarantees of its future performance. Actual results may differ materially from the forward-looking statements as a result of a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and are generally beyond the control of Saint-Gobain, including but not limited to the risks described in the "Risk Factors" section of this document. These forward looking statements are made as of the date of this document. Saint-Gobain disclaims any intention or obligation to complete, update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable laws and regulations.

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# CORPORATE GOVERNANCE

![img-219.jpeg](img-219.jpeg)

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# TABLE OF CONTENTS

5.1 COMPOSITION AND OPERATION OF THE GOVERNING BODIES 248
5.1.1 Composition of the Board of Directors 248
5.1.2 Operation of the Board of Directors 264
5.1.3 The Group's Senior Management 279

5.2 COMPENSATION OF THE MANAGEMENT AND GOVERNING BODIES 280
5.2.1 Directors' compensation 280
5.2.2 Compensation of executive corporate officers 282
5.2.3 Compensation of members of the Group's Senior Management 316
5.2.4 Long-term compensation plans (performance shares, stock options and performance units) 317

5.3 COMPANY STOCK TRADED BY CORPORATE OFFICERS 322

5.4 REPORT OF THE BOARD OF DIRECTORS ON CORPORATE GOVERNANCE (ARTICLES L. 225-37 AND SEQ. AND L. 22-10-10 AND SEQ. OF THE FRENCH COMMERCIAL CODE) 323

5.5 STATUTORY AUDITORS' SPECIAL REPORT ON RELATED-PARTY AGREEMENTS 324

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COMPOSITION AND OPERATION OF THE GOVERNING BODIES

# 5.1 COMPOSITION AND OPERATION OF THE GOVERNING BODIES

The following sections 5.1.1 p. 248 and 5.1.2 p. 264 prepared with the assistance of the Board's Nomination and Remuneration Committee, and the Lead Independent Director and Vice Chairman of the Board, report, pursuant to articles L. 225-37 et seq. and L. 22-10-10 et seq. of the French Commercial Code, on the composition of the Board and on its operation (see section 5.4 p. 323).

## Compliance with the Afep-Medef Corporate Governance Code

Compagnie de Saint-Gobain refers to and complies with the Afep-Medef Corporate Governance Code for French listed companies in its updated version of December 2022, which may be found on the Afep website at the following address: www.afep.com/en/.

The Company's practices comply with all recommendations contained in the Afep-Medef Code (the "Afep-Medef Code").

|  Afep-Medef Code recommendation revoked | Saint-Gobain practice and justification  |
| --- | --- |
|  None | None  |

## 5.1.1 COMPOSITION OF THE BOARD OF DIRECTORS

## A - Members of the Board of Directors as of February 1, 2025

The Board of Directors consists of the 14 members named below, appointed for four-year terms, including one Director representing employee shareholders and two Directors representing employees, appointed in accordance with the law, and one Lead Independent Director and Vice Chairman of the Board, tasked with overseeing the efficient running of the Company's governance bodies and preventing and managing conflicts of interest.

![img-220.jpeg](img-220.jpeg)

(a) Excluding Directors representing employees and Directors representing employee shareholders.

248

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The table gives a general overview of the members of the Board and its Committees as of February 1, 2025:

|  Name | Age | Indepen-dent (a) | Other terms (b) | ARC (f) | NRC (g) | CSRC (h) | End of term date | Years of seniority  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Benoit Bazin | 56 | No | 1 |  |  |  | General meeting called to approve the accounts for the 2024 financial year | 3.5  |
|  Sophie Brochu | 61 | Yes | 2 |  |  | (M) (i) | General meeting called to approve the accounts for the 2027 financial year | 0.5  |
|  Jean-François Cirelli (d) | 66 | Yes | 0 |  | (P) (j) |  | General meeting called to approve the accounts for the 2027 financial year | 4.5  |
|  Lydie Cortes | 53 | No (b) | 0 |  | (M) |  | General meeting called to approve the accounts for the 2025 financial year | 6.5  |
|  Sibylle Daunis-Opfermann | 50 | No (c) | 0 |  |  |  | General meeting called to approve the accounts for the 2024 financial year | 4.5  |
|  Thierry Delaporte | 57 | Yes | 0 | (M) |  |  | General meeting called to approve the accounts for the 2025 financial year | 2.5  |
|  Pamela Knapp | 66 | Yes | 2 | (P) |  |  | General meeting called to approve the accounts for the 2024 financial year | 11.5  |
|  Agnès Lemarchand | 70 | Yes | 0 |  |  | (P) | General meeting called to approve the accounts for the 2024 financial year | 11.5  |
|  Dominique Leroy | 60 | Yes | 3 (l) |  | (M) |  | General meeting called to approve the accounts for the 2026 financial year | 7.5  |
|  Jana Revedin | 59 | Yes | 0 |  |  | (M) | General meeting called to approve the accounts for the 2026 financial year | 2.5  |
|  Geoffroy Roux de Bézieux | 62 | Yes | 2 |  | (M) |  | General meeting called to approve the accounts for the 2027 financial year | 0.5  |
|  Gilles Schnepp | 66 | No | 1 | (M) |  |  | General meeting called to approve the accounts for the 2024 financial year | 15.5  |
|  Philippe Thibaudet | 44 No | (b) | 0 |  |  | (M) | General meeting called to approve the accounts for the 2025 financial year | 6.5  |
|  Hélène de Tissot | 55 | Yes | 1 | (M) |  |  | General meeting called to approve the accounts for the 2027 financial year | 0.5  |
|  NUMBER OF MEETINGS (a) |  |  | BOARD: 12 | ARC: 4 | NRC: 4 | CSRC: 4 |  |   |
|  ATTENDANCE RATE |   |   | 96 % | 100 % | 100 % | 94 % |  |   |

(a) According to the criteria set forth in Recommendation 10.5 of the Afep-Medef Code, see section 5.1.1, p. 248 for more details.
(b) Employee Director, appointed pursuant to the law, not included in the calculation of the Director independence ratio on the Board of Directors, in compliance with the recommendations of the Afep-Medef Code, nor in the gender parity ratio on the Board of Directors, in accordance with the law.
(c) Director representing employee shareholders, not included in the calculation of the ratio of independent Directors on the Board of Directors, in accordance with the recommendations of the Afep-Medef Code, and gender parity on the Board of Directors, in accordance with the law.
(d) Lead Independent Director and Vice Chairman of the Board.
(e) Held within listed companies (excluding Compagnie de Saint-Gobain).
(f) Audit and Risk Committee.
(g) Nomination and Remuneration Committee.
(h) Corporate Social Responsibility Committee.
(i) Member of a committee.
(j) Chairperson of a committee.
(k) For the period from January 1, 2024, to December 31, 2024.
(l) Dominique Leroy holds all her offices within Deutsche Telekom AG Group. T-Mobile USA (USA) and OTE (Greece) being companies controlled by Deutsche Telekom AG.

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Each year, specifically on the occasion of its assessment, the Board of Directors considers the desirable balance of its composition and that of the Committees. Regarding the diversity and internationalization of the Saint-Gobain activities, it specifically provides for the presence of Directors with international experience, and ensures that the profiles and competencies represented on the Board reflect, to the greatest possible extent, the diversity of challenges the Group may face, to guarantee to shareholders and the market that its tasks are executed with the necessary competency, independence and objectivity.

The following biographies show the members of the Board of Directors as of February 1, 2025, their experience and their respective expertise, and the principal offices and functions they exercise or have exercised outside the Group over the past five years, to the best of the Company's knowledge.

![img-221.jpeg](img-221.jpeg)

56 years

Nationality: French

Number of shares held: 216,733

Date of first election: June 2021

Term start date: June 2021

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2024

# BENOIT BAZIN

## Director

Principal office held: Chairman and Chief Executive Officer of Compagnie de Saint-Gobain
Compagnie de Saint-Gobain - "Tour Saint-Gobain" - 12, place de l'Iris - 92400 Courbevoie, France

## EXPERTISE AND EXPERIENCE

After studying in France and in the United States and spending four years at the Interministerial Committee on Industrial Restructuring (ICIR) and the Treasury Department within the French Ministry of Finance, Mr. Benoit Bazin joined Saint-Gobain in 1999. He held various positions in France, including Corporate Planning Director from 2000 to 2002, and, starting in 2002, in the United States, in a general management role within High-Performance Materials, before taking the Chief Financial Officer role of Compagnie de Saint-Gobain in 2005. From 2009 to the end of 2015, Mr. Benoit Bazin headed the Building Distribution Sector. In 2010, he was appointed Senior Vice President of Compagnie de Saint-Gobain. From 2016 to the end of 2018, Mr. Benoit Bazin headed the Construction Products Sector. During 2017, he was President and CEO of CertainTeed Corporation in the United States. Appointed Chief Operating Officer of Compagnie de Saint-Gobain on January 1, 2019, then Director on June 3, 2021, he was appointed Chief Executive Officer of Compagnie de Saint-Gobain as from July 1, 2021. On November 23, 2023, he was appointed Chairman and Chief Executive Officer of Compagnie de Saint-Gobain with effect from the General Meeting of June 6, 2024.

Mr. Benoit Bazin has been a Director of Compagnie de Saint-Gobain since 2021.

His offices held outside the Group over the past five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • Director and Chairman of the Strategy and CSR Committee and member of the Nomination and Governance Committee of Vinci* | • Director of the Cité de l'architecture et du patrimoine (2020-2024)  |

* Listed company.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

www.saint-gobain.com

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CORPORATE GOVERNANCE

COMPOSITION AND OPERATION OF THE GOVERNING BODIES

![img-222.jpeg](img-222.jpeg)

# 61 years

Nationality: Canadian

Number of shares held: 1,200

Date of first election: June 2024

Term start date: June 2024

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2027

# SOPHIE BROCHU

# Independent Director

# Member of the Corporate Social Responsibility Committee

Principal office held: Company Director

Compagnie de Saint-Gobain - "Tour Saint-Gobain" - 12, place de l'Iris - 92400 Courbevoie, France

# EXPERTISE AND EXPERIENCE

Sophie Brochu began her professional career in 1987 as a financial analyst with SOQUIP (Société Québécoise d'Initiatives Pétrolières), the Quebec government corporation responsible for developing Quebec's natural gas network at the time.

She joined Énergir in 1997 and was appointed President and CEO of the company in 2007, a position she held until 2019. Under her leadership, the gas distributor added renewable natural gas (biomethane) to its supply portfolio, and became a leading player in the wind and solar sectors, both in Canada and the United States. From April 2020 to April 2023, she assumed the role of Chairwoman and CEO of HydroQuébec, Canada's largest electricity producer and one of the world's largest hydropower producers, with assets of C$90 billion and 4.5 million customers across Quebec.

Ms. Sophie Brochu has been a director of Compagnie de Saint-Gobain since June 2024.

Her offices held outside the Group over the past five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • Director, member of the Corporate Governance Committee and Chair of the Human Resources Committee of CGI* | • President and CEO of Énergir** (2007-2019)  |
|  • Director, member of the Human Resources Committee and the CAE* Governance Committee | • Director of Bell Canada* (BCE Inc.) (2010-2020)  |
|   | • Chairwoman and CEO of Hydro-Québec** (2020-2023)  |
|   | • Director, Member of the Governance and Nominating Committee and of the Human Resources Committee of Bank of Montreal* (2011-2024)  |

* Listed foreign company.
** Non-listed foreign company.

![img-223.jpeg](img-223.jpeg)

# 66 years

Nationality: French

Number of shares held: 1,300

Date of first election: June 2020

Term start date: June 2020

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2027

# JEAN-FRANÇOIS CIRELLI

# Lead Independent Director and Vice Chairman of the Board Chairman of the Nomination and Remuneration Committee

Principal office held: Chairman of BlackRock France, Belgium and Luxembourg (1)

Compagnie de Saint-Gobain - "Tour Saint-Gobain" - 12, place de l'Iris - 92400 Courbevoie, France

# EXPERTISE AND EXPERIENCE

Mr. Jean-François Cirelli began his professional career at the Treasury Department of the French Ministry of Economy and Finance, holding several positions, from 1985 to 1995 where he was in particular in charge of housing policy. In 1995, he was appointed Economic Advisor to the President of the Republic. In 2002, he was appointed Deputy Director of the Prime Minister's Office, more specifically in charge of economic, industrial and social issues. Mr. Jean-François Cirelli was appointed Chairman and Chief Executive Officer of Gaz de France in 2004, an office he held until 2008. From 2008 to 2014, he was Vice Chairman and Chief Operating Officer of GDF SUEZ (now ENGIE). From 2012 to 2014, he also managed all of GDF SUEZ's Energy activities in Europe.

Jean-François Cirelli has been a Director of Compagnie de Saint-Gobain since 2020 and Lead Independent Director and Vice Chairman of the Board of Directors since the annual general meeting held on June 6, 2024.

His offices held outside the Group over the past five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • Chairman of BlackRock France, Belgium and Luxembourg • Senior Advisor of Advent International • Director of Idemia • Member of the Saur Supervisory Committee, Advisory Committee and Nomination and Remuneration Committee • Director of MET Holding AG** (Switzerland) | • Member of the Supervisory Board of Uniper SE* (Germany) (2017-2020)  |

(1) Director as an individual, and not as a BlackRock representative, Mr. Jean-François Cirelli does not represent BlackRock on the Board of Directors.

* Listed company.

** Non-listed foreign company.

SAINT-GOBAIN
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 UNIVERSAL REGISTRATION DOCUMENT 2024

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CORPORATE GOVERNANCE

COMPOSITION AND OPERATION OF THE GOVERNING BODIES

![img-224.jpeg](img-224.jpeg)

# LYDIE CORTES

## Employee Director
Member of the Nomination and Remuneration Committee

Principal office held: Product Safety Coordinator
Saint-Gobain Weber France – 140 rue du Bief – 01960 Servas, France

53 years

Nationality: French

Number of shares held: 7

Date of first election: May 2018

Term start date: June 2022

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2025

## EXPERTISE AND EXPERIENCE

Mrs. Lydie Cortes joined the Saint-Gobain Group in 1992, working at the Saint-Gobain Weber research and development laboratory on the Servas site, where she performed various functions, first as a color development and control technician, then as a technician for the development of control methods for finished pulp goods. From 1999 to 2012, she was an R&amp;D technician for the formulation of finished powder goods.

Since 1996, Mrs. Lydie Cortes has held various elected and union offices, including member of the Works Committee, Employee Representative and member of the Saint-Gobain Weber CHSCT, and, since 2004, CFDT Central Trade Union Representative.

She has been a member of the Company's Works Council since 2007, and in 2010, she was elected Secretary of the European Convention and to the Saint-Gobain Select Committee.

Since 2012, Mrs. Lydie Cortes has been the Product Safety Coordinator (management and assessment of product hazard classes, awareness and prevention of the use and handling of chemicals) at Saint-Gobain Weber France.

Mrs. Lydie Cortes has been a Director of Compagnie de Saint-Gobain since June 2018.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  None | None  |

![img-225.jpeg](img-225.jpeg)

50 years

Nationality: French

Number of shares held: 3,800

Date of first election: March 2020

Term start date: June 2021

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2024

## SIBYLLE DAUNIS OPFERMANN

## Director representing employee shareholders

Principal office held: Chief Executive Officer of La Plateforme du Bâtiment
La Plateforme du Bâtiment – 7 rue Benjamin Constant – 75019 Paris, France

## EXPERTISE AND EXPERIENCE

Mrs. Sibylle Daunis Opfermann began her career in 1996 in an SME in the automotive sector, where she was responsible for optimizing the non-production purchases of large groups in the automotive subcontracting sector.

In 1998, she joined the Welding activity of the Air Liquide Group, where she held the position of deputy to the head of Production Purchasing, before joining the Marketing Department and being in charge of the management of the whole trading products.

In 2001, she joined Virax, a Facom Group company specializing in plumber's tools, as purchasing manager.

In 2005, she joined the Saint-Gobain Group, within PUM Plastiques, where she was deputy to the Purchasing Director. She held this position until 2010 before being appointed head of Marketing and Purchasing. In 2013, she was entrusted, in addition to her duties, with the digitalization of the trading brand, and with the function of Head of the Communication Department. Since September 2016, she has been the Chief Executive Officer of PUM.

Since February 1, 2024, she has been Chief Executive Officer of La Plateforme du Bâtiment.

Mrs. Sibylle Daunis Opfermann has been a Director of Compagnie de Saint-Gobain since March 2020.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  None | None  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

www.saint-gobain.com

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CORPORATE GOVERNANCE

COMPOSITION AND OPERATION OF THE GOVERNING BODIES

![img-226.jpeg](img-226.jpeg)

57 years

Nationality: French

Number of shares held: 1,795

Date of first election: June 2022

Term start date: June 2022

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2025

# THIERRY DELAPORTE

# Independent Director

Member of the Audit and Risk Committee

Principal office held: Company Director

Compagnie de Saint-Gobain - "Tour Saint-Gobain" - 12, place de l'Iris - 92400 Courbevoie, France

# EXPERTISE AND EXPERIENCE

Mr. Thierry Delaporte began his career in 1992 at the consulting firm Arthur Andersen before joining Capgemini Group in 1995. He first held various financial positions, including Chief Financial Officer for Southern Europe, then Asia-Pacific. He then spent nearly 15 years in the United States in the financial and operational management functions; in this capacity, he was Chief Financial Officer of North America, Chief Executive Officer of the global strategic international financial services unit and then Chief Executive Officer of the Latin America region. In 2017, he was appointed Chief Operating Officer of the Group, an office he held until 2020.

From June 2020 to April 2024, he was Chief Executive Officer at Wipro Limited, a company headquartered in Bangalore, listed on the NYSE (New York Stock Exchange) and the BSE (Bombay Stock Exchange), and a world leader in information technology.

Mr. Thierry Delaporte has been a Director of Compagnie de Saint-Gobain since June 2022.

His offices held outside the Group over the past five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  None | • Chief Executive Officer of Wipro Limited* (India) (2020-2024)  |

* Listed company.

![img-227.jpeg](img-227.jpeg)

66 years

Nationality: German

Number of shares held: 1,818

Date of first election: June 2013

Term start date: June 2021

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2024

# PAMELA KNAPP

# Independent Director

President of the Audit and Risk Committee

Principal office held: Company Director

Compagnie de Saint-Gobain - "Tour Saint-Gobain" - 12, place de l'Iris - 92400 Courbevoie, France

# EXPERTISE AND EXPERIENCE

Pamela Knapp began her career in 1987 as an M&amp;A consultant at Deutsche Bank Morgan Grenfell GmbH and Fuchs Consult GmbH.

In 1992, she was named Director of Strategic Projects, then of the Maintenance &amp; Services Branch in the Transportation Systems Division of the Siemens Group, where she served until 1997. From 1998 to 2000, she was a Board member and Chief Financial Officer (CFO) of Siemens SA, Belgium and Luxembourg.

In 2000, she became Director of the Siemens Group's central Corporate Development Executives Department then, starting in 2004, Board member and Chief Financial Officer of the Power Transmission and Distribution Division of the Siemens Group, until 2009. From 2009 to October 2014, she was a Board member of GfK SE.

Since June 2020, she has been a member of the Monopoly Commission (Monopolkommission), which advises the German Minister of the Economy on competition issues.

Mrs. Pamela Knapp has been a Director of Compagnie de Saint-Gobain since June 2013.

Her offices held during the last five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  Member of the Supervisory Board and Chairwoman of the Audit Committee of Lanxess AG* (Germany) Member of the Supervisory Board, member of the Audit Committee and member of the Remuneration Committee at Signify N.V.* (Netherlands) Member of the Supervisory Board, Chairwoman of the Audit Committee and member of the Executive Committee at Signify NV* | Member of the Supervisory Board, the Nomination, Remuneration and Governance Committee and the Finance and Audit Committee of Peugeot SA* (2011-2021) Director and member of the Audit Committee of NV Bekaert* (Belgium) (2016-2020)  |

* Listed company.

SAINT-GOBAIN
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 UNIVERSAL REGISTRATION DOCUMENT 2024

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CORPORATE GOVERNANCE

COMPOSITION AND OPERATION OF THE GOVERNING BODIES

![img-228.jpeg](img-228.jpeg)

# AGNÈS LEMARCHAND

Independent Director
Chairwoman of the Corporate Social Responsibility Committee
Member of the Audit and Risk Committee

Principal office held: Company Director
Compagnie de Saint-Gobain – "Tour Saint-Gobain" – 12, place de l'Iris – 92400 Courbevoie, France

70 years

Nationality: French
Number of shares held: 2,252
Date of first election: June 2013
Term start date: June 2021
Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2024

# EXPERTISE AND EXPERIENCE

Mrs. Agnès Lemarchand began her professional life with various operational responsibilities within the Rhône-Poulenc Group from 1980 to 1985.

Appointed in 1986 as Chief Executive Officer of Industrie Biologique Française (IBF), she created IBF Biotechnics, a subsidiary of the Rhône-Poulenc Group and the Institut Mérieux, in the United States in 1987, of which she was appointed Chairwoman and Chief Executive Officer.

In 1991, she joined the Ciments Français Group as Chief Executive Officer of Prodical, an industrial minerals subsidiary which she led from 1991 to 1996. She joined the Lafarge Group in 1997, held the position of head of strategy for the Specialty Materials branch, then in 1999 was appointed Chairwoman and Chief Executive Officer of Lafarge Chaux.

In 2004, she took over, together with its senior executives, the Lafarge Chaux subsidiary in the United Kingdom and founded Steetley Dolomite Limited, where she served as executive Chairwoman for 10 years before selling the company to the Lhoist industrial group. Mrs. Agnès Lemarchand is a member of the ESG Committee of the Institut Français des Administrateurs (the French Institute of Directors).

Mrs. Agnès Lemarchand has been a Director of Compagnie de Saint-Gobain since June 2013.

Her offices held during the last five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • Director and member of the Golocal group Strategic Committee • Senior Advisor of France Startups Océans | • President of COMDEV (2021-2022) • Director and member of the Nomination and Remuneration Committee of Solvay SA* (Belgium) (2017-2023) • Director and member of the Audit Committee of BioMérieux* (2014-2023)  |

* Listed company.

![img-229.jpeg](img-229.jpeg)

60 years

Nationality: Belgian
Number of shares held: 1,200
Date of first election: November 2017
Term start date: June 2019
Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2026

# DOMINIQUE LEROY

Independent Director
Member of the Nomination and Remuneration Committee

Principal office held: Member of the Management Board of Deutsche Telekom AG and Chief Executive Officer for Europe
Compagnie de Saint-Gobain – "Tour Saint-Gobain" – 12, place de l'Iris – 92400 Courbevoie, France

# EXPERTISE AND EXPERIENCE

Mrs. Dominique Leroy held various positions at Unilever Belgium and Benelux for 24 years. Having started out in marketing, finance and client development, between 1999 and 2006 she was appointed first Director of Operations Division, then Director of Logistics and finally Director of Client Development at Unilever Foods Belgium. Up to 2011, she was then Director of Client Development and member of the Management Committee, then Managing Director of Unilever Benelux, where she also sat on the Management Committee from 2008 to 2011.

In 2011, she joined Proximus Group (formerly Belgacom) as Vice Chairwoman with responsibility for sales and e-business for the Consumer Business Unit, before becoming its Executive Vice Chairwoman in June 2012. Between January 2014 and September 2019, Mrs. Dominique Leroy was Chief Executive Officer of Proximus Group, listed on the first market of Euronext Brussels. At Proximus Group, she also chairs the Boards of Directors of BICS and Be-Mobile and was a Director of Proximus Art until 2019.

Mrs. Dominique Leroy has been Senior Advisor of Apheon Capital (formerly Ergon Capital Partners) since May 2020. She chaired the International Advisory Board of the Solvay Brussels School of Economics and Management until October 2019.

Mrs. Dominique Leroy has been a Director of Compagnie de Saint-Gobain since November 2017.

Her offices held during the last five years are described below

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • Member of the Management Board of Deutsche Telekom AG* and Chief Executive Officer for Europe (outside Germany) • Member of the Board of Directors and the Nomination and Governance Committee of T-Mobile USA* (United States), a company controlled by Deutsche Telekom AG* • Member of the Board of Directors of OTE* (Greece), a subsidiary more than 50% owned by Deutsche Telekom AG* • Senior Advisor of Apheon Capital | • Member of the Supervisory Board, the Governance and Nomination Committee, the Risk Management Committee and the Sustainable Development and Innovation Committee of Ahold Delhaize* (Netherlands) (2016-2021) • Senior Advisor of Bain & Company (Belgium) (2019-2020)  |

* Listed company.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

www.saint-gobain.com

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CORPORATE GOVERNANCE

COMPOSITION AND OPERATION OF THE GOVERNING BODIES

![img-230.jpeg](img-230.jpeg)

# JANA REVEDIN

# Independent Director

Principal office held: Architect and full professor of architecture and urban planning at the École spéciale d'architecture in Paris

Compagnie de Saint-Gobain - "Tour Saint-Gobain" - 12, place de l'Iris - 92400 Courbevoie, France

59 years

Nationality: German

Number of shares held: 1,200

Date of first election: June 2023

Term start date: June 2023

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2026

# EXPERTISE AND EXPERIENCE

Jana Revedin is an architect with a PhD in architectural and urban sciences, authorized to supervise research, and a full professor of architecture and urban planning at the ESA (Ecole spéciale d'architecture, Paris). She has taught at the IUAV University of Venice, where she obtained her PhD and accreditation in architectural and urban sciences, then at the Beuth University of Berlin and the University of Umeå in Sweden as an associate professor of architecture and urban planning, as well as at the Blekinge Institute of Technology in Karlskrona, Sweden, as a full professor. Mrs. Jana Revedin is also a member of the ENSALLAURE "Environment, city, society" research laboratory at the French National Center for Scientific Research (CNRS). In 2006, she created the Global Award for Sustainable Architecture, which, under the patronage of UNESCO and the International Union of Architects (UIA), is awarded every year to five architects committed to the search for an architectural and urban ethical code. Jana Revedin has also been a UNESCO delegate and Advisor to the Education and Research Commission (EDUCOM) of the International Union of Architects (UIA) since 2010, a member of the Scientific Council of Société du Grand Paris and the Scientific Council of the European Commission for the Innovation of Building Materials, and an associate member of the Académie d'Architecture.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  None | None  |

![img-231.jpeg](img-231.jpeg)

62 years

Nationality: French

Number of shares held: 1,200

Date of first election: June 2024

Term start date: June 2024

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2027

# GEOFFROY ROUX DE BÉZIEUX

# Independent Director

Member of the Nomination and Remuneration Committee

Principal office held: Company Director

Compagnie de Saint-Gobain - "Tour Saint-Gobain" - 12, place de l'Iris - 92400 Courbevoie, France

# EXPERTISE AND EXPERIENCE

Geoffroy Roux de Bézieux began his professional career in 1986 with L'Oréal, in France and then in the United Kingdom in marketing functions, before moving to Poland, where he set up a Polish subsidiary of the L'Oréal group.

In 1996, he founded The Phone House, the first chain of stores dedicated to mobile telephony, which he sold to the listed group Carphone Warehouse, where he became Chief Operating Officer and a Board member until 2004. In 2004, he founded a mobile network operator became Virgin Mobile in 2006, a company he sold to Numericable in 2014. In 2014, he and his partners set up the Isale venture capital fund, aimed at technology start-ups, and in which he remains a shareholder.

In 2016, he founded the Notus Technologies group, an asset-based group active in the agri-food industry, leisure and new technologies.

Geoffroy Roux de Bézieux was Chairman of the CroissancePlus association from 2005 to 2008, Chairman of Unédic from 2008 to 2010 and Vice Chairman of MEDEF (Mouvement des Entreprises de France) from 2013 to 2018 before becoming its Chairman from July 2018 to July 2023.

Mr. Geoffroy Roux de Bézieux has been a director of Compagnie de Saint-Gobain since June 2024.

His offices held during the last five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • Director and head of the Appointments and Compensation Committee of Parrot* | • Chairman of MEDEF (Mouvement des Entreprises de France) (July 2018-July 2023)  |
|  • Director of Bureau Veritas*  |   |

* Listed company.

SAINT-GOBAIN
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 UNIVERSAL REGISTRATION DOCUMENT 2024

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CORPORATE GOVERNANCE

COMPOSITION AND OPERATION OF THE GOVERNING BODIES

![img-232.jpeg](img-232.jpeg)

# GILLES SCHNEP

## Director

Member of the Audit and Risk Committee

Principal office held: Chairman of the Board of Directors of Danone*

Compagnie de Saint-Gobain – “Tour Saint-Gobain” – 12, place de l’Iris – 92400 Courbevoie, France

66 years

Nationality: French

Number of shares held: 1,200

Date of first election: June 2009

Term start date: June 2021

Term end date: General Shareholders’ Meeting convened to approve the financial statements for fiscal year 2024

## EXPERTISE AND EXPERIENCE

Mr. Gilles Schnepp began his career at Merrill Lynch in 1983 and was appointed head of the bonds and derivatives departments in 1988 and then Vice Chairman. In 1989, he joined the Legrand Group where he held several positions including that of Corporate Secretary and Chief Financial Officer, before being appointed Chief Operating Officer (2000), member of the Management Committee and Director (2001), Vice Chairman and Chief Executive Officer (2004), Chairman and Chief Executive Officer of Legrand (2006) and Chairman of the Board of Directors (2018), a term he held until June 2020.

From 2018 to 2021, he was Chairman of the Medef Ecological and Economic Transition Commission, where he is a member of the executive committee.

Mr. Gilles Schnepp has been a Director of Compagnie de Saint-Gobain since June 2009.

His offices held during the last five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • Chairman of the Board of Directors of Danone* • Director of Socotec | • Director, Chairman of the Nomination, Governance and CSR Committee and member of the Strategic Thinking Committee of Sanofi* (2020-2024) • Director (2002-2022) and Chairman of the Board of Directors (2018-2020) of Legrand* • Vice Chairman and Senior Independent Member of the Supervisory Board, Chairman of the Nomination, Remuneration and Governance Committee and member of the Finance and Audit Committee of Peugeot SA* (2019-2021)  |

* Listed company.

![img-233.jpeg](img-233.jpeg)

44 years

Nationality: French

Number of shares held: 7

Date of first election: May 2018

Term start date: June 2022

Term end date: General Shareholders’ Meeting convened to approve the financial statements for fiscal year 2025

## PHILIPPE THIBAUDET

### Employee Director

Member of the Corporate Social Responsibility Committee

Principal office held: EHS Operations Manager

Saint-Gobain Isover – 19, rue Paul Sabatier – 71102 Chalon-sur-Saône, France

## EXPERTISE AND EXPERIENCE

Mr. Philippe Thibaudet has spent his professional career at the Saint-Gobain Isover Chalon-sur-Saône plant as a continuous-shift production operator.

He began his union career path very early on, first at the Chalon-sur-Saône plant, then in the central, national and European union organizations of the Saint-Gobain Group as representative of the CGT.

He has been responsible for industrial activity and collective bargaining in all professional sectors covered by the CGT National Federation of Glass and Ceramic Workers.

Within the Saint-Gobain Isover and the Saint-Gobain Group union organizations, he held various elected and trade union offices, including Employee Representative, member of the CHSCT, member of the Works Committee, member of the Central Works Council, secretary of the CHSCT, member of the Company’s Works Council, member of the Convention for European Social Dialog, Trade Union Delegate, SGI Central Trade Union Delegate, FNTVC-CGT Federal Secretary, as well as CWC Alternate Representative on the Saint-Gobain Isover Board of Directors.

Mr. Philippe Thibaudet has been EHS Officer at Saint-Gobain Isover in Chalon-sur-Saône since July 1, 2019.

Mr. Philippe Thibaudet has been a Director of Compagnie de Saint-Gobain since June 2018.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  None | None  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

www.saint-gobain.com

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CORPORATE GOVERNANCE

COMPOSITION AND OPERATION OF THE GOVERNING BODIES

![img-234.jpeg](img-234.jpeg)

55 years

Nationality: French

Number of shares held: 1,200

Date of first election: June 2024

Term start date: June 2024

Term end date: General Shareholders' Meeting convened to approve the financial statements for fiscal year 2027

# HÉLÈNE DE TISSOT

Independent Director
Member of the Audit and Risk Committee
Principal office held: Executive Vice President, Finance and IT at Pernod Ricard Group
Pernod Ricard – 5, cours Paul Ricard – 75008 Paris, France

# EXPERTISE AND EXPERIENCE

Hélène de Tissot began her professional career in 1994 as a tax lawyer specializing in international taxation with Arthur Andersen.

She joined the Pernod Ricard group in 2002 as Group Tax Director, contributing to transformational transactions such as the acquisitions of Allied Domecq and Vin &amp; Sprit.

She was appointed Chief Financial Officer of Pernod Ricard Asia, based in Hong Kong, in 2010, Chief of the Mergers &amp; Acquisitions and Strategy department in 2016, and Chief Financial Officer, IT and Operations of Pernod Ricard Group in 2018.

Ms. Hélène de Tissot has been a director of Compagnie de Saint-Gobain since June 2024.

Her offices held during the last five years are described below.

|  Offices and duties held outside the Group | Offices held outside the Group and expired over the past five years  |
| --- | --- |
|  • EVP Finance and IT and member of the Executive Committee of the Pernod Ricard Group* | None  |

* Listed company.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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## B - Appointments and reappointments proposed at the General Meeting of June 5, 2025

At the recommendation of Nomination and Remuneration Committee, the Board of Directors, at its meeting of November 28, 2024, in view of the departures in 2025 of Pamela Knapp and Gilles Schnepp (who would not be independent Directors if they were reappointed) and Agnès Lemarchand (age limit reached), decided to propose to the General Meeting of June 5, 2025 the appointments of Maya Hari, Antoine de Saint-Affrique and Hans Sohlström as independent Directors (1) (see section 5.1.2, D p. 270). If these appointments are approved by the General Meeting of June 5, 2025, the Board of Directors would comprise 91% independent Directors, 45% foreign Directors, and 45% women (excluding Directors representing employees, and employee shareholders, in accordance with the Afep-Medef Code).

In addition, the term of office of Sybille Daunis-Opfermann, the Director representing employee shareholders, will expire at the General Meeting of June 5, 2025. The Supervisory Board of the "Saint-Gobain PEG France" Fund has decided to nominate its Chairwoman, Ms. Sibylle Daunis, current director representing employee shareholders on the Board of Directors of Compagnie de Saint-Gobain, as a candidate for the vote of the General Meeting of Shareholders of Compagnie de Saint-Gobain. After deliberation, the Supervisory Board of the "Saint-Gobain PEG Monde" fund decided to support her candidacy and not to nominate a candidate from among its members to present to the General Shareholders' Meeting of Compagnie de Saint-Gobain. Ms. Sibylle Daunis was also elected as a candidate by the registered employee shareholders.

## C - Independence, diversity policy and representation of employee shareholders and employees on the Board of Directors

### a. Independence

The Board has carried out the annual review of each Director's situation as of February 1, 2025, with regard to the independence criteria set out in the Afep-Medef Corporate Governance Code for French listed companies, with which the Company complies, at the proposal of the Nomination and Remuneration Committee.

As every year, during its meeting of February 27, 2025, the Board of Directors, scrutinized, with vigilance and with the same attention as the other criteria, the business relationships that may exist between the Saint-Gobain Group and the other entities or groups where each Director holds an executive management position or chairmanship of a corporate administrative or supervisory body: Gilles Schnepp, Chairman of the Board of Directors of Danone; Dominique Leroy, member of the Board of Directors and Europe Chief Executive Officer of Deutsche Telekom AG; and Jean-François Cirelli, Chairman of BlackRock France, Belgium and Luxembourg. The Board's review, described below,

concluded that, with the exception of Dominique Leroy, none of these Directors, nor any company or group within which they hold office as senior executives or exercise board (or supervisory board) chairmanship functions has any business relationship with Compagnie de Saint-Gobain, its Group or its management.

As no business relationships exist between Danone and BlackRock on the one hand, and Saint-Gobain on the other, the Board of Directors conducted a quantitative and qualitative review of Dominique Leroy's situation and the business relationship between Deutsche Telekom and Saint-Gobain.

Business dealings between the Saint-Gobain and Deutsche Telekom groups represent less than 0.1% of their respective consolidated revenues, all activities combined and worldwide. These figures are well below the 1% materiality threshold set by the Board of Directors. In addition, the Board of Directors noted that, given the organization of the Saint-Gobain Group, its size and the diversity of its activities, it is not the Board's role to intervene in the commercial relations of the Group's various business units, which are managed on a decentralized basis by the departments concerned. Furthermore, Dominique Leroy in her capacity as Director of the Saint-Gobain Group, has no direct or indirect decision-making power in the establishment or maintenance of these business relationships. If, unusually, such an issue were to be discussed at a Board meeting, the Board's internal rules stipulate how to manage conflicts of interest, under which the Director concerned would have the duty to inform the Chairman of the Board of Directors and the Lead Independent Director of his or her situation and to abstain from participating in the discussions and deliberations on the matter in question.

On the basis of the above, the Board of Directors considered that Dominique Leroy does not have, directly or indirectly, any significant business relationships with the Group that could affect her freedom of judgment or independence.

Note that Jean-François Cirelli is a Director as an individual and not as a representative of BlackRock, which held, as of December 31, 2024 8.15% of the capital and 7.38% of the voting rights of the Company (2). Furthermore, Jean-François Cirelli was not appointed on the proposal of BlackRock. In addition, for the purposes of exercising the voting rights attached to the shares of the Company held by BlackRock, BlackRock has given a mandate to a third party (the Custom policy department of Glass Lewis) which exercises these voting rights on behalf of BlackRock so that (i) Jean-François Cirelli cannot influence how BlackRock exercises its voting rights and that (ii) BlackRock cannot, based on its status as a shareholder and the related voting rights, influence Jean-François Cirelli's performance of his duties as a Director.

Regarding the absence of conflicts of interest of members of the Board of Directors and the Company's entry into agreements subject to the procedure set out in article L. 225-38 of the French Commercial Code, see the section on conflicts of interest and declarations relating to members of the Board of Directors, section 5.1.1, D p. 262.

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The Board of Directors concluded from its review of Directors' independence against the criteria set down by the Afep-Medef Code that, as of February 1, 2025, nine Directors out of 11 (i.e.  $82\%$ ) completely satisfied the independence criteria and were therefore considered to be independent Directors, these being: Sophie Brochu, Pamela Knapp, Agnès Lemarchand, Dominique Leroy, Jana Revedin, Hélène de Tissot, Jean-François Cirelli, Thierry Delaporte and Geoffroy Roux de Bézieux.

In compliance with the recommendations of the Afep-Medef Code, the employee Directors and employee shareholders were not included in calculating that proportion.

The table below summarizes the results of the independence review of each Director in relation to the criteria set out in the Afep-Medef Code.

|  Director | Criteria (a)  |   |   |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Criterion 1: Employee or executive corporate officer during the previous five years | Criterion 2: Cross-Director-ships | Criterion 3: Significant business relationship | Criterion 4: Family ties | Criterion 5: Statutory Auditor | Criterion 6: Term of office of more than 12 years | Criterion 7: Non-executive corporate officer | Criterion 8: Major shareholder  |
|  Benoit Bazin | × | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Sophie Brochu | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Jean-François Cirelli | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ (b)  |
|  Lydie Cortes | × | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Sibylle Daunis-Opfermann | × | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Thierry Delaporte | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Pamela Knapp | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Agnès Lemarchand | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Dominique Leroy | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Jana Revedin | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Geoffroy Roux de Bézieux | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Gilles Schnepp | ✓ | ✓ | ✓ | ✓ | ✓ | × | ✓ | ✓  |
|  Philippe Thibaudet | × | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |
|  Hélène de Tissot | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓  |

In this table,  $\checkmark$  represents an independence criterion that has been met and  $\bullet$  represents an independence criterion that has not been met.
(a) According to the criteria set forth in Recommendation 10.5 of the Afep-Medef Code: (i) not be or not have been within the previous five years an employee or executive corporate officer of Compagnie de Saint-Gobain or employee, executive corporate officer or Director of a company within the Compagnie de Saint-Gobain scope of consolidation. (ii) not hold a cross-directorship as defined by Recommendation 10.5.2 of the Afep-Medef Code, (iii) not have a significant business relationship with Saint-Gobain, (iv) not be related by close family ties to an executive corporate officer of Compagnie de Saint-Gobain, (v) not have been Statutory Auditor of Compagnie de Saint-Gobain within the previous five years and (vi) not be a Director of Compagnie de Saint-Gobain for more than 12 years, it being specified that the loss of the status of independent Director occurs on the date when this 12 years is reached. (vii) not receive, for a non-Executive Director, variable compensation in cash or in the form of shares or any compensation linked to the performance of Compagnie de Saint-Gobain or the Saint-Gobain Group, and (viii) not represent a major shareholder of Compagnie de Saint-Gobain.
(b) It is reiterated that Jean-François Cirelli is a Director as an individual and not as a representative of BlackRock, which held  $8.15\%$  of the capital and  $7.38\%$  of the voting rights of the Company as of December 31, 2024. Mr. Jean-François Cirelli does not represent BlackRock on the Board of Directors.

# b. Diversity policy, complementarity of skills and Director experience

As of February 1, 2025, four of the 11 members of the Board of Directors (36%) are foreign nationals (excluding employee Directors and employee shareholders, in accordance with the Afep-Medef Code). If the reappointments and appointments of Directors are approved by the General Meeting of June 5, 2025, five of the 11 members of the Board of Directors (i.e. 45.5%) would be foreign nationals.

In addition, the majority of Directors have, or have had, a great deal of international exposure, managing groups with a significant proportion of their activities, or exercising significant duties, outside of France (see the biographies in section 5.1.1, A. p. 248).

As part of its self-assessment of the work of the Board of Directors in 2024 (see section 5.1.2,E. p. 277), the Board of Directors, taking into account in particular the appointments made during the General Meeting of June 6, 2024, and those to be proposed at the General Meeting on June 5, 2025, assessed its composition very positively in terms of diversity, age, experience, the complementary nature of sector and functional skills, and noted the rejuvenation, the internationalization and diversification of the Board (see the biographies in section 5.1.1, A. p. 248).

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With the appointments made in June 2024 and those proposed in June 2025, most of the work on recomposing the Board will have been carried out. If there were to be new recruitments, it would be desirable to continue the rejuvenation and internationalization of the Board.

Moreover, the Board of Directors intends to maintain balanced numbers of men and women (see the section on "Gender parity" below).

The chart below summarizes the skills of the members of the Board of Directors as of February 1, 2025, which were identified based on their respective backgrounds and experience and ratified by the Nomination and Remuneration Committee: The full biographies of the Directors can be found on pages 248 to 220 of this Universal Registration Document.

![img-235.jpeg](img-235.jpeg)

(1) Directors whose career path shows a significant contribution in the areas of sustainable development, climate change or social issues are considered to possess this skill set.

If the reappointments and appointments of Directors are approved by the General Meeting of June 5, 2025, the following skills would be represented on the Board of Directors: Senior management/Governance 71%; Finance 71%; Strategy 71%; International 79%; Construction sector skills 50%; Industrial skills or services (excluding construction) 57%; Sustainability 93%; Digital/Innovation 71%.

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## Focus on Directors' skills in sustainability matters

This skill is considered to be mastered when a director has held a general management position, a function which by its very nature is exposed to sustainability issues that are at the heart of corporate strategy, to environmental and social issues, but also to issues relating to respect for human rights and the fight against corruption (Benoit Bazin, Sophie Brochu, Jean-François Cirelli, Sibylle Daunis-Opfermann, Thierry Delaporte, Agnès Lemarchand, Dominique Leroy, Geoffroy Roux de Bézieux, and Gilles Schnepp).

This skill is also considered mastered when a Director is a member of committees tasked with CSR matters within the boards of listed companies (Sophie Brochu, Agnès Lemarchand and Benoit Bazin), or holds or has held one or more elected or trade union offices, thus acquiring expertise in employment matters (Lydie Cortes, Geoffroy Roux de Bézieux, and Philippe Thibaudet). Lastly, this skill is also mastered when a Director manages a business the overarching purpose of which relates to sustainability in the economy in general (Agnès Lemarchand and Jana Revedin).

It should also be mentioned that all Council members have received sustainability training organized with external experts since 2018 (see section 5.1.2.D, "Main work of the Council and Committees during the 2024 financial year", p. 270).

The profiles of Corporate Social Responsibility Committee members are described in section 5.1.2. "Operation of the Board of Directors" on page 264 of the Universal Registration Document.

## c. Gender parity

As of February 1, 2025, the Board of Directors includes five women out of 11 members (55%), i.e., more than 40% women, in accordance with the provisions of articles L. 225-17 et seq. of the French Commercial Code concerning the balanced representation of men and women on Boards of Directors. In accordance with the law, Mrs. Sibylle Daunis Opfermann, who represents employee shareholders, and employee representatives Mrs. Lydie Cortes and Mr. Philippe Thibaudet are not counted when calculating this proportion. Including them, the Board of Directors had a 57% representation of women as of February 1, 2025. With this rate, the level of gender diversity on the Board of Directors already complies with the requirements of the "Women on Boards" Directive, which will come into force in June 2026.

## d. Representation of employee shareholders and employees

Lydie Cortes and Philippe Thibaudet were appointed as Directors representing employees by the Company's Works Council (Comité de Groupe) in accordance with the Company's bylaws. These were amended by the General Shareholders' Meeting of June 7, 2018, to provide for the appointment of two Employee Directors regardless of the size of the Board of Directors, even though, given its size, the law required the appointment of only one Director representing employees. This initiative, in anticipation of the Pacte Law published in May 2019, is fully in line with Saint-Gobain's culture of social dialog.

Sibylle Daunis Opfermann was appointed as the Director representing employee shareholders in June 2021, in accordance with the appointment procedures in the Company's bylaws. Its term of office expires at the end of the General Meeting called to approve the financial statements for the financial year ending December 31, 2024. The Supervisory Board of the "Saint-Gobain PEG France" (1) fund has decided to nominate its Chairwoman, Ms. Sibylle Daunis, current director representing employee shareholders on the Board of Directors of Compagnie de Saint-Gobain, as a candidate for the vote of the General Meeting of Shareholders of Compagnie de Saint-Gobain. After deliberation, the Supervisory Board of the "Saint-Gobain PEG Monde" fund decided to support her candidacy and not to nominate a candidate from among its members to be presented at the General Shareholders' Meeting of Compagnie de Saint-Gobain. Ms. Sibylle Daunis was also elected as a candidate by the registered employee shareholders.

Directors representing employees and employee shareholders also receive appropriate external training for the performance of their duties.

The Employee Directors and the Director representing employee shareholders are members of the Board of Directors in the same way as the other Directors and have voting rights. Subject to the laws applying specifically to them, these Directors are subject to all legal and statutory provisions, have the same rights and are subject to the same duties, as fixed, in particular, by the Board's internal rules, as those applicable to the other Directors.

By law, one member of the Economic and Social Committee (Mr. Vincent Cotrel, elected by the members of the Economic and Social Committee and representing employees) holds a seat on the Board of Directors in a consultative capacity.

The Company bylaws and the Board's internal rules provide that each Director must hold a minimum of 1,200 registered shares, although the law releases Directors representing employees, whether shareholders or not, from obligations of this type (2).

As of February 1, 2025, the total shares held by the Directors (including Benoit Bazin) represented 0.05% of the Company's capital stock.

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## D - Management of conflicts of interest and statements regarding members of the Board of Directors

### a. Reporting conflicts of interest

To the best of Compagnie de Saint-Gobain's knowledge, as of February 1, 2025, there are no family relationships between the Company's Directors and its executive corporate officers, and within the past five years, no Director has been found guilty of fraud, been associated with a bankruptcy, sequestration, liquidation or placed into court-ordered administration, has been accused or received an official public sanction issued by a statutory or regulatory authority and/or been disqualified by a court from holding the office of a member of an administrative, management or supervisory body of an issuer of securities, or from taking part in managing or conducting an issuer's business.

To the best of Compagnie de Saint-Gobain's knowledge, there are no conflicts of interest between Compagnie de Saint-Gobain and the personal and professional activities of the members of its Board of Directors, and there are no service contracts between any members of the Board and either Compagnie de Saint-Gobain or any of its subsidiaries that provide for the conferral of benefits at the term of such contracts. To this end, the Lead Independent Director and Vice Chairman of the Board has reviewed the responses provided by each Director to the questionnaire sent to them.

Should such a situation arise, the internal rules of the Board of Directors stipulate how conflicts of interest are managed: the Director in question would have a duty to inform the Chairman of the Board of Directors and the Lead Independent Director and refrain from participating in discussions and deliberations on the topic in question (see section 9.1.1 B, p. 480). In addition, each year, each Director is asked to provide a list of offices and positions held in all companies over the past five years and to respond to the Company's conflict of interest questionnaire.

### b. Related-party agreements

As of February 1, 2025 the following related-party agreements were entered into and will be submitted for approval by the General Meeting of June 5, 2025:

#### 1) Agreements for the Global Award for Sustainable Architecture

The Global Award for Sustainable Architecture, recognizes five architects each year whose achievements reflect the principles of sustainable development and meet the needs of societies, with a sustainable, innovative, participatory approach.

On December 19, 2023, the Board of Directors of Compagnie de Saint-Gobain authorized, as part of the signing of the partnership for the organization and production of the Global Award for Sustainable Architecture, the signing of three contracts as described in article L. 225-38 of the French Commercial Code, which were approved by the General Meeting of Shareholders of June 6, 2024.

The relevant party is Jana Revedin, a member of the Company's Board of Directors and founder of the Global Award for Sustainable Architecture.

Following the success of the 2024 award and in order to enable the organization and production of the 2025 Global Award for Sustainable Architecture, the Board of Directors, at its meeting of September 26, 2024, and in accordance with article L. 225-38 of the French Commercial Code, authorized the signature of:

- an amendment to the partnership and trademark licensing agreement with Jana Revedin (who receives no remuneration), specifying the role and obligations of each of the parties in connection with the organization and production of the 2025 Global Award for Sustainable Architecture and preparation for the 2026 award;
- as in 2024, a copyright assignment agreement with Jana Revedin in her capacity as co-author of a book on the work of the winners of the 2025 Global Award for Sustainable Architecture, stipulating remuneration of €35,000 excluding taxes, of which €27,000 excluding taxes is for Jana Revedin; and
- as in 2024, an agreement on the publication and distribution of these books with an international publishing house, not associated with Jana Revedin, for an estimated publishing cost of €50,000 excluding taxes.

The Global Award for Sustainable Architecture is a competition in line with the Group's activities and the values it promotes and is consistent with its communications policy as a world leader in sustainable construction.

In accordance with the provisions of article L. 22-10-13 of the French Commercial Code, information on the agreements described in article L. 225-38 of the French Commercial Code is available on the Company's website in the Governance/Board of Directors and Committees section: https://www.saint-gobain.com/sites/saint-gobain.com/files/media/document/decision_ca_26_septembre_2024_vf.pdf.

The Statutory Auditors' special report mentioning related-party agreements can be found in section 5.5, p. 324 of this Universal Registration Document.

### c. Ordinary agreements

On February 27, 2020, on the recommendation of the Audit and Risk Committee, in accordance with article L. 22-10-12 of the French Commercial Code, the Board adopted a procedure for regularly assessing whether agreements entered into in the ordinary course of business and under normal conditions meet these conditions. This procedure, updated in July 2024, indicates, in particular:

- the scope of the agreements at issue as well as a typology of the agreements that may be considered current for Compagnie de Saint-Gobain; and
- the determination of the persons in charge, within the Corporate Secretariat, the Treasury and Financing Department, the Finance Department and the Corporate Legal Department, of the classification of such agreements depending on the nature of the agreements in question.

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# E - Reappointment of the Board of Directors and changes in its composition

The members of the Board of Directors may be re-elected in a staggered and balanced fashion as follows:

|  Date of expiration of the term of office | Director and date of first election  |
| --- | --- |
|  Upon completion of the General Shareholders' Meeting approving the financial statements for the fiscal year ended December 31, 2024 | Benoit Bazin (June 2021) Sibylle Daunis-Opfermann (March 2020) (a) Pamela Knapp (June 2013) Agnès Lemarchand (June 2013) Gilles Schnepp (June 2009)  |
|  Upon completion of the General Shareholders' Meeting approving the financial statements for the fiscal year ended December 31, 2025 | Thierry Delaporte (June 2022) Lydie Cortes (May 2018) Philippe Thibaudet (May 2018)  |
|  Upon completion of the General Shareholders' Meeting approving the financial statements for the fiscal year ended December 31, 2026 | Dominique Leroy (November 2017) Jana Revedin (June 2023)  |
|  Upon completion of the General Shareholders' Meeting approving the financial statements for the fiscal year ended December 31, 2027 | Jean-François Cirelli (June 2020) Sophie Brochu (June 2024) Hélène de Tissot (June 2024) Geoffroy Roux de Bézieux (June 2024)  |

(a) The term of office of Director representing employee shareholders must be renewed by the Annual General Meeting of Shareholders of June 5, 2025. Sibylle Daunis, Chairman of the Supervisory Board of the "Saint-Gobain PEG France" corporate mutual fund (FCPE), which currently represents employee shareholders on the Board of Directors, was appointed as a candidate by said Supervisory Board. This candidacy was supported by the Supervisory Board of the "Saint-Gobain PEG Monde" FCPE, which did not propose any other candidates. Ms. Sibylle Daunis was also elected as a candidate by the registered employee shareholders.

During its meeting of November 28, 2024, the Board of Directors decided, on the recommendation of the Nomination and Remuneration Committee, to propose the appointments of Maya Hari, Antoine de Saint-Affrique and Hans Sohlström to the General Meeting of June 5, 2025.

These three proposals make it possible to better anticipate changes in the environment and follow the conclusions of the 2023 Board assessment, aimed at continuing the rejuvenation and internationalization of the Board by favoring searches for the following areas: one or more current executive corporate officers (Maya Hari, Antoine de Saint-Affrique and Hans Sohlström), one or more Directors with good knowledge of construction, materials and/or manufacturing (Antoine de Saint-Affrique and Hans Sohlström), one or more Directors with financial

expertise (Maya Hari, Antoine de Saint-Affrique and Hans Sohlström), one or more Directors with international experience (Maya Hari, Antoine de Saint-Affrique and Hans Sohlström) and a foreign Director (Maya Hari and Hans Sohlström). They are the result of a search subcontracted to a specialist consultant, at the request of the Nomination and Remuneration Committee and in conjunction with the work carried out under the aegis of the Lead Independent Director and Vice Chairman of the Board.

In addition, Sibylle Daunis's term of office as a Director representing employee shareholders expires at the General Meeting of Shareholders of June 5, 2025, during its meeting of February 27, 2025, the Board of Directors decided to propose the appointment of Ms. Sibylle Daunis at the General Meeting of June 5, 2025.

# Summary of changes in the composition of the Board of Directors

The following table shows the changes in the composition of the Board of Directors in the 2024 fiscal year:

|   | General Shareholders' Meeting of June 6, 2024  |
| --- | --- |
|  Cessation of duties | Pierre-André de Chalendar (June 2006) Iéda Gomes Yell (a) (June 2016) Jean-Dominique Senard (a) (June 2012)  |
|  Reappointment | Jean-François Cirelli (a) (b) (June 2020)  |
|  Appointment | Sophie Brochu (c) Hélène de Tissot (a) Geoffroy Roux de Bézieux (a)  |

(a) Independent Director.
(b) Lead Independent Director and Vice Chairman of the Board since the General Meeting of June 6, 2024.

The following table shows the composition of the Board of Directors with regard to independence, representation of women and representation of foreign members as of the close of the General Shareholders' Meeting of June 6, 2024:

|   | General Shareholders' Meeting of June 6, 2024  |
| --- | --- |
|  Percentage of independent Directors (a) | 82%  |
|  Percentage of women (b) | 55%  |
|  Percentage of foreign nationals (c) | 36%  |

(a) In accordance with the rules set by the Afep-Medef Code.
(b) Excluding Employee Directors and Directors representing employee shareholders. If they were included, the Board of Directors would have 57% women.
(c) Excluding employee Directors appointed under specific mandatory legal provisions.

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# Summary of the composition of the Committees of the Board of Directors

The tables below show the composition of the three Committees of the Board of Directors as of the close of the General Meeting of June 6, 2024.

|  Audit and Risk Committee | As from the General Shareholders' Meeting of June 6, 2024  |
| --- | --- |
|  President | Pamela Knapp (a)  |
|  Members | Thierry Delaporte (a) Gilles Schnepp Hélène de Tissot (a)  |

(a) Independent Director.

|  Nomination and Remuneration Committee | As from the General Shareholders' Meeting of June 6, 2024  |
| --- | --- |
|  President | Jean-François Cirelli (a)(b)  |
|  Members | Lydie Cortes (c) Dominique Leroy (a) Geoffroy Roux de Bézieux (a)  |

(a) Independent Director.
(b) Lead Independent Director and Vice Chairman of the Board since the General Meeting of June 6, 2024.
(c) Director representing employees, not included in the ratio of independent Directors, in accordance with the recommendations of the Afep Medef Code.

|  Corporate Social Responsibility Committee | As from the General Shareholders' Meeting of June 6, 2024  |
| --- | --- |
|  President | Agnès Lemarchand (a)  |
|  Members | Sophie Brochu (a) Jana Revedin (a) Philippe Thibaudet (b)  |

(a) Independent Director.
(b) Director representing employees, not included in the ratio of independent Directors, in accordance with the recommendations of the Afep Medef Code.

# 5.1.2 OPERATION OF THE BOARD OF DIRECTORS

# A - Governance structure

# a. Combination of the Chairman of the Board and CEO roles until June 30, 2021

After the end of a transitional period related to the succession of Jean-Louis Beffa, the Board of Directors decided at its meeting of June 3, 2010, that the roles of Chairman of the Board of Directors and Chief Executive Officer would be combined and to appoint Pierre-André de Chalendar as Chairman and Chief Executive Officer.

During Pierre-André de Chalendar's term of office, in particular when he was reappointed as a Director in 2014 and 2018, the Board of Directors considered that the combination of the roles was in the company's best interest, as it enabled greater responsiveness and efficiency and was suited to its operation.

# b. Separation of the roles of Chairman of the Board of Directors and Chief Executive Officer for a transition period until June 6, 2024

In line with best corporate governance practices, starting in 2019, the Board of Directors of Compagnie de Saint-Gobain has been working in depth, under the responsibility of the Lead Independent Director and the Nomination and Remuneration Committee and with the assistance of an independent recruitment firm, on preparations for the succession of Mr. Pierre-André de Chalendar, Chairman and Chief Executive Officer.

In 2021, as a result of this process, the Board of Directors deemed it essential for Saint-Gobain that there is a seamless transition, by separating the roles of Chairman and Chief Executive Officer. On the proposal of Pierre-André de Chalendar, the Board unanimously decided to appoint Benoit Bazin as Chief Executive Officer, with effect from July 1, 2021 (1), with Pierre-André de Chalendar continuing to serve as Chairman of the Board of Directors. At the time of his reappointment in 2022, he had indicated that he would serve as Chairman for a maximum of two years, i.e., no later than the General Meeting of June 6, 2024.

Benoit Bazin had also been appointed Director of Compagnie de Saint-Gobain by the General Meeting of June 3, 2021.

This corporate governance structure ensured a smooth and successful transition in the context of the process of succession of Pierre-André de Chalendar, which began in 2019, when Benoit Bazin was appointed Deputy Chief Executive Officer and continued with his appointment as Chief Executive Officer on July 1, 2021.

During the transition period, the Board of Directors conducted in-depth work, under the supervision of the Lead Independent Director and the Chairman of the Board, in conjunction with the Nomination and Remuneration Committee. The Nomination and Remuneration Committee focused its work on the recomposition of the Board following the conclusions of the 2022 assessment and, to this end, appointed a specialist consultant to select candidates for Director roles to be proposed to the General Meeting.

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In addition to informal contacts between Board members, this in-depth work included the following steps:

- the Lead Independent Director, Jean-Dominique Senard, met with all the members of the Board of Directors during the Board's assessment in October 2021 and October 2022;
- in October 2022, during the assessment of the Board of Directors by a specialist consultant, the consultant interviewed all the Directors individually;
- the Lead Independent Director, Jean-Dominique Senard, chaired "executive sessions" without the presence of the Chief Executive Officer in November 2021, November 2022, and November 2023 concerning the Company's governance structure;
- in September 2023, the Lead Independent Director and the Chairman of the Board, in the presence of the members of the Nomination and Remuneration Committee, heard from a law firm specializing in governance;
- in October 2023, the Lead Independent Director and the Chairman of the Board met with all the Board members again;
- in November 2023, Benoit Bazin presented his vision of the Group's governance to the Lead Independent Director and the Chairman of the Board in the presence of the members of the Nomination and Remuneration Committee;
- in November 2023, the Lead Independent Director chaired an "executive session" without the presence of the Chief Executive Officer, during which he reported on Benoit Bazin's presentation. This "executive session" resulted in a unanimous consensus among the Directors on the combined roles of Chairman of the Board of Directors and Chief Executive Officer and the appointment of a Lead Independent Director with greater authority.

## c. Combination of roles starting on June 6, 2024, at the end of the transition period

### Decision to adopt a unified governance structure

Following the in-depth work described above carried out by the Board of Directors, and in order to have the governance structure best suited to its ambitions, and the challenges and opportunities that arise, the Saint-Gobain Board of Directors unanimously decided on November 23, 2023, not to change the structure that existed prior to the transition period, with the roles of Chairman of the Board of Directors and Chief Executive Officer being combined. It thus decided:

- appoint Benoit Bazin as Chairman and Chief Executive Officer with effect from the General Meeting of June 6, 2024;
- to appoint Jean-François Cirelli as Lead Independent Director and Vice Chairman of the Board at the end of said General Meeting;
- to increase the authority of the Lead Independent Director (see below and section 9.11B, p. 480);
- to propose an amendment to the Company's bylaws at the General Meeting of June 6, 2024, whereby the appointment of a Lead Independent Director and Vice Chairman of the Board is mandatory if the roles of Chief Executive Officer and Chairman of the Board of Directors are combined or if the Chairman of the Board of Directors is not independent.

The Board of Directors pragmatically decided to combine the roles of Chairman and Chief Executive Officer, taking into account the Group's operational and strategic specificities and the environment in which it operates. This will ensure clear, tangible responsibility of the Group's management as well as optimal alignment between the strategic objectives ratified by the Board of Directors and their effective implementation in a decentralized, multi-location, international organization. Combining the roles means that we can make the most of the momentum we have built up thanks to the recent simplification of the Group's chain of command, with a presence in more than 79 countries and a single CEO responsible for each of them. It also provides proximity, responsiveness, simplicity and stability for the teams, Directors and shareholders.

The Board of Directors also took into account the skills and experience of Benoit Bazin, who, beyond his strategic vision and deep knowledge of the Group, demonstrated his ability to move the culture of Saint-Gobain forward and successfully transform the Group in terms of both its scope of activities and its operational, financial, social, and environmental performance, maintaining a regular, constructive dialog with the Directors.

It also took into account the views expressed by the various employee representatives within it.

It is emphasized that the Board of Directors will continue to discuss the appropriateness of the existing governance structure as part of the evaluation of its work.

### Reinforcement of checks and balances within the Board of Directors

As part of its work, the Board of Directors decided on November 23, 2023 to appoint a new Lead Independent Director and Vice Chairman of the Board and, aware of investor expectations, set out to increase both the authority of the Lead Independent Director and Vice Chairman of the Board and the independence of the Board of Directors.

The Board of Directors, taking into account the development of the practice within companies in France to appoint a combined Chairman of the Board/CEO and the expectations of certain investors expressed during the Company's dialog with them, created the role of Lead Independent Director in June 2017, a position held by Jean-Dominique Senard, an independent Director, between June 2017 and June 2024. This role has been maintained during the transition period since the Chairman of the Board of Directors, Pierre-André de Chalendar, was not independent.

### Appointment of a new Lead Independent Director and Vice Chairman of the Board

In view of the end of Jean-Dominique Senard's term of office following the General Meeting of June 6, 2024, and the decision to combine the roles of Chief Executive Officer and Chairman of the Board, the Board decided at its meeting of November 23, 2023, to entrust the role of Lead Independent Director and Vice Chairman of the Board to Jean-François Cirelli, an independent Director, his term of office taking effect from the end of the General Meeting of June 6, 2024.

Jean-François Cirelli has both knowledge of the industry and governance issues from his previous executive roles and knowledge of Saint-Gobain from being on the Board of Directors for nearly four years. He also has strategic skills, highlighted by his role in one of the main strategy consultancies, governance skills given his accumulated experience as a company Director, and strong shareholder sensitivity from his responsibilities within one of the largest asset managers in the world (see biography in section 5.1.1, A. p. 248). It is reminded that for the purposes of exercising the

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voting rights attached to the Company's shares held by BlackRock, BlackRock has appointed a third party (the Custom policy department of Glass Lewis) to exercise these voting rights on its behalf (see 5.1.1 C p. 258).

Furthermore, the Board of Directors considered that the exclusively non-executive duties performed by Jean-François Cirelli outside Saint-Gobain did not represent a workload that could conflict with his role as Lead Independent Director and Vice Chairman of the Board.

## A Lead Independent Director and Vice Chairman of the Board with enhanced powers starting from the General Meeting of June 6, 2024

The General Meeting of June 6, 2024, passed an amendment to the Company's bylaws to make the appointment of a Lead Independent Director and Vice Chairman of the Board mandatory if the roles of Chief Executive Officer and Chairman of the Board of Directors are combined or if the Chairman of the Board of Directors is not independent.

The lead independent Director's main responsibility is to oversee the efficient running of the Company's governance bodies. Since June 6, 2024, he has served as Vice Chairman of the Board of Directors, reflecting the importance of his role.

The internal rules of the Board of Directors, applicable since the close of the General Meeting of June 6, 2024(1), stipulate that he will be tasked with the duties and have the resources listed below. The aspects in italics and underlined below reflect the reinforcement of the duties and resources of the Lead Independent Director and Vice Chairman of the Board in the internal rules of the Board of Directors applicable since the close of the General Meeting of June 6, 2024 (compared with the internal rules applicable before that date):

### Duties:

- prevent and manage conflicts of interest;
- assess the organization and operation of the Board of Directors, distinguishing between the assessment of the Chairman and the assessment of the Chief Executive Officer;
- serve as a point of contact for shareholders of Compagnie de Saint-Gobain and contribute to shareholder engagement on governance issues; lead governance Road Shows; and
- in conjunction with the Chairman of the Board of Directors, ensure that the Directors receive the information they need to perform their duties and act as their spokesperson with the Chairman of the Board when necessary;
- more generally, ensure compliance with the internal rules of the Board of Directors.

### Means:

- ask (Note: could only "propose" previously) the Chairman to add items to the agenda of any Board meeting and be consulted on the agenda and schedule of Board meetings;
- convene and chair "Executive Sessions" in connection with his or her duties (including at the end of a Board meeting), the purpose of which is to discuss and assess the Board's performance once a year; report the findings to the Chief Executive Officer;
- chair the discussions of the Directors at the end of the Board meetings on the governance of the meeting, in the presence of the Chief Executive Officer;
- convene and chair the Board meetings in the event of the temporary inability or death of the Chairman;
- request the Chairman to convene a meeting of the Board of Directors with any specific agenda; the Chairman is bound by the lead independent Director's request;
- lead discussions at Board meetings relating about its assessment;
- attend meetings of Committees of which he is not a member (Note: as was the case before, without having to obtain approval from the Chairman and Chief Executive Officer) in consultation with the Chairman of the Committee in question, who informs the Chairman;
- in the performance of its duties, request external studies to be carried out at the Company's expense or request the assistance of the Group Corporate Secretary in the performance of its duties; and
- meet with the members of the Executive Committee after informing the Chairman.

Once a year, the Lead Independent Director reports the actions taken to the Board of Directors.

## A Board of Directors with strong independence

The proper operation of the Board of Directors also depends on the independence of its members.

As of February 1, 2025, independent directors represent 82% of the members of the Board of Directors, and their proportion will be increased to 91% (all the Directors except for Benoit Bazin, the Directors representing employees, and the Director representing employee shareholders) if the appointments and reappointments proposed at the General Meeting of June 5, 2025, are approved (see section 5.1.1.B, p. 258).

As of February 1, 2025, they also currently represent three quarters of the members of the Audit and Risk Committee and 100% of the members of the Nomination and Remuneration Committee, as well as the Corporate Social Responsibility Committee, and Committee Chairpersons.

The particularly high level of independence of the Board of Directors and its Committees ensures that the checks and balances introduced by the Board or already in place function smoothly.

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## Other pre-existing checks and balances

In addition to the role of Lead Independent Director and Vice Chairman of the Board and the proportion of independent Directors on the Board and the Committees, balance is ensured in particular by:

- the limitation of the powers of the executive corporate officers regarding all capital expenditures, restructuring, disposals, acquisitions and financial investment and divestment projects in individual amounts greater than €150 million, and any material transaction that fall outside the scope of the Saint-Gobain Group's stated strategy, requiring the prior approval of the Board of Directors (see operating rules of the Board of Directors - internal rules, section 5.1.2,C. p. 268 et 9.1.1, p. 480);
- the Director representing the major shareholder (the Group Savings Plan Funds); and
- the Employee Directors appointed by the Saint-Gobain Group Works Council in accordance with the Company's bylaws and in application of the law.

It follows from the above that the checks and balances within the Board of Directors are ensured given the many pre-existing or reinforced factors, in particular the independence of the Board of Directors, and the very broad authority that the Lead Independent Director and Vice Chairman of the Board has had since June 6, 2024.

Of particular note is the right of the Lead Independent Director and Vice Chairman of the Board to ask the Chairman to convene a meeting of the Board of Directors, the Chairman being bound to agree to any such request.

## Operation of the unified governance structure and renewal of Benoit Bazin's term of office

The Board of Directors' assessment conducted in November 2024 enabled each of the Directors to express their views on the organization and operation of the Board of Directors, in particular since June 2024, the date of the Combination of roles.

As part of this assessment, the Directors unanimously highlighted Benoit Bazin's remarkable success in taking up his position after a very well-prepared transition period. The assessment of his role as Chairman of the Board of Directors and his duties as Chief Executive Officer is very positive. (See section 5.1.2.E, "Assessment of the Board's performance Procedure", p. 277).

At its meeting of November 28, 2024, the Board of Directors therefore unanimously decided to propose to the General Meeting of June 5, 2025 that Benoit Bazin be reappointed as a Director, it being specified that, in this case, he will be reappointed Chairman of the Board of Directors and Chief Executive Officer of Saint-Gobain. Moreover, Jean-François Cirelli will continue to hold the positions of Lead Independent Director and Vice Chairman of the Board of Directors, with the extended powers and resources granted to him since June 2024.

The renewal of Benoit Bazin's terms of office represents continuity and is also recognition of:

- the success of the Saint-Gobain strategy implemented since 2019 with the "Transform &amp; Grow" and then "Grow &amp; Impact" plans that he defined and implemented;

- the Group's excellent financial and operational performance despite a difficult geopolitical and macroeconomic environment: double-digit operating margin since 2021, doubling of net income, tripling of cash generation and increase of nearly 50% in value creation (ROCE) since 2018;
- the continued growth of the share price: tripling since January 2019 and doubling since 2021, with an average annual total shareholder return (TSR) of 27% since 2021, making Saint-Gobain the best performer on the CAC 40 over two years;
- the acceleration of the Group's geographical development in regions with strong profitable growth;
- the establishment of a world leader in construction chemicals;
- the increased agility and operational responsibility of teams under the new country-based organization;
- the commitment (84%) and confidence of Saint-Gobain employees in the Group's future (89%), as revealed by the annual "me@Saint-Gobain" survey of Saint-Gobain employees in October 2024;
- the reduction of 34% (1) in scope 1 and 2 CO₂ emissions and 44% in the Group's carbon intensity per euro of turnover compared to 2017.

## B - Activities of the Lead Independent Director and Vice Chairman of the Board during fiscal year 2024

During the 2024 fiscal year, Jean-Dominique Senard was Lead Independent Director until the General Meeting of June 6, 2024. Jean-François Cirelli then became Lead Independent Director and Vice Chairman of the Board from the end of that same meeting.

They each conducted their activities in accordance with the roles and resources described in the internal rules of the Board of Directors applicable to each of the periods during which they performed their duties (see section 9.1.1, p. 480).

During the General Meeting of June 6, 2024, Mr. Jean-Dominique Senard presented the report of his activity as Lead Independent Director for the period from January 1 to June 6, 2024, so that this activity report only covers the period from June 7 to December 31, 2024.

During the 2024 fiscal year, Jean-François Cirelli attended eleven of the twelve meetings of the Board of Directors held and all four meetings of the Nomination and Remuneration Committee, of which he is Chairman.

His work, as Lead Independent Director and Vice Chairman of the Board, consisted in particular of:

- Regular discussions with the Chairman and CEO, who keeps him informed of the business and significant company matters;
- be in contact with the Directors on governance issues: given the smooth running of the Council, these contacts mainly concerned the evaluation and the work programme of the Council;

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- Conduct the assessment of the organisation and functioning of the Board and the Committees, which took place in October and November 2024, under the following conditions:
- the Lead Independent Director reviewed the draft questionnaire to be submitted to the Directors prepared by the General Secretary as well as the answers provided, all Directors having had the opportunity to discuss them with the Lead Independent Director and Vice Chairman of the Board;
- the Lead Independent Director spoke with the Chairman and Chief Executive Officer, and was available to the Directors who wanted to discuss the individual contributions of the Directors to the work of the Board in terms of their skills and their respective participation in deliberations;
- the Lead Independent Director presented the results of this self-assessment to the Directors,
- meeting several shareholders to discuss Saint-Gobain's governance;
- conducting, at the end of each Board meeting, a post-meeting discussion, in the presence of the Chairman and Chief Executive Officer, in order to discuss the governance of the meeting and allow Directors to express their views on this subject;
- reviewing draft agendas for the meetings of the Board of Directors and the Committees in the second half-year of 2024 and the specific agendas of the meetings;
- discuss the Chairman and CEO's succession plan in the event of an unexpected vacancy with the Chairman and CEO;
- examine, with the Nomination and Remuneration Committee, the independence of Directors with regard to the criteria set out in the Afep-Medef code (in particular by reviewing the conflict of interest questionnaires and analysing business relationships)
- reviewing section 5.1.1 of the Universal Registration Document on the "Composition of the Board of Directors" and section 5.1.2 on the "Operation of the Board of Directors".

## C - Operating rules of the Board of Directors - internal rules in force on February 1, 2025

In line with the recommendations of the Afep-Medef Corporate Governance Code for French listed companies, the Board of Directors adopted a set of internal rules in 2003, as a supplement to the applicable laws and regulations and the Company's bylaws, aimed at defining the conditions for the operation of the Board and its committees (Nomination and Remuneration Committee, Audit and Risk Committee, and Corporate Social Responsibility Committee), as well as the responsibilities and powers of the Lead Independent Director and Vice Chairman of the Board.

The version of the Board's internal rules in force on February 1, 2025, incorporating successive revisions of the Afep-Medef Code, the Pacte Law, and the reinforcement of the measures to ensure balance introduced by the Council, applicable from June 2024, is reproduced in its entirety in section 9.1.1 B, p. 480, with the exception of the provisions regarding the Board Committees, which are reproduced in the paragraphs indicated below.

## a. Deliberations of the Board of Directors

The internal rules in force on February 1, 2025 stipulated that the Board's deliberations include the following:
- examination and approval of the Saint-Gobain Group annual report and consolidated and corporate financial statements, both annual and biannual;
- examination and approval each year of the Saint-Gobain Group budget;
- examination and approval of the strategic orientations of the Saint-Gobain Group at least once a year and monitoring of their implementation, taking into account the social and environmental challenges of its business;
- prior approval of investment transactions, restructurings, disposals, acquisitions, taking or selling of equity interests in individual amounts greater than €150 million, and any significant transaction not falling within the strategy announced by the Saint-Gobain Group.

## b. Ability to deliberate without the presence of the executive corporate officers

The Board's internal rules in force on February 1, 2025, afford Directors the authority to meet without the presence of the executive corporate officers during or after a session, in order to assess the performance of the executive corporate officers and to reflect on the future of the Saint-Gobain Group's Senior Management. Thus, each year, the Chairman and Chief Executive Officer leaves the sessions of the Board and the Nomination and Remuneration Committee during such discussions (deliberations and votes) on issues involving the assessment of his performance and the setting of his variable compensation (February sessions), and during the Board's assessment of governance issues and on his long-term compensation scheme (November sessions).

The Board of Directors intends to continue to meet in 2025 without the executive corporate officers present. The internal regulations of the Board of Directors applicable from February 1, 2025 also stipulate the possibility of "executive sessions" that could be held at the end of Board meetings or at any other time.

## c. Prior and ongoing information for Directors

At each meeting, the Board is provided with an analysis of the income statement, operating trends by market segment, and net debt situation, prepared as of the end of the month preceding the meeting.

Between meetings, the Directors receive copies of all press releases issued by Compagnie de Saint-Gobain and financial analysis notes as well as, where applicable, any relevant information about events or transactions that are material for Saint-Gobain. They are entitled to request any other documents they consider necessary to make an informed contribution to the Board's discussions; requests are put to the Chairman of the Board of Directors, who may submit the request to the Board for a decision.

The Chairman of the Board of Directors and the Lead Independent Director and Vice Chairman of the Board ensure that the Directors receive the information they need to perform their duties under the best possible conditions.

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## d. Duties of the Directors

The internal rules stipulate the duties of Directors, specifically with regard to stock trading ethics (status of occasional insider, closed periods, reporting of trades involving Saint-Gobain securities and the obligation to hold their Saint-Gobain shares in registered form), with regard to confidentiality and the management of potential conflicts of interest.

## e. Other provisions in the internal rules

Finally, the internal rules stipulate the distribution of the annual amount allocated by the General Shareholders' Meeting as compensation for the work of the Directors and the right of Directors to additional training on the specific activities of the Saint-Gobain Group, its Business Units, business lines and Corporate Social Responsibility challenges (see section 9.1.1, p. 480).

At its meeting of September 26, 2024, the Board of Directors amended the rules of procedure to take into account (i) the new responsibilities of the Audit and Risk Committee and the Corporate Social Responsibility Committee in connection with implementing the CSRD of December 14, 2022 and (ii) the appointment of the Statutory Auditor tasked with certifying sustainability-related information at the General Meeting of June 6, 2024.

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# D - Principal activities of the Board and its committees during fiscal year 2024

## Principal activities of the Board of Directors and its committees during fiscal year 2024

## Directors' attendance records

The Board of Directors held 12 meetings during the 2024 fiscal year (compared with 10 in 2023). The attendance rate of the Directors in office as of February 1, 2025, for all of those sessions was 96%.

The table below summarizes the attendance of Directors, on an individual basis, at meetings of the Board of Directors and its committees (Audit and Risk Committee, Nomination and Remuneration Committee and Corporate Social Responsibility Committee) of which they are members as of February 1, 2025.

|  First and last name (function) | Attendance at  |   |   |   |   |
| --- | --- | --- | --- | --- | --- |
|   |  10 Board meetings | 4 meetings of the Audit and Risk Committee | 6 meetings of the Nomination and Remuneration Committee | 4 meetings of the Corporate Social Responsibility Committee |   |
|  Benoit Bazin (Chairman and CEO) | 100%
| - | - | - |
|
|  Sophie Brochu (Independent Director) | 100%
| - | - |
| 100% |
|  Jean-François Cirelli (Lead Independent Director) | 92% (1) | - | 100% | - |   |
|  Lydie Cortes (Employee Director) | 100% | - | 100% | - |   |
|  Sibylle Daunis-Opfermann (Director representing employee shareholders) | 92% (1)
| - | - | - |
|
|  Thierry Delaporte (Independent Director) | 92% (1) | 100%
| - | - |
|
|  Pamela Knapp (Independent Director) | 92% (1) | 100%
| - | - |
|
|  Agnès Lemarchand (Independent Director) | 100% | 100% | - | 100% |   |
|  Dominique Leroy (Independent Director) | 92% (1) | - | 100% | - |   |
|  Jana Revedin (Independent Director) | 100%
| - | - |
| 67% (2) |
|  Geoffroy Roux de Bézieux (Independent Director) | 100% | - | 100% | - |   |
|  Gilles Schnepp (Director) | 100% | 100%
| - | - |
|
|  Philippe Thibaudet (Employee Director) | 92% (1)
| - | - |
| 100% |
|  Hélène de Tissot (Independent Director) | 100% | 100%
| - | - |
|

(1) A 92% rate equates to one missed Board meeting.
(2) The 67% rate corresponds to one missed committee meeting.

In accordance with the recommendations of the Afep-Medef Code on multiple Directorships, with which the Company complies, an Executive Director Officer should not hold more than two other directorships in listed companies, including foreign companies, not affiliated with his or her group. He or she must also consult the Board before accepting any new appointment in a listed company. A Director should not hold more than four other directorships in listed companies, including foreign companies, not affiliated with his or her group. This recommendation applies at the time of appointment or the next reappointment of the Director in question. The Director must keep the Board of Directors informed of directorships held in other companies, including his or her participation in Board committees of these French or foreign companies.

To the best of the Board's knowledge, all these rules are complied with by all the Directors.

In addition, and as shown by the attendance rate of Directors at meetings of the Board and its committees (see attendance table above), the Directors have a very high attendance rate. The various offices held by each of them allow the Directors to devote the necessary time and attention to their duties.

The principal topics discussed during Board meetings are listed below.

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Monitoring of the Group's strategic orientations, its geographical presence and its business lines

At each meeting except for meetings held on the same day as the General Shareholders' Meeting, consistent with its internal rules, the Board of Directors analyzed the Group's situation. In addition, during each of these meetings, including a full-day seminar dedicated to the presentation of the Group's strategy, the Board of Directors reviewed and approved the Group's strategic orientations or examined current and potential M&A operations or a specific aspect of the strategy, such as:comparison with the main competitors;the position of a business or a region after having heard, if relevant, an operational manager from the relevant business lines or regions;presentation of the CO2 roadmaps;a presentation on artificial intelligence and its use by the Group.

The Executive Board also reviewed the planned disposals and acquisitions, when appropriate involving exceptional sessions and more than one meeting to ensure proper monitoring of these plans. It therefore examined the planned acquisitions of CSR in Australia, Bailey in Canada, Fosroc in India and the Middle East and OVNIVER in Mexico (see section 1.1.2 p. 19).

In addition, it examined the Group's geographical exposure, particularly with regard to the war in Ukraine and its consequences.

### Financial management

Pursuant to its legal competency, the Board of Directors approved the annual and consolidated financial statements for the 2023 fiscal year and the consolidated financial statements for the first half of 2024, the various reports relating to them, as well as the strategy and outlook for 2023 and 2024, after hearing the opinions of the Chairwoman of the Audit and Risk Committee and the Statutory Auditors. The Board also approved the draft resolutions submitted to the General Shareholders' Meeting of June 6, 2024, in particular the proposed dividend distribution, and the reports made available to shareholders, and convened the meetings of shareholders and holders of participating shares. It approved the report on payments made to Governments (extractive industries).

It approved the Group's 2024 budget presented by Mr. Benoit Bazin and the various provisional management reports and documents and renewed the annual authorizations granted to the Chief Executive Officer to issue bonds, sureties and guarantees. It also reviewed and updated, on the proposal of the Audit and Risk Committee, the procedure applicable to the current agreements entered into under normal terms and conditions and examined the related-party agreements approved or entered into during the fiscal year 2024, or previous fiscal years but the execution of which was ongoing during fiscal year 2024.

It approved the implementation of the Company's share buyback program.

### Internal control and risk management

The Board of Directors undertakes an annual review of the internal control and risk management processes in force within the Group, following analysis of the mapping of major financial and non-financial risks updated in 2024 by the Audit and Internal Control Department, and after hearing the report of the Chairwoman of the Audit and Risk Committee on these topics.

In particular, the Board of Directors and the Audit and Risk Committee examine and monitor the continued roll-out of Saint-Gobain cybersecurity plan. Following the NotPetya cyber attack in 2017, it was decided to set up a cyber risk monitoring plan. This audit was conducted annually over the period 2018--2021, resulting in the cyber defense plan being produced and updated. In 2022, sufficient progress had been made in order to move to a permanent and automated control system. Under the circumstances, audits will now be conducted every two years. The most recent audit, conducted in early 2023, found that Saint-Gobain had a good level of maturity in this area and confirmed or defined the actions to be taken in this area. Following this audit, a new Cybersecurity organization was put in place in 2023 to initiate a strategic change in the Group's cybersecurity management, leading to even more effective management. In addition to external audits, Saint-Gobain has obtained certifications at the level of some of its activities or factories (SOC2 certification for GCP, TISAX certification for several High-Performance Solutions factories).

the Board of Directors was also informed of the compliance program.

In addition, it examined the Group's geographical exposure (see above).

On several occasions, it reviewed the position of the Company and Group with regard to certain risks in particular, procedures, litigation, and related provisions (notably in relation to asbestos, competition, the Grenfell Tower fire in the United Kingdom, and PFOA) and the evolving regulatory environment.

Finally, the Board of Directors reviewed the services assigned to the Statutory Auditors and their network as authorized by the Audit and Risk Committee.

### Corporate Social Responsibility/Climate change

Several corporate social responsibility topics were discussed by the Board, in particular the following:2023 environmental and climate results and non-financial information;CSRD aspects:appointment of Deloitte & Associés as Sustainability Auditor;amendments to the Board's internal rules to distribute the roles of the Audit and Risk Committee and the Corporate Social Responsibility Committee in terms of sustainability information following a joint meeting of these committees;review, in collaboration with the Corporate Social Responsibility Committee, of the work relating to the double materiality matrix.update on the CO2 roadmap and environmental strategy including the climate strategy within the framework of the 2030 targets, validated by the Science-Based Targets initiative, to contribute to global carbon neutrality by 2050, comprising numerous levers, including product design offering mitigation opportunities, circularity, improvement of the Group's processes, the Group's use of low-carbon solutions, the use of decarbonized energy and implementation of action plans on scope 3, (see sections 1.3.3 p. 65);ethics and impact of the Group's activities on stakeholders;

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- sponsorship and philanthropy, decarbonization and sustainable packaging;
- the human resources policy (see section 2.1.1.B, p. 83, and below) and in particular, the non-discrimination and diversity policies both at Group level and for management bodies. With regard to gender diversity, the Board of Directors has noted the progress made and new measures were adopted in 2020 and 2022, on the proposal of Senior Management, setting gender diversity targets within the management bodies of Compagnie de Saint-Gobain and its subsidiaries by 2025: namely 30% women at managerial grades, 25% women senior executives, 30% women on the Executive Committee of Compagnie de Saint-Gobain, and on the Executive Committees of the Business Units (see sections 3.4.4, p. 176 and 3.4.8, p. 192). To achieve these targets, it was decided to require that at least 40% of new hires be women and require gender diversity among spokespersons. The monitoring of these objectives was discussed at the Board meeting of November 2024, particularly with regard to the impact of acquisitions of companies that are often less feminised than the Group's companies;
- presentation of the results of the me@Saint-Gobain 2024 survey, a tool for assessing and managing the Group's transformation, with more than 125,000 employees taking this survey;
- presentation of the Group's progress in the field of water.

In addition to the specific points mentioned above, the Board of Directors addresses the Impacts, Risks and Opportunities presented in the section (see section 3.1.5. C. p. 112) as part of its strategy work and discussions, as well as when reviewing proposed disposals or acquisitions.

In April 2024, the Directors took part in a training course organized specifically for them by the Group on climate change, the levers of action that institutions and companies can use, and how Saint-Gobain understands the consequences of climate change and its consequences for its activities.

The aim of this workshop, organized with external experts, was to enable each Director to understand the need for companies and public authorities to implement adaptation strategies in the face of climate change, by examining its consequences and the opportunities and risks resulting from those consequences.

It is reiterated that each year since 2018 the Directors have participated in an annual seminar on topics related to climate change, such as:

- the circular economy and its challenges for companies;
- the transformation of energy and industrial systems into a zero-carbon economy;
- biodiversity;
- the "City of the Future";
- the "Climate Fresk".

## Corporate Governance

In accordance with the Afep-Medef Corporate Governance Code for listed companies and under the supervision of the Lead Independent Director and Vice Chairman of the Board, the Board formally conducted the annual assessment of its operations and discussed the results of this assessment (see the assessment of the Board's performance in section 5.1.2, p. 264). In addition, since the beginning of the second half of 2024, at the end of each of the Board of Directors' meetings and under the leadership of the Lead Independent Director and Vice Chairman of the Board, a post-meeting discussion, in the presence of the Chairman and Chief Executive Officer has been held to discuss the governance of the meeting and to allow Directors to express their views on this subject.

It satisfied itself that a succession plan for the Chairman and Chief Executive Officer, in the event of an unforeseen vacancy, exists and has been implemented.

The Board of Directors reviewed the situation of Director independence. At the proposal of the Nomination and Remuneration Committee, it also discussed changes in its size and composition due to the expiration of the terms of office of certain Directors.

Lastly, it ruled on the training program for the Employee Directors.

## Compensation of corporate officers and long-term incentives for executive corporate officers and employees

The Board established, without the presence of the Chairman and CEO:

- at its meeting of February 29, 2024, for the 2024 fiscal year (see section 5.2.2.E, p. 294), the general principles of the compensation policy for:
- the Chairman of the Board of Directors and the Chief Executive Officer for the period from January 1, 2024, until the end of the General Shareholders' Meeting of June 6, 2024; and
- the Chairman and Chief Executive Officer for the period from the close of the General Meeting of June 6, 2024, to December 31, 2024.
- at its meeting of February 27, 2025, for the 2025 fiscal year (cf. section 5.2.2.F, p. 304) the general principles of the compensation policy for fiscal 2025.

In particular, it reviewed and approved the various components of the compensation of Mr. Benoit Bazin (fixed portion, variable portion and long-term compensation instruments) and the respective balance of those various components.

At its meeting of November 28, 2024, the Board also decided (without the presence of the Chairman and CEO) to implement and approve the main characteristics of the 2024 performance share plan and set the performance criteria of that plan that may benefit executive corporate officers and certain categories of employees (cf. section 5.2.4, p. 317).

As part of the ongoing development of employee shareholders, the Board resolved to again offer its employees and former employees the opportunity to subscribe to, under certain conditions, a capital stock increase reserved for them in 2025, up to a maximum of 8.9 million shares, i.e., approximately 1.8% of its capital stock (see section 7.1.6, p. 363).

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# Principal activities of the Committees during fiscal year 2024

## Board Committees

The Board has three Committees designed to facilitate its functioning and contribute effectively to the preparation of its deliberations: the Audit and Risk Committee, the Nomination and Remuneration Committee and the Corporate Social Responsibility Committee.

These Committees do not have their own decision-making authority (barring specific provision otherwise provided for by the internal rules of the Board of Directors as regards the Audit and Risk Committee's approval of services other than the certification of accounts assigned to the Statutory Auditors), and report to the Board regarding their activities, conclusions and proposals.

The Board's internal rules incorporate the rules governing the composition, prerogatives and responsibilities of each Committee, as described below.

The activities of these three Committees during fiscal year 2024 were regularly presented to the Board in the form of activity reports and proposals.

## Composition of Committees

At the recommendation of the Nomination and Remuneration Committee, the Board of Directors thus considers, on a case-by-case basis, the opportunity to propose to Directors their participation in one of the three Committees, depending upon the most appropriate schedule. Further, in its examination of the composition of the Committees and appointment of new Directors to these Committees, the Board ensures compliance with the recommendations of the Afep-Medef Code with regard to the proportion of independent Directors on these Committees.

Taking into account its renewed composition following the appointments and reappointments made in June 2024, the Board of Directors recomposed its committees with the addition of Hélène de Tissot and Thierry Delaporte to the Audit and Risk Committee, Geoffroy Roux de Bézieux to the Nomination and Remuneration Committee and Sophie Brochu and Jana Revedin to the Corporate Social Responsibility Committee.

In view of the Board reappointments and appointments planned and forthcoming in 2025, the Board and the Nomination Committee will review the changes to be made to the composition of each of the Committees as part of their work.

## Audit and Risk Committee

Composition

|  President | Pamela Knapp  |
| --- | --- |
|  Members | Thierry Delaporte Gilles Schnepp Hélène de Tissot  |

![img-236.jpeg](img-236.jpeg)

![img-237.jpeg](img-237.jpeg)

As of February 1, 2025, three of the four members of the Audit and Risk Committee are independent Directors (75%), including its Chairwoman. No executive corporate officers sit on the Committee. Gilles Schnepp, who has been on the Board for more than 12 years, is no longer independent within the meaning of the Afep-Medef code (see section C - 'Independence, diversity policy and representation of employee shareholders and employees on the Board of Directors' p. 258).

By virtue of their current or past positions as Chief Financial Officers and/or Chief Executive Officers, each Committee member has considerable experience and high-level expertise in financial and accounting matters (see biographies in section 5.1.1, p. 248 and the skills matrix in section 5.1.1, p. 248). The composition of the Audit and Risk Committee complies with the provisions of Article L821-67 of the French Commercial Code.

The Audit and Risk Committee is chaired by Pamela Knapp, who began her career as a consultant in the field of mergers and acquisitions, was Chief Financial Officer of Siemens SA, Belgium and Luxembourg, then in the Power Transmission &amp; Distribution sector of Siemens Group. She sits on the Audit Committees of Lanxess AG and Signify N.V. Among other offices, she was also a member of the Supervisory Board and the Finance and Audit Committee of Peugeot SA from 2011 to 2021.

Thierry Delaporte began his career at the consulting firm Arthur Andersen. He then gained various experience in the finance function within the Capgemini Group, including Chief Financial Officer for Southern Europe, then Asia-Pacific, before becoming Chief Financial Officer for North America. Latterly, he held operational responsibilities as Deputy Chief Executive Officer of Capgemini and then Chief Executive Officer of Wipro Limited, a global leader in information technology, until April 2024.

Mr. Gilles Schnepp began his career at Merrill Lynch where he was head of the Bonds and Derivatives Departments. He brings his extensive financial experience to the Committee, particularly given his experience as Chief Financial Officer and Chairman and Chief Executive Officer of Legrand, Chairman of the Board of Directors of large listed companies and Chairman of the Finance and Audit Committee of Peugeot SA from 2019 to 2021, bearing in mind that he is currently Chairman of Danone's Board of Directors.

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Hélène de Tissot has experience in the Finance Department of a large international group and a great deal of financial and tax expertise. Since 2018, she has been Executive Vice President of Finance and IT and a member of the Pernod Ricard Group Executive Committee.

It should be noted that each newly appointed member consults with the Group's Chief Financial Officer on specific accounting, financial and operational aspects of Saint-Gobain.

Responsibilities (excerpts from the Board's internal rules).

In accordance with the internal rules of the Board of Directors in effect on February 1, 2025, the Audit and Risk Committee has the following responsibilities: without encroaching on the role of the Board of Directors, the Audit and Risk Committee is primarily responsible for overseeing the following matters: the process for preparing financial accounting and sustainability information, and the process implemented to determine the information to be published in accordance with the legal provisions on sustainability;the efficiency of the internal control and risk management systems;work performed by the Statutory Auditors on the financial statements of the Company and the Group;independence of the Statutory Auditors.it ensures that any questions relating to the preparation and control of financial accounting information and sustainability-related information are followed up on, that the accounting policies used to prepare the financial statements are both appropriate and applied consistently from one period to the next, and that the internal procedures used to collect and control accounting and financial information provide the necessary assurance in this regard;it monitors the performance of statutory audit assignments and the certification of sustainability information;it reviews the annual and consolidated financial statements, and the interim consolidated financial statements, as presented by General Management, prior to their examination by the Board of Directors;it reviews the scope of consolidation and, if applicable, the reasons why any companies have been excluded;it reviews significant risks, including those of a social and environmental nature, and off-balance sheet commitments, based on an explanatory report prepared by the Chief Financial Officer;it receives updates from general management on organization and operation of the risk management system;it reviews the Group's internal control action plan and receives updates at least once a year on the plan's results;it makes recommendations concerning the organization of the internal audit function and receives a copy of the internal audit program as well as executive summaries of the internal audit reports;it reviews the Statutory Auditors' work plan and the conclusions of their checks, and likewise for the sustainability auditors. It receives a post-audit report prepared by the Statutory Auditors concerning their main observations and the accounting options selected for preparation of the financial statements;it conducts the selection process for the Company's Statutory Auditor and its sustainability auditor(s), issues an opinion on the fees requested for performing tasks connected with legally-required audits, submits the results of the selection process to the Board and puts forward candidate Statutory Auditors and sustainability auditor(s) for appointment by the General Shareholders' Meeting;it approves, with regard to rules in force and in accordance with the procedures implemented within the Group, under the responsibility of the Board of Directors, services other than the certification of accounts or certification of sustainability-related information that can be assigned to the Statutory Auditors and sustainability auditor(s) and members of their networks to be provided to Compagnie de Saint-Gobain and other Group entities;each year it reviews the Statutory Auditors and sustainability auditor(s) statement(s) of independence, the amount and breakdown of the fees paid to them and to the members of their network by the Group over the past year, by category of service, as well as the percentage of these fees relative to their revenue, and reports to the Board its opinion concerning the Statutory Auditors' and sustainability auditor(s)' independence.

Operation during fiscal year 2024

The Audit and Risk Committee met four times in 2024, in February, April, July and September. The meeting held in February, jointly with the Corporate Social Responsibility Committee, focused on an update on the regulations related to the CSRD.

The attendance rate of its members at all these meetings was 100%.

The following were the major topics of discussion: detailed advance review of the annual and consolidated financial statements for fiscal year 2023 and the interim consolidated financial statements for the first half of 2024 and discussions with General Management, the Finance Department, the Internal Control Department and the Statutory Auditors. On these occasions, the Committee discussed with the Statutory Auditors the main audit issues raised with the Finance Department during the accounts closing process, particularly the key risk exposures, especially climate risks and material off-balance sheet commitments. The main points of the results of the statutory audit, as well as the accounting options applied, were also discussed;review of the Audit and Internal Control Department's activity report for fiscal year 2023, audit plans for 2024 and 2025, the activity report for the first half of 2024, and the report on major fraud incidents;review of work related to the 2024 update of the mapping of major financial and extra-financial risks by the Audit and Internal Control Department and discussion with General Management, the Finance Department and the Audit and Internal Control Department;update on Saint-Gobain cybersecurity;situation resulting from developments in litigation, notably relating to asbestos in the United States, the Grenfell Tower fire in the United Kingdom, and PFOA. The Committee regularly discusses in detail with the Statutory Auditors the financial and accounting consequences, including the related provisions, of this litigation for the US subsidiaries involved and for the Group, in order to present a report on this issue to the Board;update and proposal to update the procedure for standard agreements entered into under normal conditions;update on the renewal of the mandate of KPMG S.A. as Statutory Auditor and appointment of Deloitte &

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Associés as the auditor in charge of certifying sustainability information;

- authorization for services other than statutory certification assigned to the Statutory Auditors and review of fees received by each Statutory Auditor of the Group's companies for fiscal year 2023 and the first half of 2024 for their auditing assignments, as well as for their other services (see section 8.1, Note 14, p. 436).

In addition, the Committee interviewed the Statutory Auditors (without anyone else in attendance) and then interviewed individually the Head of Treasury and Financing, the Head of Financial Management, the Chief Financial Officer, and the Head of the Internal Control Department as well as the sustainability auditor, in accordance with the recommendations of the Afep-Medef Code of Corporate Governance for listed companies.

The Committee reported to the Board on its activities and offered its recommendations during the Board meetings of February 29, 2024, May 23, 2024, July 25, 2024, and September 26, 2024.

# Nomination and Remuneration Committee

Composition

|  President | Jean-François Cirelli  |
| --- | --- |
|  Members | Lydie Cortes Dominique Leroy Geoffroy Roux de Bézieux  |

![img-238.jpeg](img-238.jpeg)

![img-239.jpeg](img-239.jpeg)

As of February 1, 2025, three out of four members of the Nomination and Remuneration Committee were independent Directors, plus one Director representing employees in accordance with the recommendations of the Afep-Medef Code (see section 5.1.1, p. 248). The Employee Director is not included in the computation of the ratio of independent Directors, in accordance with the recommendations of the Afep-Medef Code and the Committee is therefore 100% composed of independent Directors.

Jean-François Cirelli has chaired the Committee since the General Meeting of June 2, 2022. He is currently Chairman of BlackRock France, Belgium and Luxembourg, one of the world's largest asset managers. In the past, he was notably Chairman and Chief Executive Officer of Gaz de France.

Mrs. Dominique Leroy has held executive positions in a large international group. She is also a member of the T-Mobile USA nomination and governance committees.

Geoffroy Roux de Bézieux began his career with L'Oreal group, in France, then internationally. He brings his experience as an entrepreneur and manager to the committee. Geoffroy Roux de Bézieux is also a Director of Parrot and Bureau Veritas and was lead Director and Vice Chairman of the Board of PSA (now Stellantis) between 2007 and 2011.

Therefore, the members of the Nomination and Remuneration Committee have extensive experience, particularly in the areas of governance and remuneration (see their biographies in section 5.1.1, A. p. 248).

Lastly, Mrs. Lydie Cortes, employee Director, also sits on the Nomination and Remuneration Committee.

# Responsibilities (excerpts from the Board's internal rules)

The Committee fulfills the duties of both a Nominations Committee and a Compensation Committee, provided for in the Afep-Medef Corporate Governance Code for French listed companies.

According to the Board's internal rules in force as of February 1, 2025, it has the following responsibilities:

- the Nomination and Remuneration Committee is responsible for making proposals to the Board of Directors in all cases where one or more seats on the Board fall vacant or the terms of one or more Directors are due to expire. The Committee organizes the procedure to select candidates for election as independent Directors, based on the criteria set out in the Afep-Medef Code;
- it reviews annually each Director's situation in relation to the independence criteria set out in the Afep-Medef Code, and reports its conclusions to the Board;
- through its Chairman, it obtains assurance from the Chief Executive Officer that a candidate has been identified for succession to his position in the event that it falls vacant for an unforeseen reason, and that enough potential successors are available to step in when they might be needed;
- it recommends candidates to the Board in the event that the position of Chairman and Chief Executive Officer falls vacant for any reason;
- it reviews any proposals by Chief Executive Officer for the appointment of one or more Chief Operating Officers, and reports its conclusions to the Board;
- it makes recommendations to the Board concerning the amount and terms and conditions of the compensation of the Chairman of the Board of Directors and concerning the determination of the other aspects of their positions;
- it makes recommendations to the Board of Directors concerning the amount and terms and conditions of the compensation of executive corporate officers, in particular the criteria for the variable portion of the Chief Executive Officer, and, where applicable, of the Chief Operating Officers, and concerning the determination of the other aspects of their positions;
- it discusses the Group's overall stock option and performance share policy and whether options should be exercisable for new or existing shares, and reviews General Management's proposals concerning stock option and performance share plans for the Saint-Gobain Group employees;
- it reviews the Chief Executive Officer's recommendations concerning his implementation of long-term compensation plans;
- it makes recommendations concerning the granting of stock options, performance shares and long-term compensation to the Chief Executive Officer and other members of the Saint-Gobain Group General Management.

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# Operation during fiscal year 2024

The Nomination and Remuneration Committee met four times in 2024: in February, May, September, and November. The attendance rate of its members at all these meetings was 100%.

The following were the major topics of discussion:

- the Committee made recommendations to the Board on the variable portion of the Chief Executive Officer's compensation;
- it also made proposals to the Board, pursuant to the ex ante Say-on-Pay scheme, regarding the compensation policy for the period from January 1, 2024 to June 6, 2024 inclusive, in the case of the Chairman of the Board of Directors and the Chief Executive Officer, and for the period from June 7, 2024 to December 31, 2024, in the case of the Chairman and Chief Executive Officer;
- the Committee proposed that the Board of Directors submit to the General Meeting of June 6, 2024, the appointment as Directors of Sophie Brochu, Hélène de Tissot and Geoffroy Roux de Bézieux, and the reappointment of Dominique Leroy, whose term was due to expire at the end of that meeting;
- the Committee decided to propose that the Board of Directors grant only performance shares in 2024, as in 2023, and notably set the attendance and performance criteria applicable to those plans and stated to the Board its proposals for allocations to the Chairman and Chief Executive Officer;
- the Committee reviewed the situation of the Directors' independence with regard to all the independence criteria set out in the Afep-Medef Code, in collaboration with the Lead Independent Director and Vice Chairman of the Board with regard to conflicts of interest and business relations (see section 5.1.1, C p. 258);
- With Pamela Knapp and Gilles Schnepp (who would not be independent if reappointed) and Agnès Lemarchand (who reached the age limit) stepping down in 2025, the Committee carried out in-depth work on recomposing the Board with the help of a recruitment firm: examination of lists of potential candidates, particularly with regard to the search criteria identified during the preceding evaluation of the Board of Directors, study of profiles (independence, diversity and expertise), interviewing several candidates, etc. This procedure led the Committee to recommend that the Board of Directors propose the appointments of Maya Hari, Antoine de Saint-Affrique and Hans Sohlström to the next General Meeting on June 5, 2025 (see section 5.1.1.B, p. 258);
- the Committee reviewed the skills matrix;
- it made proposals regarding the training program of the Employee Directors and the Director representing employee shareholders;
- finally, it reviewed the "Corporate Governance" section of the 2023 Universal Registration Document.

The Committee reported to the Board on its activities and offered its recommendations during the Board meetings of February 29, 2024, June 6, 2024, September 26, 2024 and November 28, 2024.

Corporate Social Responsibility Committee

|  Composition  |   |
| --- | --- |
|  President | Agnès Lemarchand  |
|  Members | Sophie Brochu  |
|   | Jana Revedin  |
|   | Philippe Thibaudet  |

![img-240.jpeg](img-240.jpeg)

![img-241.jpeg](img-241.jpeg)

100% independent directors

93% attendance rate

The Corporate Social Responsibility Committee is chaired by Mrs. Agnès Lemarchand. She has held General Management positions in particular in industrial groups in the construction sector, was a member of the Economic, Social and Environmental Council from 2012 to 2014, and is currently a member of the ESG Committee of the Institut Français des Administrateurs (French Institute of Directors).

Sophie Brochu began her professional career as a financial analyst before becoming Chief Executive Officer of Energir, a gas distributor that has added renewable natural gas (biomethane) to its supply portfolio and has become a leading player in the wind and solar sectors in both Canada and the United States. She then served as President and CEO of HydroQuébec (Canada's largest electricity producer and one of the world's largest hydropower producers).

Jana Revedin is an architect, with a PhD in architectural and urban sciences, full professor of architecture and urban planning, member of the ENSALLAURE research laboratory "Environment, city, society", UNESCO delegate and advisor to the International Union of Architects (UIA).

Philippe Thibaudet, Employee Director, has a very high level of knowledge of the Group and its business lines as well as social issues more generally. He is currently EHS Officer at Saint-Gobain Isover in Chalon-sur-Saône.

# Responsibilities (excerpts from the Board's internal rules)

According to the Board's internal rules in force as of February 1, 2025, it has the following responsibilities:

- The Corporate Social Responsibility Committee is responsible for reviewing the Group's CSR strategy and commitments. It monitors their implementation and makes recommendations in this regard;

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- The Corporate Social Responsibility Committee is responsible for reviewing the Corporate Social Responsibility roadmap, its potential for improvement and the related topics proposed by its members;
- It examines the double materiality matrix in connection with the annual review of non-financial risks carried out by the Audit and Risk Committee, communicated to it each year;
- It also reviews the sustainability information and results published by the Company;
- It reviews, in conjunction with the Nomination and Remuneration Committee, the criteria for the corporate social responsibility performance metrics which govern the long-term compensation plan and the annual variable compensation of corporate officers;
- It monitors the extra-financial ratings and sustainability expectations of rating agencies.

## Operation during fiscal year 2024

The Corporate Social Responsibility Committee met four times in 2024: in February, June, September, and November. The meeting held in February, jointly with the Audit Committee, focused on an update on the regulations related to the CSRD.

The attendance rate of its members at all these meetings was 93%.

Its work focused on:

- the 2023 environmental and climate results and the non-financial information;
- the review regarding their levels of ambition of the sub-criteria of the performance criterion related to Corporate Social Responsibility which affects the long-term compensation plan implemented in November 2024, namely the total recordable accident rate (TRAR) – accidents with or without more than 24 hours of lost time, the rate of reduction of CO₂ emissions, and the senior executives diversity index (see section 5.2.4, p. 317);
- review of the CO₂ roadmap and the environmental strategy, including the climate strategy within the framework of the 2030 and 2050 objectives (see Section 3.3.1.B, p. 146);
- presentation of the Group's progress as regards water;
- presentation of the results of the me@Saint-Gobain 2024 survey, a tool for assessing and managing the Group's transformation, with more than 125 000 employees taking this survey;
- the review of chapters 3 and 4 of the Universal Registration Document for 2023 relating respectively to Corporate Social Responsibility, and non-financial performance and the extra-financial performance statement (DPEF);
- patronage and philanthropy;
- decarbonization and sustainable product packaging;
- an update on the CSRD and ratification of double materiality.

The Committee reported to the Board of Directors on its activities in its meetings of February 29, 2024, July 25, 2024, September 26, 2024, and November 28, 2024.

## E - Assessment of the Board's performance

### Procedure

Formal assessments of the Board's performance and that of the Committees are carried out each year, in accordance with the Board's internal rules. These assessments are conducted with the assistance of outside consultants (as in 2022) every three years. In the intervening years, they are carried out on the basis of a questionnaire sent to each of the Directors. In line with best practices allowing the Directors to receive feedback on their individual contribution, the assessment also includes the following three stages:

- confidential review of each Director's individual contribution by the Chairman of the Nomination and Remuneration Committee, the Lead Independent Director and Vice Chairman of the Board, and the Chairman and Chief Executive Officer;
- individual review for each Director with the Chairman and Chief Executive Officer; and
- the option for every Director who so wishes to request feedback on their individual contribution from the Chairman and Chief Executive Officer or the Lead Independent Director and Vice Chairman of the Board.

Moreover, the detailed questionnaire to which each Director responds, which concerns the functioning performance of the Board in particular, allows them to freely express their assessment of the other Directors' individual contributions if they wish to do so. The Directors' individual contributions are also closely examined by the Nomination and Remuneration Committee, and then by the Board, on the occasion of the reappointment of the Directors and recomposition of the Committees, as needed.

The Directors who are members of a Board Committee also report on the operation of the Committees in which they participate. The organization of the 2024 assessment was decided by the Board at its meetings on September 26 and November 28, 2024, as proposed by the Lead Independent Director and Vice Chairman of the Board. The sitting 14 Directors as of that date were consulted and participated in the Board assessment work. The Lead Independent Director and Vice Chairman of the Board conducted the self-assessment and reported on the findings by making proposals to the Board of Directors on November 28, 2024 after holding an executive session on the subject.

### General observation

The Board's assessment of its organization and work demonstrated that the Directors were very satisfied with the Board's operation both during the transition period and following the implementation of unified governance.

The Directors unanimously highlighted the Chairman and Chief Executive Officer's remarkable success in taking up his position after a very well-prepared transition period. The assessment of his role as Chairman of the Board of Directors and his duties as Chief Executive Officer is very positive.

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All the Directors stressed the very positive nature of the Board's operation, noting in particular the Chairman and Chief Executive Officer's transparency, openness and attentiveness.

Almost unanimously, the Directors underscored the quality of debate by the Board of Directors and the openness of its discussions. The functioning of the committees was also considered to be very satisfactory.

The Directors also highlighted the excellent assumption of duties by the Lead Independent Director and Vice Chairman of the Board, as well as the quality of his interactions with the Chairman and Chief Executive Officer.

The Directors, taking into account in particular the appointments made during the General Shareholders' Meeting of June 6, 2024 and those that will be proposed to the General Shareholders' Meeting on June 5, 2025, judged very positively the composition of the Board of Directors in terms of diversity, age, experience, and complementary nature of sector and functional skills, and noted the rejuvenation, internalization, and diversification of the Board of Directors.

With regard to strategic topics such as M&A monitoring and the decision-making process regarding acquisitions, the Directors are completely satisfied with the quality of the information made available to the Board of Directors on potential acquisitions and divestments, as well as the focus, transparency and openness of discussions about the various plans. In addition, it was noted that strategic issues were dealt with on an ongoing basis at each meeting of the Board of Directors and that the strategic seminar was of great quality, giving Directors and overview of the strategy and issues facing the business.

The Directors are also of the opinion that the information they receive regarding follow-up on the main disputes is satisfactory.

In general, the Directors noted the quality of monitoring of corporate social responsibility issues by the Corporate Social Responsibility Committee and the Board of Directors. The Directors emphasized the quality of training modules on environmental and climate issues and on Corporate Social Responsibility more generally.

The Directors praised the success of of the site visit in Poland, which was considered very useful for understanding the environment and key market challenges for the Group.

## Results of implementing the 2024 recommendations and paths for 2025

Directors believe that the recommendations formulated upon completion of the 2023 assessment were duly taken into account in 2024. In particular, they were as follows: Composition of the Board of Directors: continuing the rejuvenation and internationalization of the Board of Directors during the 2025 replacement of Directors, by favoring the following search focuses:Serving executive corporate officers;Good knowledge of the world of construction, materials and/or industry;Financial skills;International experience; andForeign Director. Role and responsibilities of the Chairman of the Board of DirectorsWorking on the format of the strategic seminar;Providing updates on the following topics: the use of AI in the Group; adapting to climate change; light and sustainable construction methods; off-site construction;Preparing successions for Committee chairs;Holding a joint meeting of the Audit and Risk Committee and the Corporate Social Responsibility Committee on extra-financial reporting topics.

As indicated above, the Directors highlighted the success of the transition period and the taking up of office of the Chairman and Chief Executive Officer as well as the Lead Independent Director and Vice Chairman of the Board.

In addition, the Directors considered that the appointments of Sophie Brochu, Hélène de Tissot and Geoffroy Roux de Bézieux in June 2024 and the appointments of Maya Hari, Antoine de Saint-Affrique and Hans Sohlström proposed to the General Meeting of June 5, 2025 meet the above criteria. Taking these appointments in particular into account, they viewed the composition of the Board very positively in terms of diversity, age, experience, and the dovetailing of sector and functional skills, and they noted the rejuvenation, internationalization and diversification of the Board.

Lastly, the subjects identified during the 2023 assessment (listed above) were considered to have been addressed in a manner that accorded very well with the recommendations made by the Directors during the previous assessment.

In order to sustain progress, the Board adopted the following conclusions resulting from the assessment, as proposed by the Lead Independent Director and Vice Chairman of the Board: Composition of the Board of Directors: if further Directors were to be recruited, continue to rejuvenate and internationalize the Board of Directors. Role and responsibilities of the Chairman of the Board of Directors:use the strategic seminar in the second half of 2025 as part of the preparation for the next investor day;Review the following topics: types of direct and indirect customers of the Group and sales channels, new light and sustainable construction methods (1), materials used, impact of weather events on the Group's sites and on its strategy in this regard;Continue to monitor the competitive environment and analyze changes in shareholder structures and the share prices;Maintain the discussions between Directors in management's presence at the end of Board meetings;Maintain the executive sessions in connection with the role of the lead independent Director without management's presence;provide more time for informal exchanges between Board members when on business trips.

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## F – Director integration pathway

The Board of Directors meets once a year at a Group's plant or research center.

New administrators benefit from an induction programme consisting of presentations, site visits and meetings with managers.

Any Director may ask for training on the topic of their choice, and visit the Group's plants, distribution facilities or research centers. This being so, Directors may also visit various production sites or Building Distribution sites, and any Director may ask to meet with members of the Executive Committee (see section 1.1.5 p. 28).

Furthermore, in accordance with the law, Employee Directors benefit from supplementary training, the content of which is set every year by the Board of Directors, after consultation of such Employee Directors.

The Director representing employee shareholders also received such training.

## 5.1.3 THE GROUP’S SENIOR MANAGEMENT

### Current governance structure: Combination of roles from June 6, 2024

At the end of the transition period, the Company's Board of Directors decided on November 23, 2023, to appoint Benoit Bazin as Chairman and Chief Executive Officer with effect from the General Meeting of June 6, 2024 (see section 5.1.2.A. p. 264, et 9.1.1, p. 478). Mr. Benoit Bazin has also been a Director of the Company since June 3, 2021.

Since June 6, 2024, the Chairman and Chief Executive Officer has been the most senior manager at Compagnie de Saint-Gobain. The operational organization of Saint-Gobain Group's Management is provided by an Executive Committee chaired by the Chairman and Chief Executive Officer (see section 1.1.5.A p. 28).

### Restrictions on the authority of Management

In accordance with the law, the Chief Executive Officer is vested with the broadest authority to act under all circumstances on behalf of Compagnie de Saint-Gobain within the scope of its corporate purpose and subject to the limits set by law, the bylaws, and/or the internal rules of the Board of Directors (see section 5.1.2.A. p. 264, et section 9.1.1, p. 478).

Regarding checks and balances within the Board of Directors, which guarantee proper compliance with governance rules, see sections d) "Reinforcement of checks and balances within the Board of Directors" and e) "Other pre-existing checks and balances" 5.1.2.A p. 264.

### Executive Committee

The Committee, the composition of which reflects the new organizational structure of the Saint-Gobain Group, comprises 16 members as of January 1, 2025 (see section 1.1.5.B p. 30). In addition to the Chairman and Chief Executive Officer, the senior operational and functional managers of the Saint-Gobain Group are members (see section 1.1.2. p. 16).

The mission of the Executive Committee is to review operational management, coordinate project management and implement Saint-Gobain Group strategy. It meets every month.

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## 5.2 COMPENSATION OF THE MANAGEMENT AND GOVERNING BODIES

This section, prepared with the assistance of the Board's Nomination and Remuneration Committee, describes the compensation components for the Directors, the executive corporate officers and members of Group General Management, and sets out the long-term compensation plans in place within the Group.

## 5.2.1 DIRECTORS' COMPENSATION

### A – Directors’ compensation policy (ex-ante Say-on-Pay)

The General Shareholders' Meeting of June 6, 2024 decided to increase the maximum annual compensation of Directors to €1.6 million, with effect from January 1, 2024 (15th resolution) taking into account:

(i) the appointment of a Lead Independent Director and Vice Chairman of the Board whose fixed compensation amounts to €80,000 per annum;
(ii) the fact that Mr Pierre-André de Chalendar, who is leaving the Board, did not receive any compensation in respect of his Directorship and will be replaced by a Director who, like his colleagues, does receive compensation in this capacity;
(iii) the prospect of recruiting foreign Directors; and
(iv) the fact that certain Directors are not currently members of committees of the Board of Directors and will receive compensation if they become members.

The General Shareholders' Meeting of June 6, 2024 also revised the distribution rules that would be applied from June 7, 2024 as follows:

- The Chairman and Chief Executive Officer does not receive any compensation for his duties as a Director;
- The Lead Independent Director and Vice Chairman of the Board receives fixed compensation of €80,000 per annum for these duties taking into account the extended responsibilities and size of the Group;
- Each of the other members of the Board of Directors receives an annual fixed compensation of €24,750 and a variable compensation of €3,300 for each meeting attended;
- The Chairmen and members of Committees (currently: Audit and Risk Committee, Nomination and Remuneration Committee, and Corporate Social Responsibility Committee) (excluding executive corporate officers) also receive fixed annual payments of €5,500 and €2,750 respectively, and variable annual payments of €2,200 for each meeting attended;

- An additional sum per Board meeting and per Committee meeting is paid to cover the travel expenses of Directors residing outside France (2,500 euros per actual trip to a Board meeting or Committee meeting for a Director residing in Europe (outside France); 5,500 for a Director residing outside Europe). If several Board or committee meetings are held on the same day, this sum is paid only once;
- The amounts allocated as a fixed portion are paid pro rata temporis when the mandates begin or end during the financial year;
- Payments are made half-yearly in arrears and the distribution of all or part of any available balance of the annual amount allocated would be made at the beginning of the following financial year should the Board of Directors decide to do so, in proportion to the variable portions allocated to Board members (excluding additional sums to take account of travel by Directors resident outside France), in respect of both Board meetings and Committee meetings held during the previous fiscal year.

The variable portion takes precedence in the event of regular attendance at Board meetings and Committee meetings.

It is planned to propose renewal of the Directors' compensation policy described above for the 2025 fiscal year to the General Shareholders' Meeting of June 5, 2025.

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# B - Compensation components paid to Directors during fiscal year 2024 or granted for the same fiscal year, subject to approval by the General Shareholders' Meeting of June 5, 2025 (ex-post Say-on-Pay)

In accordance with Articles L. 22-10-34 I and L. 22-10-9 I of the French Commercial Code, the fixed, variable and exceptional components of the total compensation and benefits of any kind paid during the year or granted for the same fiscal year to corporate officers are submitted every year for approval by the General Shareholders' Meeting. This vote is binding (as opposed to an advisory vote).

The table below shows the individual compensation received by the members of the Board of Directors (fixed and variable components combined) in respect of fiscal years 2023 and 2024 pursuant to the compensation policy outlined in this section 5.2.1 A p. 280.

TABLE 3 - SUMMARY OF EACH NON-EXECUTIVE CORPORATE OFFICER'S COMPENSATION (AMF NOMENCLATURE)

|  Non-Executive corporate officers | Gross amounts received (in EUR)  |   |
| --- | --- | --- |
|   |  for 2024 fiscal year | for 2023 fiscal year  |
|  Sophie Brochu (a) | 81,784 | N/A  |
|  Jean-François Cirelli (b) | 151,257 | 118,671  |
|  Lydie Cortes (c) | 108,336 | 115,921  |
|  Sibylle Daunis-Opfermann | 85,377 | 87,908  |
|  Thierry Delaporte | 90,622 | 87,908  |
|  Lina Ghotmeh (d) | N/A | 47,769  |
|  Iéda Gomes Yell (e) | 70,301 | 123,684  |
|  Pamela Knapp | 128,074 | 126,434  |
|  Agnès Lemarchand | 119,622 | 104,579  |
|  Dominique Leroy | 117,824 | 128,421  |
|  Jana Revedin (f) | 119,808 | 53,047  |
|  Geoffroy Roux de Bézieux (a) | 50,610 | N/A  |
|  Gilles Schnepp | 108,336 | 107,500  |
|  Jean-Dominique Senard (g) | 48,615 | 96,974  |
|  Philippe Thibaudet (c) | 102,824 | 101,184  |
|  Hélène de Tissot (a) | 50,610 | N/A  |
|  TOTAL | 1,434,000 | 1,300,000  |

(a) Director since June 6, 2024.
(b) It is specified that the compensation received by Mr Jean-François Cirelli for the fiscal year 2024 includes, firstly compensation for his office as Director and, secondly, since the General Shareholders' Meeting of June 6, 2024, fixed compensation of €80,000 per annum for his office as Lead Independent Director and Vice Chairman of the Board, which has been calculated pro rata temporis since that date.
(c) It should be noted that, at the time they took up their positions and for the entire duration of their terms as Employee Director, Mrs Lydie Cortes and Mr Philippe Thibaudet each decided to donate to the trade unions with which they are each affiliated, i.e. the Confédération Française Démocratique du Travail (for Mrs Lydie Cortes) and the Confédération Générale du Travail (for Mr Philippe Thibaudet), respectively, all their Director's compensation (net of social charges). The net amount of this compensation is consequently paid directly by Compagnie de Saint-Gobain to these trade unions.
(d) Director until June 8, 2023.
(e) Director until June 6, 2024.
(f) Director with effect from June 8, 2023.
(g) Director and Lead Independent Director until June 6, 2024.

With the exception of the Employee Directors and the Director representing employee shareholders, who received compensation for their salaried positions, the non-Executive Directors received no other compensation from the Company or Group entity in respect of the 2023 and 2024 fiscal years.

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## 5.2.2 COMPENSATION OF EXECUTIVE CORPORATE OFFICERS

## A - General principles of the compensation policy for executive corporate officers

The Board of Directors and the Nomination and Remuneration Committee are committed to ensuring that the compensation of the executive corporate officers complies at all times with the recommendations of the Afep-Medef Corporate Governance Code for French listed companies and in particular meets transparency and performance measurement requirements. They also ensure that it evolves taking into account the Group's performance and average compensation within the Saint-Gobain's consolidated subsidiaries registered in France, and market practices.

The compensation package of the executive corporate officers is determined by taking into account all pay components (fixed compensation, annual variable compensation, long-term incentives, severance indemnity and pension benefits), with a view to achieving a balanced mix of these components.

When setting the various components of the compensation of the executive corporate officers, the Board of Directors also takes into consideration the comments of the Company's shareholders as part of shareholder dialogue and also the benchmarks of CAC 40 (1) companies and CAC 40 industrial companies (2).

The Board of Directors also seeks to ensure that the granting of long-term compensation instruments (performance shares) to the executive corporate officers in a given fiscal year does not represent a disproportionate share of their maximum total compensation in respect of that fiscal year and has conditioned these grants to demanding cap and holding rules.

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# B - Summary of the compensation and benefits paid or granted to the executive corporate officers for the 2024 fiscal year

The following table shows a summary of the fixed and variable compensation and, performance shares granted to Mr Pierre-André de Chalendar, Chairman of the Board of Directors until June 6, 2024, and Mr Benoit Bazin, Chief Executive Officer until June 6, 2024 and then Chairman and Chief Executive Officer from June 7, 2024, in respect of the fiscal years ended December 31, 2023 and 2024. No stock options or performance units were granted to them in 2023 and 2024.

TABLE 1 - SUMMARY OF COMPENSATION, STOCK OPTIONS AND PERFORMANCE SHARES PAID OR GRANTED TO THE EXECUTIVE CORPORATE OFFICERS (AMF NOMENCLATURE)

|  (in EUR before social charges and income taxes) | 2024 fiscal year | 2023 fiscal year  |
| --- | --- | --- |
|  Until June 6, 2024*  |   |   |
|  Pierre-André de Chalendar, Chairman of the Board of Directors (a)  |   |   |
|  Compensation paid or granted in respect of the fiscal year (see Table 2 for details) (b) | 194,262 | 450,000  |
|  Value of multi-year variable compensation allocated during the year | N/A | N/A  |
|  Value of stock options granted during the year (see Table 4 for details) | N/A | N/A  |
|  Value of performance shares granted during the year (see Table 6 for details) | N/A | N/A  |
|  TOTAL | 194,262 | 450,000  |
|  Benoit Bazin, Chief Executive Officer  |   |   |
|  Compensation paid or granted in respect of the fiscal year (see Table 2 for details) | 1,158,419 | 2,700,000  |
|  Value of multi-year variable compensation allocated during the year | 0 | 0  |
|  Value of stock options granted during the year (see Table 4 for details) | 0 | 0  |
|  Value of performance shares granted during the year (see Table 6 for details) | 0 | 2,656,656  |
|  TOTAL | 1,158,419 | 5,356,656  |
|  From June 7, 2024**  |   |   |
|  Benoit Bazin, Chairman and Chief Executive Officer  |   |   |
|  Compensation granted or paid for the fiscal year (detailed in table 2) | 1,982,509 | N/A  |
|  Valuation of multi-year variable compensation granted during the fiscal year | 0 | N/A  |
|  Valuation of options granted during the fiscal year (detailed in table 4) | 0 | N/A  |
|  Valuation of performance shares granted during the fiscal year (detailed in table 6) | 3,677,208 | N/A  |
|  TOTAL | 5,659,717 | N/A  |

(a) Mr Pierre-André de Chalendar ceased to hold the position of Chairman of the Company's Board of Directors at the end of the General Shareholders' Meeting of June 6, 2024.
(b) Note that Mr Pierre-André de Chalendar decided to retire and exercise his rights under the supplementary defined-benefit pension plan "SGPM" of which he was a beneficiary as Chairman and Chief Executive Officer, as of July 1, 2021. Pro rata temporis, for the 2024 fiscal year until the end of his term of office as Chairman of the Board of Directors, i.e. June 6, 2024 (inclusive), his gross pension amounted to 188,308 euros.
* These figures equate to the compensation awarded or paid to the executive corporate officers (the Chairman of the Board of Directors and the Chief Executive Officer) for the period from January 1, 2024 to June 6, 2024.
** These figures equate to the compensation awarded or paid to the executive corporate officers (in this case only the Chairman and Chief Executive Officer) for the period from June 7, 2024 to December 31, 2024.

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# C - Description of the compensation and benefits paid or granted to executive corporate officers for the 2024 fiscal year

The following table shows the breakdown of fixed and variable compensation and other benefits granted to Pierre-André de Chalendar, Chairman of the Board of Directors until June 6, 2024, and Benoit Bazin, Chief Executive Officer until June 6, 2024 and then Chairman and Chief Executive Officer from June 7, 2024, in respect of the fiscal years ended December 31, 2023 and 2024.

# a. Summary of compensation awarded or paid to executive corporate officers

TABLE 2 - SUMMARY OF THE COMPENSATION PAID OR GRANTED (a) TO EXECUTIVE CORPORATE OFFICERS (AMF NOMENCLATURE)

|  (in EUR before social charges and income tax) | 2024 |   | 2023  |   |
| --- | --- | --- | --- | --- |
|   |  Amounts awarded (b) | Amounts paid (c) | Amounts awarded (b) | Amounts paid (c)  |
|  Until June 6, 2024  |   |   |   |   |
|  Pierre-André de Chalendar, Chairman of the Board of Directors(a)  |   |   |   |   |
|  Fixed compensation* | 194,262 | 194,262 | 450,000 | 450,000  |
|  Annual variable compensation | N/A | N/A | N/A | N/A  |
|  Multi-year variable compensation | N/A | N/A | N/A | N/A  |
|  Exceptional compensation | N/A | N/A | N/A | N/A  |
|  Compensation in respect of the Director's term of office (a) | 0 | 0 | 0 | 0  |
|  Benefits in kind: company car | 1,427 | 1,427 | 3,300 | 3,300  |
|  TOTAL | 195,689 | 195,689 | 453,300 | 453,300  |
|  Benoit Bazin, Chief Executive Officer  |   |   |   |   |
|  Fixed compensation* | 431,694 | 431,694 | 1,000,000 | 1,000,000  |
|  Annual variable compensation* | 726,725 | 1,700,000 | 1,700,000 | 1,700,000  |
|  Multi-year variable compensation | 0 | 0 | 0 | 0  |
|  Exceptional compensation | 0 | 0 | 0 | 0  |
|  Compensation in respect of the Director's term of office (a) | 0 | 0 | 0 | 0  |
|  Benefits in kind: company car | 2,202 | 2,202 | 2,156 | 2,156  |
|  TOTAL | 1,160,621 | 2,133,896 | 2,702,156 | 2,702,156  |
|  From June 7, 2024  |   |   |   |   |
|  Benoit Bazin, Chairman and Chief Executive Officer  |   |   |   |   |
|  Fixed compensation** | 738,798 | 738,798 | N/A | N/A  |
|  Annual variable compensation** | 1,243,711 | 0 | N/A | N/A  |
|  Multi-year variable compensation | 0 | 0 | N/A | N/A  |
|  Exceptional compensation | 0 | 0 | N/A | N/A  |
|  Compensation in respect of the Director's term of office (a) | 0 | 0 | N/A | N/A  |
|  Benefits in kind: company car | 2,898 | 2,898 | N/A | N/A  |
|  TOTAL | 1,985,407 | 741,696 | N/A | N/A  |

(a) On a gross basis before taxes.
(b) Compensation allocated during the year, regardless of payment date.
(c) Compensation paid during the year.
(d) Mr. Pierre-André de Chalendar ceased to hold the position of Chairman of the Company's Board of Directors at the end of the General Shareholders' Meeting of June 6, 2024.
(e) The executive corporate officers of Compagnie de Saint-Gobain do not receive any compensation for their duties as Directors in companies outside the Group in which the Group has equity interests.
* These figures equate to the compensation awarded or paid to the executive corporate officers (the Chairman of the Board of Directors and the Chief Executive Officer) for the period from January 1, 2024 to June 6, 2024.
** These figures equate to the compensation awarded or paid to the Chairman and Chief Executive Officer for the period from June 7, 2024 to December 31, 2024.

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## b. Structure of the executive corporate officers' compensation

### (I) Compensation of Mr Pierre-André de Chalendar

### (i) Fixed compensation of Mr Pierre-André de Chalendar, Chairman of the Board of Directors until June 6, 2024

Pursuant to the compensation policy approved by the General Shareholders' Meeting of June 6, 2024, Pierre-André de Chalendar's compensation was set at €450,000 per annum, making €194,262 for the period from January 1, 2024 to June 6, 2024, to the exclusion of any other compensation in respect of his term of office (1), without any increase since 2021, when he took office as Chairman of the Board, even though the Nomination and Remuneration Committee had noted in 2021, with the assistance of an external firm, that this level was lower than the median compensation paid to non-executive Chairmen of CAC 40 companies (excluding financial companies) who previously held the position of Chairman and Chief Executive Officer.

### (ii) Fixed compensation of Mr Pierre-André de Chalendar, Chairman of the Board of Directors up to June 6, 2024

Pursuant to the compensation policy approved by the General Shareholders' Meeting of June 6, 2024, Mr Pierre-André de Chalendar, Chairman of the Board of Directors until 6 June 2024, does not receive any variable annual compensation.

### (II) Compensation of Mr Benoit Bazin

The graph below shows the breakdown of the various components of the compensation granted to Benoit Bazin, paid during the 2024 fiscal year or awarded in respect of that fiscal year as Chief Executive Officer up to June 6, 2024 and then Chairman and Chief Executive Officer from June 7, 2024.

![img-242.jpeg](img-242.jpeg)
Mr Benoit Bazin, Chief Executive Officer from January 1 to June 6, 2024

Mr. Benoit Bazin did not receive any performance shares in respect of his term of office as Chief Executive Officer for the period from January 1 to June 6, 2024, which explains why only his fixed and variable compensation are represented for this period in the graph above.

![img-243.jpeg](img-243.jpeg)
Mr Benoit Bazin, Chairman and Chief Executive Officer from June 7 to December 31, 2024

The allocation of performance shares in November 2024 under the 2024 plan (for a fiscal year) has been linked to the role of Chairman and Chief Executive Officer, which means that the proportion of this allocation in relation to the fixed and variable compensation, is mentioned only for the period from June 7, 2024, to December 31, 2024 (inclusive).

### (I) Fixed compensation of Mr Benoit Bazin

#### Fixed compensation of Mr Benoit Bazin, Chief Executive Officer up to June 6, 2024

In accordance with the compensation policy approved by the General Shareholders' Meeting of June 6, 2024, Mr Benoit Bazin's fixed compensation was set at €1,000,000 for 2024, making €431,694 for the period January 1 to June 6, 2024 inclusive, without any increase since 2021, when he took office as Chief Executive Officer, and even though the Nomination and Remuneration Committee noted in 2022 and 2023, with the assistance of an external firm, that this level was lower than the median of CAC 40 companies and CAC 40 industrial companies (respectively 20% and 25% in 2023).

#### Fixed compensation of Mr Benoit Bazin, Chairman and Chief Executive Officer from June 7, 2024

Pursuant to the compensation policy approved by the General Meeting of Shareholders of June 6, 2024, and given the change in Mr Benoit Bazin's duties from Chief Executive Officer to Chairman and Chief Executive Officer since that date, Mr Benoit Bazin's fixed compensation was set at €1,300,000 per annum, amounting to €738,798, for the period from June 7, 2024 to December 31, 2024 inclusive. In addition, the Board of Directors decided on February 29, 2024 that, except for unforeseen events or other major reasons, this amount should remain stable for the next five years. This fixed remuneration of 1,300,000 euros was lower than the median of the 2023 benchmark of the compensation of Chairmen and Chief Executive Officers of CAC 40 industrial companies (1,425,000 euros) and slightly higher than the median of the 2023 benchmark of the compensation of Chairmen and Chief

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Executive Officers of CAC 40 companies (1,275,000 euros).

(ii) Variable compensation of Mr Benoit Bazin

Reminder of the variable compensation policy

This compensation component rewards the contribution of the Chief Executive Officer (period from January 1 to June 6, 2024 inclusive) and the Chairman and Chief Executive Officer (period from June 7 to December 31, 2024 inclusive) to the Group's results for the past fiscal year. It is expressed as a percentage of the annual fixed compensation.

The compensation policy approved by the General Shareholders' Meeting on June 6, 2024 determined the cap on the annual variable portion of Mr. Benoit Bazin's compensation as Chief Executive Officer (period from January 1 to June 6, 2024, inclusive) and as Chairman and Chief Executive Officer (period from June 7 to December 31, 2024, inclusive) at 170% of the fixed portion, which is lower than the median of the 2023 benchmark of the maximum variable compensations of Chairman and Chief Executive Officers of both CAC 40 companies and CAC 40 industrial companies (180% for each).

At its meeting of February 29, 2024, the Board determined, on the proposal of the Nomination and Remuneration Committee, the components and objectives comprising of the variable compensation of Mr. Benoit Bazin for 2024 as follows:

A quantifiable portion of 75%, based on financial objectives (60%) and CSR objectives (15%):

- with regard to quantifiable financial objectives, the Board decided to select four objectives, considered relevant for assessing the operational and financial performance of Saint-Gobain and its strategy, each accounting for 25%:

- FCL: free cash flow;
- ROCE (Return on Capital Employed);
- the Group's operating income; and
- Group recurring net income per share.

The objectives for the above quantifiable criteria are not disclosed because Saint-Gobain does not publish any guidance on these financial criteria. Disclosing them would result in de facto guidance, which is not in line with best financial communication practices. These objectives are determined on the basis of the budget, which is confidential for the same reasons. These quantifiable financial objectives were naturally in line with:

- the guidance disclosed to the market on February 29, 2024 regarding a "double-digit operating margin";
- the annual average financial targets for the period 2021-2025 released to the market during the Capital Markets Day of October 6, 2021, i.e. with regard to the following criteria:

- Cash conversion ratio (for free cash flow): greater than 50%;
- ROCE: between 12% and 15%, also taking into account the impact on ROCE of the significant changes in consolidation scope in previous years (in particular Kaycan, Building Products of Canada, Izomaks, Dalsan, Twiga and Drymix), which is linked to the goodwill of the acquired companies and

whose effect lasts for the first few years, before they create value (with a target of three years)

- Operating income: operating margin between 9% and 11%.

- given the volatility of the environment in which the Group operates, which makes it difficult to forecast each indicator, the Board of Directors, after consulting the Nomination and Remuneration Committee, reserves the right to apply in 2024 an "outperformance" mechanism unchanged from 2022, which would allow only partial compensation for the non-achievement of quantifiable financial objectives on certain criteria through exceptional outperformance on others. This compensation mechanism is partial because it addresses the concern that the maximum cannot be reached, when one criterion is 0. Indeed, in the extreme case of outperformance exceeding 20% of the maximum on three criteria and zero performance on the fourth, the quantifiable portion of the annual variable compensation would amount to only 91.8% of the fixed portion, while the maximum is set at 102% of the fixed portion (1).

It is specified if need be that the outperformance mechanism does not apply to the quantifiable CSR portion.

- with regard to quantifiable CSR objectives, the Board decided to select three objectives, each accounting for 5%:

- carbon objective: CO₂ emissions (in scope 1 and 2) at current scope (i.e., at actual production); between 8.7 Mt (maximum) and 9.1 Mt (minimum), linear between the two limits of the range;
- safety objective: TRAR between 1.3 (maximum) and 1.7 (minimum); and
- diversity and teams objective: diversity index between 90% (maximum) and 85% (minimum), linear between the two limits of the range (2).

To appreciate the demanding nature of these quantifiable CSR objectives, the impact that the significant changes in consolidation scope in recent years (acquisitions and disposals) should be taken into account for each criterion, notably:

- substantial mechanical impact on the Group's CO₂ emissions. Overall, the impact is negative as acquisitions made in previous years, particularly, those in 2023, taken into account from 2024 as acquisitions relate to companies with higher emission than disposals,
- also a significant impact on safety because the acquired companies rarely have such good safety performance as the Group.

A qualitative portion of 25%, depending on the period under consideration, with three or four objectives considered relevant, as they reflect the implementation of strategic orientations for the fiscal year 2024:

The Board decided to adopt three common objectives applicable to the entire 2024 fiscal year and a fourth specific objective for the period from June 7, 2024 to December 31, 2024 concerning the Chairman and Chief Executive Officer.

- objective 1: stakeholders management;
- objective 2: continuing to optimize the Group's scope;

(1) The quantifiable part of the variable represents 60% of the variable part, which can reach a maximum of 170% of the fixed part, so that with its maximum amount is 102% of the fixed amount.

(2) Index corresponding to the proportion of the Group's Senior managers who have at least one of the following three diversity characteristics: being of a non-French nationality, having diverse professional experience (having worked for Saint-Gobain in two countries other than their country of origin or in at least three different sectors, or having more than 12 years' experience outside Saint-Gobain), and being a woman.

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- objective 3: deployment of the "Grow &amp; Impact" strategic plan in its six priority actions - 1 - Position ourselves in high-growth markets, 2 - Be Solutions-oriented, combining performance and sustainability, 3 - Drive growth through client innovation and the power of data, 4 - Embedding Corporate Social Responsibility in our decisions and actions, 5 - Strengthen our TEC (Trust, Empowerment and Collaboration) culture, and 6 - Have the best teams in a diverse and inclusive work environment, including ongoing actions on diversity and inclusion within the Group;
- objective 4 (additional objective applicable only to the variable compensation component of the Chairman and Chief Executive Officer from June 7 to December 31, 2024 inclusive): management of the governance transition from Chief Executive Officer to Chairman and Chief Executive Officer.

## Achievement of Mr Benoit Bazin's variable compensation objectives for the 2024 fiscal year

### Summary

The quantifiable and qualitative variable compensation due for the 2024 fiscal year to Mr Benoit Bazin, Chief Executive Officer up to June 6, 2024, then Chairman and Chief Executive Officer from June 7, 2024, was determined by the Board of Directors at its meeting of February 27, 2025, on the proposal of the Nomination and Remuneration Committee.

Given the nature of these objectives, their attainment was analyzed by the Board for the entire 2024 fiscal year and the amounts due and shown in this table were calculated pro rata temporis respectively from January 1, 2024 to June 6, 2024 for the 2024 annual variable compensation due in his capacity as Chief Executive Officer, and from June 7, 2024 to December 31, 2024 for the 2024 annual variable compensation due in his capacity as Chairman and Chief Executive Officer.

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|   |   | Weighting | Possible variation under each objective (in EUR) |   | Amount at target budget (target compensation) (in EUR) | Percentage achieved compared to target compensation | Percentage achieved | Achievement (in EUR)  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Benoit Bazin, Chief Executive Officer until June 6, 2024  |   |   |   |   |   |   |   |   |
|  Quantifiable objectives financial (60%) of which: | FCF | 15% | 0 | à | 110,082 | 77,057 | 143% | 100.00%  |
|   |  Group operating income | 15% | 0 | à | 110,082 | 77,057 | 143% | 100.00%  |
|   |  ROCE | 15% | 0 | à | 110,082 | 77,057 | 141% | 98.50%  |
|   |  Group recurring net income per share | 15% | 0 | à | 110,082 | 77,057 | 143% | 100.00%  |
|   |  Quantifiable financial total | 60% | 0 | à | 440,328 | 308,228 | 142% | 99.63%  |
|  Quantifiable objectives CSR (15%) of which: | Carbon | 5.00% | 0 | à | 36,694 | N/A | N/A | 100.00%  |
|   |  Safety | 5.00% | 0 | à | 36,694 | N/A | N/A | 85.00%  |
|   |  Diversity and teams | 5.00% | 0 | à | 36,694 | N/A | N/A | 100.00%  |
|   |  Quantifiable CSR total | 15% | 0 | à | 110,082 | N/A | N/A | 95.00%  |
|  Qualitative objectives (see above for a detailed description of each objective) (25%) of which: | Quantifiable total | 75% | 0 | à | 550,410 | N/A | N/A | 98.70%  |
|   |  Objective 1 | 8.33% | 0 | à | 61,157 | N/A | N/A | 100.00%  |
|   |  Objective 2 | 8.33% | 0 | à | 61,157 | N/A | N/A | 100.00%  |
|   |  Objective 3 | 8.33% | 0 | à | 61,157 | N/A | N/A | 100.00%  |
|   | Qualitative (global) | 25% | 0 | à | 183,470 | N/A | N/A | 100.00%  |
|  TOTAL VARIABLE SHARE |   | 100% | 0 | à | 733,990 | N/A | N/A | 99.03%  |

Benoit Bazin, Chairman and Chief Executive Officer as of June 7, 2024

|  Quantifiable objectives financial (60%) of which: | FCF | 15% | 0 | à | 188,393 | 131,875 | 143% | 100.00% | 188,393  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Group operating income | 15% | 0 | à | 188,393 | 131,875 | 143% | 100.00% | 188,393  |
|   |  ROCE | 15% | 0 | à | 188,393 | 131,875 | 141% | 98.50% | 185,568  |
|   |  Group recurring net income per share | 15% | 0 | à | 188,393 | 131,875 | 143% | 100.00% | 188,393  |
|   | Quantifiable financial total | 60% | 0 | à | 753,574 | 527,502 | 142% | 99.63% | 750,748  |
|  Quantifiable objectives CSR (15%) of which: | Carbon | 5.00% | 0 | à | 62,798 | N/A | N/A | 100.00% | 62,798  |
|   |  Safety | 5.00% | 0 | à | 62,798 | N/A | N/A | 85.00% | 53,378  |
|   |  Diversity and teams | 5.00% | 0 | à | 62,798 | N/A | N/A | 100.00% | 62,798  |
|   |  Quantifiable CSR total | 15% | 0 | à | 188,393 | N/A | N/A | 95.00% | 178,974  |
|   | Quantifiable total | 75% | 0 | à | 941,967 | N/A | N/A | 98.70% | 929,722  |
|  Qualitative objectives (see above for a detailed description of each objective) (25%) of which: | Objective 1 | 6.25% | 0 | à | 78,497 | N/A | N/A | 100.00% | 78,497  |
|   |  Objective 2 | 6.25% | 0 | à | 78,497 | N/A | N/A | 100.00% | 78,497  |
|   |  Objective 3 | 6.25% | 0 | à | 78,497 | N/A | N/A | 100.00% | 78,497  |
|   |  Objective 4 | 6.25% | 0 | à | 78,497 | N/A | N/A | 100.00% | 78,497  |
|   | Qualitative (global) | 25% | 0 | à | 313,989 | N/A | N/A | 100.00% | 313,989  |
|  TOTAL VARIABLE SHARE |   | 100% | 0 | à | 1,255,958 | N/A | N/A | 99.03% | 1,243,711  |

# Quantifiable variable compensation

The components and objectives of the quantifiable variable compensation of Mr. Benoit Bazin, as Chief Executive Officer for the period from January 1 to June 6, 2024 and as Chairman and Chief Executive Officer for the period from June 7 to December 31, 2024, are identical for the two periods. Similarly, the assessment of their attainment was analyzed for the entire 2024 fiscal year.

# Quantifiable financial variable compensation

In 2024, free cash flow was €4,031 million, Group operating income €5,304 million, ROCE 14.3 %, and Group recurring net income per share €6.95. These results corresponded to attainment rates of 100% for all criteria with the exception of the ROCE criterion, the achievement rate of which is 98.5% taking into account the goodwill added in 2024 (notably CSR and Bailey).

These results are excellent, particularly given the challenging environment in new construction in Europe.

Saint-Gobain's excellent performance, as reflected in the achievement rates outlined above, is recognized by the markets, as evidenced by the evolution of its share price in 2024: the 5th largest increase seen in the CAC 40.

As explained above p. 248, the limits of the quantifiable objectives, which are in line with guidance provided on February 29, 2024, "a double-digit operating margin" and financial objectives of the Capital Markets Day of October 6, 2021. The Company does not issue guidance on the financial criteria that constitute the quantifiable objectives, and disclosing these limits would constitute de facto guidance, which does not comply with best practices in financial communication. The quantifiable objectives are determined based on the budget, which remains confidential for the same reasons.

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For each quantifiable objective, the portion of the variable remuneration relating to it is triggered when the objective in question is achieved, depending on the case, between 85% and 90% of the target for the objective in question (based on the budget), and reaches its maximum when the objective reaches between 110% and 113%, as appropriate, of the target for the objective in question.

In 2024, as in 2023, the performance compensation mechanism in the event of outperformance did not apply given the strong performance across all financial criteria.

## CSR quantifiable variable compensation

The Board of Directors, at its meeting of February 27, 2025, on the recommendation of the Nominations and Remuneration Committee, noted that the level of attainment for each of the quantifiable CSR objectives, across the whole of 2024 fiscal year:

- carbon objective: the Group's CO₂ emissions in scope 1 and 2 were 8.5 million metric tons in 2024, which corresponds to a achievement rate of 100%;
- safety objective: TRAR was 1.4 in 2024, which corresponds to a completion rate of 85%, slight deterioration due in particular to the integration of acquired companies that do not perform as well as the Group;
- diversity and team objective: the diversity index stood at 91.3% in 2024, which corresponds to a achievement rate of 100%.

These indicators apply to the Group and are reviewed by the sustainability auditor.

## Qualitative variable compensation

At its meeting of February 27, 2025, on the recommendation of the Nomination and Remuneration Committee, the Board set:

- the overall level of achievement of the three identical qualitative objectives for the two periods at 100%; and
- the overall level of achievement of the specific objective for variable compensation of Mr. Benoit Bazin as Chairman and Chief Executive Officer for the period from June 7 to December 31, 2024 inclusive at 100%.

For the three qualitative variable compensation objectives common to the period from January 1, 2024 to June 6, 2024 inclusive and to that from June 7, 2024 to December 31, 2024 inclusive, it took into consideration the following main achievements:

- With regard to stakeholders management, the Board of Directors noted the following points in particular:

- External visibility of the Group's strategy, image and influence: the Group's strategy, its alignment with its purpose and its position as world leader in sustainable construction, are recognised and understood by stakeholders. The Saint-Gobain brand has seen its visibility increase, particularly with the partnership with the Paris 2024 Olympic and Paralympic Games.
- Investors and stock market perception, the Group's image remains very positive thanks to a clear and legible strategy, a successful rotation of its portfolio and solid financial results. The commitment to investors has been particularly active, and Saint-Gobain has achieved one of its best stock market performances in 2023 and 2024, ranking 2nd in 2023 and 5th in 2024 respectively in terms of annual progression within the CAC 40 (+30 points to that of the CAC 40 in 2024).

- Rating agencies: the Group has maintained its credit rating, which has been revised since April 2023 to 'BBB+ stable' at S&amp;P and its equivalent rating at Moody's ('Baal stable').
- Customers: the Group is continuing its customer-centric approach at every level, based on three key areas: cultivating a customer-oriented culture, identifying customer insights and strengthening customer services, through ongoing initiatives such as the "Pulse" and "Supply Chain Excellence" programmes.

- With regard to the continued optimisation of the Group's consolidation scope, the Board of Directors noted the following points in particular:

- Disposals: the continuation of the programme of disposals of non-strategic businesses or businesses that are too far removed from the Group's expectations in terms of financial performance, with 10 disposals completed in 2024 for a total of €292 million in revenue;
- Acquisitions: the Group finalised four major acquisitions in 2024 for a total of around €5 billion in high-growth areas: CSR in Australia, Bailey in Canada, OVNIVER (Cemix brand) and FOSROC in construction chemicals (Mexico, India, Middle East). The Group's acquisitions have enabled it to renew 40% of its sales since 2018, with €9.6 billion in divested sales and €6.8 billion in acquired sales, while improving its profitability profile and geographical balance;
- Integration of recent acquisitions in construction chemicals: proceeding satisfactorily. These acquisitions have enabled the creation of a world leader in construction chemicals, with annual sales of €6.5 billion (pro forma for changes in consolidation scope).

- With regard to deployment of the "Grow &amp; Impact" strategic plan in its six priority actions (1 - Position ourselves in high-growth markets, 2 - Be solutions-oriented, combining performance and sustainability, 3 - Drive growth through client innovation and the power of data, 4 - Embed Corporate Social Responsibility in our decisions and actions, 5 - Strengthen our "TEC" (Trust, Empowerment and Collaboration) culture, 6 - Have the best teams in a diverse and inclusive work environment) the Group's actions are described in section 3.4.2, p. 168. The Board of Directors noted in particular:

- Strategic acquisitions in 2024 in North America, Asia, Africa and the Middle East, with a particular focus on the construction chemicals segment. Commercial and R&amp;D efforts are concentrated on high-growth segments.
- Ramp-up of the 'Saint-Gobain Solutions' organisations in the main European countries, as well as the continuation of the key account partnership approach, aimed at broadening the service offering and strengthening the Group's ability to offer sustainable and low-carbon solutions.
- Continued deployment of innovation around key priorities, with four major achievements with Oraé (low-carbon glass in Europe and India), ClimateFlex (a roofing technology resistant to extreme weather events), Lanaé (a glass wool designed from c.50% recycled glass and a biosourced binder), Enaé (a new range of mortars with a low carbon footprint), EnveoVent (high-performance façade systems) and EnviroMix®C-Clay (a range of admixtures developed by Chryso enabling the reduction of cement's carbon footprint by up to 40% with the use of calcined clay), and Gyproc SoundBloc Infina 100 (the

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Group's first plasterboard made from 100% recycled gypsum, in the United Kingdom).

- Continued deployment of the social responsibility policy in the Group's actions and decisions through the implementation of the CSRD and significant progress in reporting, training of 81,000 employees in the "Fresque du climat" workshop by the end of 2024 (compared with 34,000 by the end of 2023), the deployment of related commitment programmes supported by a growing number of internal ambassadors, acceleration of investments related to 'water' theme, and implementation of reporting to monitor progress on recycling and packaging initiatives.
- Very positive results in the 2024 survey ("me@Saint-Gobain") which reveal progress despite already very high scores and a deteriorated economic situation. Various initiatives have been put in place to develop and deepen the TEC culture and reinforce the culture of outperformance, notably by drawing on sporting and Olympic values on the occasion of the Paris 2024 Games.
- Obtaining the 'Top Employer Global' label for the tenth consecutive year, and the continuation of local initiatives to promote inclusion in the various countries where the Group operates. These actions reflect the Group's commitment to accelerate its sustainable growth while consolidating its impact in key sectors for the future.

For the specific objective in Mr Benoit Bazin's qualitative variable compensation as Chairman and Chief Executive Officer, that of management of the transition from Chief Executive Officer to Chairman and Chief Executive Officer, the Board noted in particular the following elements:

- Taking up of office of the Chairman and Chief Executive Officer: this was unanimously welcomed by the directors, who emphasised the success of a well-prepared transition. The evaluation of his duties, both as Chief Executive Officer and Chairman of the Board of Directors, was very positive, particularly with regard to transparency, openness, the quality of listening, as well as the fluidity of exchanges and the quality of debates.
- Integration of the three new directors: this integration was a success, and their contribution was noted and widely appreciated by all the members of the Board.
- Relations between the Lead Director and Vice-Chairman of the Board and the Chairman and Chief Executive Officer: these relations have been established in a harmonious and efficient manner; their collaboration is constructive, which contributes positively to the dynamics of the Board of Directors.

Thus:

- for the period from January 1, 2024, to June 6, 2024 (inclusive), the achievement rate is 99.03%, and
- for the period from June 7, 2024, to December 31, 2024, the achievement rate is 99.03%.

# (iii) Benoit Bazin's long-term incentive scheme

## Cap for the allocation of Mr Benoit Bazin, Chairman and Chief Executive Officer

In accordance with the compensation policy approved by the General Shareholders' Meeting on June 6, 2024, the allocation of long-term compensation instruments to the Chairman and Chief Executive Officer is capped at 75,000 shares. This cap, which defines the latitude available to the Board at the time of granting long-term compensation instruments, does not necessarily prejudice the decision that will be taken subsequently by the Board. This cap is unchanged from that of 2023.

In addition, the Chairman and Chief Executive Officer can not be allocated more than 10% of the overall grant of performance shares under the plan implemented in 2024 (no performance unit plan).

## Allocation of Mr Benoit Bazin, Chairman and Chief Executive Officer

As the allocation of performance shares is usually made in November of each year, Mr Benoit Bazin did not receive long-term compensation as Chief Executive Officer for the period from January 1, 2024 to June 6, 2024 inclusive.

On November 28, 2024, the Board of Directors, on the recommendation of the Nomination and Remuneration Committee, decided to grant 75,000 shares to Mr Benoit Bazin, as Chairman and Chief Executive Officer, over the period from June 7, 2024 to December 31, 2024 inclusive.

In its decision, the Board took into account the Group's excellent performance in 2024, despite a challenging environment in new construction in Europe, the quality of its stock market performance, and the very good results of the last assessment of the Board's performance, which justified to grant the maximum number of performance shares to Mr Benoit Bazin allowed by the compensation policy adopted for 2024 by shareholders. The Board also took into account that the maximum direct compensation for 2024, amounting to €7,752,932 (fixed + maximum variable + LTI awarded), which would result from the allocation of 75,000 shares with an IFRS value of €4,242,932 at the time of their allocation in November 2024, is 6% lower than the 2024 median of the CAC 40 industrial companies and 3.7% higher than the 2024 median of the CAC 40 companies of Chairmen and Chief Executive Officers.

Mr Benoit Bazin, while thanking the Board for this recognition, informed the Board of his decision to be awarded not 75,000 performance shares under the 2024 plan, but 65,000 (thus waiving part of the allotment decided by the Board). This is a strictly personal decision by Mr Benoit Bazin, while is linked in particular to the increase in the share price compared with last year. The Board took note of this decision which it unanimously welcomed.

The 65,000 performance shares allotted to Mr Benoit Bazin represented a total value (according to IFRS standards), at the time of allotment in November 2024, of €3,677,208, corresponding to 104.8% of his maximum overall gross compensation for the 2024 fiscal year. Based on this value, the Mr. Benoit Bazin's maximum annualised direct compensation in 2024 amounts to €7,187,208. It is 3.8% lower than the 2024 median of the CAC 40 companies and 12.9% lower than the 2024 median of the CAC 40 industrial companies, of Chairmen and Chief Executive Officers.

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This allotment of 65,000 performance shares represents approximately 0.01% of the capital stock, which is less than the sub-cap set by the General Shareholders' Meeting of June 2, 2022, and less than the cap of 10% of the overall allocation envelope of performance shares decided by the Board.

The features of the performance shares, specifically the attendance and performance conditions to which any allocation is subject and which apply to the Chairman and Chief Executive Officer, are explained in section 5.2.4, p. 317.

No stock option or performance unit plans were implemented in 2024.

## Share Retention rules

The Chairman and Chief Executive Officer is required to retain 50% of the performance shares awarded in 2024 that will be delivered until the termination of his duties. However, this retention obligation ceases to apply if and when the total number of Saint-Gobain shares that the Chairman and Chief Executive Officer holds personally in registered form - on the date of delivery of the performance shares - reaches the equivalent of three years of fixed gross compensation (based on the average of the opening trading prices of the Saint-Gobain share on the 20 trading days preceding the date of delivery of the performance shares and his gross fixed compensation then in force).

## Hedging rules

The Chairman and Chief Executive Officer has formally undertaken not to hedge his risk either on stock options or on shares resulting from the exercise of stock options, on performance shares or on performance units he has been or will be granted during his term of office as executive corporate officer, until the cessation of his duties. To the Company's knowledge, the executive corporate officer has not hedged his risk.

## Closed periods

By virtue of the applicable regulations as reiterated in the Board's internal rules (see section 9.1.1.B, p. 480), current executive corporate officers must refrain from conducting any transactions on Saint-Gobain securities for 30 days prior to the announcement of annual and half-year consolidated financial statements, up until the following day (10:00 AM), as well as for 15 days prior to the release of quarterly consolidated sales. Outside of these periods, they are also required, as are the other Directors, to abide by the provisions on the prevention of insider trading.

## Stock options

The tables below present the stock options exercised by the executive corporate officers during the 2024 fiscal year.

No stock option plan was implemented since 2018.

TABLE 4 - STOCK OPTIONS GRANTED IN 2024 TO THE EXECUTIVE CORPORATE OFFICERS (AMF NOMENCLATURE)

|  Name of the Executive corporate officer | Plan date | Type of options (subscription or purchase) | Value (based on method used to prepare the consolidated financial statements) | Number of options granted during the fiscal year | Exercise price | Exercise period  |
| --- | --- | --- | --- | --- | --- | --- |
|  Pierre-André de Chalendar, Chairman of the Board of Directors until June 6, 2024^{a} | N/A | N/A | N/A | N/A | N/A | N/A  |
|  Benoit Bazin, Chief Executive Officer until June 6, 2024 | N/A | N/A | N/A | N/A | N/A | N/A  |
|  Benoit Bazin, Chairman and Chief Executive Officer since June 7, 2024 | N/A | N/A | N/A | N/A | N/A | N/A  |

TABLE 5 - STOCK OPTIONS GRANTED IN RESPECT OF THE TERM OF OFFICE AND EXERCISED IN 2024 BY THE EXECUTIVE CORPORATE OFFICERS (AMF NOMENCLATURE)

|  Name of the Executive corporate officer | Plan date | Type of options (subscription or purchase) | Number of options granted during the fiscal year | Exercise price  |
| --- | --- | --- | --- | --- |
|  Pierre-André de Chalendar, Chairman of the Board of Directors until June 6, 2024^{(a)} | N/A | N/A | N/A | N/A  |
|  Benoit Bazin, Chief Executive Officer until June 6, 2024 | N/A | N/A | N/A | N/A  |
|  Benoit Bazin, Chairman and Chief Executive Officer since June 7, 2024 | 11/26/2015 | Purchase | 4,266 | 39.47 €  |
|   |  11/24/2016 | Purchase | 4,165 | 40.43 €  |

(a) Options granted to Mr. Pierre-André de Chalendar as Chairman and Chief Executive Officer.

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# Performance shares

The following tables show the performance shares granted or delivered to the executive corporate officers during the 2024 fiscal year.

TABLE 6 - PERFORMANCE SHARES GRANTED IN 2024 TO THE EXECUTIVE CORPORATE OFFICERS (AMF NOMENCLATURE)

|  Name of the Executive corporate officer | Plan date | Number of options granted during the fiscal year | Value of granted shares (based on method used to prepare the consolidated financial statements) | Vesting date | Availability date | Performance conditions  |
| --- | --- | --- | --- | --- | --- | --- |
|  Pierre-André de Chalendar, Chairman of the Board of Directors until June 6, 2024 | N/A | N/A | N/A | N/A | N/A | N/A  |
|  Benoit Bazin, Chief Executive Officer until June 6, 2024 | N/A | N/A | N/A | N/A | N/A | N/A  |
|  Benoit Bazin, Chairman and Chief Executive Officer since June 7, 2024 | 11/28/2024 | 65,000 | 3,677,208 | 11/27/2028 | 12/1/2028 | See plans details*  |

* See section 5.2.4, p. 317.

TABLE 7 - SHARES GRANTED FREE OF CHARGE AND WHICH BECAME AVAILABLE IN 2024 FOR EACH EXECUTIVE CORPORATE OFFICER (AMF NOMENCLATURE)

|  Name of the Executive corporate officer | Plan date | Number of shares delivered during the year | Availability date  |
| --- | --- | --- | --- |
|  Pierre-André de Chalendar, Chairman of the Board of Directors up to June 6, 2024 (a) | N/A | N/A | N/A  |
|  Benoit Bazin, Chief Executive Officer from up to June 6, 2024 | N/A | N/A | N/A  |
|  Benoit Bazin, Chairman and Chief Executive Officer since June 7, 2024 (b) | 11/26/2020 | 57,500 | 11/29/2024  |

(a) It should be noted that Mr. Pierre-André de Chalendar left his position as Chairman of the Company's Board of Directors at the end of the Shareholders' Meeting of June 6, 2024 and no longer held any position within the Company on the date on which the performance shares of the 2020 performance share plan became available during the 2024 financial year.
(b) Shares granted for a term of office as executive corporate officer.

# Performance units

No performance unit plans have been set up since 2015, and there are no longer any performance unit plans being vested (see section 5.2.4, p. 317). No performance units therefore became exercisable during fiscal year 2024.

# D - Employment contract, retirement benefits and severance indemnities for executive corporate officers

# Mr. Pierre-André de Chalendar

TABLE 11 - EMPLOYMENT CONTRACT, RETIREMENT BENEFITS AND TERMINATION BENEFITS FOR THE CHAIRMAN OF THE BOARD OF DIRECTORS (AMF NOMENCLATURE)

|  Executive corporate officer | Employment contract |   | Supplementary pension scheme |   | Indemnities or benefits due or likely to be due as a result of termination or a change of role |   | Indemnities in relation to a non-compete clause  |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Yes | No | Yes | No | Yes | No | Yes | No  |
|  Pierre-André de Chalendar, Chairman of the Board of Directors up to June 6, 2024 (a) |  | X |  | X (b) |  | X |  | X  |

(a) Note that from the end of the General Meeting of Shareholders of June 6, 2024, Mr. Pierre-André de Chalendar ceased to hold the position of Chairman of the Company's Board of Directors.
(b) Note that Mr. Pierre-André de Chalendar decided to retire and exercise his rights under the supplementary defined-benefit pension plan "SGPM" of which he was a beneficiary as Chairman and Chief Executive Officer, as of July 1, 2021. Pro rata Temporis, for the 2024 fiscal year and until the end of his term of office as Chairman of the Board of Directors, i.e. June 6, 2024 (inclusive), his gross retirement amounted to 188,308 euros.

Mr. Pierre-André de Chalendar benefits from the commitments made by the Group to him, as described below.

# Health and personal risk insurance

See the "Health and personal risk insurance" section described below.

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## Mr. Benoit Bazin

TABLE 11 - EMPLOYMENT CONTRACT, RETIREMENT BENEFITS AND TERMINATION BENEFITS OF HIS TERMS OF OFFICE (AS CHIEF EXECUTIVE OFFICER AND THEN CHAIRMAN AND CHIEF EXECUTIVE OFFICER) (AMF NOMENCLATURE)

|  Executive corporate officer | Employment contract |   | Supplementary pension scheme |   | Indemnities or benefits due or likely to be due as a result of termination or change of duties |   | Indemnities in relation a non-compete clause  |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Yes | No | Yes | No | Yes | No | Yes | No  |
|  Benoit Bazin (a) |  | X (b) | X |  | X |  | X |   |

(a) It should be noted that following the General Shareholders' Meeting of Shareholders of June 6, 2024, Mr. Benoit Bazin took up the position of Chairman and Chief Executive Officer of the Company.
(b) Mr. Benoit Bazin whose employment contract, entered into when he joined the Group on September 1, 1999, had been suspended since January 1, 2019, for the entire duration of his term of office as Chief Operating Officer, agreed to renounce his employment contract as from July 1, 2021, the date on which he became Chief Executive Officer.

Mr. Benoit Bazin benefits from the commitments made by the Group to him, as described below.

## Severance indemnity for Chairman and Chief Executive Officer

See the heading "Severance indemnity" described hereunder.

## Non-compete indemnity

See the heading "Non-compete indemnity" described hereunder.

## Supplementary pension scheme

See the heading "Supplementary pension arrangements" described hereunder.

## Health and personal risk insurance

See the "Health and personal risk insurance" section described below.

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## E - Compensation components paid to executive corporate officers during the 2024 fiscal year or granted in respect of the same fiscal year, subject to the approval of the General Shareholders' Meeting of June 5, 2025 (ex-post Say-on-Pay)

Article L. 22-10-34 II of the French Commercial Code requires that the fixed, variable and exceptional components of the total compensation and benefits of any kind, paid during the past fiscal year or allocated for the same fiscal year to executive corporate officers, be submitted to the General Shareholders' Meeting for approval each year. This vote is binding (as opposed to an advisory vote).

The compensation components paid in 2024 or granted in respect of that fiscal year to Pierre-André de Chalendar, Chairman of the Board of Directors from January 1 to June 6, 2024, and to Benoit Bazin, Chief Executive Officer from January 1 to June 6, 2024 and then Chairman and Chief Executive Officer from June 7 to December 31, 2024, were decided by the Board of Directors at its meetings of February 29, 2024, November 28, 2024, and February 27, 2025, on the proposal of the Nomination and Remuneration Committee, pursuant to the compensation policies for (i) the Chairman of the Board of Directors, (ii) the Chief Executive Officer from January 1 to June 6, 2024, and (iii) the Chairman and Chief Executive Officer from June 7 to December 31, 2024, approved by the General Shareholders' Meeting of June 6, 2024 (the 12th, 13th and 14th resolutions) and in accordance with the principles outlined above, in the sections on compensation and benefits paid or granted to executive corporate officers for the 2024 fiscal year, in section 5.2.2, p. 282.

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a. Compensation components paid in 2024 or granted in respect of that fiscal year to Pierre-André de Chalendar, Chairman of the Board of Directors for the period from January 1, 2024, to June 6, 2024, inclusive, subject to approval by the General Shareholders' Meeting of June 5, 2025 (ex-post Say-on-Pay)

The following table shows the compensation components paid in the 2024 fiscal year or granted in respect of that fiscal year to Pierre-André de Chalendar, Chairman of the Board of Directors from January 1 to June 6, 2024, subject to shareholders' approval at the General Shareholders' Meeting of June 5, 2025, in accordance with Article L. 22-10-34 II of the French Commercial Code.

Compensation components paid to Mr. Pierre-André de Chalendar, Chairman of the Board of Directors from January 1 to June 6, 2024, for fiscal year 2024 or granted in respect of that fiscal year (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Fixed compensation | Amount paid: €194,262 (a) (Board of Directors meeting of February 29, 2024) | In accordance with the compensation policy approved by the General Meeting of 6 June 2024, the compensation of Mr Pierre-André de Chalendar was set at 450,000 euros per annum, amounting to 194,262 euros for the period from 1 January 2024 to 6 June 2024 inclusive, without any increase since 2021, when he took his position as Chairman of the Board of Directors, even though the Nomination and Remuneration Committee had noted in 2021, with the assistance of an external firm, that this level was lower than the median remuneration of non-executive chairmen of CAC 40 companies (excluding financial companies) who previously held the position of Chairman and Chief Executive Officer.  |
|  Annual variable compensation | None | Mr. Pierre-André de Chalendar has not been granted any annual variable compensation.  |
|  Deferred variable compensation | None | Mr. Pierre-André de Chalendar has not been granted any deferred variable compensation.  |
|  Multi-annual variable compensation | None | Mr. Pierre-André de Chalendar has not been granted any multi-year variable compensation.  |
|  Exceptional compensation | None | Mr. Pierre-André de Chalendar has not been granted any exceptional compensation.  |
|  Long-term compensation | None | No long-term compensation was awarded to Pierre-André de Chalendar in 2024.  |
|  Compensation for serving as a Director | None | Mr. Pierre-André de Chalendar does not receive any compensation for his term of office as Director of Compagnie de Saint-Gobain.  |
|  In-kind benefits | 1,427 € (book value) | Mr. Pierre-André de Chalendar has use of a company car.  |
|  Severance indemnity | None | The Board of Directors has not granted any severance indemnity to Mr. Pierre-André de Chalendar.  |
|  Non-compete a non-compete clause | None | The Board of Directors has not granted any non-compete indemnity to Mr. Pierre-André de Chalendar.  |
|  Health and personal risk insurance |  | Mr. Pierre-André de Chalendar benefits from the Group's health and personal risk insurance policies entered into with GAN and Mutuelle Malakoff Médéric respectively during his term of office.  |

(a) The amounts paid or allocated to Mr Pierre-André de Chalendar as Chairman of the Board of Directors for the 2024 fiscal year, set at €450,000 per annum, were calculated pro rata temporis from January 1 to June 6, 2024 (inclusive).

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# b. Compensation components paid in 2024 or granted in respect of that fiscal year to Benoit Bazin, Chief Executive Officer for the period from January 1, 2024, to June 6, 2024, inclusive, subject to approval by the General Shareholders' Meeting of June 5, 2025 (ex-post Say-on-Pay)

The following table shows the compensation components paid during the 2024 fiscal year or granted in respect of that fiscal year to Benoit Bazin, Chief Executive Officer from January 1 to June 6, 2024, subject to approval at the General Shareholders' Meeting of June 5, 2025, in accordance with Article L. 22-10-34 II of the French Commercial Code.

Compensation components paid during fiscal year 2024 or granted in respect of that fiscal year to Benoit Bazin, Chief Executive Officer from January 1 to June 6, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Fixed compensation | Amount paid: €431,694 (Board of Directors meeting of February 29, 2024) | In accordance with the compensation policy approved by the General Shareholders' Meeting on June 6, 2024, the fixed compensation of Mr Benoit Bazin was set at 1,000,000 euros per year, amounting to 431,694 euros for the period from January 1, 2024 to June 6, 2024 inclusive, without any increase since 2021, when he took his office as Chief Executive Officer, even though the Nomination and Remuneration Committee noted in 2021 and every year since then, with the assistance of an external firm, that this level is lower than the median of CAC 40 companies and CAC 40 industrial companies. This fixed annual remuneration of 1,000,000 euros is 20% and 25% lower, respectively, than the median of the 2023 benchmark of fixed remuneration of Chief Executive Officers of CAC 40 and CAC 40 industrial companies Chairmen and Chief Executive Officers of CAC 40 companies (€1,275,000).  |
|  Annual variable compensation | Amount due: €726,725 (Board meeting of February 27, 2025) | In accordance with the remuneration policy approved by the General Shareholders' Meeting of 6 June 2024, on the proposal of the Nomination and Remuneration Committee, the Board of Directors, at its meeting of 27 February 2025, set the variable compensation of Mr Benoit Bazin as Chief Executive Officer as follows for the period from 1 January to 6 June 2024 inclusive. In view of the nature of the objectives of his variable compensation, their achievement, detailed below, was analysed by the Board of Directors for the whole of the 2024 financial year and the sums due were calculated pro rata temporis from January 1, 2024 to June 6, 2024 for the 2024 annual variable remuneration due as Chief Executive Officer: • the amount of the variable portion in respect of the four quantifiable financial objectives (return on capital employed (ROCE), Group operating income, Group recurring net income per share, free cash flow) amounts to 438,677 euros, corresponding to the following achievement rates: - ROCE: 98.5% (14.3%); - the Group's operating income : 100% (5,304 million euros); - Group recurring net income per share: 100% (6,95 euros); - Free cash flow: 100% (4,031 million euros). In total, the rate of achievement of the quantifiable financial objectives is 99.63%. For each quantifiable objective, the variable compensation component is triggered when the objective in question is achieved, as the case may be, between 85% and 90% of the target for the objective in question (based on the budget), and reaches its maximum when the objective is achieved between 110% and 113%, as the case may be, of the target for the objective in question. In view of the strong performance across all financial criteria, the mechanism for compensation in the event of over-performance did not apply in 2024 (as in 2023). The objectives for the above quantifiable criteria are not disclosed because Saint-Gobain does not publish guidance on these financial criteria. Disclosing them would lead to de facto guidance that is not in line with good financial communication practices. These objectives are determined on the basis of the budget, which is confidential for the same reasons. Of course, these quantifiable financial objectives for 2024 were in line with: - the guidance disclosed to the market on February 29, 2024 of a 'double-digit operating margin', - the annual average financial targets for the period 2021-2025 disclosed to the market during the Capital Markets Day on October 6, 2021, namely with regard to these criteria: - CFL: free cash flow conversion rate: greater than 50%. - ROCE: between 12% and 15%, also taking into account the impact on ROCE of the significant changes in consolidation scope in previous years (in particular, Kayan, Building Products of Canada, Izomaks, Dalsan, Twiga and Drymix), which is linked to the goodwill of the acquired companies and whose effect lasts for the first few years, before they create value (with a target year 3) - Operating income: operating margin between 9% and 11%.  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation components paid during fiscal year 2024 or granted in respect of that fiscal year to Benoit Bazin,
Chief Executive Officer from January 1 to June 6, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Annual variable compensation | Amount due: €726,625 (Board meeting of February 27, 2025) | • the amount of the variable portion for the three quantifiable CSR objectives (Carbon objective, Safety objective and Diversity and teams objective) is 104,578 euros, corresponding to an achievement rate of 95% (see section 5.2.2.C, p. 284 above): – 100% for the carbon objective; – 85% for the safety objective; and – 100% for the diversity objective.

To appreciate the demanding nature of these quantifiable CSR objectives, the impact of the significant changes in consolidation scope in recent years (acquisitions and disposals) should be taken into account for each criterion, notably:
– substantial mechanical impact on the Group's CO_{2} emissions. Overall, the impact is negative for acquisitions made in previous years, particularly, whose in 2023, taken into account from 2024 as acquisitions relate to companies with higher emission than disposals;
– also a significant impact on safety because the acquired companies rarely have such good safety performance as the Group.

• the amount of the variable portion in respect of the three qualitative objectives (stakeholder management, continued optimisation of the Group's scope and deployment of the 'Grow & Impact' strategic plan in its six action priorities) amounts to 183,470 euros, corresponding to the achievement of these objectives and a percentage of achievement of 100% (see section 5.2.2.C, p. 284).

For the period from 1 January to 6 June 2024 inclusive, the total variable portion of Mr Benoit Bazin's compensation as Chief Executive Officer amounts to 726,725 euros, corresponding to a percentage of achievement of 99.03%.

In total, for the period from 1 January to 6 June 2024 inclusive, the total compensation (fixed and variable) of Mr Benoit Bazin as Chief Executive Officer amounts to 1,158,419 euros.

In accordance with the law, payment of this amount is subject to approval of the Ordinary General Meeting of 5 June 2025.  |
|  Deferred variable compensation | None | Mr. Benoit Bazin has not been granted any deferred variable compensation.  |
|  Multi-annual variable compensation | None | Mr. Benoit Bazin has not been granted any multi-year variable compensation.  |
|  Exceptional compensation | None | Mr. Benoit Bazin has not been granted any exceptional compensation.  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation components paid during fiscal year 2024 or granted for the same fiscal year to Mr. Benoit Bazin, Chief Executive Officer from January 1 to June 6, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Performance shares | None | In accordance with its decision of February 29, 2024, the Board of Directors did not grant long-term compensation to the Chief Executive Officer for the period from January 1 to June 6, 2024 inclusive, as the allocation is usually made in November of each year.  |
|  Stock options | None | No stock options were granted to Mr. Benoit Bazin in 2024.  |
|  Performance units | None | No performance units were granted to Benoit Bazin in 2024.  |
|  Compensation for serving as a Director | None | Mr. Benoit Bazin does not receive any compensation in respect of the fiscal year for serving as a Director of Compagnie de Saint-Gobain.  |
|  In-kind benefits | 2,202 € (book value) | Mr. Benoit Bazin has use of a company car.  |
|  Severance indemnity | Cap set at twice the total gross annual compensation, including the non-compete indemnity | Mr Benoit Bazin terminated his employment contract, which he entered into with the Group more than 20 years ago, as from July 1, 2021. He has not been granted any indemnity payment on this occasion. In the event of forced departure, whatever form this takes, in the following circumstances: a. early termination or non-renewal of the term of office as Chief Executive Officer at the end of the term, except at his own initiative or in the event of serious or gross misconduct, or misconduct not related to the duties of Chief Executive Officer, or b. Forced Resignation. Mr Benoit Bazin would receive an indemnity equal to a maximum of twice the total gross annual compensation defined as the sum of the fixed portion of his annual compensation as Chief Executive Officer received at the date of termination of office, and the average of the variable portion of his annual compensation received or to be received in respect of the last three full fiscal years available during which he held the position of Chief Executive Officer and ended prior to the date of termination of his office. In any event, no amount would be due in respect of the severance indemnity in the event that Mr. Benoit Bazin leaves Compagnie de Saint-Gobain at his own initiative, other than in the circumstances described above, or if, leaving the Company at his own initiative in one of the circumstances described above, he had the opportunity, within 12 months following the date of termination of his duties as Chief Executive Officer, to retire and be eligible to benefit from his pension rights under the “2012” defined-benefit pension plan or any other supplementary pension plan then applicable (see the “Supplementary pension arrangements” section below). In any event, the combination of this severance indemnity and the non-compete indemnity may not exceed twice the amount of Benoit Bazin’s total gross annual compensation. Eligibility for severance indemnity will be subject to the fulfillment of a performance condition defined as the granting by the Board of Directors, on average for the last three full fiscal years available during which he held the position of Chief Executive Officer and closed prior to the date of termination of his duties, of a variable portion of compensation at least equal to half of the maximum amount set for this variable portion. The payment of this severance indemnity shall be subject to the prior verification by the Board of Directors, under the conditions prescribed by the applicable law, of the fulfillment of said performance condition, assessed on the date of termination of his duties.  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation components paid during fiscal year 2024 or granted in respect of that fiscal year to Benoit Bazin, Chief Executive Officer from January 1 to June 6, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Non-compete indemnity | Cap set at one year of total gross annual compensation and Combined non-compete indemnity and severance indemnity capped at two years of total annual gross compensation | Mr. Benoit Bazin has signed a firm and binding non-compete undertaking in favor of Compagnie de Saint-Gobain^{(a)} with a term of one year as from the date of his loss of office as Chief Executive Officer. In consideration of this undertaking, in the event of termination of office as Chief Executive Officer for any reason whatsoever, Mr. Benoit Bazin would receive an indemnity equal to one year's total gross annual compensation. The total gross annual compensation would consist of the same fixed and variable components as those used to determine the severance indemnity mentioned above. In consideration of this undertaking, in the event of termination of office as Chief Executive Officer for any reason whatsoever, Mr. Benoit Bazin would receive an indemnity equal to one year's total gross annual compensation. In any event, the combination of this non-compete indemnity and the severance indemnity may not exceed twice the amount of the total gross annual compensation of Mr. Benoit Bazin. It should be noted that this non-compete undertaking is a protection mechanism of the Saint-Gobain Group, the non-compete indemnity being the imperative financial consideration for the restrictions imposed. However, the Board of Directors has reserved the right to unilaterally waive the benefit of this non-compete undertaking no later than the date of termination of the office of the Chief Executive Officer, in which case the Chief Executive Officer would be released from any commitment and no sum would be due to him in this respect. In addition, the payment of the non-compete indemnity would be excluded as soon as Mr. Benoit Bazin benefited from his pension rights. In any event, no indemnity would be paid beyond the age of 65.  |
|  Supplementary pension | None | Following the freezing of the defined-benefit supplementary pension plan with conditional rights, set up in 2012, pursuant to Article L. 137-11 of the French Social Security Code (the "2012 Plan"), a defined-benefit supplementary pension plan with certain rights, meeting the conditions set out in Article L. 137-11-2 of the French Social Security Code (the "2012/2 Plan"), could be set up following the publication of the instruction of the Social Security Department on December 23, 2020. This 2012/2 Plan provides continuity to the 2012 Plan due to consistency in terms of population and benefits. Therefore, the 2012/2 Plan is not an addition to the 2012 Plan but a gradual replacement of it. Indeed, the pension rights vested annually in the 2012/2 Plan reduce the frozen rights in the 2012 Plan by the same proportion and are capped so that, when combined as the case may be with the frozen rights of the 2012 Plan, they do not allow the receipt of a benefit greater than that which could have resulted from the 2012 Plan if its closure had not been imposed by the Order of July 3, 2019. The characteristics of the 2012 and 2012/2 Plans are specified in the Chairman and Chief Executive Officer's compensation policy for 2025 submitted for approval to the Ordinary General Meeting (see section 5.2.2 F, p. 304). The extension of the 2012/2 Plan to Benoit Bazin as from 2021 results from the Chief Executive Officer's compensation policy for 2021, approved by the Ordinary General Meeting held on June 3, 2021 (14th resolution). The vesting of annual rights under the 2012/2 Plan is subject to the fulfilment of conditions related to the professional performance of Mr. Benoit Bazin assessed annually by the Board of Directors. The performance condition is defined as follows: the achievement, for the year in question, of at least 50% of the individual part of the quantifiable and qualitative objectives relating to the variable portion of the compensation. In February 2025, the Board of Directors noted that the performance condition determining the vesting of Mr. Benoit Bazin's rights in respect of 2024 had been met. As a result, under the 2012/2 plan, the rights vested in 2024 total a gross amount of approximately €40,000 per annum. In addition, as of December 31, 2024, the total estimated amount of the pension that will be received by Benoit Bazin under the 2012/2 Plan amounts to approximately €155,000 gross per annum. This indicative amount is calculated in accordance with the procedures set forth in article D. 22-10-16 of the French Commercial Code. As indicated, this amount reduces the amount that could be paid under the 2012 Plan. In fact, the estimated amount of the rights paid under the 2012/2 Plan, together with that of the rights which could be paid under the 2012 Plan, remains in any event lower than the cap provided for in the "2012" pension plan (eight times the annual social security cap, i.e., €370,944 in 2024) and the cap of 45% of fixed and variable compensation stipulated in the Afep-Medef Code.  |
|  Health and personal risk insurance |  | Mr. Benoit Bazin benefits from the Group's health and personal risk insurance policies entered into with GAN and Mutuelle Malakoff Médéric respectively during his term of office.  |

(a) Activity concerned: any company whose main activity is the trading of building materials or the production of building materials similar to those produced by Saint-Gobain. Territory: European Union, EFTA and Switzerland.

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c. Compensation components paid in 2024 or granted in respect of that fiscal year to Benoit Bazin, Chairman and Chief Executive Officer for the period from January 7, 2024, to June 31, 2024 inclusive, subject to approval by the General Shareholders' Meeting of June 5, 2025 (ex-ante Say-on-Pay)

The following table shows the compensation components paid during the 2024 fiscal year or granted in respect of that fiscal year to Benoit Bazin, Chairman and Chief Executive Officer from June 7 to December 31, 2024, subject to approval at the General Shareholders' Meeting of June 5, 2025, in accordance with Article L. 22-10-34 II of the French Commercial Code.

Compensation components paid during fiscal year 2024 or granted in respect of that fiscal year to Benoit Bazin, Chairman and Chief Executive Officer from June 7 to December 31, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Fixed compensation | Amount paid: €738,798 (Board of Directors meeting of February 29, 2024) | In accordance with the compensation policy approved by the General Shareholders' Meeting on June 6, 2024, and given the change in Mr Benoit Bazin duties from Chief Executive Office to Chairman and Chief Executive Officer since that date, Mr Benoit Bazin's compensation was set at set at €1,300,000 per year, amounting to €738,798 for the period from June 7, 2024, to December 31, 2024 inclusive. Additionally, the Board decided on February 29, 2024, that except for unforeseen exceptional events or other major reasons, this amount should remain stable for the next 5 years. This fixed annual compensation of €1,300,000 is lower than the median of the 2023 benchmark of Chairmen and Chief Executive Officers of CAC 40 industrial companies (€1,425,000) and slightly higher than the median of the 2023 benchmark of Chairmen and Chief Executive Officers of CAC 40 companies (€1,275,000).  |
|  Annual variable compensation | Amount due: €1,243,711 (Board of Directors meeting of February 27, 2025) | In accordance with the compensation policy approved by the General Shareholders' Meeting of 6 June 2024, on the proposal of the Nomination and Remuneration Committee, the Board of Directors, at its meeting of 27 February 2025, set the variable compensation of Mr. Benoit Bazin as Chairman and Chief Executive Officer as follows. In view of the nature of the objectives of his variable remuneration, their achievement was analysed by the Board of Directors over the whole of the 2024 financial year and the sums due were calculated pro rata temporis for the period from 7 June to 31 December 2024 inclusive for the 2024 annual variable compensation due as Chairman and Chief Executive Officer: • the amount of the variable portion in respect of the four quantifiable financial objectives (return on capital employed (ROCE), Group operating income, Group recurring net income per share, free cash flow) amounts to 750,748 euros, corresponding to the following achievement rates: - ROCE: 98.5% (14.3%); - the Group's operating income: 100% (5,304 million euros); - Group net recurring income per share: 100% (6.95 euros); - Free cash flow: 100% (4,031 million euros). In total, the rate of achievement of the quantifiable financial objectives is 99.63%. For each quantifiable objective, the variable compensation component is triggered when the objective in question is achieved, as the case may be, between 85% and 90% of the target for the objective in question (based on the budget), and reaches its maximum when the objective is achieved between 110% and 113%, as the case may be, of the target for the objective in question. In view of the strong performance across all financial criteria, the mechanism for compensation in the event of over-performance did not apply in 2024 (as in 2023). The objectives for the above quantifiable criteria are not disclosed because Saint-Gobain does not publish guidance on these financial criteria. Disclosing them would lead to de facto guidance that is not in line with good financial communication practices. These targets are determined on the basis of the budget, which is confidential for the same reasons. Of course, these quantifiable financial objectives for 2024 were in line with: - the guidance disclosed to the market on February 29, 2024 regarding a 'double-digit operating margin'; - the annual average financial objectives for the period 2021-2025 disclosed to the market during the Capital Markets Day on October 6, 2021, namely with regard to these criteria: - CFL: free cash flow conversion rate: greater than 50%. - ROCE: between 12% and 15%, also taking into account the impact on ROCE of the significant changes in consolidation scope in previous years (in particular, Kaycan, Building Products of Canada, Izomaks, Dalsan, Twiga and Drymix), which is linked to the goodwill of the acquired companies and whose effect lasts for the first few years, before they create value (with a target year 3). - Operating income: operating margin between 9% and 11%.  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation components paid during fiscal year 2024 or granted in respect of that fiscal year to Benoit Bazin, Chairman and Chief Executive Officer from June 7 to December 31, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Annual variable compensation | Amount due: €1,243,711 (Board of Directors meeting of February 27, 2025) | • the amount of the variable portion for the three quantifiable CSR objectives (Carbon objective, Safety objective and Diversity and teams objective) is 178,974 euros corresponding to an achievement rate of 95% (see section 5.2.2.C, p. 284 above): – 100% for the carbon objective; – 85% for the safety objective; and – 100% for the diversity objective.

To appreciate the demanding nature of these quantifiable CSR objectives, the impact of the significant changes in consolidation scope in recent years (acquisitions and disposals) should be taken into account for each criterion, notably:
– substantial mechanical impact on the Group's CO_{2} emissions. Overall, the impact is negative for acquisitions made in previous years, particularly, those in 2023, taken into account from 2024 as acquisitions relate to companies with higher emission than disposals;
– also a significant impact on safety because the acquired companies rarely have such good safety performance as the Group.

• the amount of the variable portion for the four qualitative objectives (stakeholder management, continued optimisation of the Group's scope, deployment of the 'Grow & Impact' strategic plan in its six action priorities and management of the transition (Chief Executive Officer/Chairman and Chief Executive Officer) amounts to 313,989 euros, corresponding to the achievement of these objectives and a percentage of achievement of 100% (see section 5.2.2.C, p. 284).

For the period from 7 June to 31 December 2024 inclusive, the total variable portion of Mr Benoit Bazin's remuneration as Chairman and Chief Executive Officer amounts to 1,243,711 euros, corresponding to a percentage achievement of 99.03%.

In total, for the period from 7 June to 31 December 2024 inclusive, the overall remuneration (fixed and variable) of Mr Benoit Bazin as Chairman and Chief Executive Officer amounts to 1,982,509 euros.

In accordance with the law, payment of this amount is subject to approval by the Ordinary General Meeting of 5 June 2025.  |
|  Deferred variable compensation | None | Mr. Benoit Bazin has not been granted any deferred variable compensation.  |
|  Multi-annual variable compensation | None | Mr. Benoit Bazin has not been granted any multi-year variable compensation.  |
|  Exceptional compensation | None | Mr. Benoit Bazin has not been granted any exceptional compensation.  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation components paid during fiscal year 2024 or granted for the same fiscal year to Mr. Benoit Bazin, Chairman and Chief Executive Officer from June 7 to December 31, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Performance shares | Amount due: €3,677,208 (value based on the method used to prepare the consolidated financial statements) | In accordance with the compensation policy approved by the General Shareholders' Meeting on June 6, 2024, the Board of Directors, at its meeting on November 28, 2024, on the recommendation of the Nomination and Remuneration Committee, decided to grant 75,000 shares to Mr Benoit Bazin as Chairman and Chief Executive Officer for the period from 7 June 2024 to 31 December 2024 inclusive. It should be noted that as the allocation is usually made in November of each year, Mr Benoit Bazin did not receive long-term compensation as Chief Executive Officer for the period from 1 January to 6 June 2024 inclusive. In its decision, the Board took into account the Group's excellent performance in 2024, despite a challenging environment in new construction in Europe, the quality of its stock market performance, and the very good results of the last assessment of the Board's performance, which justified to grant the maximum number of performance shares to Mr Benoit Bazin allowed by the compensation policy adopted for 2024 by shareholders. The Board also took into account that the maximum direct compensation for 2024, amounting to €7,752,932 (fixed + maximum variable + LTI awarded), which would result from the allocation of 75,000 shares with an IFRS value of €4,242,932 at the time of their allocation in November 2024, is 6% lower than the 2024 median of the CAC 40 industrial companies and 3.7% higher than the 2024 median of the CAC 40 companies of Chairmen and Chief Executive Officers. Mr Benoit Bazin, while thanking the Board for this recognition, informed the Board of his decision to be awarded not 75,000 performance shares under the 2024 plan, but 65,000 (thus waiving part of the allotment decided by the Board). This is a strictly personal decision by Mr Benoit Bazin, while is linked in particular to the increase in the share price compared with last year. The Board took note of this decision which it unanimously welcomed. The 65,000 performance shares allotted to Mr Benoit Bazin represented a total value (according to IFRS standards), at the time of allotment in November 2024, of €3,677,208, corresponding to 104.8% of his maximum overall gross compensation for the 2024 fiscal year. Based on this value, the Mr. Benoit Bazin's maximum annualised direct compensation in 2024 amounts to €7,187,208. It is 3.8% lower than the 2024 median of the CAC 40 companies and 12.9% lower than the 2024 median of the CAC 40 industrial companies, of Chairmen and Chief Executive Officers. This allocation of 65,000 performance shares represents approximately 0.01% of the share capital, i.e. less than the sub-cap set by the General Shareholders' Meeting of 2 June 2022 and less than the cap of 10% of the overall envelope for the allocation of performance shares decided by the Board. For the conditions related to presence and performance that govern the vesting of the performance shares granted on November 28, 2024, please refer to section 5.2.4, p. 317.  |
|  Stock options | None | No stock options were granted to Mr. Benoit Bazin in 2024.  |
|  Performance units | None | No performance units were granted to Benoit Bazin in 2024.  |
|  Compensation for serving as a Director | None | Mr. Benoit Bazin does not receive any compensation in respect of the fiscal year for serving as a Director of Compagnie de Saint-Gobain.  |
|  In-kind benefits | €2,898 (book value) | Mr. Benoit Bazin has use of a company car.  |
|  Severance indemnity | None | See the heading "Severance indemnity", in the part on the compensation policy for the Chief Executive Officer for 2025, subject to approval by the General Shareholders' Meeting of June 5, 2025 (ex-ante Say-on-Pay), section 5.2.2 E, p. 294 below.  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation components paid during fiscal year 2024 or granted for the same fiscal year to Mr. Benoit Bazin, Chairman and Chief Executive Officer from June 7 to December 31, 2024 (Article L. 22-10-34 II of the French Commercial Code) (ex-post Say-on-Pay)

|  Compensation components submitted to vote | Amounts paid or granted or book value subject to vote (in EUR) | Description  |
| --- | --- | --- |
|  Non-compete indemnity | None | See the section "Non-Compete Compensation" related to the compensation policy of the Chief Executive Officer for the period from January 1, 2024, to June 6, 2024 (Say-on-Pay ex post), in section 5.2.2, p. 282 above.  |
|  Supplementary pension arrangements | None | Following the freezing of the defined-benefit supplementary pension plan with conditional rights, set up in 2012, pursuant to article L. 137-11 of the French Social Security Code (the "2012 Plan"), a defined-benefit supplementary pension plan with certain rights, meeting the conditions set out in article L. 137-11-2 of the French Social Security Code (the "2012/2 Plan"), could be set up following the publication of the instruction of the Social Security Department on December 23, 2020. This 2012/2 Plan provides continuity to the 2012 Plan due to consistency in terms of population and benefits. Therefore, the 2012/2 Plan is not an addition to the 2012 Plan but a gradual replacement of it. Indeed, the pension rights vested annually in the 2012/2 Plan reduce the frozen rights in the 2012 Plan by the same proportion and are capped so that, when combined as the case may be with the frozen rights of the 2012 Plan, they do not allow the receipt of a benefit greater than that which could have resulted from the 2012 Plan if its closure had not been imposed by the Order of July 3, 2019. The characteristics of the 2012 and 2012/2 Plans are specified in the Chairman and Chief Executive Officer's compensation policy for 2025 submitted for approval to the Ordinary General Meeting (see section 5.2.2, p. 282). The extension of the 2012/2 Plan to Benoit Bazin as from 2021 results from the Chief Executive Officer's compensation policy for 2021, approved by the Ordinary General Meeting held on June 3, 2021 (14th resolution). The vesting of annual rights under the 2012/2 Plan is subject to the fulfillment of conditions related to the professional performance of Mr. Benoit Bazin assessed annually by the Board of Directors. The performance condition is defined as follows: the achievement, for the year in question, of at least 50% of the individual part of the quantifiable and qualitative objectives relating to the variable portion of the compensation. In February 2025, the Board of Directors noted that the performance condition determining the vesting of Mr. Benoit Bazin's rights in respect of 2024 had been met. As a result, under the 2012/2 plan, the rights vested in 2024 total a gross amount of approximately €40,000 per annum. In addition, as of December 31, 2024, the total estimated amount of the pension that will be received by Benoit Bazin under the 2012/2 Plan amounts to approximately €155,000 gross per annum. This indicative amount is calculated in accordance with the procedures set forth in article D. 22-10-16 of the French Commercial Code. As indicated, this amount reduces the amount that could be paid under the 2012 Plan. In fact, the estimated amount of the rights paid under the 2012/2 Plan, together with that of the rights which could be paid under the 2012 Plan, remains in any event lower than the cap provided for in the "2012" pension plan (eight times the annual social security cap, i.e., €370,944 in 2024) and the cap of 45% of fixed and variable compensation stipulated in the Afep-Medef Code.  |

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## F - Compensation policy for the Chairman and Chief Executive Officer subject to approval by the General Shareholders' Meeting of June 5, 2025 (ex-ante Say-on-Pay)

Article L. 22-10-8 II of the French Commercial Code requires that the compensation policy for executive corporate officers be submitted to the General Shareholders' Meeting for approval each year. This vote is binding (as opposed to an advisory vote).

At its meeting of February 27, 2025, the Board of Directors, on the proposal of the Nomination and Remuneration Committee, determined the compensation policy for the Chairman and Chief Executive Officer for fiscal 2025.

The general principles of the compensation policy for the Chairman and Chief Executive Officer described in section 5.2.2, p. 282, were reviewed by the Board of Directors and were confirmed for the 2025 fiscal year.

## Compensation policy for the Chairman and Chief Executive Officer subject to approval by the General Shareholders' Meeting of June 5, 2025 (ex-ante Say-on-Pay)

The table below details the compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to the approval of the General Shareholders' Meeting of June 5, 2025, pursuant to Article L. 22-10-8 II of the French Commercial Code, including the commitments made in his favor on matters such as compensation components and indemnities or benefits due or likely to be due in the event of termination of his duties.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Fixed compensation |  | The fixed portion of the compensation of the Chairman and Chief Executive Officer reflects his experience and responsibilities as Chairman and Chief Executive Officer and is comparable to that of equivalent positions in CAC 40 and CAC 40 industrial companies. In accordance with these principles, the Board of Directors decided on February 27, 2025, on the recommendation of the Nomination and Compensation Committee, to maintain this fixed compensation at €1,300,000 for 2025 (unchanged from the fixed compensation set for the period from June 7, 2024, to December 31, 2024). It is recalled that during its meeting on February 29, 2024, the Board decided that, except in the event of an unforeseen exceptional event or other major reasons, this amount should remain stable for five years starting in 2024. The Nomination and Remuneration Committee noted in February 2025, with the assistance of an external consulting firm, that this fixed compensation of €1,300,000 is lower than the median of the 2024 benchmark for Chairmen and Chief Executive Officers of CAC 40 industrial companies (€1,425,000) and slightly higher than the median of the 2024 benchmark for Chairmen and Chief Executive Officers of CAC 40 companies (€1,250,000).  |
|  Annual variable compensation | 170% of the fixed compensation at maximum | The Board of Directors has decided to maintain the cap for the annual variable portion of Mr Benoit Bazin's compensation at 170% of the fixed portion. This maximum variable portion at 170% of the fixed portion is lower than the median of the 2024 benchmark for maximum variable remuneration of Chairmen and Chief Executive Officers for both CAC 40 companies and CAC 40 industrial companies (185% in both cases). The amount of this variable compensation will be decided by the Board of Directors in 2026 on the basis of the achievement of quantifiable and qualitative objectives that it has set, as in 2024, accounting for 75% and 25% respectively of the variable portion of his compensation. The quantifiable objectives consist of financial objectives and CSR objectives, accounting for 60% and 15% of the variable remuneration respectively. • With regard to the quantifiable financial objectives, the Board has decided to retain four objectives (unchanged from 2024), considered relevant for assessing the operational and financial performance of the Group and its strategy (as in 2024), each counting for 25%: the return on capital employed (ROCE), the Group's operating income, the Group's net current income per share and free cash flow. For each quantifiable objective, the related variable compensation is triggered when the objective in question is achieved, as the case may be, between 85% and 90% of the target for the objective in question (based on the budget), and reaches its maximum when the objective is achieved between 110% and 113%, as the case may be, of the target for the objective in question. The targets for the above quantifiable criteria are not disclosed because Saint-Gobain does not publish forecasts (guidance) on these financial criteria. Disclosing them would lead to de facto guidance that is not in line with good financial communication practices. These targets are determined on the basis of the budget, which is confidential for the same reasons. Of course, these quantifiable financial targets are in line with: - the guidance provided to the market on February 27, 2025: 'Saint-Gobain is targeting an operating margin of more than 11% in 2025'; - the annual average financial targets for the period 2021-2025 disclosed to the market during the Capital Markets Day on October 6, 2021, namely with regard to these criteria: - CFL: free cash flow conversion rate: greater than 50%; - ROCE: between 12% and 15%, also taking into account the impact on ROCE of significant scope changes in previous years (notably the acquisitions of Kaycan, Building Products of Canada, CSR, Bailey, Fosroc, and Cemix) which is linked to the goodwill of the acquired companies and whose the effect lasts for the first few years before they create value (with a target year 3).  |

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Annual variable compensation | 170% of the fixed compensation at maximum | Given the volatility of the environment in which the Group operates, which makes it difficult to forecast each indicator, the Board of Directors, after consulting the Nomination and Remuneration Committee, reserves the right to apply in 2024 an "outperformance" mechanism unchanged from 2022, which would allow only partial compensation for the non-achievement of quantifiable financial objectives on certain criteria through exceptional outperformance on others. This compensation mechanism is partial because it addresses the concern that the maximum cannot be reached, when one criterion is 0. Indeed, in the extreme case of outperformance exceeding 20% of the maximum on three criteria and zero performance on the fourth, the quantifiable portion of the annual variable compensation would amount to only 91.8% of the fixed portion, while the maximum is set at 102% of the fixed portion (a). If this mechanism were implemented, it would be presented in the compensation elements of the Say-on-Pay ex post. In 2024, as in 2023, this mechanism did not need to be applied given the strong performance across all financial criteria. It is specified, where necessary, that the outperformance mechanism described above and applicable to the quantifiable financial part does not apply to the quantifiable CSR part.  |

- With regard to quantifiable CSR objectives, the Board has decided to select three objectives, each accounting for 5%:
- carbon objective: CO₂ emissions (in 'scope' 1 and 2) at current perimeter (i.e. at actual production) between 8.9 Mt (maximum) and 9.3 Mt (minimum) linear between these two limits; limits determined after taking into account the impact of recent acquisitions and disposals, which have a substantial mechanical impact on the Group's CO₂ emissions. Overall, the impact is negative for acquisitions made in previous years, while those made in 2024 will be taken into account from 2025, as acquisitions involve companies that emit more CO₂ than disposals.
- Furthermore, comparing the objective with the 2024 level is not necessarily meaningful for assessing its demanding nature for 2025 because the 2024 performance of 8.5 million tonnes of CO₂ is positively impacted by the decrease in volumes linked to the economic situation: a return of volumes would necessarily lead to additional emissions. It is in the light of these factors that the severity of the objective must be assessed. The Board of Directors will measure the consequences of exceptional events justifying an adjustment of the objectives of this performance condition, particularly in the event of a change in the Group's scope of consolidation or a change in accounting method, in order to neutralise, as far as possible, the consequences of these events on the objectives set at the date of allocation; it being specified that this does not prejudice the analysis that the Board could have on a possible adjustment:
- safety objective: TRAR between 1.5 (maximum) and 1.8 (minimum), linear between these two limits: limits determined after taking into account the impact of acquisitions, which rarely have as good safety performance as the Group;
- diversity and teams objective: diversity index (b) between 90% (maximum) and 85% (minimum), linear between these two limits.

(a) The quantifiable financial portion of the variable represents 60% of the variable portion, which may reach a maximum of 170% of the fixed portion, so that its maximum amount is 102% of the fixed portion.

(b) Index corresponding to the proportion of the Group's Senior managers who have at least one of the following three diversity characteristics: being of a non-French nationality, having diverse professional experience (having worked for Saint-Gobain in two countries other than their country of origin or in at least three different sectors, or having more than 12 years' experience outside the Saint-Gobain), and being a woman.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Annual variable compensation | 170% of the fixed compensation at maximum | • The Board has also adopted the following qualitative objectives, which are considered relevant insofar as they reflect the implementation of strategic orientations for the 2025 financial year (total of 25% of objectives): - Stakeholder management: continue to maintain and strengthen the external visibility of the strategy and the Group's image, while consolidating its influence. This includes managing relationships with financial investors, stock market perception, particularly rating agencies, the media and customers. - Group scope: continuing to optimise the Group's scope, focusing on the completion and integration of acquisitions. - Completion of the roll-out of the 'Grow & Impact 2021-2025' strategic plan and preparation of the next plan. - Governance: the operations of the Board and integration of newly appointed directors. In accordance with the law, the payment of variable remuneration to the Chairman and CEO for the 2025 financial year will be subject to the approval of the Ordinary General Meeting to be held in 2026.  |
|  Deferred variable compensation | None | The Board of Directors does not intend to grant deferred variable compensation to the Chairman and Chief Executive Officer for 2025.  |
|  Multi-annual variable compensation | None | The Board of Directors does not intend to grant any multi-year variable compensation to the Chairman and Chief Executive Officer for 2025.  |
|  Exceptional compensation | None | The Board of Directors does not intend to grant any exceptional compensation to the Chairman and Chief Executive Officer for 2025. In accordance with the law, the payment of any exceptional compensation would be conditioned to the approval of the 2026 General Shareholders' Meeting.  |
|  Indemnity for taking up office | - | The Board of Directors reserves the option, if a new Chairman and Chief Executive Officer were to be recruited from outside the Group, to grant them an indemnity for taking up office to compensate for the loss of benefits, in compliance with current practices, such as the annual variable compensation and/or long-term compensation components to which they were entitled in respect of their previous duties. This indemnity for taking up office could take the form of payments in cash and/or allocation of securities subject to performance conditions.  |

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Long-term compensation | Cap for the allocation of long-term compensation instruments to the Chairman-Chief Executive Officer of 75,000 shares and Cap for the allocation to the Chief Executive Officer set at 10% of the overall grant of performance shares in 2025 (no performance unit) and Caps for the allocation to the CEO to be provided for by the Resolutions relating to the allocation of stock options and free shares of the General Shareholders' Meeting of June 5, 2025 (similar to those set by the General Shareholders' Meeting of June 2, 2022) | The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, has decided that the allocation of long-term compensation instruments that could be granted to the Chairman and Chief Executive Officer may not exceed 75,000 shares. This cap, which defines the latitude available to the Board when allocating long-term compensation instruments, does not necessarily prejudice the decision that will be taken in November 2025. This cap is unchanged from that of 2024. In addition, the Board of Directors has decided that the Chairman and Chief Executive Officer may not be allocated more than 10% of the overall allocation of performance shares under the plan to be implemented in 2025 (no implementation of a performance unit plan). Finally, the Board of Directors, on the recommendation of the Nomination and Remuneration Committee, intends to propose to the General Shareholders' Meeting of 5 June 2025 that a sub-cap for the allocation of stock options to executive officers be maintained, identical to that set by the General Shareholders' Meeting of 2 June 2022, at 10% of the cap set by the 17th resolution (sub-cap shared with the 18th resolution of the same Meeting relating to the performance share allocation, which itself provides for a sub-cap of 10% for allocations to executive directors, which must also be maintained), and to keep the issue caps for stock options and performance shares unchanged. The Board of Directors also intends to make the delivery of performance shares (the only long-term remuneration instruments whose allocation is planned for 2025) subject to a condition of presence and to performance conditions that will be based at least on the following criteria historically used in the Group's long-term remuneration plans: - an internal performance criterion (the Group's ROCE); - a relative performance criterion (the stock market performance of the Saint-Gobain share compared to the CAC 40 stock market index); - a criterion relating to corporate social responsibility. These criteria were deemed relevant by the Board of Directors because they reflect the Group's operational, financial and non-financial performance and ensure that the beneficiaries are aligned with the interests of Saint-Gobain's shareholders. If these criteria were no longer relevant, the Board would set criteria of a comparable requirement in order to continue to put in place consistent compensation instruments in the long term. The performance objectives relating to each of the above criteria will be set by the Board of Directors when the performance shares are allocated and will be final. However, the Board of Directors may, after consulting the Nomination and Remuneration Committee, adjust them in exceptional events, particularly in the event of a change in the Group's scope of consolidation or a change in accounting method, in order to neutralise, as far as possible, the consequences of these events on the objectives set at the date of allocation. Any adjustment must be made within the applicable caps provided for in the remuneration policy. The assessment period for the performance conditions of long-term remuneration instruments may not be less than three years. Given the performance shares are awarded each year in November, the limits of the criteria cannot be set at the date of this document. The Board of Directors intends, not only as indicated above to retain the criteria historically set within the framework of the Group's long-term remuneration plans (unless they cease to be relevant), but also to apply the same rigour in the choice of limits as in the past. These limits will be set in line with both the guidance provided by the Group and the objectives that will be announced during the Capital Markets Day scheduled for the second half of 2025. See section 5.2.4 p. 317 for the criteria applicable to the plan implemented in November 2024. As in the past, the Board will set for the Chairman and Chief Executive Officer, regarding any allocation in 2025 under a long-term compensation plan in the form of performance shares, a strict obligation to retain those shares, that the Chairman and Chief Executive Officer must hold in registered form until the end of his term of office.  |

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Consequences of the termination of his duties as a corporate officer on his stock options, performance shares performance units and other long-term compensation instruments (c) | - | a) In the event of termination of his office as corporate officer, the Chairman and Chief Executive Officer (or his heirs in the event of death after termination of his office) will not be entitled to exercise stock options or receive performance shares, performance units and other long-term compensation instruments granted to him during his term as Chief Operating Officer for which the minimum exercise period, or the acquisition period, has not expired on the date of termination of his office as corporate officer (with the exception of death, disability or retirement events, in which case the long-term compensation instruments will be maintained as stated in the related rules for the long-term compensation plans concerned). b) The Board of Directors will nevertheless have the option, at the proposal of the Nomination and Remuneration Committee, to decide to derogate from the service condition and to maintain, exclusively on a pro rata temporis basis, the benefit of stock options, performance shares, performance units and other long-term compensation instruments granted to him since his appointment as Chief Operating Officer for which the minimum exercise period, or the acquisition period, will not have expired as of the date of termination of his office as corporate officer. Such decision by the Board of Directors shall occur no later than the day of the termination of office. Any such decision by the Board of Directors must be justified in accordance with the Afep-Medef Code. The exercise of stock options and performance units, and the vesting of performance shares and other long-term compensation instruments would nonetheless remain subject in this case to the fulfillment of the performance conditions stipulated in the rules of the relevant plans. c) By exception, the Board of Directors shall not have the option to maintain this benefit in the following cases: • dismissal for gross or serious misconduct, or serious misconduct not related to his duties; and • resignation from the duties of company Director which does not constitute a case of “Forced Resignation”. “Forced Resignation” means a resignation from the duties of executive corporate officer that occurs within the 12 months following: - the date of approval by the General Shareholders’ Meeting of a merger or a demerger affecting Compagnie de Saint-Gobain, or - the effective date on which a third party or group of investors acting in concert acquires control of Compagnie de Saint-Gobain (in accordance with article L. 233-3 of the French Commercial Code), or - the announcement by the Compagnie de Saint-Gobain’s management bodies of a significant shift in the Group’s strategy leading to a major change in its business.  |
|  Compensation for serving as a Director | None | The Chairman and Chief Executive Officer does not receive any compensation for serving as a Director of Compagnie de Saint-Gobain.  |
|  In-kind benefits | - | The Chairman and Chief Executive Officer has the use of a company car.  |

(c) The remuneration policy in this area is unchanged from 2024.

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Severance indemnity (d) | Cap set at twice the total gross annual compensation, including the non-compete indemnity | Benoit Bazin terminated his employment contract, which he entered into with the Group more than 20 years ago, as from July 1, 2021. He has not been granted any indemnity payment on this occasion. In the event of Forced Departure, whatever form this departure takes, in the following circumstances: a) early termination or non-renewal of the term of office of the Chairman and Chief Executive Officer at the end of the term, except at his initiative or in the event of serious or gross misconduct or misconduct not related to the duties of the Chairman and Chief Executive Officer, or b) Forced resignation. Benoit Bazin would receive an indemnity equal at maximum to twice the total gross annual compensation, this being defined as the sum of the fixed portion of his annual compensation as Chairman and Chief Executive Officer received at the date of termination of office, and the average of the variable portion of his annual compensation received or to be received in respect of the last three full fiscal years available during which he held the position of Chairman and Chief Executive Officer that ended prior to the date of termination of his duties. In any event, no amount would be due in respect of the severance indemnity in the event that Benoit Bazin leaves Compagnie de Saint-Gobain at his own initiative, other than in the circumstances described above, or if, leaving the Company at his own initiative in one of the circumstances described above, he had the opportunity, within 12 months following the date of termination of his duties as Chairman and Chief Executive Officer, to retire and be eligible to benefit from his pension rights under the “2012” defined-benefit pension plan or the 2012/2 benefit pension plan or any other supplementary pension plan then applicable (see the “Supplementary pension arrangements” section below). In any event, the combination of this severance indemnity and the non-compete indemnity may not exceed twice the amount of the total gross annual compensation of Mr. Benoit Bazin. Eligibility for severance indemnity will be subject to the fulfillment of a performance condition, defined as the granting by the Board of Directors, on average for the last three full fiscal years available during which he held the position of Chairman and Chief Executive Officer or Chief Executive Officer that ended prior to the date of termination of his duties, of a variable portion of compensation equal to at least half of the maximum amount set for this variable portion. The payment of this severance indemnity shall be subject to the prior verification by the Board of Directors, under the conditions prescribed by the applicable law, of the fulfillment of said performance condition, assessed on the date of termination of his duties.  |
|  Non-compete indemnity (d) | Cap set at one year of total gross annual compensation and Combined non-compete indemnity and severance indemnity capped at two years of total annual gross compensation | Benoit Bazin has signed a firm and binding non-compete undertaking in favor of Compagnie de Saint-Gobain (e) set to run for a term of one year from the date his duties as Chairman and Chief Executive Officer come to an end. In consideration of this undertaking, in the event of termination of office as Chairman and Chief Executive Officer for any reason whatsoever, Benoit Bazin would receive an indemnity equal to one year’s total gross annual compensation. The total gross annual compensation would consist of the same fixed and variable components as those used to determine the severance indemnity mentioned above. In any event, the combination of this non-compete indemnity and the severance indemnity may not exceed twice the amount of the total gross annual compensation of Mr. Benoit Bazin. It should be noted that this non-compete undertaking is a protection mechanism of the Group, the non-compete indemnity being the imperative financial consideration for the restrictions imposed. However, the Board of Directors has reserved the right to unilaterally waive the benefit of this non-compete undertaking no later than the date of termination of the office of the Chairman and Chief Executive Officer, in which case he would be released from any such commitment and no sum would be due to him in this respect. Furthermore, the payment of the non-competition indemnity would be excluded as soon as Mr Benoit Bazin exercises his right to retirement. In any case, no indemnity would be paid beyond the age of 65.  |

(d) The remuneration policy in this area is unchanged from 2024.
(e) Activity concerned: any company whose main activity is the trading of building materials or the production of building materials similar to those produced by Saint-Gobain, Territory: European Union, EFTA and Switzerland.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Supplementary pension scheme |  | 2012 Plan: Mr. Benoit Bazin benefits from the 2012 Plan, under the same conditions as those applicable to all beneficiaries of this pension plan.

The 2012 Plan benefits all Compagnie de Saint-Gobain employees who meet the following five conditions: (i) have at least ten (10) years' seniority within the Group as of July 4, 2019, (ii) have received annual compensation exceeding eight annual social security caps for at least three of the last ten years of employment prior to July 4, 2019, (iii) have completed their career as an employee of Compagnie de Saint-Gobain, (iv) have liquidated all of their retirement pensions, (v) have not been dismissed for gross misconduct.

The methods for determining the reference compensation set by the 2012 Plan and used to calculate the rights of beneficiaries are as follows: (i) base compensation consists exclusively of the following elements: fixed, variable and benefits in kind, and (ii) the base compensation taken into account for the calculation is an average of three consecutive years, including the highest over the last ten years of activity.

The 2012 Plan's benefit entitlement is calculated as follows: 1.8% of the portion of base compensation between 8 and 20 times the annual social security cap, plus 0.4% of the portion of base compensation exceeding 20 times the annual social security cap.

The amount of the supplemental pension provided by the 2012 Plan is capped twice:
• by the number of years of seniority taken into account in the calculation, which cannot exceed 20. Only the years of presence of the potential beneficiary until December 31, 2019, are taken into account. Thus, to determine the annual pension amount, the above-mentioned benefit entitlements are multiplied by the number of years of service, and
• absolute cap: the pension may never exceed eight times the annual social security cap (i.e., €370 944 in 2024).

In addition, the annual amount of the supplementary pension provided for under the 2012 Plan is reduced by the amount of other defined-benefit supplementary pensions received. Thus, the annual pension vested by beneficiaries of the 2012 Plan under another defined-benefit plan, such as the 2012/2 Plan, reduces the annual rights that would be paid under the 2012 Plan by the same amount.

Since Mr. Benoit Bazin joined the Saint-Gobain Group on September 1, 1999, he had reached the 20 years' service cap provided under the 2012 Plan in September 2019, and therefore, he would be unable to acquire any conditional rights under this plan as from that date.

In the event of departure with the maximum years of service (acquired in September 2019) under the 2012 Plan, Mr. Benoit Bazin would be entitled to an annual pension supplement equivalent to 30% of his last fixed compensation. Mr. Benoit Bazin's maximum supplementary theoretical retirement payout is lower than the Afep-Medef Code's recommended cap, which is set at 45% of the sum of the fixed and annual variable compensations.

These rights are financed by premiums paid to an insurance company which are deductible from the corporate income tax base. With respect to the social security charges associated with the payment of the rights, the Company would be subject to the payment of a contribution based on the premiums paid to the insurer, the rate of which is set by the French Social Security Code at 24%.

At December 31, 2024, Benoit Bazin's estimated rights under the 2012 Plan would amount to around €310 000 gross per annum, below the cap for the 2012 Plan (eight times the annual social security cap, i.e., €370 944 in 2024). This indicative amount is calculated in accordance with article D. 22-10-16 of the French Commercial Code, according to which the rights must be estimated on an annual basis, take into account the accumulated years of service of the corporate officer in his/her duties on the fiscal year-end date, be based on the compensation during the last fiscal year(s) and be calculated disregarding the effective satisfaction of the conditions to which the commitment is subject, as if the corporate officer could benefit from it starting the day after fiscal year-end.

The commitments made by the company to Mr. Benoit Bazin under the 2012 Plan may be terminated by decision of the Board of Directors.

The 2012 Plan has been frozen as of December 31, 2019, such that no conditional rights can be vested after that date in accordance with Order No. 2019-697 of July 3, 2019, relating to supplementary professional pension arrangements.  |

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Supplementary pension scheme | - | 2012/2 Plan: Following the freezing of the previous retirement plan, a supplementary defined-benefit pension plan, the 2012/2 Plan, was established to comply with the conditions set forth in Article L. 137-11-2 of the Social Security Code, after the publication of the instruction from the Directorate of Social Security on December 23, 2020. The 2012/2 Plan ensures the continuation of the 2012 Plan due to the consistency in terms of the population and benefits. As a result, the 2012/2 Plan exclusively applies to employees present in the workforce on its effective date and who were already covered by the 2012 Plan. Furthermore, the 2012/2 Plan does not supplement the 2012 Plan but gradually replaces it. The retirement rights accumulated annually in the 2012/2 Plan offset the frozen rights from the 2012 Plan, and are capped such that, when combined with the frozen rights from the 2012 Plan, the total benefit cannot exceed what would have been accrued under the 2012 Plan had its closure not been imposed by the ordinance of July 3, 2019.

The 2012/2 Plan provides for the payment of a lifetime annuity, with the option of a survivor benefit, to the beneficiary starting from the earliest of the pension liquidation date in a mandatory pension scheme to which they have contributed, or the legal retirement age defined in Article L. 161-17-2 of the Social Security Code. After the annuity has been initiated, no new retirement rights can be granted. In the event of death before the rights are liquidated, the accumulated rights will be converted into a lump sum and paid to the pre-designated beneficiaries.

The reference salary used to calculate the rights consists of the fixed and variable parts of the salary, as well as any in-kind benefits, all considered for social security contribution calculations (as per Article L. 242-1 of the Social Security Code). For the calculation of the reference salary, the variable part paid for the relevant year is capped at 60% of the fixed salary from the previous year.

The rights accumulated annually correspond to 5.4% of the reference salary between 8 and 20 times the annual social security cap for the relevant year, plus 1.2% of the reference salary exceeding 20 times the social security cap.

The accumulation of annual rights is subject to conditions related to the professional performance of the beneficiary, assessed annually by the employer. The rights accumulated annually cannot exceed 3% of the reference salary. Furthermore, the cumulative percentage points applied for a given beneficiary under a plan governed by Article L. 137-11-2 of the Social Security Code are capped at 30 points over their entire career, across all employers.

In addition to these legal caps, the 2012/2 Plan has an internal cap to ensure that the benefits do not exceed what would have been obtained under the 2012 Plan if its closure had not been mandated by the ordinance of July 3, 2019. Each year, it is verified that the estimated amount of the annual rights accumulated under the 2012/2 Plan does not exceed the estimated "maximum" rights, which would have been accrued under the 2012 Plan if its closure had not been imposed. If this cap is not respected, no rights will be attributed for the following year.

In accordance with the Chief Executive Officer's compensation policy for 2022, approved by the Ordinary General Meeting of Shareholders held on June 2, 2022 (13th resolution), the application of the 2012/2 Plan was extended to Mr. Benoit Bazin starting in 2021.

Mr. Benoit Bazin's annual rights accumulation is subject to meeting performance conditions, verified and validated annually by the Board of Directors at the beginning of the year following the year in question. The performance condition is defined as achieving at least 50% of the individual quantitative and qualitative objectives related to the variable part of the remuneration for the relevant year. The accumulation of rights can be null (0%) in years where performance falls below this threshold. The rights accumulated are adjusted annually by a coefficient corresponding to the change in the social security cap. In the event of Mr. Benoit Bazin's departure from the Company, the rights will be adjusted annually based on the technical and financial results of the insurance provider.

These rights are fully financed by premiums paid by the Company to an insurance provider, and these premiums are deductible from the corporate tax base. Regarding the associated social security contributions for the payment of these rights, the Company is required to pay a contribution based on the premiums paid to the insurance provider, with a rate set by the Social Security Code at 29.7%.  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Compensation policy for the Chairman and Chief Executive Officer for fiscal 2025, subject to approval by the Ordinary General Meeting (Article L. 22-10-8 II of the French Commercial Code)

|  Compensation components attributable to the office of Chairman and Chief Executive Officer | Maximum | Description  |
| --- | --- | --- |
|  Supplementary pension scheme | - | The commitments made by the company towards Mr. Benoit Bazin under the 2012/2 Plan can be terminated by a resolution of the Board of Directors. However, the rights accrued before such termination will remain vested, in accordance with applicable legal provisions. The Board of Directors confirmed, on February 27, 2025, that the performance condition for the acquisition of rights under the 2012/2 Plan for the year 2024 has been met. Consequently, the rights accrued in 2024 under the 2012/2 Plan amount to a gross amount of approximately 40,000 euros per year. Additionally, as of December 31, 2024, the estimated total amount of rights to be received by Mr. Benoit Bazin under the 2012/2 Plan is approximately 155,000 euros per year. This indicative amount is calculated according to the methods set out in Article D. 22-10-16 of the Commercial Code. As mentioned, this amount is reduced by the amount that could be paid under the 2012 Plan. In any case, the estimated amount of rights paid under the 2012/2 Plan, possibly combined with those that could result from the 2012 Plan, remains lower than, on the one hand, the cap provided by the 2012 Plan (eight times the annual social security cap, i.e. 370,944 euros in 2024), and, on the other hand, the cap of 45% of fixed and variable remuneration provided by the Afep-Medef code. Pursuant to Article 5, II of the aforementioned ordinance of July 3, 2019, the Board of Directors reserves the right to transfer the commitments from the 2012 Plan to the 2012/2 Plan and extend its application to Mr. Benoit Bazin. In any case, no rights would be transferred beyond the 30-point cap provided in Article L. 137-11-2 of the Social Security Code, with this cap being assessed by relating the amount of conditional rights at the time of the transfer to the average remuneration of the individuals concerned over the last three years in the 2012 Plan. In the event of a transfer, the Company would be liable for a lump-sum contribution at a rate of 29.7% under the conditions set forth in Article 5, II of the ordinance of July 3, 2019. This contribution would replace, with respect to the transferred rights, the contribution of 24% based on premiums paid to the insurer.  |
|  Health and personal risk insurance | - | Mr. Benoit Bazin benefits from the Group's health and personal risk insurance policies entered into with GAN and Mutuelle Malakoff Médéric respectively during his term of office.  |

## G - Compensation ratios

In view of the appointment of Mr Benoit Bazin as Chief Executive Officer with effect from 1 July 2021 and his appointment as Chairman and Chief Executive Officer with effect from 7 June 2024, and in accordance with the guidelines on remuneration multiples published by the Afep dated 28 January as updated in February 2021, which recommend that in the event of a change in governance, the information regarding compensation ratios should be linked to the position itself and not to the person holding it, it does not appear relevant this year to represent the evolution of the remuneration ratios in a graph as the Company did in the financial years prior to 2024.

In fact, in 2024 the functions of executive corporate officers that existed within the Company were those of Chairman of the Board of Directors, Chief Executive Officer and Chairman and Chief Executive Officer.

- Chairman of the Board of Directors: as last year, this compensation is not shown in the graph because it is only fixed remuneration, the amount of which has remained unchanged since 2021.
- Chief Executive Officer: the Board of Directors did not grant long-term compensation to the Chief Executive Officer for the period from 1 January 2024 to 6 June 2024 inclusive as the allocation is usually made in November of each year, which makes the comparison of the Chief Executive Officer's compensation with previous years by means of a graphical representation irrelevant.

- Chairman and Chief Executive Officer: this position existed within the Company in 2024 only for the period from 6 June 2024 to 31 December 2024. It did not exist during the transition period from 1 July 2021 to 6 June 2024, which means that it is not possible to present the evolution of the remuneration of this position by means of a relevant graphic representation.

## Change in compensation

Pursuant to Articles L. 22-10-9, 6° and 7° of the French Commercial Code, the table below shows, over the last five fiscal years on a full-time equivalent basis:

- the change in the compensation of the executive corporate officers of Compagnie de Saint-Gobain, the mean and median compensation of employees of Compagnie de Saint-Gobain, and the performance of the Group;
- the ratios between the compensation of the executive corporate officers of Compagnie de Saint-Gobain and the mean and median compensation on a full-time equivalent basis of its employees, and any changes thereto, over the last five fiscal years.

On a voluntary basis, in the interest of relevance and transparency towards Saint-Gobain's stakeholders, the table below also presents these data on the basis of the "France scope" (1).

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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In view of the changes in governance in fiscal 2021 and fiscal 2024, the compensation of the executive corporate officers for these fiscal years has been annualized;

TABLE OF EQUITY RATIOS AND COMPARISON OF THE ANNUAL CHANGE IN COMPENSATION AND PERFORMANCE OF THE COMPANY UNDER ARTICLE L. 22-10-9, 6° AND 7° OF THE FRENCH COMMERCIAL CODE

|   | 2024 | (a) | 2023 | 2022 | 2021 | (b) | 2020  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  Evolution of the Group performance  |   |   |   |   |   |   |   |
|  Evolution of operating income | 1.0% |  | (1.6)% | 18.4% | 57.9% |  | (15.8)%  |
|  Evolution of recurring earnings per share | 8.8% |  | (1.4)% | 21.1% | 28.8% |  | (22.4)%  |
|  Evolution of return on capital employed | (10.1)% |  | (1.2)% | 5.2% | 47.1% |  | (6.3)%  |
|  Employees compensation  |   |   |   |   |   |   |   |
|  Evolution of the average compensation (Compagnie de Saint-Gobain) | 18.8% | (c) | 26.9% | (c) | 1.2% | 8.6% | 6.1%  |
|  Evolution of the median compensation (Compagnie de Saint-Gobain) | 2.0% |  | 9.7% | 13.5% | 13.4% |  | 2.1%  |
|  Evolution of the average compensation (France) | 4.6% |  | 1.9% | 6.9% | 8.1% |  | 0.0%  |
|  Evolution of the median compensation (France) | 3.9% |  | 1.1% | 7.6% | 8.6% |  | *  |
|  Chief executive officer (from July 1, 2021 to June 6, 2024 included (d))  |   |   |   |   |   |   |   |
|  Evolution of compensation | - |
| - | - |
(29.5)% | (e) | 3.3%  |
|  Ratio on average compensation (Compagnie de Saint-Gobain) | 21 |
| - | - |
| 15 | | 22  |
|  (change in ratio) | - |
| - | - |
| (35.1)% | | (2.6)%  |
|  Ratio on median compensation (Compagnie de Saint-Gobain) | 46 |
| - | - |
| 26 | | 42  |
|  (change in ratio) | - |
| - | - |
| (37.8)% | | 1.2%  |
|  Ratio on average compensation (France) | 135 |
| - | - |
| 69 | | 106  |
|  (change in ratio) | - |
| - | - |
| (34.8)% | | 3.3%  |
|  Ratio on median compensation (France) | 166 |
| - | - |
| 84 | | 130  |
|  (change in ratio) | - |
| - | - |
| (35.1)% | | *  |
|  Chairman of the Board of Directors (from July 1, 2021 to June 6, 2024 included (d))  |   |   |   |   |   |   |   |
|  Evolution of compensation | - |
| - | - |
| N/A | | N/A  |
|  Ratio on average compensation (Compagnie de Saint-Gobain) | 1.3 | 1.6 | (g) | 2 | 2 |  | -  |
|  (change in ratio) | (15.8)% | (21.2)% | (h)
| - | - |
| -  |
|  Ratio on median compensation (Compagnie de Saint-Gobain) | 3 | 3 | (g) | 3 | - |  | -  |
|  (change in ratio) | (2.0)% | (8.9)% | (h) | (25.0)% | - |  | -  |
|  Ratio on average compensation (France) | 9 | 9 | (g) | 9 | - |  | -  |
|  (change in ratio) | (4.4)% | (1.9)% | (h) | (10.0)% | - |  | -  |
|  Ratio on median compensation (France) | 10 | 11 | (g) | 11 | - |  | -  |
|  (change in ratio) | (3.7)% | (1.1)% | (h) | (8.3)% | - |  | -  |
|  Chief executive officer (from July 1, 2021 to June 6, 2024 included (d))  |   |   |   |   |   |   |   |
|  Evolution of compensation | (49.8)% | 15.9% |  | (7.2)% | (j) | N/A | N/A  |
|  Ratio on average compensation (Compagnie de Saint-Gobain) | 8 | 19 | (g) | 21 | 23 |  | -  |
|  (change in ratio) | (57.8)% | (8.7)% | (h) | (8.7)% | - |  | -  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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|   | 2024 (a) | 2023 | 2022 | 2021 (b) | 2020  |
| --- | --- | --- | --- | --- | --- |
|  Ratio on median compensation (Compagnie de Saint-Gobain) | 17 | 35 (g) | 33 | 40 | —  |
|  (change in ratio) | (50.8)% | 5.6% (h) | (17.5)% | — | —  |
|  Ratio on average compensation (France) | 51 | 106 (g) | 93 | 107 | —  |
|  (change in ratio) | (52.0)% | 13.7% (h) | (13.1)% | — | —  |
|  Ratio on median compensation (France) | 62 | 129 (g) | 112 | 130 | —  |
|  (change in ratio) | (51.7)% | 14.7% (h) | (13.8)% | — | —  |

a Information not available.
(a) Given the changes in corporate governance during the 2024 fiscal year, the compensation of executive corporate officers for fiscal 2024 has been annualised.
(b) Given the changes in corporate governance during the 2021 fiscal year, the compensation of executive corporate officers for fiscal 2021 has been annualised.
(c) The change in average compensation of Compagnie de Saint-Gobain employees between 2022 and 2023 is explained in particular by the increase in variable pay linked to the year's performance, the increase in the value of performance shares, and the transfer of employees from the Group to Compagnie de Saint-Gobain whose pay is higher than the average for Compagnie de Saint-Gobain employees. The change in the average compensation of Compagnie de Saint-Gobain employees between 2023 and 2024 is mainly due to the valuation of performance shares.
(d) Position of Chairman and Chief Executive Officer held by Mr Pierre-André de Chalendar until 30 June 2021 and then by Mr Benoit Bazin since 7 June 2024. This position did not exist during the transition period from 1 July, 2021 to 6 June, 2024, which means that the evolution of the remuneration for this position cannot be presented in the table.
(e) The Chairman and CEO did not receive any performance shares for 2021.
(f) Position of Chairman of the Board of Directors held by Mr Pierre-André de Chalendar between 1 July 2021 and 6 June 2024 inclusive.
(g) The ratio is rounded to the nearest whole number.
(h) The change in the ratio is calculated based on the unrounded number of the ratio in question.
(i) Position of Chief Executive Officer held between 1 July 2021 and 6 June 2024 inclusive by Mr Benoit Bazin. It should be noted that the Chief Executive Officer did not receive any performance shares for 2024, as they are usually awarded in November of each year.
(j) The decrease in Mr Benoit Bazin's compensation is explained by the decrease in the valuation (according to IFRS standards) of the performance shares awarded on 24 November 2022.

## Method used to calculate compensation ratios

To calculate the compensation ratios presented above, Compagnie de Saint-Gobain referred to the guidelines on compensation multiples published by the Afep on January 28, 2020, updated in February 2021. The compensation components and the methodology selected are shown below.

## France scope

The France scope includes all employees of the consolidated subsidiaries of Saint-Gobain incorporated in France, on a full-time equivalent basis, and any changes thereto (excluding executive corporate officers). Data relating to the median remuneration of employees in the France scope have been available since 2020. The change in this indicator is therefore presented from 2021.

The France scope is homogeneous in terms of salary structure and the type of contracts taken into account, and is not subject to exchange rate fluctuations, which allows a better comparability over time. The workforce in France represented nearly 22.4% of the Group's headcount at December 31, 2024.

The difference between the ratios for Compagnie de Saint-Gobain's average compensation and for average compensation in France is mainly due to the distribution structure of employees in the scopes concerned: thus, while in 2024, Compagnie de Saint-Gobain comprised 85.8% managerial grades (including all members of the Executive Committee of Saint-Gobain except those based in a foreign country) and 14.2% supervisor grades, the France scope comprised 26.9% managerial grade, 51.6% supervisory grade, and 21.5% blue-collar workers. In addition, the compensation structure of Compagnie de Saint-Gobain employees generally includes variable compensation and performance shares.

## Compensation components

For executive corporate officers: all compensation components paid or awarded during or for the fiscal year in question, submitted to the vote of the General Shareholders' Meeting (ex-post Say-on-Pay) (1), namely:

- the fixed compensation paid during the given fiscal year;
- the annual variable compensation granted in respect of the same fiscal year;
- any exceptional compensation paid during the same fiscal year;
- long-term compensation instruments granted during the same fiscal year (stock options, performance shares and/or performance units) at IFRS value on the grant date;
- benefits in kind (company car) granted during the same fiscal year (book value);
- it being specified that executive corporate officers are not granted any compensation in respect of their Directors' term of office within the Group.

## For employees:

- the fixed gross compensation paid during the given fiscal year;
- for reasons of information availability on the publication date of the Universal Registration Document, the annual gross variable (annual bonus, profit sharing, incentive schemes, payments into the Group Savings Plan, as applicable) and exceptional (premiums) compensation paid during the same fiscal year;
- long-term compensation instruments granted during the same fiscal year (stock options, performance shares and/or performance units) at IFRS value on the grant date;

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- benefits in kind granted during the same fiscal year (book value);
- to ensure consistency with the compensation components paid to the executive corporate officers, termination of office indemnities are not included.

## Governance changes in 2021 and 2024

In view of the changes in governance in fiscal 2021 and fiscal 2024:

- the salary of executive corporate officers for the 2021 and 2024 fiscal years has been annualized;
- the compensation ratios of all executive corporate officers over the last five years are presented.

## Employees taken into account

Only the employees who have entered into an indefinite or fixed-term employment contract with Compagnie de Saint-Gobain or a consolidated subsidiary of the Group registered in France and who have been continuously employed in these companies from January 1 to December 31 of the fiscal year in question were taken into account when calculating the ratios. Employees who have entered into a part-time employment contract with Compagnie de Saint-Gobain or a consolidated subsidiary of the Group registered in France were not included when calculating the ratios but represent less than 2.3% of the workforce for the considered scope.

## Concept of full-time equivalent

To determine the average and median compensation paid to employees of Compagnie de Saint-Gobain and the consolidated subsidiaries of the Group registered in France on a full-time equivalent basis, the methodologies already in use within the Group for social reporting reviewed by the independent third party in charge of reviewing non-financial information were used (see section 3.7.1, p. 219).

## Changes in scope

Within the French scope, the consolidated subsidiaries sold during a given fiscal year are excluded from the ratios calculations of that fiscal year. The acquired companies which were in the process of being consolidated on December 31, 2024, are excluded from the ratio calculations, but represent less than 0.3% of the total number of employees in consolidated subsidiaries of the Saint-Gobain Group registered in France.

## Effect of Covid-19 on the calculation of compensation ratios in 2019 and 2020

On the proposal of the corporate executive officers concerned, the compensation of executive corporate officers for fiscal years 2019 and 2020 included in the calculation of the compensation ratios for 2020 were impacted by the reductions of 25% of their fixed compensation for 2020 and 25% of their variable compensation for 2019 (see chapter 5, section 2.2.2 of the Company's 2020 Universal Registration Document) decided by the Board of Directors for as long as the Group's employees were subject to partial employment under the emergency measures taken by the French Government to halt the spread of the Covid-19 pandemic.

Compensation paid by the French State in 2020 to employees of Group entities subject to partial employment in the context of the emergency measures taken by the French Government to halt the spread of the Covid-19 pandemic are taken into account for the purposes of calculating compensation ratios for 2020 as if that compensation had been paid by the Saint-Gobain Group.

## 5.2.3 COMPENSATION OF MEMBERS OF THE GROUP'S SENIOR MANAGEMENT

Compensation paid to members of the Group's Senior Management is set at a level consistent with compensation packages offered by comparable groups. It is determined and reviewed, among other things, based on the results of specific surveys from specialized consultants commissioned by Group's Senior Management. They include, in addition to a fixed portion, a reasonable variable portion in relation to the total compensation, the purpose of which is to reflect the Chief Executive Officer's personal contribution to the results and development of the scope, taking into account three financial indicators: cash flow generation, operating margin relative to turnover, and Return on Capital Employed (ROCE), qualitative objectives and the results concerning occupational health and safety and CO₂ emissions.

This principle is applied to the whole of middle and senior management.

In this way, management compensation is clearly linked to performance and to the achievement of objectives that promotes a high level of personal commitment. Each manager's compensation can fluctuate significantly from one year to the next, based on the results achieved.

Total gross compensation received in 2024 from the Group's French and foreign companies by members of the Executive Committee as of December 31, 2024 (excluding the executive corporate officers and excluding long-term compensation components), amounted to €15 million (versus €15.1 million in 2023), including €5.6 million (versus €5.5 million in 2023) in gross variable compensation for 2024. No severance payments were made to members of the Executive Committee as composed on December 31, 2024 (same as in 2023).

Pensions and other post-employment benefits (Defined-Benefit Obligations in respect of retirement bonuses and pensions) accruing for the members of Group Management totaled €36.3 million at December 31, 2024 (versus €40.5 million at December 31, 2023) (see note 6.2 of the consolidated financial statements, section 8.1 p. 376).

Compensation allocated to Directors representing the Group (particularly members of Group's Senior Management) in Group companies other than Compagnie de Saint-Gobain is either reverted to their employer company, or paid directly to that company.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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# 5.2.4 LONG-TERM COMPENSATION PLANS (PERFORMANCE SHARES, STOCK OPTIONS AND PERFORMANCE UNITS)

## A - Attribution policy

The objective of the Group's long-term compensation policy is to retain and motivate the Group's Senior Management, officers and employees, and to associate them with the Group's performance, in particular through conditional allocations of performance shares, stock options or performance units to reflect their fulfillment of the Group's long-term strategy.

At the recommendation of the Nomination and Remuneration Committee, the Board of Directors authorizes the features of the performance share and stock option plans, as well as the identity of the beneficiaries. These plans are subject to an attendance condition and to the strict internal and/or relative performance criteria set by the Board (see below for details of each allocation).

In 2024, it was decided, as in 2023, to only implement a performance share plan. This plan applied to 2,951 of the Group's managers and officers, in France and overseas: managers with outstanding performance and high-potential managers and the main functional and operational heads of the Entities and Regions (2,639), executives who benefited from an exceptional grant (297) and the Executive Committee (15), excluding the Chairman and Chief Executive Officer. Grants to the Chairman and Chief Executive Officer are detailed in the paragraph "Long-term compensation policy" in section 5.2.2 C, p. 284.

The beneficiaries of this plan are of 63 different nationalities and work in 63 countries.

The performance share plan entitles beneficiaries to existing shares and therefore has no impact in terms of dilution. No stock option or performance unit plan was set up during fiscal year 2024.

The other instruments designed to associate employees with business results are presented in section 7.1.6, p. 363, and section 3.4.2., p. 168.

## B - Performance share plans

Performance share plans have been set up by the Board of Directors every year since 2009.

Under the authorization granted by the eighteenth resolution of the General Shareholders' Meeting of June 2, 2022, at its meeting of November 28, 2024, the Board of Directors resolved to implement a performance share plan, following analysis and the recommendation of the Nomination and Remuneration Committee.

This plan covers 2,952 officers of the Group in France and abroad, who were granted a total of 1 314 901 performance shares (including those granted to the Chairman and Chief Executive Officer).

It should be noted that, as in 2023, no stock option plans or performance units were put in place in 2024, as all beneficiaries received performance shares.

The duration of the vesting period was set at four years, with delivery of the shares to occur on the fourth day after the close of this period. This period is one year longer than the practices of CAC 40 companies.

The performance criteria applicable to the performance share plan implemented on November 28, 2024, applicable for both the Chairman and Chief Executive Officer and the Group's managers and officers, include, as has been the case since 2015, an internal performance condition linked to the Group's Return on Capital Employed (to measure the creation of value), including goodwill, and a performance condition linked to the performance of the Saint-Gobain stock price compared to the performance of the CAC 40 stock market index (to measure the progress of the Company's share price in relation to that of the CAC 40 index). Furthermore, following dialog with investors, the long-term compensation plans put in place since 2017 by the Board of Directors, on the proposal of the Nomination and Remuneration Committee, now include a criterion relating to Corporate Social Responsibility (across three key objectives for Saint-Gobain: reduction of $\mathrm{CO}_{2}$ emission, security and diversity). These criteria were deemed relevant by the Board of Directors as they reflect the operational, financial and non-financial performance of the Group and ensure that the beneficiaries are aligned with the interests of Saint-Gobain shareholders.

The vesting of performance shares under the plan set up in November 2024 is therefore subject to the following conditions cumulatively:

- service condition: to be an employee or a company Director of a Group company throughout the entire duration of the vesting period, without interruption, except in a number of specific cases such as death, disability (as defined in paragraphs (2) and (3) of article L. 341-4 of the French Social Security Code), no-fault termination, negotiated departure, retirement, transfer to another position within the Group, or change of control of the grantee's host company to outside the Group;
- performance condition linked to the following three criteria:

- 60% of the shares initially allocated are subject to a criterion of Return on Capital Employed, including goodwill, of the Group (ROCE);
- 20% of the shares initially allocated are subject to a criterion linked to the performance of the Saint-Gobain stock price relative to the performance of the CAC 40 stock market index; and
- 20% of the shares initially allocated are subject to a criterion linked to Corporate Social Responsibility. This criterion, resulting from dialog with investors, comprises the following three indicators, all quantifiable and published each year as key CSR indicators: the rate of reduction of $\mathrm{CO}_{2}$ emissions (10% of the shares initially allocated), the total recordable accident rate - more than 24 hours' lost and non-lost time (TRAR), and the senior executives diversity index (each indicator has 5% of the shares initially allocated).

However, the first 100 shares granted to each beneficiary other than Executive Committee members will be exempt from the performance conditions.

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# ROCE Criteria

ROCE performance will be calculated as follows:

|  Arithmetic mean of the ROCE for the years 2025, 2026 and 2027 | Percentage of shares initially granted, contingent upon the ROCE (i.e. 60% of grant), vested  |
| --- | --- |
|  Greater than 13.5% | All  |
|  Between 12% and 13.5% | 50% + 50%*[(Arithmetic mean of ROCE for 2025, 2026 and 2027 - 12%)/(13.5% - 12%)]  |
|  Equal to 12% | 50%  |
|  Between 11% and 12% | 50%*[(Arithmetic mean of ROCE for 2025, 2026 and 2027 - 11%)/(12% - 11%)]  |
|  11% or less | None  |

These limits have been the same since 2021, as the Board has since considered that, despite the Group's performance, particularly in view of the high geopolitical uncertainty and the sharp global economic downturn, it did not wish to increase them. But given the Group's performance, it did not wish to reduce them either. It should be noted that the reasoning behind the 2021 limits for the performance calculation is based, for the ROCE, on the target announced at the Capital Markets Day on 6 October 2021 of between 12% and 15%, as an annual average for the period 2021-2025. Even though the announced objective of 12% has been reached, an ambitious criterion has been set for the 2021 plan - 13.5% - for 100% of the shares initially allocated to be definitively acquired. If the arithmetic average of the ROCE for 2022, 2023 and 2024 is equal to 12%, i.e. the target has been achieved in the range of 12% to 15% announced at the Capital Markets Day on 6 October 2021, it has been decided to award only 50% at this level, with a linear progression between 11% and 12% and then between 12% and 13.5%. The criteria of the 2021 plan reflect the requirement of the Group's performance conditions, which only allow 50% of the shares to be definitively acquired with a ROCE of 12% - and therefore with the objective achieved.

The conservation of these ROCE bounds from the 2021 plan for subsequent plans, including the 2024 plan, also takes into account the theoretical impact on ROCE of significant changes in consolidation scope in recent years related to goodwill (acquisitions of Kaycan, Building Products of Canada, CSR, Bailey, Fosroc and Cemix) which is linked to the goodwill of acquired companies and whose effect lasts for the first few years before they create value (targeted by year 3). Keeping the ROCE limits as used in 2021 therefore results, given a contrasting macroeconomic environment and the impact of consolidation scope changes on ROCE, in a particularly demanding condition.

# Stock market performance

The stock market performance will be calculated by comparing the average of the opening prices of the Saint-Gobain share and the CAC 40 index for the six months preceding 28 November 2024 with that of the six months preceding 28 November 2028, as follows:

|  Performance of the Saint-Gobain share price compared with the CAC 40 index | Percentage of shares initially granted, contingent upon the stock market performance (i.e. 20% of grant), vested  |
| --- | --- |
|  At least 10% greater | All  |
|  Between 0% and +10% | 2/3 + 1/3*[(Performance of the Saint-Gobain share price/CAC 40 index) (4) - 100%]/[110% - 100%]  |
|  Lower than the CAC 40 index | None  |

(a) Saint-Gobain stock price performance/CAC 40 index performance (performance of the Saint-Gobain stock price relative to performance of the CAC 40 index) is equal to: 100% + the difference between the performance of the Saint-Gobain stock price and that of the CAC 40 index, in both cases expressed as a percentage.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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COMPENSATION OF THE MANAGEMENT AND GOVERNING BODIES

# CSR

Performance in respect of the Corporate Social Responsibility criterion is calculated as follows:

|  Arithmetic mean of the Group's CO2 emissions (scope 1 and 2) for 2025, 2026, and 2027 (a) |   | Percentage of shares initially granted, contingent upon the percentage reduction in CO2 emissions (i.e. 10% of the grant), vested  |
| --- | --- | --- |
|  Less than or equal to the target (b) |   | All  |
|  Above the target (b) but not by more than 5% |   | Linear interpolation  |
|  More than 5% above the target (b) |   | None  |

(a) The results will be evaluated on actual production and are no longer assessed on production based on the new 2030 target validated by the Science-Based Targets initiative (SBTi).
(b) The target corresponds to an emissions level of 9.4 million metric tons.

Changes in the scope of consolidation also have a substantial mechanical impact on this criterion of the Group's CO2 emissions: negative for acquisitions and positive for disposals. Furthermore, comparing the objective with the 2024 level is not necessarily fully relevant for assessing its demanding nature for 2025, 2026 and 2027 because the 2024 performance of 8.5 million tonnes of CO2 is positively impacted by the decrease in volumes linked to the economic situation: a return of volumes would necessarily lead to additional emissions. It is in the light of these factors that the severity of the objective must be assessed.

|  Arithmetic mean of Group's TRAR for the years 2025, 2026 and 2027 (a) | Percentage of shares initially granted, contingent upon the TRAR (i.e. 5% of grant), vested  |
| --- | --- |
|  Below 1.6 | All  |
|  Between 1.6 and 2.0 | Linear interpolation  |
|  Greater than 2.0 | None  |

(a) Total recordable accident rate—more than 24 hours' lost time and non-lost time—for a million hours worked by the permanent and temporary employees and by permanent subcontractors of Saint-Gobain.

The impact of changes in scope consolidation is also significant because the acquired companies rarely have such good safety performance as the Group. This had an impact on the TRAR observed in 2024, that deteriorated slightly; which will be greatly amplified from 2025 (by the integration of the latest acquisitions without counting any future acquisitions) (cf. section 3.4.4, p. 176). Reaching the 1.6 to 2 range is actually a particularly demanding performance because it often takes several years to bring the safety performance of acquired companies up to the level of the Group's.

|  Arithmetic mean of the diversity index for the years 2025, 2026 and 2027 (a) (b) | Percentage of shares initially awarded, contingent upon the diversity index (i.e. 5% of the grant), vested  |
| --- | --- |
|  Greater than 90% | All  |
|  Between 85% and 90% | Linear interpolation  |
|  Below 85% | None  |

(a) Index corresponding to the proportion of the Group's senior executives satisfying at least one of the three following diversity characteristics: being non-French, having diverse professional experiences (having worked at Saint-Gobain in two countries different from the country of origin or at least in three different sectors, or having an experience of more than 12 years outside Saint-Gobain), being a woman (see section 3.4.2.B, 173).
(b) The Group set a general objective of maintaining a minimum of 90% of senior executives meeting one of the three above-mentioned criteria and a target for 2025 of 25% of its senior executives being female (see section 3.4.2.B, p. 173).

The following table shows the history of the performance share plans outstanding at December 31, 2024, as well as the features of the 2020 plan, delivered in November 2024.

The achievement rate of the 2020 performance share plan, for which the performance condition was observed in 2024, is 100%. This reflects the Group's excellent performance over the past few years:

- Financial and operational performance despite a volatile geopolitical and mixed macroeconomic environment: double-digit operating margin since 2021, doubling of net income, tripling of cash generation and an increase of almost 50% in value creation (ROCE) since 2018;
- growth in the share price: tripling since January 2019 and doubling since 2021, with an average annual total shareholder return (TSR) of 27% since 2021, making Saint-Gobain the second best performing CAC 40 company over the 2023/2024 period.

The performance condition relating to the 2021 plan will be assessed in November 2025, as it includes, in addition to the ROCE criterion, an external stock market criterion similar to that of the 2024 plan, which is assessed over a four-year period ending in November 2025.

The ten beneficiaries who are managers and senior executives of the Group who are not executive corporate officers and who were allocated the highest number of shares in 2024 were granted 192,000 performance shares (overall information), valued at 85.70 euros per share, based on the opening price on the day of the meeting of the Board of Directors of 28 November 2024, which decided on the allocations. These 192,000 performance shares represented, in 2024, a total value (according to IFRS standards) at the time of their allocation of approximately 10.9 million euros.

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TABLE 10 - HISTORICAL INFORMATION ABOUT PERFORMANCE SHARES (AMF NOMENCLATURE)

|  Fiscal year | 2024 | 2023 | 2022 | 2021 | 2020  |
| --- | --- | --- | --- | --- | --- |
|  Date of General Shareholders' Meeting | 6/2/2022 | 6/2/2022 | 6/2/2022 | 6/6/2019 | 6/6/2019  |
|  Date of Board of Directors' meeting | 11/28/2024 | 11/23/2023 | 11/24/2022 | 11/25/2021 | 11/26/2020  |
|  Type of shares | existing | existing | existing | existing | existing  |
|  Total number of performance share rights initially granted (4+0) | 1,314,901 (a) | 1,268,633 (a) | 1,232,792 (a) | 1,184,475 (a) | 1,268,295 (a)  |
|  of which shares granted to Executive corporate officers: |  |  |  |  |   |
|  Pierre-André de Chalendar, Chairman of the Board of Directors * | N/A | N/A | N/A | N/A | 90,000  |
|  Benoit Bazin, Chief executive officer ** | 65,000 | 75,000 | 75,000 | 64,000 | 57,500  |
|  Total number of shares delivered | 0 | 300 (b) | 400 (b) | 1,150 (b) | 1,169,035  |
|  Number of rights forfeited | 0 | 0 | 0 | 0 | 99,260  |
|  TOTAL OUTSTANDING PERFORMANCE SHARE RIGHTS | 1,314,901 (a) | 1,268,333 (a) | 1,232,392 (a) | 1,183,325 (a) | 0 (a)  |

* Chairman and Chief Executive Officer until June 30, 2021, then Chairman of the Board of Directors until June 6, 2024.
** Deputy Chief Executive Officer from January 1, 2019 to June 30, 2021, then Chief Executive Officer from July 1, 2021 to June 6, 2024 inclusive, and Chairman and Chief Executive Officer since June 7, 2024.
(a) Before application of the performance conditions related Saint-Gobain's ROCE, the Saint-Gobain share price performance, and Saint-Gobain's Corporate Social Responsibility (see 2018 and 2019 Reference Documents, the 2020, 2021, 2022 and 2023 Universal Registration Documents, and above).
(b) In advance, under the exceptions defined for the presence condition (notably death, disability - see section 5.2.4, p. 317).
(c) Subject to the cumulative satisfaction of attendance and performance conditions (see the Reference Document/Universal Registration Document for the year in which the plan in question was set up).

## C - Stock option plans

The Board of Directors approved stock option plans every year between 1987 and 2018. No stock option plan was implemented in 2024.

Under these plans, each beneficiary has a conditional right to exercise a certain number of options at a set price, each option carrying entitlement to the subscription or purchase of a Saint-Gobain share.

The lifetime of the options is 10 years.

The performance criteria applicable to the stock option plans implemented since 2017 are strictly identical to those applicable to the performance share plans for the same year.

The performance conditions for the stock options allocated by the Group are demanding, as evidenced by the achievement rates for the latest three share option plans for which the performance condition has been determined (plan, 94.37% for the 2018 plan, 53.33% for the 2017 plan, and 24.5% for the 2016 plan).

Stock option plans are subject to fulfillment of a service condition that applies during the entire duration of the exercise period in a manner similar to that stipulated for performance shares (see this section 5.2.4, p. 317).

The following table shows stock options granted to the ten highest-paid non-executive employees, and options exercised by them in 2024 (global information).

TABLE 9 - STOCK OPTIONS GRANTED TO THE TEN HIGHEST-PAID NON-EXECUTIVE EMPLOYEES AND OPTIONS EXERCISED BY THEM (AMF NOMENCLATURE)

|   | Total options granted or subscribed or purchased shares | Weighted average price | Plans  |
| --- | --- | --- | --- |
|  Options granted during the year by the issuer and any company included within the scope of the options allocation, to the ten employees of the issuer or of any company within this scope with the highest number of options granted (global information) | N/A | N/A | N/A  |
|   |  |  | Plan  |
|   |  |  | 2013,  |
|   |  |  | 2015,  |
|   |  |  | 2017  |
|  Options on the issuer and the companies referenced above, exercised during the year by the ten employees of the issuer or of these companies with the highest number of options thus purchased or subscribed (global information) | 61,802 | 39.08 € | and Plan  |
|   |  |  | 2018  |

The following table shows the history of the stock option allocation plans in place at December 31, 2024. There are no other stock option plans in place or other option instruments involving the shares, whether listed or non-listed, of Group companies within or outside France.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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CORPORATE GOVERNANCE

COMPENSATION OF THE MANAGEMENT AND GOVERNING BODIES

TABLE 8 - HISTORICAL INFORMATION ABOUT STOCK OPTION PLANS (AMF NOMENCLATURE)

|  Fiscal year | 2024 | 2023 | 2022 | 2021 | 2020 | 2019 | 2018 | 2017 | 2016 | 2015  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  Date of General Meeting | N/A | N/A | N/A | N/A | N/A | N/A | 6/2/2016 | 6/2/2016 | 6/2/2016 | 6/5/2014  |
|  Date of Board of Directors' meeting | N/A | N/A | N/A | N/A | N/A | N/A | 22/11/2018 | 23/11/2017 | 24/11/2016 | 26/11/2015  |
|  Type* | N/A | N/A | N/A | N/A | N/A | N/A | subscription | purchase | purchase | purchase  |
|  Total number of exercisable options at the start of the Plan | N/A | N/A | N/A | N/A | N/A | N/A | 290,900 | 284,500 | 280,000 | 224,950  |
|  Cumulative number of canceled or forfeited options | N/A | N/A | N/A | N/A | N/A | N/A | 32.411 (4) | 141,862 (5) | 212,998 (6) | 162,408 (7)  |
|  Total number of exercisable options after adjustments and forfeitures | N/A | N/A | N/A | N/A | N/A | N/A | 258,089 | 142,638 | 67,002 | 62,542  |
|  of which executive corporate officers: | N/A | N/A |  |  |  |  |  |  |  |   |
|  Pierre-André de Chalenac, Chairman** | N/A | N/A | N/A | N/A | N/A | N/A | 54,734 (5) | 30,931 (5) | 14,210 (6) | 14,220 (7)  |
|  Benoit Bazin, Chief executive officer*** | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A  |
|  Starting date of exercise period | N/A | N/A | N/A | N/A | N/A | N/A | 22/11/2022 | 23/11/2021 | 24/11/2020 | 26/11/2019  |
|  Expiration date | N/A | N/A | N/A | N/A | N/A | N/A | 21/11/2028 | 22/11/2027 | 23/11/2026 | 25/11/2025  |
|  Subscription or purchase price | N/A | N/A | N/A | N/A | N/A | N/A | €32.24 | €49.38 | €40.43 | €39.47  |
|  Number of options exercised at 12/31/2022 | N/A | N/A | N/A | N/A | N/A | N/A | 147,316 | 55,127 | 34,221 | 50,828  |
|  Exercisable options outstanding at 12/31/2022 | N/A | N/A | N/A | N/A | N/A | N/A | 110,773 | 87,511 | 32,781 | 11,714  |

* Among the plans in place at December 31, 2024, the 2018 plan is for the subscription of new shares and the 2015 to 2017 plans are purchase plans.
** Chairman and Chief Executive Officer until June 30, 2021, then Chairman of the Board of Directors until June 6, 2024 inclusive.
*** Deputy Chief Executive Officer from January 1, 2019 to June 30, 2021, then Chief Executive Officer from July 1, 2021 to June 6, 2024 inclusive and Chairman and Chief Executive Officer since June 7, 2024.
(1) Options which cannot be exercised (i) due to the performance condition related to the relative performance of the Saint-Gobain share price not being met and the performance condition on the relative performance of Saint-Gobain's ROCE being only partially met, to which all options granted in November 2015 were subject, and (ii) due to the service condition not being met.
(2) Options which cannot be exercised (i) due to the performance condition related to the relative performance of the Saint-Gobain share price not being met and the performance condition on the relative performance of Saint-Gobain's ROCE being only partially met, to which all options granted in November 2016 were subject, and (ii) due to the service condition not being met.
(3) Options which cannot be exercised (i) due to the performance condition related to the relative performance of the Saint-Gobain share price, not being met and the performance condition on the relative performance of Saint-Gobain's ROCE being only partially met and the partial fulfillment of the relative CSR performance condition for Saint-Gobain, to which all options granted in November 2017 were subject, and (ii) due to the service condition not being met.
(4) Options which cannot be exercised (i) due to the partial fulfillment of the performance condition based on the relative change in the Saint-Gobain share price, to which all options granted in Saint-Gobain share price to which all options granted in November 2018 were subject, and (ii) following the non-fulfillment of the condition of presence.
(5) After deducting the granted options that are not exercisable because the performance conditions were not, or only partly, met.

# D - Performance unit plans

The Company set up performance unit plans annually between 2012 and 2015.

No performance unit plan was set up in 2024 and at December 31, 2024, there are no longer any performance unit plans in the process of being vested.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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CORPORATE GOVERNANCE

COMPANY STOCK TRADED BY CORPORATE OFFICERS

## 5.3 COMPANY STOCK TRADED BY CORPORATE OFFICERS

Transactions by corporate officers involving Compagnie de Saint-Gobain shares exceeding an aggregate amount of €20,000 reported to the Autorité des marchés financiers (AMF) in 2024 pursuant to article L. 621-18-2 of the French Financial and Monetary Code were the following:

|   | Securities | Type | Transaction date | Unit price | Total amount  |
| --- | --- | --- | --- | --- | --- |
|  Pierre-André de Chalendar | Shares | Disposal | January 2, 2024 | €66.85 | €668,500  |
|   |  Shares | Disposal | March 4, 2024 | €69.10 | €691,000  |
|  Chairman of the Board of Directors until June 6, 2024 | Shares | Disposal | April 29, 2024 | €75.42 | €754,200  |
|   |  Units of the Saint-Gobain France FCPE (Saint-Gobain Group Savings Plan) | Subscription | May 15, 2024 | €55.30 | €103,544  |
|  Benoit Bazin | Units of the Saint-Gobain France FCPE (Saint-Gobain Group Savings Plan) | Subscription | May 15, 2024 | €55.30 | €153,544  |
|   |  Exercise of stock options | Exercise | November 14, 2024 | €39.47 | €168,379  |
|   |  Exercise of stock options | Exercise | November 15, 2024 | €40.43 | €168,391  |
|   |  Units of the Saint-Gobain FCPE to come | Disposal | November 18, 2024 | €89.30 | €192,260  |
|   |  Units of the Saint-Gobain FCPE to come | Disposal | November 18, 2024 | €89.30 | €192,368  |
|   |  Units of the Saint-Gobain FCPE to come | Acquisition | November 19, 2024 | €89.36 | €8,913  |
|   |  Units of the Saint-Gobain FCPE to come | Acquisition | November 19, 2024 | €89.36 | €8,915  |
|  Geoffroy Roux de Bézieux  |   |   |   |   |   |
|  Director | Shares | Acquisition | October 7, 2024 | €81.62 | €33,056  |
|  Sibylle Daunis Opfermann  |   |   |   |   |   |
|  Director representing employee shareholders | Units of the Saint-Gobain France FCPE (Saint-Gobain Group Savings Plan) | Subscription | May 15, 2024 | €55.30 | €81,845  |
|  Sibylle Daunis Opfermann  |   |   |   |   |   |
|  Director representing employee shareholders | Shares | Disposal | December 9, 2024 | €90.50 | €90,500  |
|  Sophie Brochu  |   |   |   |   |   |
|  Director | Shares | Acquisition | October 8, 2024 | €81.90 | €98,280  |
|  Hélène de Tissot  |   |   |   |   |   |
|  Director | Shares | Acquisition | November 8, 2024 | €86.32 | €86,320  |
|  Hélène de Tissot  |   |   |   |   |   |
|  Director | Shares | Acquisition | November 12, 2024 | €87.94 | €14,950  |
|  Hélène de Tissot  |   |   |   |   |   |
|  Director | Shares | Acquisition | November 14, 2024 | €87.76 | €2,633  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

www.saint-gobain.com

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CORPORATE GOVERNANCE

REPORT OF THE BOARD OF DIRECTORS ON CORPORATE GOVERNANCE (ARTICLES L. 225-37 AND SEQ. AND L. 22-10-10 AND SEQ. OF THE FRENCH COMMERCIAL CODE)

## 5.4 REPORT OF THE BOARD OF DIRECTORS ON CORPORATE GOVERNANCE (ARTICLES L. 225-37 AND SEQ. AND L. 22-10-10 AND SEQ. OF THE FRENCH COMMERCIAL CODE)

## Report of the Board of Directors on corporate governance

This report on corporate governance was prepared in accordance with Articles L. 225-37 et seq. and L. 22-10-10 et seq. of the French Commercial Code under the responsibility of the Board of Directors and based on information provided by the relevant departments of Compagnie de Saint-Gobain and was approved by the Board of Directors at its meeting of February 29, 2024.

The law stipulates that this report should include a number of corporate governance items.

## Compensation of the management and governing bodies (articles L. 22-10-8 and L. 22-10-9)

As regards compensation, the report must present the draft resolutions of the Board of Directors relating to the compensation policy for the corporate officers; this policy must comply with the Company's corporate interest, contribute to its longevity and be part of its business strategy.

Furthermore, the report must include the total compensation and benefits of any kind paid or granted by Compagnie de Saint-Gobain to the Company's corporate officers during or in respect of the fiscal year, as well as commitments of any kind made by Compagnie de Saint-Gobain in favor of the executive corporate officers, such as compensation components, indemnities or benefits due or to be due as a result of taking, losing or changing office or subsequent to the performance thereof, including retirement commitments and other annuity benefits.

The report must also present changes, over the last five fiscal years, in the compensation of the executive corporate officers, the average compensation of Compagnie de Saint-Gobain's employees, the performance of the Group and the ratios between the compensation levels of the executive corporate officers of Compagnie de Saint-Gobain and the average and median compensation of its employees, on a full-time equivalent basis.

Finally, the report must contain an explanation of how total compensation complies with the compensation policy adopted, including how it contributes to the company's long-term performance, and how the performance criteria have been applied.

This information, set out in section 5.2 p. 280 et seq. and prepared on the basis of details provided by the Corporate Legal, Human Resources and Finance Departments, was reviewed by the Nomination and Remuneration Committee and is included by reference in this report.

## Composition and operation of the Board of Directors (Article L. 22-10-10)

The report must include the composition of the Board of Directors and the conditions for preparing and organizing its work, as well as any limitations on the powers of the Chairman and Chief Executive Officer (see section 5.1.2, p. 264, and section 9.1.1, p. 478).

The report must also include a list of all offices and duties held in all companies by every Compagnie de Saint-Gobain Board member during the year (see section 5.1.1, p. 248), the method for exercising General Management (see section 5.1.2 D, p. 270), and adherence to a corporate governance code and application of its recommendations (see section 5.1, p. 248).

The report must include a description of the diversity policy applied to the members of the Board of Directors, as well as a description of the objectives of that policy, its methods of implementation and the results achieved during the previous fiscal year (see section 5.1.2 D p. 270 and section 5.1.1.C, p. 258).

This information, prepared on the basis of details provided by the Corporate Legal Department, was reviewed by the Nomination and Remuneration Committee, and the Lead Independent Director and Vice Chairman of the Board, and is included by reference in this report.

## Other information (Articles L. 22-10-10 and L. 22-10-11)

Finally, the report must present information likely to have an impact in the event of a takeover bid (see section 7.1.9, p. 364). Finally, the report must present information likely to have an impact in the event of a takeover bid (see section 5.5, p. 324), a description of the procedure to properly assess whether the agreements on current transactions concluded under normal conditions meet these conditions and information on its implementation (section 5.1.1,D, p. 262), specific procedures for shareholder participation in the General Shareholders' Meeting (section 9.1.1, p. 478) and must contain a summary table of current valid delegations of authority granted by the General Shareholders' Meeting regarding capital increases showing how these delegations of authority were used during the fiscal year (see section 7.1.2, p. 359).

This information is prepared on the basis of details provided by the Corporate Legal and Financial Departments and is included by reference in this report.

The report must also include a description of the main characteristics of the company's internal control and risk management systems as part of the context of the financial reporting process (see section 6.2 p. 339).

This information, which is listed in sections 3.4.2.B, p. 173, 3.7.1, p. 219, and 3.5, p. 195, and based on information submitted by the Human Resources Department, has been reviewed by the Board of Directors and is incorporated by reference into this report.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024
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STATUTORY AUDITORS' SPECIAL REPORT ON RELATED-PARTY AGREEMENTS

## 5.5 STATUTORY AUDITORS' SPECIAL REPORT ON RELATED-PARTY AGREEMENTS

## Statutory auditors' special report on related-party agreements

Annual General Meeting held to approve the financial statements for the year ended December 31, 2024

To the Annual General Meeting of Compagnie de Saint-Gobain,

In our capacity as Statutory Auditors of Compagnie de Saint-Gobain, we hereby report to you on related-party agreements.

It is our responsibility to report to you, based on the information provided to us, on the main terms and conditions of agreements that have been disclosed to us or that we may have identified as part of our engagement, as well as the reasons given as to why they are beneficial for the company, without commenting on their relevance or substance or identifying any undisclosed agreements. Under the provisions of article R. 225-31 of the French commercial Code (Code de commerce), it is your responsibility to determine whether the agreements are appropriate and should be approved.

Where applicable, it is also our responsibility to provide you with the information required by article R. 225-31 of the French Commercial Code in relation to the implementation during the year of agreements already approved by the Annual General Meeting.

We performed the procedures that we deemed necessary in accordance with professional standards applicable in France to such engagements. These procedures consisted in agreeing the information provided to us with the relevant source documents.

## Agreements to be submitted for the approval of the annual general meeting

### Agreements authorized and/or concluded during the year or since the year-end

Pursuant to Article L. 225-40 of the French Commercial Code, the following agreements entered into during the year and previously authorized by the Board of Directors, have been brought to our attention.

### Agreements between Compagnie de Saint-Gobain and Mrs. Jana Revedin under a partnership for the organization and production of the Global Award for Sustainable Architecture

**Person involved:** Mrs. Jana Revedin, director of Compagnie de Saint-Gobain and founder of the Global Award for Sustainable Architecture.

### Nature, purpose and terms and conditions:

Several agreements governing the continuation of the partnership for the organization and production of the Global Award for Sustainable Architecture were previously authorized by your Board of Directors on September 26, 2024.

These agreements followed on from the contracts authorized by your Board of Directors on December 19, 2023 and signed on December 22, 2023 to form a partnership for the organization and production of the Global Award for Sustainable Architecture, as detailed in the second part of this report.

It is recalled that the Global Award for Sustainable Architecture annually rewards five architects whose constructions reflect sustainable development principles and satisfy the needs of companies, with a sustainable, innovative and participatory approach. Mrs. Jana Revedin created this award in 2006 and has organized its distribution since this date.

The following agreements were signed on September 27, 2024 to enable the organization and production of the 2025 Global Award for Sustainable Architecture:

- as for the 2024 Award, a Copyright assignment agreement with Mrs. Jana Revedin, as the co-author of the publication dedicated to the work of the 2025 winners of the Global Award for Sustainable Architecture, providing for compensation of €35,000 excluding taxes, including €27,000 excluding taxes for Mrs. Jana Revedin;
- as for the 2024 Award, a Publishing Agreement for said publication with Mrs. Jana Revedin and ArchiTangle GmbH, an international publishing house not related to Mrs. Jana Revedin, for an expected publishing cost of €50,000 excluding taxes; and
- amendment n°1 to the Partnership Agreement and Trademark License for no consideration with Mrs. Jana Revedin, clarifying the activities and obligations of each party with regard to the organization and production of the 2025 Awards and the preparation of the 2026 Awards.

In 2024, the Publishing Agreement for the publication gave rise to the payment of €25,000 by your Company.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

www.saint-gobain.com

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STATUTORY AUDITORS' SPECIAL REPORT ON RELATED-PARTY AGREEMENTS

## Reasons as to why the agreements are beneficial for the Company:

Your Board of Directors considered that the conclusion of these agreements was beneficial for the Company, as the Global Award for Sustainable Architecture is a competition that is in keeping with Saint-Gobain Group's activities and values and falls within the scope of its communication policy.

## Agreements previously approved by the annual general meeting

### Agreements previously approved that remained in force during the year

Pursuant to Article R.225-30 of the French Commercial Code, we have been informed that the following agreements, previously approved by Shareholders' Meetings of prior years, have remained in force during the year.

### Partnership and support agreement between Compagnie de Saint-Gobain and the endowment fund of the Institut de l'Entreprise

**Person involved:** Mr. Pierre-André de Chalendar, Chairman of the Board of Directors of Compagnie de Saint-Gobain (until June 6, 2024, inclusive) and Chairman of the Institut de l'Entreprise and the endowment fund of the Institut de l'Entreprise.

### Nature, purpose and terms and conditions:

This partnership and support agreement, set up to determine the support procedures provided by your Company to the Institut de l'Entreprise endowment fund, was previously authorized by your Board of Directors on December 19, 2023.

This agreement, which was signed on January 25, 2024, provides for financial support of €300,000 excluding taxes (in three annual installments of €100,000, excluding taxes, to be paid before February 29, 2024, December 31, 2024 and December 31, 2025, respectively), allocated to the Institut's activities regarding the education and training of teachers implemented under the Corporate Teacher/Melchior program, and regarding support for the creation of teaching materials under the Melchior Planète educational project.

In 2024, this agreement gave rise to a total payment of €100,000 by your Company.

### Agreements with Mrs. Jana Revedin under a partnership for the organization and production of the Global Award for Sustainable Architecture

**Person involved:** Mrs. Jana Revedin, director of Compagnie de Saint-Gobain and founder of the Global Award for Sustainable Architecture.

### Nature, purpose and terms and conditions:

Several agreements governing the creation of a partnership for the organization and production of the Global Award for Sustainable Architecture were previously authorized by your Board of Directors on December 19, 2023. The aim of the Global Award for Sustainable Architecture is described in the first part of this report.

The agreements governing this partnership were signed on December 22, 2023 and break down as follows:

- Partnership Agreement and Trademark License for no consideration with Mrs. Jana Revedin, under which the latter authorizes the Company to use the Global Award for Sustainable Architecture and GA Global Award for Sustainable Architecture trademarks when organizing the competition;
- a Copyright assignment agreement with Mrs. Jana Revedin, as the co-author of two publications dedicated to the work of the 2023 and 2024 winners of the Global Award for Sustainable Architecture, providing for compensation of €35,000 excluding taxes per publication, including €27,000 excluding taxes per publication for Mrs. Jana Revedin, i.e. a total of €70,000 excluding taxes for both publications, including €54,000 excluding taxes for Mrs. Jana Revedin; and
- a Publishing Agreement for said publications with Mrs. Jana Revedin and ArchiTangle GmbH, an international publishing house not related to Mrs. Jana Revedin, for an expected publishing cost of €43,400 excluding taxes for each publication paid directly to the publishing house.

In 2024, the Copyright assignment agreement and the Publishing Agreement for said publications gave rise to payments by your Company of €54,000 (to Mrs. Jana Revedin) and €43,400 (to ArchiTangle GmbH), respectively.

Paris-La Défense, February 27, 2025
The Statutory Auditors

KPMG S.A.
Deloitte &amp; Associés

Pierre-Antoine Duffaud
Laurent Chillet
Frédéric Gourd

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# RISKS AND CONTROL

![img-244.jpeg](img-244.jpeg)

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# TABLE OF CONTENTS

## 6.1 RISK FACTORS
328

- 6.1.1 Risks specific to the Group and its business sector 328
- 6.1.2 Group structural risks 332
- 6.1.3 Financial risks 332
- 6.1.4 Legal risks 333
- 6.1.5 Insurance 337

## 6.2 INTERNAL CONTROL
339

- 6.2.1 Compagnie de Saint-Gobain's internal control and risk management system 339
- 6.2.2 Parties involved in internal control and risk management 341
- 6.2.3 The internal control and risk management system in the Group entities 349
- 6.2.4 The procedure for monitoring the internal control and risk management system 349
- 6.2.5 Guidelines and procedures 351
- 6.2.6 Organization of internal control in preparing and processing financial and accounting information to the shareholders 354

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# Risks and control

Risks Factors

## 6.1 RISK FACTORS

The Group conducts its business in a constantly evolving environment. It is therefore exposed to risks, the occurrence of which could have a material adverse effect on its businesses, financial position, results and outlook. This chapter presents the main risks to which the Group believes it is exposed at the date of this Universal Registration Document.

Due to the Group's multiple geographic locations, the diversity of its markets and product ranges, as well as its development, the Saint-Gobain Group is exposed to different categories of risks. In the framework of the provisions of Article 16 of Regulation (EU) 2017/1129 of the European Parliament and of the Council, the risk factors considered most important (identified with an asterisk), at the date of this Universal Registration Document, are mentioned in the first place within each of the risk categories mentioned below, in line with an evaluation that takes account of their impact and probability of occurrence. Saint-Gobain's evaluation of the significance of the risks may be modified at any time, particularly if new internal or external events occur.

The reader's attention is drawn to the fact that other risks of which the Group is not aware at the date of this Universal Registration Document, or the occurrence of which is not currently considered likely to have a material adverse effect on the Group, its businesses, financial position, results and outlook, may or might exist or arise.

## 6.1.1 RISKS SPECIFIC TO THE GROUP AND ITS BUSINESS SECTOR

### Risks related to the economic situation*

A significant part of the Group's activities is linked to investment in the construction sector, namely the following markets: and infrastructure (50% (1) of 2024 revenue), new residential construction (22% (1) of 2024 revenue) and non-residential construction (15% (1) of 2024 revenue), which are sensitive to economic conditions, including the consequences of inflation over the past three years and the rise in interest rates in the Group's main countries. Consequently, the Group's results are sensitive to the macroeconomic conditions of the geographic regions, both at regional and local levels, where the Group is active. Since the Group is established in 77 countries around the world (particularly in Northern Europe, Southern Europe, the Middle East, Sub-Saharan Africa, North America, Latin America and Asia-Pacific), a deterioration in the global economic environment due, for example, to a severe economic downturn or a major recession in any of these geographic regions is likely to have a negative impact on the consumption of the Group's products in the regions concerned, which could have a material adverse effect on the Group's revenues, results, free cash flow generation and outlook (see section 2.2.1, p. 90).

### Risks related to the Group's international activities*

The Group is active worldwide, including outside Western Europe and North America. It is present in particular in Eastern Europe, the Middle East, Africa, Asia-Pacific, and Latin America, particularly in Brazil. Approximately 26% of the Group's consolidated revenue was generated in these regions in 2024. Generally speaking, the Group's activities in these regions carry higher risks than in Western European and North American countries, due to the existence of greater economic and political instability, as well as greater exposure to social and infrastructure disruptions than in more mature markets.

Thus, the direct and indirect consequences of an unstable economic or regulatory environment in which the Group operates, in a country in which the Group is active or markets its products, could have a material adverse effect on investments in those countries' construction sector, and consequently on the Group's businesses, financial position, results or outlook.

In this respect, the war between Russia and Ukraine, which is a factor of economic uncertainty affecting economic activity and world trade, could have an adverse impact on the Group's activities even though the Group's economic exposure to Russia is not significant (approximately 0.8% of the Group's consolidated revenue in 2024 and approximately 2300 employees, most of whom work at the Group's plants). Similarly, the war in the Middle East is likely to affect the Group: even though its activities in the region are modest and it has no presence in Israel, the conflict is likely to destabilize the prices of certain raw materials on world markets such as oil or disrupt the freight transport flows, which could indirectly affect the Group's activities.

The Covid-19 pandemic has clearly abated, but a potential resurgence of the epidemic could lead to further restrictive measures that could affect supply chains and the economy more generally. The Group is partly protected from this risk by the highly local nature of its sourcing and its production and sales activities.

Moreover, legal or regulatory changes applicable to the Group's activities (involving, among other things, taxation, restrictions on capital transfers, customs duties, intellectual property and import and export licenses, the employment system or health, safety or the environment) could significantly increase the Group's costs in the various countries in which it is active, or limit its ability to freely transfer its capital, and consequently have a material adverse effect on its businesses, financial position, results and outlook.

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Lastly, the Group operates in an uncertain geopolitical climate where trade tensions such as those that may arise from the trade policy pursued by certain governments or the war between Russia and Ukraine are becoming increasingly prominent. The Group mainly operates in local markets (see section 2.1.2, p. 83), although some of its manufacturing activities have global value chains and could be subject to political and trade tensions, such as the automotive industry. Further deterioration of global trade relations could therefore have an adverse effect on the Group's results and outlook in these business sectors. At the date of this Universal Registration Document, the war between Russia and Ukraine has had no material adverse effect on the value chains of the Group's activities.

# Risks related to innovation and the digital revolution

The Group has placed innovation at the heart of its strategy (see section 1.2.3.A, p. 38) in order to feed its competitiveness and maintain a high level of operational excellence and financial and non-financial performance.

Certain markets in which the Group is positioned are evolving rapidly, with the appearance of new practices, products and solutions (for instance prefabrication, 3D printing, light construction, digital services linked to the various phases of construction projects, optimized logistics and management of circularity), new technologies and new communication and distribution channels relying on digital tools and content. The success of the Group depends on its capacity to keep pace with these changes at all times and integrate these new technologies into its product offerings, in order to respond effectively to clients' needs.

Following the success, one year in advance, of the "Transform &amp; Grow" program set up in November 2018, one of the challenges of which, in terms of innovation and digital transformation, was to optimally reconcile, on the one hand, initiatives and coordination of marketing policies and strategic innovations on a global scale, and, on the other hand, necessary local adaptations or initiatives to meet the needs of local markets and clients in the most pertinent and efficient way possible (in particular sales channels, logistics offering, etc.), the new "Grow &amp; Impact" strategic plan announced to investors on October 6, 2021, has pursued these objectives and significantly strengthens the ambitions regarding the digital transformation in terms of both organization and resources. The Group's Digital &amp; IT and Innovation entities are pooling resources to explore the potential and the possible scaling-up of the new digital technologies. The Group might not be in a position to fully implement its digital strategy, which could adversely affect its revenues, results or outlook.

The Group's innovation policy notably also comprises an ambitious marketing approach which seeks to better understand, anticipate and respond to client requirements, working where appropriate closely with Research and Development to supply customized solutions. This policy of marketing innovation and operational excellence is based in particular on specific strategic watches. Innovation involving research and development requires material investments (€585 million at December 31, 2024, i.e. 29% of the Group's total investments) as well as an appropriate recruitment and training policy, particularly in the new business lines resulting from the digital boom (digital marketing, business lines linked to the use of data, artificial intelligence, the development of digital platforms, and Industry 4.0 for example, the expected benefits of which cannot be guaranteed.

The Group's revenue, operating margins and results could be affected if it fails to invest or invests insufficiently in appropriate technologies related to the digital transformation, or if is unable rapidly to bring new products to market, or if seeks to market products that do not adequately address client needs or if competing products are quickly introduced.

# Intellectual property risks

Growth in the Group's activities relies on the protection of its manufacturing secrets, patents (more than 450 patents registered in 2024), brands and models, and other intellectual property rights (for a description of the Group's portfolio of patents and brands, see section 2.2.1.A, p. 84 and 2.2.1.B, p. 84). If the Group were to be unable to obtain, protect and preserve its intellectual property rights, or its freedom to exploit them, this could result in the loss of its exclusive rights to use technologies and processes, which could have a material adverse effect on its results.

The Group has an active policy for the protection of its intellectual property rights but cannot rule out the risk of its products being counterfeited, the appropriation or illicit use of its intellectual property rights or an unfavorable ruling by the courts.

The Group may be forced to take legal action against third parties suspected of breaching its rights. Any such proceedings may give rise to significant costs and hamper growth in sales of the products manufactured using the rights concerned or force the Group to incur additional expenses to develop other technologies that do not use the disputed technology.

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# Risks related to the supply of energy and raw materials and changes in the cost of energy and raw materials

The Group's industrial activities, some of which consume high levels of energy, such as Building and Automobile Glass, Insulation or Gypsum (see section 2.2.1.B, p. 90 for a description of these activities), or are dependent on certain raw materials, could be impacted by a significant increase in prices resulting from difficulties in sourcing raw materials and/or energy (e.g., natural gas or electricity), or by the occurrence of natural disasters, extreme weather conditions, or geopolitical circumstances such as the war between Russia and Ukraine. By way of illustration, at December 31, 2024, the Group's irrevocable purchase commitments relating to raw materials and energy represented €2.7 billion (see note 5.1.1 to the consolidated financial statements, section 8.1, p. 395).

The Group's ability to pass on these cost increases to its clients depends to a large extent on market conditions and commercial practices. Even if the Group passes them on, it may do so only in part and/or with a slippage over time. The Group's inability to immediately and/or fully pass on increases in the cost of raw materials and/or energy in the short term could have a material adverse effect on its operations, financial position or results.

The Group has set up hedging arrangements for some of the risks associated with the cost of energy and/or raw materials (see note 10.1 Financial Risks to the consolidated financial statements, section 8.1, p. 422). Nevertheless, it cannot guarantee that these hedges, which themselves represent a cost for the Group, will fully cover any additional costs incurred as a result of future price increases in the cost of energy and/or raw materials; they will depend on the underlying assumptions regarding movements in costs applied by the Group.

# Industrial and environmental risks

The Group could incur significant expenses and be exposed to environmental liabilities as a result of its operation of past, present or future industrial sites (see note 9 to the consolidated financial statements, section 8.1, p. 418).

The industrial and environmental risks arising from the operation of some sites primarily relate to the storage of certain hazardous substances.

At December 31, 2024, eight sites were classified under Directive 2012/18/EU on the control of major-accident hazards involving dangerous substances, known as the "Seveso III" Directive. These industrial sites are subject to specific regulations and close supervision by the competent authorities and the Group's Environment, Health and Safety Department.

These sites include Balsta (Gypsum) in Sweden, storing liquid natural gas, Etolikon (Gypsum) in Greece and Stjordal (Insulation) in Norway, storing liquefied petroleum gas, Billesholm (Insulation) in Sweden and Sully-sur-Loire (Sekurit-Transport) and Sermaises (HPS) in France, storing

combustive liquids, which fall under the "lower-tier" defined by the "Seveso III" Directive. Two other facilities are classified as "upper-tier": the Bagneaux-sur-Loing site (Flat Glass) in France, which stores arsenic (AS203) and the Carrascal del Rio site (Flat Glass) in Spain, which stores hydrofluoric acid (HF).

After identifying accident risks and their potential impact on the environment, preventive measures were implemented at these facilities, covering the design and construction of storage areas, as well as the manner in which they are operated and maintained. Internal contingency plans have been developed to respond to incidents. The financial consequences of personal injury and damage to property that may arise by accident from plant operations are covered by the current Group civil liability and environment impairment liability insurance programs (for a description of these programs, see section 6.1.5, p. 337), except for the Bagneaux-sur-Loing plant, which is operated by a joint venture and which is insured under a specific policy subscribed by this subsidiary. In the event of an industrial accident, compensation payments to victims would be organized jointly by the company, the insurance broker and the insurer.

The Saint-Gobain Group is also exposed to risks of chronic pollution, and could therefore be required to incur expenses to restore active or closed industrial sites or clean up the environment. At December 31, 2024, 66 European Group sites were classified as "IED" installations in the meaning of Directive 2010/75/EU on industrial emissions, and are subject to integrated pollution prevention and control regulations.

A breach of these regulations could result in fines or other civil, administrative or criminal penalties, specifically the withdrawal of permits and licenses needed for the activities in question to continue operation, which could have a material adverse effect on the Group's revenue, results, free cash flow generation and outlook.

Lastly, changes in environmental regulations, including their interpretation, and consideration of climate change risks (see section 3.2, p. 122) could cause the Group to incur significant expenses and/or investments.

# Risks related to external growth

The Group's strategy is based, in part, on external growth, in particular by acquiring businesses or assets, taking equity interests or establishing joint ventures in the Group's business lines and in geographic regions where the Group seeks to establish or strengthen itself (see section 1.2.4, p. 41). For example, on 26 February 2024, the Group announced that it had entered into a definitive agreement for the acquisition of CSR Limited, a listed and leading building products company in Australia for residential and non-residential construction, which was finalised on 9 July 2024, and on 3 April 2024, the conclusion of a definitive agreement for the acquisition of the Bailey Group, a privately owned manufacturer of metal building solutions for light construction in Canada, the operation for which was definitively completed on 3 June 2024.

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However, the Group may not be in a position to identify attractive targets or to enter into transactions at the optimal time and/or under satisfactory conditions (see paragraph B of section 1.2.4, p. 41, for a description of the business portfolio management strategy). The expected benefits of these external growth operations depend, in part, on the realization of expected synergies and integration of the activities of the acquired companies, and on relationships with other participants in the joint ventures. The Group gives no guarantees as to these objectives, which, if not fulfilled within the expected timeframes and at the expected levels, could affect the Group's financial position, results and outlook.

# Risks related to information systems

Daily management of the Group's activities, specifically the conduct of its commercial, industrial, logistics and accounting processes, particularly in its Distribution activities, requires the proper functioning of all technical infrastructure and computer applications. The risk of system malfunction or interruption, which may be external or internal in origin (computer viruses or hacking, service provider default, blackouts or network shutdowns, natural disasters, human error, etc.), cannot be ruled out. In particular, a cyber attack could affect not only operations, but also the protection of confidential information or lead to the theft, loss or exposure of personal data.

It should be recalled that, in June 2017, the Group, along with numerous other companies and organizations in France and abroad, was affected by the NotPetya cyberattack, which required IT systems to be disconnected in order to prevent the spread of the virus, as well as the introduction of alternative processes in all of the Saint-Gobain business lines. The impact of the cyberattack on operating income for the 2017 fiscal year was calculated to be €80 million. All of the information systems were back up and running within ten days, without any data being lost or compromised.

With a view to learning from NotPetya and minimizing the probability and the impact of this type of malfunction, the Cybersecurity Department of the Group, as part of a cyber-defense plan, has introduced strict rules relating to the governance and security of information systems, both in terms of infrastructure and applications, data protection and business continuity plans. This plan was deployed at Group level, controlled by the Audit and Internal Control Department and by regular external audits (see section 5.1.2.D, p. 270, on the work of the Board of Directors and the Audit and Risk Committee). Since 2021,

the cyber-defense plan has become a continuous improvement plan, and an external audit is carried out on behalf of the Audit and Risk Committee every two years. Furthermore, a new insurance program covering the Group's cyber risks has been in place and renewed annually since the end of 2017. The implementation of these various actions has made it possible to ensure that the cybersecurity incidents and cyberattacks that Saint-Gobain Group has had to deal with over the past seven years have had no consequences for the Group's operations.

The occurrence of such malfunctions or interruptions as mentioned above may adversely affect the Group's operations, the protection of its know-how and its financial results.

# Risks related to climate change and the energy transition

The fight against climate change involves both risk management and the development of the Group's markets (see section 3.2, p. 122).

The Group has placed the fight against climate change at the heart of its strategy and aims to contribute to a fair and sustainable transition to a low-carbon economy with the adoption of a 2030 roadmap with a view to attaining its goal of contribution to carbon neutrality by 2050 and the implementation of the "Sustainable Solutions for Growth" program.

Achieving its climate objectives requires, among other things, the Group's ability to access sufficient renewable energy sources to meet its needs at satisfactory pricing conditions. The Group's failure to access such energy sources could have an adverse effect on its ability to implement its strategy and meet the expectations of its clients and investors.

In addition, the need for decarbonization of the Group's industrial clients requires an acceleration of innovation in decarbonization technologies for the construction industry, green mobility and in specialty materials for the decarbonization of industrial processes. The implementation of new industrial processes and procedures as part of the Group's sustainability roadmap represents a major technical and technological challenge. The Group's failure to deploy these new processes or procedures, or a delay in deploying them, could adversely affect its ability to implement its strategy and meet the expectations of its clients and investors.

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## 6.1.2 GROUP STRUCTURAL RISKS

### Risks linked to the Group’s pension and similar commitments*

The Group recognizes significant pension and similar obligations mainly in Western Europe (in particular in France, Germany and the United Kingdom) and in North America (United States and Canada), in respect of pension plans that for the most part are no longer open to new employees. At December 31, 2024, the total amount of pension plan commitments was €8.4 billion (see note 6.3 of the consolidated financial statements, section 8.1, p. 401).

The level of provision for Group pension plans (€1 billion at December 31, 2024) may be affected by adverse changes in the actuarial assumptions used to calculate the projected plan liabilities, by a reduction in the discount rates used to measure future commitments, a change in the assumed mortality rates or an increase in the inflation rates used, or a fall in the market values of plan assets, consisting mainly of equities and bonds.

### Risks linked to cost reduction and restructuring

The Group constantly strives to reduce or optimize its costs. While further savings are planned, there is no guarantee that the forecast reductions will be achieved or that the costs related to possible restructuring will not exceed forecasts. In particular, certain restructuring operations and other initiatives may cost more than expected, or the cost savings may be less than expected or take longer than expected to achieve. An increase in restructuring costs and/or the Group’s inability to achieve the expected savings could have a material adverse effect on the Group’s results and outlook.

### Risks linked to goodwill and impairment of property, plant and equipment, intangible assets and rights of use

The Group has a significant amount of intangible assets linked, on the one hand, to brands, client relations and intellectual property, and on the other hand to goodwill (respectively €4 billion and €14.2 billion at December 31, 2024).

In line with Group accounting policies, goodwill and certain other intangible assets with indefinite use lives are tested for impairment periodically and whenever there is an indication that their carrying amount may not be fully recoverable. Goodwill and other identified intangible assets may become impaired as a result of worse-than-expected Group performance, unfavorable market conditions, unfavorable legal or regulatory changes or many other factors. The recognition of impairment losses on goodwill could have an adverse effect on consolidated net income.

Property, plant and equipment including rights of use under leases (€17.9 billion at December 31, 2024) could also be subject to impairment in the event of adverse changes in the business (see note 7 to the consolidated financial statements, section 8.1, p. 408).

## 6.1.3 FINANCIAL RISKS

The Group is exposed to financial risks, and notably a liquidity risk on financing. In particular, in a crisis environment, the Group might be unable to raise the financing or refinancing needed to cover its investment plans on the credit or capital markets, or to obtain such financing or refinancing on acceptable terms. For more information on this liquidity risk and the other financial risks to which the Group is exposed, please see note 10.1 to the consolidated financial statements for the fiscal year ended December 31, 2024, section 8.1, p. 422.

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# 6.1.4 LEGAL RISKS

## Risks linked to legal and administrative procedures

The Group is exposed to risks of investigations, litigations and claims arising in the normal course of business. The most significant disputes pending or for which the Group has received notifications are described below. These proceedings may result in a conviction, the payment of substantial damages, regulatory or even criminal sanctions, and may tarnish the Group's reputation and thus have a significant negative impact on the Group's image, financial position and operating results. At December 31, 2024, total provisions for Group litigation amounted to €420 millions (cf. section 8.1, Note 9.1.1, to the consolidated financial statements p. 419).

## Competition law and related proceedings*

Competition laws apply to the Group companies in countries in which it operates. Violation of competition law exposes the Group to fines and, in certain countries, potential criminal sanctions on the Group and the employees involved. Any litigation filed by a competition authority could, in the event of conviction, give rise to the payment of fines and potentially damages, which is likely to have a significant impact on the Group's reputation, financial situation and operating results.

The Saint-Gobain Group is firmly committed to opposing any practice that might violate competition rules and has long applied the principle of zero tolerance. A competition law compliance program has been in place within the Group since 2007 (cf. section 3.4.7, p. 190).

## Investigation by the Swiss Competition Commission in the sanitary products wholesale industry

In November 2011, the Swiss Competition Commission (Commission suisse de la concurrence) opened an investigation into anti-competitive practices in the sanitary products wholesale industry. In May 2014, the Commission Secretariat issued a notice of complaints against Sanitas Troesch and other wholesalers in the industry alleging that Sanitas Troesch and some of its competitors had, among other things, agreed in 2005 and 2012 to lower gross prices.

The total fine imposed on all companies involved is CHF 80 million. For Sanitas Troesch, the fine is CHF 28.8 million. Sanitas Troesch appealed this decision on May 2, 2016 and continues to firmly refute the claims made. The hearing took place before the Federal Administrative Court on January 21, 2020 and the date on which the Federal Administrative Court will issue its decision is not yet known. However, a provision for claims and litigation was recognized at December 31, 2015 in an amount equivalent to the fine (unchanged as at December 31, 2024).

## Investigations by Competition Authorities in the additives and admixtures sector

The European Commission, the Competition and Markets Authority in the UK and the Turkish competition authority have launched investigations into anti-competitive practices in relation to the supply of chemical additives for cement and chemical admixtures for concrete and mortar. As of 31 December 2024, no statement of objections has been issued. The Competition and Markets Authority in the UK has announced on January 23, 2025 its decision to drop its investigation.

Incidentally, class actions have been instituted against the Group in the United States and Canada in connection with these investigations which remain at a preliminary stage.

## Asbestos-related litigation

Current legal actions related to asbestos are described below.

## Asbestos-related litigation in France

### Inexcusable fault lawsuits

Several French companies of the Group were the subject of actions by former employees of these companies (or persons claiming through them) for recognition of inexcusable fault following diseases recognized as being of occupational origin resulting from exposure to asbestos dust.

As of December 31, 2024, 50 actions are still pending.

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## Anxiety claims

Several Group's subsidiaries that have operated facilities in France classified as containing asbestos, were the subject of anxiety claims brought by current or former employees not suffering from an occupational disease due to asbestos – claiming compensation for prejudice of anxiety suffered as a result of their alleged exposure to asbestos.

As of December 31, 2024, 155 lawsuits are still in progress.

Last, the total amount of compensation paid in 2024 for asbestos-related litigations in France – inexcusable faults lawsuits and anxiety claims – by the Group companies concerned totaled approximately €3 million as of December 31, 2024 (compared to approximately €5 million as of December 31, 2023) and the total amount registered as provision for this asbestos-related litigations amounted to around €9 million as of December 31, 2024 (compared to around €7 million as of December 31, 2023).

## Situation in the United States

### Measures taken to achieve an equitable and permanent resolution of the former CertainTeed Corporation's legacy asbestos liabilities in the United States

DBMP LLC, an affiliate of CertainTeed LLC based in North Carolina, that holds the legacy asbestos liabilities of the former CertainTeed Corporation, filed, on January 23, 2020, a voluntary petition for relief under Chapter 11 of the US Bankruptcy Code in the US Bankruptcy Court for the Western District of North Carolina in Charlotte. The matter remains pending. The purpose of the filing is to achieve a certain, final and equitable resolution of all current and future claims arising from asbestos-containing products manufactured and sold by the former CertainTeed Corporation.

DBMP LLC intends to seek court authority to establish a trust under section 524(g) of the US Bankruptcy Code – a specific provision that is applicable to companies that face substantial numbers of asbestos-related claims – to achieve a fair and equitable resolution of its asbestos-related liabilities. Upon establishment of the trust, current and future plaintiffs with qualifying claims will be able to receive faster payment of their claims without the delay, stress and uncertainty of litigation in the tort system; at the same time, the creation and funding of such a trust will permanently and finally resolve DBMP LLC's asbestos liability.

During the course of this bankruptcy process, which could take up to approximately eight years, all asbestos litigations have been stayed and all related costs suspended, providing DBMP LLC with the time and protection to negotiate an agreement to be approved on behalf of all claimants and by the court.

This action was taken as a result of the increasing risks presented in the US tort system. Despite the passage of time, the aging of the population and lessening opportunity for claimants to assert legitimate claims of exposure to the asbestos-containing products of the former CertainTeed Corporation, naming practices in the tort system continued to result in a steady volume of claims against DBMP LLC, with no foreseeable end in sight. In addition, there has been, in general, an escalation of settlement demands and verdicts in the tort system.

Certain adversary proceedings have been filed by representatives of current and future asbestos plaintiffs against DBMP LLC, CertainTeed LLC, Saint-Gobain Corporation, Compagnie de Saint-Gobain and various other parties. No decisions on the merits of the claims have been made and such claims do not affect the Company's financial assessment of the Chapter 11 case.

## Impact on the financial statements

Following the commencement of the proceeding under Chapter 11 of the US Bankruptcy Code on January 23, 2020, the assets and liabilities of DBMP LLC and its wholly-owned subsidiary Millwork &amp; Panel LLC, and in particular the provision for asbestos-related litigation in the United States, are no longer consolidated in the Group's financial statements.

Nonetheless, because of a funding agreement between CertainTeed LLC and DBMP LLC by which CertainTeed LLC has agreed to fund the costs of the Chapter 11 case and, ultimately, the 524(g) trust, in both cases solely to the extent DBMP LLC is unable to do so in full, the Group recorded in its consolidated financial statements a provision corresponding to the amount of the estimated debt against DBMP LLC amounting to $405 million as of December 31, 2024 ($407 million as of December 31, 2023).

The Group's consolidated income for 2024 is not impacted by the ongoing Chapter 11 proceeding described above.

As a result of this bankruptcy proceeding, all legal costs and indemnity payments related to DBMP LLC's asbestos tort claims have been suspended, and no further charges in relation to such claims have been taken in 2024 (as in 2023).

## Situation in Brazil

In Brazil, former employees of Brasilit, that once manufactured fiber cement containing asbestos, suffering from asbestos-related occupational illnesses are offered, depending on the case, either financial compensation alone or lifetime medical assistance combined with financial compensation. Around 1,200 contractual instruments have accordingly been signed to date.

Two class actions were initiated against Brasilit in 2017 by two associations defending former employees exposed to asbestos at the São Caetano (São Paulo state) and Recife (Pernambuco state) plants, asking for their medical assistance and compensation to be revised. First and second instance decisions were rendered in connection with the suit related to the São Caetano plant respectively in July 2020 and July 2021, rejecting the claims of the plaintiffs. The latter have nevertheless appealed the second instance decision. First and second instance decisions were rendered in relation to Recife case, respectively in February and October 2022 rejecting the claiming party arguments. The plaintiff has appealed such second instance decision.

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A third class action was initiated against Brasilit in 2019 in Capivari (State of São Paulo) by the Labor prosecutor asking for health insurance, as well as collective moral damages, in favor of employees, former employees and their respective families, as well as subcontractors who were exposed to asbestos. First and second instance decisions were rendered respectively in September 2020 and May 2023 partly in favor of the plaintiffs. In particular, collective moral damages were granted to the plaintiffs, for an amount currently estimated as of December 31, 2024 (based on the indexation) at approximately BRL 9 million (€1.4 million). Brasilit has appealed the second instance decision.

Brasilit is subject to controls by the Ministry of Labor and continues to comply with all of its legal obligations with regard to medical assistance for its current and former employees.

In November 2017, the Supreme Court of Brazil decided to ban asbestos definitively across the country. Brasilit stopped using asbestos voluntarily as early as 2002.

## Situation in Australia

On 9 July 2024, the Company finalized the acquisition of CSR Ltd a leading player in building materials in Australia.

CSR Ltd and/or certain subsidiaries (CSR) were involved in mining asbestos and manufacturing and marketing products containing asbestos in Australia and exporting asbestos to the United States. CSR's involvement in asbestos mining, and the manufacture of products containing asbestos, began in the early 1940s and ceased in 1977.

As a result of these activities, CSR has been named as a defendant in litigation in Australia and the United States. CSR has been settling claims since 1989. Default judgments have been sought and obtained against CSR in the US, without CSR being present or represented. Australian law does not recognize the jurisdiction of US courts in such matters. There have not been any US judgments enforced against CSR. Since its acquisition by the Group, CSR paid asbestos related claims of 13 million Australian dollars.

As at December 31, 2024, for the Group companies concerned, the total provision for asbestos-related litigation amounts to 225 million Australian dollars (corresponding approximately 134 million euros).

## Environmental disputes

### PFOA proceedings in the United States

Levels of PFOA (perfluorooctanoic acid) in excess of US Environmental Protection Agency (EPA) and/or state maximum contaminant levels for drinking water have been found in municipal water systems and private wells near Saint-Gobain Performance Plastics (SG PPL): two current facilities in Hoosick Falls (New York), a former facility in Merrimack (New Hampshire), and two former facilities in North Bennington (Vermont) in the United States. PFOA and PTFE (polytetrafluorethylene) have never been manufactured by these plants. SG PPL is a processor of PTFE which it purchases from third party suppliers and which in the past contained some PFOA.

SG PPL has voluntarily provided bottled water in all three communities, installed point-of-entry treatment systems to residents and businesses in all three communities, installed carbon filtration systems on the municipal water supply in Hoosick Falls and funded the installation of a carbon filtration system on the Merrimack Valley District's municipal water supply. In addition, it has voluntarily funded construction of water line extensions in certain communities in the Merrimack and Bennington areas. The SG PPL facility in Merrimack was closed in 2024. The investigations are on-going and the scope of responsibility for SG PPL arising from environmental remediation in New Hampshire and New York and clean-up obligations at these sites has not yet been established. The scope of the remediation in Vermont is defined and largely completed; future operation and maintenance obligations remain. Without admitting liability, SG PPL has signed consent orders with the environmental regulators in New York in 2016 and 2023 in Vermont in 2017 and 2019 with respect to two different areas, and in New Hampshire in 2018, pursuant to which SG PPL has agreed to complete investigations, implement interim or final remediation measures at its current and former facilities and in the case of Vermont and New Hampshire, fund construction of water lines. Responsibility, if any, is expected to be shared with other parties as regards in particular the Hoosick Falls site.

PFOA-related lawsuits alleging both health-related and economic damages claims have been filed in civil courts in New York, New Hampshire and Vermont, some of which are in the form of class actions. It is difficult to predict the timing or outcome of any such litigation, or whether any additional litigation will be brought against SG PPL, however, both the New York and Vermont class actions are settled.

On December 31, 2024, the provision recorded by the concerned company in respect of this matter amounts to €240 million (compared to €226 million as of December 31, 2023). This provision covers both remediation and litigation related to PFOA matters.

## Other contingent liabilities

### Grenfell Tower fire in the United Kingdom

The Celotex business whose control was transferred by Saint-Gobain Construction Products UK Limited outside of the Group in January 2024, provides insulation materials for specific applications for the building and construction industry. Insulation materials from two Celotex ranges were purchased via distributors and used in refurbishing Grenfell Tower, in London in 2015/2016, including as one component of the rainscreen cladding system designed and installed (by third parties) on the tower's external facade.

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Following the Grenfell Tower fire on June 14, 2017, a Public Inquiry was constituted to consider, among other things, the modifications made to the building as part of the refurbishment, the role played by the various construction professionals, and the information provided by the manufacturers of the products used. The Inquiry's work was divided into two phases. Its phase 1 report was published on October 30, 2019 and the phase 2 report was published on September 4, 2024. A criminal investigation into the circumstances of the fire is also in progress.

There are a large number of issues and circumstances that need to be explored and the full implications for Celotex Limited and Saint-Gobain Construction Products UK Limited are unlikely to be known for some time.

Civil proceedings in connection with Grenfell Tower brought against Celotex Limited and/or Saint-Gobain Construction Products UK Limited and a number of other defendants were issued by bereaved, survivors and residents and emergency responders.

Following confidential alternative dispute resolution processes involving a number of parties, confidential settlements have been concluded in relation to the majority of these claims and resulted in payments to relevant claimants without admission of liability. Celotex Limited is continuing to engage with a number of other defendants in an alternative dispute resolution process to seek to resolve the remaining claims brought by the emergency responders. The principal financial implications from the concluded settlements are reflected in the financial statements as of December 31, 2024.

In October 2024, the owner of Grenfell Tower at the time of the fire has issued a claim against Celotex Limited and Saint-Gobain Construction Products UK Limited, and six other third parties, for losses arising as a result of the fire. This claim is at a preliminary stage.

The extent to which Celotex Limited and Saint-Gobain Construction Products UK Limited may incur further financial expenditure or civil or criminal liability in connection with the production, marketing, supply or use of their products is currently unclear and these companies are currently unable to make a reliable estimate of their potential liability in this respect.

## Other proceedings and disputes

Some of the Group's companies may also be the subject of other claims made by their employees or by the tax authorities, or in the context of the enforcement of seller's warranties granted by the Group to the buyers of divested businesses (see in the consolidated financial statements p. 400, Note 5.5.2). Apart from the proceedings and litigation described above, to the best of the Company's knowledge, no other government, court or arbitration proceedings exist (including pending proceedings or proceedings where the Company and/or the Group might be threatened) which could have or have had, in the last 12 months, a significant impact on the financial position or profitability of the Company and/or Group. Please refer to consolidated financial statements, note 9 relating to provisions for litigation, p. 418.

## Risk of regulatory changes

The Group is not subject to any specific regulations that could have an impact on its financial position, although the Group companies that operate industrial sites are generally required to comply with the specific national laws and regulations of the country where such sites are located. Such is the case for example, with regard to France, of the regulations applicable to classified sites, and certain regulations relating to the environment.

A certain number of legislative measures are already in place in certain countries and regions in which the Group operates. For example at European level, Directive 2003/87/EC of October 13, 2003, known as the "Quotas Directive" and its successive amendments, has set a cap on carbon dioxide emissions and a quota trading system for certain large production sites. Notwithstanding the Group's efforts to reduce $\mathrm{CO}_{2}$ emissions, and more broadly, the use of best available techniques for its investments (see section 3.2, p 122) changes in regulations applicable to the Group's activities could impact the operation of its production sites, which could have a material adverse effect on its operation, financial position or results.

Laws and regulations applicable to the Group's activities and to the materials and products that it uses in its activities may change in a manner that could be unfavorable to the Group. The introduction of stricter regulations or more diligent enforcement of existing regulations may affect the conditions under which the Group operates its businesses, which could increase its operating expenses, limit the scope of its activities or act as a brake on business growth. More generally, the Group cannot guarantee that there will be no rapid and/or significant regulatory changes in the future with a material adverse effect on its business, financial position or results.

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# 6.1.5 INSURANCE

The Group transfers its risks to the insurance market when this is the most efficient solution. Default by one or more of the Group's insurers could therefore lead to financial losses.

The Group policy is to implement preventive programs and purchase insurance coverage to protect its assets and revenue. This policy is embedded within a Group doctrine, which takes into account current conditions in the insurance market. It is determined, coordinated and overseen by the Risk and Insurance Department. It defines insurance criteria for the most significant risks, such as property and business interruption, as well as general and product liability. With this in mind, a new insurance program to cover the Group's cyber risks was implemented at the end of 2017.

For other types of coverage, such as automobile fleet insurance, the Risk and Insurance Department advises the individual operating units on policy content broker selection and which market to consult. These are called "high-frequency" risks, for which claims are monitored internally and appropriate action taken. The policies in force in 2024 are the result of the renewal of the policies for 2023.

The captive insurance company mainly set up to cover the property risk was highly successful and delivered real benefits for the Group.

Companies acquired during the year have been integrated into existing insurance programs.

# Property and business interruption insurance

The risks covered are non-excluded property and casualty risks as well as operating losses following a sudden accident affecting the insured property. They are covered by a global program.

The programs meet the insurance criteria laid down by the Risk and Insurance Department, specifically:

- all policies are "all risks except";
- limits on compatible coverage with worst-case scenarios where safety systems operate effectively;
- deductibles are proportionate to the size of the site concerned and cannot be considered as self-insurance.

These criteria take into account current insurance offerings, which exclude certain risks and cover natural disasters such as floods, storms, earthquakes or tsunamis only up to a certain amount.

In extreme scenarios, such events could have a substantial uninsured financial impact in terms of both reconstruction costs and lost production costs.

The Risk and Insurance Department's policy is based on the findings of the annual audits carried out by independent prevention experts recognized by the Group's insurers. These audits give a clear picture of the risk exposure of the main sites in the event of fire, flood or other incident, and provide an estimate of the financial consequences in a worst-case scenario.

The transfer of risk to the insurance market takes place beyond €17.5 million per claimable event for all Group entities as from January 1, 2022.

This amount is self-insured by the Group through its captive insurance company. The latter has taken out reinsurance protection to protect it against an excessive frequency and/or severity.

# Coverage of the risk of civil liability

A program provides coverage for third-party personal injury and property damage claims for which the Group would be legally held liable. This program comprises several programs for the lower tranches of coverage.

The first program covers all subsidiaries and has a coverage limit of €100 million. Those located in North America are subject to a deductible of US$50 million. The program's exclusions are consistent with market practice and concern in particular potentially carcinogenic substances and gradual pollution.

In order to satisfy local regulatory requirements, a policy is taken out in each country in which the Group has a significant presence. Local policies are backed up by the master policy issued in Paris, which can be activated when local coverage proves inadequate.

The second program, with a cover limit of US$50 million, concerns the subsidiaries located in North America. This program is structured differently to deal with the specific nature of liability risks in the United States. It is divided into several lines of coverage, requiring it to be placed, if needed, on the London insurance market. Exclusions are in line with current market practice in the United States and primarily concern contractual liability, pollution and third-party consequential loss.

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In addition to the two programs described above, a number of supplementary programs have been set up in order to bring the total coverage limit to a level considered compatible with the Group's businesses.

Within the operating units, action is taken to raise awareness of civil liability risks, and the units are motivated to control costs by assuming a deductible that does not, however, constitute self-insurance. The Group also runs a risk prevention program at its operating units with the support of the Environment, Health and Safety Department.

Furthermore, to meet the environmental requirements set out in Directive 2004/35/EC of April 21, 2004 on environmental liability with regard to the prevention and remedying of environmental damage, the Group has since 2017 had a specific policy with a limit currently set at €75 million per year. This policy offers worldwide cover, excluding the United States, for the Group's civil environmental liability arising in relation to damage affecting natural resources (protected natural species and habitats, soil and water) as a result of its activities.

## Exceptions

Joint ventures not controlled by the Group and minority interests are excluded from the scope of the above policies. These insurance policies are taken out separately.

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# 6.2 INTERNAL CONTROL

Each of the Group companies evaluates the main risks affecting the shaping of its strategy, the smooth running of its operations, compliance with laws and regulations and resilience to external events.

Thus the general aims of internal control are:

- management of the company's operational risks;
- quality of execution of processes and reliability of financial information;
- compliance, in accordance with the Group's programs, particularly on competition law, laws on economic sanctions, controls on exports, the fight against corruption and influence peddling (in accordance with the recommendations of AFA, the French Anti-corruption Agency) and personal data protection;
- anti-fraud.

Each level of the organization plays a role in internal control, and risk management, which affect all Group employees. The three lines of defense model is therefore adopted by Saint-Gobain:

- In the first line of defense, companies employ an internal control and risk management system tailored to their situation, at the initiative of the Chief Executive Officers and local managerial structures (Regions, countries and activities). The companies have access to Shared Services Centers (Finance, Human Resources - Payroll, IT). It is essential that there is a segregation of tasks between these organizations for successful skills optimization and transaction security;
- In the second line, Group Internal Control establishes an internal control reference framework applicable to all, in addition to specific guidelines prepared by the Group's corporate departments; and
- The third line involves verification of the proper application of the internal control principles which is carried out in-house by the Audit Department and externally by the Statutory Auditors.

# 6.2.1 COMPAGNIE DE SAINT-GOBAIN'S INTERNAL CONTROL AND RISK MANAGEMENT SYSTEM

## The aims of internal control and risk management

The Saint-Gobain internal control and risk management system is part of the legal framework applicable to companies listed on the Euronext Paris regulated market, and is inspired by the reference framework on the internal control and risk management system of the AMF (French Financial Markets Authority) and the "Committee of Sponsoring Organizations of the Treadway Commission" (COSO).

Saint-Gobain Group's internal control and risk management system is supported by a continuous improvement process and an Internal Control Reference Framework. This is a whole set of resources, behaviors, procedures and actions tailored to each company's specific characteristics which:

- enables it to appropriately address material operational, financial or compliance risks;
- helps it to manage its operations and meet its objectives;
- improves the efficiency of its operations and ensure that its resources are used to best effect.

It is more specifically designed to provide assurance concerning:

- application of General Management's instructions and orientations;
- compliance with the laws and regulations applicable to the company;
- the efficiency and effectiveness of internal operating, industrial, marketing, financial and other processes;
- the protection of property, plant and equipment and intangible assets, in particular the prevention of fraud;
- the reliability of financial information.

By promoting continuous improvement in all entities, internal control creates value and supports the companies' performance.

## The internal control and risk management environment

### The Group's core

Internal control is based on values and rules of conduct which are formalized in:

- the Saint-Gobain Group Principles of Conduct and Action: professional commitment, respect for others, integrity, loyalty, solidarity, compliance with the law, respect for the environment, protection of health and safety at work and employee rights (see section 1.1.1, p. 15). The Principles of Conduct and Action are distributed to all Group employees; the Group's Human Rights policy (see section 1.3.4, p. 71);
- the Saint-Gobain Attitudes: being close to clients, acting as an entrepreneur, innovating, being flexible, building an open and engaging culture;
- the Group's compliance program: competition law, economic sanctions and export control, anti-corruption, influence peddling and fraud, professional associations, conflicts of interest, gift policy, personal data protection, etc. (see section 6.2.5, p. 317).

Executives leading by example, and control at all levels in implementing the Principles is essential in disseminating these values, which all Group employees must adhere to.

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## The organizational model

The implementation of an internal control system requires:

- appropriate organization which provides a framework for the planning, execution, monitoring and management of operations;
- clearly defined roles and responsibilities, according to a human resources management policy which recruits people with the knowledge and skills necessary to perform their jobs, providing them with training to develop employees' knowledge;
- rotation and succession plans for key positions and replacement solutions during temporary absences;
- powers of attorney granted to suitable people in line with the principle of task segregation.

## Dissemination of policies and programs

The policies and programs devised by the Group's Senior Management are disseminated within each corporate department. The Regions, countries and activities formalize guidelines and directives within their scope of responsibility in line with the Group's own guidelines and directives, ensuring that they are applied when conducting operations.

## Information systems

The Group's organizations and their operations rely to a large extent on information systems, information-sharing and the digitalization of processes. Information systems must therefore be efficiently protected in terms of both physical and logical security. The Saint-Gobain Group companies thus comply with the security rules set out by the Group "Digital &amp; IT" Department and Internal Control (automated controls described in detail in the "ITAC" reference base).

## Internal control and risk management process

Within Saint-Gobain, internal control is a continuous and ongoing process that integrates risk management procedures.

Due to the constantly changing environment and the regulatory context, the companies must take steps to identify, evaluate, process and monitor any risks which may affect them.

## At Group entity level

The internal control and risk management process can be summarized in four stages:

- analysis of the main identifiable risks. The company analyzes the main risks that could prevent it from meeting its objectives, as well as dangers that could harm its interests or have a major impact on its internal control situation;
- developing controls that are proportionate to the risks involved in each process;
- communicating the objectives of internal control to employees and implementing controls;
- permanent oversight of and regular checks on the effectiveness of internal control: an internal control self-assessment or "compliance statement" is therefore signed each year by the Chief Executive Officers according to the scope defined for each annual campaign.

This process is described in the Internal Control Reference Framework (see section 6.2.5, p. 314) and applies to the entire Group.

## At the level of Compagnie de Saint-Gobain

The Audit, Risks and Internal Control Department updates the Group's risk mapping every year. These updates draw on the contributions of the various management levels, and the results are submitted to the Audit and Risk Committee and the Board of Directors.

For the various risks analyzed, the necessary corrective action is taken.

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## 6.2.2 PARTIES INVOLVED IN INTERNAL CONTROL AND RISK MANAGEMENT

Everyone within the organization has some responsibility for internal control and risk management, from General Management down to the employees of the individual entities.

## The Board of Directors of Compagnie de Saint-Gobain and the Audit and Risk Committee

The Audit and Risk Committee periodically reviews the organization of the Group's internal control and risk management (see section 5.1.2, p. 264).

The Audit and Risk Committee is specifically tasked with monitoring the process of preparing financial information and the effectiveness of the internal control and risk management system.

It also reviews the risks map prepared by the Audit, Risks and Internal Control Department.

It analyzes significant internal control incidents, results of audits and oversees the corrective actions necessary to address failures.

Finally, it reports regularly to the Board of Directors on its work and notifies the Board promptly of any issues encountered (see section 5.1.2, p. 264).

## Group Management

Saint-Gobain's Management oversees implementation of the Group's internal control and risk management system and the existence and effectiveness of appropriate internal control monitoring systems within the Group's subsidiaries.

In this context, the Chairman of the Board of Directors signed a charter on April 16, 2021 with the Audit, Risks and Internal Control Department to reiterate the principles of audit, internal control and risk management which support the Group's teams.

## Audit, Risks and Internal Control Department

The general remit of the Audit, Risks and Internal Control Department is to provide systematic, methodical assurance that the internal control systems are relevant and effective, and to make recommendations for reinforcing them. It also promotes the pursuit of added value and enhanced performance, in line with the Group's focus areas and programs (notably in anticipation of the digitalization of company processes).

Therefore, the Audit, Risks and Internal Control Department is involved in the Group's compliance program and is primarily responsible for the following:

- designing the Group's internal control and risk management system;
- coordinating the implementation of this system, in liaison with the company's corporate departments and operational management structures. To do so, the Audit, Risks and Internal Control Department particularly relies on internal control/risk reference frameworks and the issuing and checking of the declarations of compliance signed by the general managers for the applicable management levels;
- carrying out audits in line with the audit plan approved by the Audit and Risk Committee.

The Saint-Gobain Group Internal Audit Department applies the international standards of the profession as described in the Professional Internal Auditing Standards (RPAI), 2020 version, and thus complies with the Core Principles for the Professional Practice of Internal Auditing (CRIPP) of the Institute of Internal Auditors (IIA).

At the end of 2024, the Audit, Risks and Internal Control Department had 72 staff, split between audit, internal control and risk management.

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|  Audit, Risks and Internal Control Department | Main responsibilities | Reference standards and/or measures | 2024 key figures  |
| --- | --- | --- | --- |
|  Internal control | • Lead the internal control excellence program • Draw up and maintain the Internal Control Reference Frameworks in line with the Group's risk universe • Propose useful tools for the implementation of internal control by the first and second lines of defense • Lead the annual process of compliance statements • Analyze incidents, self-assessments and audit results to suggest changes • Monitor the implementation of the action plans decided upon as a result of these exercises • Communicate and train in internal control | • Internal Control Reference Framework Standard (ICRF) • Internal Control Reference Framework for Information systems ("ITAC") • Internal Control Reference Framework for companies with annual sales below €20 million and for newly acquired companies (ICRF MINI) • Internal Control Quality Reference Framework (ICQRF) • Anti-corruption internal control framework (ACRF) • Internal control toolbox • Associated practical data sheets or Group memos • Internal control, risk management and audit training academy (Academy), part of the "Saint-Gobain University" training program accessible from the "Boost!" e-learning platform" • Certification of internal control as part of the training academy (Academy) • "MY ICRF" mobile app available for all employees • Best practices library • Webinars and training sessions by region/country ("ICRM Forums" (1)) • Intranet and digital internal control community on "Viva Engage" ("My ICRM") • Integrated Audit/Internal Control/Risks tool: "INTERACT" (2) and Analysis tool: "TABLEAU" Software (3) | • 1,181 action plans opened in the "INTERACT" database at end-2024 (the action plans of the autonomous control module of the INTERACT tool are excluded) • 2024 campaign of compliance statements including the self-assessment of 216 scopes and 37 super-validations (see section 6.2.4, p. 312) • More than 747 executives and managers trained at 12 internal control and risk forums in 12 countries • 25 webinars bringing together more than 2,015 participants • 23 newsletters published • 90 publications on the Viva Engage community "My ICRM" • 218 best practices including 13 in 2024 • Network of 154 internal control correspondents • 9 regional meetings/HPS of internal control correspondents (391 participants) • 19 discussion meetings with the corporate departments • 110 one-to-one meetings were held with Internal Control correspondents within the Group • Digital Internal Control Community with 2,075 members • Training academy containing 56 internal control and risk modules and two audit familiarization modules. As of December 31, 2024, Group employees had taken 33,033 modules and 2,906 modules were in progress • 95 candidates awarded internal control certification in 2024; 213 certified in all since the certification was launched  |

(1) The ICRM Forums are local training sessions delivered over one or two days for senior executives and managers. They include topics such as the fundamentals of internal control and the fight against fraud, audit results and compliance statements, as well as case studies and/or workshops on various processes.
(2) Integrated audit and internal control tool used for the management of compliance statements, action plans and audits.
(3) Intelligent data analysis and reporting tool.

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Audit, Risks and Internal Control Department

Main responsibilities

|  Risk management | Main responsibilities | Reference standards and/or measures | 2024 key figures  |
| --- | --- | --- | --- |
|  Risk management | • Define and maintain the Group's risk universe | • Risks universe | • 70 maps updated in 2024  |
|   |  • Produce and maintain the risk management methodology | • Methodological risk analysis tool for Group companies | • “AVANTEAM” risk database including 550 active risks in 2024  |
|   |  • Update risk mapping at the different Group management levels | • “AVANTEAM” risk mapping tool, containing the risk database | • “INTERACT” tool including 73 risk action plans  |
|   |  • Analyze responses to the identified risks and associated action plans | • Mapping of Group risks | • Updated risks universe with 13 main categories and 80 subcategories  |
|   |  • Communicate and train in risk management | • Management of action plans in the “INTERACT” tool |   |
|   |   | • Intranet and digital risk management community on “Viva Engage” (“My ICRM”) |   |
|   |   | • Annual “Risk Perspective” publication |   |

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|  Audit, Risks and Internal Control Department | Main responsibilities | Reference standards and/or measures | 2024 key figures  |
| --- | --- | --- | --- |
|  Internal Audit | • Conduct audits and monitor the implementation of the mandatory controls required by the Internal Control Reference Frameworks • Check the consistency of compliance statements • Carry out cross-cutting studies of operational benefit for the Group • Identify and share best practices | • Audit plan • Audit methodology • Specific “Essential Controls” anti-fraud methodology • Best practices library • “TABLEAU” data analysis tool • “CELONIS” process analysis tool • Management of action plans in the “INTERACT” tool • Internal control, risk management and audit training academy (“IABC Academy”), part of the “Saint-Gobain University” training program accessible from the “Boost!” e-learning platform • Auditor training Program | • Entities audited every 5 years depending on company size • 164 audit missions, of which 13 special missions to review executive expense reports and 30 intrusion tests conducted • Training academy containing 37 audit methodology modules, access to which is restricted to Group auditors. As of December 31, 2024, the Group’s auditors had completed 3,390 modules and 404 modules were in progress • 14 candidates awarded internal control certification in 2024; 48 certified in all since the certification was launched • Monthly methodological update meetings for regional supervisors (8 sessions in 2024) • Training week organized in January 2024 for all auditors, representing 14 hours of training in all • Induction training program for newcomers held in September 2024, representing 14 hours of training in all • Methodological training cycle, i.e. 9 thematic sessions scheduled for 2024 for all auditors, representing 9 hours of training in all • Data analysis training cycle, i.e. 3 sessions dedicated to the use of “TABLEAU” software scheduled for 2024 for all auditors, representing 3 hours of training in all • SAP software package training cycle, i.e. 3 sessions scheduled in 2024 for all auditors, representing 3 hours of training in all • CELONIS software package training cycle, i.e. 2 sessions scheduled in 2024 for all auditors, representing 2 hours of training in all • Local Purchasing process review program organized in July and September 2024, i.e. 2 sessions presenting a total of 4 hours of training • 91 publications on the Viva Engage community “My IABC”  |

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# Corporate departments

Compagnie de Saint-Gobain's Corporate Directors are responsible for determining the organization of their areas, and for defining the applicable internal control guidelines and procedures.

They assist the Audit, Risks and Internal Control Department in leading and conducting the internal control process in their area, notably:
- identify and analyze the main risks associated with their internal processes;
- define effective and relevant controls formalized in the Internal Control Reference Framework;
- inform and train the employees responsible for internal controls within their area;
- analyze any internal control weaknesses or incidents and the results of internal audits.

The Corporate Directors are also responsible for the internal control system within the Company entities, notably to establish the Group's procedures.

|  Corporate departments | Main responsibilities | Reference standards and/or measures | 2024 key figures  |
| --- | --- | --- | --- |
|  Environment, Health and Safety (EHS) Department and Medical Department | • Promote and coordinate Group EHS policy • Monitor the application of EHS standard principles • Produce the Group's EHS reporting | • EHS reference framework and standards • EHS Reporting Control Framework and related operational procedures • ISO 45001, ISO 14001 and ISO 50001 standards • EHS Saint-Gobain audits • ISO certification audits • EHS chatbot • Sharepoint document platform "EHS for all" • "GAIA" reporting platform • EHS dashboard platform on PowerBI • "E-suite" (EHS operational applications) | • Industry audits: • 29 "ISA" audits • 35 "ISA-MINI" audits • Distribution audits France: • 34 audits Format 2023 • 20 reporting campaigns in 2024 in the areas of Environment, Health, Safety, Industrial Health and Hygiene • 2 continuous reporting modules on decarbonized energy and chemicals inventory • 19 webinars • 10 newsletters • Viva Engage "EHS Saint-Gobain" community (1 848 members), "Reporting GAIA" community (1 551 members), "Groupe Safety stories" community (744 members) and Viva Engage "EHS Heads" community (142 members) • 15 359 e-learning modules completed on the BOOST! platform • 50+ EHS Country/Business Unit Heads and 100+ EHS Reporting Officers • 1 international committee meeting held in October 2024 (approximately 50 people)  |
|  Information Systems Department | • Develop the Group's Digital and IT Strategy in line with the Group Strategy • Leading the Group's Digital Transformation • Define Group policy for information systems and computer network security • Promote and coordinate an annual self-assessment plan • Control the implementation of rules and best practices | • Minimum security rules • Technical standards • Development standard for secure web applications • Note on the Cloud • Datacenter security rules and public Cloud security rules • "ITAC" reference bases • SAP users control tool • SAP systems security monitoring and checking tool (SAP4SG) • Industrial Systems Security Framework | See section 6.2.5, p. 316  |

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|  Corporate departments | Main responsibilities | Reference standards and/or measures | 2024 key figures  |
| --- | --- | --- | --- |
|  Purchasing Department | • Manage the World Class Purchasing program, an approach focused on purchasing performance, department professionalization, the internal clients department, and supplier innovation with a view to creating a competitive advantage for Saint-Gobain • Exploit all centralized multi-business and multi-country purchasing synergies • Coordinate the purchasing function • Develop the culture of Responsible purchasing, in line with the Group's commitments • Execute the Digital transformation of the Purchasing function, in collaboration with the countries and businesses | • ISO 9001 standard with certification in Raw Materials, Precious Metals and Energy for Saint-Gobain Purchasing • Purchasing Process within the Internal Control Reference Framework | • Completion of nearly 10 515 individual actions by buyers in 2024 • 6 specific local purchasing internal audit actions • 9 Buy Techs (1), including 2 Buy Com and 1 Buy R&D, were carried out in nine countries  |
|  Risk and Insurance Department | • Define Group policy for property damage at industrial or distribution sites • Define Group policy for insurance and monitoring its implementation • Steering centralized insurance programs | • Prevention/protection reference base • "Risks Grading" self-assessment tool • Doctrine memos • Risks and Insurance Intranet | • 415 site visits by prevention engineers including 29 visits specific to flood risks and 18 dedicated to checking continuity plans • 1 389 sites that have performed their Risk Grading self-assessment • 553 sales outlet evaluations, 63 of which through self-assessments • 20 prevention/business continuity plan training sessions • Regular plant inspections  |
|  Treasury and Financing Department | • Define policy for financing, market risk control and banking relationships for the entire Group | • Procedural reference base - for DTF activities - for subsidiary activities • Daily reports (DTF) and monthly reports (subsidiaries and DTF) | • 162 106 internal/external foreign exchange transactions in 2024 • 33 700 internal/external transfers issued in 2024  |
|  Financial Control Department | • Implement monitoring and continuous control of the Group's results, balance sheet and operating performance • Contribute to drawing up the budget and periodic reviews of profit and cash flow forecasts • Study and validation of the main investment, acquisition, disposal, financial operations and reorganization projects • Develop a vision and implement the (digital) transformation programs of the Finance function within the Group | • Dashboards • Permanent relationship with the Regions/HPS • Oversight of the network of Group controllers • Common chart of accounts and analysis tools • Group reference base (doctrine and accounting standards) | • 13 remote training modules; 5 new online e-learning modules • 187 company Authorization Applications • 38 acquisition projects • 17 disposal projects • 21 merger projects  |

(1) Buy Tech: a workshop that brings together purchasers and technicians with the aim of improving their cooperation, optimizing local purchases, promote best practices in terms of defining specifications and using the TCO. (Total Cost of Ownership) tool and guarantee the best use of framework, national or regional contracts.

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|  Corporate departments | Main responsibilities | Reference standards and/or measures | 2024 key figures  |
| --- | --- | --- | --- |
|  Accounting Standards and Pension Liabilities Department | • Manage, update and distribute all financial, administrative and management procedures applicable to the Group companies • Coordination and review of the valuation of the Group's pension obligations • Monitoring of IFRS 16 Lease contracts • Coordination of the financial portion of the Universal Registration Document • Coordination of the auditors in the different regions and monitoring of their fees | • Group organization and procedures • Financial and accounting standards (IFRS) • Group intranet and Viva Engage page • Digital tools including a chatbot | • 1 044 documents available on the Accounting Standards intranet • Approximately 10 000 visits a month to the Accounting Standards intranet, corresponding to approximately 1 000 unique visitors • 990 employees subscribed to the news from the Accounting Standards Department and 1 284 to specific disclosures relating to IFRS 16  |
|  Ethics and Compliance Department | • Identify and manage the main ethics and compliance risks • Define and implement an ethics and compliance program aimed at preventing breaches of the Code of Ethics, the law in the areas of competition law, anti-corruption, economic sanctions and export control, and personal data protection • Advise the support functions and operational staff, relying on the network of Heads of Ethics and Compliance, on matters falling within the scope of the ethics and compliance program | • Group policies and procedures in relevant matters • SpeakUp! Group whistleblowing line • Digital register of gifts and invitations, and conflicts of interest • Third-party screening tool and Wiki country page on economic sanctions and export control • Coordination of a network specializing in ethics and compliance • Employee training on Group policies and procedures adopted in the area of ethics and compliance (online and face-to-face training) | • Policies and procedures: translated into an average of thirty languages • Online training: - At the end of 2024, 99.4% of new managers, and 99.4% of all managers, had completed the "Adhere" online training course on the Principles of Conduct and Action - At the end of 2024, 99.7% of new managers, and 99.6% of all managers, had completed the "ACT" anti-corruption training course online - At the end of 2024, 99.5% of new managers, and 99.5% of all managers, had completed the "Comply" antitrust law training course online  |

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|  Corporate departments | Main responsibilities | Reference standards and/or measures | 2024 key figures  |
| --- | --- | --- | --- |
|  Security and Anti-Fraud Department | • Business travelers, expatriates and employees on international technical assignments. Monitor international crises: • Ensure monitoring of the international security situation and communicate preventive instructions to operational and functional departments and employees • Define the Group security policy on business travel and expatriate salaries. Monitor its implementation and train the country security officers on internal control operations • Guarantee 24/7 incidents related to business travelers and expatriates, and 24/7 support for the crisis management systems put in place by the countries • Site security: • Define Group standards on site security and monitor their implementation • Conduct or supervise site audits and ensure recommendations are followed up • Contribute to the protection of information and guidelines on confidentiality • Fight against fraud • Contribute to Group anti-fraud guidelines • Provide awareness-raising and training initiatives in the area of fraud prevention • Conduct or supervise fraud investigations within the Group • Monitor cases of fraud at Group level | • The employer’s legal safety obligation and duty of protection • Security policy for international business travel and expatriates • Anti-fraud guide • Guide to security measures for industrial sites • Guidelines on protecting sensitive information and respecting confidentiality • Safety Officer function • Group Fraud Officer function • Site security audits and visits • Security awareness-raising • Fraud reporting to the Audit and Risk Committee • Group Security on-call system, 24/7, relating to the management of crises or serious incidents • Mapping of Group security risks relating to industrial and Distribution sites in France • Annual accreditation of Regional Fraud Officers by the ACFE • System for monitoring business travelers and expatriates | • 11 sites underwent an audit or security visit by the Security Department • 15 training initiatives on the fight against fraud were organized • 1 dedicated fraud prevention unit within Distribution in France • 1 permanent security system for Group events connected to the Olympic and Paralympic Games (medical and security) • 79 alerts or reports relating to fraud received: • 42 cases reported by management or escalated following control operations of which 16 cases from the Group alert system • 37 attempts and proven cases of digital fraud reported and processed via the Group CyberSOC and Fraud Officers  |

## Operational departments

The Heads of the Regions, countries, Business Units and companies' CEOs are crucial in rolling out the internal control and risk management system in the Group; their main roles include:

- analyzing major risks faced by the companies;
- carrying out appropriate controls based on the Internal Control Reference Framework;

- gradually implementing the Group's programs;
- making self-assessments on the internal control system, in the form of an annual compliance statement, for the applicable management levels, that includes a letter of commitment confirming the Chief Executive Officer's personal commitment regarding the fairness and accuracy of the self-assessment;
- active, constructive and transparent involvement in the various assessment exercises: internal, specialized and external audits.

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## 6.2.3 THE INTERNAL CONTROL AND RISK MANAGEMENT SYSTEM IN THE GROUP ENTITIES

Each entity is responsible for implementing an internal control and risk management system that is appropriate to its needs and aligned with the Group's internal control and risk management system. Each Managing Director is responsible for:

- the relevance and effectiveness of the internal control system in place within their entity;
- its compliance with the Group's internal control system;
- appropriate management of the risks faced by their entity.

This responsibility cannot be delegated. Management exercises this by relying on the company's Corporate Directors, operational staff and the site Directors.

To build an internal control system adapted to their activity, the Chief Executive Officers of the companies aim to:

- establish the fundamental bases for internal control and risk management, and in particular the controls described in the Internal Control Reference Framework;
- adapt the internal control and risk management system by analyzing specific risks and enhancing the internal control system to include checks tailored to the management of identified risks;
- roll out the internal control and risk management system on all of the sites;
- oversee the internal control and risk management system.

## 6.2.4 THE PROCEDURE FOR MONITORING THE INTERNAL CONTROL AND RISK MANAGEMENT SYSTEM

The Audit, Risks and Internal Control Department monitors the internal control and risk management systems using four main factors:

- compliance statement;
- internal audits;
- action plan monitoring;
- monitoring of fraud and incidents.

The results of this oversight are reported to the Audit and Risk Committee.

### The Compliance Statement

The Managing Directors, for the applicable management levels, report to the Group's General Management on their levels of internal control via an annual compliance statement.

The form includes a certain number of key checks extracted from the Internal Control Reference Framework.

The Chief Executive Officer must provide assurances that:

- the controls selected are implemented in a compliant and efficient manner;
- the action plans arising from the self-assessment have been activated and implemented within the given time frames;
- significant internal control incidents, fraud and breaches of the Principles of Conduct and Action were reported to the Audit, Risks and Internal Control Department or via the Group whistle-blowing system.

The Managing Directors make a personal commitment to the accuracy of the self-assessment by signing a letter of commitment at the end of the form.

At the second level, the Directors of Clusters, Regions and HPS validate all compliance statements belonging to their respective scopes.

The compliance statements and the action plans are gathered, summarized and monitored by the Audit, Risks and Internal Control Department. They are covered in an annual report to the Group's Management team and the Audit and Risk Committee.

### Internal audits

Internal audits are centralized at Compagnie de Saint-Gobain level. The Vice President of Audit, Risks and Internal Control reports to the Chairman and Chief Executive Officer of the Group. Internal auditors located at the headquarters or in the regions report directly to the Audit, Risks and Internal Control Department and work under its authority.

The audits are scheduled based on long-term, predetermined criteria, in line with a yearly audit plan which is designed taking into account the requirements of the Group's General Management, corporate departments and operational departments. The audit plan prepared by the Audit, Risks and Internal Control Department is approved by the Audit and Risk Committee.

The aim of the audits is to evaluate the relevance and effectiveness of the internal control systems of the Group and its subsidiaries and to carry out cross-business missions with an operational benefit. Generally, they include an examination of the internal control environment, risk analysis system, internal control organization and procedures, information systems and a selection of processes.

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The auditors use IT tools provided to them to analyze the data systematically (data analytics) and share the results operationally with the entities:

- a performance-oriented tool for process analysis that can be used to analyze and represent an entity's organizational structure and its processes, to identify bottlenecks and irregularities in process flows;
- a conformance-oriented data analysis tool that is useful in targeted searches for inconsistencies with the internal control rules in place.

These two highly complementary tools thoroughly analyze the populations concerned (transactions, master files, access rights, etc.), so that anomalies can be detected and the most reliable conclusions reached.

At the end of the work, the internal auditors design a priority action plan in conjunction with the entity which should improve the coverage of the risks identified; they also produce a report setting out their main observations and recommendations. The report is then sent to the Group's General Management and the operational department to which the entity reports.

## Action plan monitoring

The "INTERACT" integrated audit and internal control tool centralizes:

- actions taken to correct the non-compliance identified during the annual campaign of compliance statements;
- the priority action plans defined following the audits carried out;
- the main actions defined as part of the annual risk mapping campaign.

The INTERACT tool also enables entities to trigger action plans independently, as part of a dynamic management of their internal control thanks to the autonomous control module implemented in 2024.

This means that each Group company has access to a centralized operational platform it can use to manage its action plans by reporting the corrective measures taken and the progress made compared with the predefined implementation schedule. The corporate departments can also use the system to monitor these action plans.

Furthermore, a dashboard circulated at the Group's different management levels makes it possible to monitor the results of the compliance statements, internal audit grades and the progress of the related action plans.

## Monitoring of fraud and internal control incidents

Fraud and other major internal control incidents are closely monitored by the Audit and Risk Committee.

## Facts to be reported to the Group

- Accounting anomalies and alterations which damage the integrity of the financial information, irrespective of whether they are favorable or unfavorable to the entity or the Group;
- Misappropriation or jeopardizing of assets, whether tangible or intangible;
- Events likely to be construed as acts of passive or active corruption, or influence peddling;
- Violations of laws and regulations;
- Other violations of the Principles of Conduct and Action.

## Alert procedure

### Fraud alert procedure

The Group's Fraud Officer ensures monitoring by applying a single, centralized procedure which all of the Group's subsidiaries must follow. The facts are reported via the Group Whistle-blowing System or by using a standard form available on the Security Intranet under the fraud section, which describes the facts and the measures taken. The declaration is updated by the entity as necessary. These declarations are then communicated by the Fraud Officer to the relevant management bodies.

### Group whistle-blowing system

The Group's internal whistle-blowing system makes it possible to collect reports from any employee concerning conduct or situations which are contrary to the Group's Principles of Conduct and Action and the Group's Anti-Corruption policy, offenses or crimes or serious and obvious violations of laws or regulations (for details, see the Saint-Gobain Group Alert System policy). The internal whistle-blowing system is accessible at the following address: https://www.bkms-system.com/bkwebanon/report/clientInfo?cin=CwmSdg&amp;c=-1&amp;language=eng.

When the eligibility conditions for the report are met, the reported facts are investigated in a professional and independent manner. Investigations are coordinated by duly trained alert examiners.

### Whistle-blower protection system

The whistle-blower is protected under the terms of the Whistle-blowing policy.

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# 6.2.5 GUIDELINES AND PROCEDURES

Compagnie de Saint-Gobain has developed internal control and risk management procedures for its own needs and those of its subsidiaries.

## Internal control reference framework

In 2024, the internal control reference framework library is as follows:

![img-245.jpeg](img-245.jpeg)
ICRF

![img-246.jpeg](img-246.jpeg)
MINI ICRF

![img-247.jpeg](img-247.jpeg)
ITAC

![img-248.jpeg](img-248.jpeg)
ICGRF

![img-249.jpeg](img-249.jpeg)
ACRF

There are three main manuals:

- ICRF: Internal Control Reference Framework, in its standard format, applicable to companies with annual sales in excess of €20 million and the support units (Finance, HR/Payroll and Shared Services Centers, IT Expertise)
- MINI ICRF: Internal Control Reference Framework applicable to companies with annual sales of less than €20 million;
- "ITAC": Internal Control Reference Framework applicable to all of the Group's business applications and ERF.

## ICRF

Section 1 of the Internal Control Reference Framework highlights the role of each person in the perpetuation of the Group's internal control and risk management system.

Section 2 of the Internal Control Reference Framework presents the Group's risk universe. Each ICRF control is referenced against the relevant risk sub-categories. Each process contains a control/risk matrix used to refer specifically to risk types by control and contributing to understanding the control system.

Section 3 of the Internal Control Reference Framework presents the list of mandatory controls to be implemented by all Group subsidiaries (250 controls in the 2024 version).

## The Mini ICRF

This framework has the same structure as the standard ICRF with 17 chapters. It sets out 100 controls, which have been carefully selected and developed for small entities. The Mini ICRF also presents a practical tool for the consolidation of newly acquired companies.

## ITACs

The Automated Control Reference Framework ("ITAC") supplements the Group's Internal Control Reference Framework (ICRF) and lists the controls that are wholly or partially automatable, the implementation of which is mandatory. The Group companies are responsible for the implementation of this reference framework in the business applications within their scope (e.g. SAP) in order to guarantee the perpetuation of the control, limit its recurring costs and minimize the risk of human error or fraud.

In the 2024 edition of the "ITAC" standard, which covers eight processes, there are 97 controls listed. They are divided into three categories: automated process, automated workflow approval and automated reporting (R).

There are also two thematic manuals.

## ICQRF

The ICQRF (Internal Control Quality Reference Framework) manual deals with internal control applied to quality.

## ACRF

The ACRF (Anti-corruption Reference Framework) manual summarizes the internal controls related to the fight against corruption and influence peddling.

All of the reference frameworks are available on the Audit, Risks and Internal Control Intranet.

Other tools are also available on the Intranet site to help entities implement the controls (tool box: typical procedures, flow diagrams, library of controls) and best practices.

The best practices are compiled by:

- the Internal Audit Department - auditors gather best practices during their audit missions;
- the Internal Control Department, using a system of external monitoring (notably the French Audit and Internal Control Institute, IFACI);
- entities that agree to share their tools.

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# The Accounting Standards and Pension Liabilities Department

The Accounting Standards and Pension Liabilities Department presents all financial, administrative and management procedures applicable to Group companies.

These procedures, accessible via the Group Intranet, are based on two main themes:

- Group organization and procedures;
- financial and accounting standards.

It is also in charge of coordinating the calculation of the Group's pension provisions and ensures the detailed review of commitments and other related long-term benefits for employees of French companies in conjunction with actuaries.

Its missions also cover the supervision of pension fund management in France.

![img-250.jpeg](img-250.jpeg)

It has also been responsible for the monitoring of "IFRS 16" leases using a global database of all of the Group's leases (about 10,000 contracts).

It is also in charge of coordinating the integration of auditors in the various regions as well as monitoring their fees.

The activities of the Accounting Standards and Pension Liabilities Department are the subject of a report sent to the Audit and Risk Committee of the Board of Directors in February.

# The Environment, Industrial hygiene, Health and Safety (EHS) standard, associated standards and implementation guides

The EHS standard describes the management system to be put in place to achieve the EHS objectives and achieve an autonomous and interdependent EHS culture. It is based on the principle of continuous improvement. It takes into account:

- international management standards in the three areas of EHS: ISO 45001: 2018 for health and safety and ISO 14001: 2015 for the environment;
- the specific requirements of Saint-Gobain, in particular EHS standards and the Group's EHS standards.

The EHS Reference Framework was updated in 2021. It is based on the conviction that the implementation of an effective EHS management system in the branches is a necessary condition for the long-term improvement of their EHS performance.

The implementation of the requirements of the EHS Standard is assessed through ISA (Integrated System Assessment) audits launched in 2018 for the industrial scope. An audit system more suitable for institutions whose management system is not ISO-certified, called the ISA-MINI audit, was developed in 2020 and gradually rolled out since 2021. A new version of the ISA audit was developed and tested in 2022 to take into account the evolution of the EHS Standard in 2021, and was launched in 2023. The reflection on the EHS Saint-Gobain audits at the Distribution sites was conducted in 2022, leading to the launch of a new audit tool for distribution sites in 2023.

Each country is responsible for determining its multi-year audit program. It is recommended in the EHS integration support tool for sites acquired by Saint-Gobain to carry out at least one mini-ISA audit within two years of the acquisition date.

Furthermore, the EHS Department continues to work with its network to develop and update Group EHS standards, which describe the minimum applicable requirements and/or methodologies. These standards help to ensure that risks are assessed and controlled on the same basis in all Group entities, irrespective of the country and the local laws and regulations. Among the documents made available to the sites for the implementation of standards, there are implementation guides, examples of procedures, training materials including e-Learning modules, questionnaires for assessing the implementation of standards and IT tools. Every year and as needed, certain documents and tools are updated or added. In 2024, a safety standard on "Working at Height" was published. A guide on "hand safety" has also been made available. The development of the EHS eLearning library available to all Group employees was furthered in 2024 with new modules: gestures and postures, reporting of safety events, identification and assessment of chemical risks, use of SAFHEAR (internal tool for chemical risk assessment), etc. Since 2020, there have been 58,000 connections solely to the Safety eLearning modules.

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The entire document system under SharePoint provides easy access to resources that are useful to the sites for controlling their EHS risks and implementing the Group's EHS requirements. The system includes the EHS training matrix, reporting rules and procedures, standards and all their supporting documents, and video libraries.

The network is communicated on and coordinated by a monthly newsletter distributed to 800 people, outside the EHS community (members of Executive Committees, country and business CEOs, etc.). Information is shared through communities created under Viva Engage: "Group Safety Stories" for the sharing of safety events, "EHS Heads" for dialogue with country or business EHS managers, "EHS Saint-Gobain" for the sharing of information and best practices between members of the community, "GAIA" for sharing information on changes in the reporting system. In 2024, the EHS Central Division also launched an EHS chatbot based on generative artificial intelligence technology bringing all Group employees interactive access to EHS content published by the Group and thus answering the questions asked to the chatbot in a relevant manner.

Finally, the Group provides a set of EHS IT applications (eSuite) in the manufacturing digital hub managed by the OPEX (Operational Exchange) department. These help with the reporting of events (eEvent), risk assessment (eRisk), collection of data during security visits (eSMAT), completion of questionnaires (eCheck) and management of EHS action plans (eAction). A new module for drafting work permits was made available to the sites in 2024.

# General doctrine on information systems security

The Information Systems Department compiles security rules and policies concerning information systems and networks in the form of three documents setting out the minimum security rules (MSRs). These documents set out the Group's policy on IT security, covering the following areas:

- Applications and websites: 28 fundamental security rules cover the confidentiality, availability, integrity and traceability requirements of the Group's applications. Compliance with these rules minimizes the likelihood and impact of the exploitation of security vulnerabilities, in accordance with the Group's default risk appetite.
- PCs, servers and infrastructures: 23 security rules cover the controls required to connect this type of equipment to the SGNet network.
- Industrial zones: 41 security rules to help cybersecurity managers protect, maintain and monitor their industrial OT environments and ensure the security of their activities.

In addition, the security policy for "Datacenter" data centers (PI and P2) and local data rooms (P3) is now specified in the physical-access security policy.

These rules are the operational application by area of another two key high-level documents in the new IT security document reference system:

- the General IT Security policy letter, ensuring the importance of this issue and its sponsorship by top management;

- the Group Information Systems Security policy, an essential repository;
- the reference framework for short and medium-term actions to strengthen Saint-Gobain's cyber-defense against new cyber-attacks. This framework is implemented in a continuous cybersecurity improvement plan adapted to each Business organization and Group teams. This plan covers global infrastructure, local infrastructure, applications and websites, and industrial systems.

These rules are also supplemented downstream by periodically updated technical standards to monitor technological developments and control application, industrial and infrastructure services.

The Information Systems Department has notably defined and rolled out:

- a tool (GRC, Governance Risk and Compliance) for controlling SAP user rights and managing conflicting segregations of duties. This tool will be gradually integrated into all the Group's SAP systems;
- a technical standard (SAP4SG) to improve the security of SAP environments. A tool is being rolled out across 47 SAP environments hosted by GDI in the Kyndryl (PI) Datacenter to monitor and check the points covered by this standard:

- implementing security patches in SAP production and non-production environments,
- the technical configuration of the environments to improve security,
- the monitoring of technical roles, profiles and accounts, as well as high privilege accounts;

- a technical standard to manage technical and business accounts that have access to applications (ATA/ABA, Application Technical Accounts/Application Business Accounts);
- a standard for the secure development of web applications (WASD, Web Application Secured Development 3.3) as well as the SSDLC (Secure Software Development Life Cycle) policy;
- a technical standard to secure the hosting of internet applications (SHIA);
- a technical standard for SaaS systems which defines responsibilities and security measures for implementation;
- a series of security rules for the annual security control of the central and regional datacenters (Datacenter Security Rules 4 SG) and the Public Cloud Security Rules;
- a technical standard for the security of applications hosted by Saint-Gobain partners for publication on the internet;
- the methodology for the assessment of Cybersecurity risks used to assess the measures to be implemented to integrate security into all projects from the first stage, and into contracts with suppliers.

In addition, an "ITAC" (Information Technology Automated Controls) repository has been published since 2012 and is updated regularly. It is a complement to the Internal Control Reference Framework that describes the automatic or semi-automatic IT controls of key purchasing, sales, inventory, production, human resources, treasury and accounting processes. It is valid for all Group ERPs (SAP, Movex, QAD, Exact).

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## Industrial and distribution risk prevention manual

The Group's policy for prevention of property damage and the resulting operating losses, compiled as part of an internal collection of standards and best practices, is defined by the Risk and Insurance Department. The Risk and Insurance Department coordinates the implementation of the policy by the Group's operational entities in its different business lines.

Within the business lines and regional entities, Prevention Coordinators manage the application of Group policy within the scope of their activities.

At site level, those in charge of Prevention Management perform an annual self-assessment of risks at their sites using a risk rating software package. This tool assesses risks as well as the corresponding levels of protection and prevention. This self-assessment is updated annually by the industrial sites, the Research and Development Centers and logistical sites. A special assessment is carried out for the sales outlets.

Furthermore, regular inspections of the Group's most important sites are carried out by prevention engineers, who are auditors external to the Group (approximately 350 inspections and 400 remote meetings per year). The sites update their action plans with a view to improving their level of prevention and protection based on recommendations prepared by these prevention engineers.

## Tools of the Group's compliance culture

The culture of ethics and compliance that drives the Group has developed through its values, which are formally stated in the Principles of Conduct and Action.

The ethics and compliance program is strongly focused on advice, training and the prevention of risks and is now structured around the following main themes: the promotion and defense of the Principles of Conduct and Action; the fight against corruption; compliance with the

rules on competition law, economic sanctions and export control; and personal data protection.

The tools used to implement the program include:

- a dedicated intranet, called Compliance, on which policies and procedures and tools are made available;
- online training modules such as Adhere (Principles of Conduct and Action), ACT (preventing corruption), Comply (competition law), and SGU - Economic Sanctions and Export Control (rules relating to economic sanctions and embargoes, for the persons concerned);
- in-person, hybrid or team training;
- the dissemination and implementation of internal policies such as:
- the SpeakUp! whistleblowing policy;
- the Competition Law policy;
- the anti-corruption policy and its procedures, particularly relating to sales agents and intermediaries, gifts and invitations, conflicts of interest, or sponsorship and patronage operations,
- the Group policy on management of the corruption risk by Human Resources,
- the "buyer" and "supplier" charters,
- policy on economic sanctions and the control of exports;
- distribution of practical and technical guides:
- 20 best practices in competition law for purchasers;
- best human rights practices (child labor, forced labor, worker housing, recruitment agencies and security forces);
- dissemination of messages by the Chairman and Chief Executive Officer, the Corporate Secretary and the Chief Executive Officers of the regions, countries and activities of the Saint-Gobain Group, via the Skyline publication or other forums;
- a network of compliance and ethics managers present locally and covering, within their respective scopes, all the matters concerned.

## 6.2.6 ORGANIZATION OF INTERNAL CONTROL IN PREPARING AND PROCESSING FINANCIAL AND ACCOUNTING INFORMATION TO THE SHAREHOLDERS

## Compagnie de Saint-Gobain individual (parent company) financial statements

The Accounting Department is responsible for producing financial information for shareholders, partners and other third parties in accordance with French legal requirements. This information is prepared using the standards and principles in force. These are generally accepted principles such as the going concern principle, the principles of consistent application of accounting policies, alignment of the opening balance sheet with the prior-period closing balance sheet, recognition of expenses in the same period as the income to which they relate, segregation of accounting periods and substance over form.

## Accounting organization

The accounting organization is based on the rules, methods and procedures set out in the Group's doctrine memos. It enables the monthly reconciliation and substantiation of the accounts and the true and fair view of the events which are represented. The organization also has an advisory role and works upstream to anticipate the accounting impacts of events and the regulatory changes that are likely to have a material impact on the Company's financial statements.

The chart of accounts is aligned with the Company's needs in terms of classification of transactions, and complies with the materiality principle. It is linked to the Group's Financial Information system.

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RISKS AND CONTROL
INTERNAL CONTROL

# Internal control

On the one hand, internal control is based on periodic assessments of the process for preparing accounting and financial information.

In addition to controlling compliance with payment authorization procedures and the double signature rule for secure payment means, the Accounting Department contributes to internal control by acting as guarantor in respect of responsibilities defined by General Management and formalized through a cost accounting system organized by cost center. Specifically, cost center managers receive monthly schedules listing the expenses incurred under their signature, allowing them to check these expenses and also to compare actual and year-to-date expenses with the initial budget.

A summary of these cost accounting reports is sent to the Finance Department and the Group's General Management at the end of each month.

On the other hand, measures are implemented to strengthen the arrangements for managing accounting risks and contributing to the reliability of the financial statements.

For this purpose, since 2016, Group units have been subject to a Balance Sheet Review (BSR) procedure under the direction of the Group Financial Control Department, to increase the level of accounting control by the Finance Department of each entity.

# The Group's consolidated financial statements

The consolidated financial statements are prepared by the Group Consolidation and Reporting Department. The department is also responsible for updating consolidation procedures, training, and integrating the subsidiaries into the consolidation process, processing information, and utilizing, maintaining and developing consolidation systems and the financial information system for the Group and for regions and HPS.

# Group standards

The Consolidation Department provides information and periodic training for the subsidiaries in conjunction with the Regions and HPS. To do so, it has a consolidation manual, several entry aid guides, an intranet site and an online training tool in French and English. New consolidation instructions are issued for each monthly closing, describing the changes compared with the previous period-end and enhancements to reporting systems, standards and procedures, in collaboration with the Group's Accounting Standards and Pension Liabilities Department.

Each year, the Consolidation Department offers training sessions.

# Processing information and control of the financial statements

Each subsidiary submits its accounts in accordance with the timetable set by the Company. They are processed and controlled by the Consolidation Department and by each Region and HPS. The Consolidation Department reviews the Group's financial statements as a whole and makes the necessary adjustments to prepare the consolidated financial statements. These consolidated accounts are submitted to General Management every month.

The consolidated financial statements are then examined by the Statutory Auditors in accordance with professional Auditing Standards.

# Consolidation tools

The consolidated financial statements are prepared using consolidation software equipped with a powerful, efficient and highly secure database aligned with the Group's structure. The software is regularly updated to guarantee the financial information system's sustainability. A tightly controlled access procedure has also been put in place to ensure that the overall system is secure, and a comprehensive access review is performed once a year.

This tool manages a common database that contains the data of all of the Group's consolidated entities.

It feeds data into a secure reporting system accessible on the Group's Intranet, for the Group's General Management and the Region and HPS Management, contributing to the internal control of information output.

# Account reliability through the reporting

The monthly reporting process ensures that the annual and interim consolidated financial statements are reliable. Hard closes are performed at May 31 and October 31, to reduce the workload at June 30 and December 31. These two closes are thoroughly reviewed in accordance with the same principles as the annual and interim financial statements. At this time, the main financial managers from the Company and Regions analyze in detail the net income and the hard close balance sheet. The entities' accounts are then analyzed before the final closing dates and are reviewed by the Statutory Auditors. This procedure helps to ensure early detection of any errors and their adjustment during the actual close.

A consolidated report is prepared each month for the Company's General Management, with supporting comments and analyses of material events over the period.

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# CAPITAL AND OWNERSHIP STRUCTURE

![img-251.jpeg](img-251.jpeg)

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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1K502011
1K501011

# TABLE OF CONTENTS

|  7.1 CAPITAL STOCK | 358  |
| --- | --- |
|  7.1.1 Share capital | 358  |
|  7.1.2 Financial authorizations currently in force | 359  |
|  7.1.3 Saint-Gobain treasury shares and acquisition of own shares | 361  |
|  7.1.4 Major shareholders | 362  |
|  7.1.5 Disclosure thresholds | 363  |
|  7.1.6 Employee ownership | 363  |
|  7.1.7 Shareholder pacts or agreements involving Compagnie de Saint-Gobain shares | 364  |
|  7.1.8 Control of the Company | 364  |
|  7.1.9 Aspects that may have an effect in the event of a takeover bid | 364  |
|  7.2 STOCK MARKET INFORMATION/ SECURITIES MARKET | 365  |
|  7.2.1 The Saint-Gobain share | 365  |
|  7.2.2 Total shareholder return | 366  |
|  7.2.3 Bonds | 367  |
|  7.2.4 Non-voting participating securities | 367  |
|  7.3 INFORMATION POLICY AND FINANCIAL CALENDAR | 370  |
|  7.4 DIVIDENDS | 372  |

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CAPITAL AND OWNERSHIP STRUCTURE

CAPITAL STOCK

## 7.1 CAPITAL STOCK

### 7.1.1 SHARE CAPITAL

#### Share capital at December 31, 2024

At December 31, 2024, the share capital of Compagnie de Saint-Gobain amounted to €1,996,203,096, divided into 499,050,774 common shares (compared with 506,438,012 shares at December 31, 2023) each with a par value of €4.00 fully paid up and all of the same category.

At December 31, 2024, the Company had issued no shares not representing its share capital and had issued no securities giving access to its share capital other than stock options and performance shares (see section 5.2.4, p. 317).

#### Changes in share capital over the last three fiscal years

Since December 31, 2021, Saint-Gobain's share capital has changed as follows:

|  Date | Type of transaction | Share capital after transaction (in EUR) | Number of shares after transaction  |
| --- | --- | --- | --- |
|  12/2024 | Issuance of 40,641 shares upon exercise of the same number of subscription options | €1,996,203,096 | 499,050,774  |
|  12/2024 | Capital reduction: cancelation of 4,959,746 shares | €1,996,040,532 | 499,010,133  |
|  06/2024 | Capital reduction: cancelation of 6,475,181 shares | €2,015,879,516 | 503,969,879  |
|  05/2024 | Group Savings Plan: issue of 4,007,048 shares (at €55.30) | €2,041,780,240 | 510,445,060  |
|  12/2023 | Issuance of 96,997 shares upon exercise of the same number of subscription options | €2,025,752,048 | 506,438,012  |
|  10/2023 | Capital reduction: cancelation of 7,577,049 shares | €2,025,364,060 | 506,341,015  |
|  06/2023 | Capital reduction: cancelation of 6,629,309 shares | €2,055,672,256 | 513,918,064  |
|  05/2023 | Group Savings Plan: issue of 4,778,291 shares (at €44.19) | €2,082,189,492 | 520,547,373  |
|  12/2022 | Issuance of 12,476 shares upon exercise of the same number of subscription options | €2,063,076,328 | 515,769,082  |
|  10/2022 | Capital reduction: cancelation of 4,305,432 shares | €2,063,026,424 | 515,756,606  |
|  06/2022 | Capital reduction: cancelation of 8,871,654 shares | €2,080,248,152 | 520,062,038  |
|  05/2022 | Group Savings Plan: issue of 4,916,097 shares (at €45.19) | €2,115,734,768 | 528,933,692  |
|  12/2021 | Issuance of 2,962 shares upon exercise of the same number of subscription options | €2,096,070,380 | 524,017,595  |
|  11/2021 | Capital reduction: cancelation of 8,543,174 shares | €2,096,058,532 | 524,014,633  |
|  06/2021 | Capital reduction: cancelation of 5,700,000 shares | €2,130,231,228 | 532,557,807  |
|  05/2021 | Group Savings Plan: issue of 5,562,855 shares (at €35.81) | €2,153,031,228 | 538,257,807  |
|  05/2021 | Issuance of 11,239 shares upon exercise of the same number of subscription options | €2,130,779,808 | 532,694,952  |

#### Liens, guarantees and pledges

At December 31, 2024, to the best of the Company's knowledge, there were no significant liens, guarantees or pledges applying to Saint-Gobain shares.

358

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CAPITAL AND OWNERSHIP STRUCTURE
CAPITAL STOCK

# 7.1.2 FINANCIAL AUTHORIZATIONS CURRENTLY IN FORCE

The following table shows the status of delegations of authority and authorizations granted to the Board of Directors by the General Shareholders' Meetings of June 2, 2022, June 8, 2023 and June 6, 2024 and the use made of these delegations during the 2024 fiscal year.

|  Purpose of the resolution and securities concerned | Source (resolution number) | Authorization duration and expiration | Maximum par value of the capital increase  |
| --- | --- | --- | --- |
|  ISSUANCES WITH PREFERENTIAL SUBSCRIPTION RIGHT  |   |   |   |
|  Capital increase (common shares or securities giving access to shares in the Company or its subsidiaries) (A) | 2023 General Meeting 14th resolution | 26 months (August 2025) | €412 million, excluding adjustments, i.e., approximately 20% of the share capital (A) + (B) + (C) + (D) + (E) + (I) being limited to €412 million (the "Global Cap") (2)  |
|  Capital increase by incorporation of premiums, reserves, profits and free allocation of shares to shareholders (B) | 2023 General Meeting 19th resolution | 26 months (August 2025) | €103 million, excluding adjustments, i.e., approximately 5% of the share capital Included in the Global Cap (2)  |
|  ISSUANCES WITHOUT PREFERENTIAL SUBSCRIPTION RIGHT  |   |   |   |
|  Capital increase, through a public offer, other than those referred to in article L. 411-2 of the French Monetary and Financial Code, with the option of granting a priority period for shareholders, by issuing common shares or securities giving access to the share capital of the Company or subsidiaries, or shares of the Company to which securities to be issued by subsidiaries would grant entitlement (C) | 2023 General Meeting 15th resolution | 26 months (August 2025) | €206 million (shares), excluding any possible adjustments, i.e., approximately 10% of the share capital (1) Included in the Global Cap (C) + (D) + (E) + (I) being limited to €206 million (2)  |
|  Capital increase, through a public offering referred to in paragraph 1 of article L. 411-2 of the French Monetary and Financial Code, by issuing common shares or securities giving access to the share capital of the Company or subsidiaries, or shares of the Company to which securities to be issued by subsidiaries would grant entitlement (D) | 2023 General Meeting 16th resolution | 26 months (August 2025) | €206 million (shares), excluding any possible adjustments, i.e., approximately 10% of the share capital (1) Allocation to the cap of (C), included in the Global Cap (2)  |
|  Capital increase (common shares or securities giving access to shares in the Company shares with shares as primary securities) in compensation for contributions in kind (E) | 2023 General Meeting 18th resolution | 26 months (August 2025) | 10% of the share capital, i.e., approximately €206 million excluding any possible adjustments Allocation to the cap of (C), included in the Global Cap (2)  |
|  ISSUANCES RESERVED TO GROUP EMPLOYEES AND CORPORATE OFFICERS  |   |   |   |
|  Capital increase (equity securities) through the Group Savings Plan (F) | 2023 General Meeting 21st resolution | 26 months (August 2025) | €52 million, excluding any possible adjustments, i.e., approximately 2.5% of the share capital (3)  |
|  Allocation of options to buy or subscribe shares (G) | 2022 General Meeting 17th resolution | 38 months (August 2025) | 1.5% of the share capital on the date of the 2022 General Meeting, i.e., approximately €31.5 million with a sub-cap of 10% of this limit of 1.5% for corporate officers (2) (G) + (H) being limited to 1.5% of the share capital  |
|  Free allocation of existing shares (H) | 2022 General Meeting 18th resolution | 38 months (August 2025) | 1.2% of the share capital on the date of the 2022 General Meeting, i.e., approximately €25 million with a sub-cap of 10% of this limit of 1.2% for corporate officers (4) Allocation to the cap of (G)  |

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CAPITAL STOCK

|  Purpose of the resolution and securities concerned | Source (resolution number) | Authorization duration and expiration | Maximum par value of the capital increase  |
| --- | --- | --- | --- |
|  OTHER |  |  |   |
|  Option for complementary issuance in case of oversubscription of an issuance of common shares or securities giving access to the share capital with or without preferential subscription right (I) | 2023 General Meeting 17th resolution | 26 months (August 2025) | For each issuance, legal limit of 15% of the initial issuance (1) Allocation to the cap of (C) and/or included in the Global Cap depending on the initial issuance (2)  |
|  Determination of the issue price in the event of a capital increase without preferential subscription right through a public offer made pursuant to the 15th or 16th resolutions of the 2023 General Meeting (J) | 2023 General Meeting 20th resolution | 26 months (August 2025) | 10% of the share capital per 12-month period (1) Issuances completed pursuant to (C) or (D) depending on the type of capital increase Allocation to the cap of (C), included in the Global Cap (2)  |
|  SHARE BUYBACK PROGRAM |  |  |   |
|  Share buyback (5) | 2024 General Meeting 19th resolution | 18 months (December 2025) | 10% of the total number of shares composing the share capital at the date of the General Meeting (6) Maximum purchase price per share: €120  |
|  Cancellation of shares | 2023 General Meeting 22nd resolution | 26 months (August 2025) | 10% of the share capital per 24-month period (7)  |

(1) Maximum nominal amount of debt securities giving access to the share capital that may be issued capped at €1.5 billion. Global cap applicable to resolutions (A), (C), (D) and (I).

(2) No use made of the delegation of authority in 2024.

(3) Recognition of the subscription of 4,007,048 shares in May 2024 by the Chief Executive Officer having received a delegation of authority from the Board of Directors on November 23, 2023 on the basis of the 21st resolution of the General Shareholders' Meeting of June 8, 2023 to implement a capital increase through the Group Savings Plan.

(4) Free allocation of 1,314,901 existing performance shares by the Board of Directors on November 28, 2024.

(5) The objectives of the program are as follows: allocation of free shares, granting of stock options, allocation or sale of shares as part of an employee savings plan or other similar schemes; hedging against the potential dilutive impact of free share allocations, the granting of stock options and employee share subscriptions under employee savings plans or other similar schemes; delivery of shares upon exercise of the rights attached to securities giving access in any way – in particular through the exercise of rights attached to securities giving access to capital by redemption, conversion, exchange or presentation of a warrant – to the allocation of shares in the Company; market animation of the company's shares under liquidity agreements concluded with an independent investment service provider in accordance with the code of ethics recognized by the French Financial Markets Authority (Autorité des marchés financiers – AMF); cancellation of shares; the implementation of any market practice that may be authorized by the French Financial Markets Authority and, more generally, for any other transaction authorized under the relevant laws and regulations.

(6) See section 7.1.3, p. 361 for a description of the implementation of the share buyback program in 2024.

(7) Cancellation of (i) 6,475,181 shares resulting in a reduction of the share capital by a nominal amount of €25,900,724, decided by the Board of Directors on June 6, 2024, effective June 14, 2024, and (ii) 4,959,746 shares resulting in a reduction of the share capital by a nominal amount of €19,838,984; decided by the Board of Directors on November 28, 2024, effective December 3, 2024 (see section 7.1.3, p. 361).

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024
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CAPITAL AND OWNERSHIP STRUCTURE
CAPITAL STOCK

# 7.1.3 SAINT-GOBAIN TREASURY SHARES AND ACQUISITION OF OWN SHARES

## Treasury shares and own shares

At December 31, 2024, Compagnie de Saint-Gobain directly held a total of 1,509,987 treasury shares, i.e., 0.30% of its share capital, each with a par value of €4.00, acquired at an average purchase price of €80.68. The gross book value of treasury shares at December 31, 2024 was €121,819,292. At that date, it was not holding any treasury shares indirectly.

The following table shows, at December 31, 2024, the allocation of treasury shares held directly by Compagnie de Saint-Gobain for purposes of the program authorized by the General Shareholders' Meeting of June 6, 2024:

|  Purpose | Number of shares and percentage of share capital | Average purchase price (in EUR) | Gross book value (in EUR)  |
| --- | --- | --- | --- |
|  Coverage of performance share plans and other allocations to employees (including stock options for existing shares) | 1,500,961 shares | €80.65 | €121,047,691  |
|   |  (0.30% of the share capital) |  |   |
|  Cancellation |  |  |   |
|  Liquidity agreement | 9,026 shares | €85.49 | €771,601  |
|   | (0% of share capital) |  |   |

During the 2024 fiscal year, 1,169,085 treasury shares were re-allocated as part of existing performance share plans and 57,141 treasury shares were re-allocated as part of stock option plans.

Pursuant to decisions of the Board of Directors, 6,475,181 shares were canceled on June 14, 2024 and 4,959,746 shares were canceled on December 03, 2024. These share cancellations resulted in share capital reductions of nominal amounts of €25,900,724 and €19,838,984 respectively.

## Information on transactions involving treasury shares during the 2024 fiscal year (excluding liquidity agreement)

In 2024, as part of the authorizations granted by the General Shareholders' Meetings of June 8, 2023 and June 6, 2024 to the Board of Directors, the Company purchased, excluding the liquidity agreement, 10,452,178 shares, at an average price of €78.53, and did not sell any of its treasury shares. Total trading expenses, fees and taxes incurred by the Company in 2024 in connection with all transactions on its treasury shares amounted to €2,727,387.

It made no use of derivative products in connection with these transactions. Further, the Company was holding no open purchase or sale positions at December 31, 2024.

## Liquidity agreement

In November 2007, Compagnie de Saint-Gobain entered into a liquidity agreement with Exane BNP Paribas in accordance with the code of ethics issued by the Association française des marchés financiers (AMAFI).

To comply with current regulations (particularly AMF decision No. 2018-01 of July 2, 2018 establishing liquidity agreements on equity securities as an accepted market practice), Compagnie de Saint-Gobain entered into a new liquidity agreement with Exane BNP Paribas on June 20, 2019, with retroactive effect from January 1, 2019, which replaces the previous one.

The purpose of this contract is to mandate the liquidity provider to maintain a liquid market in Compagnie de Saint-Gobain shares and ensure that prices are regularly quoted for the shares, so as to avoid price fluctuations not justified by market trends.

Following the acquisition of 100% of Exane SA by the BNP Paribas group on July 13, 2021, Exane SA's market leadership activities were transferred to BNP Paribas Arbitrage, a member of Euronext Paris. Compagnie de Saint-Gobain, Exane SA and BNP Paribas Arbitrage have agreed to the sale of the liquidity agreement by Exane SA to BNP Paribas Arbitrage, with effect from October 23, 2023. With the exception of the change in counterparty, the provisions of the liquidity agreement remain unchanged and continue to apply.

The resources provided by Compagnie de Saint-Gobain under this contract entered into in June 2019 and applied to the credit of the liquidity account amounted to €4,002,006.22 and to 21,000 Compagnie de Saint-Gobain shares (compared to €5 million under the previous contract). At December 31, 2024, the liquidity account held 9,026 shares and had a credit balance of €7 million.

During the 2024 fiscal year, cumulative purchases under the liquidity agreement involved 1,694,733 shares at an average price of €75.74 while 1,691,007 shares were sold at an average price of €75.98. No shares allocated to the liquidity agreement were reallocated to another purpose of the share buyback program in 2024.

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CAPITAL STOCK

# 7.1.4 MAJOR SHAREHOLDERS

At December 31, 2024, the share capital of Compagnie de Saint-Gobain amounted to €1,996,203,096, divided into 499,050,774 common shares, to which 552,500,580 theoretical voting rights were attached.

The following table presents, to the best of the Company's knowledge, changes in the distribution of the Company's share capital and voting rights over the last three years.

|   | Dec. 31, 2024 |   |   | Dec. 31, 2023 |   |   | Dec. 31, 2022  |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Number of shares | % of share capital (1) | % of voting rights (2) | Number of shares | % of share capital (1) | % of voting rights (2) | Number of shares | % of share capital (1) | % of voting rights (2)  |
|  Group Savings Plans Fund | 39,700,435 | 7.96 | 14.27 | 44,232,843 | 8.73 | 15.28 | 45,131,274 | 8.75 | 15.23  |
|  BlackRock, Inc. (7) | 40,655,486 (3) | 8.15 | 7.38 | 40,881,117 (4) | 8.07 | 7.33 | 31,029,009 (5) | 6.02 | 5.49  |
|  Treasury shares | 1,509,987 | 0.30 | 0.00 | 3,715,236 | 0.73 | 0.00 | 3,745,751 | 0.73 | 0.00  |
|  Other shareholders (6) | 417,184,866 | 83.60 | 78.35 | 417,608,816 | 82.46 | 77.39 | 435,863,048 | 84.51 | 79.28  |
|  TOTAL |  | 100 | 100 |  | 100 | 100 |  | 100 | 100  |

(1) The percentages of share capital are calculated with reference to the total number of shares forming the Company's share capital, including treasury shares. See section 5.2.4, p. 317, for details of stock options not yet exercised and performance shares allocated. At December 31, 2024, the maximum percentage of dilution was 0.02%.
(2) The percentages of voting rights are calculated with reference to the number of voting rights exercisable at General Shareholders' Meetings. Since 1987, registered shares in the name of the same shareholder for at least two years have benefited from a double voting right. For further information, see section 9.1.1A, p. 478.
(3) To the best of the Company's knowledge, based on the statutory disclosure threshold statement prepared by BlackRock, Inc. dated March 14, 2024.
(4) To the best of the Company's knowledge, based on the statutory disclosure threshold statement prepared by BlackRock, Inc. dated December 20, 2023.
(5) To the best of the Company's knowledge, based on the statutory disclosure threshold statement prepared by BlackRock, Inc. dated December 30, 2022.
(6) The percentage of share capital and voting rights held by all Directors and members of the Group's General Management amounts to 0.05%. The number of shares held by each Director is shown in section 5.1.1, p. 248.
(7) BlackRock is a shareholder in the Group and manages a number of investment funds (around 270), which are mainly passively managed.

To the best of the Company's knowledge, at December 31, 2024, no other shareholder directly or indirectly, acting alone or in concert, held more than 5% of the Company's share capital or voting rights.

According to the latest study at January 31, 2025, the number of shareholders was estimated at approximately 300,000.

The following chart presents the ownership structure of Compagnie de Saint-Gobain at December 31, 2024 by major shareholder category.

![img-252.jpeg](img-252.jpeg)

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CAPITAL AND OWNERSHIP STRUCTURE
CAPITAL STOCK

## 7.1.5 DISCLOSURE THRESHOLDS

### Legal disclosure thresholds

During fiscal year 2024, the Company did not receive any declarations of legal threshold crossings.

### Statutory disclosure thresholds

During the year, the Company received various notifications of threshold crossings, both upward and downward, following share disposals or changes in the number of shares and voting rights of Compagnie de Saint-Gobain. These notifications were made in accordance with the statutory obligation to declare any crossing of the 0.5% threshold of the share capital or voting rights, or any multiple thereof.

## 7.1.6 EMPLOYEE OWNERSHIP

The shareholding rate of the Group Savings Plan Funds has remained stable over the past ten years, despite the Company carrying out annual capital increases reserved for employees (8.7% of the share capital and 11.3% of the voting rights attached to Saint-Gobain shares held by the FCPE (employee investment funds) as of December 31, 2013, compared to 8% of the share capital and 14.3% of the voting rights as of December 31, 2024)⁽¹⁾. This stability is mainly due to periodic disposals of available assets by employees.

The Group Savings Plan Funds are thus the Group's main shareholder.

The Group Savings Plan is a key feature of Saint-Gobain's social contract. It represents an excellent means of giving employees a stake in the Group and sharing in its results. By allowing employees to become shareholders, the Group Savings Plan strengthens the motivation and sense of belonging of employees within the Group, as well as aligning their interests with those of shareholders.

Employee share ownership transactions have been very successful both in France and internationally.

At December 31, 2024, approximately 61 600 employees of the Group were shareholders of the Compagnie de Saint-Gobain through the Group Savings Plan.

In 2024, 4,007,048 shares were issued under the Group Savings Plan offering Group employees two classic formulas with a five- or ten-year lock-up, for a total of €221.6 million (compared with 4,778,291 shares and €211.2 million in 2023).

In France, 73.8% of French employees invested in the Group Savings Plan through the Group Savings Plan Funds (FCPE). Employees in 27 other European countries and 25 countries outside Europe were also given the opportunity to take part in the Group Savings Plan. In total, 52,715 present and former Group employees participated in the Group Savings Plan in 2024.

A new plan has been launched in 2025. It gives employees the opportunity to acquire up to 8.9 million shares, i.e., approximately 1.8% of the share capital, with the classic five- or ten-year lock-up formulas.

⁽¹⁾ At December 31, 2024, to the Company's knowledge, in accordance with the provisions of article L. 225-102 of the French Commercial Code, the number of Company shares held directly or indirectly by employees of the Company and related companies under the Group Savings Plan amounted to 44 734 860, i.e. 8.96% of the Company's share capital, including notably 39 700 435 shares through employee mutual funds and 4 469 243 shares held in registered form by employees. At December 31, 2024, 2 733 023 performance shares were held in registered form by employees.

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## 7.1.7 SHAREHOLDER PACTS OR AGREEMENTS INVOLVING COMPAGNIE DE SAINT-GOBAIN SHARES

The Company has no knowledge of shareholder agreements, or of shareholders acting in concert with regard to the shares forming its share capital.

## 7.1.8 CONTROL OF THE COMPANY

At December 31, 2024, to the best of its knowledge, the Company was not controlled and has not been subject to any agreement binding on one or more shareholders or any other individual or legal entity, acting alone or in concert, concerning the direct or indirect holding of its capital or its control, or the implementation of which might subsequently involve a change in control of the Company.

## 7.1.9 ASPECTS THAT MAY HAVE AN EFFECT IN THE EVENT OF A TAKEOVER BID

### Agreements that could result in restrictions on share transfers and the exercise of voting rights

The Company is not aware of any agreements between shareholders that could result in restrictions on the transfer of shares and the exercise of the Company's voting rights.

### Impact of a change of control on certain Company operations

Company bonds issued since 2006 by Compagnie de Saint-Gobain contain a bearer protection clause in the event of change of control, allowing bearers to ask Compagnie de Saint-Gobain (at its discretion) to either buy them back with a view to early redemption or to buy them at par (plus accrued interest). This option is provided for only in the following cases: (i) the rating of the bonds concerned has been lowered from investment grade to non-investment grade by a designated rating agency; (ii) the rating of the bonds concerned, which was non-investment grade, has been lowered by one notch (e.g. from BB + to BB) by a designated rating agency; (iii) the rating is withdrawn – and, in each of these cases (i) to (iii), the action of the rating agency is expressly linked to the change of control –; or (iv) at the time of the change of control, the bonds concerned were not rated. The total outstanding amount of the borrowings concerned at December 31, 2023 was €13 billion.

In addition, the agreement relating to the syndicated bank lines of credit in support of the general financing of the Group (dated December 2023 for the amount of €4 billion) also contains a change of control clause.

Finally, certain deferred compensation and defined-benefit pension plans of the Group's US subsidiaries would be immediately terminated in case of change of control, causing beneficiaries' rights to become due in 12 months. The amounts concerned total US$155 million at December 31, 2024.

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STOCK MARKET INFORMATION/SECURITIES MARKET

# 7.2 STOCK MARKET INFORMATION/ SECURITIES MARKET

## 7.2.1 THE SAINT-GOBAIN SHARE

Saint-Gobain shares are listed on Compartment A of the Euronext market in Paris (ISIN FR 0000 125007) where, at December 31, 2024, the Company had the 16th largest market capitalization of the CAC 40 (€42,769 million) and the 17th most actively traded stock on this market, with average daily trading volume of 968,560 shares during 2024. Saint-Gobain shares are also traded on the following European stock exchanges: London and Zurich (since 1987), and Amsterdam and Brussels (since 1988).

In addition, Saint-Gobain shares are part of "The Global Dow", a world index comprising 150 companies from both traditional and innovative sectors.

![img-253.jpeg](img-253.jpeg)
SAINT-GOBAIN SHARE PRICE AT 12/31/2024 (1)

(Source: Euronext Paris).

(1) Data adjusted for the effects of the March 1994 and February 2009 capital increases, and the four-for-one stock split in June 2002.

In the area of sustainable development and Corporate Social Responsibility, Saint-Gobain is referenced by the CAC 40 ESG, CAC SBT 1.5, FTSE4Good and Stoxx Europe 600 ESG, and several MSCI and Solactive indexes.

Saint-Gobain equity options are also traded on the options markets in Paris (MONEP) and on the London Stock Exchange. MONEP trading volumes on Saint-Gobain options represented 156,938 contracts at December 31, 2024, versus 308,469 in 2023.

The LEI Code of Compagnie de Saint-Gobain is NFONVGNOSZOFMNSPEC35.

## NUMBER OF SHARES EXCHANGED (IN THOUSANDS) AT 12/31/2024 (2)

Historical record of the number of shares exchanged per day (in thousands) at the end of 2024

![img-254.jpeg](img-254.jpeg)

(Source: Euronext Paris).

(2) Data adjusted for the effects of the March 1994 and February 2009 capital increases, and the four-for-one stock split in June 2002.

## HIGHEST AND LOWEST SHARE PRICES (IN EUROS)

|  Year | Highest | Lowest | Year-end price  |
| --- | --- | --- | --- |
|  2022 | 67.120 | 35.180 | 45.650  |
|  2023 | 67.550 | 45.895 | 66.660  |
|  2024 | 91.140 | 61.270 | 85.700  |

(Source: Euronext Paris)

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## 7.2.2 TOTAL SHAREHOLDER RETURN

The total shareholder return on Saint-Gobain shares amounts to:

- 9.1% per annum over the period from December 22, 1986 (date of privatization of Saint-Gobain) to December 31, 2024;
- 21.3% per annum over the last five years (from December 31, 2019 to December 31, 2024).

The total shareholder return is the effective rate of return for the shareholder: it includes variations in the share price, dividends received over the period and assumed to be reinvested in shares, and securities transactions (capital increases).

It is calculated based on the "Total Return" indicator published by LSEG Datastream for all listed companies.

TRANSACTIONS SINCE JANUARY 2023

|  Paris Stock Exchange ISIN code FR0000125007 | In number of shares | In capital (in EUR) | Highest (in EUR) | Lowest (in EUR)  |
| --- | --- | --- | --- | --- |
|  2023 |  |  |  |   |
|  January | 29,677,309 | 1,553,323,835 | 55.000 | 45.895  |
|  February | 27,785,121 | 1,503,883,312 | 56.740 | 50.330  |
|  March | 34,632,115 | 1,842,929,169 | 58.530 | 48.830  |
|  April | 20,230,035 | 1,030,727,497 | 52.920 | 48.920  |
|  May | 20,526,490 | 1,088,087,554 | 55.750 | 50.690  |
|  June | 26,472,010 | 1,458,564,780 | 56.960 | 51.960  |
|  July | 19,414,455 | 1,114,269,025 | 62.140 | 52.770  |
|  August | 20,508,684 | 1,232,441,255 | 61.780 | 57.660  |
|  September | 34,047,132 | 1,946,841,780 | 60.850 | 55.360  |
|  October | 26,572,739 | 1,391,735,636 | 57.480 | 48.870  |
|  November | 20,550,921 | 1,159,913,429 | 60.140 | 50.740  |
|  December | 20,504,331 | 1,302,489,112 | 67.550 | 59.250  |
|  TOTAL | 300,921,342 | 16,625,206,384 |  |   |
|  2024 |  |  |  |   |
|  January | 21,346,173 | 1,358,539,956 | 67.050 | 61.270  |
|  February | 20,532,092 | 1,402,525,039 | 71.680 | 64.870  |
|  March | 20,225,789 | 1,407,669,847 | 73.600 | 67.110  |
|  April | 20,153,421 | 1,461,267,126 | 75.600 | 69.380  |
|  May | 20,981,884 | 1,683,650,517 | 82.760 | 74.960  |
|  June | 27,412,415 | 2,050,258,733 | 82.260 | 71.620  |
|  July | 19,720,913 | 1,526,780,785 | 80.420 | 72.880  |
|  August | 15,945,950 | 1,197,666,614 | 79.220 | 70.260  |
|  September | 20,296,550 | 1,636,669,355 | 84.680 | 74.860  |
|  October | 17,997,177 | 1,486,949,950 | 85.380 | 79.740  |
|  November | 25,784,344 | 2,251,532,444 | 91.140 | 82.360  |
|  December | 17,554,564 | 1,528,810,491 | 90.620 | 83.640  |
|  TOTAL | 247,951,272 | 18,992,320,858 |  |   |

(Source: Euronext Paris).

In 2024, 152,007,400 shares were traded on the London Stock Exchange (source: LSEG Datastream).

The only Group companies apart from Compagnie de Saint-Gobain that are currently listed on a regulated market are: Grindwell Norton and Saint-Gobain Sekurit India in Mumbai and Compañía Industrial El Volcán in Santiago, Chile.

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STOCK MARKET INFORMATION/SECURITIES MARKET

## 7.2.3 BONDS

The majority of the bonds issued by the Company (see note 10 to the consolidated financial statements, section 8.1, p. 422) are listed on a regulated market and issued under the Company's Medium Term Notes ("MTN") program.

During the year, the company therefore used the bond market under the aegis of this program once, for a traditional transaction, on August 9, 2024, a loan for a total amount of €1.5 billion divided into two tranches (at a fixed rate), and once for the issue, on April 8, 2024, of Green Notes, into two tranches, for a total amount of €2 billion.

## 7.2.4 NON-VOTING PARTICIPATING SECURITIES

### Non-voting participating securities issued in June 1983

In June 1983, Compagnie de Saint-Gobain issued 1,288,299 non-voting participating securities (titres participatifs), each with a face value of FRF1,000, now fixed at €152.45, following the conversion to euros in 1999.

Some of those securities have been repurchased over the years. At December 31, 2024, 606,883 of these securities were outstanding with an aggregate face value of €92.5 million.

Interest on the securities ranges from 75% to 125% of the average corporate bond yield (TMO), based on the Group's consolidated income. The amount paid per security in 2024 was €6.20.

TRANSACTIONS SINCE JANUARY 2023 (FIRST TRANCHE)

|  Paris Stock Exchange ISIN code FR0000140030 | In number of shares | In capital (in EUR) | Highest (in EUR) | Lowest (in EUR)  |
| --- | --- | --- | --- | --- |
|  2023 |  |  |  |   |
|  January | 196 | 25,466 | 130,990 | 128,030  |
|  February | 2,677 | 346,083 | 131,000 | 123,350  |
|  March | 1,765 | 220,948 | 131,000 | 111,750  |
|  April | 4,154 | 497,457 | 124,970 | 110,220  |
|  May | 1,493 | 178,193 | 120,000 | 114,240  |
|  June | 438 | 51,293 | 124,890 | 113,990  |
|  July | 550 | 63,983 | 120,000 | 113,990  |
|  August | 4,131 | 491,957 | 119,950 | 115,980  |
|  September | 550 | 63,688 | 120,000 | 108,030  |
|  October | 2,624 | 311,759 | 120,000 | 107,930  |
|  November | 518 | 60,964 | 119,000 | 115,000  |
|  December | 3,599 | 421,478 | 119,970 | 111,030  |
|  TOTAL | 22,695 | 2,733,269 |  |   |
|  2024 |  |  |  |   |
|  January | 1,831 | 220,194 | 123,000 | 115,020  |
|  February | 929 | 111,483 | 123,000 | 114,110  |
|  March | 1,072 | 128,008 | 123,000 | 114,000  |
|  April | 2,386 | 285,293 | 120,000 | 115,060  |
|  May | 3,848 | 460,111 | 121,000 | 112,040  |
|  June | 3,265 | 399,367 | 123,000 | 116,980  |
|  July | 3,414 | 417,895 | 125,000 | 117,000  |
|  August | 573 | 69,971 | 123,000 | 117,010  |
|  September | 455 | 56,085 | 124,000 | 114,040  |
|  October | 861 | 104,513 | 125,990 | 119,000  |
|  November | 549 | 65,949 | 126,990 | 114,020  |
|  December | 1,439 | 176,481 | 124,000 | 113,520  |
|  TOTAL | 20,622 | 2,495,351 |  |   |

(Source: Euronext Paris).

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# CAPITAL AND OWNERSHIP STRUCTURE
## STOCK MARKET INFORMATION/SECURITIES MARKET

### TRANSACTIONS SINCE JANUARY 2023 (SECOND TRANCHE)

|  Paris Stock Exchange ISIN code FR0000047607 | In number of securities | In capital (in EUR) | Highest (in EUR) | Lowest (in EUR)  |
| --- | --- | --- | --- | --- |
|  2023 |  |  |  |   |
|  January | 52 | 5,845 | 113.960 | 112.040  |
|  February | 0 | 0 |  |   |
|  March | 99 | 11,297 | 119.480 | 113.000  |
|  April | 10 | 1,150 | 115.000 | 115.000  |
|  May | 46 | 5,165 | 113.000 | 111.100  |
|  June | 64 | 7,250 | 116.550 | 111.500  |
|  July | 120 | 13,233 | 112.000 | 109.340  |
|  August | 51 | 5,547 | 114.300 | 108.020  |
|  September | 52 | 5,980 | 120.000 | 110.080  |
|  October | 48 | 5,168 | 112.960 | 103.200  |
|  November | 186 | 19,567 | 112.910 | 102.310  |
|  December | 211 | 22,299 | 106.940 | 103.670  |
|  TOTAL | 939 | 102,501 |  |   |
|  2024 |  |  |  |   |
|  January | 44 | 4,617 | 109.980 | 102.020  |
|  February | 157 | 16,856 | 110.000 | 105.000  |
|  March | 500 | 51,855 | 109.480 | 103.010  |
|  April | 1,099 | 115,252 | 108.670 | 103.640  |
|  May | 383 | 39,607 | 108.400 | 101.540  |
|  June | 530 | 54,804 | 108.640 | 102.000  |
|  July | 502 | 51,845 | 103.800 | 100.000  |
|  August | 64 | 6,548 | 103.500 | 100.360  |
|  September | 103 | 10,507 | 108.000 | 101.360  |
|  October | 2 | 226 | 114.780 | 111.000  |
|  November | 115 | 12,541 | 109.050 | 109.050  |
|  December | 210 | 23,680 | 117.000 | 108.790  |
|  TOTAL | 3,709 | 389,338 |  |   |

(Source: Euronext Paris).

## Non-voting participating securities issued in April 1984

In April 1984, 194,633 non-voting participating securities were issued by Compagnie de Saint-Gobain with a face value of ECU 1,000 (€1,000 today).

Some of those securities have been repurchased over the years. At December 31, 2024, 77,516 of these securities were outstanding with an aggregate face value of €77.5 million.

Interest on these non-voting participating securities comprises a fixed portion of 7.5% paid per year applicable to 60% of the nominal amount of the security, and a variable portion applicable to the remaining 40% of the nominal amount of the participating security, which is linked to consolidated net profit (loss) for the previous year and to the reference six-month Euribor rate +7/8%. The amount paid per security in 2024 was €67.50, settled in two installments (€33.75 + €33.75).

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STOCK MARKET INFORMATION/SECURITIES MARKET

# TRANSACTIONS SINCE MARCH 2013

|  Luxembourg Stock Exchange ISIN code LU0002804531 | In number of securities | In capital (in EUR) | Highest (in EUR) | Lowest (in EUR)  |
| --- | --- | --- | --- | --- |
|  2013 |  |  |  |   |
|  March | 16 | 13,753 | 875.000 | 847.500  |
|  April | 12 | 9,810 | 830.000 | 815.000  |
|  May | 56 | 42,050 | 800.000 | 750.000  |
|  June | 4,001 | 2,920,730 | 730.000 | 730.000  |
|  December | 51 | 33,200 | 700.000 | 700.000  |
|  TOTAL | 4,156 | 3,019,543 | - | -  |
|  2014 |  |  |  |   |
|  April | 1,545 | 817,500 | 530.000 | 500.000  |
|  June | 11 | 6,600 | 600.000 | 600.000  |
|  July | 4,002 | 2,401,100 | 600.000 | 550.000  |
|  September | 12 | 7,800 | 650.000 | 612.000  |
|  December | 2 | 1,400 | 700.000 | 700.000  |
|  TOTAL | 5,572 | 3,234,400 | - | -  |
|  2015 |  |  |  | No transaction  |
|  2016 |  |  | - | -  |
|  February | 55 | 41,250 | 750.000 | 750.000  |
|  April | 2 | 1,420 | 720.000 | 700.000  |
|  TOTAL | 57 | 42,670 | - | -  |
|  2017 |  |  |  | No transaction  |
|  2018 |  |  |  |   |
|  November | 1 | 700 | 700.000 | 700.000  |
|  TOTAL | 1 | 700 | - | -  |
|  2019 |  |  |  |   |
|  September | 5 | 3,500 | 700.000 | 700.000  |
|  TOTAL | 5 | 3,500 | - | -  |
|  2020 |  |  |  |   |
|  September | 3 | 2,100 | 700.000 | 700.000  |
|  TOTAL | 3 | 2,100 | - | -  |
|  2021 |  |  |  | No transaction  |
|  2022 |  |  |  | No transaction  |
|  2023 |  |  |  | No transaction  |
|  2024 |  |  |  | No transaction  |

(Source: Bourse du Luxembourg).

These participating securities are not redeemable and the interest paid on them is classified as a component of finance costs.

No securities issued by Compagnie de Saint-Gobain were traded on a stock market in 2024, other than shares, bonds and non-voting participating securities.

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INFORMATION POLICY AND FINANCIAL CALENDAR

## 7.3 INFORMATION POLICY AND FINANCIAL CALENDAR

### Information policy

The Investor Relations Department is responsible for implementing the Group's information policy as regards the financial community, investors and shareholders. Its manager is Mr. Vivien Dardel.

This Department is available to answer questions and address requests for information about the Group:

Saint-Gobain
Direction de la communication financière
Tour Saint-Gobain
12, place de l'Iris
92400 Courbevoie Cedex
Tél.: 01 88 54 05 05
N° Vert 0 800 32 33 33

During 2024, the Chairman and Chief Executive Officer and the Chief Financial Officer met quarterly with the financial community to present and discuss the Group's financial results and various strategic aspects, during conference calls or meetings broadcast live on the Company's website. In addition to the quarterly meetings, numerous meetings and roadshows were organized physically or virtually, with financial analysts, institutional investors and journalists.

Specific meetings and conferences dedicated to CSR topics were also conducted by the Chairman and Chief Executive Officer and the Chief Sustainability Officer. The Lead Independent Director and Vice-Chairman of the Board, along with the Corporate Secretary, hosted meetings focused on governance topics.

The year was marked once again by the announcement of several acquisitions and disposals of businesses as part of Saint-Gobain's strategy of continuing to optimize its portfolio to improve the Group's growth and profitability, in line with its "Grow &amp; Impact" plan.

The Group also favored a policy of exchanges with individual shareholders. Visits to the Saint-Gobain Tower and its showroom, a space for showcasing and demonstrating the Group's solutions, were offered to individual shareholders. Conferences were organized on cultural and sports topics as part of Saint-Gobain's partnership with the Paris 2024 Olympic and Paralympic Games, some of which were broadcast live and later on-demand; a contest was also launched to win tickets for sporting events. Training sessions were also provided for students.

Benoit Bazin, Chairman and Chief Executive Officer, spoke at the "Investir Day" event, dedicated to all those involved in individual investment and savings management, on November 26, 2024, at the Carrousel du Louvre: he detailed the Group's strategy and its implementation. The Saint-Gobain team was on hand at a dedicated stand to answer questions from participants and showcased various solutions and innovations from the Group.

Benoit Bazin also hosted a conference-debate for individual shareholders on December 5, 2024, at the Tour Saint-Gobain to present the Group's strategy to become the world leader in sustainable construction and discuss their expectations.

In December 2024, Saint-Gobain received the "Grand Trophée d'Argent" for the best shareholder services in the CAC 40, as well as the "Grand Trophée d'Argent" for the best digital communication, awarded by Le Revenu. These awards recognise listed companies for the quality of their relations with individual investors, reflecting the Group's commitment to this audience.

The Group also communicate regularly on its website regular updates on Group news: its solutions for our clients, the Group's commitment to carbon neutrality, the digital magazine on sustainable construction ("Constructing a sustainable future") and the Sustainable Construction Observatory. As "Official Supporter of solutions for renovation and sustainable construction" for the Paris 2024 Olympic and Paralympic Games, Saint-Gobain regularly publishes its "Top stories" in video format to share the commitment of its teams to this event.

In addition, the "Saint-Gobain shareholder" app allows shareholders to follow the Group's financial news and find essential and useful information (share price, financial calendar, press releases, etc.). Finally, the Letter to Shareholders, sent twice a year to Group shareholders highlights the Group's financial results and strategic priorities.

In order to ensure privileged contact, shareholders can used the following address:

actionnaires@saint-gobain.com

Saint-Gobain also makes additional services available to holders of registered shares through UPTEVIA, to improve the management of their fully registered shares. For more information, contact Saint-Gobain Investor Relations Department or:

UPTEVIA
90 - 110 Esplanade du Général de Gaulle
92931 Paris La Défense Cedex
By telephone: Toll-free number 0 800 03 33 33
Online, on the website:
https://www.uptevia.com/en

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## 2025 financial calendar

2024 final results: February 27, 2025, after the market closes.

First quarter 2025 revenue: April 24, 2025, after the market closes.

General Shareholders' Meeting: June 5, 2025 at 3 pm, Salle Pleyel in Paris (8th arrondissement).

Dividend:
- Ex-dividend date: June 9, 2025;
- Dividend payment date: June 11, 2025.

First-half 2025 final results: July 31, 2025, after the market closes.

Revenue for the first nine months of 2025: October 30, 2025, after the market closes.

## 2026 financial calendar

General Shareholders' Meeting: June 4, 2026.

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DIVIDENDS

# 7.4 DIVIDENDS

|  Year | Number of shares with dividend rights | Net dividend per share (in EUR) | Adjusted yield based on year-end share price  |
| --- | --- | --- | --- |
|  2022 | 507,094,880 shares (1) | 2.00 | 4.4 %  |
|  2023 | 498,377,982 shares (2) | 2.10 | 3.2 %  |
|  2024 | 496,282,076 shares (1) | 2.20 | 2.6 %  |

(1) Based on 509,176,059 outstanding shares on the ex-dividend date less 12,081,179 treasury shares held on this date.
(2) Based on 506,467,635 outstanding shares on the ex-dividend date less 8,089,653 treasury shares held on this date.
(3) Estimated amount based on 499,051,717 outstanding shares at January 31, 2025 less 2,769,641 treasury shares held at this date.

Dividends not claimed within five years are time-barred and are paid over to the French State.

Meeting on February 27, 2025, the Board of Directors of Compagnie de Saint-Gobain decided to propose to the General Shareholders' Meeting of June 5, 2025 a dividend of €2.20 per share.

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# FINANCIAL AND ACCOUNTING INFORMATION

![img-255.jpeg](img-255.jpeg)

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# TABLE OF CONTENTS

## 8.1 2024 CONSOLIDATED FINANCIAL STATEMENTS 376
- Consolidated Balance Sheet 376
- Consolidated income statement 377
- Consolidated statement of comprehensive income and expense 378
- Consolidated statement of cash flows 379
- Consolidated Statement of Changes in Equity 380
- Notes to the consolidated financial statements 381

## 8.2 STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS 440

## 8.3 COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY) 444

## 8.4 STATUTORY AUDITORS' REPORT ON THE FINANCIAL STATEMENTS 468

## 8.5 MANAGEMENT REPORT - COMPAGNIE DE SAINT-GOBAIN ANNUAL FINANCIAL STATEMENTS 472
- 8.5.1 Significant events during the year 472
- 8.5.2 Other mandatory disclosures 474

## 8.6 FIVE-YEAR FINANCIAL SUMMARY 475

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2024 CONSOLIDATED FINANCIAL STATEMENTS

# 8.1 2024 CONSOLIDATED FINANCIAL STATEMENTS

# CONSOLIDATED BALANCE SHEET

## Assets

|  (in EUR millions) | Notes | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- | --- |
|  Goodwill | (7.1) | 14,236 | 13,111  |
|  Other intangible assets | (7.2) | 4,849 | 4,368  |
|  Property, plant and equipment | (7.3) | 14,880 | 12,744  |
|  Right-of-use assets | (7.4) | 3,008 | 2,810  |
|  Investments in equity-accounted companies | (8.1) | 1,005 | 705  |
|  Deferred tax assets | (12.2) | 366 | 407  |
|  Pension plan surpluses | (6.3) | 316 | 322  |
|  Other non-current assets | (8.3) | 735 | 596  |
|  NON-CURRENT ASSETS |  | 39,395 | 35,063  |
|  Inventories | (5.4) | 7,031 | 6,813  |
|  Trade accounts receivable | (5.4) | 4,948 | 5,096  |
|  Current tax receivable | (5.4) | 149 | 93  |
|  Other receivables | (5.4) | 1,580 | 1,386  |
|  Assets held for sale | (4.3) | 155 | 246  |
|  Cash and cash equivalents | (10.3) | 8,460 | 8,602  |
|  CURRENT ASSETS |  | 22,323 | 22,236  |
|  TOTAL ASSETS |  | 61,718 | 57,299  |

## Equity and liabilities

|  (in EUR millions) | Notes | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- | --- |
|  Shareholders' equity | (11.1) | 25,135 | 23,273  |
|  Non-controlling interests |  | 513 | 485  |
|  TOTAL EQUITY |  | 25,648 | 23,758  |
|  Non-current portion of long-term debt | (10.3) | 12,831 | 10,638  |
|  Non-current portion of long-term lease liabilities | (10.3) | 2,501 | 2,354  |
|  Provisions for pensions and other employee benefits | (6.3) | 1,750 | 1,960  |
|  Deferred tax liabilities | (12.2) | 941 | 824  |
|  Other non-current liabilities and provisions | (9.1) | 1,450 | 1,182  |
|  NON-CURRENT LIABILITIES |  | 19,473 | 16,958  |
|  Current portion of long-term debt | (10.3) | 1,604 | 1,820  |
|  Current portion of long-term lease liabilities | (10.3) | 677 | 615  |
|  Current portion of other liabilities and provisions | (9.1) | 836 | 818  |
|  Trade accounts payable | (5.4) | 6,773 | 6,806  |
|  Current tax liabilities | (5.4) | 240 | 249  |
|  Other payables | (5.4) | 5,679 | 5,504  |
|  Liabilities held for sale | (4.3) | 163 | 203  |
|  Short-term debt and bank overdrafts | (10.3) | 625 | 568  |
|  CURRENT LIABILITIES |  | 16,597 | 16,583  |
|  TOTAL EQUITY AND LIABILITIES |  | 61,718 | 57,299  |

The accompanying notes are an integral part of the consolidated financial statements.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENT

|  (in EUR millions) | Notes | 2024 | 2023  |
| --- | --- | --- | --- |
|  Sales | (5.1) | 46,571 | 47,944  |
|  Cost of sales | (5.1) | (33,688) | (35,109)  |
|  General expenses including research | (5.1) | (7,655) | (7,664)  |
|  Share in net income of core business equity-accounted companies | (8.1) | 76 | 80  |
|  **OPERATING INCOME** |  | 5,304 | 5,251  |
|  Other business income | (5.1) | 107 | 68  |
|  Other business expense | (5.1) | (1,034) | (1,088)  |
|  **BUSINESS INCOME** |  | 4,377 | 4,231  |
|  Borrowing costs, gross |  | (457) | (358)  |
|  Income from cash and cash equivalents |  | 301 | 229  |
|  **Borrowing costs, net, excluding lease liabilities** |  | (156) | (129)  |
|  Interest on lease liabilities |  | (97) | (85)  |
|  Other financial income and expense |  | (202) | (210)  |
|  **NET FINANCIAL EXPENSE** | (10.2) | (455) | (424)  |
|  Share in net income of non-core business equity-accounted companies | (8.1) | 6 | 9  |
|  Income taxes | (12) | (994) | (1,060)  |
|  **NET INCOME** |  | 2,934 | 2,756  |
|  **GROUP SHARE OF NET INCOME** |  | 2,844 | 2,669  |
|  Non-controlling interests |  | 90 | 87  |
|   | Notes | 2024 | 2023  |
| --- | --- | --- | --- |
|  **EARNINGS PER SHARE, GROUP SHARE (in EUR)** | (11.2) | 5.69 | 5.26  |
|  Weighted average number of shares in issue |  | 499,715,108 | 507,282,902  |
|  **DILUTED EARNINGS PER SHARE, GROUP SHARE (in EUR)** | (11.2) | 5.64 | 5.23  |
|  Weighted average number of shares assuming full dilution |  | 503,934,048 | 510,458,619  |

The accompanying notes are an integral part of the consolidated financial statements.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

# CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME AND EXPENSE

|  (in EUR millions) | Notes | 2024 | 2023  |
| --- | --- | --- | --- |
|  NET INCOME |  | 2,934 | 2,756  |
|  Items that may be subsequently reclassified to profit or loss |  |  |   |
|  Translation adjustments and restatement for hyperinflation | (11.1) | 427 | (86)  |
|  Changes in fair value of financial instruments |  | 193 | (17)  |
|  Tax on items that may be subsequently reclassified to profit or loss |  | (32) | 4  |
|  Items that will not be reclassified to profit or loss |  |  |   |
|  Changes in actuarial gains and losses | (6.3) | (7) | (519)  |
|  Tax on items that will not be reclassified to profit or loss |  | (4) | 120  |
|  Changes in assets at fair value through equity and other items | (8.3) | 1 | (2)  |
|  OTHER ITEMS OF COMPREHENSIVE INCOME (EXPENSE) |  | 578 | (500)  |
|  COMPREHENSIVE INCOME (EXPENSE) |  | 3,512 | 2,256  |
|  Group share |  | 3,431 | 2,145  |
|  Non-controlling interests |  | 81 | 111  |

The accompanying notes are an integral part of the consolidated financial statements.

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

# CONSOLIDATED STATEMENT OF CASH FLOWS

|  (in EUR millions)  |   |   |   |
| --- | --- | --- | --- |
|   | Notes | 2024 | 2023  |
|  NET INCOME |  | 2,934 | 2,756  |
|  Share in net income of equity-accounted companies, net of dividends received | (8.1) | (23) | (69)  |
|  Depreciation, amortization and impairment of assets (including right-of-use assets) | (5.1) (7) | 2,631 | 2,395  |
|  Gains and losses on disposals of assets | (5.3) | 52 | 347  |
|  Unrealized gains and losses arising from changes in fair value and share-based payments |  | 13 | 75  |
|  Restatement for hyperinflation |  | 36 | 39  |
|  Changes in inventory |  | 23 | 234  |
|  Changes in trade accounts receivable and payable, and other accounts receivable and payable |  | 248 | 72  |
|  Changes in tax receivable and payable |  | (60) | (28)  |
|  Changes in deferred taxes and provisions for other liabilities and charges | (6.3) (9.1) (12.2) | (285) | 214  |
|  NET CASH FROM OPERATING ACTIVITIES |  | 5,569 | 6,035  |
|  Acquisitions of property, plant and equipment and intangible assets, and changes in amounts due to suppliers of fixed assets | (7.2) (7.3) | (2,083) | (1,971)  |
|  Acquisitions of shares in controlled companies, net of cash acquired |  | (3,331) | (1,046)  |
|  Increase in investment-related liabilities |  | 198 | 28  |
|  Decrease in investment-related liabilities |  | (35) | (64)  |
|  Acquisitions of other investments | (8.3) | (219) | (233)  |
|  Investments |  | (5,470) | (3,286)  |
|  Disposals of property, plant and equipment and intangible assets | (7.2) (7.3) | 150 | 69  |
|  Disposals of shares in controlled companies, net of cash divested |  | 30 | (55)  |
|  Disposals of other investments | (8.3) | 18 | 3  |
|  (Increase) decrease in amounts receivable on sales of fixed assets |  | 8 | 12  |
|  Divestments |  | 206 | 29  |
|  Increase in loans and deposits | (8.3) | (74) | (63)  |
|  Decrease in loans and deposits | (8.3) | 72 | 90  |
|  NET CASH FROM (USED IN) INVESTMENT AND DIVESTMENT ACTIVITIES |  | (5,266) | (3,230)  |
|  Issues of capital stock | (a) | 222 | 213  |
|  (Increase) decrease in treasury stock | (a) | (811) | (828)  |
|  Dividends paid | (a) | (1,045) | (1,013)  |
|  Transactions with shareholders of the parent company |  | (1,634) | (1,628)  |
|  Capital increases in non-controlling interests | (a) | 25 | 6  |
|  Acquisitions of minority interests without gain of control |  | (43) | 0  |
|  Disposals of minority interests without loss of control |  | 3 | 0  |
|  Changes in investment-related liabilities following the exercise of put options of minority shareholders |  | (68) | (2)  |
|  Dividends paid to non-controlling interests and change in dividends payable | (a) | (64) | (76)  |
|  Transactions with non-controlling interests |  | (147) | (72)  |
|  Increase (decrease) in bank overdrafts and other short-term debt |  | 51 | 502  |
|  Increase in long-term debt | (b) (10.3) | 3,674 | 3,322  |
|  Decrease in long-term debt | (b) (10.3) | (1,624) | (1,636)  |
|  Decrease in lease liabilities | (b) | (722) | (693)  |
|  Change in debt |  | 1,379 | 1,495  |
|  NET CASH FROM (USED IN) FINANCING ACTIVITIES |  | (402) | (205)  |
|  Net effect of exchange rate changes on cash and cash equivalents |  | (58) | (91)  |
|  Net effect of changes in fair value on cash and cash equivalents |  | 0 | (2)  |
|  Cash and cash equivalents classified within assets held for sale |  | 15 | (39)  |
|  INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |  | (142) | 2,468  |
|  CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD |  | 8,602 | 6,134  |
|  CASH AND CASH EQUIVALENTS AT END OF PERIOD |  | 8,460 | 5,602  |

(a) Please see the consolidated statement of changes in equity.
(b) Including bond premiums, prepaid interest and issue costs.

In 2024, income tax paid represented €1,094 million (€1,124 million in 2023), total rental expenses paid €1,052 million (€968 million in 2023), including €96 million in interest paid on lease liabilities (€85 million in 2023), and interest paid net of interest received €95 million (€117 million in 2023).

The accompanying notes are an integral part of the consolidated financial statements.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

|  (in EUR millions) | Capital stock | Additional paid-in capital and legal reserve | Retained earnings and consolidated net income | Cumulative translation adjustments | Fair value reserves | Treasury stock | Share-holders' equity | Non-controlling interests | Total equity  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  AT JANUARY 1, 2023 | 2,063 | 4,129 | 18,457 | (1,614) | (1) | (323) | 22,711 | 443 | 23,154  |
|  Other items of comprehensive income |  |  | (395) | (112) | (17) |  | (524) | 24 | (500)  |
|  Net income for the period |  |  | 2,669 |  |  |  | 2,669 | 87 | 2,756  |
|  Total income and expense for the period |  |  | 2,274 | (112) | (17) |  | 2,145 | 111 | 2,256  |
|  Issues of capital stock |  |  |  |  |  |  |  |  |   |
|  Group Savings Plan | 20 | 190 |  |  |  |  | 210 |  | 210  |
|  Stock subscription option plans and other |  | 3 |  |  |  |  | 3 | 6 | 9  |
|  Dividends paid |  |  | (1,013) |  |  |  | (1,013) | (75) | (1,088)  |
|  Shares purchased and sold |  |  | 26 |  |  | (854) | (828) |  | (828)  |
|  Shares canceled | (57) | (701) |  |  |  | 758 | 0 |  | 0  |
|  Share-based payments |  |  | 62 |  |  |  | 62 |  | 62  |
|  Changes in Group structure and other |  |  | (17) |  |  |  | (17) |  | (17)  |
|  AT DECEMBER 31, 2023 | 2,026 | 3,621 | 19,789 | (1,726) | (18) | (419) | 23,273 | 485 | 23,758  |
|  Other items of comprehensive income |  |  | (41) | 434 | 194 |  | 587 | (9) | 578  |
|  Net income for the period |  |  | 2,844 |  |  |  | 2,844 | 90 | 2,934  |
|  Total income and expense for the period |  |  | 2,803 | 434 | 194 |  | 3,431 | 81 | 3,512  |
|  Issues of capital stock |  |  |  |  |  |  |  |  |   |
|  Group Savings Plan | 16 | 205 |  |  |  |  | 221 |  | 221  |
|  Stock subscription option plans and other |  | 1 |  |  |  |  | 1 | 25 | 26  |
|  Dividends paid |  |  | (1,045) |  |  |  | (1,045) | (62) | (1,107)  |
|  Shares purchased and sold |  |  | 20 |  |  | (831) | (811) |  | (811)  |
|  Shares canceled | (46) | (788) |  |  |  | 834 | 0 |  | 0  |
|  Share-based payments |  |  | 72 |  |  |  | 72 |  | 72  |
|  Changes in Group structure and other |  |  | (7) |  |  |  | (7) | (16) | (23)  |
|  AT DECEMBER 31, 2024 | 1,996 | 3,039 | 21,632 | (1,292) | 176 | (416) | 25,135 | 513 | 25,648  |

The accompanying notes are an integral part of the consolidated financial statements.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

# NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

|  NOTE 1 | ACCOUNTING PRINCIPLES AND POLICIES | 382  |
| --- | --- | --- |
|   | 1.1 Standards applied | 382  |
|   | 1.2 Estimates and assumptions | 382  |
|  NOTE 2 | SIGNIFICANT EVENTS OF THE PERIOD AND MACROECONOMIC CONDITIONS | 383  |
|   | 2.1 Significant events of the period | 383  |
|   | 2.2 Macroeconomic conditions | 384  |
|  NOTE 3 | CLIMATE ISSUES | 385  |
|   | 3.1 The "net-zero-emissions" commitment at the heart of the Group's strategy | 385  |
|   | 3.2 Taking into account the "net-zero-emissions" commitment when preparing the Group's financial statements | 385  |
|   | 3.3 Corporate governance | 388  |
|   | 3.4 Asset impairment tests and net CO_{2} emissions | 388  |
|   | 3.5 Climate impact assessment on Group assets | 388  |
|   | 3.6 Regulatory developments - implementation of the CSRD and double materiality assessment | 389  |
|  NOTE 4 | SCOPE OF CONSOLIDATION | 389  |
|   | 4.1 Accounting principles related to consolidation | 389  |
|   | 4.2 Changes in Group structure | 391  |
|   | 4.3 Assets and liabilities held for sale | 393  |
|   | 4.4 Changes in the number of consolidated companies | 394  |
|   | 4.5 Off-balance sheet commitments related to companies within the scope of consolidation | 394  |
|  NOTE 5 | INFORMATION CONCERNING THE GROUP'S OPERATING ACTIVITIES | 395  |
|   | 5.1 Income statement items | 395  |
|   | 5.2 Segment information | 396  |
|   | 5.3 Performance indicators | 398  |
|   | 5.4 Working capital | 399  |
|   | 5.5 Off-balance sheet commitments related to operating activities | 400  |
|  NOTE 6 | EMPLOYEES, PERSONNEL EXPENSES AND EMPLOYEE BENEFIT OBLIGATIONS | 401  |
|   | 6.1 Employees of fully consolidated companies | 401  |
|   | 6.2 Management compensation | 401  |
|   | 6.3 Provisions for pensions and other employee benefits | 401  |
|   | 6.4 Share-based payments | 405  |
|  NOTE 7 | INTANGIBLE ASSETS, PROPERTY, PLANT AND EQUIPMENT, AND RIGHT-OF-USE ASSETS | 408  |
| --- | --- | --- |
|   | 7.1 Goodwill | 408  |
|   | 7.2 Other intangible assets | 409  |
|   | 7.3 Property, plant and equipment | 410  |
|   | 7.4 Right-of-use assets linked to leases | 412  |
|   | 7.5 Impairment review | 413  |
|  NOTE 8 | INVESTMENTS IN EQUITY-ACCOUNTED COMPANIES AND OTHER NON-CURRENT ASSETS | 416  |
|   | 8.1 Changes in investments in equity-accounted companies | 416  |
|   | 8.2 Transactions with equity-accounted companies - related parties | 417  |
|   | 8.3 Other non-current assets | 417  |
|  NOTE 9 | OTHER CURRENT AND NON-CURRENT LIABILITIES AND PROVISIONS, CONTINGENT LIABILITIES AND LITIGATION | 418  |
|   | 9.1 Provisions for other liabilities and charges | 418  |
|   | 9.2 Contingent liabilities and litigation | 419  |
|  NOTE 10 | FINANCING AND FINANCIAL INSTRUMENTS | 422  |
|   | 10.1 Financial risks | 422  |
|   | 10.2 Net financial income (expense) | 424  |
|   | 10.3 Net debt | 424  |
|   | 10.4 Financial instruments | 428  |
|   | 10.5 Financial assets and liabilities | 430  |
|  NOTE 11 | SHAREHOLDERS' EQUITY AND EARNINGS PER SHARE | 432  |
|   | 11.1 Equity | 432  |
|   | 11.2 Earnings per share | 433  |
|  NOTE 12 | TAX | 434  |
|   | 12.1 Income taxes | 434  |
|   | 12.2 Deferred tax | 434  |
|  NOTE 13 | SUBSEQUENT EVENTS | 436  |
|  NOTE 14 | FEES PAID TO THE STATUTORY AUDITORS | 436  |
|  NOTE 15 | PRINCIPAL CONSOLIDATED COMPANIES | 437  |

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FINANCIAL AND ACCOUNTING INFORMATION

2024 CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements reflect the accounting position of Compagnie de Saint-Gobain (the Company) and its subsidiaries ("the Group"), as well as the Group's interests in associate companies and joint ventures. They are expressed in euros rounded to the nearest million.

These consolidated financial statements were adopted on February 27, 2025 by the Board of Directors and will be submitted to the Shareholders' Meeting of June 5, 2025 for approval.

Accounting principles and policies are highlighted in a distinct color.

# NOTE 1 ACCOUNTING PRINCIPLES AND POLICIES

The accounting policies applied are consistent with those used to prepare the financial statements for the year ended December 31, 2023, except for the application of the new standards and interpretations described below. The consolidated financial statements have been prepared using the historical cost convention, except for certain assets and liabilities that have been measured using the fair value model as explained in these notes.

## 1.1 Standards applied

The consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) and interpretations adopted for use in the European Union at December 31, 2024. These consolidated financial statements have also been prepared in accordance with the IFRS issued by the International Accounting Standards Board (IASB).

## 1.1.1 Standards, interpretations and amendments to existing standards applicable for reporting periods beginning on or after January 1, 2024

The following standards and amendments, effective since January 1, 2024, were applied where necessary to the consolidated financial statements for the year ended December 31, 2024:

- Amendments to IAS 1, "Classification of Liabilities as Current or Non-current", and "Non-current Liabilities with Covenants";
- Amendments to IAS 7 and IFRS 7, "Supplier Finance Arrangements";
- Amendments to IFRS 16, "Lease Liability in a Sale and Leaseback".

The main finalized IFRIC decisions published in 2024 concern:

- IFRS 3 and IAS 27, "Merger between a Parent and Its Subsidiary in Separate Financial Statements";
- IFRS 3, "Payments Contingent on Continued Employment during Handover Periods";
- IAS 37, "Climate-related Commitments";
- IFRS 8, "Operating segments".

These amendments and decisions have no material impact on the Group's consolidated financial statements.

## 1.1.2 Standards, interpretations and amendments to existing standards available for early adoption in reporting periods beginning on or after January 1, 2024

The new standards, interpretations and amendments to existing standards applicable to accounting periods starting on or after January 1, 2024 were not early adopted by the Group at December 31, 2024.

Only one amendment was concerned:

- Amendment to IAS 21, "The Effects of Changes in Foreign Exchange Rates" - Lack of Exchangeability.

The impact of the amendment is currently being analyzed by the Group.

## 1.1.3 Standards, interpretations and amendments to existing standards published but not yet applicable

The new standards, interpretations and amendments to existing standards that have been published but are not yet applicable concern:

- Amendments to IFRS 9 and IFRS 7 concerning the classification and measurement of financial instruments;
- Amendments to IFRS 9 and IFRS 7, "Contracts Referencing Nature-dependent Electricity";
- Annual improvements to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7;
- IFRS 18, "Presentation and Disclosure in Financial Statements";
- IFRS 19, "Subsidiaries without Public Accountability: Disclosures".

Where applicable to Saint-Gobain, these amendments are currently being analyzed by the Group.

## 1.2 Estimates and assumptions

The preparation of consolidated financial statements in compliance with IFRS requires management to make estimates and assumptions that affect the amounts of assets and liabilities reported in the balance sheet and the disclosure of contingent assets and liabilities in the notes to the financial statements, as well as the reported amounts of income and expenses during the period. These estimates and assumptions are based on past experience and on various other factors in the prevailing economic and financial environment which makes it difficult to predict future business performance. Actual amounts may differ from those obtained through the use of these estimates and assumptions.

The main estimates and assumptions described in these notes concern the measurement of employee benefit obligations and share-based payments (see note 6, p. 401), asset impairment tests (notably the assumptions used in the tests relating to the Group's commitments to reduce its net carbon emissions) and the determination of lease terms (see note 7, p. 408), provisions for other liabilities (see note 9, p. 418), the measurement of financial instruments (see note 10, p. 422), and taxes (see note 12, p. 434).

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

# NOTE 2 SIGNIFICANT EVENTS OF THE PERIOD AND MACROECONOMIC CONDITIONS

## 2.1 Significant events of the period

### 2.1.1 Acquisition of CSR Ltd in Australia

On February 26, 2024 Saint-Gobain announced that it had entered into a definitive agreement with CSR Limited ("CSR") to acquire all of the outstanding shares of CSR by way of an Australian scheme of arrangement for A$9.00 per share, in cash.

CSR is a leading building products company in Australia for residential and non-residential construction with A$2.6 billion (c. €1.6 billion) in total revenue for the fiscal year ended March 31, 2024, of which A$1.8 billion (c. €1.1 billion) generated by the Building Products business. It has 30 manufacturing plants and around 2,500 employees.

The Group completed the transaction on July 9, 2024 in accordance with the initial terms and conditions, at a euro-equivalent price of €2.6 billion. The acquisition was fully financed in cash.

Provisional goodwill recognized in the consolidated financial statements at December 31, 2024 in accordance with IFRS 3 amounts to €569 million (see note 4.2.1 p. 391).

### 2.1.2 Inaugural green bond issue

On April 8, 2024, Saint-Gobain issued its first green bond, made up of the following two tranches: €1 billion with a 6-year maturity and a 3.375% coupon, and €1 billion with a 10-year maturity and a 3.625% coupon. The funds raised by this green bond issue will be used to finance projects aligned with the European taxonomy.

### 2.1.3 Acquisition of Bailey in Canada

On June 3, 2024, Saint-Gobain completed the acquisition of the Bailey Group of Companies (Bailey). Founded 75 years ago, Bailey is a leading privately owned manufacturer of metal building solutions for light construction in Canada. With some 700 employees working across 12 manufacturing sites throughout the country, Bailey generated C$532 million (approximately €363 million) in sales in 2023.

In accordance with IFRS 3, a preliminary allocation of the €0.6 billion purchase price was carried out at December 31, 2024. The provisional goodwill resulting from this process amounted to €262 million (see note 4.2.1, p. 391)

This acquisition was fully financed in cash. The acquisition price includes deferred payments of C$266 million (approximately €178 million) due in 2027 and 2028.

### 2.1.4 Appointment of Benoit Bazin as Chairman and Chief Executive Officer of the Group

On June 6, 2024, Compagnie de Saint-Gobain's Board of Directors reiterated its unanimous decision of November 23, 2023 to combine the functions of Chairman and Chief Executive Officer and to appoint Benoit Bazin as the Group's Chairman and Chief Executive Officer with effect from that date.

### 2.1.5 Agreement to acquire FOSROC in Asia and emerging markets

On June 27, 2024, Saint-Gobain announced that it had entered into a definitive agreement to acquire FOSROC, a leading privately owned global construction chemicals player, for US$1,025 million (approximately €960 million) in cash.

With 20 manufacturing plants and some 3,000 employees, FOSROC's global construction chemicals business has a particularly strong geographic footprint in India, the Middle East and the Asia-Pacific region. In 2024, it generated sales of some US$490 million.

The Group completed the transaction on February 7, 2025 in accordance with the initial terms and conditions, and is now focusing on integrating this subsidiary. The acquisition was fully financed in cash.

As this transaction was completed after the reporting date, no items related to FOSROC were included in Saint-Gobain's financial statements at December 31, 2024, except for the purchase price, which was included in off-balance sheet commitments to purchase shares in an amount of €0.9 billion (see note 4.5 p. 394).

### 2.1.6 Bond issue

On August 9, 2024, Saint-Gobain carried out a €1.5 billion bond issue comprising two tranches:

- an €800 million 5-year tranche paying a coupon of 3.25%;
- a €700 million 12-year tranche paying a coupon of 3.625%.

With this transaction Saint-Gobain has taken advantage of favorable market conditions to anticipate its upcoming refinancing needs, while increasing the average maturity of its debt at optimized financing conditions.

### 2.1.7 Agreement to acquire OVNIVER in Mexico and Central America

On August 15, 2024, Saint-Gobain entered into a definitive agreement to acquire OVNIVER Group, a privately owned leading construction chemicals player in Mexico and Central America, for US$0.8 billion (c. €0.7 billion) in cash.

OVNIVER Group's business has grown by an average of around 20% per year over the last five years. In 2024, it reported sales of some US$285 million. With 16 manufacturing plants and around 1,000 employees, it offers a wide range of innovative solutions for the residential and non-residential construction markets, including façade coatings, tiling adhesives, waterproofing solutions and surface preparation mortars.

The Group completed the transaction on January 15, 2025 in accordance with the initial terms and conditions, and is now focusing on integrating this subsidiary. This acquisition was fully financed in cash.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

As this transaction was completed after the reporting date, no items related to OVNIVER Group were included in Saint-Gobain's financial statements at December 31, 2024, except for the purchase price, which was included in off-balance sheet commitments to purchase shares in an amount of €0.7 billion (see note 4.5, p. 394).

## 2.2 Macroeconomic conditions

Saint-Gobain is having to contend with a volatile economic environment in its main countries of operation, which over the past four years has been marked by sharply rising inflation and interest rates, economic fallout from the war in Ukraine (notably on energy prices), and growing geopolitical tensions and political instability. The construction sector has been particularly hit by unstable energy prices and the cycle of rising interest rates.

Amidst these challenges, the Group continued its rigorous management of liquidity, interest rate and foreign exchange risks (see note 10.1, p. 422), while increasing its oversight and tracking of credit risk and continuing to apply its strict gas and electricity price hedging policy.

The economic environment will remain uncertain in 2025, not least in the light of possible actions by the new US administration, but central bank interest rate cuts should support the cyclical recovery of the construction sector, in both the new building and renovation segments. In terms of market structure, housing shortages in North America (United States and Canada) and Europe (e.g. Germany, United Kingdom and Poland), as well as the need for energy retrofits and work to adapt buildings to climate change, represent sources of sustainable growth for the Group.

## 2.2.1 Hyperinflation in Argentina and Turkey

Argentina has been experiencing a severe recession since 2023, with GDP contracting by more than 4% in volume over the last two years despite good agricultural harvests, reflecting the austerity measures introduced by the new government. However, a rebound has been underway since the end of 2024, and economic activity looks set to grow in 2025 thanks to increased investment and consumer spending. Price growth is slowing: annualized inflation eased to 118% at the end of December 2024 after peaking at 289% in April 2024, and is expected to continue to decelerate gradually in 2025.

In Turkey, more restrictive budgetary and monetary policies led to a sharp economic slowdown in 2024, but helped improve the country's external accounts and reduce inflation, which stood at 44% (annualized) at the end of December 2024, after peaking at 75% in May 2024. Economic activity is set to grow somewhat in 2025, boosted by the expected impact of phased central bank interest rate cuts.

In accordance with IAS 29, hyperinflation in these two countries, and in particular its consequences in terms of the impairment in value of monetary items, are reflected in the Group's net financial expense for the year ended December 31, 2024.

## 2.2.2 Impact of the Russia-Ukraine conflict on the Group's strategy and financial performance

### Information concerning the Group's operating activities

Since the outbreak of the conflict between Russia and Ukraine, in addition to the Group's application of the sanctions imposed against Russia, Saint-Gobain has decided to halt all its exports to customers in Russia and Belarus, and all its imports from these two countries.

Nevertheless, its local Russian operations, which represent around 0.8% of the Group's worldwide sales and do not involve any local partnerships, continue to operate autonomously, with locally produced solutions sold exclusively on local construction markets.

In Ukraine, Saint-Gobain finalized the construction of a plaster production plant in the west of the country, which came on stream in November 2024.

In organizational terms, Ukraine is included in a Poland-Ukraine cluster falling under the direct responsibility of the management team in Poland.

### Scope of consolidation

Insofar as the Group continues to produce and sell in Russia for the local market, and to ensure its local business can continue to operate with complete autonomy of management and control of returns, Saint-Gobain still controls its Russian subsidiaries.

In accordance with IFRS 10, its Russian and Ukrainian companies have not therefore been deconsolidated and were still included in the Group's scope of consolidation for the preparation of the consolidated financial statements for the year ended December 31, 2024.

### Asset impairment review

Total non-current assets in Russia represent €159 million, or 0.4% of the Group's total non-current assets at December 31, 2024 (€161 million at December 31, 2023).

No indication of impairment was identified for these companies. Consequently, no impairment losses related to the Russia-Ukraine conflict were recognized in 2024.

### Financial risks

Given the Group's limited presence in Russia and Ukraine, the conflict has not generated any credit or liquidity risks, and forex exposure is also being managed effectively.

Group cash and cash equivalents held in Russia represented 1.7% of the Group's total cash and cash equivalents at December 31, 2024. The Group does not consider the cash and cash equivalents held in Russia to be restricted within the meaning of IAS 7.

Since March 2, 2022, the Group has been using the Russian ruble exchange rate published by Reuters for the translation of its consolidated financial statements.

While the Russia-Ukraine conflict has not had a direct material impact on the financial statements for the year ended December 31, 2024, the situation remains unstable and complex. The Group therefore remains vigilant in analyzing the potential future impacts of the conflict.

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## 2.2.3 Impact of the Israel-Palestine conflict on the Group's strategy and financial performance

The Group has no operations in most of the countries directly or indirectly involved in this conflict (Israel, Palestine and Iran). The only exception is Lebanon, where its exposure is very limited with sales and total non-current assets representing less than 1% of the Group's worldwide consolidated data.

Nevertheless, the Group is keeping a close watch on its Middle East operations, particularly on account of the risk that the conflict spreads across the rest of the region.

## NOTE 3 CLIMATE ISSUES

### 3.1 The "net-zero-emissions" commitment at the heart of the Group's strategy

Sustainability concerns are at the heart of the Group's strategy and are an essential element in supporting its growth. In 2019, the Group committed to achieving a 100% reduction in its direct and indirect carbon emissions by 2050. This commitment was approved in September 2022 by the Science Based Targets Initiative (SBTi), which considered the Group's roadmap to be consistent with the new net-zero standard and the Paris Agreement on climate change. In order to meet this net-zero emissions target by 2050, in November 2020 Saint-Gobain defined an initial roadmap for the period to 2030. The roadmap identifies the levers and action plans that will enable the Group to meet its goal of a 33% absolute reduction in scope 1 and 2 carbon emissions compared to a 2017 baseline, and a 16% reduction in scope 3 emissions.

The Group's capital expenditure is aligned with the investment requirements identified in this 2030 CO₂ roadmap, which covers all of the Group's business activities. At the end of 2024, the Group had already reduced its scope 1 and scope 2 CO₂ emissions by 37% compared to the 2017 baseline. The reduction included the effect of changes in activity levels at all Group sites, restated for disposals carried out during the year, and excludes the recent acquisitions of CSR, Bailey and Building Products of Canada.

The innovative solutions developed by Saint-Gobain to improve the energy performance of buildings help reduce both the negative impact of buildings and construction on the environment and their occupants' energy bills, while also enhancing occupant well-being. They therefore play an important role in the fight against climate change by reducing energy use and, consequently, the amount of greenhouse gas emissions, replacing heavy materials (cement, concrete, bricks) with light materials and increasing the pace of heavy materials' decarbonization.

The Group's thermal insulation and insulating glass solutions provide benefits in terms of energy performance and greenhouse gas emissions that significantly outweigh the carbon footprint associated with their production over their life cycle.

The Group's High Performance Solutions enable it to meet growing market needs linked to the decarbonization of construction manufacturing processes, as well as those of the mobility market. Following the acquisition of Chryso and GCP Applied Technologies Inc. (GCP), the Group further strengthened, in 2024, its position in construction chemicals, whose products play a significant role in helping to decarbonize construction through the design of innovative admixtures that reduce the carbon impact of cement and concrete. In 2024, Saint-Gobain proceeded with the integration of the following companies for the first time: Izomaks (Saudi Arabia), Imptek Chova (Ecuador), R. Sol (France), Technical Finishes (South Africa), Menkol (India), Adfil (Belgium), Kilwaughter (United Kingdom and Ireland), and signed an agreement to acquire FOSROC (India, Middle East and Asia-Pacific).

In order to increase the percentage of sales represented by its sustainable solutions, Saint-Gobain has developed a method for evaluating the environmental benefits of its solutions for all stakeholders. According to this internal method, the Group generated an estimated 73% of its sales from sustainable solutions (products identified as being low-carbon) in 2024, in line with the 75% target set for 2025.

The Group's initiatives are enabling it to dissociate growth from CO₂ emissions: carbon intensity (scope 1 and 2) per euro of sales and EBITDA fell by 43% and 58%, respectively, in 2024 compared with the 2017 baseline, reflecting the Group's objective of maximizing its positive impact on the environment while reducing its footprint.

### 3.2 Taking into account the "net-zero-emissions" commitment when preparing the Group's financial statements

In line with these commitments and targets, the Group has taken into account climate change and sustainable development issues in its financial statements, mainly in the areas cited below:

#### A Group-wide commitment

All Regions and the High Performance Solutions (HPS) activities have drawn up structured roadmaps for reducing CO₂ emissions.

These roadmaps are broken down by country and entity, plant, project, and together, will be used to justify the Group's 2030 scope 1 and scope 2 emissions reduction targets and to set objectives for 2030-2050.

The roadmaps are reviewed each year in line with the Group's main financial deadlines (strategic plan, budget) and combine a large number of potential improvements, action plans and industrial projects (energy efficiency and energy mix; application of new technologies; growth in the circular economy; product reformulation, streamlining and design, etc.). The roadmaps contain measures for each site designed to reduce scope 1 direct emissions, and take into account the growing number of new Purchase Power Agreements (PPA) and Virtual Purchase Power Agreements (VPPA) on a country-by-country basis aimed at reducing scope 2 indirect emissions.

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After the world firsts achieved by the Group in recent years, notably pilots of zero-carbon production (scope 1 and 2) of flat glass in France (at the Aniche plant) and plasterboard in Norway and very low-carbon production (scope 1 and 2) of glass wool insulation in Finland, it pursued its carbon-reduction measures during 2024, including:Decarbonization of production processes:Following the Fredrikstad plant in Norway in 2023, deployment of 100%-electric production at a second plasterboard plant in Montreal (Canada), using 100% renewable electricity;Start-up, in March 2024, of very low-carbon production at three US siding production sites, using 100% renewable electricity;Following the installation of an electric furnace at Pont-à-Mousson in 2023 to provide additional capacity alongside the blast furnace, launch of a second decarbonization phase in 2024, in the shape of a project to replace two cupola furnaces at the Foug plant with two electric furnaces, with the aim of achieving a 62% reduction in the site's carbon emissions and an 80% reduction in its water consumption;Launch of a project to build a second flat glass production line in Egypt, equipped with a solar park.Development and marketing of innovative solutions incorporating carbon benefits and reductions in energy consumption:Following the introduction of the ORAÉ® low-carbon glass offering in 2023, roll-out of the new generation of recyclable glass wool -- LANAÉ® -- in the European market by Isover;UK launch of plasterboard made from 100% recycled plaster;Ongoing work by the Construction Chemicals business on developing new additives for low-carbon cements and concretes. These low-carbon technologies open up major co-development opportunities with new partners in fast-growing markets, and are helping to accelerate Saint-Gobain's profitable growth in construction chemicals.

## Measuring and tracking scope 1 and 2 emissions

The “2030 carbon” roadmap is based on several decarbonization levers to reduce scope 1 and 2 emissions:action on products: product optimization (lighter plasterboard or glass wool without any loss of performance) and eco-design, including more recycled materials in product composition, contributing around 15% of the 2030 target (excluding volume and scope effects);innovation in manufacturing process optimization, the use of low-carbon energies and product design/composition, as well as the World Class Manufacturing (WCM) program, contributing around 35% of the 2030 target (excluding volume and scope effects);purchasing of low-carbon energies (renewable electricity, biogas and, possibly, hydrogen), contributing around 50% of the 2030 target (excluding volume and scope effects). More than three-quarters of Saint-Gobain's total energy consumption are still directly linked to fossil fuel purchases. Action plans have been put in place to identify and secure regular, reliable sources of renewable energy supplies. Thanks to these plans, decarbonized electricity now accounts for more than half of total electricity consumption. The Group is also developing projects at its plants using new energies (wind power, biomass, biogas, solar energy, etc.), in some cases with external partners.

Almost 90% of scope 1 and 2 emissions are measured on a monthly basis using an automated reporting system that includes data on material and energy consumption, as well as the impact of Purchase Power Agreements (PPAs) and certificates. Emissions reduction is therefore an operating performance indicator in the same way as financial performance indicators.

The Group's 2024 scope 1 and 2 carbon emissions are estimated at 8.5 million tonnes (8.8 million tonnes in 2023).

## Climate risks and adaptation plan

The identification, assessment and management of climate-related risks and opportunities are an integral part of Saint-Gobain's risk mapping process. The Group has identified 10 risks and 5 strategic opportunities related to climate change. The risks identified do not present any material financial impacts for Saint-Gobain.

Concerning the identified opportunities, the combined effects of rising temperatures and weather events (droughts, floods, wildfires, storms) will have a significant impact on construction market growth, while also driving regulatory changes. At the same time, construction methods will have to evolve in favor of light construction, energy-efficient building renovation and low-carbon solutions. Thanks to its portfolio of expert skills and solutions, Saint-Gobain is particularly well-equipped to adjust to evolving construction markets and the growing scarcity of resources. In this regard, the “Solutions for Growth” program includes a section on improving customer productivity.

The transformation of Saint-Gobain's manufacturing processes and changes in product formulations to include recycled or low-carbon impact raw materials in accordance with the “2030 carbon” roadmap, do not entail any major change in the organization of the Group's industrial facilities.

## Measurement and tracking of value chain emissions (scope 3)

The main emissions categories (representing over 80% of total scope 3 emissions), over which the Group has real leverage and which are included in the target validated by the SBTi, are primarily purchased raw materials and trading products (category 1), purchased energy (category 3) and upstream and downstream transportation and distribution (categories 4 and 9).

The Group is making good progress in measuring scope 3 emissions and is pursuing work to automate the reporting process (the carbon impact of over 80% of purchases for manufacturing operations is measured automatically) and improve data reliability, considering that the quality of the information depends on the relevance of the materials and product emissions factors reported by suppliers.

The action plan to accelerate the reduction of scope 3 emissions is based on three main levers:Product reformulation and innovation, aimed at replacing raw materials with the greatest carbon impact either with recycled materials or with new low-carbon compositions, should contribute around 30% of the target;

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- The decarbonization of purchases through supplier-led initiatives will contribute around 60% of the target. Saint-Gobain teams are also involved in creating joint action plans with suppliers to reduce their carbon impact;
- Innovation and supply chain efficiencies will contribute around 10% of the target.

These estimates exclude the impact of any methodological changes, changes in reporting scope, information system upgrades and improvements to the quality of information about emissions factors.

Concerning purchases of raw materials and trading products, the Group's main suppliers (the biggest contributors to carbon emissions) are now asked to disclose their carbon footprints and related goals via a dedicated portal. The reporting system is based on independently audited life cycle assessments. A database tracks the emissions factors of materials and products purchased by the Group.

Scope 3 emissions for 2024 have been estimated at 24.5 million tonnes based on the reporting scope used to determine the 2030 target validated by the SBTi.

## Renewable Power Purchase Agreements

The Group is continuing to negotiate and enter into renewable electricity supply (scope 2) contracts either with physical electricity delivery (Power Purchase Agreement - PPA), or financial contracts without physical delivery, including a cash settlement based on the difference between the contract price and the market price (Virtual Power Purchase Agreement - VPPA). Saint-Gobain analyzes the accounting treatment for such agreements before they are set up. They are accounted for in accordance with either IFRS 16 for leases, IFRS 9 for financial instruments, or IAS 37 for agreements covered by the own-use exemption provided for in IFRS 9.2.4.

The majority of the agreements signed by the Group are PPAs that are considered as agreements covered by the IFRS 9.2.4 own-use exemption.

The most material agreements (&gt;200 GWh over the term of the contract) at December 31, 2024 are presented in the table below along with their main characteristics:

|  Type of contract | Location | Type of energy | Power (per year) | % of the country's electricity consumption (2024 baseline) | Start date | Contract duration | Accounting treatment  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  VPPA | USA (Blooming Grove) | Wind | 460 GWh | > 25% | 2020 | 12 years | IFRS 9 (derivatives)  |
|  VPPA | USA (Cotton Bayou) | Solar | 452 GWh | > 25% | 2024 | 10 years | IFRS 9 (derivatives)  |
|  VPPA | USA (Danish fields) | Solar | 224 GWh | > 10% | 2024 | 15 years | IFRS 9 (derivatives)  |
|  VPPA | Poland | Wind | 180 GWh | > 25% | 2025 | 15 years | IFRS 9 (derivatives)  |
|  PPA | Romania | Mix | 160 GWh | > 75% | 2026 | 5 years | Purchase contract  |
|  PPA | France | Wind | 175 GWh | > 10% | 2026 | 5 years | Purchase contract  |
|  PPA | Spain | Mix | 150 GWh | > 25% | 2024 | 10 years | Purchase contract  |
|  PPA | France | Mix | 108 GWh | > 10% | 2026 | 20 years | Purchase contract  |
|  PPA | USA (Chowchilla) | Solar | 78 GWh | < 10% | 2023 | 15 years | IFRS 16  |
|  PPA | France | Solar | 36 GWh | < 10% | 2024 | 15 years | Purchase contract  |
|  PPA | Italy | Wind | 22 GWh | > 10% | 2024 | 12 years | Purchase contract  |
|  PPA | Spain | Solar | 18.5 GWh | < 10% | 2023 | 12 years | Purchase contract  |
|  PPA | Romania | Solar | 12 GWh | < 10% | 2023 | 20 years | Purchase contract  |

In accordance with IFRS 9, VPPAs are measured at fair value through profit or loss, with the exception of one VPPA qualified as a hedge (Poland VPPA), for which changes in fair value are recognized in other comprehensive income.

Overall, the impact of changes in fair value of VPPAs on the Group's 2024 financial statements is not material.

The Group's objective is to continue to increase the share of electricity in its energy needs.

The proportion of decarbonized electricity rose to 67% of the Group's total electricity consumption in 2024 (57% in 2023) following the signature of new PPAs and green electricity contracts in various regions of the world, and is set to increase even further as from 2025 when the PPAs come into effect.

## Sustainable investments, research and development expenditure, and other expenditure aimed at combating climate change and protecting the environment

Investments to reduce CO₂ emissions are tracked monthly in the Group's financial reporting.

To support the increasingly rapid transition to carbon-neutral manufacturing processes, Saint-Gobain has pledged to invest €1 billion in capital projects and R&amp;D over the ten years 2021-2030. Of this total, €764 million has already been invested since the roadmap was first implemented in 2020.

In 2024, the Group spent €163 million on capital projects (€144 million in 2023) and €88 million on research and development (€79 million in 2023) to support its carbon emissions reduction strategy.

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## Management of CO₂ emissions allowances

At the end of 2024, the Saint-Gobain Group had 3.8 million tonnes of greenhouse gas emissions allowances from the European Commission. In 2024, the Group purchased 0.4 million tonnes of carbon emissions allowances on the spot market at an average price of €58 per tonne and 0.5 million tonnes of allowances on the futures market at an average price of €67, which it believes are adequate to cover its emissions for more than three years as from December 31, 2024.

## Financing activities

Following on from (i) the Sustainability-Linked Bond issue carried out in 2022 featuring a 10-year €500 million tranche indexed to two 2030 sustainability performance targets (a 33% reduction in scope 1 and 2 CO₂ emissions and an 80% reduction in non-recovered production waste), and (ii) the signing in December 2023 of a €4 billion Sustainability-Linked Loan maturing in December 2028, with interest linked to three performance indicators set out in Saint-Gobain's 2030 sustainability roadmap compared to the 2017 baseline year (a 33% reduction in scope 1 and 2 CO₂ emissions in absolute terms, an 80% reduction in non-recovered production waste, and a frequency rate for workplace accidents at or below 1.5 per million hours worked), in March 2024, the Group carried out its first green bond issue, made up of two tranches (€1 billion with a six-year maturity and a 3.375% coupon, and €1 billion with a ten-year maturity and a 3.625% coupon). The funds raised from this issue will be used to finance projects aligned with the European taxonomy.

## 3.3 Corporate governance

### CSR committees

A CSR Committee is in place within the Board of Directors (to ensure that CSR issues are taken into account in defining and implementing Saint-Gobain's strategy) and within the Group Executive Committee. A summary of environmental results and specific matters for consideration are included on the agenda of quarterly meetings of the Board and the Committee.

### Executive compensation policy

Recognizing that climate change is a strategic issue for the Group, reducing carbon emissions has been included as one of the performance indicators in the short- and long-term compensation plans of Group executives. CSR objectives determine 20% of amounts paid out under long-term plans, and 15% of annual variable compensation, while CO₂ objectives now account for 10% of long-term plans and 5% of annual variable compensation.

### Internal carbon price

In 2016, Saint-Gobain set up an internal carbon pricing system. The internal carbon price per tonne of CO₂ applicable at the end of 2024 was set at €100 for capital expenditure impact assessments and €200 for R&amp;D project impact assessments. A specific approach has been adopted for major acquisitions, and includes the work that may be required to ensure that the carbon impact of these acquisitions is compatible with Saint-Gobain's direct and indirect emissions roadmap. Since 2023, the Group's return-on-investment measurement model uses the internal carbon price to determine the ROI on capital expenditure and acquisition projects.

## 3.4 Asset impairment tests and net CO₂ emissions

As stated in the section on asset impairment reviews (see note 7.5.4, p. 415), the Group includes in its impairment tests the forecast costs of CO₂ emissions – net of the free emissions allowances received – projected to perpetuity. These analyses show that no impairment has been identified for any of the net assets in the groups of CGUs, given the positive headroom observed for all groups of CGUs.

## 3.5 Climate impact assessment on Group assets

In 2023, Saint-Gobain conducted a study with an external firm to identify its exposure to physical risks related to the impact of climate change (floods, forest fires, cyclones, storms, droughts and heat stress), as well as earthquakes, on its activities. Exposure and vulnerability to climate issues was analyzed for assets at nearly 500 major industrial and logistics sites (covering more than 80% of the Group's sales and net carrying amount of its assets), using three IPCC scenarios: SSP1-2.6, SSP2-4.5 and SSP5-8.5, and three time horizons: 2030, 2040 and 2050.

The results of this study were used to assess, for each site and for the Group as a whole, after taking into account the adaptation measures in place:

- Direct impacts: the immediate effects of climate change on sites, infrastructure and living and working conditions;
- Indirect impacts: the consequences of the effects of climate change on business activity and the financial statements, and the impact on the workforce, including the impact of business interruptions.

The study found that even in the most extreme scenario and adopting the 2050 time horizon, the overall risks identified would, at Group level, represent only insignificant amounts compared to the 2023 baseline.

Heat stress, floods and storms would represent the bulk of the estimated risks, which would mainly arise not as a result of direct damage but from business interruption. The impact would be more significant in Asia and India, while Europe would not be materially affected.

The 2024 update of this study confirmed the conclusions of the initial 2023 study.

The update included a comparative analysis of 51 CSR sites in Australia. The risks identified in this additional analysis are not considered material at the level of the CSR study as a whole and at Saint-Gobain Group level.

Saint-Gobain's knowledge of the existence of these sensitivities enables it to build physical and transition risks into its long-term vision and strategy, thereby fully integrating climate change and its impacts into its decision-making.

In parallel with this physical risk assessment for its assets, the Group has begun analyzing the growth opportunities for its solutions resulting from the impact of climate change in several regions.

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## 3.6 Regulatory developments - implementation of the CSRD and double materiality assessment

The Group is continuing to work on applying new regulations related to climate change and the energy transition.

The Corporate Sustainability Reporting Directive (CSRD) which came into effect in January 2024 is a European directive aimed at improving and harmonizing companies' environmental, social and governance (ESG) disclosures.

Saint-Gobain carries out double materiality assessments in accordance with the European Sustainability Reporting Standard (ESRS) applicable by all companies that are subject to the CSRD.

The double materiality assessment, which is the cornerstone of the CSRD, acknowledges business risks and opportunities from two perspectives:

- The potential or actual positive and negative material impacts of a company's activities and value chain on society and the environment (impact materiality);
- The material positive financial effects (opportunities) and negative financial effects (risks) of sustainability issues that affect or could affect the Group's financial performance (financial materiality).

The double materiality assessment is carried out in four main stages:

- Identification of sustainability matters;
- Identification of impacts, risks and opportunities (IROs);
- Assessment of IROs;
- Assessment of impact materiality and financial materiality, based on pre-defined materiality thresholds. The process of defining materiality thresholds serves to validate a list of material IROs and, consequently, to determine the priority sustainability matters to be included in CSRD reports.

Saint-Gobain carried out an initial double materiality assessment in 2023 based on the CSRD's draft regulatory texts. The assessment was updated in 2024 to ensure alignment and consistency with the final ESRS Delegated Act published in July 2023.

The results of the double materiality assessment were approved by General Management and submitted to the Board of Directors and the CSR Committee for approval.

## NOTE 4 SCOPE OF CONSOLIDATION

### 4.1 Accounting principles related to consolidation

The Group's consolidated financial statements include the accounts of Compagnie de Saint-Gobain and of all companies controlled by the Group, as well as those of jointly controlled companies and companies over which the Group exercises significant influence.

### 4.1.1 Consolidation methods

#### Full consolidation

Companies over which the Group exercises control, either directly or indirectly, are fully consolidated.

#### Joint arrangements

Joint arrangements that meet the definition of joint ventures are accounted for by the equity method. Balance sheet and income statement items relating to joint arrangements that meet the definition of joint operations are consolidated line-by-line based on the amount actually contributed by the Group.

#### Equity accounting

Companies over which the Group directly or indirectly exercises significant influence are accounted for by the equity method.

The Group's share of the income of equity-accounted companies is shown on two separate lines of the income statement. The income of equity-accounted companies whose main business activity is in keeping with the Group's core operational business is presented in business income under "Share in net income of core business equity-accounted companies" while the income of other equity-accounted companies is shown under "Share in net income of non-core business equity-accounted companies" in pre-tax income.

### 4.1.2 Business combinations

#### Step acquisitions and partial disposals

When the Group acquires control of an entity in which it already holds an equity interest, the transaction is treated as a step acquisition (an acquisition in stages), as follows: (i) as a disposal of all the previously-held interest, with recognition of any resulting gain or loss in the consolidated financial statements, and (ii) as an acquisition of all of the shares, with recognition of the corresponding goodwill on the entire interest (previous and new acquisitions).

In the event of a partial disposal resulting in the loss of control (but with the Group retaining a non-controlling interest), the transaction is also treated as both a disposal and an acquisition, as follows: (i) as a disposal of the entire interest, with recognition of any resulting gain or loss in the consolidated financial statements, and (ii) as an acquisition of a non-controlling interest, measured at fair value.

#### Potential voting rights and share purchase commitments

Potential voting rights conferred by call options on minority interests are taken into account in determining whether the Group exclusively controls an entity only when the Group has control.

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When calculating its percentage interest in controlled companies, the Group considers the impact of cross put and call options on minority interests in the companies concerned. This approach gives rise to the recognition in the financial statements of an investment-related liability, included within other provisions and non-current liabilities, corresponding to the present value of the estimated exercise price of the put option, with a corresponding reduction in non-controlling interests and shareholders' equity. Any subsequent changes in the fair value of the liability are recognized by adjusting equity.

### Non-controlling interests

Under IFRS 10, non-controlling interests are considered as a shareholder category (single economic entity approach). As a result, changes in minority interests with no loss of control continue to be recorded in the statement of changes in equity and have no impact on the income statement or balance sheet; except for changes in cash and cash equivalents.

### Non-current assets and liabilities held for sale -- Discontinued operations

Assets and liabilities that are immediately available for sale, and for which a sale is highly probable within the next 12 months, are classified as non-current assets and liabilities held for sale. When several assets are held for sale in a single transaction, they are accounted for as a disposal group, which also includes any liabilities directly associated with those assets. Depreciation/amortization ceases when non-current assets are classified as held for sale. Non-current assets and liabilities held for sale are presented separately on two lines of the consolidated balance sheet, and income and expenses continue to be recognized in the consolidated income statement on a line-by-line basis. The reclassified assets are carried at the lower of their fair value less costs to sell and their carrying amount. At the end of each reporting period, the value of the assets and liabilities held for sale is reviewed to determine whether any impairment reversals should be recorded due to a change in their fair value less costs to sell.

An operation is classified as discontinued when it represents a separate major line of business for the Group, and when the criteria for classification as an asset held for sale have been met, or when the Group has sold the asset. Discontinued operations are reported on a single line in the Group's income statement. This line shows the after-tax net income from discontinued operations until the date of disposal and the gains or losses net of taxes realized on the disposals of these operations. In addition, cash flows generated by the discontinued operations are reported, by type of operation, on a separate line in the consolidated statement of cash flows for the relevant periods.

### Intragroup transactions

All intragroup transactions in the balance sheet and income statement are eliminated in consolidation.

### Translation of the financial statements of foreign companies

The consolidated financial statements are presented in euros, which is Compagnie de Saint-Gobain's functional and presentation currency.

Assets and liabilities of subsidiaries outside the Eurozone are translated into euros at the closing exchange rate, while income and expense items are translated using the average exchange rate for the period.

The Group's share of any translation gains or losses is included in equity under “Cumulative translation adjustments” until the assets or liabilities and all foreign operations to which they relate are sold, liquidated or deconsolidated. In this case, these translation differences are either taken to the income statement, if the transaction results in a loss of control, or recognized directly in the statement of changes in equity, if the change in minority interests does not result in a loss of control.

### Foreign currency transactions

Expenses and income from operations in currencies other than the Company's functional currency are translated at the exchange rates prevailing at the transaction date. Assets and liabilities denominated in foreign currencies are translated at the closing rate and any exchange differences are recorded in the income statement. However, exchange differences relating to loans and borrowings between consolidated Group companies are recorded in equity, net of tax, under “Cumulative translation adjustments”, as they are in substance an integral part of the net investment in a foreign subsidiary.

### Hyperinflation

Under IAS 29, “Financial Reporting in Hyperinflationary Economies”, financial statements prepared based on historical cost must be restated. This involves applying a general price index that enables the financial statements to be presented in the measuring unit in force at the reporting date. All non-monetary assets and liabilities must therefore be adjusted for inflation in order to reflect changes in purchasing power at the reporting date. Similarly, the income statement is adjusted for inflation during the period. Monetary items do not need to be restated as they already reflect purchasing power at the reporting date.

### Argentina

Argentina has been classified as a hyperinflationary economy since July 1, 2018. IAS 29 therefore applies to entities using the Argentine peso as their functional currency (based on the table of indices issued by FACPCE).

### Lebanon

Lebanon has been classified as a hyperinflationary economy since October 2020. As from December 31, 2020, IAS 29 is therefore applicable to entities using the Lebanese pound as their functional currency.

The Group's exposure to Lebanon is not material, as sales and total non-current assets in the country represent less than 1% of the Group's consolidated data.

### Turkey

Since February 2022, Turkey has had a three-year cumulative inflation rate above 100% and was therefore included in the list of hyperinflationary economies in March 2022. IAS 29 therefore applies to entities using the Turkish lira as their functional currency.

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## 4.2 Changes in Group structure

Significant changes in the Group's structure during 2024 and 2023 are presented below and a list of the main consolidated companies at December 31, 2024 is provided in note 15, p. 437.

## 4.2.1 Transactions carried out in 2024

In 2024, Saint-Gobain acquired 20 consolidated companies for a total purchase price of €3,606 million. The Group also sold 10 consolidated companies for a net sale price of €83 million.

## Main acquisitions in 2024

Acquisitions represented full-year sales of €1,824 million and EBITDA of €322 million.

- On January 15, 2024, Saint-Gobain signed a definitive agreement to acquire Glass Service a.s., a leading provider of digital solutions for glass furnaces, including advanced control systems and simulation software, which enable customers to reduce their energy consumption. This acquisition will complement Saint-Gobain's range of digital services offering predictive, diagnostic, and data-driven solutions to improve energy efficiency for its customers and reduce the carbon footprint of their products and processes. These digital solutions contribute to the goals of Saint-Gobain's "Grow &amp; Impact" strategic plan aiming to provide end-to-end solutions to its customers to help them accelerate the decarbonization of their offerings.
- On January 18, 2024, Saint-Gobain announced two acquisitions in the attractive non-residential flooring market, strengthening its presence in this segment of the construction chemicals industry:

- R.SOL is a French manufacturer of resin-based flooring solutions. This acquisition will enlarge Saint-Gobain's portfolio thanks to R.SOL's wide range of diversified resins, differentiating technology and large customer base.
- Technical Finishes is a leading player in resin flooring solutions in South Africa. The acquisition will reinforce Saint-Gobain's profitable growth profile in South Africa and elsewhere on the African continent.

These two acquisitions will strengthen Saint-Gobain's leadership position in flooring solutions, perfectly complementing its existing offering under the Weber brand and creating significant synergies.

- On February 2, 2024, Saint-Gobain completed the acquisition of International Cellulose Corporation (ICC), a leading manufacturer of specialty insulation in the United States, including spray-on thermal, fireproofing and acoustic finish systems for the US non-residential market. ICC's insulation solutions are manufactured with natural, plant-based fibers (primarily cellulose) and high recycled content, containing high levels of sequestered carbon. This acquisition will enable Saint-Gobain to round out its offer for building envelope protection.
- On June 3, 2024, Saint-Gobain completed the acquisition, announced on April 3, 2024, of the Bailey Group of Companies (Bailey), a privately owned manufacturer of metal building solutions for light construction in Canada (see note 2.1.3, p. 383);
- On July 9, 2024, Saint-Gobain completed the acquisition of CSR Limited (see note 2.1.1, p. 383).

The provisional allocation of CSR's purchase price to the assets acquired and the liabilities and debts assumed at the acquisition date is shown in the table below. In addition, transaction costs relating to the acquisition of CSR were recorded in the consolidated income statement under other operating expenses in the amount of €84 million.

- On December 2, 2024, Izocam, a leading insulation manufacturer in Turkey owned jointly by Saint-Gobain and Alghanim Industries (Kutayba Alghanim Group), completed the acquisition of 100% of His Yalıtım, a local stone wool producer. This acquisition consolidates Izocam's presence in Turkey. It has increased Saint-Gobain's share of the Turkish sustainable construction market, with leading positions in insulation, plaster and plasterboard, and construction chemicals.
- On December 3, 2024, Saint-Gobain completed the acquisition of Kilwaughter, a leading player in the construction chemicals market (façade mortars) in the United Kingdom and Ireland. The transaction has strengthened Saint-Gobain's sustainable construction offering in the United Kingdom and Ireland.

The process of identifying and measuring at fair value the assets acquired and liabilities assumed (purchase price allocation - PPA) within the scope of the acquisitions carried out in 2024 began during the year and will be finalized within 12 months of each acquisition date.

The Group completed the fair value measurement of each major category of Building Products of Canada's assets acquired and liabilities and debt assumed at the end of 2024. Based on the amounts allocated to customer relationships (€353 million), brands (€37 million) and intellectual property (€14 million), final goodwill amounted to €502 million (based on acquisition-date exchange rates).

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# FINANCIAL AND ACCOUNTING INFORMATION

2024 CONSOLIDATED FINANCIAL STATEMENTS

The table below shows the fair value of each major category of assets acquired and liabilities and debt assumed:

|  (in EUR millions) | Bailey | CSR Limited | Other newly-consolidated companies (1) | Total at the acquisition date  |
| --- | --- | --- | --- | --- |
|  Intangible assets | 208 | 296 | 144 | 648  |
|  Property, plant and equipment, and right-of-use assets | 141 | 1,696 | 108 | 1,945  |
|  Financial assets and other non-current assets (2) | 2 | 212 | 38 | 252  |
|  NON-CURRENT ASSETS | 351 | 2,204 | 290 | 2,845  |
|  Inventories | 76 | 212 | 44 | 332  |
|  Trade accounts receivable | 63 | 159 | 37 | 259  |
|  Other receivables | 9 | 32 | 8 | 49  |
|  Cash and cash equivalents | 11 | 45 | 28 | 84  |
|  CURRENT ASSETS | 159 | 448 | 117 | 724  |
|  Non-current portion of long-term debt and lease liabilities | 1 | 68 | 15 | 84  |
|  Non-current portion of provisions and other liabilities (3) |  | 156 | 52 | 208  |
|  Deferred tax liabilities | 87 | 143 | 42 | 272  |
|  NON-CURRENT LIABILITIES | 88 | 367 | 109 | 564  |
|  Current portion of long-term debt and lease liabilities | 20 | 23 | 3 | 46  |
|  Current portion of provisions and other liabilities (3) |  | 37 | 1 | 38  |
|  Trade accounts payable | 20 | 104 | 25 | 149  |
|  Other payables | 36 | 104 | 28 | 168  |
|  Short-term debt and bank overdrafts |  |  | 4 | 4  |
|  CURRENT LIABILITIES | 76 | 268 | 61 | 405  |
|  TOTAL FAIR VALUE OF NET ASSETS ACQUIRED | 346 | 2,017 | 237 | 2,600  |
|  Fair value of the consideration paid | 608 | 2,584 | 319 | 3,511  |
|  Non controlling interests |  | 2 | 3 | 5  |
|  GOODWILL | 262 | 569 | 85 | 916  |

(1) Other additions to the scope of consolidation also include adjustments following completion of the PPA for the 2023 acquisitions (mainly Building Products of Canada);
(2) CSR Limited's financial assets and other non-current assets include investments in equity-accounted companies in an amount of 99 million euros;
(3) Provisions and other liabilities of CSR Limited include provisions for disputes relating to asbestos in an amount of 144 million euros.

# Main disposals in 2024

Disposals represent full-year sales in the amount of €292 million.

The main companies deconsolidated in 2024 are summarized below:

- On January 5, 2024, Saint-Gobain completed the sale to SOPREMA of a majority stake in its polyisocyanurate insulation (PIR) activity in the United Kingdom under the Celotex brand;
- On March 1, 2024, Saint-Gobain completed the sale of its treated timber products business in Ireland (PDM) to the livari Mononen group;
- On August 30, 2024, Saint-Gobain completed the sale of Freeglass GmbH &amp; Co. KG, the Group's manufacturer of exterior plastic parts for the automotive industry, to HF Opportunities GmbH, a subsidiary of Hannover Finanz;
- On November 29, 2024, Saint-Gobain completed the sale of PAM Building, the Saint-Gobain PAM subsidiary (Pipe business) specialized in wastewater and stormwater drainage solutions for buildings, to the French institutional investment fund Aldebaran, with Bpifrance (France's public investment bank) acquiring a minority stake.

These disposals are part of Saint-Gobain's continued portfolio optimization strategy to enhance the Group's growth and profitability profile in line with the objectives of its "Grow &amp; Impact" plan.

# 4.2.2 Transactions carried out in 2023

In 2023, Saint-Gobain acquired 25 consolidated companies for a total purchase price of €1,254 million. The Group also sold seven consolidated companies for a net sale price of €38 million.

The main transactions are summarized below:

- On January 30, 2023, Saint-Gobain completed the acquisition of Termica San Luis, a leader in stone wool in Argentina. Termica San Luis is a family-run business with over 70 years' experience in insulation. It is the leading producer of stone wool in Argentina, having pioneered its production in the country. The acquisition strengthens Saint-Gobain's presence in the insulation market, enhancing its range of solutions for customers thanks to the combination of its position in glass wool insulation with that of Termica San Luis in stone wool;
- On February 7, 2023, Saint-Gobain completed the acquisition of IDP Chemicals, a Chryso brand licensee since 2018. This entity is well positioned to serve the dynamic construction market in Egypt and the Group's aim is to create an admixture platform and eventually group together production facilities and storage space covering the needs of SG Weber, IDPC &amp; GCP in Africa's largest cement market;

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- On March 1, 2023, Saint-Gobain completed the sale of its merchanting brands in the United Kingdom – including the builders and timber merchant Jewson – to the Stark group, as announced on December 12, 2022. The impact of this sale on the income statement mainly reflects the reclassification of translation differences;
- On March 16, 2023, Saint-Gobain and Dalsan obtained the necessary approval from the competition authorities to merge their plaster and plasterboard activities in Turkey. Once the capital expenditure project at the new plant in Turgutlu (near Izmir) is completed, the merged entity will benefit from a leadership position, combined know-how, an enlarged production capacity and an optimized modern industrial footprint in plasterboard and plaster. Its customers, both those in Turkey and export customers with growing needs in the Eastern Mediterranean, will have access to the most innovative and complete portfolio of light and sustainable solutions for the construction and renovation of building envelopes as well as internal partitioning;
- On March 30, 2023, Saint-Gobain sold its glass processing business Glassolutions in Switzerland to the privately owned German group Aequita;
- On April 3, 2023, Saint-Gobain completed the acquisition of U.P. Twiga Fiberglass Ltd (UP Twiga), the leader in the glass wool insulation market in India, as announced on February 22, 2023. The acquisition consolidates Saint-Gobain's positioning in interior and façade solutions in India, set to benefit from higher building performance requirements and the strong need for acoustic and thermal comfort as well as energy-efficient solutions;
- On June 26, 2023, Saint-Gobain completed the acquisition of United Paints and Chemicals S.A.E. ("Drymix"), a ready-mix mortars manufacturer serving the construction industry in Egypt. This acquisition accelerates Saint-Gobain's growth in the country by enhancing the range of solutions offered across glass, gypsum and construction chemicals. It follows the recent inauguration of a Saint-Gobain plant producing technical mortars (adhesive and waterproofing) in Egypt and the acquisition of IDP Chemicals in admixtures at the beginning of 2023;
- On July 3, 2023, Saint-Gobain signed an agreement to sell COVIPOR, its glass processing business in Portugal, to PNI Portugal &amp; Permanente SA;
- On September 1, 2023, Saint-Gobain completed the acquisition of Building Products of Canada Corp. (Building Products of Canada) following authorization by the Canadian Competition Bureau on August 21, 2023. Building Products of Canada is a privately owned manufacturer of residential roofing shingles and wood fiber insulation panels in Canada. In acquiring Building Products of Canada, Saint-Gobain is taking another step to reinforce its leadership in light and sustainable construction in the Canadian market, by completing its range of exterior solutions in the country following the addition of siding with the acquisition of Kaycan in 2022;

- Also on September 1, 2023, Saint-Gobain finalized the sale of its Glassolutions glass processing business in Slovakia to Glasora a.s;
- On November 30, 2023, Saint-Gobain completed the acquisition of Hume Cemboard Industries Sdn Bhd (HCBI). Hume Cemboard Industries is a leading manufacturer of cement boards for facades, partitions, and ceilings in Malaysia. Its lightweight board offering is a benchmark solution widely used for a broad range of applications, offering fast growth potential;
- On December 7, 2023, Saint-Gobain announced that it had acquired Menkol Industries Private Limited, a leading Indian manufacturer of high-performance waterproofing systems for foundations. This acquisition strengthens Saint-Gobain's position in added-value specialty building materials in India;
- On December 13, 2023, Saint-Gobain completed the acquisition of Adfil NV following the announcement made on September 26, 2023. The acquisition of this top international player specialized in fibers for concrete reinforcement enables Saint-Gobain to expand its portfolio in construction chemicals by offering its customers a broader range of solutions including concrete admixtures and fibers, accelerating the development of sustainable and high-performance concrete.

In 2023, acquisitions represented full-year sales of around €528 million and EBITDA of around €146 million, while disposals represented full-year sales of around €2,940 million.

## 4.3 Assets and liabilities held for sale

As the sale of PDM (the Group's treated timber products business in Ireland) was completed in the first half of 2024, assets and liabilities held for sale at December 31, 2024 no longer include that company.

Assets and liabilities held for sale at December 31, 2024 include:

- Calders &amp; Grandidge in the United Kingdom;
- Distribution companies in Brazil.

These planned disposals are part of Saint-Gobain's portfolio optimization strategy, which is designed to improve the Group's growth and profitability profile.

Since the assets and liabilities held for sale meet the qualifying criteria (see note 4.1.3 p. 390), the balance sheet items of these entities were combined and measured within assets and liabilities held for sale in the consolidated balance sheet at December 31, 2024, in accordance with IFRS 5.

These entities in the process of being sold were not considered as discontinued operations within the meaning of IFRS 5 as they do not represent a major line of business for the Group.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

Assets and liabilities held for sale break down as follows:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Intangible assets, property, plant and equipment, right-of-use assets and other non-current assets | 20 | 68  |
|  Inventories, trade accounts receivable and other receivables | 97 | 125  |
|  Cash and cash equivalents | 38 | 53  |
|  ASSETS HELD FOR SALE | 155 | 246  |
|  Other current and non-current liabilities and provisions | 20 | 13  |
|  Trade accounts payable, other payables and other current liabilities | 84 | 114  |
|  Debt and bank overdrafts | 59 | 76  |
|  LIABILITIES HELD FOR SALE | 163 | 203  |
|  NET ASSETS (LIABILITIES) HELD FOR SALE | (8) | 43  |

## 4.4 Changes in the number of consolidated companies

At December 31, 2024, the number of consolidated companies was as follows:

|   | France | Outside France | Total  |
| --- | --- | --- | --- |
|  Fully consolidated companies  |   |   |   |
|  At December 31, 2023 | 118 | 703 | 821  |
|  Newly consolidated companies | 6 | 92 | 98  |
|  Merged companies | (6) | (25) | (31)  |
|  Deconsolidated companies | (1) | (14) | (15)  |
|  At December 31, 2024 | 117 | 756 | 873  |
|  Equity-accounted companies and joint arrangements  |   |   |   |
|  At December 31, 2023 | 5 | 89 | 94  |
|  Newly consolidated companies |  | 10 | 10  |
|  Deconsolidated companies |  | (2) | (2)  |
|  At December 31, 2024 | 5 | 97 | 102  |
|  TOTAL AT DECEMBER 31, 2023 | 123 | 792 | 915  |
|  TOTAL AT DECEMBER 31, 2024 | 122 | 853 | 975  |

## 4.5 Off-balance sheet commitments related to companies within the scope of consolidation

Non-cancelable purchase commitments represented €1.8 billion at December 31, 2024. They include, in particular, the acquisitions of FOSROC for €914 million (see note 2.1.5 p. 383) and OVNIVER for €744 million (see note 2.1.7, p. 383).

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2024 CONSOLIDATED FINANCIAL STATEMENTS

# NOTE 5 INFORMATION CONCERNING THE GROUP'S OPERATING ACTIVITIES

## 5.1 Income statement items

### 5.1.1 Revenue recognition

Revenue generated by the sale of goods or services is recognized net of rebates, discounts and sales taxes when control of the goods or services has been transferred to the customer. Revenue generated by the sale of goods is primarily recognized at the time the goods are delivered. Revenue generated by the sale of services is recognized when the services have been rendered, or based on the stage of completion of the services, as calculated based on costs incurred. Similarly, within the Distribution entities, estimated returns are recognized as a deduction from revenue (sales) and reclassified within inventories for their net carrying amount; since there is a possibility that goods will be returned within the allotted timeframe. A liability relating to future refunds for goods returned is also recognized.

Revenue generated under construction contracts is accounted for by the Group's companies on a percentage-of-completion basis, as calculated based on costs incurred. The related costs are expensed as incurred. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized to the extent of contract costs incurred that it is probable will be recovered. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognized as an expense immediately.

Construction contract revenues are not material in relation to total consolidated sales.

### 5.1.2 Operating income

Operating income is a measure of the performance of the Group's different reporting segments and has been used by the Group as its key external and internal management indicator for many years. Foreign exchange gains and losses are included in operating income, as are changes in the fair value of financial instruments that do not qualify for hedge accounting when they relate to operating items. The share of income of core business equity-accounted companies is also posted under operating income.

Supplier discounts granted to entities in the Distribution business are included in operating income as a reduction of cost of sales. Contractual supplier discounts are customary practice in the industrial goods distribution sector. These discounts are mostly calculated by applying a contractually guaranteed rate by product type to volumes purchased. The calculation is made automatically, based on the supplier invoices. Consequently, little judgment is needed when determining the amounts to be recognized in the income statement for these discounts. Other discounts are calculated based on a step mechanism linked to specified targets, whereby the percentage discount increases as the entity achieves the various targets over a given period. In this case, judgment is required based on historical data, past performance and future trends in order to determine the discount to be recognized in the income statement. Such judgment is exercised in a prudent manner and consistently from one period to the next.

### 5.1.3 Business income

Business income includes all income and expenses other than financial income and expense, the Group's share in net income of non-core business equity-accounted companies, and income taxes.

Business income is detailed by type below:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  SALES | 46,571 | 47,944  |
|  Personnel expenses: |  |   |
|  Salaries and payroll taxes | (9,299) | (8,902)  |
|  Share-based payments (1) | (72) | (62)  |
|  Pensions and employee benefit obligations (1) | (100) | (142)  |
|  Depreciation and amortization of property, plant and equipment, intangible assets and right-of-use assets (2) | (2,137) | (1,986)  |
|  Share in net income of core business equity-accounted companies | 76 | 80  |
|  Other (3) | (29,735) | (31,681)  |
|  OPERATING INCOME | 5,304 | 5,251  |
|  Other business income | 107 | 68  |
|  Other business expense (2) | (1,034) | (1,088)  |
|  OTHER BUSINESS INCOME AND EXPENSE | (927) | (1,020)  |
|  BUSINESS INCOME (EXPENSE) | 4,377 | 4,231  |

(1) Share-based payments (IFRS 2 expense) and changes in employee benefit expenses are detailed in note 6, p. 401;
(2) Total depreciation and amortization of property, plant and equipment, intangible assets and right-of-use assets, along with amortization charged against intangible assets within the scope of purchase price allocation, represented €2,370 million in 2024 versus €2,167 million in 2023;
(3) The "Other" operating income line relates to cost of sales, supplier discounts and selling expenses for Distribution entities, and to transport costs, raw materials costs, and other production costs for the other entities. This item also includes research and development costs recorded under operating expenses, amounting to €585 million in 2024 (€560 million in 2023).

### 5.1.4 Other business income and expense

Other business income and expense mainly include changes in provisions for claims and litigation (excluding those arising in the ordinary course of business) and environmental matters, disposal gains and losses, asset impairment, amortization of intangible assets recognized as part of the purchase price allocation, restructuring costs incurred upon the disposal or discontinuation of operations, the costs of workforce reduction measures and changes in the fair value of Virtual Power Purchase Agreements (VPPA) not qualifying for hedge accounting.

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Other business income and expense can be analyzed as follows:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Impairment of assets (1) | (291) | (238)  |
|  Amortization of intangible assets related to PPA (2) | (233) | (181)  |
|  Other business items (3) | (274) | (433)  |
|  Gains on disposals of non-current assets | 107 | 68  |
|  Non-operating income and expense (4) | (236) | (236)  |
|  OTHER BUSINESS INCOME AND EXPENSE | (927) | (1,020)  |

(1) The "Impairment of assets" line includes the impairment of goodwill, other intangible assets, property, plant and equipment, right-of-use assets, assets held for sale and other assets.
(2) Amortization charged against brands and customer relationships is included on a separate line within "Other business income and expense" together with other gains and losses arising on business combinations which are not taken into account when determining the performance of the Group's operating segments.
(3) In 2024, as in 2023, other business items mainly includes capital losses on assets divested or scrapped, acquisition costs, contingent consideration incurred in connection with business combinations, and the impact of changes in fair value of VPPAs. In 2023, this item mainly reflected the reclassification of translation differences following the sale of the Distribution business in the United Kingdom.
(4) Non-operating income and expense mainly include claims-related expenses and restructuring costs.

# 5.2 Segment information

In accordance with IFRS 8, segment information reflects the Group's internal organization as presented to management. The Group has chosen to present segment information in line with its internal reporting. Segment assets and liabilities include net property, plant and equipment, working capital, goodwill and net other intangible assets, after deducting deferred taxes on brands and land, and assets and liabilities held for sale. Capital expenditure corresponds to acquisitions of property, plant and equipment and does not include right-of-use assets.

The Group is organized into five reporting units: four regional businesses and a global High Performance Solutions unit. Segment information is presented for:

- High Performance Solutions (HPS), which is organized by market for global customers, i.e., Mobility, Life Sciences, Construction Industry and Industry.

And for four regions:

- Northern Europe, comprising the Nordic countries, United Kingdom, Ireland, Switzerland, Germany, Austria, Eastern Europe and Russia;
- Southern Europe - Middle East (ME) &amp; Africa, comprising France, Benelux, Mediterranean, Middle East and Africa;
- Americas, comprising North America and Latin America;
- Asia-Pacific, comprising the Asia region as well as Australia and India;
- Other, comprising the Group's various holding companies.

Segment information for 2024 and 2023 is as follows:

2024

|  (in EUR millions) | High Performance Solutions (2) | Northern Europe | Southern Europe (2) - ME & Africa | Americas (2) | Asia-Pacific | Other (1) | Group (total)  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  Sales | 9,840 | 11,548 | 13,930 | 9,805 | 2,642 | (1,194) | 46,571  |
|  Operating income (loss) | 1,189 | 968 | 1,123 | 1,767 | 333 | (76) | 5,304  |
|  Business income (loss) | 895 | 798 | 1,059 | 1,470 | 325 | (170) | 4,377  |
|  Share in net income of equity-accounted companies | 3 | 12 | 34 | 21 | 7 | 5 | 82  |
|  Operating depreciation and amortization | 434 | 513 | 620 | 376 | 137 | 57 | 2,137  |
|  Impairment of property, plant and equipment and intangible assets | 12 | 129 | 15 | 105 | 0 | 0 | 261  |
|  EBITDA | 1,506 | 1,438 | 1,721 | 2,112 | 464 | (36) | 7,205  |
|  Acquisitions of property, plant and equipment and intangible assets (3) | 410 | 381 | 423 | 591 | 157 | 87 | 2,049  |
|  Goodwill, net (4) | 3,163 | 4,148 | 2,164 | 3,876 | 885 | 0 | 14,236  |
|  Brands, customer relationships and intellectual property (4) | 919 | 1,027 | 560 | 1,637 | 275 | 0 | 4,418  |
|  Total segment assets and liabilities (4) | 8,116 | 8,401 | 7,776 | 9,116 | 4,044 | 227 | 37,680  |

(1) "Other" corresponds to the elimination of intragroup transactions for internal sales, and holding company transactions for the other captions;
(2) France and United States sales represent €11,040 million and €8,585 million, respectively. Segment assets for France and the United States represent €7,128 million and €7,927 million, respectively;
(3) Capital expenditure does not include right-of-use assets;
(4) "Goodwill, net" and "Brands, customer relationships and intellectual property" do not include assets relating to companies held for sale (assets and liabilities relating to companies held for sale are however included in the line "Total segment assets and liabilities").

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2024 CONSOLIDATED FINANCIAL STATEMENTS

2023

|  (in EUR millions) | High Performance Solutions (2) | Northern Europe | Southern Europe (2) – ME & Africa | Americas (2) | Asia-Pacific | Other (1) | Group Total  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  Sales | 10,083 | 12,614 | 14,941 | 9,439 | 2,123 | (1,256) | 47,944  |
|  Operating income (loss) | 1,207 | 1,039 | 1,208 | 1,586 | 267 | (56) | 5,251  |
|  Business income (loss) | 871 | 714 | 1,104 | 1,356 | 245 | (59) | 4,231  |
|  Share in net income of equity-accounted companies | 3 | 11 | 40 | 24 | 5 | 6 | 89  |
|  Operating depreciation and amortization | 417 | 499 | 598 | 312 | 105 | 55 | 1,986  |
|  Impairment of property, plant and equipment and intangible assets | 99 | 34 | 14 | 67 | 14 | 0 | 228  |
|  EBITDA | 1,511 | 1,504 | 1,767 | 1,869 | 368 | (18) | 7,001  |
|  Acquisitions of property, plant and equipment and intangible assets (3) | 424 | 416 | 432 | 514 | 162 | 81 | 2,029  |
|  Goodwill, net (4) | 2,986 | 4,195 | 2,132 | 3,472 | 326 | 0 | 13,111  |
|  Brands, customer relationships and intellectual property (4) | 910 | 1,054 | 500 | 1,510 | 1 | 0 | 3,975  |
|  Total segment assets and liabilities (4) | 7,901 | 8,444 | 7,480 | 8,064 | 1,417 | 195 | 33,501  |

(1) "Other" corresponds to the elimination of intragroup transactions for internal sales, and holding company transactions for the other captions;
(2) France and United States sales represent €12,182 million and €8,524 million, respectively. Segment assets for France and the United States represent €7,594 million and €7,251 million, respectively;
(3) Capital expenditure does not include right-of-use assets;
(4) "Goodwill, net" and "Brands, customer relationships and intellectual property" do not include assets relating to companies held for sale (assets and liabilities relating to companies held for sale are however included in the line "Total segment assets and liabilities").

In 2024 and 2023, the breakdown of sales by segment and for the Group's main countries is as follows:

|   | 2024 | 2023  |
| --- | --- | --- |
|  High Performance Solutions | 20.8 % | 20.8 %  |
|  Of which : |  |   |
|  Construction and industry | 13.0 % | 13.1 %  |
|  Mobility | 7.8 % | 7.7 %  |
|  Northern Europe | 23.8 % | 25.3 %  |
|  Of which : |  |   |
|  Nordic countries | 11.2 % | 11.8 %  |
|  United Kingdom - Ireland | 3.5 % | 4.4 %  |
|  Germany - Austria | 2.7 % | 2.8 %  |
|  Southern Europe – ME & Africa | 29.2 % | 30.4 %  |
|  Of which : |  |   |
|  France | 21.9 % | 23.6 %  |
|  Spain-Italy | 4.0 % | 3.8 %  |
|  Americas | 20.7 % | 19.3 %  |
|  Of which : |  |   |
|  North America | 15.9 % | 14.5 %  |
|  Latin America | 4.8 % | 4.8 %  |
|  Asia-Pacific | 5.5 % | 4.2 %  |

No single external customer accounts for 10% or more of the Group's consolidated sales.

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## 5.3 Performance indicators

### 5.3.1 EBITDA

EBITDA represents operating income plus depreciation and amortization of property, plant and equipment, intangible assets and right-of-use assets, as well as non-operating income and expense.

EBITDA amounted to €7,205 million in 2024 (2023: €7,001 million), calculated as follows:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Operating income | 5,304 | 5,251  |
|  Depreciation/amortization of property, plant and equipment and intangible assets | 1,410 | 1,294  |
|  Depreciation of right-of-use assets | 727 | 692  |
|  Non-operating income and expense | (236) | (236)  |
|  EBITDA | 7,205 | 7,001  |

### 5.3.2 Free cash flow

Free cash flow (FCF) is the surplus cash generated from the entity's activities. It represents EBITDA plus net financial income/(expense) (excluding dividends received from equity interests), income tax and changes in working capital, less depreciation of right-of-use assets and investments in property, plant and equipment and intangible assets excluding additional capacity investments.

### 5.3.3 Operating free cash flow

Operating free cash flow (OFCF) represents the surplus cash generated from the entity's operating activities and is calculated as operating income plus non-operating income and expense and changes in working capital, less operating depreciation and amortization, investments in property, plant and equipment and intangible assets, and right-of-use assets.

### 5.3.4 Return on capital employed

Return on capital employed (ROCE) corresponds to annualized operating income adjusted for changes in the scope of consolidation (based on 12 months' of operating income for acquired companies and with no operating income taken into account for divested companies), expressed as a percentage of total assets at the year end. Total assets include net property, plant and equipment, working capital, net goodwill, other intangible assets and assets and liabilities held for sale, but exclude deferred tax assets arising on non-amortizable brands, customer relationships and land.

### 5.3.5 Recurring net income

Recurring net income corresponds to income after tax and non-controlling interests, less capital gains or losses on disposals, impairment of assets, amortization of intangible assets recognized as part of the purchase price allocation, acquisition costs on business combinations accounted for in accordance with IFRS 3, other non-recurring items (notably material non-recurring provisions and the impact of hyperinflation) and related tax and non-controlling interests.

Recurring net income totaled €3,474 million in 2024 (2023: €3,416 million after restatements). Based on the weighted average number of shares outstanding at December 31 (499,715,108 shares in 2024 and 507,282,902 shares in 2023), recurring earnings per share amounted to €6.95 in 2024 and €6.73 in 2023 (after restatements).

The difference between net income and recurring net income corresponds to the following items:

|  (in EUR millions) | 2024 | 2023 | Adjustments (1) | 2023 Restated  |
| --- | --- | --- | --- | --- |
|  GROUP SHARE OF NET INCOME | 2,844 | 2,669 |  | 2,669  |
|  Less: |  |  |  |   |
|  Gains and losses on disposals of assets | (52) | (347) |  | (347)  |
|  Impairment of assets | (291) | (238) |  | (238)  |
|  Amortization of intangible assets related to PPA | (233) | 0 | (181) | (181)  |
|  IFRS 3 acquisition costs | (132) | (17) |  | (17)  |
|  Other non-recurring items (2) | (41) | (4) | (39) | (43)  |
|  Impact of non-controlling interests | 7 | 4 |  | 4  |
|  Tax effects on non-recurring items | 112 | 29 | 46 | 75  |
|  GROUP SHARE OF RECURRING NET INCOME | 3,474 | 3,242 | (174) | 3,416  |

(1) "Recurring net income" is restated for two non-recurring items: the impact of hyperinflation (1AS 29) and the amortization of intangible assets recognized as part of the purchase price allocation. These non-recurring items now represent material amounts and are therefore restated to permit meaningful comparisons of this indicator.
(2) "Other non-recurring items" notably includes the negative impact of hyperinflation for an amount of €61 million in 2024 (negative impact of €39 million in 2023).

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

# 5.4 Working capital

Working capital can be analyzed as follows:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  INVENTORIES, NET | 7,031 | 6,813  |
|  TRADE ACCOUNTS RECEIVABLE, NET | 4,948 | 5,096  |
|  Other operating receivables | 1,327 | 1,314  |
|  Other non-operating receivables | 253 | 72  |
|  OTHER RECEIVABLES, NET | 1,580 | 1,386  |
|  CURRENT TAX RECEIVABLE | 149 | 93  |
|  TRADE ACCOUNTS PAYABLE | 6,773 | 6,806  |
|  Other operating payables | 4,957 | 4,778  |
|  Other non-operating payables* | 722 | 726  |
|  OTHER PAYABLES | 5,679 | 5,504  |
|  CURRENT TAX LIABILITIES | 240 | 249  |
|  Operating working capital | 1,576 | 1,639  |
|  Non-operating working capital (including current tax receivable and liabilities) | (560) | (810)  |
|  WORKING CAPITAL | 1,016 | 829  |

* Other non-operating payables include payables to suppliers of non-current assets, grants received and miscellaneous other non-operating payables (see note 5.4.2, p. 399).

# 5.4.1 Inventories

Inventories are stated at the lower of cost and net realizable value. The cost of inventories includes purchase costs (net of supplier discounts), processing costs and other costs incurred in bringing the inventories to their present location and condition. Cost is generally determined using the weighted-average cost method, and in some cases the First-In-First-Out (FIFO) method. Inventory costs may also include the transfer from equity of any gains/losses on qualifying cash flow hedges of foreign currency purchases of raw materials. Net realizable value is the selling price in the ordinary course of business, less estimated completion and selling costs. No account is taken in the inventory valuation process of the impact of below-normal capacity utilization rates.

At December 31, 2024 and 2023, inventories were as follows:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Gross value |  |   |
|  Raw materials | 2,097 | 2,015  |
|  Work in progress | 508 | 475  |
|  Finished goods | 5,168 | 5,054  |
|  GROSS INVENTORIES | 7,773 | 7,544  |
|  Provisions for impairment |  |   |
|  Raw materials | (276) | (270)  |
|  Work in progress | (16) | (19)  |
|  Finished goods | (450) | (442)  |
|  TOTAL PROVISIONS FOR IMPAIRMENT | (742) | (731)  |
|  INVENTORIES, NET | 7,031 | 6,813  |

The net value of inventories was €7,031 million at December 31, 2024 compared with €6,813 million at December 31, 2023. Impairment losses on inventories recorded in the 2024 income statement totaled €277 million (2023: €372 million). Reversals of impairment losses on inventories amounted to €285 million in 2024 (€260 million in 2023).

# 5.4.2 Operating and non-operating receivables and payables

Trade accounts receivable and payable and other receivables and payables are stated at their carrying amount, which approximates their fair value as they generally have maturities of less than three months. Provisions for impairment are booked to cover the risk of total or partial non-recovery, within the limit of expected credit losses.

The Group deems that its exposure to concentrations of credit risk is limited due to its diversified business line-up, broad customer base and global presence. Past-due trade receivables are regularly monitored and analyzed, and impairment losses recognized are adjusted where appropriate.

The Group has various securitization and factoring programs for its trade receivables. Receivables transferred under some of these programs continue to be shown on the balance sheet with a corresponding liability in short-term debt if, based on an analysis of the contracts, the risks associated with the receivables are not transferred in substance to the financing institutions (further information is provided in notes 10.3.8, p. 427 and 10.3.9, p. 427). The Group also operates reverse factoring programs, for which the factored payables continue to be shown on the balance sheet under operating payables (see note 10.3.10, p. 427)

# Trade and other accounts receivable

Trade and other accounts receivable can be analyzed as follows:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Gross value | 5,395 | 5,538  |
|  Provisions for impairment | (447) | (442)  |
|  TRADE ACCOUNTS RECEIVABLE, NET | 4,948 | 5,096  |
|  Discounts obtained from and advances granted to suppliers | 485 | 472  |
|  Prepaid payroll taxes | 30 | 32  |
|  Other prepaid and recoverable taxes (other than income tax) | 466 | 477  |
|  Miscellaneous operating receivables | 351 | 340  |
|  Other non-operating receivables | 254 | 72  |
|  Provision for impairment of other receivables | (6) | (7)  |
|  OTHER RECEIVABLES, NET | 1,580 | 1,386  |

Receivables at December 31, 2024 were stable compared to end-2023.

The impact of movements in provisions and bad debt write-offs represented an expense of €46 million in 2024, versus an expense of €90 million in 2023.

Bad debt write-offs were down slightly to €53 million from €59 million at end-2023.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

Trade accounts receivable at December 31, 2024 and 2023 are analyzed below by maturity:

|  (in EUR millions) | Gross value |   | Impairment |   | Net value  |   |
| --- | --- | --- | --- | --- | --- | --- |
|   |  Dec. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2024 | Dec. 31, 2023  |
|  TRADE ACCOUNTS RECEIVABLE NOT YET DUE | 4,406 | 4,587 | (70) | (82) | 4,336 | 4,505  |
|  Less than 1 month | 410 | 418 | (44) | (46) | 366 | 372  |
|  1-3 months | 182 | 166 | (48) | (49) | 134 | 117  |
|  More than 3 months | 397 | 367 | (285) | (265) | 112 | 102  |
|  TRADE ACCOUNTS RECEIVABLE PAST DUE | 989 | 951 | (377) | (360) | 612 | 591  |
|  TRADE ACCOUNTS RECEIVABLE | 5,395 | 5,538 | (447) | (442) | 4,948 | 5,096  |

Trade and other accounts payable

Trade and other accounts payable and accrued expenses can be analyzed as follows:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  TRADE ACCOUNTS PAYABLE | 6,773 | 6,806  |
|  Downpayments received and rebates granted to customers | 2,127 | 2,069  |
|  Payables to suppliers of non-current assets | 508 | 518  |
|  Grants received | 78 | 88  |
|  Accrued personnel expenses | 1,683 | 1,547  |
|  Accrued taxes other than on income | 407 | 436  |
|  Other miscellaneous operating payables | 740 | 726  |
|  Other miscellaneous non-operating payables | 136 | 120  |
|  OTHER PAYABLES | 5,679 | 5,504  |

# 5.5 Off-balance sheet commitments related to operating activities

## 5.5.1 Non-cancelable purchase commitments

Non-cancelable purchase commitments include contractual commitments to purchase raw materials and services along with firm orders for property, plant and equipment and intangible assets.

|  (in EUR millions) | Total 2024 | Payments due by period |   |   | Total 2023  |
| --- | --- | --- | --- | --- | --- |
|   |   |  Due within 1 year | Due in 1 to 5 years | Due beyond 5 years  |   |
|  Property, plant and equipment and intangible assets | 16 | 8 | 8 | 0 | 24  |
|  Raw materials and energy | 2,651 | 906 | 1,355 | 390 | 2,229  |
|  Services | 453 | 90 | 352 | 11 | 261  |
|  TOTAL | 3,120 | 1,004 | 1,715 | 401 | 2,514  |

## 5.5.2 Guarantee commitments

In some cases, the Group grants seller's warranties to the buyers of divested businesses. A provision is recognized whenever a risk is identified and the related cost can be estimated reliably. The Saint-Gobain Group was also granted guarantee commitments, amounting to €108 million in 2024 (€75 million in 2023).

## 5.5.3 Commercial commitments

The Group's commercial commitments are shown below:

|  (in EUR millions) | Total 2024 | Commitment amounts by period |   |   | Total 2023  |
| --- | --- | --- | --- | --- | --- |
|   |   |  Due within 1 year | Due in 1 to 5 years | Due beyond 5 years  |   |
|  Security for borrowings | 72 | 32 | 28 | 12 | 55  |
|  Other commitments given | 295 | 63 | 51 | 181 | 276  |
|  TOTAL | 367 | 95 | 79 | 193 | 331  |

Guarantees given to the Group in respect of receivables amounted to €70 million at December 31, 2024 (€81 million at December 31, 2023). Certain UK subsidiaries have issued guarantees to secure some of the employee benefit liabilities disclosed in note 6.3 p. 401 for a total amount of €1,188 million at December 31, 2024 (€1,076 million at December 31, 2023). Regarding the €1,188 million, €766 million has been guaranteed by access to certain UK bank accounts and €422 million by non-specific pledged assets (floating charge).

## 5.5.4 Other commitments

A provision for greenhouse gas emissions allowances is recorded in the consolidated financial statements to cover any difference between emissions and the allowances granted.

The Saint-Gobain Group had 3.8 million tonnes of greenhouse gas emissions allowances at December 31, 2024, which will cover its actual $\mathrm{CO}_{2}$ emissions for 2024.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

# NOTE 6 EMPLOYEES, PERSONNEL EXPENSES AND EMPLOYEE BENEFIT OBLIGATIONS

## 6.1 Employees of fully consolidated companies

Average headcount

|   | 2024 | 2023  |
| --- | --- | --- |
|  Managerial-grade employees | 31,119 | 30,318  |
|  Administrative employees | 62,061 | 62,397  |
|  Other employees | 67,357 | 68,953  |
|  TOTAL AVERAGE NUMBER OF EMPLOYEES | 160,537 | 161,668  |

## Closing headcount

The total number of Group employees for fully consolidated companies was 161,482 employees at December 31, 2024 and 159,145 employees at December 31, 2023.

## 6.2 Management compensation

Direct and indirect compensation and benefits paid to the members of the Board of Directors and to the Group's senior management were as follows in 2024 and 2023:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Directors' compensation | 1.4 | 1.3  |
|  Direct and indirect compensation (gross) |  |   |
|  Fixed portion | 10.6 | 10.6  |
|  Variable portion | 7.3 | 7.2  |
|  Share-based payment expense (IFRS 2) | 14.6 | 11.8  |
|  TOTAL EXCLUDING ESTIMATED COST OF PENSIONS AND OTHER EMPLOYEE BENEFIT OBLIGATIONS (IAS 19) | 33.9 | 30.9  |
|  Estimated cost of pensions and other employee benefit obligations (IAS 19) | 7.2 | 6.2  |
|  TOTAL | 41.1 | 37.1  |

Total gross compensation and benefits paid in 2024 to Saint-Gobain management by the French and foreign companies in the Group (excluding any long-term cash settled compensation) amounted to €17.9 million (2023: €17.8 million), including €7.3 million in gross variable compensation (2023: €7.2 million).

Provisions for pensions and other post-employment benefit obligations (defined benefit obligations [DBO] in respect of length-of-service awards and pensions) accruing to Group management totaled €36.3 million at December 31, 2024 (December 31, 2023: €40.5 million).

## 6.3 Provisions for pensions and other employee benefits

### 6.3.1 Description of defined benefit plans

After retirement, some of the Group's former employees are eligible for pension benefits in accordance with the applicable laws and regulations in the respective countries in which the Group operates. There are also additional pension obligations in certain Group companies, both in France and in other countries.

The Group's obligation for the payment of pensions and length-of-service awards is determined at the end of the reporting period by independent actuaries using the projected unit credit method (taking into account changes in salaries until retirement) and the economic conditions in each country. This obligation may be financed by pension funds, with a provision recognized in the balance sheet for the unfunded portion.

When plan assets exceed the defined benefit obligation, the excess is recognized in other non-current assets under "Net pension assets". The asset ceiling corresponds to the maximum future economic benefit. Changes in the asset ceiling are recognized in equity.

Actuarial gains and losses result from changes in actuarial assumptions, experience adjustments and the difference between the funds' actual and estimated (calculated) rates of return. They are recognized against equity as and when they arise.

The interest cost of these obligations and the return on the related plan assets are measured by the Group using the discount rate applied to estimate the obligation at the beginning of the period, and are recognized as financial income or expense.

The Group's main defined benefit plans are described below.

In France, employees receive length-of-service awards on retirement based on years of service and the calculation methods prescribed in the applicable collective bargaining agreements.

Following the publication of the June 3, 2023 implementing decree 2023-435, as of September 1, 2023 the retirement age in France is being gradually raised, up to 64 by 2030. As a result, the age used to calculate pension obligations was changed. This change was considered to be a plan amendment and represented a gain of €12 million which was recognized in income in 2023.

In addition to length-of-service awards, there are three defined benefit plans, all of which are final salary plans. These plans were closed to new entrants by the companies concerned between 1969 and 1997. On October 1, 2024, the portion of the plans' commitments corresponding to retirees was outsourced to an insurance company. These plans were already partially funded and their funding was topped up by an amount of €147 million. This operation had no impact on the consolidated income statement.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

The changes resulting from the adoption of France's Green Industry Act to the mortality tables used in France to value pension commitments financed by insurance companies have not been taken into account in 2024, as their impact on the Group's financial statements is not material.

Effective March 1, 2012, a defined benefit plan complying with Article L.137-11 of France's Social Security Code (Code de la sécurité sociale) was set up by Compagnie de Saint-Gobain. Pursuant to an order of July 4, 2019 issued in the wake of France's PACTE Law setting out an action plan for business growth and transformation, this plan was closed and any vested rights frozen at December 31, 2019. In 2021, two new plans were set up pursuant to Article L. 137-11-2 resulting from the PACTE Law, effective January 1, 2020. Under these plans, final payments are made to a third-party insurer who takes on responsibility for the liability.

In Germany, retirement plans provide pensions and death and disability benefits for employees. These plans have been closed to new entrants since 1996. Since January 1997, new employees have been offered pension plans based on contributions financed jointly by employer and employee.

In the United Kingdom, retirement plans provide pensions as well as death and permanent disability benefits. These defined benefit plans - which are based on employees' average salaries over their final years of employment - have been closed to new entrants since 2001. In 2021, the legal structure of the plans was altered, resulting in the closure of the Building Distribution section to future accrual as of January 1, 2022.

In the United States and Canada, the Group's defined benefit plans are final-salary plans. Since January 1, 2001, new employees have been offered a defined contribution plan. In 2024, the Group completed the full transfer of a portion of its pension obligations in the United States to a third party.

This transfer resulted in a US$677 million decrease in the Group's pension obligations, and a simultaneous US$641 million decrease in plan assets, corresponding to the amount paid to the insurance company. The difference between the two amounts was recognized in 2024 as a settlement gain and represented US$36 million (€34 million).

In the United States and Spain, retired employees receive benefits other than pensions, mainly concerning healthcare. The Group's obligation under these plans is determined using the actuarial method and is covered by a provision recorded in the balance sheet.

Provisions for other long-term employee benefits cover all other employee benefits. These benefits primarily include long-service awards in France, jubilee awards in Germany, deferred compensation, provisions for social security benefits in the United States, and termination benefits in different countries. The related defined benefit obligation is generally calculated on an actuarial basis using the same rules as for pension obligations. Actuarial gains and losses relating to these benefits are recognized immediately in the income statement.

## 6.3.2 Actuarial assumptions used to measure defined benefit obligations and plan assets

### Interest rate assumptions

Assumptions related to mortality, employee turnover and future salary increases take into account the economic conditions specific to each country and Group company. The discount rates are established by region or country based on observed bond yields at December 31, 2024.

For the Eurozone (including France), two discount rates were calculated for 2024 based on the term of the plans using a yield curve model developed by consulting firm Mercer: one rate for plans with a term of 13 years or less (13 years in 2023) and one for plans with a term of over 13 years (13 years in 2023).

The rates used in 2024 for the Group's main plans were the following:

|  (in %) | France |   | Eurozone (excluding France) |   | United Kingdom | United States  |
| --- | --- | --- | --- | --- | --- | --- |
|   |  Short-term plans | Long-term plans | Short-term plans | Long-term plans  |   |   |
|  Discount rate | 3.41% | 3.51% | 3.41% | 3.51% | 5.55% | 5.60%  |
|  Salary increases | 3.30% to 7.00% |  | 2.00% to 3.00% |  | 2.00% * | 3.00%  |
|  Inflation rate | 2.00% |  | 2.00% |  | CPI 2.65% RPI 3.05% | 2.50%  |

* A cap applies to the reference salaries used to calculate benefit entitlements.

The rates used in 2023 for the Group's main plans were the following:

|  (in %) | France |   | Eurozone (excluding France) |   | United Kingdom | United States  |
| --- | --- | --- | --- | --- | --- | --- |
|   |  Short-term plans | Long-term plans | Short-term plans | Long-term plans  |   |   |
|  Discount rate | 3.16% | 3.20% | 3.16% | 3.20% | 4.60% | 5.00%  |
|  Salary increases | 1.90% to 5.50% |  | 2.60% to 3.50% |  | 2.00% * | 3.00%  |
|  Inflation rate | 2.10% |  | 2.10% |  | CPI 2.50 % RPI 2.95 % | 2.50%  |

* A cap applies to the reference salaries used to calculate benefit entitlements.

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

As the above regions account for substantially all of the Group's pension obligation, the €388 million decrease in actuarial gains and losses recognized as an adjustment to the provision was primarily due to the use of revised discount and inflation rates and other actuarial assumptions.

The actual return on plan assets for almost all plans was €420 million higher than expected, leading to an increase in the provision of the same amount. In addition, a €25 million decrease in the asset ceiling, mainly affecting Switzerland, generated a decrease in the provision in the same amount.

## Sensitivity to assumptions

A 0.5-point decrease (increase) in the discount rate would lead to an increase (decrease) in defined benefit obligations of around €85 million for the United States plans, €123 million for the Eurozone plans and €205 million for the United Kingdom plans.

A 0.5% increase in the inflation rate would lead to an overall increase in defined benefit obligations of around €250 million.

The same assumptions concerning mortality, employee turnover and interest rates are used to determine the Group's defined benefit obligations for other long-term employee benefits.

In the United States, the rate of growth in medical costs for employees who retired early (before the age of 65) is expected to rise to 6.00% in 2025, then decline gradually to 4.50% from 2034 onwards. For retirees aged 65 and over, the rate of growth is expected to stand at 6.75% in 2025 and 4.50% from 2034 onwards. A 1-point increase in reference rates would have the effect of raising the benefit obligation by around $13 million.

## 6.3.3 Breakdown of and changes in pension and other post-employment benefit obligations

### Carrying amount of provisions

Provisions for pension and other employee benefit obligations consist of the following:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Pension obligations | 996 | 1,286  |
|  Length-of-service awards | 370 | 338  |
|  Post-employment healthcare benefits | 230 | 204  |
|  TOTAL PROVISIONS FOR PENSIONS AND OTHER POST-EMPLOYMENT BENEFIT OBLIGATIONS | 1,596 | 1,828  |
|  Healthcare benefits | 31 | 30  |
|  Long-term disability benefits | 5 | 6  |
|  Other long-term benefits | 118 | 96  |
|  PROVISIONS FOR PENSIONS AND OTHER EMPLOYEE BENEFITS | 1,750 | 1,960  |

Provisions for all other long-term benefits totaled €154 million at December 31, 2024 (€132 million at December 31, 2023).

The following table shows net obligations under pensions and other post-employment benefit plans, excluding other long-term benefits:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Provisions for pensions and other post-employment benefit obligations - liabilities | 1,596 | 1,828  |
|  Pension plan surpluses - assets | (316) | (322)  |
|  NET PENSION AND OTHER POST-EMPLOYMENT BENEFIT OBLIGATIONS | 1,280 | 1,596  |

### Analysis of obligations

At December 31, 2024, pension obligations and provisions for other post-employment benefit obligations break down by major geographic region as follows:

|  (in EUR millions) | France | Eurozone (excluding France) | United Kingdom | United States | Rest of the world | Net total  |
| --- | --- | --- | --- | --- | --- | --- |
|  AVERAGE DURATION (in years) | 13 | 14 | 12 | 9 | 13 | 12  |
|  Defined benefit obligations - funded plans | 437 | 1,159 | 3,177 | 1,746 | 1,087 | 7,606  |
|  Defined benefit obligations - unfunded plans | 294 | 38 | 7 | 167 | 258 | 764  |
|  Fair value of plan assets | (343) | (661) | (3,406) | (1,538) | (1,240) | (7,188)  |
|  DEFICIT (SURPLUS) | 388 | 536 | (222) | 375 | 105 | 1,182  |
|  Asset ceiling | 0 | 3 | 0 | 0 | 95 | 98  |
|  NET PENSION AND OTHER POST-EMPLOYMENT BENEFIT OBLIGATIONS | 388 | 539 | (222) | 375 | 200 | 1,280  |

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2024 CONSOLIDATED FINANCIAL STATEMENTS

At December 31, 2023, pension obligations and provisions for other post-employment benefit obligations break down by major geographic region as follows:

|  (in EUR millions) | France | Eurozone (excluding France) | United Kingdom | United States | Rest of the world | Net total  |
| --- | --- | --- | --- | --- | --- | --- |
|  AVERAGE DURATION (in years) | 13 | 14 | 13 | 10 | 13 | 12  |
|  Defined benefit obligations - funded plans | 490 | 1,227 | 3,387 | 2,362 | 1,011 | 8,477  |
|  Defined benefit obligations - unfunded plans | 258 | 42 | 0 | 150 | 237 | 687  |
|  Fair value of plan assets | (202) | (668) | (3,637) | (2,122) | (1,156) | (7,785)  |
|  DEFICIT (SURPLUS) | 546 | 601 | (250) | 390 | 92 | 1,379  |
|  Asset ceiling | 0 | 9 | 0 | 0 | 118 | 127  |
|  NET PENSION AND OTHER POST-EMPLOYMENT BENEFIT OBLIGATIONS | 546 | 610 | (250) | 390 | 210 | 1,506  |

## Changes in provisions

Changes in pensions and other post-employment benefit obligations are as follows:

|  (in EUR millions) | Pension obligations | Fair value of plan assets | Asset ceiling | Net pension and other post-employment benefit obligations  |
| --- | --- | --- | --- | --- |
|  AT JANUARY 1, 2023 | 8,762 | (7,878) | 130 | 1,014  |
|  Changes during the year |  |  |  |   |
|  Service cost | 134 |  |  | 134  |
|  Interest cost/return on plan assets as per calculations | 397 | (352) |  | 45  |
|  Employee contributions and plan administration costs |  | (6) |  | (6)  |
|  Past service cost | (10) |  |  | (10)  |
|  Plan curtailments/settlements | (38) | 38 |  | 0  |
|  Pension contributions |  | (118) |  | (118)  |
|  Benefit payments | (568) | 498 |  | (70)  |
|  Actuarial gains and losses and asset ceiling | 468 | 60 | (9) | 519  |
|  Translation adjustments | 6 | (38) | 6 | (26)  |
|  Changes in Group structure | 20 | 5 |  | 25  |
|  Assets/liabilities held for sale | (7) | 6 |  | (1)  |
|  TOTAL CHANGES | 402 | 93 | (3) | 492  |
|  AT DECEMBER 31, 2023 | 9,164 | (7,785) | 127 | 1,506  |
|  Changes during the year |  |  |  |   |
|  Service cost | 135 |  |  | 135  |
|  Interest cost/return on plan assets as per calculations | 374 | (324) |  | 50  |
|  Employee contributions and plan administration costs |  | (5) |  | (5)  |
|  Past service cost | (25) |  |  | (25)  |
|  Plan curtailments/settlements | (626) | 592 |  | (34)  |
|  Pension contributions |  | (250) |  | (250)  |
|  Benefit payments | (577) | 479 |  | (98)  |
|  Actuarial gains and losses and asset ceiling | (388) | 420 | (25) | 7  |
|  Translation adjustments | 250 | (242) | (4) | 4  |
|  Changes in Group structure | 63 | (73) |  | (10)  |
|  Assets/liabilities held for sale |  |  |  | 0  |
|  TOTAL CHANGES | (794) | 597 | (29) | (226)  |
|  AT DECEMBER 31, 2024 | 8,370 | (7,188) | 98 | 1,280  |

## Actuarial gains and losses

Actuarial gains and losses on provisions result from the following items:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Pension obligations | (388) | 468  |
|  Fair value of plan assets | 420 | 60  |
|  Asset ceiling | (25) | (9)  |
|  TOTAL CHANGES | 7 | 519  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

# Plan assets

Plan assets have been progressively built up by contributions, primarily in the United Kingdom and the United States. Contributions paid by the Group in 2024 totaled €250 million (2023: €118 million).

A 0.5-point increase or decrease in the actual return on plan assets would have an impact of approximately €36 million on equity.

Plan assets mainly comprise:

|   | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Equities | 17% | 18%  |
|  Bonds | 57% | 63%  |
|  Other | 26% | 19%  |
|  TOTAL | 100% | 100%  |

Contributions to pension plans for 2025 are estimated at around €44 million.

# 6.3.4 Defined contribution plans

Contributions to defined contribution plans are expensed as incurred.

Contributions to defined contribution plans for 2024 represented an estimated €699 million (2023: €680 million), including €476 million for government-sponsored basic pension schemes (2023: €456 million), €148 million for government-sponsored supplementary pension schemes, mainly in France (2023: €145 million), and €75 million for corporate-sponsored supplementary pension plans (2023: €79 million).

# 6.4 Share-based payments

## 6.4.1 Group Savings Plan (PEG)

The Group Savings Plan (Plan d'Epargne Groupe - PEG) is an employee stock purchase plan open to all Group employees in France and most other countries where the Group is present. Eligible employees must have completed a minimum of three months' service with the Group. Eligible employees are able to invest in Saint-Gobain shares at a preferential subscription price. These shares are held either directly or through the employee saving plan's mutual funds, depending on local legislation, and are subject to a mandatory five- or ten-year lock-up, except following the occurrence of certain events. The Board of Directors delegates authorization for setting the subscription price to the Chief Executive Officer of Compagnie de Saint-Gobain. The subscription price corresponds to the average of the opening prices for the Saint-Gobain share on Euronext Paris over the 20 trading days preceding the date of the decision, subject to a 20% discount, in accordance with applicable laws, the Shareholders' Meeting resolutions and the deliberations of the Board of Directors. The Group makes a matching contribution to amounts paid in by employees, which is expensed in the consolidated financial statements.

The Group recorded an IFRS 2 expense representing the benefit granted to employees, which amounted to €27.4 million in 2024 (€23.7 million in 2023).

The Saint-Gobain Group implemented a new PEG in the first half of 2024. As approved by the Chief Executive Officer on March 11, 2024, the reference price is €69.12 (€55.24 in 2023), representing a subscription price of €55.30 (€44.19 in 2023) after a 20% discount.

In 2024, 4,007,048 new shares with a par value of €4 were issued to employees under the PEG at an average subscription price of €55.30 (4,778,291 shares at an average price of €44.19 in 2023), representing a share capital increase of €221 million (€210 million in 2023), net of transaction fees.

## 6.4.2 Stock option plans

Until 2018, Compagnie de Saint-Gobain operated stock option plans for certain categories of employees.

Under these plans, the Board of Directors granted options allowing beneficiaries to obtain Saint-Gobain shares at a price set, at no discount, by reference to the average of the opening prices for the Saint-Gobain share over the 20 stock market trading days preceding the date of the decision by the Board of Directors.

For all of the plans, beneficiaries must wait at least four years from the grant date to exercise any options. None of the options received may be exercised until this four-year period has lapsed. Options must be exercised within 10 years of the grant date. Except in specified circumstances, grantees forfeit these options if they leave the Group.

Among the plans outstanding at December 31, 2024, the 2015, 2016 and 2017 plans offer stock purchase options. The 2018 plan was classified as a stock subscription option plan further to a decision of the Board of Directors in 2022, prior to the start of the exercise period.

A performance condition applies for all beneficiaries under current plans.

No stock option plans have been launched since 2019.

The following table presents changes in the number of outstanding options:

|   | €4 par value shares | Average exercise price (in EUR)  |
| --- | --- | --- |
|  OPTIONS OUTSTANDING AT DECEMBER 31, 2022 | 485,821 | 38.32  |
|  Options exercised | (143,670) | 35.23  |
|  Options forfeited | (4,536) | 38.80  |
|  OPTIONS OUTSTANDING AT DECEMBER 31, 2023 | 337,615 | 39.62  |
|  Options exercised | (94,836) | 38.99  |
|  Options forfeited | - | -  |
|  OPTIONS OUTSTANDING AT DECEMBER 31, 2024 | 242,779 | 39.87  |

The cost of stock option plans is calculated using the Black &amp; Scholes option pricing model.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

The following inputs were used:

- volatility assumptions that take into account the historical volatility of the share price over a rolling 10-year period, as well as implied volatility from traded share options. Periods of extreme share price volatility are disregarded;
- assumptions relating to the average holding period of options, based on observed behavior of option holders;
- expected dividends, as estimated on the basis of historical dividend information dating back to 1988;
- a risk-free interest rate corresponding to the yield on long-term government bonds;

- the effect of any stock market performance conditions, which is taken into account in the initial measurement of IFRS 2 share-based payment expense.

The cost calculated using this method is recognized in the income statement over the vesting period of the options, which is a maximum of four years.

As in 2023, no expense was recognized in accordance with IFRS 2 for the amortization of stock options granted under previous plans in 2024.

The table below summarizes information about stock options outstanding at December 31, 2024, after taking into account partial fulfillment of the performance criteria attached to certain plans:

|  Exercisable options outstanding  |   |   |   |   |
| --- | --- | --- | --- | --- |
|  Grant date | Exercise price (in EUR) | Number of options | Weighted average contractual life (in months) | Type of options  |
|  2015 | 39.47 | 11,714 | 11 | Purchase  |
|  2016 | 40.43 | 32,781 | 23 | Purchase  |
|  2017 | 49.38 | 87,511 | 35 | Purchase  |
|  2018 | 32.24 | 110,773 | 47 | Subscription  |
|  TOTAL | 242,779  |   |   |   |

At December 31, 2024, all options were exercisable at an average exercise price of €39.87.

## 6.4.3 Performance share and performance unit grants

### Performance share plans

Since 2009, performance share plans have also been set up for certain categories of employees. These plans are subject to eligibility criteria based on the grantee's period of service (service conditions) with the Group as well as performance criteria (performance conditions), which are described below. The IFRS 2 share-based payment expense takes into account these conditions. It is determined after deducting the present value of the dividends forfeited on the performance shares and is recognized over the vesting period, not exceeding four years.

At December 31, 2024, there were four outstanding performance share plans, approved by the Board of Directors in 2021, 2022, 2023 and on November 28, 2024.

The expense recorded for these plans in the 2024 income statement amounted to €45.0 million (2023: €38.3 million).

All plans are subject to service and performance conditions. The vesting period for the shares awarded under these plans is four years and the shares will be delivered under all plans the fourth day after the end of the vesting period for the 2021, 2022, 2023 and 2024 plans.

The table below shows changes in the number of performance share rights:

|   | Number of rights  |
| --- | --- |
|  NUMBER OF PERFORMANCE SHARE RIGHTS AT DECEMBER 31, 2022 | 4,935,532  |
|  Performance share rights granted in November 2023 | 1,268,633  |
|  Shares issued/delivered | (1,159,695)  |
|  Lapsed and canceled rights | (92,075)  |
|  NUMBER OF PERFORMANCE SHARE RIGHTS AT DECEMBER 31, 2023 | 4,952,395  |
|  Performance share rights granted in November 2024 | 1,314,901  |
|  Shares issued/delivered | (1,169,085)  |
|  Lapsed and canceled rights* | (99,260)  |
|  NUMBER OF PERFORMANCE SHARE RIGHTS AT DECEMBER 31, 2024 | 4,998,951  |

* Including 99,260 rights that lapsed after they had been withdrawn (no rights lapsed because the performance conditions had only been partly met).

The fair value of the performance shares corresponds to the Saint-Gobain share price on the grant date, less the value of dividends not payable on the shares during the vesting period. The expense is recognized over the vesting period, which covers a maximum of four years.

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

The following table shows the expected dates when shares under the four performance share plans outstanding at December 31, 2024 will be delivered (except in the case of early release following the grantee's death or disability, along with the service and performance conditions remaining to be fulfilled):

|  Grant date | Number of rights granted at inception of the plan | Deliveries | Number of rights at December 31, 2024* | Delivery date | Type of shares  |
| --- | --- | --- | --- | --- | --- |
|  November 25, 2021 | 1,184,475 | 1,150 | 1,183,325 | November 28, 2025 | existing  |
|  November 24, 2022 | 1,232,792 | 400 | 1,232,392 | November 27, 2026 | existing  |
|  November 23, 2023 | 1,268,633 | 300 | 1,268,333 | November 26, 2027 | existing  |
|  November 28, 2024 | 1,314,901 |  | 1,314,901 | December 1, 2028 | existing  |
|  TOTAL | 5,000,801 | 1,850 | 4,998,951 |   |   |

* Subject to fulfillment of the service and performance conditions applicable to each plan.

## Performance unit plans

Performance unit plans subject to service and performance conditions were set up every year between 2012 and 2015 for certain management-grade employees and senior managers of the Group in France. These plans do not give rise to the delivery of shares but entitle grantees to receive cash compensation deferred over the long-term (exercise period between four and ten years after the grant date), the amount of which will be determined by reference to Saint-Gobain's share price. These plans are also subject to service and performance conditions. The IFRS 2 share-based payment expense therefore takes into account these factors, as well as the fact that the units are cash-settled. IFRS 2 stipulates that for cash-settled share-based payment transactions, the granted instruments are initially measured at fair value at the grant date, then remeasured at the end of each reporting period, with the expense adjusted accordingly pro rata to the rights that have vested at the reporting date. The expense is recognized over the vesting period of the rights.

No long-term compensation plan in the form of performance units has been set up since 2016.

Since the vesting period of the last plan ended in 2019, there are no longer any expenses in respect of such plans.

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# NOTE 7 INTANGIBLE ASSETS, PROPERTY, PLANT AND EQUIPMENT, AND RIGHT-OF-USE ASSETS

## 7.1 Goodwill

When an entity is acquired by the Group, its identifiable assets acquired, liabilities assumed and contingent liabilities are recognized at their fair value. IFRS allows a 12-month period after the acquisition date ("measurement period") to identify the assets and liabilities of the acquired entity that were not recognized in the initial accounting for the combination, and to retroactively modify the amounts initially allocated.

The final acquisition price ("consideration transferred" in IFRS 3), including, as appropriate, the estimated fair value of any earn-out payments or other deferred consideration ("contingent consideration" in IFRS 3), is determined in the 12 months following the acquisition. Under IFRS 3, any adjustments to the acquisition price beyond this 12-month period are recorded in the income statement. Directly attributable acquisition costs are expensed as incurred.

In addition, goodwill is recognized only at the date that control is achieved. Any subsequent increase in ownership interest (without change of control) is recorded as a change in equity without adjusting goodwill.

Changes in goodwill in 2024 and 2023 are detailed below:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  At January 1 |  |   |
|  Gross value | 14,534 | 14,304  |
|  Accumulated impairment | (1,423) | (1,446)  |
|  NET VALUE | 13,111 | 12,858  |
|  Changes during the period |  |   |
|  Impairment | (82) | (81)  |
|  Translation adjustments and restatement for hyperinflation | 302 | (162)  |
|  Changes in Group structure | 905 | 496  |
|  TOTAL CHANGES | 1,125 | 253  |
|  At December 31 |  |   |
|  Gross value | 15,776 | 14,534  |
|  Accumulated impairment | (1,540) | (1,423)  |
|  NET VALUE | 14,236 | 13,111  |

In 2024, changes in Group structure correspond mainly to additions to the scope of consolidation for a total amount of €916 million, including the acquisition of CSR for €569 million and Bailey for €262 million (see note 4.2.1, p. 391).

Goodwill impairment losses were recognized for a total of €82 million, against individual assets during the period. The translation adjustments and restatements for hyperinflation primarily reflect the impacts of fluctuations in the US dollar, pound sterling, Argentine peso, Turkish lira, Brazilian real, Norwegian krone and Australian dollar.

In 2023, changes in Group structure related mainly to the first-time consolidation of companies following the acquisition of Building Products of Canada. (see note 4.2.1 p. 391) for €532 million; and to the finalization of the GCP purchase price allocation, which resulted in a €199 million reduction in goodwill.

Impairment losses were recognized for a total of €81 million, mainly against individual assets in the period. The amount recorded under "Translation adjustments and restatement for hyperinflation" primarily reflected the impacts of fluctuations in the US dollar, Turkish lira, pound sterling, Norwegian krone and Argentine peso.

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FINANCIAL AND ACCOUNTING INFORMATION
2024 CONSOLIDATED FINANCIAL STATEMENTS

## 7.2 Other intangible assets

Other intangible assets primarily include brands, customer relationships, intellectual property, software, patents and development costs. They are measured at historical cost less accumulated amortization and impairment.

Certain retail or manufacturing brands acquired are treated as intangible assets with indefinite useful lives as they have a strong national and/or international reputation. These brands are not amortized but are tested systematically for impairment on an annual basis. Other brands are amortized over their useful lives, not exceeding 40 years.

Customer relationships are amortized over the attrition period used to value these assets.

Costs incurred to develop software in-house – primarily configuration, programming and testing costs – are recognized as intangible assets. Patents and purchased computer software are amortized over their estimated useful lives, not exceeding 20 years for patents and three to five years for software.

Research costs are expensed as incurred. Development costs meeting the recognition criteria under IAS 38 are included in intangible assets and amortized over their estimated useful lives (not exceeding five years) from the date when the products to which they relate are first marketed.

Changes in other intangible assets during 2024 and 2023 are analyzed below:

|  (in EUR millions) | Brands | Intellectual property and customer relationships | Software | Other | Total intangible assets  |
| --- | --- | --- | --- | --- | --- |
|  At January 1, 2023 |  |  |  |  |   |
|  Gross value | 2,190 | 1,897 | 1,345 | 492 | 5,924  |
|  Accumulated amortization and impairment | (226) | (238) | (1,069) | (365) | (1,898)  |
|  NET VALUE | 1,964 | 1,659 | 276 | 127 | 4,026  |
|  Changes during the period |  |  |  |  |   |
|  Acquisitions |  |  | 35 | 80 | 115  |
|  Disposals |  |  | (5) |  | (5)  |
|  Translation adjustments and restatement for hyperinflation | 12 | (47) | (2) | (4) | (41)  |
|  Amortization* | (16) | (169) | (109) | (7) | (301)  |
|  Impairment | (4) |  | (4) | (6) | (14)  |
|  Transfers |  |  | 52 | (52) | 0  |
|  Changes in Group structure and other | (122) | 698 | 3 | 6 | 585  |
|  Assets held for sale |  |  | 2 | 1 | 3  |
|  TOTAL CHANGES | (130) | 482 | (28) | 18 | 342  |
|  At December 31, 2023 |  |  |  |  |   |
|  Gross value | 1,982 | 2,540 | 1,389 | 509 | 6,420  |
|  Accumulated amortization and impairment | (148) | (399) | (1,141) | (364) | (2,052)  |
|  NET VALUE | 1,834 | 2,141 | 248 | 145 | 4,368  |
|  Changes during the period |  |  |  |  |   |
|  Acquisitions |  |  | 41 | 105 | 146  |
|  Disposals |  |  | (2) | (1) | (3)  |
|  Translation adjustments and restatement for hyperinflation | 4 | 67 | (2) | 1 | 70  |
|  Amortization* | (23) | (211) | (104) | (8) | (346)  |
|  Impairment | (30) | (3) | (3) |  | (36)  |
|  Transfers |  | 5 | 53 | (58) | 0  |
|  Changes in Group structure and other | 195 | 439 | 9 | 7 | 650  |
|  Assets held for sale |  |  |  |  | 0  |
|  TOTAL CHANGES | 146 | 297 | (8) | 46 | 481  |
|  At December 31, 2024 |  |  |  |  |   |
|  Gross value | 2,186 | 3,077 | 1,469 | 559 | 7,291  |
|  Accumulated amortization and impairment | (206) | (639) | (1,229) | (368) | (2,442)  |
|  NET VALUE | 1,980 | 2,438 | 240 | 191 | 4,849  |

* "Amortization" includes amortization charged against intangible assets within the scope of purchase price allocation, representing €233 million in 2024 (2023: €181 million).

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2024 CONSOLIDATED FINANCIAL STATEMENTS

The breakdown of brands, intellectual property and customer relationships by segment is provided in the segment information tables under note 5, p. 395.

In 2024, changes in Group structure mainly concern the first-time consolidation of companies following the acquisition of Bailey on customer relationships, intellectual property and brands for €156 million, €28 million and €24 million, respectively, and the acquisition of CSR on customer relationships and brands for €159 million and €130 million, respectively. The translation adjustments and restatements for hyperinflation primarily reflect the impacts of fluctuations in US dollar, in Turkish lira and in pound sterling.

In 2023, changes in Group structure mainly concerned the first-time consolidation of companies following the acquisition of Building Products of Canada for €421 million; GCP purchase price allocation adjustments on customer relationships (€247 million), intellectual property (€128 million) and brands (negative €131 million); and Kaycan purchase price allocation adjustments representing a total negative amount of €116 million. The translation adjustments and restatements for hyperinflation primarily reflected the impacts of fluctuations in the US dollar, Swiss franc and pound sterling.

## 7.3 Property, plant and equipment

Land, buildings and equipment are carried at historical cost less accumulated depreciation and impairment.

Cost may also include incidental expenses directly attributable to the acquisition, as well as the impact of transfers from equity of any gains/losses on qualifying cash flow hedges of property, plant and equipment purchases.

Expenses incurred in exploring and evaluating mineral resources are included in property, plant and equipment when it is probable that associated future economic benefits will flow to the Group. They include mainly the costs of topographical or geological studies, drilling costs, sampling costs and all costs incurred in assessing the technical feasibility and commercial viability of extracting the mineral resource.

Material borrowing costs incurred for the construction and acquisition of property, plant and equipment are included in the cost of the related asset if they are significant.

Property, plant and equipment are considered as having no residual value, as they chiefly consist of industrial assets that are intended to be used until the end of their useful lives.

Property, plant and equipment other than land are depreciated using the components approach on a straight-line basis over the following estimated useful lives, which are regularly reviewed:

- Major factories and offices 30-40 years
- Other buildings 15-25 years
- Production machinery and equipment 5-16 years
- Vehicles 3-5 years
- Furniture, fixtures, office and computer equipment 4-16 years

Gypsum quarries are depreciated over their estimated useful lives, based on the quantity of gypsum extracted during the year compared with extraction capacity.

Provisions for site restoration are recognized as a component of assets whenever the Group has a legal or constructive obligation to restore a site in accordance with contractually determined conditions or in the event of a sudden deterioration in site conditions. These provisions are reviewed periodically and may be discounted over the expected useful lives of the assets concerned. The component is depreciated over the same useful life as that used for mines and quarries.

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FINANCIAL AND ACCOUNTING INFORMATION

2024 CONSOLIDATED FINANCIAL STATEMENTS

Changes in property, plant and equipment in 2024 and 2023 are analyzed below:

|  (in EUR millions) | Land and quarries | Buildings | Machinery and equipment | Assets under construction | Total property, plant and equipment  |
| --- | --- | --- | --- | --- | --- |
|  At January 1, 2023  |   |   |   |   |   |
|  Gross value | 2,329 | 8,085 | 20,896 | 1,841 | 33,151  |
|  Accumulated depreciation and impairment | (703) | (4,963) | (15,304) | (18) | (20,988)  |
|  NET VALUE | 1,626 | 3,122 | 5,592 | 1,823 | 12,163  |
|  Changes during the period  |   |   |   |   |   |
|  Acquisitions | 53 | 57 | 256 | 1,548 | 1,914  |
|  Disposals | (11) | (23) | (24) | (7) | (65)  |
|  Translation adjustments and restatement for hyperinflation | (17) | (12) | (30) | (37) | (96)  |
|  Depreciation | (35) | (235) | (906) | 2 | (1,174)  |
|  Impairment | (1) | (23) | (91) | (10) | (125)  |
|  Transfers |  | 232 | 849 | (1,081) | 0  |
|  Changes in Group structure and other | 49 | 59 | 37 | 4 | 149  |
|  Assets held for sale |  | (18) | (4) |  | (22)  |
|  TOTAL CHANGES | 38 | 37 | 87 | 419 | 581  |
|  At December 31, 2023  |   |   |   |   |   |
|  Gross value | 2,393 | 8,265 | 21,322 | 2,271 | 34,251  |
|  Accumulated depreciation and impairment | (729) | (5,106) | (15,643) | (29) | (21,507)  |
|  NET VALUE | 1,664 | 3,159 | 5,679 | 2,242 | 12,744  |
|  Changes during the period  |   |   |   |   |   |
|  Acquisitions | 77 | 58 | 248 | 1,520 | 1,903  |
|  Disposals | (67) | (16) | (43) | (25) | (151)  |
|  Translation adjustments and restatement for hyperinflation | (27) | 12 | 10 | 4 | (1)  |
|  Depreciation | (36) | (254) | (1,010) | 3 | (1,297)  |
|  Impairment | (3) | (25) | (44) | (11) | (83)  |
|  Transfers |  | 291 | 1,192 | (1,483) | 0  |
|  Changes in Group structure and other | 1,164 | 163 | 313 | 124 | 1,764  |
|  Assets held for sale |  |  | 1 |  | 1  |
|  TOTAL CHANGES | 1,108 | 229 | 667 | 132 | 2,136  |
|  At December 31, 2024  |   |   |   |   |   |
|  Gross value | 3,539 | 8,713 | 22,879 | 2,397 | 37,528  |
|  Accumulated depreciation and impairment | (767) | (5,325) | (16,533) | (23) | (22,648)  |
|  NET VALUE | 2,772 | 3,388 | 6,346 | 2,374 | 14,880  |

In 2024, changes in Group structure mainly concern the first-time consolidation of companies, in particular following the acquisition of CSR and Bailey for €1,604 million and €122 million, respectively, and purchase price allocation adjustments relating to the acquisition of Building Products of Canada for €54 million. Impairment losses recognized against property, plant and equipment amounted to €83 million. Translation adjustments and restatements for hyperinflation primarily reflect the impacts of fluctuations in the US dollar, Brazilian real, Mexican peso, Australian dollar, Argentine peso and Turkish lira.

In 2023, changes in Group structure mainly concerned the first-time consolidation of companies, in particular following the acquisition of Building Products of Canada for €56 million; and GCP and Kaycan purchase price allocation adjustments representing €33 million and €73 million, respectively. Impairment losses were recognized for a total of €125 million. The translation adjustments and restatements for hyperinflation primarily reflected the impacts of fluctuations in the US dollar, Mexican peso, Argentine peso, Polish zloty, Chinese yuan renminbi, Indian rupee, Brazilian real, Russian ruble and Turkish lira.

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## 7.4 Right-of-use assets linked to leases

The Saint-Gobain Group applies IFRS 16 and restates all of its leases.

The following recognition exemptions proposed by IFRS 16 have been used by the Group:

- leases with a lease term of 12 months or less;
- leases where the underlying asset has a value of less than US$5,000 when new.

## Property leases

The lease term corresponds to the non-cancelable period of the lease, plus any renewal (or termination) options that the Group is reasonably certain to exercise (or not to exercise). The Group determined whether or not lease renewal (or termination) options were reasonably certain to be exercised based on the location of, and any improvements inseparable from, the leased asset. The lease term at inception for "3/6/9-year" commercial leases in France is generally nine years. The Group did not identify any material leases with similar characteristics in other countries.

The discount rate used to calculate the lease liability is the incremental borrowing rate. This rate is applied at the commencement of the lease or at the date of the decision to renew the lease. The Group calculated the rate applicable to each lease contract on the basis of its duration, which reflects the payment profile of the lease liability.

The useful life of non-movable leasehold improvements cannot exceed the useful life of the right-of-use assets to which they relate.

## Leases other than property leases

The main leases identified correspond to leases of vehicles, machinery and production equipment.

The lease capitalization period (lease term) represents the non-cancelable period of the lease. Where leases provide for a renewal (or termination) option, the Group determined whether or not that option was reasonably certain to be exercised based on the ease with which the leased asset could be replaced and its criticality.

The discount rate used to determine the lease liability is calculated using the same approach as for property leases.

The interest rate implicit in the lease is used as the discount rate only in the case of non-property leases and only if this is expressly stipulated in the lease contract.

Although leases can generally incorporate indexation clauses, lease liabilities are measured based solely on indexes known at the end of the reporting period.

In 2024, right-of-use assets linked to leases related mainly to land and buildings for €2,455 million (€2,343 million at December 31, 2023) and to machinery and equipment for €553 million (€467 million at December 31, 2023).

Lease payments made under low-value and/or short-term leases, along with variable lease payments or lease payments falling outside the scope of IFRS 16, totaled €247 million at December 31, 2024 (€206 million at December 31, 2023).

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The table below presents right-of-use assets for lease contracts by category:

|  (in EUR millions) | Land and buildings | Machinery and equipment | Total  |
| --- | --- | --- | --- |
|  At January 1, 2023 |  |  |   |
|  Gross value | 5,521 | 901 | 6,422  |
|  Accumulated depreciation and impairment | (3,185) | (485) | (3,670)  |
|  NET VALUE | 2,336 | 416 | 2,752  |
|  Changes during the period |  |  |   |
|  New leases | 565 | 263 | 828  |
|  Disposals | (8) | (2) | (10)  |
|  Translation adjustments and restatement for hyperinflation | (26) | (2) | (28)  |
|  Depreciation | (480) | (212) | (692)  |
|  Impairment | (8) |  | (8)  |
|  Changes in Group structure and other | 13 | 2 | 15  |
|  Assets held for sale | (49) | 2 | (47)  |
|  TOTAL CHANGES | 7 | 51 | 58  |
|  At December 31, 2023 |  |  |   |
|  Gross value | 5,552 | 983 | 6,535  |
|  Accumulated depreciation and impairment | (3,209) | (516) | (3,725)  |
|  NET VALUE | 2,343 | 467 | 2,810  |
|  Changes during the period |  |  |   |
|  New leases* | 548 | 300 | 848  |
|  Disposals | (4) | (1) | (5)  |
|  Translation adjustments | (25) | (1) | (26)  |
|  Depreciation | (497) | (230) | (727)  |
|  Impairment | (60) |  | (60)  |
|  Changes in Group structure and other | 91 | 17 | 108  |
|  Assets held for sale | 59 | 1 | 60  |
|  TOTAL CHANGES | 112 | 86 | 198  |
|  At December 31, 2024 |  |  |   |
|  Gross value | 5,957 | 1,109 | 7,066  |
|  Accumulated depreciation and impairment | (3,502) | (556) | (4,058)  |
|  NET VALUE | 2,455 | 553 | 3,008  |

* Including €4 million of dismantling and site rehabilitation costs recognized in assets in 2024 (€0 million in 2023).

## 7.5 Impairment review

### 7.5.1 Definition of groups of CGUs and goodwill values

Following the implementation of the "Transform &amp; Grow" and "Grow &amp; Impact" programs, the Group strategy is based on an organization of its businesses by country. The aim is to provide Saint-Gobain customers with a multi-product offering on local markets or as part of the High Performance Solutions (HPS) business.

These organizational changes led the Group to redefine the basis for managing its industrial assets: its regional businesses (Industry, Distribution) are now managed by geographic area (Region), while its global businesses within the High Performance Solutions segment are managed by Business Unit. Its CGU organization was therefore also adapted accordingly, and now corresponds to the level at which the Group's Chief Operating Decision Maker reviews operations and makes decisions about resources. The Group has gradually adapted and streamlined its groups of CGUs in order to bring their structure into line with its new organization (the Flat Glass CGU and the Construction Products groups of CGUs are now organized by Region, with no impact on the recoverable amount of these groups of CGUs given the significant headroom for each). It has also taken account of the significant changes in Group structure (disposals of Lapeyre, Distribution Germany, Distribution Netherlands, Distribution UK and Pipe in China; acquisition of CSR, leading to the creation of a High Performance Construction Chemicals group of CGUs along with acquisitions of Chryso and GCP).

In order to test for impairment, goodwill is allocated to each of the groups of CGUs, which now perfectly reflect the organization of management and internal reporting, and remain at a smaller level than the operating segments as required by IAS 36. In 2024, the Group monitored and tested 18 groups of CGUs following the acquisition of CSR.

The carrying amounts of goodwill at December 31, 2024 are as follows by operating segment:

|  (in EUR billions) | Goodwill, net  |   |
| --- | --- | --- |
|   |  Dec. 31, 2024 | Dec. 31, 2023  |
|  High Performance Solutions | 3.1 | 3.0  |
|  Northern Europe | 4.1 | 4.2  |
|  Southern Europe - ME & Africa | 2.2 | 2.1  |
|  Americas | 3.9 | 3.5  |
|  Asia-Pacific | 0.9 | 0.3  |
|  TOTAL | 14.2 | 13.1  |

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## 7.5.2 Impairment of property, plant and equipment, intangible assets, goodwill and right-of-use assets: testing approach

In accordance with IAS 36, goodwill and non-amortizable brands are tested for impairment each year at the level of the groups of CGUs to which they relate. Impairment is tested by comparing the net carrying amount of the assets with their recoverable value.

In addition, the Group carries out impairment tests on property, plant and equipment, right-of-use assets, goodwill, assets of equity-accounted companies and other intangible assets whenever there is any indication of impairment. These tests consist of comparing the asset's carrying amount to its recoverable amount. The recoverable amount is the higher of the asset's fair value less disposal costs and its value in use.

The Group's main indicator of impairment is a downward trend in EBITDA for a group of CGUs of more than 10% year-on-year.

Actual and projected business performance within each group of CGUs is therefore monitored on a very regular basis (four "rolling forecast" phases each year, plus the budget campaign), enabling any downward trends to be identified. Each year, Saint-Gobain also verifies that budgets for the businesses within its groups of CGUs are in line with the business plans used in the most recent DCF tests.

Every three years, all groups of CGUs are tested for impairment using the DCF method (the full method). In the two intervening years, impairment tests are performed using a two-pronged approach (the simplified method):

- A first approach based on EBITDA multiples;
- A second approach that determines value in use by the DCF method and is applied only to CGUs that are classified as sensitive.

In line with this policy, the simplified method was applied in 2022 and 2023, and the full DCF method was applied to all groups of CGUs in 2024.

In the tests performed using the DCF approach, value in use is calculated using the net present value of future cash flows excluding interest but including tax. It is determined using assumptions made by management based on estimates and judgments including future changes in sales, profitability, investments and other cash flows arising from the use of the corresponding assets, as well as the discount rate applied to future cash flows. This approach projects the cash flows forecast in the last year of the three-year business plan a further two years, and then projects them to perpetuity using an annual growth rate. The test also takes into account the estimated impact over the plan period of the net cost of CO₂ emissions.

During the impairment tests performed using the DCF approach, different assumptions measuring the method's sensitivity are systematically tested using the following inputs:

- 0.5% increase in the discount rate applied to cash flows;
- 0.5% decrease in the annual average rate of growth in cash flows projected to perpetuity;
- 1-point decrease in the operating income rate for Industry activities and a 0.5-point decrease for Distribution activities.

When the annual impairment test reveals that the recoverable amount of an asset is less than its carrying amount, an impairment loss is recorded. Impairment losses on goodwill can never be reversed through income. For property, plant and equipment and other intangible assets, an impairment loss recognized in prior periods may be reversed, taking into account depreciation/amortization adjustments, if there is an indication that the impairment no longer exists and that the recoverable amount of the asset concerned exceeds its carrying amount.

Assets and liabilities held for sale are carried at the lower of their fair value less costs to sell and their net carrying amount.

With the exception of the sensitive CGUs described below, these impairment tests on the various groups of CGUs, carried out on the basis of the assumptions described above, did not lead to the impairment of any net assets, given the positive headroom.

## 7.5.3 Sensitive groups of CGUs

At December 31, 2023, three CGUs or groups of CGUs were identified as sensitive: Distribution Brazil, Pipe Europe and Pipe Latin America. In 2024, the discount rates used for these sensitive groups of CGUs were 8.1% for Pipe Europe, 10.6% for Pipe Latin America and 10.8% (12.3% in local currency) for Distribution Brazil. Annual perpetual growth rates in 2024 were respectively 1.5% for Pipe Europe, 1.5% for Pipe Latin America and 2.0% for Distribution Brazil.

Sales for the Pipe Europe group of CGUs in 2024 were stable compared with 2023, with an upswing at the end of the year in the main markets, and operating income was significantly higher, thanks to improved operating performance, lower steel and energy purchasing costs, and efficient management of overheads. On November 29, 2024, Saint-Gobain completed the sale of PAM Building (a Saint-Gobain PAM subsidiary specialized in wastewater and stormwater drainage solutions for buildings) to the French institutional investment fund Aldebaran, with Bpifrance (France's public investment bank) acquiring a minority stake. In light of the Pipe Europe CGU group's growth and earnings outlook following this sale, it will no longer be considered sensitive in 2025.

In 2024, sales by the Pipe Latin America group of CGUs declined significantly in local currency. In Brazil, the decline reflected delays in the release of public financing and cuts in capital spending following the privatization of water companies by the previous government, while in Argentina, it was due to the country's economic crisis. This downturn in business resulted in a partial halt in production and an operating loss, leading the Group to recognize impairment against property, plant and equipment and intangible assets for €26 million at the end of 2024.

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Against the backdrop of a sharp slowdown in the Brazilian real estate market, sales for the Distribution Brazil CGU slightly declined in 2024 at constant exchange rates. This downturn in business resulted in an operating loss, leading the Group to recognize impairment against property, plant and equipment and intangible assets for R$319 million (€55 million) at the end of 2024.

In view of the accumulated impairment losses recorded at December 31, 2024 for the Pipe Latin America and Distribution Brazil groups of CGUs and, consequently, the low net residual value of their assets at that date, these CGUs will no longer be considered sensitive from 2025.

## 7.5.4 Asset valuation and sensitivity to CO₂ prices

The Group now has highly structured roadmaps on which its net-zero-emissions target is based. These roadmaps consist of many different action plans and industrial projects (energy efficiency, alternative energies, electrification, etc.), detailed for each site and aimed at reducing scope 1 direct emissions, combined with a growing number of new Purchase Power Agreements (PPAs) and Virtual Purchase Power Agreements (VPPAs) on a country-by-country basis, designed to reduce scope 2 indirect emissions.

Following a major effort to improve the integrity and automated process for CO₂ data reporting, along with the implementation of an internal tool for calculating, using and communicating such data, the Group is now able to consolidate and analyze quantitative changes in its CO₂ emissions on a monthly basis, as well as the nature of these changes.

CO₂ data is now an integral part of the KPIs tracked by each local Saint-Gobain manager in the same way as financial data, and is therefore included in all of the Group's forecasting phases (budget and strategic plan).

These CO₂ roadmaps are incorporated into the annual impairment tests for groups of CGUs. Based on information on current CO₂ emissions from production sites, and factoring in projections and assumptions as regards business trends and CO₂ emissions reductions (scope 1 and 2), validated by each of the Regions and by High Performance Solutions, a projection of future CO₂ emissions was determined for each site up to 2030.

These projections take into account planned investments to:

- Maximize energy efficiency by exploring all energy switching options (biofuel, hydrogen or synthetic fuel, green electricity);
- Make products lighter, replace them with low-carbon alternatives, increase recycled content and significantly rethink formulations and processes.

For the European Union scope, the Group has determined projected changes in CO₂ emissions up to 2030 as per the roadmaps drawn up for each Region, taking into account historical business levels, a factor reflecting exposure to the risk of carbon leakage in a carbon emissions trading system, and the stock of CO₂ emissions allowances held at the end of December 2024. As expected, the Group takes into account the gradual reduction in free CO₂ emissions allowances granted to industrial sites under the EU Emissions Trading Scheme. These CO₂ emissions were valued in 2024 on the basis of a euro price per tonne resulting from a panel of analysts (source: Carbon Market Pulse Limited, an independent private company based in London).

|  (in euros/tonne) | 2024 | 2025 | 2026 | 2027 | 2030  |
| --- | --- | --- | --- | --- | --- |
|  Analysts average | 64 | 75 | 91 | 109 | 135  |

For the non-European scope, forecast reductions in CO₂ emissions as per the roadmaps for each Region were also taken into account, and tonnes of CO₂ emitted were priced in the tests assuming a fixed price of €100 per tonne as from 2024 and no government support schemes such as CO₂ emissions allowances. This assumption of €100 per tonne is consistent with the application of an internal carbon price set by Saint-Gobain, and is conservative in that few countries outside Europe have so far defined a price per tonne of carbon.

The recoverable amounts of the assets of each group of CGUs, determined based on the DCF approaches, were impacted by the forecast costs of CO₂ emissions - net of the free emissions allowances received - projected to perpetuity, and compared to the net carrying amount of assets at December 31, 2024 (property, plant and equipment, intangible assets and working capital).

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# NOTE 8 INVESTMENTS IN EQUITY-ACCOUNTED COMPANIES AND OTHER NON-CURRENT ASSETS

A joint venture is a joint arrangement whereby the parties have joint control of the arrangement, and decisions about the relevant activities require the unanimous consent of the parties sharing control. The parties that have joint control of the arrangement have rights to the net assets of the arrangement. By contrast, an associate is an entity

over which a partner has significant influence over the power to participate in decisions, but not control.

Under IAS 28, investments in both associates and joint ventures must be recognized using the same equity-accounting consolidation method.

# 8.1 Changes in investments in equity-accounted companies

Changes in investments in equity-accounted companies in 2024 and 2023 can be analyzed as follows:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  At January 1 |  |   |
|  Group share in: |  |   |
|  Associates | 281 | 249  |
|  Joint ventures | 333 | 350  |
|  TOTAL | 614 | 599  |
|  Goodwill | 91 | 40  |
|  INVESTMENTS IN EQUITY-ACCOUNTED COMPANIES | 705 | 639  |
|  Changes during the period |  |   |
|  Group share in net income of associates | 44 | 44  |
|  Group share in net income of joint ventures | 38 | 45  |
|  Dividends paid | (59) | (20)  |
|  Translation adjustments and restatement for hyperinflation | 97 | (110)  |
|  Changes in Group structure, transfers and other variations | 180 | 107  |
|  TOTAL CHANGES | 300 | 66  |
|  At December 31 |  |   |
|  Group share in: |  |   |
|  Associates | 436 | 281  |
|  Joint ventures | 432 | 333  |
|  TOTAL | 868 | 614  |
|  Goodwill | 138 | 91  |
|  INVESTMENTS IN EQUITY-ACCOUNTED COMPANIES | 1,005 | 705  |

The €180 million increase in investments in equity-accounted companies in 2024 corresponds mainly to investments accounted for by the equity method by CSR. In 2023, changes in investments in equity-accounted companies, for an amount of €107 million, primarily concerned the acquisition of Dalsan.

The principal financial aggregates of equity-accounted companies are as follows:

|  (in EUR millions) | 2024 |   |   | 2023  |   |   |
| --- | --- | --- | --- | --- | --- | --- |
|   |  Associates | Joint ventures | Total | Associates | Joint ventures | Total  |
|  Sales | 1,971 | 848 | 2,819 | 1,603 | 962 | 2,565  |
|  Net income | 174 | 76 | 250 | 125 | 91 | 216  |
|  Non-current assets | 1,106 | 639 | 1,745 | 680 | 482 | 1,162  |
|  Current assets | 1,257 | 431 | 1,688 | 969 | 413 | 1,382  |
|  Non-current liabilities | 1,698 | 943 | 2,641 | 1,180 | 745 | 1,925  |
|  Current liabilities | 665 | 127 | 792 | 469 | 150 | 619  |
|  Shareholders' equity | 1,336 | 895 | 2,231 | 942 | 693 | 1,635  |

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## 8.2 Transactions with equity-accounted companies – related parties

The consolidated financial statements include transactions conducted by the Group in the normal course of its businesses with associates and joint ventures. These transactions are carried out on an arm's length basis.

The assets and liabilities of equity-accounted companies at December 31 are as follows:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Financial receivables | 38 | 35  |
|  Inventories | 0 | 0  |
|  Short-term receivables | 8 | 12  |
|  Cash and cash equivalents | 0 | 1  |
|  Short-term debt | 4 | 5  |
|  Cash advances | 0 | 0  |

Purchases and sales transactions with equity-accounted companies are as follows:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Purchases | 38 | 41  |
|  Sales | 35 | 35  |

## 8.3 Other non-current assets

Changes in other non-current assets in 2024 and 2023 are analyzed below:

|  (in EUR millions) | Equity investments and other | Loans, deposits and surety | Total other non-current assets  |
| --- | --- | --- | --- |
|  At January 1, 2023 |  |  |   |
|  Gross value | 175 | 374 | 549  |
|  Provisions for impairment | (6) | (6) | (12)  |
|  NET VALUE | 169 | 368 | 537  |
|  Changes during the period |  |  |   |
|  Increases (decreases) | 127 | (27) | 100  |
|  Provisions for impairment | (4) | 1 | (3)  |
|  Translation adjustments and restatement for hyperinflation | (3) | 1 | (2)  |
|  Transfers and other movements |  | 3 | 3  |
|  Changes in Group structure | (39) | 1 | (38)  |
|  Changes in fair value | (2) | 2 | 0  |
|  Assets held for sale |  | (1) | (1)  |
|  TOTAL CHANGES | 79 | (20) | 59  |
|  At December 31, 2023 |  |  |   |
|  Gross value | 258 | 356 | 614  |
|  Provisions for impairment | (10) | (8) | (18)  |
|  NET VALUE | 248 | 348 | 596  |
|  Changes during the period |  |  |   |
|  Increases (decreases) | 214 | 2 | 216  |
|  Provisions for impairment | (1) | (11) | (12)  |
|  Translation adjustments and restatement for hyperinflation | 7 | (12) | (5)  |
|  Transfers and other movements |  | 35 | 35  |
|  Changes in Group structure | (88) | 7 | (81)  |
|  Changes in fair value | 2 | (1) | 1  |
|  Assets held for sale |  | (15) | (15)  |
|  TOTAL CHANGES | 134 | 5 | 139  |
|  At December 31, 2024 |  |  |   |
|  Gross value | 390 | 375 | 765  |
|  Provisions for impairment | (8) | (22) | (30)  |
|  NET VALUE | 382 | 353 | 735  |

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# NOTE 9 OTHER CURRENT AND NON-CURRENT LIABILITIES AND PROVISIONS, CONTINGENT LIABILITIES AND LITIGATION

A provision is booked when (i) the Group has a present legal or constructive obligation towards a third party as a result of a past event, (ii) it is probable that an outflow of resources will be required to settle the obligation, and (iii) the amount of the obligation can be estimated reliably.

If the amount or due date of the obligation cannot be estimated reliably, it is classified as a contingent liability and reported as an off-balance sheet commitment.

Provisions for other material liabilities and charges whose timing can be estimated reliably over the long term are discounted to present value.

# 9.1 Provisions for other liabilities and charges

The table below provides a breakdown by type along with details of changes in other provisions and current and non-current liabilities:

|  (in EUR millions) | Provisions for claims, litigation and environmental risks | Provisions for restructuring costs and personnel expenses | Provisions for customer warranties | Provisions for other contingencies | Total provisions for other liabilities | Investment-related liabilities | Total provisions for other liabilities and investment-related liabilities  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  At January 1, 2023  |   |   |   |   |   |   |   |
|  Current portion | 253 | 65 | 145 | 179 | 642 | 51 | 693  |
|  Non-current portion | 207 | 90 | 127 | 495 | 919 | 173 | 1,092  |
|  TOTAL PROVISIONS FOR OTHER LIABILITIES AND INVESTMENT-RELATED LIABILITIES | 460 | 155 | 272 | 674 | 1,561 | 224 | 1,785  |
|  Changes during the period  |   |   |   |   |   |   |   |
|  Additions | 105 | 189 | 137 | 250 | 681 |  | 681  |
|  Reversals | (10) | (18) | (27) | (98) | (153) |  | (153)  |
|  Utilizations | (54) | (85) | (62) | (60) | (261) |  | (261)  |
|  Changes in Group structure | 7 | 1 | 27 | 5 | 40 |  | 40  |
|  Translation adjustments, reclassifications and other | (13) | (6) | (5) | (45) | (69) | (12) | (81)  |
|  Liabilities held for sale | 1 | (1) |  | (11) | (11) |  | (11)  |
|  TOTAL CHANGES | 36 | 80 | 70 | 41 | 227 | (12) | 215  |
|  At December 31, 2023  |   |   |   |   |   |   |   |
|  Current portion | 291 | 102 | 182 | 205 | 780 | 38 | 818  |
|  Non-current portion | 205 | 133 | 160 | 510 | 1,008 | 174 | 1,182  |
|  TOTAL PROVISIONS FOR OTHER LIABILITIES AND INVESTMENT-RELATED LIABILITIES | 496 | 235 | 342 | 715 | 1,788 | 212 | 2,000  |
|  Changes during the period  |   |   |   |   |   |   |   |
|  Additions | 68 | 144 | 104 | 122 | 438 |  | 438  |
|  Reversals | (23) | (34) | (26) | (50) | (133) |  | (133)  |
|  Utilizations | (68) | (140) | (61) | (70) | (339) |  | (339)  |
|  Changes in Group structure | 155 | 7 | 8 | 15 | 185 |  | 185  |
|  Translation adjustments, reclassifications and other | 19 | 1 | 5 | 6 | 31 | 107 | 138  |
|  Liabilities held for sale | (1) |  |  | (2) | (3) |  | (3)  |
|  TOTAL CHANGES | 150 | (22) | 30 | 21 | 179 | 107 | 286  |
|  At December 31, 2024  |   |   |   |   |   |   |   |
|  Current portion | 316 | 90 | 193 | 211 | 810 | 26 | 836  |
|  Non-current portion | 330 | 123 | 179 | 525 | 1,157 | 293 | 1,450  |
|  TOTAL PROVISIONS FOR OTHER LIABILITIES AND INVESTMENT-RELATED LIABILITIES | 646 | 213 | 372 | 736 | 1,967 | 319 | 2,286  |

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## 9.1.1 Provisions for claims, litigation and environmental risks

These provisions cover costs relating to litigation, environmental protection measures, as well as site rehabilitation and clean-up costs.

They cover in particular PFOA-related proceedings, asbestos-related litigation and the antitrust lawsuit in the Distribution sector in Switzerland.

Litigation provisions amounted to €420 million at December 31, 2024. These provisions are described in further detail in note 9.2 "Contingent liabilities and litigation".

## 9.1.2 Provisions for restructuring costs and personnel expenses

Provisions for restructuring costs and personnel expenses amounted to €213 million at December 31, 2024 (December 31, 2023: €235 million).

These provisions cover restructuring transactions (personnel costs and other charges linked to reorganization plans), as well as provisions for personnel expenses unrelated to restructuring plans, in particular provisions for severance payments.

## 9.1.3 Provisions for customer warranties

These provisions cover the Group's commitments under warranties granted to customers mainly in the United States. They are determined on a statistical basis using a range of criteria and take into account contractual warranty payments made in prior years in the business and region concerned. In addition, specific provisions may be set aside for identified contingencies in the context of a specific claim.

## 9.1.4 Provisions for other contingencies

At December 31, 2024, provisions for other contingencies amounted to €736 million (December 31, 2023: €715 million) and mainly concern the United States (€505 million), Brazil (€80 million) and France (€72 million).

## 9.1.5 Investment-related liabilities

Investment-related liabilities correspond to commitments to purchase minority interests, liabilities relating to the acquisition of shares in Group companies, and minority shareholder puts.

In 2024, changes in investment-related liabilities concerned a €154 million net increase in acquisition debt, partly offset by a €47 million net decrease in non-controlling interest (NCI) puts.

## 9.2 Contingent liabilities and litigation

### 9.2.1 Antitrust law and related proceedings

#### Investigation by the Swiss Competition Commission in the sanitary products wholesale industry

In November 2011, the Swiss Competition Commission (Commission suisse de la concurrence) opened an investigation into anti-competitive practices in the sanitary products wholesale industry. In May 2014, the Commission Secretariat issued a notice of complaints against Sanitas Troesch and other wholesalers in the industry alleging that Sanitas Troesch and some of its competitors had, among other things, agreed in 2005 and 2012 to lower gross prices.

The total fine imposed on all companies involved is CHF 80 million. For Sanitas Troesch, the fine is CHF 28.8 million. Sanitas Troesch appealed this decision on May 2, 2016 and continues to firmly refute the claims made. The hearing took place before the Federal Administrative Court on January 21, 2020 and the date on which the Federal Administrative Court will issue its decision is not yet known. However, a provision for claims and litigation was recognized at December 31, 2015 in an amount equivalent to the fine (unchanged as at December 31, 2024).

#### Investigations by Competition Authorities in the additives and admixtures sector

The European Commission, the Competition and Markets Authority in the UK and the Turkish competition authority have launched investigations into anti-competitive practices in relation to the supply of chemical additives for cement and chemical admixtures for concrete and mortar. As of 31 December 2024, no statement of objections has been issued. The Competition and Markets Authority in the UK has announced on January 23, 2025 its decision to drop its investigation.

Incidentally, class actions have been instituted against the Group in the United States and Canada in connection with these investigations which remain at a preliminary stage.

### 9.2.2 Asbestos-related litigation

Current legal actions related to asbestos are described below.

#### Asbestos-related litigation in France

##### Inexcusable fault lawsuits

Several French companies of the Group were the subject of actions by former employees of these companies (or persons claiming through them) for recognition of inexcusable fault following diseases recognized as being of occupational origin resulting from exposure to asbestos dust.

As of December 31, 2024, 50 actions are still pending.

##### Anxiety claims

Several Group's subsidiaries that have operated facilities in France classified as containing asbestos, were the subject of anxiety claims brought by current or former employees not suffering from an occupational disease due to asbestos - claiming compensation for prejudice of anxiety suffered as a result of their alleged exposure to asbestos.

As of December 31, 2024, 155 lawsuits are still in progress.

Last, the total amount of compensation paid in 2024 for asbestos-related litigations in France - inexcusable faults lawsuits and anxiety claims - by the Group companies concerned totaled approximately €3 million as of December 31, 2024 (compared to approximately €5 million as of December 31, 2023) and the total amount registered as provision for this asbestos-related litigations amounted to around €9 million as of December 31, 2024 (compared to around €7 million as of December 31, 2023).

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# Situation in the United States

## Measures taken to achieve an equitable and permanent resolution of the former CertainTeed Corporation's legacy asbestos liabilities in the United States

DBMP LLC, an affiliate of CertainTeed LLC based in North Carolina, that holds the legacy asbestos liabilities of the former CertainTeed Corporation, filed, on January 23, 2020, a voluntary petition for relief under Chapter 11 of the US Bankruptcy Code in the US Bankruptcy Court for the Western District of North Carolina in Charlotte. The matter remains pending. The purpose of the filing is to achieve a certain, final and equitable resolution of all current and future claims arising from asbestos-containing products manufactured and sold by the former CertainTeed Corporation.

DBMP LLC intends to seek court authority to establish a trust under section 524(g) of the US Bankruptcy Code - a specific provision that is applicable to companies that face substantial numbers of asbestos-related claims - to achieve a fair and equitable resolution of its asbestos-related liabilities. Upon establishment of the trust, current and future plaintiffs with qualifying claims will be able to receive faster payment of their claims without the delay, stress and uncertainty of litigation in the tort system; at the same time, the creation and funding of such a trust will permanently and finally resolve DBMP LLC's asbestos liability.

During the course of this bankruptcy process, which could take up to approximately eight years, all asbestos litigations have been stayed and all related costs suspended, providing DBMP LLC with the time and protection to negotiate an agreement to be approved on behalf of all claimants and by the court.

This action was taken as a result of the increasing risks presented in the US tort system. Despite the passage of time, the aging of the population and lessening opportunity for claimants to assert legitimate claims of exposure to the asbestos-containing products of the former CertainTeed Corporation, naming practices in the tort system continued to result in a steady volume of claims against DBMP LLC, with no foreseeable end in sight. In addition, there has been, in general, an escalation of settlement demands and verdicts in the tort system. Certain adversary proceedings have been filed by representatives of current and future asbestos plaintiffs against DBMP LLC, CertainTeed LLC, Saint-Gobain Corporation, Compagnie de Saint-Gobain and various other parties. No decisions on the merits of the claims have been made and such claims do not affect the Company's financial assessment of the Chapter 11 case.

## Impact on the financial statements

Following the commencement of the proceeding under Chapter 11 of the US Bankruptcy Code on January 23, 2020, the assets and liabilities of DBMP LLC and its wholly-owned subsidiary Millwork & Panel LLC, and in particular the provision for asbestos-related litigation in the United States, are no longer consolidated in the Group's financial statements.

Nonetheless, because of a funding agreement between CertainTeed LLC and DBMP LLC by which CertainTeed LLC has agreed to fund the costs of the Chapter 11 case and, ultimately, the 524(g) trust, in both cases solely to the extent DBMP LLC is unable to do so in full, the Group recorded in its consolidated financial statements a provision corresponding to the amount of the estimated debt against DBMP LLC amounting to $405 million as of December 31, 2024 ($407 million as of December 31, 2023).

The Group's consolidated income for 2024 is not impacted by the ongoing Chapter 11 proceeding described above.

As a result of this bankruptcy proceeding, all legal costs and indemnity payments related to DBMP LLC's asbestos tort claims have been suspended, and no further charges in relation to such claims have been taken in 2024 (as in 2023).

## Situation in Brazil

In Brazil, former employees of Brasilit, that once manufactured fiber cement containing asbestos, suffering from asbestos-related occupational illnesses are offered, depending on the case, either financial compensation alone or lifetime medical assistance combined with financial compensation. Around 1,200 contractual instruments have accordingly been signed to date..

Two class actions were initiated against Brasilit in 2017 by two associations defending former employees exposed to asbestos at the São Caetano (São Paulo state) and Recife (Pernambuco state) plants, asking for their medical assistance and compensation to be revised. First and second instance decisions were rendered in connection with the suit related to the São Caetano plant respectively in July 2020 and July 2021, rejecting the claims of the plaintiffs. The latter have nevertheless appealed the second instance decision. First and second instance decisions were rendered in relation to Recife case, respectively in February and October 2022 rejecting the claiming party arguments. The plaintiff has appealed such second instance decision.

A third class action was initiated against Brasilit in 2019 in Capivari (State of São Paulo) by the Labor prosecutor asking for health insurance, as well as collective moral damages, in favor of employees, former employees and their respective families, as well as subcontractors who were exposed to asbestos. First and second instance decisions were rendered respectively in September 2020 and May 2023 partly in favor of the plaintiffs. In particular, collective moral damages were granted to the plaintiffs, for an amount currently estimated as of December 31, 2024 (based on the indexation) at approximately BRL 9 million (€1.4 million). Brasilit has appealed the second instance decision.

Brasilit is subject to controls by the Ministry of Labor and continues to comply with all of its legal obligations with regard to medical assistance for its current and former employees.

In November 2017, the Supreme Court of Brazil decided to ban asbestos definitively across the country. Brasilit stopped using asbestos voluntarily as early as 2002.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

# Situation in Australia

On 9 July 2024, the Company finalized the acquisition of CSR Ltd a leading player in building materials in Australia.

CSR Ltd and/or certain subsidiaries (CSR) were involved in mining asbestos and manufacturing and marketing products containing asbestos in Australia and exporting asbestos to the United States. CSR's involvement in asbestos mining, and the manufacture of products containing asbestos, began in the early 1940s and ceased in 1977.

As a result of these activities, CSR has been named as a defendant in litigation in Australia and the United States. CSR has been settling claims since 1989. Default judgments have been sought and obtained against CSR in the US, without CSR being present or represented. Australian law does not recognize the jurisdiction of US courts in such matters. There have not been any US judgments enforced against CSR. Since its acquisition by the Group, CSR paid asbestos related claims of 13 million Australian dollars.

As at December 31, 2024, for the Group companies concerned, the total provision for asbestos-related litigation amounts to 225 million Australian dollars (corresponding approximately 134 million euros).

# 9.2.3 Environmental disputes

## PFOA proceedings in the United States

Levels of PFOA (perfluorooctanoic acid) in excess of US Environmental Protection Agency (EPA) and/or state maximum contaminant levels for drinking water have been found in municipal water systems and private wells near Saint-Gobain Performance Plastics (SG PPL): two current facilities in Hoosick Falls (New York), a former facility in Merrimack (New Hampshire), and two former facilities in North Bennington (Vermont) in the United States. PFOA and PTFE (polytetrafluorethylene) have never been manufactured by these plants. SG PPL is a processor of PTFE which it purchases from third party suppliers and which in the past contained some PFOA.

SG PPL has voluntarily provided bottled water in all three communities, installed point-of-entry treatment systems to residents and businesses in all three communities, installed carbon filtration systems on the municipal water supply in Hoosick Falls and funded the installation of a carbon filtration system on the Merrimack Valley District's municipal water supply. In addition, it has voluntarily funded construction of water line extensions in certain communities in the Merrimack and Bennington areas. The SG PPL facility in Merrimack was closed in 2024. The investigations are on-going and the scope of responsibility for SG PPL arising from environmental remediation in New Hampshire and New York and clean-up obligations at these sites has not yet been established. The scope of the remediation in Vermont is defined and largely completed; future operation and maintenance obligations remain. Without admitting liability, SG PPL has signed consent orders with the environmental regulators in New York in 2016 and 2023 in Vermont in 2017 and 2019 with respect to two different areas, and in New Hampshire in 2018, pursuant to which SG PPL has agreed to complete investigations, implement interim or final remediation measures at its current and former facilities and in the case of Vermont and New Hampshire, fund construction of water lines. Responsibility, if any, is expected to be shared with other parties as regards in particular the Hoosick Falls site.

PFOA-related lawsuits alleging both health-related and economic damages claims have been filed in civil courts in New York, New Hampshire and Vermont, some of which are in the form of class actions. It is difficult to predict the timing or outcome of any such litigation, or whether any additional litigation will be brought against SG PPL, however, both the New York and Vermont class actions are settled.

On December 31, 2024, the provision recorded by the concerned company in respect of this matter amounts to €240 million (compared to €226 million as of December 31, 2023). This provision covers both remediation and litigation related to PFOA matters.

# 9.2.4 Other contingent liabilities

## Grenfell Tower fire in the United Kingdom

The Celotex business whose control was transferred by Saint-Gobain Construction Products UK Limited outside of the Group in January 2024, provides insulation materials for specific applications for the building and construction industry. Insulation materials from two Celotex ranges were purchased via distributors and used in refurbishing Grenfell Tower, in London in 2015/2016, including as one component of the rainscreen cladding system designed and installed (by third parties) on the tower's external facade.

Following the Grenfell Tower fire on June 14, 2017, a Public Inquiry was constituted to consider, among other things, the modifications made to the building as part of the refurbishment, the role played by the various construction professionals, and the information provided by the manufacturers of the products used. The Inquiry's work was divided into two phases. Its phase 1 report was published on October 30, 2019 and the phase 2 report was published on September 4, 2024. A criminal investigation into the circumstances of the fire is also in progress.

There are a large number of issues and circumstances that need to be explored and the full implications for Celotex Limited and Saint-Gobain Construction Products UK Limited are unlikely to be known for some time

Civil proceedings in connection with Grenfell Tower brought against Celotex Limited and/or Saint-Gobain Construction Products UK Limited and a number of other defendants were issued by bereaved, survivors and residents and emergency responders.

Following confidential alternative dispute resolution processes involving a number of parties, confidential settlements have been concluded in relation to the majority of these claims and resulted in payments to relevant claimants without admission of liability. Celotex Limited is continuing to engage with a number of other defendants in an alternative dispute resolution process to seek to resolve the remaining claims brought by the emergency responders. The principal financial implications from the concluded settlements are reflected in the financial statements as of December 31, 2024.

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In October 2024, the owner of Grenfell Tower at the time of the fire has issued a claim against Celotex Limited and Saint-Gobain Construction Products UK Limited, and six other third parties, for losses arising as a result of the fire. This claim is at a preliminary stage.

The extent to which Celotex Limited and Saint-Gobain Construction Products UK Limited may incur further financial expenditure or civil or criminal liability in connection with the production, marketing, supply or use of their products is currently unclear and these companies are currently unable to make a reliable estimate of their potential liability in this respect.

## 9.2.5 Other proceedings and disputes

Some of the Group's companies may also be the subject of other claims made by their employees or by the tax authorities, or in the context of the enforcement of seller's warranties granted by the Group to the buyers of divested businesses (see note 5.5.2 p 400). Apart from the proceedings and litigation described above, to the best of the Company's knowledge, no other government, court or arbitration proceedings exist (including pending proceedings or proceedings where the Company and/or the Group might be threatened) which could have or have had, in the last 12 months, a significant impact on the financial position or profitability of the Company and/or Group.

## NOTE 10 FINANCING AND FINANCIAL INSTRUMENTS

## 10.1 Financial risks

## 10.1.1 Liquidity risk

### Liquidity risk on financing

In a crisis environment, the Group might be unable to raise the financing or refinancing needed to cover its investment plans on the credit or capital markets, or to obtain such financing or refinancing on acceptable terms.

The Group's overall exposure to liquidity risk on its net debt is managed by the Treasury and Financing Department of Compagnie de Saint-Gobain, the Group's parent company. The subsidiaries enter into short- or long-term financing arrangements as a priority with Compagnie de Saint-Gobain or with the regional cash pools.

The Group's policy is to ensure that the Group's financing will be rolled over at maturity and to optimize borrowing costs. Long-term debt therefore systematically represents a high percentage of overall debt. At the same time, the maturity schedules of long-term debt are set in such a way that replacement capital market issues are spread over time.

The Group's main source of long-term financing is constituted by bonds, which are generally issued under the Medium Term notes program. The Group also uses lease financing, perpetual bonds, participating securities, a long-term securitization program and bank borrowings.

Short-term debt is composed of borrowings under Negotiable European Commercial Paper (NEU CP) programs, and occasionally Euro Commercial Paper and US Commercial Paper programs, but also includes receivables securitization programs and bank financing.

The Group also has various factoring and reverse factoring programs.

Financial assets comprise marketable securities and cash and cash equivalents.

Compagnie de Saint-Gobain's liquidity position is secured by a confirmed syndicated line of credit.

A breakdown of long- and short-term debt by type and maturity is provided in note 10.3, which also details the main characteristics of the Group's financing programs and confirmed credit lines.

Saint-Gobain's long-term debt issues have been rated BBB+ with a stable outlook by Standard &amp; Poor's since April 24, 2023, and Baal with a stable outlook by Moody's since June 15, 2022.

There is no guarantee that the Company will be in a position to maintain its credit risk ratings at current levels. Any deterioration in the Group's credit risk rating could limit its capacity to raise funds and could lead to higher rates of interest on future borrowings.

### Liquidity risk on investments

Short-term investments consist of bank deposits and mutual fund units. To reduce liquidity and high volatility risks, the Group invests in money market funds and/or bonds whenever possible.

## 10.1.2 Financial counterparty credit risk

The Group is exposed to the risk of default by the financial institutions that manage its cash or other financial instruments, since such default could lead to losses for the Group.

The Group limits its exposure to risk of default by its counterparties by dealing solely with reputable financial institutions and regularly monitoring their credit ratings. However, the credit quality of a financial counterparty can change rapidly, and a high credit rating cannot eliminate the risk of a rapid deterioration of its financial position. As a result, the Group's policy in relation to the selection and monitoring of its counterparties is unable to entirely eliminate exposure to a risk of default.

To limit Compagnie de Saint-Gobain's exposure to counterparty credit risk, the Treasury and Financing Department deals primarily with counterparties with a long-term rating of A- or above from Standard &amp; Poor's or A3 or above from Moody's. Concentrations of credit risk are also closely monitored to ensure that they remain at reasonable levels, taking into account the relative CDS ("Credit Default Swap") level of each counterparty.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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## 10.1.3 Market risks

### Energy and commodity risk

The Group is exposed to changes in the price of the energy it consumes and the raw materials used in its activities. Its energy and commodity hedging programs may be insufficient to protect the Group against significant or unforeseen price swings that could result from the prevailing financial and economic environment.

The Group may limit its exposure to energy price fluctuations by using swaps and options to hedge part of its fuel oil, natural gas and electricity purchases. The swaps and options are mainly contracted in the functional currency of the entities concerned. Hedges of fuel oil, gas and electricity purchases are contracted in accordance with the Group's purchasing policy.

These hedges (excluding fixed-price purchases negotiated directly with suppliers by the Purchasing Department) are generally arranged by the Group Treasury and Financing Department (or with regional treasury departments) in accordance with instructions received from the Purchasing Department.

From time to time, and in accordance with the same principles as those outlined above for energy, the Group may enter into contracts to hedge purchases of certain commodities or engage in the CO₂ emissions market with spot or forward purchases.

Note 10.4 provides a breakdown of instruments used to hedge energy and commodity risks.

### Interest rate risk

The Group's overall exposure to interest rate risk on consolidated debt is managed by the Treasury and Financing Department of Compagnie de Saint-Gobain.

The Group's policy is aimed at fixing and optimizing its medium-term borrowing costs by hedging interest rate risk. According to Group policy, the derivative financial instruments used to hedge interest rate risk can include interest rate swaps, cross-currency swaps, options - including caps, floors and swaptions - and forward rate agreements.

The table below shows the sensitivity at December 31, 2024 of pre-tax income and pre-tax equity to fluctuations in the interest rate on the Group's net debt after hedging:

|  (in EUR millions) | Impact on pre-tax income | Impact on pre-tax equity  |
| --- | --- | --- |
|  Interest rate increase of 50 basis points | 35 | 4  |
|  Interest rate decrease of 50 basis points | (35) | (4)  |

Note 10.4 provides a breakdown of instruments used to hedge interest rate risk and of gross debt by type of interest (fixed or variable) after hedging.

### Foreign exchange risk

The currency hedging policies described below could be insufficient to protect the Group against unexpected or sharper than expected fluctuations in exchange rates resulting from economic and financial market conditions.

Foreign exchange risks are managed by hedging virtually all transactions entered into by Group entities in currencies other than the functional currency of the particular entity. Compagnie de Saint-Gobain and its subsidiaries may use forward contracts and options to hedge exposures arising from current and forecast transactions.

The subsidiaries generally set up contracts through the Group's parent company, Compagnie de Saint-Gobain, which then carries out the corresponding forex hedging transactions on their behalf, or through the regional cash pools. Failing this, contracts are taken out with one of the subsidiary's banks.

Most forward contracts have short maturities of less than one year. However, forward contracts taken out to hedge firm orders may have longer terms.

The Group monitors its exposure to foreign exchange risk using a monthly reporting system that captures the foreign exchange positions taken by its subsidiaries. At December 31, 2024, 95% of the Group's foreign exchange exposure was hedged.

The residual net foreign exchange exposure of subsidiaries for the currencies presented below was as follows at December 31, 2024:

|  (in millions of euro equivalent) | Long | Short  |
| --- | --- | --- |
|  EUR | 11 | 7  |
|  USD | 35 | 21  |
|  Other currencies | 1 | 7  |
|  TOTAL | 47 | 35  |

The table below gives an analysis, as of December 31, 2024, of the sensitivity of the Group's pre-tax income to a 10% increase in the exchange rates of the following currencies given the subsidiaries' residual net foreign exchange exposure:

|  Currency of exposure (in millions of euro equivalent) | Impact on pre-tax income  |
| --- | --- |
|  EUR | 0.5  |
|  USD | 1.3  |
|  Other currencies | (0.6)  |
|  TOTAL | 1.2  |

Assuming that all other variables remained unchanged, a 10% fall in the exchange rates for these currencies at December 31, 2024 would have the opposite impact.

Note 10.4 provides a breakdown of instruments used to hedge foreign exchange risk.

### Saint-Gobain share price risk

The Group is exposed to changes in the Saint-Gobain share price as a result of its performance unit incentive plans. To reduce its exposure to fluctuations in the share price, the Group uses hedging instruments such as equity swaps.

As a result, if the price of the Saint-Gobain share changes, any changes in the expense recorded in the income statement will be fully offset by the hedges in place.

Note 10.4 provides a breakdown of instruments used to hedge share price risk.

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## 10.2 Net financial income (expense)

Net financial income (expense) includes borrowing and other financing costs, income from cash and cash equivalents, interest on lease liabilities, interest cost for pension and other post-employment benefit plans net of the return on plan assets, and other financial income and expense.

Net financial income (expense) in 2024 and 2023 comprises:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Borrowing costs, gross | (457) | (358)  |
|  Income from cash and cash equivalents | 301 | 229  |
|  BORROWING COSTS, NET, EXCLUDING LEASE LIABILITIES | (156) | (129)  |
|  Interest on lease liabilities | (97) | (85)  |
|  TOTAL BORROWING COSTS, NET | (253) | (214)  |
|  Interest cost - pension and other post-employment benefit obligations | (380) | (400)  |
|  Return on plan assets | 324 | 352  |
|  INTEREST COST - PENSION AND OTHER POST-EMPLOYMENT BENEFIT OBLIGATIONS, NET | (56) | (48)  |
|  Other financial expense | (163) | (178)  |
|  Other financial income | 17 | 16  |
|  OTHER FINANCIAL INCOME AND EXPENSE | (146) | (162)  |
|  NET FINANCIAL INCOME (EXPENSE) | (455) | (424)  |

## 10.3 Net debt

### 10.3.1 Long- and short-term debt

#### Long-term debt

Long-term debt includes bonds, perpetual bonds, participating securities, long-term securitization and all other types of long-term financial liabilities, including the fair value of interest rate hedging derivatives.

Under IAS 32, the distinction between financial liabilities and equity is based on the substance of the contracts concerned rather than their legal form. As a result, participating securities are classified as debt.

At the end of the reporting period, long-term debt (excluding interest rate derivatives) is measured at amortized cost. Premiums and issuance costs are amortized using the effective interest method.

#### Short-term debt

Besides the current portion of long-term debt described above, short-term debt includes financing programs such as commercial paper, short-term securitization, bank overdrafts and other short-term financial liabilities including the fair value of derivatives related to debt and accrued interest on borrowings.

Short-term debt, excluding derivatives related to debt, is measured at amortized cost at the end of the reporting period. Premiums and issuance costs are amortized using the effective interest rate method.

#### Lease liabilities

Lease liabilities represent obligations to make lease payments in accordance with IFRS 16.

#### Cash and cash equivalents

Cash and cash equivalents mainly consist of bank accounts and marketable securities that are short-term (i.e., generally with maturities of less than three months), highly liquid investments readily convertible into known amounts of cash and subject to an insignificant risk of changes in value.

Marketable securities are measured at fair value through profit or loss.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Long- and short-term debt consists of the following:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Bond issues | 12,090 | 9,841  |
|  Perpetual bonds and participating securities | 197 | 197  |
|  Long-term securitization | 370 | 390  |
|  Other long-term financial liabilities | 174 | 210  |
|  **NON-CURRENT PORTION OF LONG-TERM DEBT** | **12,831** | **10,638**  |
|  Bond issues | 1,249 | 1,479  |
|  Long-term securitization | 130 | 110  |
|  Other long-term financial liabilities | 225 | 231  |
|  **CURRENT PORTION OF LONG-TERM DEBT** | **1,604** | **1,820**  |
|  Short-term financing programs (NEU CP, US CP, Euro CP) | 0 | 0  |
|  Short-term securitization | 217 | 229  |
|  Bank overdrafts and other short-term financial liabilities | 408 | 339  |
|  **SHORT-TERM DEBT** | **625** | **568**  |
|  **TOTAL GROSS DEBT EXCLUDING LEASE LIABILITIES** | **15,060** | **13,026**  |
|  Lease liabilities | 3,178 | 2,969  |
|  **TOTAL GROSS DEBT** | **18,238** | **15,995**  |
|  Cash at banks | (2,145) | (3,001)  |
|  Mutual funds and other marketable securities | (6,315) | (5,601)  |
|  **CASH AND CASH EQUIVALENTS** | **(8,460)** | **(8,602)**  |
|  **TOTAL NET DEBT** | **9,778** | **7,393**  |

Changes in the Group's long-term debt (excluding lease liabilities) can be analyzed as follows:

|  (in EUR millions) | Dec. 31, 2023 | Cash impact |   | No cash impact |   |   | Dec. 31, 2024  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |  Increases | Decreases | Changes in Group structure | Translation adjustments | Other  |   |
|  Non-current portion of long-term debt | 10,638 | 3,658 | (61) | 11 | (63) | (1,352) | 12,831  |
|  Current portion of long-term debt | 1,820 | 16 | (1,563) | 0 | (11) | 1,342 | 1,604  |
|  **TOTAL LONG-TERM DEBT** | **12,458** | **3,674** | **(1,624)** | **11** | **(74)** | **(10)** | **14,435**  |

The main changes with an impact on cash are described in note 10.3.3. The main change with no cash impact in the "Other" column relates to the reclassification of debt maturing within 12 months in the current portion of long-term debt.

The fair value of gross long-term debt (including the current portion), excluding lease liabilities, managed by Compagnie de Saint-Gobain amounts to €13.5 billion at December 31, 2024 (carrying amount: €13.7 billion). The fair value of bonds corresponds to the market price at the last market quotation of the year. For other borrowings, fair value is considered equal to the amount repayable.

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## 10.3.2 Gross debt repayment schedule

The schedule of the Group's total gross debt, at amortized cost, at December 31, 2024 is as follows:

|  (in EUR millions) | Currency | Within 1 year | 1 to 5 years | Beyond 5 years | Total  |
| --- | --- | --- | --- | --- | --- |
|  Bond issues | EUR | 1,249 | 5,884 | 5,906 | 13,039  |
|   |  GBP | 0 | 300 | 0 | 300  |
|  Perpetual bonds and participating securities | EUR | 0 | 0 | 197 | 197  |
|  Long-term securitization | EUR | 130 | 370 | 0 | 500  |
|  Other long-term financial liabilities | All currencies | 46 | 76 | 98 | 220  |
|  Accrued interest on long-term debt | All currencies | 179 | 0 | 0 | 179  |
|  TOTAL LONG-TERM DEBT |  | 1,604 | 6,630 | 6,201 | 14,435  |
|  SHORT-TERM DEBT | All currencies | 625 | 0 | 0 | 625  |
|  TOTAL GROSS DEBT EXCLUDING LEASE LIABILITIES |  | 2,229 | 6,630 | 6,201 | 15,060  |
|  Lease liabilities | All currencies | 677 | 1,666 | 835 | 3,178  |
|  TOTAL GROSS DEBT |  | 2,906 | 8,296 | 7,036 | 18,238  |

At December 31, 2024, future interest payments on gross long-term debt (including the current portion), excluding lease liabilities, managed by Compagnie de Saint-Gobain can be broken down as follows:

|  (in EUR millions) | Within 1 year | 1 to 5 years | Beyond 5 years | Total  |
| --- | --- | --- | --- | --- |
|  Future interest payments on gross long-term debt | 365 | 1150 | 682 | 2,197  |

Interest on perpetual bonds and on participating securities is calculated up to 2049.

## 10.3.3 Bonds

Compagnie de Saint-Gobain also redeemed the following instruments at maturity:

- on March 15, 2024, a bond, for a total amount of €750 million with a coupon of 0.625%;
- on June 28, 2024, two private placements, for a total of €95 million indexed to the 10-year CMS rate, swapped for a fixed rate (approximately 4.1%);
- on July 18, 2024, a €500 million floating-rate bond indexed to the 3-month Euribor;
- on November 15, 2024, the GBP 116 million outstanding balance on a GBP 300 million bond issue with a coupon of 5.625%, which has now been redeemed in full.

On April 8, 2024, Compagnie de Saint-Gobain issued a €2 billion green bond divided into two tranches:

- a €1,000 million tranche maturing April 8, 2030 and paying a coupon of 3.375%;
- a €1,000 million tranche maturing April 8, 2034 and paying a coupon of 3.625%.

On August 9, 2024, Compagnie de Saint-Gobain issued a €1,500 million bond divided into two tranches:

- an €800 million tranche maturing August 9, 2029 and paying a coupon of 3.250%;
- a €700 million tranche maturing August 9, 2036 and paying a coupon of 3.625%.

## 10.3.4 Perpetual bonds

In 1985, Compagnie de Saint-Gobain issued 25,000 perpetual bonds with a face value of ECU 5,000 (€5,000 today).

A total of 19,541 perpetual bonds have since been bought back and canceled.

A total of 5,459 perpetual bonds therefore remained outstanding at December 31, 2024, representing a face value of approximately €27 million.

The bonds bear interest at a variable rate (average of interbank rates offered by a panel of reference banks for six-month euro deposits).

The amount paid per bond in 2024 was €216.01, settled in two installments (€110.59 and €105.42).

The bonds are not redeemable and interest on the bonds is classified as a component of finance costs.

## 10.3.5 Non-voting participating securities

In June 1983, Compagnie de Saint-Gobain issued 1,288,299 non-voting participating securities with a face value of FRF 1,000. Their face value is now €152.45, following their translation into euros in 1999.

A certain number of these participating securities have been bought back over the years. At December 31, 2024, 606,883 securities are still outstanding with an aggregate face value of €92.5 million.

Interest on the securities ranges from 75% to 125% of the average corporate bond yield (TMO), based on the Group's consolidated income. The amount paid per security in 2024 was €6.20.

In April 1984, 194,633 non-voting participating securities were issued by Compagnie de Saint-Gobain with a face value of ECU 1,000 (€1,000 today).

A certain number of these participating securities has been bought back over the years. At December 31, 2024, 77,516 securities are still outstanding, with an aggregate face value of €77.5 million.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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Interest comprises (i) a fixed portion of 7.5% paid per year applicable to 60% of the nominal amount of the security, and (ii) a variable portion applicable to the remaining 40% of the nominal amount of the security, which is linked to consolidated net income of the previous year and to the reference six-month Euribor rate +7/8%. The amount paid per security in 2024 was €67.50, paid in two equal installments.

These participating securities are not redeemable and the interest paid on them is classified as a component of finance costs.

## 10.3.6 Financing programs

The Group has a number of medium- and long-term financing programs (Medium-Term Notes) and short-term financing programs (Commercial Paper).

The state of these programs is as follows:

|  (in EUR millions) | Authorized drawings | Authorized limits at Dec. 31, 2024 | Balance outstanding at Dec. 31, 2024 | Balance outstanding at Dec. 31, 2023  |
| --- | --- | --- | --- | --- |
|  Medium Term Notes | any duration | 20,000 | 13,400 | 11,417  |
|  NEU CP | up to 12 months | 4,000 | 0 | 0  |
|  US Commercial Paper | up to 12 months | 963 * | 0 | 0  |
|  Euro Commercial Paper | up to 12 months | 963 * | 0 | 0  |

* Equivalent of USD 1,000 million based on the exchange rate at December 31, 2024.

In accordance with market practices, Negotiable European Commercial Paper (NEU CP), US Commercial Paper and Euro Commercial Paper are generally issued with maturities of one to six months. They are treated as variable-rate debt since they are rolled over at frequent intervals.

## 10.3.7 Syndicated line of credit

Compagnie de Saint-Gobain has a €4 billion syndicated line of credit that is intended to provide a secure source of financing for the Group (including as additional backing for its short-term NEU CP, US Commercial Paper and Euro Commercial Paper programs).

This syndicated line of credit is not subject to any hard covenants. It was initially due to expire in December 2028, with two one-year rollover options; the first one-year rollover option was exercised in November 2024, extending the line's expiry date to December 2029.

The facility is a "Sustainability-Linked Loan" (SLL) on which the margin is indexed to three KPIs set out in Saint-Gobain's sustainable roadmap (reduction of scope 1 and 2 CO₂ emissions, reduction in non-recovered production waste and limited work accident frequency rate).

At December 31, 2024, no drawdowns had been made on this credit facility.

## 10.3.8 Receivables securitization programs

The Group has set up two receivables securitization programs, one through its French subsidiary Point.P Finances GIE, and the other through its US subsidiary, Saint-Gobain Receivables Corporation. The receivables sold under the two programs are not deconsolidated.

The French program, covering an amount of up to €500 million, represented €500 million at both December 31, 2024 and December 31, 2023.

Based on observed seasonal fluctuations in receivables included in the program and on the contract's features, €370 million of this amount is classified as non-current and the remaining balance as current.

Under the US program, covering an amount of up to USD 500 million since July 2023, a total of USD 225 million had been used at December 31, 2024, representing the equivalent of €217 million compared with €229 million at December 31, 2023.

## 10.3.9 Factoring

The Group has set up several trade receivables factoring programs. The main countries concerned are France, Italy, Spain, China and Japan. Based on an analysis of the risks and rewards as defined by IFRS 9, the Group has deconsolidated all of the receivables sold under these programs. A total of €651 million in factored receivables was deconsolidated at December 31, 2024, compared to €646 million at December 31, 2023.

## 10.3.10 Reverse factoring

The Group has set up several programs for the reverse factoring of trade payables. The main countries concerned are Brazil and Mexico.

At December 31, 2024, trade payables reverse factored under these programs amounted to €106 million (€118 million at December 31, 2023). The programs enabled the Group to extend the contractual payment terms on an estimated €49 million at December 31, 2024 (€57 million at December 31, 2023).

None of the reverse factored payables have been reclassified as financial debt.

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## 10.4 Financial instruments

The Group uses interest rate, foreign exchange, energy, commodity and equity derivatives to hedge its exposure to changes in interest rates, exchange rates, and energy, commodity and equity prices that may arise in the normal course of business.

In accordance with IAS 32 and IFRS 9, all such instruments not qualifying for the own use exemption are recognized in the balance sheet and measured at fair value, irrespective of whether or not they are part of a hedging relationship that qualifies for hedge accounting under IFRS 9.

Changes in the fair value of both derivatives that are designated and qualified as fair value hedges and derivatives that do not qualify for hedge accounting during the period are taken to the income statement (in business income and expense for operational foreign exchange derivatives and commodity derivatives not qualifying for hedge accounting, and in financial income and expense for all other derivatives). However, in the case of derivatives that qualify as cash flow hedges, the effective portion of the gain or loss arising from changes in fair value is recognized directly in equity, and only the ineffective portion is recognized in the income statement.

## Fair value hedges

Fair value hedge accounting is applied by the Group mainly for derivative instruments which swap fixed rates against variable rates (fixed-for-floating interest rate swaps). These derivatives hedge fixed-rate debt exposed to a fair value risk. In accordance with hedge accounting principles, debt included in a designated fair value hedging relationship is remeasured at fair value to the extent of the risk hedged. As the loss or gain on the underlying hedged item offsets the effective portion of the gain or loss on the fair value hedge, the income statement is only impacted by the ineffective portion of the hedge.

## Cash flow hedges

Cash flow hedge accounting is applied by the Group mainly for derivative instruments which fix the cost of future investments (financial assets or property, plant and equipment) and the price of future purchases, mostly gas and fuel oil (commodity swaps) or foreign currencies (foreign exchange forwards). Transactions hedged by these instruments are qualified as highly probable. The application of cash flow hedge accounting allows the Group to defer the impact on the income statement of the effective portion of changes in the fair value of these derivatives by recording them in a hedging reserve in equity. This reserve is reclassified to the income statement when the hedged transaction occurs and the hedged item itself affects income. In the same way as for fair value hedges, cash flow hedging limits the Group's exposure to changes in the fair value of these derivatives to the ineffective portion of the hedge.

## Derivatives that do not qualify for hedge accounting

Changes in the fair value of derivatives that do not qualify for hedge accounting are recognized in the income statement. The instruments concerned are primarily foreign exchange swaps and foreign exchange forwards.

## Fair value of financial instruments

The fair value of financial assets and financial liabilities corresponds to their quoted price on an active market (if any): this represents level 1 in the fair value hierarchy defined in IFRS 7 and IFRS 13. The fair value of instruments not quoted in an active market, such as derivatives or financial assets and liabilities, is determined by reference to commonly used valuation techniques such as the fair value of another recent and similar transaction, or discounted cash flow analysis based on observable market inputs. This represents level 2 in the fair value hierarchy defined in IFRS 7 and IFRS 13.

The fair value of short-term financial assets and liabilities is considered as being the same as their carrying amount due to their short maturities.

The following table presents a breakdown of the main derivatives used by the Group:

|  (in EUR millions) | Fair value |   |   |   | Nominal amount by maturity  |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Derivatives recorded in assets | Derivatives recorded in liabilities | Dec. 31, 2024 | Dec. 31, 2023 | Within 1 year | 1 to 5 years | Beyond 5 years | Dec. 31, 2024  |
|  FAIR VALUE HEDGES | 0 | 0 | 0 | 0 |  |  |  | 0  |
|  Cash flow hedges |  |  |  |  |  |  |  |   |
|  Currency | 147 | (59) | 88 | 0 | 2,764 | 12 | 0 | 2,776  |
|  Interest rate | 2 | (37) | (35) | (39) | 0 | 302 | 80 | 382  |
|  Energy and commodities | 17 | (19) | (2) | (12) | 69 | 138 | 168 | 375  |
|  Other risks: equities | 3 | 0 | 3 | 5 | 5 | 0 | 0 | 5  |
|  CASH FLOW HEDGES - TOTAL | 169 | (115) | 54 | (46) | 2,838 | 452 | 248 | 3,538  |
|  Derivatives not qualifying for hedge accounting mainly contracted by Compagnie de Saint-Gobain |  |  |  |  |  |  |  |   |
|  Currency | 39 | (9) | 30 | 1 | 4,737 | 0 | 0 | 4,737  |
|  Interest rate | 0 | 11 | 11 | (15) | 84 | 0 | 0 | 84  |
|  Energy and commodities | 34 | (5) | 29 | 0 | 59 | 160 | 175 | 394  |
|  DERIVATIVES NOT QUALIFYING FOR HEDGE ACCOUNTING - TOTAL | 73 | (3) | 70 | (14) | 4,880 | 160 | 175 | 5,215  |
|  TOTAL | 242 | (118) | 124 | (60) | 7,718 | 612 | 423 | 8,753  |

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## 10.4.1 Currency instruments

### Currency swaps
The Group uses currency swaps mainly to convert euro-denominated funds into foreign currencies for cash management purposes.

### Forward foreign exchange contracts and currency options
Forward foreign exchange contracts and currency options are used to hedge foreign currency transactions, particularly commercial transactions (purchases and sales) and investments.

## 10.4.2 Interest rate instruments

### Interest rate swaps
The Group uses interest rate swaps to convert part of its fixed/variable-rate bank debt and bond debt to variable/fixed rates.

### Cross currency swaps
The Group uses cross-currency swaps to convert foreign currency (euro) debt into euro (foreign currency) debt.

## 10.4.3 Energy and commodities

### Energy and commodity swaps
Energy and commodity swaps are used to hedge the risk of changes in the price of certain purchases used in Group subsidiaries' operating activities, particularly energy (fuel oil, natural gas and electricity) purchases.

### Renewable Power Purchase Agreements
As indicated in the note on climate issues (see note 3.2, p. 385), at December 31, 2024, the Group had entered into four Virtual Power Purchase Agreements, which were accounted for as derivatives under IFRS 9, of which only one qualified as a hedge.

## 10.4.4 Forward purchases of carbon emission allowances
Forward purchases of carbon emission allowances for the Group's own use are reported under off-balance sheet commitments, as they qualify for the own use exemption under IFRS 9. At December 31, 2024, these forward purchases represented a total of €33 million.

## 10.4.5 Other risks

### Equity derivatives
Equity derivatives are used to hedge the risk of changes in the Saint-Gobain share price in connection with the performance units long-term incentive plan.

## 10.4.6 Credit value adjustments to derivative instruments
Credit value adjustments to derivative instruments are calculated in accordance with IFRS 13 based on historical probabilities of default derived from calculations performed by a leading rating agency and on the estimated loss given default. At December 31, 2024, credit value adjustments were not material.

## 10.4.7 Impact on equity of financial instruments qualifying for cash flow hedge accounting
At December 31, 2024, the IFRS cash flow hedge reserve carried in equity had a credit balance of €62 million, consisting mainly of:
- a debit balance of €26 million in relation to cross-currency swaps classified as cash flow hedges that are used to convert a GBP bond issue into euros;
- a debit balance of €2 million corresponding to changes in fair value of energy hedges classified as cash flow hedges;
- a credit balance of €2 million corresponding to changes in fair value of interest rate hedges classified as cash flow hedges;
- a credit balance of €88 million corresponding to changes in fair value of currency hedges classified as cash flow hedges.

The ineffective portion of cash flow hedge derivatives is not material.

## 10.4.8 Impact on income of financial instruments not qualifying for hedge accounting
For derivatives classified as financial assets and liabilities at fair value through profit or loss, fair value remeasurements recognized in the income statement represented a gain of €70 million at December 31, 2024 compared to a loss of €14 million at December 31, 2023.

## 10.4.9 Embedded derivatives
The Saint-Gobain Group regularly analyzes its contracts in order to separately identify financial instruments classified as embedded derivatives under IFRS.

At December 31, 2024, no embedded derivatives deemed to be material at Group level were identified.

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## 10.4.10 Group debt structure (excluding lease liabilities)

The weighted average interest rate on total gross debt under IFRS and after hedging (interest rate swaps and cross-currency swaps) was 3.0% at December 31, 2024, compared with 3.0% at December 31, 2023.

The average internal rate of return for the main component of the Group's long-term debt before hedging (bonds) was 2.9% at December 31, 2024, compared with 2.5% at December 31, 2023.

The table below presents the breakdown by interest rate (fixed or variable) of the Group's gross debt at December 31, 2024, taking into account interest rate and cross-currency swaps.

|  (in EUR millions) | Gross debt, excluding lease liabilities  |   |   |
| --- | --- | --- | --- |
|   |  Variable rate | Fixed rate | Total  |
|  EUR | 795 | 12,084 | 12,879  |
|  Other currencies | 729 | 1,274 | 2,003  |
|  TOTAL | 1,524 | 13,358 | 14,882  |
|  (in %) | 10% | 90% | 100%  |
|  Accrued interest and other |  |  | 178  |
|  TOTAL GROSS DEBT EXCLUDING LEASE LIABILITIES |  |  | 15,060  |

## 10.5 Financial assets and liabilities

Financial assets and liabilities are classified as follows in accordance with IFRS 9:

At December 31, 2024

|  (in EUR millions) | Notes | Financial instruments |   |   | Financial instruments at fair value  |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |  Fair value through profit or loss | Fair value through other comprehensive income | Amortized cost | Total financial instruments | Level 1 inputs | Level 2 inputs | Level 3 inputs | Total financial instruments measured at fair value  |
|  Trade and other accounts receivable |  |  |  | 6,327 | 6,327 |  |  |  | 0  |
|  Loans, deposits and surety | (8) |  |  | 353 | 353 |  |  |  | 0  |
|  Equity investments and other | (8) |  | 382 |  | 382 |  |  | 382 | 382  |
|  Derivatives recorded in assets |  | 73 | 169 |  | 242 |  | 242 |  | 242  |
|  Cash and cash equivalents |  | 6,315 |  | 2,145 | 8,460 | 6,315 |  |  | 6,315  |
|  TOTAL FINANCIAL ASSETS |  | 6,388 | 551 | 8,825 | 15,764 | 6,315 | 242 | 382 | 6,939  |
|  Trade and other accounts payable |  |  |  | (12,369) | (12,369) |  |  |  | 0  |
|  Long- and short-term debt |  |  |  | (15,066) | (15,066) |  |  |  | 0  |
|  Long- and short-term lease liabilities |  |  |  | (3,178) | (3,178) |  |  |  | 0  |
|  Derivatives recorded in liabilities |  | (3) | (115) |  | (118) |  | (118) |  | (118)  |
|  TOTAL FINANCIAL LIABILITIES |  | (3) | (115) | (30,613) | (30,731) | 0 | (118) | 0 | (118)  |
|  FINANCIAL ASSETS AND LIABILITIES - NET |  | 6,385 | 436 | (21,788) | (14,987) | 6,315 | 124 | 382 | 6,821  |

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2024 CONSOLIDATED FINANCIAL STATEMENTS

At December 31, 2023

|  (in EUR millions) | Notes | Financial instruments |   |   | Financial instruments at fair value  |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |  Fair value through profit or loss | Fair value through other comprehensive income | Amortized cost | Total financial instruments | Level 1 inputs | Level 2 inputs | Level 3 inputs | Total financial instruments measured at fair value  |
|  Trade and other accounts receivable |  |  |  | 6,474 | 6,474 |  |  |  | 0  |
|  Loans, deposits and surety | (8) |  |  | 348 | 348 |  |  |  | 0  |
|  Equity investments and other | (8) |  | 248 |  | 248 |  |  | 248 | 248  |
|  Derivatives recorded in assets |  | 8 | 10 |  | 18 |  | 18 |  | 18  |
|  Cash and cash equivalents |  | 5,600 |  | 3,001 | 8,601 | 5,600 |  |  | 5,600  |
|  TOTAL FINANCIAL ASSETS |  | 5,608 | 258 | 9,823 | 15,689 | 5,600 | 18 | 248 | 5,866  |
|  Trade and other accounts payable |  |  |  | (12,296) | (12,296) |  |  |  | 0  |
|  Long- and short-term debt |  |  |  | (12,971) | (12,971) |  |  |  | 0  |
|  Long- and short-term lease liabilities |  |  |  | (2,969) | (2,969) |  |  |  | 0  |
|  Derivatives recorded in liabilities |  | (22) | (56) |  | (78) |  | (78) |  | (78)  |
|  TOTAL FINANCIAL LIABILITIES |  | (22) | (56) | (28,236) | (28,314) | 0 | (78) | 0 | (78)  |
|  FINANCIAL ASSETS AND LIABILITIES - NET |  | 5,586 | 202 | (18,413) | (12,625) | 5,600 | (60) | 248 | 5,788  |

IFRS 13 ranks the inputs used to determine fair value:
- Level 1: inputs resulting from quoted prices on an active market for identical instruments;
- Level 2: inputs other than level 1 inputs that can be observed directly or indirectly;
- Level 3: all other non-observable inputs.

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# NOTE 11 SHAREHOLDERS' EQUITY AND EARNINGS PER SHARE

## 11.1 Equity

### 11.1.1 Equity

At December 31, 2024, Saint-Gobain's capital stock was composed of 499,050,774 shares with a par value of €4 each (506,438,012 shares at December 31, 2023).

### 11.1.2 Additional paid-in capital and legal reserve

This item includes capital contributions in excess of the par value of capital stock as well as the legal reserve, which corresponds to a cumulative portion of the yearly net income of Compagnie de Saint-Gobain.

### 11.1.3 Retained earnings and consolidated net income

Retained earnings and consolidated net income correspond to the Group's share in the undistributed earnings of all consolidated companies.

### 11.1.4 Cumulative translation adjustments

Translation adjustments and restatements for hyperinflation recognized through other comprehensive income amounted to €427 million in 2024, of which €434 million attributable to the Group and €(7) million to non-controlling interests.

The main cumulative translation adjustments attributable to the Group at December 31, 2024 are shown below by currency:

|  (in EUR millions) | Dec. 31, 2024 | Change | Dec. 31, 2023  |
| --- | --- | --- | --- |
|  Breakdown by currency |  |  |   |
|  US dollar | 616 | 541 | 75  |
|  Argentine peso | 75 | 227 | (152)  |
|  Turkish lira | (45) | 127 | (172)  |
|  Pound sterling | (161) | 38 | (199)  |
|  Chinese yuan renminbi | 99 | 36 | 63  |
|  Indian rupee | (190) | 28 | (218)  |
|  South african rand | (173) | 5 | (178)  |
|  Czech koruna | 86 | (8) | 94  |
|  Swiss franc | 252 | (9) | 261  |
|  Norwegian krone | (182) | (17) | (165)  |
|  Egyptian pound | (108) | (30) | (78)  |
|  Russian ruble | (261) | (42) | (219)  |
|  Swedish krona | (317) | (50) | (267)  |
|  Australian dollar | (84) | (84) | 0  |
|  Mexican peso | (114) | (149) | 35  |
|  Brazilian real | (654) | (170) | (484)  |
|  Other currencies | (131) | (9) | (122)  |
|  TOTAL | (1,292) | 434 | (1,726)  |

### 11.1.5 Treasury stock

Treasury stock is measured at cost and recorded as a deduction from equity. Gains and losses on disposals of treasury stock are recognized directly in equity and have no impact on net income for the period.

Forward purchases of treasury stock are treated in the same way. When a fixed number of shares is purchased forward at a fixed price, this amount is recorded in "Other liabilities" against a deduction from equity under "Retained earnings and net income for the year".

Saint-Gobain shares held or controlled by Compagnie de Saint-Gobain and Saint-Gobain Corporation are shown as a deduction from equity under "Treasury stock" at acquisition cost.

The liquidity agreement signed with Exane BNP Paribas on November 16, 2007 and implemented on December 3, 2007 for a period up to December 31, 2007 has been automatically renewed since that date.

At December 31, 2024, 2,171,226 shares were held in treasury (December 31, 2023: 4,376,475 shares). In 2024, the Group acquired 12,146,911 shares (2023: 17,111,277 shares) directly on the market. The number of shares sold in 2024 was 2,917,233 versus 2,935,434 in 2023. 11,434,927 shares were canceled in 2024, compared with 14,206,358 shares in 2023.

For the purposes of a compensation plan set up in January 2008 for certain employees in the United States, Compagnie de Saint-Gobain shares have been held in trust by the trustee, Principal Trust Company, since September 2022. In the consolidated financial statements, these shares are treated as being controlled by Saint-Gobain Corporation.

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## 11.1.6 Number of shares

|   | Number of shares  |   |
| --- | --- | --- |
|   |  Issued | Outstanding  |
|  NUMBER OF SHARES AT DECEMBER 31, 2022 | 515,769,082 | 511,362,092  |
|  Group Savings Plan | 4,778,291 | 4,778,291  |
|  Stock subscription option plans | 96,997 | 96,997  |
|  Shares purchased |  | (17,111,277)  |
|  Shares sold |  | 2,935,434  |
|  Shares canceled | (14,206,358) |   |
|  NUMBER OF SHARES AT DECEMBER 31, 2023 | 506,438,012 | 502,061,537  |
|  Group Savings Plan | 4,007,048 | 4,007,048  |
|  Stock subscription option plans | 40,641 | 40,641  |
|  Shares purchased |  | (12,146,911)  |
|  Shares sold |  | 2,917,233  |
|  Shares canceled | (11,434,927) |   |
|  NUMBER OF SHARES AT DECEMBER 31, 2024 | 499,050,774 | 496,879,548  |

## 11.1.7 Dividends

The Annual Shareholders' Meeting of June 6, 2024 approved the recommended dividend payout for 2023 representing €2.10 per share (€2 per share for 2022). The ex-dividend date was June 10 and the dividend was paid on June 12, 2024.

## 11.2 Earnings per share

### 11.2.1 Basic earnings per share

Basic earnings per share are calculated by dividing net income by the weighted average number of shares of the Group outstanding during the period.

Basic earnings per share are as follows:

|   | 2024 | 2023  |
| --- | --- | --- |
|  Group share of net income (in EUR millions) | 2,844 | 2,669  |
|  Weighted average number of shares in issue | 499,715,108 | 507,282,902  |
|  BASIC EARNINGS PER SHARE, GROUP SHARE (in EUR) | 5.69 | 5.26  |

### 11.2.2 Diluted earnings per share

Diluted earnings per share are calculated by adjusting earnings per share and the average number of shares outstanding for the effects of all potential dilutive common shares, such as stock options and performance shares.

Diluted earnings per share are as follows:

|   | 2024 | 2023  |
| --- | --- | --- |
|  Group share of net income (in EUR millions) | 2,844 | 2,669  |
|  Weighted average number of shares assuming full dilution | 503,934,048 | 510,458,619  |
|  DILUTED EARNINGS PER SHARE, GROUP SHARE (in EUR) | 5.64 | 5.23  |

The weighted average number of shares assuming full dilution is calculated based on the weighted average number of shares outstanding, assuming conversion of all dilutive instruments. The Group's dilutive instruments include stock options and performance share grants, corresponding to a weighted average of 124,154 and 4,094,786 instruments, respectively, at December 31, 2024.

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# NOTE 12 TAX

## 12.1 Income taxes

Current income tax is the estimated amount of tax payable in respect of income for a given period, calculated by reference to the tax rates that have been enacted or substantively enacted at the end of the reporting period, plus any adjustments to current taxes recorded in previous financial periods.

Income tax expense breaks down as follows:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  CURRENT TAXES | (1,034) | (1,096)  |
|  France | (71) | (135)  |
|  Outside France | (963) | (961)  |
|  DEFERRED TAXES | 40 | 36  |
|  France | (51) | (44)  |
|  Outside France | 91 | 80  |
|  TOTAL INCOME TAX EXPENSE | (994) | (1,060)  |

Theoretical tax expense was reconciled with current tax expense using a tax rate of 25.82% in 2024 (25.82% in 2023), and can be analyzed as follows:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Net income | 2,934 | 2,756  |
|  Less: |  |   |
|  Share in net income of equity-accounted companies | 82 | 89  |
|  Income taxes | (994) | (1,060)  |
|  PRE-TAX INCOME OF CONSOLIDATED COMPANIES | 3,846 | 3,727  |
|  French tax rate | 25.82 % | 25.82 %  |
|  Theoretical tax expense at French tax rate | (993) | (962)  |
|  Impact of different tax rates | 77 | 46  |
|  Asset impairment, capital gains and losses on asset disposals | (77) | (124)  |
|  Deferred tax assets not recognized and provisions for deferred tax assets | (16) | (31)  |
|  Liability method | 1 | 6  |
|  Research tax credit and value-added contribution for businesses (CVAE) | 5 | 2  |
|  Costs related to dividends | (33) | (41)  |
|  Other taxes and changes in provisions | 42 | 44  |
|  TOTAL INCOME TAX EXPENSE | (994) | (1,060)  |

The contribution of countries with low tax rates explains the impact of the different tax rates applicable outside France.

Due to its scale, the Saint-Gobain Group is concerned by the OECD's Pillar Two rules introducing a minimum tax rate of 15%, applicable as from fiscal year 2024.

The Group therefore recognized an expense on the "income tax" line of the 2024 income statement, corresponding to the amount of top-up tax determined in application of these new rules, and in particular after taking into account the transitional safe harbors introduced by the OECD. As indicated by the previous year's projections and impact studies, this amount continued to be non-material in relation to the Group's total tax expense for 2024.

## 12.2 Deferred tax

Deferred tax assets and liabilities are recorded using the balance sheet method for temporary differences between the carrying amount of assets and liabilities and their tax basis. Deferred tax assets and liabilities are measured at the tax rates expected to apply to the period when the asset is realized or the liability settled, based on the tax laws that have been enacted or substantively enacted at the end of the reporting period. No deferred tax liability is recognized in respect of undistributed earnings of subsidiaries that are not intended to be distributed.

For investments in subsidiaries, deferred tax is recognized on the difference between the consolidated carrying amount of the investments and their tax basis when it is probable that the temporary difference will reverse in the foreseeable future.

Deferred taxes are recognized as income or expense in the income statement, unless they relate to items that are recognized directly in equity, in which case they are also recognized in equity. Income tax resulting from changes in tax rates is recognized in income, except where it relates to items initially recognized in equity.

Deferred tax assets are recognized only if it is considered probable that there will be sufficient future taxable income against which the temporary difference can be utilized. They are reviewed at the end of each reporting period and written down to the extent that it is no longer probable that there will be sufficient taxable income against which the temporary difference can be utilized.

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In the balance sheet, changes in net deferred tax assets and liabilities break down as follows:

|  (in EUR millions) | Net deferred tax asset/(liability)  |
| --- | --- |
|  NET VALUE AT JANUARY 1, 2023 | (386)  |
|  Deferred tax (expense)/benefit | 36  |
|  Changes in deferred taxes relating to actuarial gains and losses (IAS 19) | 136  |
|  Translation adjustments and restatement for hyperinflation | 8  |
|  Assets and liabilities held for sale | (2)  |
|  Changes in Group structure and other | (209)  |
|  NET VALUE AT DECEMBER 31, 2023 | (417)  |
|  Deferred tax (expense)/benefit | 40  |
|  Changes in deferred taxes relating to actuarial gains and losses (IAS 19) | (4)  |
|  Translation adjustments and restatement for hyperinflation | (28)  |
|  Assets and liabilities held for sale | 2  |
|  Changes in Group structure and other | (168)  |
|  NET VALUE AT DECEMBER 31, 2024 | (575)  |

Changes in Group structure in 2024 mainly concern the first-time consolidation of Bailey and CSR. Changes in Group structure in 2023 mainly concerned the first-time consolidation of Building Products of Canada, as well as the finalization of the GCP and Kaycan purchase price allocation.

With regard to the impact of Pillar Two rules on deferred taxes, in accordance with the temporary exemption introduced by IAS 12.4A, the Saint-Gobain Group did not recognize any deferred tax at December 31, 2024.

The table below shows the main deferred tax components:

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Pensions | 273 | 340  |
|  Brands, customer relationships and intellectual property | (1,081) | (965)  |
|  Depreciation and amortization, accelerated capital allowances and tax-driven provisions | (826) | (755)  |
|  Tax loss carry-forwards | 185 | 215  |
|  Other | 873 | 748  |
|  NET DEFERRED TAX | (575) | (417)  |
|  Of which: |  |   |
|  Deferred tax assets | 366 | 407  |
|  Deferred tax liabilities | (941) | (824)  |

Deferred taxes are offset at the level of each tax entity, i.e., by tax group where applicable (mainly in France, the United Kingdom, Spain, Germany and the United States).

Deferred tax assets of €366 million were recognized at December 31, 2024 (€407 million at December 31, 2023), primarily in Germany (€108 million), Brazil (€75 million), China (€39 million), Mexico (€34 million) and Poland (€24 million). Deferred tax liabilities recognized at December 31, 2024 amounted to €941 million (€824 million at December 31, 2023) and concerned various countries, including Canada (€274 million), the United Kingdom (€198 million), Switzerland (€59 million), France (€47 million), India (€47 million), Australia (€40 million) and the United States (€35 million). Deferred tax liabilities recognized in other countries represented considerably smaller amounts.

## Tax loss carry-forwards

In determining whether to recognize deferred tax assets for tax loss carry-forwards, the Group applies a range of criteria that take into account the probable recovery period based on business plans and the strategy for the long-term recovery of tax losses applied in each country.

At December 31, 2024, net recognized deferred tax assets on tax loss carry-forwards amounted to €185 million (€215 million at December 31, 2023) out of a total before valuation allowances of €418 million (€431 million at December 31, 2023), and mainly concerned Germany, Australia, the United States, France and Belgium, where group relief systems generally enable the assets to be recovered. In these countries, tax losses may be carried forward indefinitely.

Nevertheless, after a specific analysis of each situation, the Group may decide not to recognize them.

At December 31, 2024, unrecognized deferred tax assets on tax loss carry-forwards totaled €233 million (€216 million at December 31, 2023). They mainly concern Germany, Australia, the United States, Belgium and France.

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2024 CONSOLIDATED FINANCIAL STATEMENTS

# NOTE 13 SUBSEQUENT EVENTS

The Group has not identified any disclosable events occurring subsequent to the balance sheet date, other than as described in the above notes.

# NOTE 14 FEES PAID TO THE STATUTORY AUDITORS

Total fees paid to the Statutory Auditors and recognized in the income statement in 2024 and 2023 break down as follows:

|  (in EUR millions) | Deloitte |   |   |   | KPMG  |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  2024 |   | 2023 |   | 2024 |   | 2023  |   |
|   |  Amount before tax | % | Amount before tax | % | Amount before tax | % | Amount before tax | %  |
|  Statutory audit |  |  |  |  |  |  |  |   |
|  Issuer | 1.1 | 8 % | 0.9 | 9 % | 1.1 | 8 % | 1.0 | 9 %  |
|  Fully consolidated subsidiaries | 9.3 | 69 % | 8.5 | 83 % | 10.3 | 75 % | 9.5 | 81 %  |
|  SUBTOTAL | 10.4 | 77 % | 9.4 | 92 % | 11.4 | 83 % | 10.5 | 90 %  |
|  Certification of Sustainability Information (CSRD) |  |  |  |  |  |  |  |   |
|  Issuer | 0.9 | 7 % | 0.0 | - % | 0.0 | - % | 0.0 | - %  |
|  Fully consolidated subsidiaries | 0.0 | - % | 0.0 | - % | 0.0 | - % | 0.0 | - %  |
|  SUBTOTAL | 0.9 | 7 % | 0.0 | - % | 0.0 | - % | 0.0 | - %  |
|  Other services * |  |  |  |  |  |  |  |   |
|  Issuer | 1.2 | 9 % | 0.4 | 4 % | 1.1 | 8 % | 0.1 | 1 %  |
|  Fully consolidated subsidiaries | 1.0 | 7 % | 0.4 | 4 % | 1.3 | 9 % | 1.0 | 9 %  |
|  SUBTOTAL | 2.2 | 16 % | 0.8 | 8 % | 2.4 | 17 % | 1.1 | 10 %  |
|  TOTAL | 13.5 | 100 % | 10.2 | 100 % | 13.8 | 100 % | 11.6 | 100 %  |

* The other services provided by the Statutory Auditors to the parent company and its subsidiaries mainly comprise work performed in connection with planned acquisitions or disposals, accounting, tax and regulatory advisory services, training services and, until 2023, independent third-party verification procedures performed on the consolidated social, environmental and corporate information (NFFS).

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FINANCIAL AND ACCOUNTING INFORMATION

2024 CONSOLIDATED FINANCIAL STATEMENTS

# NOTE 15 PRINCIPAL CONSOLIDATED COMPANIES

The table below shows the Group's principal consolidated companies, typically those with annual sales of over €100 million.

|  High Performance Solutions | Country | Consolidation method | Percentage held directly and indirectly  |
| --- | --- | --- | --- |
|  Saint-Gobain Diamantwerkzeuge GmbH, Norderstedt* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Abrasives GmbH, Wesseling* | Germany | Full consolidation | 100.00%  |
|  Supercut Europe GmbH, Baesweiler* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Performance Plastics Isofluor GmbH, Neuss* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Performance Plastics Pampus GmbH, Willich* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Performance Plastics L+S GmbH, Wertheim* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Performance Plastics Biolink GmbH, Waakirchen* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Adfors Deutschland GmbH, Neustadt an der Donau* | Germany | Full consolidation | 100.00%  |
|  H.K.O. Isolier- und Textiltechnik GmbH, Oberhausen* | Germany | Full consolidation | 100.00%  |
|  BEUHKO Fasertechnik GmbH, Leinefelde-Worbis* | Germany | Full consolidation | 100.00%  |
|  Freudenberger Autoglas GmbH, München* | Germany | Full consolidation | 99.99%  |
|  Saint-Gobain Sekurit Deutschland GmbH, Herzogenrath* | Germany | Full consolidation | 99.99%  |
|  Saint-Gobain Sekurit Deutschland Beteiligungen GmbH, Herzogenrath* | Germany | Full consolidation | 99.99%  |
|  FABA Autoglas Technik GmbH & Co. Betriebs-KG, Berlin* | Germany | Full consolidation | 99.99%  |
|  Saint-Gobain Autover Deutschland GmbH, Kerpen* | Germany | Full consolidation | 99.99%  |
|  SEPR Keramik GmbH & Co. KG, Aachen | Germany | Full consolidation | 100.00%  |
|  Alfaref GmbH Handel Mit Feuerfesten Rohstoffen* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Innovative Materials Belgium | Belgium | Full consolidation | 99.98%  |
|  Saint-Gobain Do Brasil Produtos Industriais e Para Construção Ltda | Brazil | Full consolidation | 100.00%  |
|  Saint-Gobain Canada Inc. | Canada | Full consolidation | 100.00%  |
|  Saint-Gobain Performance Plastics (Shanghai) Co., LTD | China | Full consolidation | 100.00%  |
|  Saint-Gobain Abrasives (Shanghai) Co., LTD | China | Full consolidation | 100.00%  |
|  SG Hanglas Sekurit (Shanghai) Co., LTD | China | Full consolidation | 99.94%  |
|  SG Join Leader (Hangzhou) New Materials Co.,LTD. | China | Full consolidation | 100.00%  |
|  Hankuk Sekurit Limited | South Korea | Full consolidation | 99.88%  |
|  Saint-Gobain Cristaleria S.L. | Spain | Full consolidation | 99.83%  |
|  Saint-Gobain Adfors America, Inc. | United States | Full consolidation | 100.00%  |
|  Saint-Gobain Performance Plastics Corporation | United States | Full consolidation | 100.00%  |
|  Saint-Gobain Abrasives, Inc. | United States | Full consolidation | 100.00%  |
|  Saint-Gobain Ceramics & Plastics, Inc. | United States | Full consolidation | 100.00%  |
|  Saint-Gobain Corporation | United States | Full consolidation | 100.00%  |
|  GCP Applied Technologies, Inc. | United States | Full consolidation | 100.00%  |
|  Chryso | France | Full consolidation | 100.00%  |
|  Saint-Gobain Abrasifs | France | Full consolidation | 100.00%  |
|  Société Européenne des Produits Réfractaires - SEPR | France | Full consolidation | 100.00%  |
|  Saint-Gobain Sekurit France | France | Full consolidation | 100.00%  |
|  Grindwell Norton Ltd | India | Full consolidation | 51.59%  |
|  Saint-Gobain Sekurit Italia S.R.L. | Italy | Full consolidation | 100.00%  |
|  Saint-Gobain K.K. | Japan | Full consolidation | 100.00%  |
|  Saint-Gobain America S.A De C.V | Mexico | Full consolidation | 99.83%  |
|  Saint-Gobain Mexico | Mexico | Full consolidation | 99.83%  |
|  Saint-Gobain Abrasives BV | Netherlands | Full consolidation | 100.00%  |
|  Saint-Gobain HPM Polska Sp Zoo | Poland | Full consolidation | 100.00%  |
|  Saint-Gobain Innovative Materials Polska Sp Zoo | Poland | Full consolidation | 99.98%  |
|  Saint-Gobain Adfors CZ, S.R.O. | Czechia | Full consolidation | 100.00%  |
|  Saint-Gobain Sekurit CZ, Spol S.R.O | Czechia | Full consolidation | 99.99%  |

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|  Northern Europe | Country | Consolidation method | Percentage held directly and indirectly  |
| --- | --- | --- | --- |
|  Saint-Gobain Glass Deutschland GmbH, Stolberg* | Germany | Full consolidation | 99.99%  |
|  Flachglas Torgau GmbH, Torgau* | Germany | Full consolidation | 99.99%  |
|  Saint-Gobain Weisswasser GmbH, Aachen* | Germany | Full consolidation | 99.99%  |
|  Saint-Gobain Deutsche Glas GmbH, Stolberg* | Germany | Full consolidation | 99.99%  |
|  Vetrotech Saint-Gobain Deutschland GmbH* | Germany | Full consolidation | 99.99%  |
|  Saint-Gobain Glassolutions Isolierglas-Center GmbH, Bamberg* | Germany | Full consolidation | 99.99%  |
|  Kaimann GmbH | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Isover G+H Aktiengesellschaft* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Rigips GmbH* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Weber GmbH | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain PAM Deutschland GmbH | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Glassolutions Augustdorf* | Germany | Full consolidation | 99.99%  |
|  Saint-Gobain Brüggemann Holzbau GmbH, Neuenkirchen* | Germany | Full consolidation | 80.00%  |
|  Brüggemann Effizienzhaus GmbH, Neuenkirchen* | Germany | Full consolidation | 80.00%  |
|  SG Formula GmbH* | Germany | Full consolidation | 100.00%  |
|  SG Beteiligungen GmbH* | Germany | Full consolidation | 100.00%  |
|  Saint-Gobain Austria GmbH | Austria | Full consolidation | 100.00%  |
|  Saint-Gobain Denmark A/S | Denmark | Full consolidation | 100.00%  |
|  Saint-Gobain Distribution Denmark | Denmark | Full consolidation | 100.00%  |
|  Optimera Estonia A/S (currently AS Famar-Desi) | Estonia | Full consolidation | 100.00%  |
|  Saint-Gobain Finland OY | Finland | Full consolidation | 100.00%  |
|  Dahl Suomi OY | Finland | Full consolidation | 100.00%  |
|  Saint-Gobain Construction Products (Ireland) Limited | Ireland | Full consolidation | 100.00%  |
|  Glava As | Norway | Full consolidation | 100.00%  |
|  Saint-Gobain Byggevarer AS | Norway | Full consolidation | 100.00%  |
|  Brødrene Dahl As (Norway) | Norway | Full consolidation | 100.00%  |
|  Optimera As | Norway | Full consolidation | 100.00%  |
|  Saint-Gobain Polska Sp Zoo | Poland | Full consolidation | 99.99%  |
|  Saint-Gobain Construction Products Polska Sp Zoo | Poland | Full consolidation | 100.00%  |
|  Saint-Gobain Construction Products CZ AS | Czechia | Full consolidation | 100.00%  |
|  Saint-Gobain Construction Products Romania Srl | Romania | Full consolidation | 100.00%  |
|  Saint-Gobain Glass Romania Srl | Romania | Full consolidation | 100.00%  |
|  Saint-Gobain Glass (United Kingdom) Limited | United Kingdom | Full consolidation | 100.00%  |
|  Saint-Gobain Construction Products United Kingdom Ltd | United Kingdom | Full consolidation | 100.00%  |
|  Saint-Gobain Construction Products Russia ooo | Russia | Full consolidation | 100.00%  |
|  SG Construction Products S.R.O. | Slovakia | Full consolidation | 100.00%  |
|  Saint-Gobain Ecophon AB | Sweden | Full consolidation | 100.00%  |
|  Saint-Gobain Sweden AB | Sweden | Full consolidation | 100.00%  |
|  Dahl Sverige AB | Sweden | Full consolidation | 100.00%  |
|  Vetrotech Saint-Gobain International | Switzerland | Full consolidation | 100.00%  |
|  Saint-Gobain Weber AG | Switzerland | Full consolidation | 100.00%  |
|  Sanitas Troesch Ag | Switzerland | Full consolidation | 100.00%  |

438
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2024 CONSOLIDATED FINANCIAL STATEMENTS

|  Southern Europe - ME & Africa | Country | Consolidation method | Percentage held directly and indirectly  |
| --- | --- | --- | --- |
|  Saint-Gobain Construction Products South Africa (Pty) Ltd | South Africa | Full consolidation | 100.00%  |
|  Saint-Gobain Construction Products Belgium | Belgium | Full consolidation | 100.00%  |
|  SG Glass Egypte S.A.E. | Egypt | Full consolidation | 70.00%  |
|  Saint-Gobain Cristaleria S.L. | Spain | Full consolidation | 99.83%  |
|  Saint-Gobain Placo Iberica | Spain | Full consolidation | 99.83%  |
|  Saint-Gobain Idaplac. S.L. | Spain | Full consolidation | 99.83%  |
|  SG PAM Espana S.A. | Spain | Full consolidation | 99.83%  |
|  SG Isover Iberica S.L | Spain | Full consolidation | 99.83%  |
|  SG Weber Cemarksa S.A. | Spain | Full consolidation | 99.83%  |
|  Saint-Gobain Glass Solutions Menuisiers Industriels | France | Full consolidation | 100.00%  |
|  Saint-Gobain Glass France | France | Full consolidation | 100.00%  |
|  Eurofloat | France | Full consolidation | 50.00%  |
|  Placoplatre SA | France | Full consolidation | 99.80%  |
|  Saint-Gobain Isover | France | Full consolidation | 100.00%  |
|  Saint-Gobain Weber | France | Full consolidation | 100.00%  |
|  Saint-Gobain PAM Canalisation | France | Full consolidation | 100.00%  |
|  Distribution Sanitaire Chauffage | France | Full consolidation | 100.00%  |
|  Saint-Gobain Distribution Bâtiment France | France | Full consolidation | 100.00%  |
|  SG Eurocoustic | France | Full consolidation | 100.00%  |
|  SG Vitrage Bâtiment | France | Full consolidation | 100.00%  |
|  Saint-Gobain Glass Italia S.p.a | Italy | Full consolidation | 100.00%  |
|  Saint-Gobain Italia S.p.a | Italy | Full consolidation | 100.00%  |
|  SG PAM Italia | Italy | Full consolidation | 100.00%  |
|  Saint-Gobain Construction Products Nederland BV | Netherlands | Full consolidation | 100.00%  |
|  Izocam Ticaret VE Sanayi A.S. | Turkey | Full consolidation | 50.00%  |
|  Asia-Pacific | Country | Consolidation method | Percentage held directly and indirectly  |
| --- | --- | --- | --- |
|  CSR Limited | Australia | Full consolidation | 100.00%  |
|  SG Innovation Materials (Changxing) Co., Ltd | China | Full consolidation | 100.00%  |
|  Saint-Gobain India Private Limited | India | Full consolidation | 99.03%  |
|  Mag-Isover K.K. | Japan | Full consolidation | 100.00%  |
|  Saint-Gobain Vietnam Ltd | Vietnam | Full consolidation | 100.00%  |
|  Americas | Country | Consolidation method | Percentage held directly and indirectly  |
| --- | --- | --- | --- |
|  Saint-Gobain Argentina S.A | Argentina | Full consolidation | 100.00%  |
|  Cebrace Cristal Plano Ltda | Brazil | Full consolidation | 50.00%  |
|  Saint-Gobain Do Brasil Produtos Industriais e Para Construção Ltda | Brazil | Full consolidation | 100.00%  |
|  Saint-Gobain Canalização Ltda | Brazil | Full consolidation | 100.00%  |
|  Saint-Gobain Distribuição Brasil Ltda | Brazil | Full consolidation | 100.00%  |
|  Placo Do Brasil Ltda | Brazil | Full consolidation | 68.62%  |
|  Bailey Hunt Limited | Canada | Full consolidation | 100.00%  |
|  Building Products of Canada Corp. | Canada | Full consolidation | 100.00%  |
|  CertainTeed Canada, Inc. | Canada | Full consolidation | 100.00%  |
|  Kaycan Ltd | Canada | Full consolidation | 100.00%  |
|  KP Building Products Ltd | Canada | Full consolidation | 100.00%  |
|  Certain Teed LLC | United States | Full consolidation | 100.00%  |
|  CertainTeed Ceilings Corporation | United States | Full consolidation | 100.00%  |
|  GCP Applied Technologies, Inc. | United States | Full consolidation | 100.00%  |
|  Saint-Gobain Gypsum USA, Inc. | United States | Full consolidation | 100.00%  |
|  Saint-Gobain Mexico | Mexico | Full consolidation | 99.83%  |

* German consolidated subsidiary or sub-group with corporate or limited liability status and meeting the criteria under Articles 264 paragraph 3, 264b and 291 of the German Commercial Code (HGB) exempting the relevant entities and sub-groups from publishing their statutory and consolidated financial statements or notes to the financial statements and management reports (entities or sub-groups above or below the €100 million threshold).

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STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

## 8.2 STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

(For the year ended December 31, 2024)

## Opinion

In compliance with the engagement entrusted to us by your annual general meeting, we have audited the accompanying consolidated financial statements of the Compagnie de Saint-Gobain ("the Group") for the year ended on December 31, 2024.

In our opinion, the consolidated financial statements give a true and fair view of the assets and liabilities and of the financial position of the Group as at December 31, 2024, and of the results of its operations for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union.

The audit opinion expressed above is consistent with our report to the Audit and Risk Committee.

## Basis for opinion

### Audit Framework

We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Our responsibilities under those standards are further described in the Statutory Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report.

### Independence

We conducted our audit engagement in compliance with independence requirements of the French Commercial Code (Code de commerce) and the French Code of Ethics (Code de déontologie) for statutory auditors, for the period from January 1, 2024, to the date of our report, and specifically we did not provide any prohibited non-audit services referred to in Article 5(1) of Regulation (EU) No 537/2014.

### Justification of assessments – key audit matters

In accordance with the requirements of Articles L.821-53 and R.821-180 of the French Commercial Code (Code de commerce) relating to the justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period, as well as how we addressed those risks.

These matters were addressed in the context of our audit of the consolidated financial statements as a whole, approved in the conditions mentioned above, and in forming our opinion thereon, and we do not provide a separate opinion on specific items of the consolidated financial statements.

### Valuation of goodwill, intangible assets and property, plant &amp; equipment

#### Description of risk

The net carrying amounts of goodwill, others intangible assets and property, plant &amp; equipment were material at December 31, 2024, representing €14,236 million, €4,849 million, and €14,880 million, respectively, i.e. 55% of total assets.

These assets may present a risk of impairment due to internal or external factors, including decisions to change the Group's strategy in certain markets, a decline in Group performance, the Group's commitments to carbon neutrality, changes in competition, unfavorable market conditions and changes in legislation or regulations. These changes are likely to have an impact on the Group's forecast cash flow and, consequently, the recoverable amount of assets.

The impairment tests performed by Management using the method described in Note 7.5 to the consolidated financial statements led to book an impairment loss of €291 million in the year ended December 31, 2024 as indicated in Note 5.1.4 to the consolidated financial statements.

The valuation of these assets is a key audit matter, particularly for the cash generating units presenting a risk of impairment, given the materiality of their amount in the consolidated balance sheet and the high level of judgment required by Management in assessing impairment losses. Judgements include multiples of a normative basis of performance and assumptions regarding future changes in revenue in volume and value, profitability, investments and other cash flows related to the operation of these assets, as well as the determination of an appropriate discount rate applied to future cash flows.

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STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

## How our audit addressed this risk

We familiarized ourselves with the procedures implemented within the Group for impairment testing purposes, particularly with regard to the impacts of the Group's commitments to carbon neutrality and exercised our professional judgment to assess the position adopted by Management. We tested the effectiveness of the controls implemented by the Group to ensure the quality and reliability of these procedures and their consistency with data from the budget and the medium-term business plan prepared by Management.

We also assessed the consistency and relevance of Management's approach to determining the cash-generating units for asset impairment testing. We adapted our audit approach to the risk of impairment, which varies depending on the cash-generating unit.

Our valuation specialists performed an independent analysis of certain key assumptions used by Management for impairment testing purposes, in particular the discount rate, the average perpetual growth rate or multiples of a normative performance basis deemed appropriate to the valuation of cash-generating units, by referring to both external market data and comparable company analyses.

For the most sensitive cash-generating units presenting a risk of impairment, we analyzed the consistency of future cash flow projections with regard to past performance and our knowledge of the business, confirmed by interviews with the Heads of the relevant Businesses. We paid particularly close attention to the calculation of the normalized amount of terminal cash flows projected to perpetuity. We performed our own sensitivity analyses of certain key variables of the measurement model, particularly with regard to the inclusion of CO2 emissions when assessing the materiality of potential impacts on the recoverable amounts of the assets.

We verified that the disclosures provided in the notes 5.1.4, 7.1, 7.2, 7.3 et 7.5 to the consolidated financial statements on the valuation of goodwill, intangible assets and property, plant &amp; equipment, the underlying assumptions and sensitivity analyses were appropriate.

## Measurement of provisions related to asbestos litigations in the United-States of America

### Description of risk

As indicated in Note 9.2.2 to the consolidated financial statements, the risk of being called upon to finance the costs of the bankruptcy proceedings of DBMP, an affiliate of CertainTeed LLC which holds the historical liabilities of the former entity CertainTeed Corporation, is subject to a provision amounting to $405 million (€390 million) at December 31, 2024.

With regard to this funding risk, determining and measuring the provision recognized and assessing the appropriateness of the related disclosures in the notes to the consolidated financial statements are a key audit matter given the amounts involved and the high degree of estimation and judgment required by Management in determining this provision. Judgment is required, in particular, to assess the status and resolution of the ongoing legal proceedings (in particular the voluntary petition for relief under Chapter 11 of the US Bankruptcy Code): duration, cost, estimation of the number of current and future cases covered, definition of the damages by the judicial authority.

### How our audit addressed this risk

To obtain an understanding of contingent liabilities and litigation regarding asbestos in the United States and the related judgments made, we held discussions with Management at the Group and country level as well as at the main subsidiaries concerned. We also contacted certain law firms and external experts chosen by Management to assist them with the monitoring of these risks.

We:

- examined the minutes of the Board of Directors' meetings and the Group's risk mapping prepared by Management and presented to the Audit and Risk Committee;
- familiarized ourselves with the procedures implemented by Management when measuring the provisions for asbestos-related risks in the United States and determining the disclosures thereon in the notes to the consolidated financial statements;
- assessed the permanence of methods and performed a critical review of internal analyses relating to the evolution of the probability and possible impact of these risks by examining the new available information relating to the proceedings (correspondence, judgments, notifications, etc.). We also reviewed the responses to the confirmation letters of the law firms chosen by Management, particularly in terms of their experience at resolving comparable situations in the past. We also used our professional judgment to assess the positions adopted by Management, to see where they fell within risk assessment ranges and the consistency of those positions over time;
- verified the arithmetical accuracy of the calculations of changes in provisions and the consistency of the main items of change in relation to the underlying data, in particular the payments made during the year in respect of these risks.

We assessed the appropriateness of the disclosures provided in note 9.2.2 to the consolidated financial statements regarding these items of litigation and contingent liabilities identified.

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STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

## Specific verifications

We have also performed, in accordance with professional standards applicable in France, the specific verifications required by laws and regulations of the information pertaining to the Group presented in the management report of Board of Directors.

We have no matters to report as to its fair presentation and its consistency with the consolidated financial statements.

## Other legal and regulatory verifications or information

### Format of presentation of the consolidated financial statements intended to be included in the annual financial report

We have also verified, in accordance with the professional standard applicable in France relating to the procedures performed by the statutory auditor relating to the annual and consolidated financial statements presented in the European single electronic format, that the presentation of the consolidated financial statements intended to be included in the annual financial report mentioned in Article L. 451-1-2, I of the French Monetary and Financial Code (Code monétaire et financier), prepared under the responsibility of the General and Managing Director, complies with the single electronic format defined in the European Delegated Regulation No 2019/815 of December 17, 2018. As it relates to consolidated financial statements, our work includes verifying that the tagging of these consolidated financial statements complies with the format defined in the above delegated regulation.

Based on the work we have performed, we conclude that the presentation of the consolidated financial statements intended to be included in the annual financial report complies, in all material respects, with the European single electronic format.

We have no responsibility to verify that the consolidated financial statements that will ultimately be included by your company in the annual financial report filed with the AMF are in agreement with those on which we have performed our work.

### Appointment of the statutory auditors

We were appointed as statutory auditors of Compagnie de Saint-Gobain by the annual general meeting held on June 10, 2004, for KPMG and on June 2, 2022, for Deloitte &amp; Associés.

As at December 31, 2024, KPMG and Deloitte &amp; Associés were in the 21st year and 3rd year of total uninterrupted engagement.

## Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with International Financial Reporting Standards as adopted by the European Union, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless it is expected to liquidate the Company or to cease operations.

The Audit and Risk Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risks management systems and where applicable, its internal audit, regarding the accounting and financial reporting procedures.

The consolidated financial statements were approved by the Board of Directors.

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FINANCIAL AND ACCOUNTING INFORMATION

STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

# Statutory auditors' responsibilities for the audit of the consolidated financial statements

## Objectives and audit approach

Our role is to issue a report on the consolidated financial statements. Our objective is to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As specified in Article L. 821-55 of the French Commercial Code (Code de commerce), our statutory audit does not include assurance on the viability of the Company or the quality of management of the affairs of the Company.

As part of an audit conducted in accordance with professional standards applicable in France, the statutory auditor exercises professional judgment throughout the audit and furthermore:

- Identifies and assesses the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, designs and performs audit procedures responsive to those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for his opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control.
- Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management in the consolidated financial statements.
- Assesses the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. If the statutory auditor concludes that a material uncertainty exists, there is a requirement to draw attention in the audit report to the related disclosures in the consolidated financial statements or, if such disclosures are not provided or inadequate, to modify the opinion expressed therein.
- Evaluates the overall presentation of the consolidated financial statements and assesses whether these statements represent the underlying transactions and events in a manner that achieves fair presentation.
- Obtains sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. The statutory auditor is responsible for the direction, supervision and performance of the audit of the consolidated financial statements and for the opinion expressed on these consolidated financial statements.

## Report to the Audit and Risk Committee

We submit a report to the Audit and Risk Committee which includes in particular a description of the scope of the audit and the audit program implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and financial reporting procedures that we have identified.

Our report to the Audit and Risk Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the audit of the consolidated financial statements of the current period and which are therefore the key audit matters, that we are required to describe in this report.

We also provide the Audit and Risk Committee with the declaration provided for in Article 6 of Regulation (EU) N°537-2014, confirming our independence within the meaning of the rules applicable in France such as they are set in particular by Articles L.821-27 to L.821-34 of the French Commercial Code and in the French Code of Ethics (Code de déontologie) for statutory auditors. Where appropriate, we discuss with the Audit and Risk Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards.

Paris-La Défense, February 27, 2025

The Statutory Auditors

French original signed by

KPMG S.A.

Pierre-Antoine DUFFAUD

Laurent CHILLET

Deloitte &amp; Associés

Frédéric GOURD

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## B.3 COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## INCOME STATEMENT

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  OPERATING REVENUE |  |   |
|  SALES | 393 | 370  |
|  Other operating income | 107 | 32  |
|  TOTAL | 500 | 402  |
|  OPERATING EXPENSES |  |   |
|  Other purchases and external charges | (447) | (355)  |
|  Taxes other than on income | (9) | (9)  |
|  Payroll costs | (91) | (85)  |
|  Depreciation, amortization, impairment and provisions | (26) | (47)  |
|  Other operating expenses | (2) | (1)  |
|  TOTAL | (575) | (497)  |
|  OPERATING INCOME/(LOSS) (NOTE 2) | (75) | (95)  |
|  FINANCIAL INCOME |  |   |
|  Income from investments in subsidiaries and affiliates | 1,332 | 1,057  |
|  Income from loans and other investments | 558 | 491  |
|  Other financial income | 206 | 116  |
|  TOTAL | 2,096 | 1,664  |
|  FINANCIAL EXPENSE |  |   |
|  Interest expense | (579) | (432)  |
|  Other financial expense | (7) | (6)  |
|  TOTAL | (586) | (438)  |
|  NET FINANCIAL INCOME (NOTE 3) | 1,510 | 1,226  |
|  INCOME BEFORE TAX AND EXCEPTIONAL ITEMS | 1,435 | 1,131  |
|  NET EXCEPTIONAL INCOME/(EXPENSE) (NOTE 4) | (93) | (61)  |
|  INCOME TAXES (NOTE 5) | 141 | 159  |
|  NET INCOME | 1,483 | 1,229  |

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FINANCIAL AND ACCOUNTING INFORMATION
COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# BALANCE SHEET

## Assets

|  (in EUR millions) | Dec. 31, 2024 |   |   | Dec. 31, 2023  |
| --- | --- | --- | --- | --- |
|   |  Gross | Depreciation, amortization, and impairment | Net  |   |
|  INTANGIBLE ASSETS (Note 6) | 18 | (13) | 5 | 3  |
|  PROPERTY, PLANT AND EQUIPMENT (Note 7) | 98 | (45) | 53 | 60  |
|  Investments in subsidiaries and affiliates | 16,272 | (26) | 16,246 | 14,093  |
|  Loans and advances to subsidiaries and affiliates | 16,368 | 0 | 16,368 | 14,400  |
|  Other financial investments | 159 | 0 | 159 | 161  |
|  FINANCIAL INVESTMENTS (Note 8) | 32,799 | (26) | 32,773 | 28,654  |
|  NON-CURRENT ASSETS | 32,915 | (84) | 32,831 | 28,717  |
|  Other receivables | 661 | 0 | 661 | 1,130  |
|  Marketable securities | 5,801 | 0 | 5,801 | 5,144  |
|  Cash and cash equivalents | 1,364 | 0 | 1,364 | 1,723  |
|  CURRENT ASSETS (Note 11) | 7,826 | 0 | 7,826 | 7,997  |
|  Accruals | 79 | 0 | 79 | 73  |
|  TOTAL ASSETS | 40,820 | (84) | 40,736 | 36,787  |

## Shareholders' equity and liabilities

|  (in EUR millions) | Dec. 31, 2024 | Dec. 31, 2023  |
| --- | --- | --- |
|  Capital stock | 1,996 | 2,026  |
|  Additional paid-in capital | 2,839 | 3,419  |
|  Revaluation reserve | 45 | 45  |
|  Other reserves | 3,120 | 3,123  |
|  Unappropriated retained earnings | 7,834 | 7,652  |
|  Net income for the year | 1,483 | 1,229  |
|  Untaxed provisions (Note 14) | 3 | 3  |
|  SHAREHOLDERS' EQUITY (NOTE 12) | 17,320 | 17,497  |
|  Other equity (Note 13) | 170 | 170  |
|  Provisions (Note 14) | 372 | 345  |
|  Bonds | 13,593 | 11,497  |
|  Other debt | 8,845 | 6,981  |
|  Other payables | 428 | 288  |
|  Accruals | 8 | 9  |
|  TOTAL LIABILITIES | 40,736 | 36,787  |

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# NOTES TO THE 2024 ANNUAL FINANCIAL STATEMENTS

|  NOTE 1 | ACCOUNTING PRINCIPLES AND METHODS | 447  |
| --- | --- | --- |
|  NOTE 2 | OPERATING INCOME/(LOSS) | 448  |
|  NOTE 3 | NET FINANCIAL INCOME | 449  |
|  NOTE 4 | EXCEPTIONAL ITEMS | 449  |
|  NOTE 5 | INCOME TAXES | 449  |
|  NOTE 6 | INTANGIBLE ASSETS | 449  |
|  NOTE 7 | PROPERTY, PLANT AND EQUIPMENT | 450  |
|  NOTE 8 | FINANCIAL INVESTMENTS | 450  |
|  NOTE 9 | INVESTMENT PORTFOLIO | 452  |
|  NOTE 10 | INFORMATION ABOUT SUBSIDIARIES AND AFFILIATES | 453  |
|  NOTE 11 | CURRENT ASSETS | 454  |
|  NOTE 12 | SHAREHOLDERS' EQUITY | 455  |
|   | 12.1 Changes in shareholders' equity | 455  |
|   | 12.2 Stock option plans | 456  |
|   | 12.3 Performance share plans | 457  |
|   | 12.4 Performance unit plans | 457  |
|   | 12.5 Compagnie de Saint-Gobain Group Savings Plan (PEG) | 458  |
|   | 12.6 Potential number of shares | 458  |
|  NOTE 13 | OTHER EQUITY | 459  |
| --- | --- | --- |
|  NOTE 14 | PROVISIONS | 459  |
|  NOTE 15 | DEBT AND PAYABLES | 460  |
|   | 15.1 Perpetual bonds | 461  |
|   | 15.2 Main changes in bond debt | 461  |
|   | 15.3 Financing programs | 462  |
|  NOTE 16 | RELATED-PARTY TRANSACTIONS | 462  |
|   | 16.1 Transactions with related companies | 462  |
|   | 16.2 Transactions with other related parties | 463  |
|  NOTE 17 | OFF-BALANCE SHEET COMMITMENTS | 463  |
|  NOTE 18 | INFORMATION ON FEES PAID TO THE STATUTORY AUDITORS | 464  |
|  NOTE 19 | EMPLOYEES | 464  |
|  NOTE 20 | LITIGATION | 464  |
|   | 20.1 Competition law and related proceedings | 464  |
|   | 20.2 Asbestos-related litigation | 465  |
|   | 20.3 Environmental disputes | 466  |
|   | 20.4 Other contingent liabilities | 467  |
|   | 20.5 Other proceedings and disputes | 467  |
|  NOTE 21 | SUBSEQUENT EVENTS | 467  |

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FINANCIAL AND ACCOUNTING INFORMATION

COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

The financial statements cover the 12-month period from January 1 to December 31, 2024.

The following notes are an integral part of the annual financial statements.

These financial statements were adopted on February 27, 2025 by the Board of Directors.

# NOTE 1 ACCOUNTING PRINCIPLES AND METHODS

The financial statements of Compagnie de Saint-Gobain have been drawn up in accordance with the French Chart of Accounts, French law, and accounting principles generally accepted in France. Regulation no. 2022-06 issued by the French accounting standards-setter (Autorité des normes comptables - ANC) introduces new rules into the French Chart of Accounts with effect from January 1, 2025. Compagnie de Saint-Gobain did not apply these rules ahead of that date.

The financial statements include the accounts of Compagnie de Saint-Gobain's German branch.

## Intangible assets

Intangible assets are carried at acquisition cost (including incidental expenses) and are amortized over their estimated useful lives, ranging from three to ten years.

## Property, plant and equipment

Property, plant and equipment are carried at acquisition cost (purchase price plus incidental expenses). They are depreciated over their estimated useful lives using the straight-line method. The most commonly used useful lives are as follows:

|  Buildings | 40 to 50 years | Straight-line  |
| --- | --- | --- |
|  Improvements and additions | 12 years | Straight-line  |
|  Fixtures and fittings | 5 to 12 years | Straight-line  |
|  Office furniture | 10 years | Straight-line  |
|  Office equipment | 5 years | Straight-line  |
|  Vehicles | 4 years | Straight-line  |
|  IT equipment | 3 years | Straight-line  |

## Financial investments

On initial recognition, investments in subsidiaries and affiliates are stated at cost including incidental expenses. Periodically, and particularly when an inventory is performed, the net carrying amount of the investments is compared with their fair value (value in use). Fair value is estimated based on various criteria: the Company's equity in the underlying net assets, proportion of consolidated net assets, net present value of future cash flows, excluding interest expense but after tax, based on business plans (or long-term budget projections), or a multiple of a normative performance basis.

When the fair value of the investments falls below their carrying amount, a provision is set aside for impairment. No unrealized capital gain is recorded if their fair value exceeds their carrying amount, and unrealized capital gains and losses are not offset.

## Treasury shares

Treasury shares held by the Company for cancelation are recorded in the balance sheet under "Other investment securities". They are carried at acquisition cost and are not revalued or provisioned.

Treasury shares held by the Company for allocation upon exercise of stock options are recorded in the balance sheet under "Marketable securities".

Treasury shares held by the Company for allocation under performance share plans are also recorded in the balance sheet under "Marketable securities". These shares are valued in accordance with the first in/first out (FIFO) method, and are not revalued or provisioned.

Where appropriate, a provision for contingencies and charges is recognized in respect of these plans, corresponding to the outflow of resources expected by the Company. This is calculated based on the number of shares likely to be delivered to the beneficiaries and the acquisition cost of the shares at the date they are allocated to the plan or the likely cost of repurchasing the shares as measured at the reporting date. The provision is recognized on a pro rata basis over the vesting period.

## Receivables

Receivables are stated at nominal value. A provision is set aside for impairment when their realizable value is less than their book value.

## Marketable securities

Marketable securities mainly include units in money market funds (OPCVM and FCP) and are stated at the lower of acquisition cost and market value at year-end.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## Foreign currency transactions

Income and expenses in foreign currencies are recorded at the euro exchange rate prevailing on the transaction date. Receivables, payables and bank balances in foreign currencies are translated at the year-end exchange rate, along with the related hedging instruments, and differences arising on translation are recorded under translation gains or losses. Provisions are booked for any exceptional unrealized translation losses that are not hedged.

## Risk management/financial instruments

Liquidity risk is managed with the main objective of ensuring the timely rollover of the Group's financing at an optimal cost. Long-term debt therefore systematically represents a high proportion of overall debt. At the same time, the maturity schedules of long-term debt are set in such a way that replacement capital market issues are spread over time.

Currency, interest rate and commodity (energy and raw material price) risks arising from the Group's international operations are hedged by Compagnie de Saint-Gobain, mainly on behalf of subsidiaries. Currency risk is primarily hedged through forward purchase and sale contracts and currency options, while interest rate risk is hedged mainly through swaps and cross-currency swaps.

Compagnie de Saint-Gobain applies regulation no. 2015-05 of July 2, 2015 issued by the French accounting standards-setter (Autorité des normes comptables - ANC) on forward financial instruments and hedging operations.

## Pension obligations

The Company's obligations under supplementary pension plans and retirement bonuses are measured by independent actuaries using the projected unit credit method (based on final salary and benefit obligations as determined at the measurement date). Pension obligations are included within provisions for contingencies and charges.

Actuarial gains and losses arising in the year under defined-benefit retirement plans are recognized immediately and in full in the income statement.

The provision for retirement bonuses has been calculated in accordance with the November 17, 2021 revision to Recommendation No. 2013-02 issued by the French accounting standards-setter (ANC) regarding the rules for measuring and recognizing pension and other benefit obligations.

## Tax consolidation agreements

Compagnie de Saint-Gobain is the parent company of a tax consolidation group under the group relief regime provided for in Articles 223 A et seq. of the French Tax Code (Code général des impôts).

The tax consolidation agreements between Compagnie de Saint-Gobain and its subsidiaries provide for tax neutrality for consolidated subsidiaries. In their relationship with Compagnie de Saint-Gobain, the consolidating parent company, the subsidiaries discharge their taxes as if they had been taxed on a stand-alone basis. When loss-making companies leave the Group, they are not, in principle, entitled to any payments for losses transferred to the consolidating parent company during the consolidation period.

## NOTE 2 OPERATING INCOME/(LOSS)

The operating loss improved by €20 million compared with 2023, due mainly to an increase in discount rates used to determine pension obligations in 2024, which led to a decrease in these obligations and a corresponding increase in operating income (impact of actuarial gains and losses).

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# NOTE 3 NET FINANCIAL INCOME

Net financial income increased by €284 million to €1,510 million in 2024 from €1,226 million in 2023.

The year-on-year change is primarily attributable to the €275 million increase in investment income. Dividends received from subsidiaries rose by €389 million to €1,278 million in 2024, while 2024 profit transferred from subsidiaries of the German branch decreased by €114 million.

In addition, lower interest rates led to a €71 million decrease in net interest income, while income from sales of marketable securities increased by €62 million.

# NOTE 4 EXCEPTIONAL ITEMS

The Company recorded a net exceptional expense of €93 million in 2024 compared to a net exceptional expense of €61 million in 2023. The expense in 2024, as in 2023, was primarily due to an increase in provisions related to the Group's long-term compensation plans.

# NOTE 5 INCOME TAXES

The Company recorded an income tax benefit of €141 million in 2024, comprising a €142 million income tax benefit under the tax consolidation regime in France and a €1 million income tax expense for the German entity.

The French tax group generated a tax profit in 2024. 50% of the 2024 tax profit is therefore charged against tax losses carried forward from prior years. At December 31, 2024, total cumulative tax loss carry-forwards represented €182 million.

Compagnie de Saint-Gobain's permanent German establishment is the head of the Group's Organschaft local tax consolidation regime.

At December 31, 2024, future tax savings corresponding to the branch's unused tax loss carry-forwards amounted to €35 million.

# NOTE 6 INTANGIBLE ASSETS

|  (in EUR millions) | Intangible assets |   |   |   |   |   | Amortization |   | Net value  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  Gross at Jan. 1, 2024 | Additions | Disposals (retirements) | Transfer of intangible assets under construction | Gross at Dec. 31, 2024 | Accumulated at Jan. 1, 2024 | Increases | Decreases | Accumulated at Dec. 31, 2024  |
|  Purchased goodwill | 1 |  |  |  | 1 | 1 |  |  | 1  |
|  Other intangible assets | 55 |  | (41) | 0 | 14 | 52 | 1 | (41) | 12  |
|  Intangible assets in progress | 0 | 3 |  | 0 | 3 | 0 |  |  | 3  |
|  TOTAL | 56 | 3 | (41) | 0 | 18 | 53 | 1 | (41) | 13  |

The reduction in the gross value and in amortization of other intangible assets reflects the decommissioning of old software no longer in use.

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# NOTE 7 PROPERTY, PLANT AND EQUIPMENT

| (in EUR millions) | Property, plant and equipment | Depreciation |
| --- | --- | --- |
| Gross at Jan. 1, 2024 | Additions | Disposals (retirements) | Transfer of intangible assets under construction | Gross at Dec. 31, 2024 | Accumulated at Jan. 1, 2024 | Increases | Decreases | Accumulated at Dec. 31, 2024 | Net value at Dec. 31,2024 |
| Land | 0 | 0 |  |  | 0 | 0 |  |  | 0 |
| Buildings | 1 |  |  |  | 1 | 1 | 0 |  | 1 |
| Other | 94 | 5 | (3) | 0 | 96 | 34 | 10 | 0 | 44 |
| Assets under construction | 0 | 1 |  | 0 | 1 | 0 |  |  | 0 |
| Prepayments | 0 |  |  |  | 0 | 0 |  |  | 0 |
| TOTAL | 95 | 6 | (3) |  | 98 | 35 | 10 | 0 | 45 |

# NOTE 8 FINANCIAL INVESTMENTS

|  (in EUR millions) | Financial investments  |   |   |   |
| --- | --- | --- | --- | --- |
|   |  Gross at Jan. 1, 2024 | Increases | Decreases | Gross at Dec. 31, 2024  |
|  Investments in subsidiaries and affiliates | 14,136 | 2,136 | 0 | 16,272  |
|  Loans and advances to subsidiaries and affiliates | 14,400 | 5,980 | (4,012) | 16,368  |
|  Other investment securities | 109 | 862 | (971) | 0  |
|  Loans | 51 | 155 | (48) | 158  |
|  Other financial investments | 1 | 1 | (1) | 1  |
|  TOTAL | 28,697 | 9,134 | (5,032) | 32,799  |
|  (in EUR millions) | Impairment  |   |   |   |
| --- | --- | --- | --- | --- |
|   |  Gross at Jan. 1, 2024 | Increases | Decreases | Gross at Dec. 31, 2024  |
|  Investments in subsidiaries and affiliates | 43 | 0 | (17) | 26  |
|  Loans and advances to subsidiaries and affiliates | 0 | 0 | 0 | 0  |
|  Other investment securities | 0 | 0 | 0 | 0  |
|  Loans | 0 | 0 | 0 | 0  |
|  Other financial investments | 0 | 0 | 0 | 0  |
|  TOTAL | 43 | 0 | (17) | 26  |

In 2024, the increase in investments in subsidiaries and affiliates relates to two capital increases carried out by Saint-Gobain Europe du Nord, on June 25, 2024 for €1,380 million and on December 17, 2024 for €756 million.

Most loans and advances to subsidiaries and affiliates are due in more than one year.

Movements in other investment securities correspond to treasury shares (see the section below).

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

Movements in treasury shares (outside the scope of the liquidity agreement)

|  (numbers) | Treasury shares allocated for cancelation | Total other financial assets (a) | Treasury shares allocated to performance share plans (b) | Treasury shares allocated to stock option plans (c) | Total marketable securities d = (b) + (c) | Total treasury shares (a) + (d)  |
| --- | --- | --- | --- | --- | --- | --- |
|  AT DECEMBER 31, 2022 | 1,764,695 | 1,764,695 | 1,652,538 | 298,768 | 1,951,306 | 3,716,001  |
|  Shares purchased in 2023 | 14,524,412 | 14,524,412 | 880,949 | 0 | 880,949 | 15,405,361  |
|  Shares canceled in 2023 | (14,206,358) | (14,206,358) | 0 | 0 | 0 | (14,206,358)  |
|  Transfer of marketable securities in 2023 | 0 | 0 | 64,248 | (64,248) | 0 | 0  |
|  Deliveries | 0 | 0 | (1,159,695) | (45,373) | (1,205,068) | (1,205,068)  |
|  AT DECEMBER 31, 2023 | 2,082,749 | 2,082,749 | 1,438,040 | 189,147 | 1,627,187 | 3,709,936  |
|  Shares purchased in 2024 | 9,352,178 | 9,352,178 | 1,100,000 | 0 | 1,100,000 | 10,452,178  |
|  Shares canceled in 2024 | (11,434,927) | (11,434,927) | 0 | 0 | 0 | (11,434,927)  |
|  Other movements | 0 | 0 | 0 | 0 | 0 | 0  |
|  Deliveries | 0 | 0 | (1,169,085) | (57,141) | (1,226,226) | (1,226,226)  |
|  AT DECEMBER 31, 2024 | 0 | 0 | 1,368,955 | 132,006 | 1,500,961 | 1,500,961  |
|  Gross value (in EUR millions) | Treasury shares allocated for cancelation | Total other financial assets (a) | Treasury shares allocated to performance share plans (b) | Treasury shares allocated to stock option plans (c) | Total marketable securities d = (b) + (c) | Total treasury shares (a) + (d)  |
| --- | --- | --- | --- | --- | --- | --- |
|  AT DECEMBER 31, 2022 | 80 | 80 | 85 | 14 | 99 | 179  |
|  Shares purchased in 2023 | 787 | 787 | 57 | 0 | 57 | 844  |
|  Shares canceled in 2023 | (758) | (758) | 0 | 0 | 0 | (758)  |
|  Transfer of marketable securities in 2023 | 0 | 0 | 2 | (2) | 0 | 0  |
|  Deliveries | 0 | 0 | (60) | (2) | (62) | (62)  |
|  AT DECEMBER 31, 2023 | 109 | 109 | 84 | 10 | 94 | 203  |
|  Shares purchased in 2024 | 725 | 725 | 96 | 0 | 96 | 821  |
|  Shares canceled in 2024 | (834) | (834) | 0 | 0 | 0 | (834)  |
|  Other movements | 0 | 0 | 0 | 0 | 0 | 0  |
|  Deliveries | 0 | 0 | (67) | (3) | (70) | (70)  |
|  AT DECEMBER 31, 2024 | 0 | 0 | 113 | 7 | 120 | 120  |

In all, 6,475,181 shares were canceled on June 14, 2024 and 4,959,746 shares were canceled on December 3, 2024, representing a total of 11,434,927 shares canceled.

In 2024, 1,169,085 treasury shares were remitted under existing performance share plans (of which 1,167,635 in November under the 2020 performance share plan), versus 1,159,695 shares in 2023, and 57,141 treasury shares were remitted under existing stock option plans versus 45,373 shares in 2023.

At December 31, 2024, 1,500,961 treasury shares were held, of which:

- 132,006 treasury shares to cover stock option plans;
- 1,368,955 treasury shares to cover employee share plans;
- 0 treasury shares to be canceled.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

NOTE 9 INVESTMENT PORTFOLIO

|   |   | Country (in EUR millions) | % interest | Number of shares  |
| --- | --- | --- | --- | --- |
|  Société de Participations Financières et Industrielles - SPAFI |   |  |  |   |
|  Partidis |   | France | 6,660 | 100.00%  |
|  Saint-Gobain Europe du Nord |   | France | 2,266 | 100.00%  |
|  Saint-Gobain Benelux |   | Belgium | 5,598 | 100.00%  |
|  Saint-Gobain Do Brasil |   | Brazil | 400 | 100.00%  |
|  Saint-Gobain Cristaleria |   | Spain | 259 | 55.31%  |
|  Saint-Gobain Isover G+H AG |   | Germany | 211 | 16.36%  |
|  Saint-Gobain PPL Isofluor GmbH |   | Germany | 155 | 100.00%  |
|  Saint-Gobain Innovative Materials |   | Belgium | 154 | 100.00%  |
|  Saint-Gobain Glass Deutschland GmbH |   | Germany | 157 | 15.00%  |
|  Saint-Gobain Beteiligungen GmbH |   | Germany | 86 | 60.00%  |
|  Saint-Gobain Sekurit Deutschland GmbH |   | Germany | 76 | 100.00%  |
|  Saint-Gobain Diamond Werkzeuge GmbH |   | Germany | 73 | 60.00%  |
|  Société Europeenne des Produits Refractaires - SEPR |   | France | 61 | 100.00%  |
|  Saint-Gobain PAM |   | France | 53 | 25.73%  |
|  Saint-Gobain Immobilien GmbH |   | Germany | 32 | 8.10%  |
|  SCI Île-de-France |   | France | 0 | 100.00%  |
|  INVESTMENTS IN SUBSIDIARIES AND AFFILIATES |   |   | 16,246 |   |
|  Compagnie de Saint-Gobain (treasury stock held for cancellation) |   | France | 0 | 0  |
|  OTHER INVESTMENT SECURITIES |   |   | 0 |   |
|  TOTAL |   |   | 16,246 |   |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION

COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# NOTE 10 INFORMATION ABOUT SUBSIDIARIES AND AFFILIATES

Information on direct holdings of Compagnie de Saint-Gobain whose book value exceeds 1% of capital:

|  COMPANY (in EUR millions) | Capital stock | Reserves | % interest | Book value of shares held |   | Loans and advances granted by the Company | Guarantees given by the Company | 2024 sales | 2024 net income/ (loss) | Dividends received by the Company in 2024  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |   |   |  Gross | Net  |   |   |   |   |   |
|  1 - SUBSIDIARIES |  |  |  |  |  |  |  |  |  |   |
|  At least 50%-owned |  |  |  |  |  |  |  |  |  |   |
|  by the Company |  |  |  |  |  |  |  |  |  |   |
|  SPAFI |  |  |  |  |  |  |  |  |  |   |
|  12, place de l'Iris |  |  |  |  |  |  |  |  |  |   |
|  92400 Courbevoie | 3,012 | 5,223 | 100.00 | 6,660 | 6,660 | 3,245 | 0 | 0 | 874 | 673  |
|  Partidis |  |  |  |  |  |  |  | 0 | 0 |   |
|  12, place de l'Iris |  |  |  |  |  |  |  | 0 | 0 |   |
|  92400 Courbevoie | 259 | 95 | 100.00 | 2,266 | 2,266 | 605 | 0 | 3 | 427 | 564  |
|  S-G Europe du Nord |  |  |  |  |  |  |  | 0 | 0 |   |
|  12, place de l'Iris |  |  |  |  |  |  |  | 0 | 0 |   |
|  92400 Courbevoie | 1,537 | 3,347 | 100.00 | 5,598 | 5,598 | 4,709 | 0 | 8 | 24 | 0  |
|  S. G. Benelux |  |  |  |  |  |  |  | 0 | 0 |   |
|  6, Avenue Einstein, |  |  |  |  |  |  |  | 0 | 0 |   |
|  1300 Wavre, Belgium | 400 | 13 | 100.00 | 400 | 400 | 0 | 0 | 0 | 16 | 0  |
|  S. G. Isover G+H AG |  |  |  |  |  |  |  | 0 | 0 |   |
|  1 Burgermeister-Grünzweig Strasse |  |  |  |  |  |  |  | 0 | 0 |   |
|  D-67059 Ludwigshafen | 82 | 11 | 100.00 | 155 | 155 | 0 | 0 | 385 | 25 | 25  |
|  S. G. PPL Isofluor GmbH |  |  |  |  |  |  |  | 0 | 0 |   |
|  Ziegeleistrasse 2 / Kreitzweg |  |  |  |  |  |  |  | 0 | 0 |   |
|  D-41472, Neuss | 23 | 133 | 100.00 | 154 | 154 | 0 | 0 | 10 | 32 | 32  |
|  S. G. Glass Deutschland GmbH |  |  |  |  |  |  |  | 0 | 0 |   |
|  Nikolausstrasse 1 |  |  |  |  |  |  |  | 0 | 0 |   |
|  D-52222, Stolberg | 102 | 32 | 60.00 | 87 | 86 | 0 | 0 | 360 | -1 | -1  |
|  S G Do Brasil |  |  |  |  |  |  |  | 0 | 0 |   |
|  482, avenida Santa Marina - Agua Branca |  |  |  |  |  |  |  | 0 | 0 |   |
|  05036-903 São Paulo-SP, Brésil | 264 | 342 | 55.31 | 259 | 259 | 0 | 0 | 899 | 61 | 22  |
|  Saint-Gobain Autoglas GmbH |  |  |  |  |  |  |  | 0 | 0 |   |
|  Glasstrasse 1 |  |  |  |  |  |  |  | 0 | 0 |   |
|  D-52134, Herzogenrath | 102 | 20 | 60.00 | 73 | 73 | 0 | 0 | 108 | 3 | 3  |
|  Saint-Gobain Diamant Werkzeuge GmbH |  |  |  |  |  |  |  | 0 | 0 |   |
|  Schuetzenwall 13-17 |  |  |  |  |  |  |  | 0 | 0 |   |
|  D-22844, Norderstedt | 10 | 51 | 100.00 | 61 | 61 | 0 | 0 | 33 | (4) | (4)  |
|  Saint-Gobain Beteiligungen GmbH |  |  |  |  |  |  |  | 0 | 0 |   |
|  Krefelder Straße 195 |  |  |  |  |  |  |  | 0 | 0 |   |
|  D-52070, Aachen | 15 | 151 | 100.00 | 76 | 76 | 0 | 0 | 0 | 22 | 0  |

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

|  COMPANY (in EUR millions) | Capital stock | Reserves | % interest | Book value of shares held |   | Loans and advances granted by the Company | Guarantees given by the Company | 2024 sales | 2024 net income/ (loss) | Dividends received by the Company in 2024  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |   |   |   |  Gross | Net  |   |   |   |   |   |
|  2 - AFFILIATES |  |  |  |  |  |  |  |  |  |   |
|  10%- to 50%-owned |  |  |  |  |  |  |  |  |  |   |
|  by the Company |  |  |  |  |  |  |  |  |  |   |
|  S. G. Cristaleria |  |  |  |  |  |  |  |  |  |   |
|  132, Principe de Vergara |  |  |  |  |  |  |  |  |  |   |
|  28002 Madrid, Spain | 135 | 779 | 16.36 | 211 | 211 | 460 | 0 | 310 | 158 | 12  |
|  S. G. Innovative Materials |  |  |  |  |  |  |  |  |  |   |
|  6, Avenue Einstein, |  |  |  |  |  |  |  |  |  |   |
|  1300 Wavre, Belgium | 391 | (267) | 15.00 | 161 | 157 | 0 | 0 | 158 | 4 | 0  |
|  SEPR |  |  |  |  |  |  |  |  |  |   |
|  12, place de l'Iris |  |  |  |  |  |  |  |  |  |   |
|  92400 Courbevoie | 63 | 20 | 25.73 | 53 | 53 | 0 | 0 | 207 | 27 | 6  |
|  OTHER |  |  |  |  |  |  |  |  |  |   |
|  Subsidiaries over 50%-owned |  |  |  |  |  |  |  |  |  |   |
|  Total French companies |  |  |  | 3 | 3 |  |  |  |  | 6  |
|  Total foreign companies |  |  |  |  |  |  |  |  |  |   |
|  Affiliates (10%- to 50%-owned) |  |  |  |  |  |  |  |  |  |   |
|  Total French companies |  |  |  |  |  |  |  |  |  |   |
|  Total foreign companies |  |  |  |  |  |  |  |  |  |   |
|  Other investments |  |  |  | 53 | 32 |  |  |  |  |   |
|  Treasury stock held for cancellation |  |  |  | 0 | 0 |  |  |  |  |   |
|  TOTAL |  |  |  | 16,272 | 16,246 | 7,404 | 0 | 2,481 | 1,668 | 1,332  |

The amounts shown for subsidiaries of the German branch corresponds to the 2024 profit or loss transferred under the tax consolidation system.

# NOTE 11 CURRENT ASSETS

## Other receivables

This item includes receivables and loans granted by the Company with a maturity of less than one year. Other receivables totaled €661 million at December 31, 2024 and €1,130 million at December 31, 2023. At December 31, 2024, other receivables mainly comprise €221 million in current account advances to subsidiaries (€971 million at end-2023), €187 million in accounts receivable - Group (€59 million at end-2023), €121 million in mark-to-market adjustments on swap and option contracts (€1 million at end-2023) and €32 million in tax receivables (€38 million at end-2023).

## Maturities of receivables reported under "Current assets"

|  (in EUR millions) | Due  |   |   |
| --- | --- | --- | --- |
|   |  Gross | Within 1 year | Beyond 1 year  |
|  Other receivables | 661 | 661 | 0  |
|  Prepayments | 18 | 3 | 15  |
|  Deferred charges | 61 | 20 | 41  |
|  TOTAL PREPAYMENTS AND DEFERRED CHARGES | 79 | 23 | 56  |
|  Provision for doubtful receivables | 0 | 0 | 0  |

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION

COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# Marketable securities

Marketable securities represent €5,801 million at December 31, 2024 (€5,144 million at December 31, 2023).

They consist mainly of €5,672 million worth of units in money market funds (OPCVM and FCP), representing the investment of funds held by the cash pool managed by the Company on behalf of the Group to yield a return on temporary cash surpluses.

Marketable securities also include 1,500,961 treasury shares held to cover employee stock option and performance share plans (see note 8).

Lastly, marketable securities include securities held within the scope of a liquidity agreement that complies with the Code of Ethics adopted by the French financial markets association (AMAFI) and with AMF decision no. 2018-01 of July 2, 2018.

Under this liquidity agreement, at December 31, 2024 the Company held:

- €6.5 million worth of units in a euro-denominated money-market fund (FCP);
- 9,026 treasury shares.

In 2024, 1,694,733 shares were purchased under this agreement (2023: 1,705,916 shares) and 1,691,007 shares were sold (2023: 1,730,366 shares).

# Deferred charges

Deferred charges mainly correspond to bond issuance costs for €53 million (€37 million at December 31, 2023).

In 2024, new debt issuance costs recorded under "Deferred charges" totaled €28 million (2023: €23 million) and amortization for the year amounted to €14 million (2023: €12 million). The corresponding refinancing transactions are presented in Note 15.

# NOTE 12 SHAREHOLDERS' EQUITY

## 12.1 Changes in shareholders' equity

|   | Date | Number of shares (number) | Capital stock (in EUR millions) | Additional paid-in capital, reserves and other (in EUR millions) | Unappropriated retained earnings (in EUR millions) | Net income (in EUR millions) | Total equity (in EUR millions)  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  SHAREHOLDERS' EQUITY AT DECEMBER 31, 2023 |  | 506,438,012 | 2,026 | 6,590 | 7,652 | 1,229 | 17,497  |
|  Appropriation of 2023 net income |  | 0 | 0 | 0 | 1,229 | (1,229) | 0  |
|  Dividend |  | 0 | 0 | 0 | (1,047) | 0 | (1,047)  |
|  Shares issued under the Group Savings Plan | 05/15/2024 | 4,007,048 | 16 | 204 | 0 | 0 | 220  |
|  Shares canceled | 06/14/2024 | (6,475,181) | (26) | (432) | 0 | 0 | (458)  |
|  Shares canceled | 12/03/2024 | (4,959,746) | (20) | (356) | 0 | 0 | (376)  |
|  Shares issued upon exercise of stock options | 12/31/2024 | 40,641 | 0 | 1 | 0 | 0 | 1  |
|  Net income for 2024 |  | 0 | 0 | 0 | 0 | 1,483 | 1,483  |
|  SHAREHOLDERS' EQUITY AT DECEMBER 31, 2024 |  | 499,050,774 | 1,996 | 6,007 | 7,834 | 1,483 | 17,320  |

At December 31, 2024, capital stock amounted to €1,996 million, comprising 499,050,774 shares of common stock with a par value of €4 each.

The principal events that contributed to changes in capital stock and shareholders' equity were:

- the May 15, 2024 increase in capital stock through the subscription of 4,007,048 shares under the Group Savings Plan at a price of €55.30 for a gross and net amount of €220 million;
- the capital reductions of June 14, 2024 and December 3, 2024 through the cancellation of 6,475,181 and 4,959,746 shares, respectively, for a total gross and net amount of €834 million;

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## 12.2 Stock option plans

Until 2018, Compagnie de Saint-Gobain operated stock option plans for certain categories of employees.

Under these plans, the Board of Directors granted options allowing beneficiaries to obtain Saint-Gobain shares at a price set, at no discount, by reference to the average of the opening prices for the Saint-Gobain share over the 20 stock market trading days preceding the date of the decision by the Board of Directors.

For all of the plans, beneficiaries must wait at least four years from the grant date to exercise any options. None of the options received may be exercised until this four-year period has lapsed. Options must be exercised within 10 years of the grant date. Except in specified circumstances, grantees forfeit these options if they leave the Group.

Among the plans outstanding at December 31, 2024, the 2015, 2016 and 2017 plans offer purchase options, while the 2018 plan offers subscription options.

Since 2009, a performance condition has applied for all grantees in plans.

No stock option plans have been launched since 2019.

The following table presents changes in the number of outstanding options:

### Stock purchase and subscription option plans

|   | €4 par value shares | Average exercise price (in EUR)  |
| --- | --- | --- |
|  OPTIONS OUTSTANDING AT DECEMBER 31, 2022 | 485,821 | 38.32  |
|  Options granted | 0 |   |
|  Options exercised | (143,670) | 35.23  |
|  Options forfeited | (4,536) | 38.80  |
|  OPTIONS OUTSTANDING AT DECEMBER 31, 2023 | 337,615 | 39.62  |
|  Options granted | 0 |   |
|  Options exercised | (94,836) | 38.99  |
|  Options forfeited | 0 | 0.00  |
|  OPTIONS OUTSTANDING AT DECEMBER 31, 2024 | 242,779 | 39.87  |

The table below summarizes information about stock options outstanding at December 31, 2024, after taking into account partial fulfillment of the performance criteria attached to certain plans:

|  Grant date | Exercisable options outstanding  |   |   |   |
| --- | --- | --- | --- | --- |
|   |  Exercise price (in EUR) | Number of options | Weighted average contractual life (in months) | Type of options  |
|  2015 | 39.47 | 11,714 | 11 | Purchase  |
|  2016 | 40.43 | 32,781 | 23 | Purchase  |
|  2017 | 49.38 | 87,511 | 35 | Purchase  |
|  2018 | 32.24 | 110,773 | 47 | Subscription  |
|  TOTAL |  | 242,779 |  |   |

At December 31, 2024, 242,779 options were exercisable at an average exercise price of €39.87.

SAINT-GOBAIN • UNIVERSAL REGISTRATION DOCUMENT 2024

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FINANCIAL AND ACCOUNTING INFORMATION

COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## 12.3 Performance share plans

Various performance share plans have been set up by Saint-Gobain since 2009. These plans concern both managerial-grade employees and senior managers of the Group both within and outside France.

At December 31, 2024, there were four outstanding performance share plans, approved by the Board of Directors in 2021, 2022, 2023 and on November 28, 2024;

All plans are subject to service and performance conditions. The vesting period for the plans is four years and the shares will be delivered on the fourth day after the end of the vesting period.

The table below shows changes in the number of performance share rights:

Performance share plans (movements)

|   | Number of rights  |
| --- | --- |
|  NUMBER OF PERFORMANCE SHARE RIGHTS AT DECEMBER 31, 2022 | 4,935,532  |
|  Performance share rights granted in November 2023 | 1,268,633  |
|  Shares issued/delivered | (1,159,695)  |
|  Lapsed and canceled rights | (92,075)  |
|  NUMBER OF PERFORMANCE SHARE RIGHTS AT DECEMBER 31, 2023 | 4,952,395  |
|  Performance share rights granted in November 2024 | 1,314,901  |
|  Shares issued/delivered | (1,169,085)  |
|  Lapsed and canceled rights* | (99,260)  |
|  NUMBER OF PERFORMANCE SHARE RIGHTS AT DECEMBER 31, 2024 | 4,998,951  |

* Including 99,260 rights that lapsed after they had been withdrawn (no rights lapsed because the performance conditions had only been partly met).

The following table shows the expected dates when shares under the performance share plans outstanding at December 31, 2024 will be delivered (except in the case of early release following the grantee's death or disability, along with the service and performance conditions remaining to be fulfilled):

Performance share plans

Information on the number of performance share rights (not yet vested) at December 31, 2024

|  Grant date | Number of rights granted at inception of the plan | Deliveries | Number of rights at December 31, 2024 | Delivery date | Type of shares  |
| --- | --- | --- | --- | --- | --- |
|  November 25, 2021 | 1,184,475 | 1,150 | 1,183,325 | November 28, 2025 | existing  |
|  November 24, 2022 | 1,232,792 | 400 | 1,232,392 | November 27, 2026 | existing  |
|  November 23, 2023 | 1,268,633 | 300 | 1,268,333 | November 26, 2027 | existing  |
|  November 28, 2024 | 1,314,901 |  | 1,314,901 | December 1, 2028 | existing  |
|  TOTAL | 5,000,801 | 1,850 | 4,998,951 |  |   |

* Subject to fulfillment of the service and performance conditions applicable to each plan.

## 12.4 Performance unit plans

Performance unit plans subject to service and performance conditions were set up every year between 2012 and 2015 for certain management-grade employees and senior managers of the Group in France. These plans do not give rise to the delivery of shares, but entitle grantees to receive cash compensation deferred over the long term (exercise period between four and ten years after the grant date), the amount of which will be determined by reference to Saint-Gobain's share price.

No long-term compensation plan in the form of performance units has been set up since 2016, as all beneficiaries received rights to performance shares (see above).

As of 2019, there are no more unvested performance unit plans.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## 12.5 Compagnie de Saint-Gobain Group Savings Plan (PEG)

The Group Savings Plan (Plan d'Epargne Groupe - PEG) is an employee stock purchase plan open to all Group employees in France and most other countries where the Group is present. Eligible employees must have completed a minimum of three months' service with the Group. Eligible employees are able to invest in Saint-Gobain shares at a preferential subscription price. These shares are held either directly or through the employee saving plan's mutual funds, depending on local legislation, and are subject to a mandatory five- or ten-year lock-up, except following the occurrence of certain events. The Board of Directors delegates authorization for setting the subscription price to the Chief Executive Officer of Compagnie de Saint-Gobain. It corresponds to the average of the opening prices for the Saint-Gobain share on Euronext Paris over the 20 trading days preceding the date of the decision, subject to a 20% discount, in accordance with applicable laws, the Shareholders' Meeting resolutions and the deliberations of the Board of Directors.

In 2024, 4,007,048 new shares with a par value of €4 were issued to employees under the PEG at an average subscription price of €55.30 (4,778,291 shares at an average price of €44.19 in 2023), representing a share capital increase of €220 million (€210 million in 2023), net of transaction fees.

## 12.6 Potential number of shares

At the Shareholders' Meeting of June 2, 2022, shareholders authorized the Board of Directors of Compagnie de Saint-Gobain to:

- grant stock purchase or subscription options exercisable for new or existing shares, subject in particular to performance conditions, representing up to 1.5% of capital stock on the date of the Shareholders' Meeting, with a sub-limit of 10% of this limit for corporate officers of Compagnie de Saint-Gobain, i.e., 7,934,005 options, including a maximum of 793,401 options for corporate officers (17th Resolution/38-month authorization commencing June 2, 2022). It should be noted that this limit of 1.5% of the capital stock will be set off against the threshold set in the 18th Resolution for the performance share grants mentioned below, and that this 1.5% limit represents the aggregate limit for shares resulting from the exercise of options granted under and within the limit of the 17th Resolution and shares granted under and within the limit of the 18th Resolution;

- grant free existing shares, subject in particular to performance conditions, representing up to 1.2% of the capital stock on the date of the Shareholders' Meeting, with a sub-limit of 10% of this limit for corporate officers of Compagnie de Saint-Gobain, i.e., 6,347,204 free shares, including a maximum of 634,720 free shares for corporate officers (18th Resolution/38-month authorization commencing June 2, 2022). The limit of 1.2% and sub-limit of 10% are being set off against the limits specified under the 17th Resolution of the Shareholders' Meeting referred to above regarding stock options. The Board of Directors made partial use of this authorization by granting 1,268,633 performance shares (including 75,000 for corporate officers) on November 23, 2023, and 1,314,901 performance shares (including 65,000 for the Chairman and Chief Executive Officer) on November 28, 2024 (see note 12.3).

At the Shareholders' Meeting of June 8, 2023, shareholders authorized the Board of Directors of Compagnie de Saint-Gobain to:

- issue, on one or several occasions, up to 103,000,000 new shares or securities giving access to the share capital of the Company or its subsidiaries, with preferential subscription rights, or without preferential subscription rights but with a priority period for existing shareholders, by public offering, or without preferential subscription rights by private placement, or to issue new shares through the capitalization of share premiums, reserves, profits or other amounts, or without preferential subscription rights in consideration of contributions in kind (14th to 19th Resolutions/26 month authorization commencing June 8, 2023);

- issue, on one or several occasions, up to 13,000,000 new shares to members of the Group Savings Plan (21st Resolution/26-month authorization commencing June 8, 2023).

If all the stock options outstanding under the most recent plan were to be exercised, and the shares issued, this would potentially have the effect of increasing the number of shares outstanding to 499,161,547 shares. In addition, if the authorizations described above were to be used in full by the Board of Directors, this would potentially have the effect of increasing the number of shares outstanding to 615,161,547 shares.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# NOTE 13 OTHER EQUITY

## Non-voting participating securities

In June 1983, Compagnie de Saint-Gobain issued 1,288,299 non-voting participating securities with a face value of FRF 1,000. Their face value is now €152.45, following their translation into euros in 1999.

A certain number of these participating securities have been bought back over the years. At December 31, 2024, 606,883 securities are still outstanding with an aggregate face value of €92.5 million.

Interest on the securities ranges from 75% to 125% of the average corporate bond yield (TMO), based on the Group's consolidated income. The amount paid per security in 2024 was €6.20.

In April 1984, 194,633 non-voting participating securities were issued by Compagnie de Saint-Gobain with a face value of ECU 1,000 (€1,000 today).

A certain number of these participating securities has been bought back over the years. At December 31, 2024, 77,516 securities are still outstanding, with an aggregate face value of €77.5 million.

Interest comprises (i) a fixed portion of 7.5% paid per year applicable to 60% of the nominal amount of the security, and (ii) a variable portion applicable to the remaining 40% of the nominal amount of the security, which is linked to consolidated net income of the previous year and to the reference six-month Euribor rate +7/8%. The amount paid per security in 2024 was €67.50, paid in two equal installments.

These participating securities are not redeemable and the interest paid on them is classified as a component of finance costs.

# NOTE 14 PROVISIONS

|  (in EUR millions) | At Jan. 1, 2024 | Charge for the year | Write-backs of utilized provisions | Write-backs of surplus provisions | Other (transfer, method change) | At Dec. 31, 2024  |
| --- | --- | --- | --- | --- | --- | --- |
|  Untaxed provisions |  |  |  |  |  |   |
|  Reinvested capital gains | 3 | 0 | 0 | 0 | 0 | 3  |
|  Other | 0 | 0 | 0 | 0 | 0 | 0  |
|   | 3 | 0 | 0 | 0 | 0 | 3  |
|  Provisions for contingencies |  |  |  |  |  |   |
|  Provisions for taxes | 15 | 0 | 0 | 0 | 0 | 15  |
|  Other risks | 0 | 0 | 0 | 0 | 0 | 0  |
|   | 15 | 0 | 0 | 0 | 0 | 15  |
|  Provisions for charges |  |  |  |  |  |   |
|  Pensions (1) | 96 | 8 | (55) | 0 | 0 | 49  |
|  Retirement bonuses | 9 | 2 | 0 | 0 | 0 | 11  |
|  Provisions for performance share and performance unit plan costs | 219 | 279 | (201) | 0 | 0 | 297  |
|  Provisions for other charges | 6 | 0 | (6) | 0 | 0 | 0  |
|   | 330 | 289 | (262) | 0 | 0 | 357  |
|  Provisions for impairment |  |  |  |  |  |   |
|  Investments in subsidiaries and affiliates | 43 | 0 | (17) | 0 | 0 | 26  |
|  Other investment securities | 0 | 0 | 0 | 0 | 0 | 0  |
|  Doubtful receivables | 0 | 0 | 0 | 0 | 0 | 0  |
|  Marketable securities | 0 | 0 | 0 | 0 | 0 | 0  |
|   | 43 | 0 | (17) | 0 | 0 | 26  |

(1) The discount rate used in 2024 to calculate pension obligations was 3.41% for terms of 13 years or less (3.16% in 2023), and 3.51% for terms over 13 years (3.20% in 2023).

The decrease in provisions for pensions in 2024 reflects the outsourcing of pension obligations to an insurance company.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# NOTE 15 DEBT AND PAYABLES

The net €4,098 million increase in total debt and payables (€22,874 million) was mainly attributable to the increase in bonds and other borrowings.

## Analysis of debt and payables

### Maturities of debt and payables

|  (in EUR millions) | Gross | Due  |   |
| --- | --- | --- | --- |
|   |   |  Within 1 year | Beyond 1 year  |
|  Bonds (1) | 13,593 | 1,424 | 12,169  |
|  Bank borrowings (1) (2) | 7 | 7 | 0  |
|  Other borrowings (3) | 8,838 | 8,072 | 766  |
|  DEBT | 22,438 | 9,503 | 12,935  |
|  Tax and social charges payable | 90 | 90 | 0  |
|  Other payables (3) | 338 | 300 | 38  |
|  Deferred income | 8 | 2 | 6  |
|  TOTAL DEBT AND PAYABLES (4) | 22,874 | 9,895 | 12,979  |
|  (1) New borrowings and debt for the year – non-Group | 3,500 |  |   |
|  Borrowings and debt repaid during the year – non-Group | 1,484 |  |   |
|  (2) Of which: |  |  |   |
|  debt with original maturity of up to two years | 7 |  |   |
|  debt with original maturity of more than two years | 0 |  |   |
|  (3) Of which: |  |  |   |
|  shareholder loans | NONE |  |   |
|  new loans from subsidiaries* | 2,037 |  |   |
|  loans from subsidiaries repaid during the year | 1,965 |  |   |
|  (4) Debt due beyond five years | 7,730 |  |   |

* Including the net change in current accounts with Group entities.

## Long- and short-term debt

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  2024 | - | 1,479  |
|  2025 | 1,250 | 1,250  |
|  2026 | 1,750 | 1,750  |
|  2027 | 1,500 | 1,500  |
|  2028 | 1,200 | 1,200  |
|  2029 and beyond | 7,692 | 4,178  |
|  No fixed maturity | 27 | 27  |
|  Accrued interest | 174 | 113  |
|  BONDS | 13,593 | 11,497  |
|  Short-term borrowings from Group entities | 8,015 | 6,204  |
|  Long-term borrowings from Group entities | 766 | 731  |
|  Bank overdrafts and other short-term borrowings | 64 | 40  |
|  Other | 0 | 6  |
|  TOTAL LONG- AND SHORT-TERM DEBT | 22,438 | 15,478  |

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

Long-term debt can be analyzed as follows by currency:

|  (in EUR millions) | 2024 | 2023  |
| --- | --- | --- |
|  Euros | 13,288 | 11,072  |
|  Pound sterling | 305 | 426  |
|  TOTAL | 13,593 | 11,497  |

The amortization of expenses incurred to set up borrowings is recognized on a pro rata basis over the term of the borrowings in question. These expenses are shown on the "Deferred charges" line of the balance sheet (see note 11 "Deferred charges").

## 15.1 Perpetual bonds

In 1985, Compagnie de Saint-Gobain issued 25,000 perpetual bonds with a face value of ECU 5,000 (€5,000 today).

A total of 19,541 perpetual bonds have since been bought back and canceled.

A total of 5,459 perpetual bonds therefore remained outstanding at December 31, 2024, representing a face value of approximately €27 million.

The bonds bear interest at a variable rate (average of interbank rates offered by a panel of reference banks for six-month euro deposits).

The amount paid per bond in 2024 was €216.01, settled in two installments (€110.59 and €105.42).

The bonds are not redeemable and interest on the bonds is classified as a component of finance costs.

## 15.2 Main changes in bond debt

Compagnie de Saint-Gobain also redeemed the following instruments at maturity:

- on March 15, 2024, a bond, for a total amount of €750 million with a coupon of 0.625%;
- on June 28, 2024, two private placements, for a total of €95 million indexed to the 10-year CMS rate, swapped for a fixed rate (approximately 4.1%);
- on July 18, 2024, a €500 million floating-rate bond indexed to the 3-month Euribor
- on November 15, 2024, the GBP 116 million outstanding balance on a GBP 300 million bond issue with a coupon of 5.625%, which has now been redeemed in full.

On April 8, 2024, Compagnie de Saint-Gobain issued a €2 billion green bond divided into two tranches:

- a €1,000 million tranche maturing April 8, 2030 and paying a coupon of 3.375%;
- a €1,000 million tranche maturing April 8, 2034 and paying a coupon of 3.625%.

On August 9, 2024, Compagnie de Saint-Gobain issued a €1,500 million bond divided into two tranches:

- an €800 million tranche maturing August 9, 2029 and paying a coupon of 3.250%;
- a €700 million tranche maturing August 9, 2036 and paying a coupon of 3.625%.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## 15.3 Financing programs

The Group has a number of medium- and long-term financing programs (Medium-Term Notes) and short-term financing programs (Commercial Paper). The state of these programs is as follows:

|  (in EUR millions) | Authorized drawings | Authorized limits at Dec. 31, 2024 | Balance outstanding at Dec. 31, 2024 | Balance outstanding at Dec. 31, 2023  |
| --- | --- | --- | --- | --- |
|  Medium Term Notes | any duration | 20,000 | 13,400 | 11,417  |
|  NEU CP | up to 12 months | 4,000 | 0 | 0  |
|  US Commercial Paper | up to 12 months | 963 * | 0 | 0  |
|  Euro Commercial Paper | up to 12 months | 963 * | 0 | 0  |

* Equivalent of USD 1,000 million based on the exchange rate at December 31, 2024.

In accordance with market practices, Negotiable European Commercial Paper (NEU CP), US Commercial Paper and Euro Commercial Paper are generally issued with maturities of one to six months. They are treated as variable-rate debt since they are rolled over at frequent intervals.

## Syndicated line of credit

Compagnie de Saint-Gobain has a €4 billion syndicated line of credit that is intended to provide a secure source of financing for the Group (including as additional backing for its short-term NEU CP, US Commercial Paper and Euro Commercial Paper programs).

This syndicated line of credit is not subject to any hard covenants. It was initially due to expire in December 2028, with two one-year rollover options; the first one-year rollover option was exercised in November 2024, extending the line's expiry date to December 2029

The facility is a "Sustainability-Linked Loan" (SLL) on which the margin is indexed to three KPIs set out in Saint-Gobain's sustainable roadmap (reduction of scope 1 and 2 CO₂ emissions, reduction in non-recovered production waste and limited work accident frequency rate)

At December 31, 2024, no drawdowns had been made on this credit facility.

## NOTE 16 RELATED-PARTY TRANSACTIONS

### 16.1 Transactions with related companies

|  (in EUR millions) | Net amount concerning related companies |   | Other companies | Net balance Sheet amount at Dec. 31, 2024  |
| --- | --- | --- | --- | --- |
|   |  Subsidiaries (1) | Other related companies (2)  |   |   |
|  BALANCE SHEET ITEMS  |   |   |   |   |
|  Investments in subsidiaries and affiliates | 16,246 | 0 | 0 | 16,246  |
|  Loans and advances to subsidiaries and affiliates | 16,368 | 0 | 0 | 16,368  |
|  Other investment securities | 0 | 0 | 0 | 0  |
|  Loans and other financial investments | 150 | 0 | 9 | 159  |
|  Other receivables | 410 | 0 | 251 | 661  |
|  Marketable securities | 0 | 0 | 5,801 | 5,801  |
|  Cash and cash equivalents | 0 | 0 | 1,364 | 1,364  |
|  Bonds | 0 | 0 | (13,593) | (13,593)  |
|  Bank borrowings | 0 | 0 | (7) | (7)  |
|  Other borrowings | (8,841) | 3 | 0 | (8,838)  |
|  Tax and social charges payable | 0 | 0 | (90) | (90)  |
|  Other payables | (99) | 0 | (239) | (338)  |
|  INCOME STATEMENT ITEMS  |   |   |   |   |
|  Income from investments in subsidiaries and affiliates | (1,332) | 0 | 0 | (1,332)  |
|  Income from loans and other investments | (558) | 0 | 0 | (558)  |
|  Other interest income | (5) | 0 | (66) | (71)  |
|  Interest expense | 229 | 0 | 350 | 579  |

(1) Fully consolidated companies.
(2) Companies that are not fully consolidated.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## 16.2 Transactions with other related parties

There are no material transactions with other related parties that were not entered into under arm's-length conditions.

## NOTE 17 OFF-BALANCE SHEET COMMITMENTS

Off-balance sheet commitments given on behalf of consolidated companies

|  Off-balance sheet commitments given on behalf of consolidated companies | Date | Counterparty | 2024 amount (in EUR millions) | 2023 amount (in EUR millions)  |
| --- | --- | --- | --- | --- |
|   |   |   |  |   |
|  Guarantee for Saint-Gobain tower lease | 01/09/2032 | SCI Iris La Défense | 7 | 7  |
|  Guarantee given on behalf of Saint-Gobain Isover (electricity purchases) | 12/31/2025 | Exeltium | 4 | 7  |
|  Commitment given to the Saint-Gobain Initiatives foundation | multiple | SG Initiatives counterparts | 0 | 2  |
|  Commitment given to employees of the German companies in the Group (early retirement plan) | 12/31/2026 | Sparkasse Aachen | 4 | 4  |

Financing-related off-balance sheet commitments

|  Financing-related off-balance sheet commitments given | Date | Counterparty | 2024 amount (in EUR millions) | 2023 amount (in EUR millions)  |
| --- | --- | --- | --- | --- |
|   |   |   |  |   |
|  Liquidity agreement guarantee | January 2025 | Exane | 0 | 0  |
|  Euro equivalent of forward currency sale contracts | multiple | multiple | 5,215 | 1,414  |
|  Euro equivalent of foreign currencies payable under currency swaps | multiple | multiple | 7,842 | 3,567  |
|  Financing-related off-balance sheet commitments received | Date | Counterparty | 2024 amount (in EUR millions) | 2023 amount (in EUR millions)  |
| --- | --- | --- | --- | --- |
|   |   |   |  |   |
|  Liquidity agreement guarantee | January 2025 | Exane | 0 | 0  |
|  Euro equivalent of forward currency sale contracts | multiple | multiple | 5,215 | 1,414  |
|  Euro equivalent of foreign currencies receivable under currency swaps | multiple | multiple | 7,908 | 3,593  |
|  2023/2028 undrawn line of credit | 12/20/2029 | multiple | 4,000 | 4,000  |
|  Equity swaps acquired as hedges of performance units | multiple | multiple | 0 | 5  |
|  Financing-related off-balance sheet commitments given and received | Date | Counterparty | 2024 amount (in EUR millions) | 2023 amount (in EUR millions)  |
| --- | --- | --- | --- | --- |
|   |   |   |  |   |
|  Interest-rate swaps: fixed-rate borrower/fixed-rate lender | multiple | multiple | 302 | 288  |
|  Interest-rate swaps: variable-rate borrower/fixed-rate lender | multiple | multiple | 80 | 175  |
|  Commodity swaps: fixed-price buyer/variable-price seller | multiple | multiple | 27 | (11)  |
|  Commodity swaps: variable-price buyer/fixed-price seller | multiple | multiple | 27 | (11)  |

## Operations-related off-balance sheet commitments

None.

## Other off-balance sheet commitments

In some cases Compagnie de Saint-Gobain, or other Group companies, may grant seller's warranties to the buyers of divested businesses. A provision is recognized whenever a risk is identified and the related cost can be estimated reliably.

Lastly, Compagnie de Saint-Gobain has entered into commitments to hedge $\mathrm{CO}_{2}$ futures for €33 million. These contracts include commitments given and commitments received for the same amount.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# NOTE 18 INFORMATION ON FEES PAID TO THE STATUTORY AUDITORS

Total fees (excluding VAT) paid and payable to the Statutory Auditors in 2024, as reflected in the income statement for the year, amounted to €5.4 million and may be broken down as follows:

- fees for the audit of the financial statements: €2.2 million in 2024 (2023: €1.9 million);
- fees for the audit of sustainability disclosures, introduced in 2024 under the Corporate Sustainability Reporting Directive (CSRD): €0.9 million;
- fees for other services: €2.3 million in 2024 (2023: €0.5 million).

The other services provided by the Statutory Auditors to the parent company mainly comprise work performed in connection with planned acquisitions or disposals, procedures in connection with comfort letters issued in relation to bond issuances and, until 2023, independent third-party verification procedures performed on the consolidated social, environmental and corporate information (NFPS).

# NOTE 19 EMPLOYEES

Monthly average number of employees

|  Paris HQ (Tour Saint-Gobain, La Défense) | 2024 | 2023  |
| --- | --- | --- |
|  Managerial-grade employees | 169 | 174  |
|  Supervisors | 12 | 15  |
|  Administrative staff | 3 | 3  |
|  TOTAL | 184 | 192  |
|  of which employees on fixed-term contracts | 6 | 6  |
|  German branch (Aix la Chapelle) | 2024 | 2023  |
| --- | --- | --- |
|  Managerial-grade employees | 98 | 91  |
|  Supervisors | 0 | -  |
|  Administrative staff | 108 | 102  |
|  TOTAL | 206 | 193  |
|  of which employees on fixed-term contracts | 7 | 6  |

Management compensation

Total gross compensation and benefits paid in 2024 by the French and foreign companies in the Group to members of the Executive Committee as it stood at December 31, 2024 (excluding any long-term compensation) amounted to €17.9 million (2023: €17.8 million), including €7.3 million in gross variable compensation (2023: €7.2 million).

Provisions for pensions and other post-employment benefit obligations (defined benefit obligations [DBO] in respect of length-of-service awards and pensions) accruing to members of the Group's management bodies totaled €36.3 million at December 31, 2024 (December 31, 2023: €40.5 million).

Compensation paid to members of the Board of Directors for 2024 totaled €1.4 million (2023: €1.3 million).

# NOTE 20 LITIGATION

The costs and provisions relating to the following lawsuits involving Group subsidiaries are recorded in the financial statements of the subsidiaries concerned.

# 20.1 Competition law and related proceedings

## Investigation by the Swiss Competition Commission in the sanitary products wholesale industry

In November 2011, the Swiss Competition Commission (Commission suisse de la concurrence) opened an investigation into anti-competitive practices in the sanitary products wholesale industry. In May 2014, the Commission Secretariat issued a notice of complaints against Sanitas Troesch and other wholesalers in the industry alleging that Sanitas Troesch and some of its competitors had, among other things, agreed in 2005 and 2012 to lower gross prices.

The total fine imposed on all companies involved is CHF 80 million. For Sanitas Troesch, the fine is CHF 28.8 million. Sanitas Troesch appealed this decision on May 2, 2016 and continues to firmly refute the claims made. The hearing

took place before the Federal Administrative Court on January 21, 2020 and the date on which the Federal Administrative Court will issue its decision is not yet known. However, a provision for claims and litigation was recognized at December 31, 2015 in an amount equivalent to the fine (unchanged as at December 31, 2024).

## Investigations by Competition Authorities in the additives and admixtures sector

The European Commission, the Competition and Markets Authority in the UK and the Turkish competition authority have launched investigations into anti-competitive practices in relation to the supply of chemical additives for cement and chemical admixtures for concrete and mortar. As of 31 December 2024, no statement of objections has been issued. The Competition and Markets Authority in the UK has announced on January 23, 2025 its decision to drop its investigation.

Incidentally, class actions have been instituted against the Group in the United States and Canada in connection with these investigations which remain at a preliminary stage.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

## 20.2 Asbestos-related litigation

Current legal actions related to asbestos are described below.

### Asbestos-related litigation in France

#### Inexcusable fault lawsuits

Several French companies of the Group were the subject of actions by former employees of these companies (or persons claiming through them) for recognition of inexcusable fault following diseases recognized as being of occupational origin resulting from exposure to asbestos dust.

As of December 31, 2024, 50 actions are still pending.

### Anxiety claims

Several Group's subsidiaries that have operated facilities in France classified as containing asbestos, were the subject of anxiety claims brought by current or former employees not suffering from an occupational disease due to asbestos - claiming compensation for prejudice of anxiety suffered as a result of their alleged exposure to asbestos.

As of December 31, 2024, 155 lawsuits are still in progress.

Last, the total amount of compensation paid in 2024 for asbestos-related litigations in France - inexcusable faults lawsuits and anxiety claims - by the Group companies concerned totaled approximately €3 million as of December 31, 2024 (compared to approximately € 5 million as of December 31, 2023) and the total amount registered as provision for this asbestos-related litigations amounted to around €9 million as of December 31, 2024 (compared to around €7 million as of December 31, 2023).

### Situation in the United States

#### Measures taken to achieve an equitable and permanent resolution of the former CertainTeed Corporation's legacy asbestos liabilities in the United States

DBMP LLC, an affiliate of CertainTeed LLC based in North Carolina, that holds the legacy asbestos liabilities of the former CertainTeed Corporation, filed, on January 23, 2020, a voluntary petition for relief under Chapter 11 of the US Bankruptcy Code in the US Bankruptcy Court for the

Western District of North Carolina in Charlotte. The matter remains pending. The purpose of the filing is to achieve a certain, final and equitable resolution of all current and future claims arising from asbestos-containing products manufactured and sold by the former CertainTeed Corporation.

DBMP LLC intends to seek court authority to establish a trust under section 524(g) of the US Bankruptcy Code - a specific provision that is applicable to companies that face substantial numbers of asbestos-related claims - to achieve a fair and equitable resolution of its asbestos-related liabilities. Upon establishment of the trust, current and future plaintiffs with qualifying claims will be able to receive faster payment of their claims without the delay, stress and uncertainty of litigation in the tort system; at the same time, the creation and funding of such a trust will permanently and finally resolve DBMP LLC's asbestos liability.

During the course of this bankruptcy process, which could take up to approximately eight years, all asbestos litigations have been stayed and all related costs suspended, providing DBMP LLC with the time and protection to negotiate an agreement to be approved on behalf of all claimants and by the court.

This action was taken as a result of the increasing risks presented in the US tort system. Despite the passage of time, the aging of the population and lessening opportunity for claimants to assert legitimate claims of exposure to the asbestos-containing products of the former CertainTeed Corporation, naming practices in the tort system continued to result in a steady volume of claims against DBMP LLC, with no foreseeable end in sight. In addition, there has been, in general, an escalation of settlement demands and verdicts in the tort system.

Certain adversary proceedings have been filed by representatives of current and future asbestos plaintiffs against DBMP LLC, CertainTeed LLC, Saint-Gobain Corporation, Compagnie de Saint-Gobain and various other parties. No decisions on the merits of the claims have been made and such claims do not affect the Company's financial assessment of the Chapter 11 case.

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COMPAGNIE DE SAINT-GOBAIN 2024 ANNUAL FINANCIAL STATEMENTS (PARENT COMPANY)

# Impact on the financial statements

Following the commencement of the proceeding under Chapter 11 of the US Bankruptcy Code on January 23, 2020, the assets and liabilities of DBMP LLC and its wholly-owned subsidiary Millwork &amp; Panel LLC, and in particular the provision for asbestos-related litigation in the United States, are no longer consolidated in the Group's financial statements.

Nonetheless, because of a funding agreement between CertainTeed LLC and DBMP LLC by which CertainTeed LLC has agreed to fund the costs of the Chapter 11 case and, ultimately, the 524(g) trust, in both cases solely to the extent DBMP LLC is unable to do so in full, the Group recorded in its consolidated financial statements a provision corresponding to the amount of the estimated debt against DBMP LLC amounting to $405 million as of December 31, 2024 ($407 million as of December 31, 2023).

The Group's consolidated income for 2024 is not impacted by the ongoing Chapter 11 proceeding described above.

As a result of this bankruptcy proceeding, all legal costs and indemnity payments related to DBMP LLC's asbestos tort claims have been suspended, and no further charges in relation to such claims have been taken in 2024 (as in 2023).

# Situation in Brazil

In Brazil, former employees of Brasilit, that once manufactured fiber cement containing asbestos, suffering from asbestos-related occupational illnesses are offered, depending on the case, either financial compensation alone or lifetime medical assistance combined with financial compensation. Around 1,200 contractual instruments have accordingly been signed to date.

Two class actions were initiated against Brasilit in 2017 by two associations defending former employees exposed to asbestos at the São Caetano (São Paulo state) and Recife (Pernambuco state) plants, asking for their medical assistance and compensation to be revised. First and second instance decisions were rendered in connection with the suit related to the São Caetano plant respectively in July 2020 and July 2021, rejecting the claims of the plaintiffs. The latter have nevertheless appealed the second instance decision. First and second instance decisions were rendered in relation to Recife case, respectively in February and October 2022 rejecting the claiming party arguments. The plaintiff has appealed such second instance decision.

A third class action was initiated against Brasilit in 2019 in Capivari (State of São Paulo) by the Labor prosecutor asking for health insurance, as well as collective moral damages, in favor of employees, former employees and their respective families, as well as subcontractors who were exposed to asbestos. First and second instance decisions were rendered respectively in September 2020 and May 2023 partly in favor of the plaintiffs. In particular,

collective moral damages were granted to the plaintiffs, for an amount currently estimated as of December 31, 2024 (based on the indexation) at approximately BRL 9 million (€1.4 million). Brasilit has appealed the second instance decision.

Brasilit is subject to controls by the Ministry of Labor and continues to comply with all of its legal obligations with regard to medical assistance for its current and former employees.

In November 2017, the Supreme Court of Brazil decided to ban asbestos definitively across the country. Brasilit stopped using asbestos voluntarily as early as 2002.

# Situation in Australia

On 9 July 2024, the Company finalized the acquisition of CSR Ltd a leading player in building materials in Australia.

CSR Ltd and/or certain subsidiaries (CSR) were involved in mining asbestos and manufacturing and marketing products containing asbestos in Australia and exporting asbestos to the United States. CSR's involvement in asbestos mining, and the manufacture of products containing asbestos, began in the early 1940s and ceased in 1977.

As a result of these activities, CSR has been named as a defendant in litigation in Australia and the United States. CSR has been settling claims since 1989. Default judgments have been sought and obtained against CSR in the US, without CSR being present or represented. Australian law does not recognize the jurisdiction of US courts in such matters. There have not been any US judgments enforced against CSR. Since its acquisition by the Group, CSR paid asbestos related claims of 13 million Australian dollars.

As at December 31, 2024, for the Group companies concerned, the total provision for asbestos-related litigation amounts to 225 million Australian dollars (corresponding approximately 134 million euros).

# 20.3 Environmental disputes

## PFOA proceedings in the United States

Levels of PFOA (perfluorooctanoic acid) in excess of US Environmental Protection Agency (EPA) and/or state maximum contaminant levels for drinking water have been found in municipal water systems and private wells near Saint-Gobain Performance Plastics (SG PPL): two current facilities in Hoosick Falls (New York), a former facility in Merrimack (New Hampshire), and two former facilities in North Bennington (Vermont) in the United States. PFOA and PTFE (polytetrafluorethylene) have never been manufactured by these plants. SG PPL is a processor of PTFE which it purchases from third party suppliers and which in the past contained some PFOA.

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SG PPL has voluntarily provided bottled water in all three communities, installed point-of-entry treatment systems to residents and businesses in all three communities, installed carbon filtration systems on the municipal water supply in Hoosick Falls and funded the installation of a carbon filtration system on the Merrimack Valley District's municipal water supply. In addition, it has voluntarily funded construction of water line extensions in certain communities in the Merrimack and Bennington areas. The SG PPL facility in Merrimack was closed in 2024. The investigations are on-going and the scope of responsibility for SG PPL arising from environmental remediation in New Hampshire and New York and clean-up obligations at these sites has not yet been established. The scope of the remediation in Vermont is defined and largely completed; future operation and maintenance obligations remain. Without admitting liability, SG PPL has signed consent orders with the environmental regulators in New York in 2016 and 2023. In Vermont in 2017 and 2019 with respect to two different areas, and in New Hampshire in 2018, pursuant to which SG PPL has agreed to complete investigations, implement interim or final remediation measures at its current and former facilities and in the case of Vermont and New Hampshire, fund construction of water lines. Responsibility, if any, is expected to be shared with other parties as regards in particular the Hoosick Falls site.

PFOA-related lawsuits alleging both health-related and economic damages claims have been filed in civil courts in New York, New Hampshire and Vermont, some of which are in the form of class actions. It is difficult to predict the timing or outcome of any such litigation, or whether any additional litigation will be brought against SG PPL, however, both the New York and Vermont class actions are settled.

On December 31, 2024, the provision recorded by the concerned company in respect of this matter amounts to €240 million (compared to €226 million as of December 31, 2023). This provision covers both remediation and litigation related to PFOA matters.

## 20.4 Other contingent liabilities

### Grenfell Tower fire in the United Kingdom

The Celotex business whose control was transferred by Saint-Gobain Construction Products UK Limited outside of the Group in January 2024, provides insulation materials for specific applications for the building and construction industry. Insulation materials from two Celotex ranges were purchased via distributors and used in refurbishing Grenfell Tower, in London in 2015/2016, including as one component of the rainscreen cladding system designed and installed (by third parties) on the tower's external facade.

Following the Grenfell Tower fire on June 14, 2017, a Public Inquiry was constituted to consider, among other things, the modifications made to the building as part of the refurbishment, the role played by the various construction professionals, and the information provided by the manufacturers of the products used. The Inquiry's work was divided into two phases. Its phase 1 report was published on October 30, 2019 and the phase 2 report was published on September 4, 2024. A criminal investigation into the circumstances of the fire is also in progress.

Civil proceedings in connection with Grenfell Tower brought against Celotex Limited and/or Saint-Gobain Construction Products UK Limited and a number of other defendants were issued by bereaved, survivors and residents and emergency responders.

Following confidential alternative dispute resolution processes involving a number of parties, confidential settlements have been concluded in relation to the majority of these claims and resulted in payments to relevant claimants without admission of liability. Celotex Limited is continuing to engage with a number of other defendants in an alternative dispute resolution process to seek to resolve the remaining claims brought by the emergency responders. The principal financial implications from the concluded settlements are reflected in the financial statements as of December 31, 2024.

In October 2024, the owner of Grenfell Tower at the time of the fire has issued a claim against Celotex Limited and Saint-Gobain Construction Products UK Limited, and six other third parties, for losses arising as a result of the fire. This claim is at a preliminary stage.

The extent to which Celotex Limited and Saint-Gobain Construction Products UK Limited may incur further financial expenditure or civil or criminal liability in connection with the production, marketing, supply or use of their products is currently unclear and these companies are currently unable to make a reliable estimate of their potential liability in this respect.

## 20.5 Other proceedings and disputes

Some of the Group's companies may also be the subject of other claims made by their employees or by the tax authorities, or in the context of the enforcement of seller's warranties granted by the Group to the buyers of divested businesses p. 400, Note 5.5.2. Apart from the proceedings and litigation described above, to the best of the Company's knowledge, no other government, court or arbitration proceedings exist (including pending proceedings or proceedings where the Company and/or the Group might be threatened) which could have or have had, in the last 12 months, a significant impact on the financial position or profitability of the Company and/or Group.

## NOTE 21 SUBSEQUENT EVENTS

None.

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STATUTORY AUDITORS' REPORT ON THE FINANCIAL STATEMENTS

## 8.4 STATUTORY AUDITORS' REPORT ON THE FINANCIAL STATEMENTS

For the year ended December 31, 2024

To the annual general meeting of COMPAGNIE DE SAINT-GOBAIN

## Opinion

In compliance with the engagement entrusted to us by your annual general meeting, we have audited the accompanying financial statements of Compagnie de Saint-Gobain ("the Company") for the year ended December 31, 2024.

In our opinion, the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company, as at December 31, 2024 and of the results of its operations for the year then ended in accordance with French accounting principles.

The audit opinion expressed above is consistent with our report to the Audit and Risk Committee.

## Basis for Opinion

### Audit Framework

We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Our responsibilities under those standards are further described in the "Statutory Auditors' Responsibilities for the Audit of the Financial Statements" section of our report.

### Independence

We conducted our audit engagement in compliance with independence requirements of the French Commercial Code (Code de commerce) and the French Code of Ethics (code de déontologie) for statutory auditors, for the period from January 1, 2024 to the date of our report, and specifically we did not provide any prohibited non-audit services referred to in Article 5(1) of Regulation (EU) No 537/2014.

## Justification of Assessments - Key Audit Matters

In accordance with the requirements of Articles L.821-53 and R.821-180 of the French Commercial Code relating to the justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional judgment, were of most significance in our audit of the financial statements of the current period, as well as how we addressed those risks.

These matters were addressed in the context of our audit of the financial statements as a whole, approved in the conditions mentioned above, and in forming our opinion thereon, and we do not provide a separate opinion on specific items of the financial statements.

## Measurement of investments in subsidiaries and affiliates and related loans and advances

### Description of risk

At December 31, 2024, the carrying amount of the Company's investments in subsidiaries and affiliates and related loans and advances stood respectively at €16,246 million and €16,368 million, representing 80% of the total assets of the company. Investments in subsidiaries and affiliates are initially stated at historical cost including incidental expenses and are impaired, when applicable, based on their value in use.

As stated in Note 1 to the financial statements, the value in use is estimated periodically, and in particular at the closing date, using a multi-criteria approach: the company's equity in the underlying net assets, proportion of consolidated net assets, net value based on a multiple of a normative performance basis or net present value of future cash flows based on business plans (or long-term budget projections) excluding interest expenses but after tax.

When the value in use is lower than the book value, a provision for impairment is recorded, the impairment losses could result in particular from a decline in the performance of certain subsidiaries or risks relating to the international locations of those companies.

The impairment tests performed by Management have led to book a reversal of impairment of €17 million for the year ended December 31, 2024.

We deemed the measurement of the investments in subsidiaries and affiliates and related loans and advances to be a key audit matter due to the materiality of these assets in the balance sheet and the high degree of estimation and judgment required from Management to assess the values in use. Management's judgment is based in part on assumptions relating, on the one hand, to the multiples applicable to the valuation of the investments and, on the other, to future changes in the cash flows relating to the investments, as well as to the calculation of the appropriate discount rate applied to future cash flows.

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# How our audit addressed this risk

We examined the impairment test procedure applied by the Company's management team, verified the consistency of the method used and tested the effectiveness of the controls implemented by Management to ensure the quality and reliability of the procedure.

With the support of our valuation experts, we carried out an independent analysis of certain key assumptions used by Management to perform the tests, pertaining, as appropriate, to the multiple deemed applicable to the valuation of the investments or to the discount rate and average perpetual growth rate used to project future cash flows, referring both to external market data and analyses of comparable companies.

For each investment selected for our tests of detail, we corroborated the calculation parameters applied in Management's multi-criteria approach with the accounting and budget data available for those investments. Where projected future cash flows were used, we analyzed the consistency of the projections with past performance and our knowledge of the Company's business, supported by interviews with managers from the various businesses, and in so far as they were available, by external data relating to markets or competitors. We paid particularly close attention to the calculation of the normalized amount of the terminal cash flows projected to perpetuity.

# Specific Verifications

We have also performed, in accordance with professional standards applicable in France, the specific verifications required by laws and regulations.

# Information given in the management report and in the other documents with respect to the financial positions and the financial statements provided to the Shareholders

We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the management report of the Board of Directors and in the other documents with respect to the financial position and the financial statements provided to the shareholders.

We attest the fair presentation and the consistency with the financial statements of the information relating to payment deadlines mentioned in Article D.441-6 of the French Commercial Code (Code de commerce).

# Report on corporate governance

We attest that the Board of Directors' report on corporate governance sets out the information required by Article L. 225-37-4, L.22-10-10 and L.22-10-9 the French Commercial Code (Code de commerce).

Concerning the information given in accordance with the requirements of Article L. 22-10-9 of the French Commercial Code (Code de commerce) relating to remunerations and benefits received by or awarded to the directors and any other commitments made in their favour, we have verified its consistency with the financial statements, or with the underlying information used to prepare these financial statements and, where applicable, with the information obtained by your company from controlled enterprises included in the scope of consolidation. Based on these procedures, we attest the accuracy and fair presentation of this information.

With respect to the information relating to items that your company considered likely to have an impact in the event of a takeover bid or exchange offer, provided pursuant to Article L. 22-10-11 of the French Commercial Code (Code de commerce), we have agreed this information to the source documents communicated to us. Based on these procedures, we have no observations to make on this information.

# Other information

In accordance with French law, we have verified that the required information concerning the identity of the shareholders and holders of the voting rights has been properly disclosed in the management report.

# Other Legal and Regulatory Verifications or Information

## Format of presentation of the financial statements intended to be included in the annual financial report

We have also verified, in accordance with the professional standard applicable in France relating to the procedures performed by the statutory auditor relating to the annual and consolidated financial statements presented in the European single electronic format, that the presentation of the financial statements intended to be included in the annual financial report mentioned in Article L. 451-1-2, I of the French Monetary and Financial Code (code monétaire et financier), prepared under the responsibility of the General and Managing Director, complies with the single electronic format defined in the European Delegated Regulation No 2019/815 of 17 December 2018.

Based on the work we have performed, we conclude that the presentation of the financial statements intended to be included in the annual financial report complies, in all material respects, with the European single electronic format.

We have no responsibility to verify that the financial statements that will ultimately be included by your company in the annual financial report filed with the AMF are in agreement with those on which we have performed our work.

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STATUTORY AUDITORS' REPORT ON THE FINANCIAL STATEMENTS

## Appointment of the Statutory Auditors

We were appointed as statutory auditors of Compagnie de Saint-Gobain by the annual general meeting held on June 10, 2004, for KPMG and on June 2, 2022, for Deloitte &amp; Associés.

As at December 31, 2024, KPMG and Deloitte &amp; Associés were in the 21st year and 3rd year of total uninterrupted engagement, respectively.

## Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with French accounting principles, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless it is expected to liquidate the Company or to cease operations.

The Audit and Risk Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risks management systems and where applicable, its internal audit, regarding the accounting and financial reporting procedures.

The financial statements were approved by the Board of Directors.

## Statutory Auditors' Responsibilities for the Audit of the Financial Statements

### Objectives and audit approach

Our role is to issue a report on the financial statements. Our objective is to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As specified in Article L.821-55 of the French Commercial Code, our statutory audit does not include assurance on the viability of the Company or the quality of management of the affairs of the Company.

As part of an audit conducted in accordance with professional standards applicable in France, the statutory auditor exercises professional judgment throughout the audit and furthermore:

- Identifies and assesses the risks of material misstatement of the financial statements, whether due to fraud or error, designs and performs audit procedures responsive to those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for his opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control.
- Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management in the financial statements.
- Assesses the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. If the statutory auditor concludes that a material uncertainty exists, there is a requirement to draw attention in the audit report to the related disclosures in the financial statements or, if such disclosures are not provided or inadequate, to modify the opinion expressed therein.
- Evaluates the overall presentation of the financial statements and assesses whether these statements represent the underlying transactions and events in a manner that achieves fair presentation.

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STATUTORY AUDITORS' REPORT ON THE FINANCIAL STATEMENTS

# Report to the Audit and Risk Committee

We submit a report to the Audit and Risk Committee which includes in particular a description of the scope of the audit and the audit program implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and financial reporting procedures that we have identified.

Our report to the Audit and Risk Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the audit of the financial statements of the current period and which are therefore the key audit matters that we are required to describe in this report.

We also provide the Audit and Risk Committee with the declaration provided for in Article 6 of Regulation (EU) N. °537/2014, confirming our independence within the meaning of the rules applicable in France such as they are set in particular by Articles L.821-27 to L.821-34 of the French Commercial Code and in the French Code of Ethics (code de déontologie) for statutory auditors. Where appropriate, we discuss with the Audit and Risk Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards.

Paris-La Défense, February 27 2025

The Statutory Auditors

KPMG S.A.

Pierre-Antoine DUFFAUD

Laurent CHILLET

Deloitte &amp; Associés

Frédéric GOURD

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MANAGEMENT REPORT - COMPAGNIE DE SAINT-GOBAIN ANNUAL FINANCIAL STATEMENTS

## 8.5 MANAGEMENT REPORT - COMPAGNIE DE SAINT-GOBAIN ANNUAL FINANCIAL STATEMENTS

Compagnie de Saint-Gobain's net income totaled €1,483 million in 2024 (2023: €1,229 million). It consisted primarily of financial income from subsidiaries and affiliates (dividends and income transfers from subsidiaries of the German branch) totaling €1,332 million in 2024 (2023: €1,057 million), an income tax benefit of €141 million (2023: €159 million) from the French and German tax consolidation groups, less a net exceptional expense of €93 million (2023: €61 million) due mainly to provisions for performance share plans awarded to employees.

Shareholders' equity before the appropriation of income for the year totaled €17,320 million at December 31, 2024 (December 31, 2023: €17,497 million).

## 8.5.1 SIGNIFICANT EVENTS DURING THE YEAR

### Transactions involving shareholders' equity

The principal events that contributed to changes in capital stock and shareholders' equity were:

- the May 15, 2024 increase in capital stock through the subscription of 4,007,048 shares under the Group Savings Plan at a price of €55.30 for a gross and net amount of €220 million;
- the capital reductions of June 14, 2024 and December 3, 2024 through the cancellation of 6,475,181 and 4,959,746 shares, respectively, for a total gross and net amount of €834 million;
- on June 12, 2024, the Company paid dividends representing a total payout of €1,047 million.

### Acquisition of CSR Limited

On February 26, 2024 Saint-Gobain announced that it had entered into a definitive agreement with CSR Limited ("CSR") to acquire all of the outstanding shares of CSR by way of an Australian scheme of arrangement for A$9.00 per share, in cash, corresponding to an enterprise value of A$4.5 billion (c. €2.7 billion) and a net enterprise value of A$3.2 billion (c. €1.9 billion) post short to mid-term monetizable property value of at least A$1.3 billion. The transaction was completed on July 9, 2024.

CSR is a leading building products company in Australia. Its main Building Products business, which recorded revenue of A$1.9 billion with an EBITDA margin of around 18% for the fiscal year ended March 31, 2024, comprises some of Australia's most trusted and iconic brands.

### Acquisition of the BAILEY group

On April 3, 2024, Saint-Gobain announced that it had entered into a definitive agreement for the acquisition of The Bailey Group Companies ("Bailey") - consisting of Bailey-Hunt Limited and its subsidiaries - a privately owned manufacturer of metal building solutions for light construction in Canada, for C$880 million (approximately €600 million) in cash. The transaction was completed on June 3, 2024.

Bailey is a leading player in metal framing in Canada with C$532 million of sales in the country and 17.2% EBITDA margin in 2023. With a 75-year history, Bailey has 12 manufacturing plants across Canada and around 700 employees with a well-recognized brand thanks to its best-in-class customer service, expertise and technical capabilities. Bailey has been a long-standing partner of Saint-Gobain for metal ceiling grids, frames and fasteners.

### Acquisition of FOSROC

On June 27, 2024, Saint-Gobain announced that it had entered into a definitive agreement to acquire FOSROC, a leading privately owned global construction chemicals player, for US$1,025 million (approximately €960 million) in cash. The transaction was completed on February 7, 2025.

FOSROC has a particularly strong geographic footprint in India, the Middle East and the Asia-Pacific region. In 2024, it is expected to generate sales of US$487 million and its estimated EBITDA margin for the year is 18.7%. With 20 manufacturing plants and around 3,000 employees, FOSROC provides a wide range of technical solutions for the construction industry, including admixtures and additives for concrete and cement, adhesives and sealants, waterproofing solutions, concrete repair solutions and flooring.

### Acquisition of OVNIVER Group

On August 15, 2024, Saint-Gobain announced that it had entered into a definitive agreement to acquire OVNIVER Group, a privately owned leading construction chemicals player in Mexico and Central America, for US$815 million (c. €740 million) in cash. The transaction was completed on January 15, 2025.

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OVNIVER Group is a leading construction chemicals player with a strong commercial and industrial footprint in the high-growth Mexican and Central American markets. OVNIVER Group's business has grown by an average of around 20% per year over the last five years. In 2024, it reported sales of US$285 million and an EBITDA margin of 21.7%. With 16 manufacturing plants and around 1,000 employees, it offers a wide range of innovative solutions for the residential and non-residential construction markets, including façade coatings, tiling adhesives, waterproofing solutions and surface preparation mortars.

## Disposal of PAM Building

On September 10, 2024, Saint-Gobain announced it had entered into exclusive negotiations to sell PAM Building, the Saint-Gobain PAM subsidiary specialized in wastewater and stormwater drainage solutions for buildings, to the French institutional investment fund Aldebaran, with Bpifrance (France's public investment bank) acquiring a minority stake. The transaction was completed on November 29, 2024.

PAM Building has two products plants, in Bayard (Haute-Marne, France) and in Telford (United Kingdom), employs 400 people and generated revenues of around €110 million in 2023.

## Changes in governance

Following the appointment in June 2024 of Benoit Bazin as Chairman and Chief Executive Officer, the Board of Directors unanimously decided at its meeting of November 28, 2024 to submit the following governance resolutions to the General Shareholders' Meeting of June 5, 2025:

- Renewal of Benoit Bazin's term of office, it being specified that, in this case, the Board will reappoint Benoit Bazin as Chairman of the Board of Directors and Chief Executive Officer of Saint-Gobain and will maintain the role of Jean-Francois Cirelli as Lead Independent Director and Vice-Chairman of the Board, in accordance with the bylaws;
- Appointment of three new independent directors following the expiration of the terms of office of three directors: Maya Hari, a Singaporean national, Chief Executive Officer of Terrascope, Antoine de Saint-Affrique, a French national, Chief Executive Officer of Danone, and Hans Sohlström, a Finnish national, President and Chief Executive Officer of Stora Enso. In the event of a positive vote, the proportion of independent directors will increase from 82% to 93% (excluding employee directors and directors representing employee shareholders in accordance with the Afep-Medef Code), i.e., 100% excluding the Chairman and Chief Executive Officer.

## Financing activities

Compagnie de Saint-Gobain also redeemed the following instruments at maturity:

- on March 15, 2024, a bond, for a total amount of €750 million with a coupon of 0.625%;
- on June 28, 2024, two private placements, for a total of €95 million indexed to the 10-year CMS rate, swapped for a fixed rate (approximately 4.1%);
- on July 18, 2024, a €500 million floating-rate bond indexed to the 3-month Euribor;
- on November 15, 2024, the GBP 116 million outstanding balance on a GBP 300 million bond issue with a coupon of 5.625%, which has now been redeemed in full.

On April 8, 2024, Compagnie de Saint-Gobain issued a €2 billion green bond divided into two tranches:

- a €1,000 million tranche maturing April 8, 2030 and paying a coupon of 3.375%;
- a €1,000 million tranche maturing April 8, 2034 and paying a coupon of 3.625%.

On August 9, 2024, Compagnie de Saint-Gobain issued a €1,500 million bond divided into two tranches:

- an €800 million tranche maturing August 9, 2029 and paying a coupon of 3.250%;
- a €700 million tranche maturing August 9, 2036 and paying a coupon of 3.625%.

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# 8.5.2 OTHER MANDATORY DISCLOSURES

## Maturity of amounts owed to suppliers and from customers

Pursuant to Article D.441-6, amounts owed to suppliers and from customers can be analyzed as follows by maturity:

|  (in EUR thousands) | Article D.441 I.-1: Overdue invoices from suppliers unpaid at Dec. 31, 2024 |   |   |   |   |   | Article D.441 I.-2: Overdue invoices to customers unpaid at Dec. 31, 2024  |   |   |   |   |   |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|   |  0 days (for information) | 1 to 30 days | 31 to 60 days | 61 to 90 days | 91 days and more | Total (1 day and more) | 0 days (for information) | 1 to 30 days | 31 to 60 days | 61 to 90 days | 91 days and more | Total (1 day and more)  |
|  (A) OVERDUE BY DELAY  |   |   |   |   |   |   |   |   |   |   |   |   |
|  Number of invoices | 524 | 178 | 24 | 38 | 52 | 292 | 566 | 354 | 117 | 84 | 962 | 1,517  |
|  Total value of invoices incl. VAT | 25,707 | 4,220 | 79 | 39 | -51 | 4,287 | 35,690 | 20,522 | 1,394 | 1,600 | 9,659 | 33,175  |
|  Percentage of At December 31, 2024 total purchases incl. VAT | 5.0 % | 0.8 % | 0.0 % | 0.0 % | 0.0 % | 0.8 % |  |  |  |  |  |   |
|  Percentage of At December 31, 2024 sales incl. VAT |  |  |  |  |  |  | 8.3 % | 4.8 % | 0.3 % | 0.4 % | 2.3 % | 7.7 %  |
|  (B) INVOICES EXCLUDED FROM (A) RELATING TO DISPUTED OR UNRECOGNIZED PAYABLES/RECEIVABLES  |   |   |   |   |   |   |   |   |   |   |   |   |
|  Number of invoices |  |  |  |  |  | 0 |  |  |  |  |  | 0  |
|  (C) METHOD USED TO CALCULATE OVERDUE INVOICES (CONTRACTUAL OR STATUTORY PERIOD - ARTICLE L.441-6 OR L.443-1 OF THE FRENCH COMMERCIAL CODE)  |   |   |   |   |   |   |   |   |   |   |   |   |
|  Method used to calculate overdue invoices | Due date of the invoice |   |   |   |   | Due date of the invoice  |   |   |   |   |   |   |

Compagnie de Saint-Gobain settles its debts by their given due dates. The only invoices not settled by their due dates are those subject to disputes and classified as pending decisions, as well as invoices that were received late.

## Company branch

Compagnie de Saint-Gobain has a German branch.

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FIVE-YEAR FINANCIAL SUMMARY

# 8.6 FIVE-YEAR FINANCIAL SUMMARY

|  (in EUR millions) | 2024 | 2023 | 2022 | 2021 | 2020  |
| --- | --- | --- | --- | --- | --- |
|  1 - CAPITAL STOCK AT YEAR-END |  |  |  |  |   |
|  Share capital | 1,996 | 2,026 | 2,063 | 2,096 | 2,131  |
|  Number of common shares outstanding | 499,050,774 | 506,438,012 | 515,769,082 | 524,017,595 | 532,683,713  |
|  2 - RESULTS OF OPERATIONS |  |  |  |  |   |
|  Sales | 393 | 370 | 383 | 301 | 281  |
|  Income before tax, depreciation, amortization and provisions | 1,368 | 1,159 | 1,187 | 879 | 695  |
|  Income tax | 141 | 159 | 253 | 261 | 185  |
|  Income after tax, depreciation, amortization and provisions (net income) | 1,483 | 1,229 | 1,496 | 1,458 | 862  |
|  Dividends | 1,092 (1) | 1,047 (2) | 1,013 (1) | 835 (4) | 698 (5)  |
|  3 - EARNINGS PER SHARE (in EUR) |  |  |  |  |   |
|  Income before tax, depreciation, amortization and provisions | 2.74 | 2.29 | 2.30 | 1.68 | 1.30  |
|  Income after tax, depreciation, amortization and provisions (net income) | 2.97 | 2.43 | 2.90 | 2.78 | 1.62  |
|  Net dividend per share | 2.20 | 2.10 | 2.00 | 1.63 | 1.33  |
|  4 - EMPLOYEE INFORMATION (6) |  |  |  |  |   |
|  Average number of employees during the year | 184 | 192 | 192 | 185 | 188  |
|  Total payroll for the year | 36 | 34 | 35 | 40 | 32  |
|  Total benefits paid for the year | 27 | 22 | 20 | 24 | 18  |

(1) Estimated amount based on 499,051,717 shares carrying, at January 31, 2025, rights to dividends in respect of 2024, less 2,769,641 treasury shares held at January 31, 2025.
(2) Based on 506,467,635 shares carrying rights to dividends in respect of 2023, less 8,089,653 treasury shares held on the ex-dividend date.
(3) Based on 509,176,059 shares carrying rights to dividends in respect of 2022, less 2,081,179 treasury shares held on the ex-dividend date.
(4) Based on 524,017,595 shares carrying rights to dividends in respect of 2021, less 12,011,295 treasury shares held on the ex-dividend date.
(5) Based on 532,695,363 shares carrying rights to dividends in respect of 2020, less 7,637,902 treasury shares held on the ex-dividend date.
(6) Employee numbers only include staff at the Company's head office and exclude the German branch.

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# ADDITIONAL INFORMATION AND CROSS-REFERENCE TABLES

![img-256.jpeg](img-256.jpeg)

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# TABLE OF CONTENTS

## 9.1 ADDITIONAL INFORMATION 478
9.1.1 Principal statutory provisions and internal rules of the Board of Directors 478
9.1.2 Documents available to the public 483
9.1.3 Persons responsible for the Universal Registration Document 483
9.1.4 Information about the Statutory Auditors 484
9.1.5 Address 484

## 9.2 CROSS-REFERENCE TABLES 485
9.2.1 Cross-reference table for the Universal Registration Document 485
9.2.2 Cross-reference table for the Annual Financial Report 487
9.2.3 Cross-reference table for social and environmental information: vigilance plan 488

## 9.3 OTHER INFORMATION ENVIRONMENT SOCIAL GOVERNANCE 489
9.3.1 Integration of the United Nations sustainable development goals 489
9.3.2 TCFD 494
9.3.3 ISSB 495

## 9.4 INFORMATION ON THE ISSUER 500

## 9.5 GLOSSARY 501

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ADDITIONAL INFORMATION

## 9.1 ADDITIONAL INFORMATION

### 9.1.1 PRINCIPAL STATUTORY PROVISIONS AND INTERNAL RULES OF THE BOARD OF DIRECTORS

#### A - Principal statutory provisions

The main provisions of Compagnie de Saint-Gobain's bylaws are summarized below.

A complete version of the bylaws may be consulted on the Company's website (www.saint-gobain.com). A copy may also be obtained upon request from the clerk of the Commercial Court of Nanterre and at the Company's headquarters.

#### Corporate name, form, head office and duration (articles 1, 2, 4 and 5)

A French société anonyme governed by the provisions of articles L. 210-1 et seq. of the French Commercial Code, Compagnie de Saint-Gobain's head office is Tour Saint-Gobain, 12, place de l'Iris, 92400 Courbevoie, France (Tel.: +33 (0)1 88 54 00 00). It is registered with the Trade and Companies Register of Nanterre under No. 542 039 532.

The Company was founded in 1665 and registered with the Trade and Companies Register on July 21, 1954, for a period that will expire on December 31, 2040, unless it is subject to early dissolution or extension.

#### Corporate purpose (article 3)

The Company's summarized corporate purpose is to conduct and manage, in France and internationally, any industrial, commercial, financial, securities and real estate transactions related to its manufacturing and contracting activities through French or foreign subsidiaries or equity interests or otherwise.

#### Fiscal year (article 19)

Its fiscal year runs from January 1 to December 31.

#### Share capital and disclosure thresholds (articles 6 and 7)

As of December 31, 2024, the share capital was set at €1,996,203,096 divided into 499,050,774 shares with a par value of €4.00 each, entirely paid up and all of the same class.

The bylaws (article 7.4) require shareholders to disclose to the Company within five trading days any direct, indirect or joint interest representing at least 0.50% of the share capital or voting rights, or any multiple of this percentage.

The same disclosure requirement applies when a direct, indirect or joint equity interest falls below any of these thresholds.

Failure to comply with these disclosure rules may result in the undisclosed shares exceeding this percentage being deprived of voting rights for a period of two years from the date when the non-disclosure is remedied, at the request of one or more shareholders representing at least 3% of the share capital or voting rights, as recorded in the minutes of the General Meeting.

Furthermore, the Company may request information regarding the composition of its shareholding structure and the ownership of its shares in accordance with current laws and regulations.

#### Share rights (article 8)

Each share entitles the owner to ownership of corporate assets and liquidation proceeds equal to the proportion of the share capital it represents.

Whenever it is necessary to own a certain number of shares to exercise a right, the owners who do not hold that number must arrange for the pooling of the required number of shares where appropriate.

Each share entitles the holder to vote at the General Meetings under the conditions stipulated in the bylaws (see article 18 below).

Ownership of a share automatically entails acceptance of the Company's bylaws and the decisions of the General Meeting.

#### Company Management (articles 9 to 12, 14 and 15)

The Company is administered by a Board of Directors of at least three members and no more than eighteen members, subject to the exceptions provided for by law in the event of a merger.

Directors are elected for a four-year term. They may be reappointed subject to the age limit of 70. The age limit for the Chairman of the Board of Directors is 68. The Chairman of the Board of Directors may also hold the position of Chief Executive Officer of the Company at the discretion of the members of the Board. In this case, the Chairman of the Board of Directors has the title of Chairman and Chief Executive Officer, and the age limit is 65 (like that of the Chief Executive Officer and the Chief Operating Officers).

One Director representing employee shareholders is appointed by the General Shareholders' Meeting under the conditions of quorum and majority applicable to any appointment of a Director from among the employee shareholders or, where appropriate, from among the members of the Supervisory Boards of the corporate mutual fund(s) of the Company's Group Savings Plan. It is governed by all the laws and provisions of the bylaws applicable to the Directors appointed by the General Shareholders' Meeting as well as those specific to it.

#### Procedure for appointing candidates for the office of Director representing employee shareholders

Candidates for the office of Director representing employee shareholders are presented to the General Shareholders' Meeting as follows:

- one candidate is appointed from among its members by the Supervisory Board of the corporate mutual fund of the Company's Group Savings Plan. If there is more than one corporate mutual fund, each Supervisory Board of such corporate mutual funds appoints one candidate from among its members;

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- one candidate is elected by the employees holding registered shares as part of a consultation process defined by General Management. Voting may take place by any technical means that ensures the reliability of the vote, whether by electronic means or by mail, with each employee holding a number of votes equal to the number of registered shares they hold. The candidate with the highest number of votes is presented to the General Shareholders' Meeting.

# Election of the Director representing employee shareholders

If there is more than one candidate for the office of Director representing employee shareholders, the Board of Directors may approve the appointment of one of them. The candidate with the highest number of votes at the General Shareholders' Meeting is appointed Director representing employee shareholders.

The Company's Works Council (Comité de Groupe) appoints two Employee Directors. Employee Directors are appointed within six months of the General Shareholders' Meeting.

The term of office of a Director ends at the conclusion of the Ordinary General Meeting called to approve the financial statements for the previous fiscal year held in the calendar year during which this Director's term expires. The duties of an Employee Director (including a Director representing employee shareholders) also end if the employment contract is terminated, as of the date of the termination, subject to intragroup transfer. If the conditions for application of the law are not met, the term of office of the Employee Directors (including a Director representing employee shareholders) ends upon completion of the Board meeting that confirms the Company's exit from the scope of application of the law.

The Board of Directors determines the Company's overall business strategy and examines any issues relating to its proper functioning.

The activities of the Board of Directors are organized and led by its Chairman.

Board meetings may be held using videoconferencing or other interactive telecommunication technology under the conditions stated by law.

Each Director appointed by the General Shareholders' Meeting must own at least eight hundred shares, except Employee Directors and the Director representing employee shareholders.

# General Management (articles 13 and 15)

At the discretion of the Board of Directors, the Company's General Management is assumed either by the Chairman of the Board of Directors, in this case in the capacity of Chairman and Chief Executive Officer, or by the Chief Executive Officer.

The Chief Executive Officer, chosen by the Board of Directors, whether or not from among its members, is vested with the broadest authority to act under any circumstances in the name of the Company within the limits of the corporate purpose and subject to such powers as the law expressly attributes to General Meetings and the Board of Directors. The Chief Executive Officer represents the Company in its relations with third parties.

# General Meetings and voting rights (article 18)

Any shareholder may participate in General Meetings in person or by proxy, provided that his/her/its shares have been formally recorded in the accounts, subject to the applicable legal provisions.

Where decided by the Board of Directors, shareholders may be convened to and vote at a General Meeting by any form of electronic communication. Any shareholder may be represented under the conditions provided for by law. Shareholding legal entities are represented at a General Meeting by their legal representative or by any person designated by that legal representative for this purpose.

At all General Meetings, voting rights are exercisable by the beneficial owner of the shares. Each shareholder has a number of voting rights corresponding to the number of shares held, without limitation.

However, double voting rights are allocated to fully paid-up shares registered in the name of the same shareholder for at least two years.

In addition, in the case of a capital increase through capitalization of reserves, profits or share premiums, registered shares allocated free of charge to a shareholder carry double voting rights from the date on which they are issued on the basis of shares already held by the shareholder carrying such entitlement.

Double voting rights are forfeited when the shares are converted to bearer form or sold. However, double voting rights are not forfeited when title is transferred by way of an inheritance or as a result of the liquidation of the marital estate or an inter vivos donation to a spouse or a relative in the direct line of succession. The transfer is not considered in calculating the qualifying period indicated in the preceding paragraph.

Shareholders may vote by mail in accordance with applicable laws and regulations.

# Allocation and appropriation of net income (article 20)

An appropriation of at least five percent is deducted from net income, less any losses carried forward from the previous year, and allocated to the reserve fund prescribed by law. This appropriation is no longer mandatory once the reserve fund reaches a sum equal to one tenth of the share capital. It is reactivated if the reserve falls below one tenth.

Distributable income corresponds to net income for the fiscal year less any losses carried forward from prior years and less any amounts to be credited to reserves in application of the law or the Company's bylaws, plus retained earnings.

The General Meeting may appropriate this distributable net income for the period as follows:

1. all or part of this amount to any contingency or special reserves or to retained earnings, based on a recommendation of the Board of Directors;
2. if these appropriations do not absorb the total amount of distributable income, shareholders are paid a non-cumulative first dividend equal to five percent of the paid-up par value of shares without being entitled to claim such payment from appropriations from the distributable income of subsequent years;
3. if any funds remain after paying these appropriations, they are divided among the shareholders.

The General Meeting approving the financial statements for the fiscal year may decide to offer shareholders the option of receiving all or part of the dividend (or any interim dividend) in cash or in shares.

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## B - Internal rules of the Board of Directors

Compagnie de Saint-Gobain's internal rules of the Board of Directors describe the Board of Directors' organization and functioning.

To strengthen the balance of power measures within the Board of Directors in the context of the merging of the functions of Chairman of the Board of Directors and Chief Executive Officer, the Board of Directors decided, at its meeting of November 23, 2023, to amend its internal rules. In addition, amendments have been made to the internal rules following the entry into force of the European directive known as the 'CSRD' (CSRD Directive).

The internal rules of the Board of Directors in force on February 1, 2025 are reproduced in full below, subject to the provisions concerning the Board's Committees, whose powers changed on November 28, 2024 following the entry into force of the CSRD Directive (see section 5.1.2.D, p. 270).

### Internal rules of the Board of Directors amended and applicable following the General Shareholders' Meeting of June 6, 2024

These internal rules aim to set out the organization and functioning of Compagnie de Saint-Gobain's Board of Directors.

They are to be applied in conjunction with the rules and duties laid out in applicable legal and regulatory provisions and the Company's bylaws, which have not been reproduced below.

They are to be applied in conjunction with the rules and duties laid out in applicable legal and regulatory provisions and the Company's bylaws, which have not been reproduced below.

### I - Meetings of the Board of Directors

The Board of Directors holds at least seven scheduled meetings each year. At each year-end, an annual work program is drawn up by the Chairman of the Board of Directors and given to the Directors for the following year. The draft minutes of each meeting are sent to the Directors at the same time as the agenda for the next meeting. They are approved at that meeting, and the final minutes are then sent with the agenda for the next meeting.

Except for meetings held to approve the annual financial statements of the Company, the annual consolidated financial statements and the annual management report, Directors who take part in a Board meeting using videoconferencing or other telecommunication technology enabling them to be identified and participate actively in the discussion are deemed to be present for calculation of the quorum and voting majority.

### II - Prior and on-going information of the Directors

Each time a meeting is called, Directors are provided with a selection of financial analyses.

The text of explanations and presentations scheduled on the agenda for a meeting is sent to the Directors before the meeting.

The draft Universal Registration Document for the Saint-Gobain Group, the draft consolidated financial statements and the draft annual and half-year financial statements are sent to the Directors before the meeting at which they are to be considered.

The information file provided to the Directors at each meeting includes, among other things, an analysis of the Saint-Gobain Group's operating income and its net debt at the end of the previous month, as well as details of the Saint-Gobain share performance compared with the CAC 40 and an industry index.

One Board meeting is held at a different Group site each year to give the Directors an opportunity to visit that site.

Between meetings, the Directors receive copies of all press releases issued by the Company along with any relevant information about events or transactions that are material for the Saint-Gobain Group. Directors receive a daily press review regarding Saint-Gobain as well as general news.

Directors have the right to ask for any other documents that they consider necessary to make an informed contribution to the Board's discussions; the request is made to the Chairman of the Board of Directors, who may submit the request to the Board for a decision.

Each Director may also ask to meet with any senior manager of the Saint-Gobain Group and to request that no executive corporate officers are present; in the latter case, notice is first given to the Chairman of the Board of Directors and the Chief Executive Officer, and the Chairman may submit the request to the Board for a decision.

### III - Decisions of the Board of Directors

The Board of Directors examines all issues that fall within its remit, as specified in the applicable laws and regulations and the Company's bylaws, particularly on the following subjects:

- The Board of Directors meets annually to review and approve the budget for the Saint-Gobain Group.
- It reviews and approves the strategic orientations of the Saint-Gobain Group at least once a year and monitors their implementation, taking into account the social and environmental challenges of its business.
- Upon proposal of the Chief Executive Officer, the Board of Directors determines the strategic orientations for social and environmental responsibility over the next years.
- All capital expenditures, restructuring, disposals, acquisitions and financial investment and divestment projects in individual amounts greater than €150 million must be submitted to the Board for prior approval, along with any material transactions that fall outside the Saint-Gobain Group's stated strategy.
- For urgent matters where timing constraints do not allow to call a Board meeting, the Chairman of the Board of Directors provides the Directors with all relevant information by the most efficient method to obtain their opinion.
- Once a year, the Board of Directors dedicates an item on its agenda to a discussion about its operation. In addition, an assessment of its organization and operation is carried out periodically at the initiative of the lead independent Director; this assessment is added to the agenda of a subsequent Board meeting.

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- Every year, the Board of Directors also reviews each Director's situation in relation to the independence criteria set out in the AFEP-MEDEF Code, based on a report prepared by the Nomination and Remuneration Committee. The results of the review are reported to shareholders in the annual report.

## IV - Role of the Chairman of the Board of Directors

The Chairman organizes and directs the work of the Board of Directors and sets the agenda. The Chairman sets the schedule and agenda for Board meetings, convenes them and chairs them.

In consultation with the relevant Committee's Chairmen, the Chairman sets the schedule and agenda of meetings of Committees of the Board of Directors and convenes them.

The Chairman ensures that the Company's governing bodies function properly, that the Directors are able to fulfill their duties, and, in particular, that they have all the necessary information.

The Chairman convenes, chairs and reports to the Chief Executive Officer on meetings of the Directors held without the presence of the executive corporate officers, regarding governance matters and, once a year, to discuss and assess the operations of the Board ("Executive Sessions"). Such "Executive Sessions" are convened and chaired by the lead independent Director when the Board has to appoint such lead independent Director (see VI - Lead Independent Director).

The Chairman reports on the work of the Board of Directors to the such meeting.

## V - Board of Directors Committees

The work and decisions of the Board of Directors are prepared in their respective areas by Committees (the Audit and Risk Committee, the Nomination and Remuneration Committee and the Corporate Social Responsibility Committee), composed of Directors appointed by the Board. The Chairman and the Chief Executive Officer may attend their meetings, except when the matter concerns them. In this case, they do not participate in the discussions and deliberations on such matters.

When the Chairman of the Board of Directors is responsible for the Company's General Management, the Chairman attends meetings of the Board Committees at which the General Management's position must be presented.

Committee members may participate in meetings by videoconference or other telecommunication technology enabling them to be identified and ensuring their effective participation. They are then considered present at these Committee meetings.

To fulfill their duties, these Board Committees may commission technical studies by outside experts at Compagnie de Saint-Gobain's expense and consult Saint-Gobain Group executives after notifying the Chief Executive Officer and the Chairman of the Board of Directors, who may submit the request to the Board for a decision. They report to the Board on the opinions and information obtained.

The Chairman of each Board committee designates the person responsible for acting as secretary of the Committee.

The Board's internal rules also cover, among other things, the respective duties and areas of the three Board Committees. A description of these duties and areas is provided in section 5.1.2, p.264 in the passage dedicated to each Committee.

## VI - Lead Independent Director

The Board of Directors may appoint a lead independent Director from among the Board's independent Directors.

When the Chairman of the Board of Directors is responsible for the Company's general management, or when the Chairman is not responsible for general management but is not independent, a lead independent Director must be appointed. The lead independent Director also acts as Vice Chairman of the Board.

The lead independent Director remains in office for the duration of the term as Director. The lead independent Director may be reappointed and may be removed at any time by the Board of Directors.

## Duties of the Lead independent Director

The lead independent Director's main responsibility is to oversee the efficient running of the Company's governance bodies. As such, the lead independent Director is in charge of:

- preventing and managing conflicts of interest; the lead independent Director is responsible for preventing the occurrence of situations of conflicts of interest. The lead independent Director informs the Board of Directors of any known conflicts of interest concerning the Directors;
- conducting the periodic assessment of the organization and operation of the Board of Directors, making a distinction between the assessment of the Chairman and that of the Chief Executive Officer;
- serving as a point of contact for Compagnie de Saint-Gobain's shareholders and participating on shareholder's engagement on governance issues; conducting governance roadshows;
- in conjunction with the Chairman of the Board of Directors, ensuring that the Directors receive the information they need to perform their duties under the best possible conditions, in accordance with these internal rules; and if necessary, act as their spokesperson to the Chairman of the Board of Directors;
- more generally, ensuring compliance with the internal rules of the Board of Directors.

## Means available to the Lead independent Director

In the course of the assigned duties, the lead independent Director has the right to:

- request to the Chairman the addition of points to the agenda of any Board meeting, be consulted on the agenda and timetable for Board meetings;
- convene and chair "Executive Sessions" related to its mission (including at the end of a Board meeting) and aimed, once a year, at discussing and assessing the operations of the Board; reporting to the Chief Executive Officer on such "Executive Sessions";
- chair the discussions of the Directors at the end of the Board meetings on the governance of the meeting, in the presence of the Chief Executive Officer;
- convene and chair the Board meetings in the event of the temporary inability or death of the Chairman;
- request the Chairman to convene a meeting of the Board of Directors with any specific agenda; the Chairman is bound by the lead independent Director's request;

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## ADDITIONAL INFORMATION

- leading discussions at meetings of the Board of Directors on its assessment;
- attend meetings of Committees of which he is not a member with the agreement of the Chairman of the relevant Committee concerned, who informs the Chairman;
- in the performance of its duties, request external studies to be carried out at the Company's expense or request the assistance of the Group Corporate Secretary in the performance of its duties; and
- meeting with the Executive Committee members (Comex) after informing the Chairman.

Once a year, the lead independent Director reports the actions taken to the Board of Directors. The Chairman of the Board of Directors may invite the lead independent Director to General Meetings to report on actions taken.

## VII - Duties of the Directors

Directors have regular access to inside information within the meaning of financial market laws and regulations and comply with insider trading prevention provisions.

Closed periods are also set each year, during which Directors are prohibited from trading directly or indirectly and from derivative transactions in Compagnie de Saint-Gobain's securities.

These closed periods cover the thirty days preceding the Board meetings at which the annual and half-year consolidated financial statements are reviewed, the fifteen days preceding the publication of quarterly revenue figures, and the day following the publication of the annual and half-year results until 10.00 a.m. (Paris time).

The Board Secretary sends the precise calendar of the closed periods to the Directors each year.

Directors must declare to the French Financial Markets Authority (Autorité des marchés financiers) any trades they have executed involving Compagnie de Saint-Gobain's securities, in compliance with applicable regulations.

Directors hold their Compagnie de Saint-Gobain shares in registered form.

Beyond the obligation of discretion provided by law, Directors are bound by a general duty of confidentiality with regard to the documents and information communicated to them before or during the meetings, as well as on the deliberations of the Board of Directors, until they have been made public.

They must seek to avoid any actual or potential conflict of interest, whether direct or indirect. If any such conflict of interest should arise, they must inform the Chairman of the Board of Directors and the lead independent Director and refrain from participating in discussions and votes on the topics in question.

The Chief Executive Officer must consult the Board before accepting any new appointment in a publicly traded company.

## VIII - Compensation of the Directors and reimbursement of expenses

The Board of Directors distributes among the Directors, except the Chairman and the Chief Executive Officer, who do not receive any compensation in this respect, the annual amount allocated by the General Meeting as compensation for the activities of the Directors 11.

The amounts granted in respect of the fixed-base amount are paid pro rata temporis when terms of office begin or end during the course of a fiscal year.

The compensation is paid in two half-yearly installments in arrears, with any balance available from the annual amount distributed at the beginning of the next fiscal year based on variable parts allocated to each Director depending both on his/her participation to Board and Committees meetings held during the prior fiscal year.

Upon submission of the necessary supporting documents, Directors may be reimbursed for travel expenses and any expenses incurred in performing their duties as Directors of the Company.

## IX - Other provisions

All Directors may receive additional training on the Saint-Gobain Group specific characteristics, business lines, operating segments and social and environmental responsibilities if they consider it necessary.

Those appointed to the Audit and Risk Committee may receive training in the accounting, financial and operational aspects specific to the Group's activities if they consider it useful.

Unless impeded, the Directors must attend the General Shareholders' Meeting.

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## 9.1.2 DOCUMENTS AVAILABLE TO THE PUBLIC

For the period of validity of this Universal Registration Document, the following documents (or a copy of them) relating to the Company may be consulted through the Investor Relations Department at the Company's head office at Tour Saint-Gobain, 12, place de l'Iris, 92400 Courbevoie (France) and may be viewed online at www.saint-gobain.com:

- this Universal Registration Document, which may also be consulted on the website of the Autorité des marchés financiers (AMF) (www.amf-france.org/en);
- the Company bylaws; and
- any reports, letters and other documents, historical financial information, assessments and statements prepared by an outside expert at the Company's request, a part of which is included in or referred to in this Universal Registration Document.

## 9.1.3 PERSONS RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT

### Person responsible for the Universal Registration Document

Benoit Bazin, Chairman and Chief Executive Officer of Compagnie de Saint-Gobain.

### Statement by the person responsible for the Universal Registration Document including the Annual Financial Report

I hereby declare that the information contained in this Universal Registration Document is, to the best of my knowledge, consistent with the facts and contains no omission likely to affect its import.

I further declare that, to the best of my knowledge, the annual and consolidated financial statements have been prepared in accordance with applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and all the companies included in the consolidation scope and that the management report contained in this Universal Registration Document and listed in the cross-reference table in section 9.2.2, p. 487, provides a true and fair view of the evolution, results and financial position of the Company and of all the companies included in the consolidation scope, as well as a description of the main risks and uncertainties to which they are exposed, and that it has been prepared in accordance with the applicable sustainability reporting standards.

Courbevoie, March 12, 2025

Benoit Bazin
Chairman and Chief Executive Officer

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## 9.1.4 INFORMATION ABOUT THE STATUTORY AUDITORS

### Statutory Auditors

As of December 31, 2024, the Statutory Auditors of the Company are:

- Deloitte &amp; Associés, Tour Majunga, 6 Pl. de la Pyramide, 92800 Puteaux, represented by Frédéric Gourd, appointed for a term of six years expiring at the 2028 General Meeting;
- KPMG SA, Tour Eqho, 2 avenue Gambetta, CS 60055 – 92066 Paris La Défense (France), represented by Pierre-Antoine Duffaud and Laurent Chillet. It was reappointed on June 6, 2024, for a period of six years, ending at the 2028 General Meeting.

### Statutory Auditors' fees

FEES PAID BY THE GROUP TO THE STATUTORY AUDITORS AND MEMBERS OF THEIR NETWORKS FOR THE 2024 FISCAL YEAR

Statutory Auditors' fees and members of their networks for the 2024 fiscal year are presented in note 14, p. 436, "fees paid to the Statutory Auditors" of the Consolidated Financial Statements, section 8.1 of this Universal Registration Document.

## 9.1.5 ADDRESS

### COMPAGNIE DE SAINT-GOBAIN

**Head office**

Tour Saint-Gobain
12, place de l’Iris
92400 Courbevoie

France
Tel.: +33 (1) 88 54 00 00
www.saint-gobain.com

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# 9.2 CROSS-REFERENCE TABLES

## 9.2.1 CROSS-REFERENCE TABLE FOR THE UNIVERSAL REGISTRATION DOCUMENT

For the convenience of readers of this Universal Registration Document, the following cross-reference table provides an index to the main disclosures required by Annexes 1 and 2 of the EU Regulation No. 2019/980, dated March 14, 2019, supplementing provisions of EU Regulation 2017/1129, dated June 14, 2017.

|  Contents of Annexes 1 and 2 of the EU Regulation No. 2019/980, dated March 14, 2019, supplementing provisions of EU Regulation 2017/1129, dated June 14, 2017 | Sections  |
| --- | --- |
|  1 Persons responsible, third party information, experts' reports and competent authority approval | 9.1.3  |
|  2 Statutory Auditors | 9.1.4  |
|  3 Risk factors |   |
|  3.1 Risks specific to the Group and its business sector | 6.1.1  |
|  3.2 Risks related to the Group's structures | 6.1.2  |
|  3.3 Financial risks | 6.1.3  |
|  3.4 Legal risks | 6.1.4  |
|  4 Information about the issuer | 7.2.1 and 9.1  |
|  5 Business overview |   |
|  5.1 Principal activities | 1.2  |
|  5.2 Principal markets | 1.1.1, 1.2.6  |
|  5.3 Important events in the development of business | 1.1.2  |
|  5.4 Strategy and objectives | 2. .,3.1.5, 3.2.2 and 4.7  |
|  5.5 Dependence on patents or licenses, industrial, commercial or financial contracts or new manufacturing processes | 6.1.1 see Intellectual property risks  |
|  5.6 Competitive position | 2.2.1  |
|  5.7 Investments |   |
|  5.7.1 Material investments made | 1.2.2, 1.2.4, 2.2.3, 4.2, 4.5, 8.1 (NOTE 3, NOTE 4 and NOTE 5) and 8.5.1  |
|  5.7.2 Material investments in progress | 2.2.3, 4.2 4.5 and 4.7  |
|  5.7.3 Information related to the joint ventures and undertakings in which the issuer holds a proportion of the capital likely to have a significant effect on the assessment of its own assets and liabilities, financial position or profits and losses | 8.1 (NOTE 4), 8.3 (NOTE 9, NOTE 10 and NOTE 16)  |
|  5.7.4 Environmental issues that may affect Compagnie de Saint-Gobain's use of its property, plant and equipment | 3.2.2, 3.2.4, 3.3.6, 3.4.8 and 6.1.1  |
|  6 Organizational structure |   |
|  6.1 Brief description of the Group | 1.1.1, 1.1.4, 1.1.5, 7.1.4, 7.1.5 and 7.1.6  |
|  6.2 List of significant subsidiaries | 8.1 (NOTE 15) and 8.3 (NOTE 9 and NOTE 10)  |
|  7 Operating and financial review |   |
|  7.1 Financial position | 1.1.1, 1.1.2, 1.1.3, 1.1.5, 4.1, 4.2, 4.3, 4.4 and 4.5  |
|  7.2 Operating income | 4.1, 4.2, 4.3, 4.4 and 4.5  |
|  8 Liquidity and capital resources |   |
|  8.1 Information on capital resources | 8.1 and 8.3, 8.1 (NOTE 11), 8.3 (NOTE 12) and 8.5  |
|  8.2 Source, amounts and description of cash flows | 8.1 (Consolidated statement of cash flows)  |
|  8.3 Information on borrowing requirements and funding structure | 7.2.4, 8.1 (NOTE 10 and NOTE 13) and 8.3 (NOTE 13 and NOTE 15) et 8.5  |
|  8.4 Restriction on the use of capital | N/A  |
|  8.5 Anticipated sources of funds needed to fulfill commitments referred to in 5.7.2 | 8.1 (NOTE 10)  |
|  9 Regulatory environment | 3.4.7 and 6.1  |
|  10 Trend information | 4.7  |
|  11 Profit forecasts or estimates | N/A  |
|  12 Administrative, management and supervisory bodies and General Management | 1.1.5, 5.1  |

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Contents of Annexes 1 and 2 of the EU Regulation No. 2019/980, dated March 14, 2019, supplementing provisions of EU Regulation 2017/1129, dated June 14, 2017

Sections

|  13 Remuneration and benefits | 5.2 and 8.1 (NOTE 6)  |
| --- | --- |
|  14 Board and management practices | 5.1  |
|  15 Employees |   |
|  15.1 Number of employees and breakdown by main category | 1.1.1, 1.2.3, 8.1 (NOTE 6) and 8.3 (NOTE 19)  |
|  15.2 Shareholding in the issuer's capital and stock options | 5.2.2, 5.2.4, 7.1.6, 8.1 (NOTE 6) and 8.3 (NOTE 12)  |
|  15.3 Arrangements for involving the employees in the capital of the issuer | 5.2.4, 7.1.6, 8.1 (NOTE 6) and 8.3 (NOTE 12)  |
|  16 Major shareholders | 7.1.4  |
|  17 Related party transactions | 8.1 (NOTE 8) and 8.3 (NOTE 16)  |
|  18 Financial information concerning the issuer's assets and liabilities, financial position and profit and losses |   |
|  18.1 Historical financial information | 8.  |
|  18.2 Interim and other financial information | N/A  |
|  18.3 Auditing of the historical annual financial information | 8.2 and 8.4  |
|  18.4 Pro forma financial information | N/A  |
|  18.5 Dividend policy | 7.4  |
|  18.6 Legal and arbitration proceedings | 6.1.4, 8.1 (NOTE 9) and 8.3 (NOTE 20)  |
|  18.7 Significant change in the financial position | N/A  |
|  19 Additional information |   |
|  19.1 Share capital |   |
|  19.1.1 Amount of issued capital |   |
|  (a) Number of shares authorized | 7.1.1, 7.1.2 and 8.3 (NOTE 12)  |
|  (b) Number of shares issued and fully paid and issued, but not fully paid | 7.1.1, 9.1.1 and 8.3 (NOTE 12)  |
|  (c) Par value per share | 8.3 (NOTE 12)  |
|  (d) Number of shares outstanding at the beginning and end of the year | 7.1.1, 9.1.1 and 8.3 (NOTE 12)  |
|  19.1.2 Shares not representing share capital | 7.1.1  |
|  19.1.3 Treasury shares | 7.1.3  |
|  19.1.4 Convertible securities, exchangeable securities or securities with warrants | N/A  |
|  19.1.5 Information on the conditions attached to any acquisition rights and/or obligations relating to the subscribed but unissued capital, or on any undertaking to increase the capital | 5.2.4 and 7.1.2  |
|  19.1.6 Capital of any member of the Group which is under option or has agreed conditionally or unconditionally to be put under option | N/A  |
|  19.1.7 History of the share capital | 7.1.1  |
|  19.2 Bylaws |   |
|  19.2.1 Corporate purpose | 9.1.1  |
|  19.2.2 Rights, preference and restrictions attached to each class of existing shares | 9.1.1  |
|  19.2.3 Provisions of the bylaws that would have an effect of delaying, deferring or preventing a change of control | 9.1.1  |
|  20 Material contracts | N/A  |
|  21 Documents available | 9.1.2  |

## Incorporation by reference

In accordance with article 19 of Regulation (EU) No. 2017/1129 of the European Parliament and of the Council of June 17, 2017, this Universal Registration Document incorporates the following information by reference which the reader is invited to refer to:

- for the fiscal year ended December 31, 2023: the management report, the consolidated financial statements, the annual financial statements and the related reports of the Statutory Auditors, included in the Universal Registration Document filed with the French Financial Markets Authority (Autorité des marchés financiers - AMF) on March 12, 2024 under number D.24-0100;

- for the fiscal year ended December 31, 2022: the management report, the consolidated financial statements, the annual financial statements and the related reports of the Statutory Auditors, included in the Universal Registration Document filed with the French Financial Markets Authority (Autorité des marchés financiers - AMF) on March 22, 2023 under number D.23-0135.

The information included in these two Universal Registration Documents, other than that referred to above, is replaced or updated by the information included in this Universal Registration Document. These two Universal Registration Documents are available at the Company's head office and on its website www.saint-gobain.com.

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# 9.2.2 CROSS-REFERENCE TABLE FOR THE ANNUAL FINANCIAL REPORT

For the convenience of readers of the Annual Financial Report, the following cross-reference table provides an index to the main disclosures required by article L. 451-1-2 of the French Monetary and Financial Code.

|  Information required in the Annual Financial Report | Sections  |
| --- | --- |
|  Statement by the person responsible for the Annual Financial Report | 9.1.3  |
|  Management report |   |
|  Article L. 232-1 of the French Commercial Code |   |
|  Analysis of the Company's operations, results and financial position | 1.1.1, 1.2.3, 2., 4.5  |
|  Key financial and non-financial performance indicators | 1.1.1, 1.2.3, 4.5  |
|  Main risks and uncertainties | 6.1  |
|  Article L. 225-102 of the French Commercial Code: |   |
|  Employee shareholding | 5.2.4 and 7.1.6  |
|  Article L. 225-211 of the French Commercial Code: |   |
|  Company buyback of treasury shares | 7.1.3 and 8.1 (NOTE 11)  |
|  Articles L. 22-10-8 and seq. and L. 225-37 and seq. of the French Commercial Code |   |
|  Report of the Board of Directors on corporate governance |   |
|  Main characteristics of the internal control and risk management procedures relating to the preparation and handling of accounting and financial information | 6.2  |
|  Composition and functioning of the Board of Directors | 5.1.1 et 5.1.2  |
|  Compensation of the management and governing bodies | 5.2  |
|  General Management procedures and restrictions set by the Board of Directors on the powers of corporate officers | 5.1.2  |
|  Adherence to a code of corporate governance | 5.1  |
|  Aspects that may have an effect in the event of a public offering | 7.1.9  |
|  Special procedure for shareholders' participation in the Shareholders' Meeting | 9.1.1  |
|  Summary table of the Delegations currently valid granted by the General Shareholders' Meeting to the Board of Directors with regard to an increase in capital and description of the use made of these delegations during the fiscal year | 7.1.2  |
|  Agreements and regulated commitments | 5.1.1  |
|  Description of the procedure under which it regularly assesses whether agreements relating to current operations and entered into under normal conditions meet these conditions and description of its implementation during the fiscal year | 5.1.1  |
|  Statutory Auditors' special report on related party agreements | 5.5  |
|  Statutory Auditors' report on the Board of Directors' report on corporate governance | 5.4  |
|  Articles L. 232-6-3 and L. 233-28-4 of the French Commercial Code |   |
|  Sustainability Report |   |
|  Sustainability information | 3.  |
|  Financial statements |   |
|  Annual financial statements | 8.3  |
|  Statutory Auditors' report on the Annual Financial Statements | 8.4  |
|  Consolidated financial statements | 8.1  |
|  Statutory Auditors' Report on the Consolidated Financial Statements | 8.2  |
|  Statutory Auditors' fees | 9.1.4  |

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# 9.2.3 CROSS-REFERENCE TABLE FOR SOCIAL AND ENVIRONMENTAL INFORMATION: VIGILANCE PLAN

As part of compliance with law No. 2017-399 of March 27, 2017 on the duty of care of parent companies and ordering companies.

Saint-Gobain's vigilance plan consists of two separate but complementary plans:

- the vigilance plan for the Group's operations (holding company, subsidiaries, joint ventures and on-site subcontractors);
- the vigilance plan for purchasing, including tier 1 suppliers and subcontractors outside the Group's sites.

|  Vigilance plan for the Group's operations | Section  |
| --- | --- |
|  Mapping of risks related to operations and procedures for assessing the situation in relation to the risk mapping |   |
|  Identification, analysis and prioritization of risks, prevention of serious violations of the human rights and fundamental freedoms | 3.4.5.A  |
|  Identification, analysis and prioritization of risks, prevention of serious violations of the health and safety of people, and the environment | 3.4.2  |
|  Appropriate actions to mitigate risks or prevent serious harm |   |
|  For the respect of human rights | 3.4.5.C  |
|  For the health and safety of people | 3.4.2.A.c  |
|  For the environment | 3.3.1.B  |
|  A system for monitoring the measures implemented and evaluating their effectiveness |   |
|  Annual reporting | 3.2.4  |
|   | 3.3.6  |
|   | 3.4.4  |
|   | 3.4.8  |
|  A mechanism for alerting and collecting reports | 3.4.5.C  |
|  Vigilance plan for the Group's purchasing | Section  |
| --- | --- |
|  Mapping of risks related to operations and procedures for assessing the situation in relation to the risk mapping |   |
|  Identification, analysis and prioritization of risks, prevention of serious violations of human rights and fundamental freedoms, health and safety of people, and the environment | 3.1.5.B.b  |
|  Appropriate actions to mitigate risks or prevent serious harm |   |
|  Trade Responsible Purchasing program | 3.4.6.B  |
|  Non-trade Responsible Purchasing program | 3.4.6.B  |
|  A system for monitoring the measures implemented and evaluating their effectiveness |   |
|  Annual reporting | 3.2.4  |
|   | 3.3.6  |
|   | 3.4.4  |
|   | 3.4.8  |
|  A mechanism for alerting and collecting reports | 3.4.5.C  |

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## 9.3 OTHER INFORMATION ENVIRONMENT SOCIAL GOVERNANCE

## 9.3.1 INTEGRATION OF THE UNITED NATIONS SUSTAINABLE DEVELOPMENT GOALS

To embed the Sustainable Development Goals (SDGs) within its CSR approach, Saint-Gobain draws upon the materiality analysis (see section 1.3.1, p. 55), the Group's stakeholder dialog and its understanding of its value chain. Saint-Gobain generally actively follows the debates on SDGs and reporting, especially the working group initiated by the Global Compact. The 17 SDGs were subdivided into different levels: SDGs aligned with the strategy, moderately aligned SDGs (limited scope of influence or associated with a specific activity) and non-priority SDGs where the Group has little or no impact.

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SDG 9 SDGs aligned with the strategy
SDG 14 SDGs moderately aligned with the strategy
SDG 15 Non-priority SDGs

The Group is especially committed to 14 Sustainable Development Goals aligned with the strategy:

![img-257.jpeg](img-257.jpeg)

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![img-258.jpeg](img-258.jpeg)

## No poverty

Creating inclusive growth in the countries where it operates:

- for employees: the Group ensures fair compensation to its employees (see section 3.4.2, p. 168);
- for local communities: Saint-Gobain contributes to economic development, improving access to decent housing and local employment (see section 3.4.3, p. 157).

![img-259.jpeg](img-259.jpeg)

## Good health and well-being

Ensure healthy lives and promote well-being for all at all ages:

- for employees: health and safety are central to Saint-Gobain's environmental, health and safety Charter and are top priorities at the heart of its corporate culture (see section 2.1.3, p. 87);
- for suppliers: the Group encourages its suppliers to improve the workplace health and safety of its employees through its Responsible Purchasing policy (see section 3.4.6, p. 187);
- for customers: one of the Group's priorities is to design convenient, sustainable products (see sections 2.1.3, p. 87);
- for local communities: in the context of emergency situations, Saint-Gobain's local teams are mobilized to assist the populations (see section 3.4.3, p. 174).

![img-260.jpeg](img-260.jpeg)

## Quality education

Promote lifelong learning opportunities:

- for employees: Saint-Gobain's ambition is to be a benchmark employer, known and recognized for the wealth of career paths it offers. Saint-Gobain is committed to facilitating access to training for all its employees, using formats that meet their needs and expectations (see section 2.1.3, p. 87);
- for customers: the Group develops training programs for customers' employees, some of which lead to certification (see section 3.4.3, p. 174);
- for local communities: the Group maintains relationships with local partners in many countries where it operates to boost local employment and support disadvantaged populations with their career aspirations. Saint-Gobain also contributes to major societal issues through sponsorship and philanthropy (see section 3.4.3, p. 174);

- for civil society: support for young people is a priority in all countries where the Group operates, particularly the professional integration of young adults in difficulty in the construction industry through the Build Change program (see section 3.4.3, p. 174).

![img-261.jpeg](img-261.jpeg)

## Gender equality

Be inclusive by promoting equal opportunities:

- for employees: Saint-Gobain is working to create an environment that fosters fairness and equality, which are essential for genuine professional development, while facilitating the formation and cohesion of high-performance operational teams. Exemplary management and a policy of equal treatment in recruitment, professional training and compensation are the main levers for action (see section 3.4.2, p. 168);
- for civil society: Saint-Gobain is working to promote a more inclusive environment through its membership of the UN's Women Empowerment Principles (WEPs);
- for local communities: the Saint-Gobain India Foundation has set itself the task of improving the living conditions of the most underprivileged by supporting education-related projects, in particular by accompanying approximately 9,500 young girls (see section 3.4.3, p. 174).

![img-262.jpeg](img-262.jpeg)

## Clean water and sanitation

Ensure sustainable management of water:

- for civil society: reduce the impacts of the Group's activities on water resources as much as possible, whether in terms of intake or discharge. The long-term objectives are to withdraw as little water as possible and aim for "zero discharge" of industrial water in liquid form while avoiding generating new impacts for other natural environments and/or for other stakeholders (see section section 2.1.3, p. 87);
- for suppliers: the Group pays particular attention to the quality of its supplies and the suppliers' performance in terms of sustainable resource management. Risks related to purchasing categories include environmental performance and in particular those related to water (see section 3.4.6, p. 187);
- for local communities: manage these issues locally. The needs and risks related to water access for local populations are systematically taken into account in the Group's action plans. (see section 2.1.3, p. 87).

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![img-263.jpeg](img-263.jpeg)

## Clean and affordable energy

Use our potential for local consumption to foster the development of local renewable energy networks:

- for civil society: Saint-Gobain is a member of the ETC (Energy Transition Commission), whose aim is to accelerate the transition to a decarbonated energy system (see section 3.2.1, p. 122).

![img-264.jpeg](img-264.jpeg)

## Decent work and economic growth

Create conditions guaranteeing quality jobs for our employees:

- for employees: the development of a T.E.C. (Trust, Empowerment, Collaboration) culture is an important catalyst for successful employee development (see section 2.1.1.8 p. 83). All of the actions undertaken have made it possible to achieve a record employee engagement index of 84% in 2024, with 86% of employees considering their working conditions to be good (see section 2.1.3, p. 87);
- for suppliers: the Group's suppliers are committed to ensuring decent working conditions. Ethical criteria on human rights, working conditions and compliance with standards, health and safety and the environment are integrated into the purchasing process (see section 3.4.6, p. 187).

![img-265.jpeg](img-265.jpeg)

## Industry, innovation and infrastructure

Put our innovation to work for sustainable development and a circular economy:

- for employees: to develop solutions that anticipate market trends, the Group has introduced an innovation approach that integrates the challenges of sustainable development. It is thanks to innovation and the evaluation of the performance of solutions that the group is able to increase the avoidance of CO₂ emissions and to adapt its offer to the new opportunities linked to a fair and sustainable transition (see section 2.1.2, p. 83);
- for civil society: Saint-Gobain has been a member of the WBCSD Board with responsibility for "climate, energy, the circular economy, towns and cities, and mobility" since 2017 (see cf. section 3.2.1, p. 122).

![img-266.jpeg](img-266.jpeg)

## Reduced inequalities

Be inclusive by promoting equal opportunities:

- for employees: Saint-Gobain is working to create an environment conducive to fairness and equality, which is crucial to employees' professional growth, while fostering training and the cohesion of high-performance operational teams (see section 3.4.2, p. 168);
- for local communities: wherever it is present, the Group is committed to promoting inclusion and diversity in all its forms: gender, nationalities, training, career paths, generational diversity, disabilities and ethnic and social origins (see section 3.4.2, p. 168).

![img-267.jpeg](img-267.jpeg)

## Sustainable cities and communities

Offer sustainable and affordable solutions in response to lifestyle changes in line with increasing urbanization:

- for customers: for Saint-Gobain, it is imperative to design sustainable solutions and to contribute to the construction of resilient cities, guaranteeing the well-being of individuals in a context of increasing resource scarcity and climate change (see section 3.2.2, p. 130);
- for civil society: at the local level, the Group is forging partnerships with many players who share the same desire to promote more sustainable buildings. The Green Building Councils (GBC), a unique global network of national associations of construction professionals and players, are a key partner. (see section 3.2.1, p. 122).

![img-268.jpeg](img-268.jpeg)

## Responsible consumption and production

Change the way we design, produce and distribute products and solutions to develop the circular economy:

- for employees: the Climate Academy is a series of training courses made available to Saint-Gobain employees to inform them about the risks associated with climate change and to help them respond to environmental challenges (see section 3.2.1, p. 122);

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- for customers: Saint-Gobain designs, produces and distributes sustainable solutions that must adapt to new modalities: integrating more recycled or renewable materials to reduce the consumption of virgin raw materials and the consequences of their exploitation, in particular on biodiversity; extending the lifespan of products to reduce their environmental impact; facilitating the recycling or reuse of products at the end of their life cycle to succeed in satisfying the needs of the markets with a limited impact on natural resources (see section 3.3.3, p. 153);
- for local communities: the sustainable resource management policy aims to promote responsible resource management in order to foster the transition to a circular economy. For example, the Group is committed through a policy called "Timber Purchasing" to fight deforestation by acting ethically and responsibly in the Group's value chain to preserve forests, the local populations living in them and biodiversity (see section 2.1.2, p. 83).

![img-269.jpeg](img-269.jpeg)

SDG 13

## Climate action

Contribute to the emergence of a sustainable economy aligned with the Paris Agreement:

- for customers: the innovative solutions developed by Saint-Gobain to improve the energy efficiency of buildings make it possible to reduce both the negative impact of construction on the climate and the energy bills of occupants, while at the same time improving their well-being (see section 3.2.2, p. 130);
- for civil society: Saint-Gobain's ambition is to foster the emergence of a fair, sustainable economy aligned with the Paris Agreement in the countries where it operates (see section 3.1.5, p. 114);
- for investors: Saint-Gobain is aligned with the recommendations of the Task Force on Financial Disclosure (TCFD) (see section 9.3.2, p. 494) and published its first ESG Information Pack in 2022;
- for regulatory authorities: the Group takes part in the public debate on climate change (see section 2.1.1.A.b, p. 82);

- for suppliers: the scope 3 control program involves suppliers in the negotiations conducted by the purchasing teams (see section 3.2.3, p. 137). At the same time, Saint-Gobain encourages suppliers to reduce their carbon footprint through its Responsible Purchasing policy (see section 3.4.6, p. 187).

![img-270.jpeg](img-270.jpeg)

SDG 16

## Peace, justice and strong institutions

Share the Group's values with the stakeholders:

- for employees: the Group's responsible approach is based on its Code of Ethics: the Principles of Conduct and Action (see section 3.4.7, p. 190);
- for suppliers: the Responsible Purchasing approach incorporates suppliers' compliance with the Suppliers Charter, based on the Principles of Conduct and Action (see section 3.4.7, p. 190);
- for civil society: compliance with the law, the principles of the Code of Ethics and respect for human rights constitute the Group's fundamental values (see section 3.4.7, p. 190).

![img-271.jpeg](img-271.jpeg)

SDG 17

## Partnerships to achieve the objectives

Promote multi-stakeholder cooperation:

- for employees: through its commitments, the Group ensures decent working conditions and fights against practices that do not comply with its Code of Ethics and its human rights policy (see section 3.4.5.A, p. 184);
- for suppliers: Saint-Gobain also encourages its partners, particularly its suppliers, to commit to the ten principles of the United Nations Global Compact (see section 3.4.5, p. 184);
- for regulatory authorities: the Group participates in the public debate on the major issues it faces, such as climate change or the transition to a circular economy (see section 2.1.1.B, p. 83);
- for civil society: through its positions, commitments and partnerships, Saint-Gobain is working towards a fair and sustainable transition (see section 2.1.2, p. 83).

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# 9.3.2 TCFD

Saint-Gobain is aligned with Task Force on Financial Disclosure (TCFD) recommendations. In order to ease the understanding of financial informations related to climate, the following cross-reference table identifies the main TCFD recommendations in the 2024 and 2023 URD.

|  TCFD | URD 2024 | URD 2023  |
| --- | --- | --- |
|  Governance  |   |   |
|   | 3.2.1.A | 3.3.1.A  |
|  a) Describe the board's oversight of climate-related risks and opportunities. | 5.2.1 | 5.1.2  |
|  b) Describe management's role in assessing and managing climate-related risks and opportunities. | 3.2.1.A | 3.3.1.A  |
|  Strategy  |   |   |
|   |  | 3.3.2  |
|  a) Describe the climate-related risks and opportunities the organization has identified over the short, medium, and long term. | 3.2.2 | 4.2  |
|   | 3.2.4 | 9.3.3  |
|   | 1.3 | 2.3  |
|   | 3.2.1.A, B | 3.3.1.B  |
|  b) Describe the impact of climate-related risks and opportunities on the organization's business, strategy, and financial planning. | 3.2.2.A, C | 3.3.2.A, C  |
|   | 6.1.1 | 6.1.1  |
|  c) Describe the resilience of the organization's strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario. | 3.2.1.B.a, c | 3.3.1.B.a, c  |
|  Risk Management  |   |   |
|   | 3.1.4 |   |
|   | 3.2.1 | 3.3.2.A  |
|  a) Describe the organization's processes for identifying and assessing climate-related risks. | 3.2.2.A | 6.2.2  |
|   | 6.2.2 | 9.3.3  |
|   |  | 3.3.1.B.b  |
|   | 3.2.1 | 3.3.2.B  |
|  b) Describe the organization's processes for managing climate-related risks. | 3.2.2.B, D | 3.3.2.D  |
|   | 3.2.3.B, C | 3.3.3.B  |
|   |  | 3.2.1B  |
|   | 2.1.3.A.a | 3.4.1  |
|  c) Describe how processes for identifying, assessing, and managing climate-related risks are integrated into the organization's overall risk management. | 6.2.2 | 6.2.2  |
|   | 8. Note 3 | 8.1 Note  |
|   | Climate Issues | 3 Climate Issues  |
|  Metrics & Targets  |   |   |
|   | 3.2.2.D | 3.3.3  |
|   | 3.2.3 | 3.3.2.D  |
|  a) Disclose the metrics used by the organization to assess climate-related risks and opportunities in line with its strategy and risk management process. | 3.2.4 | 4.2.1  |
|   | 9.2.1 | 9.2.1  |
|   | 3.2.1 |   |
|   | 3.2.2 | 3.3.1  |
|  b) Disclose Scope 1, Scope 2, and if appropriate, Scope 3 greenhouse gas (GHG) emissions, and the related risks. | 3.2.4 | 3.3.2  |
|   | 3.5.3 | 4.2.2  |
|   |  | 3.3.2.B  |
|   | 3.1.4 | 3.3.3  |
|  c) Describe the targets used by the organization to manage climate-related risks and opportunities and performance against targets. | 3.2.2.B | 3.2.1  |
|   | 3.2.3 | 4.2  |

* Scope 3 methodology and scope aligned with Science Based Targets 2030 (SBTi)

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# 9.3.3 ISSB

For the convenience of readers of this Universal Registration document, the following cross-reference table provides index to the main disclosures according to standards developed by the International Sustainability Standards Board (ISSB) and corresponding ESRS of the Corporate Sustainability Reporting Directive (CSRD) and where to find them in the URD.

For this first year of application, compliance to those standards is partial.

|  IFRS S1 |   | URD 2024 | ESRS  |
| --- | --- | --- | --- |
|  IFRS S1.21(b) | Connections between sustainability and financial disclosures | 3.1. | ESRS 2.22(d) ESRS 2.29(b)-(c) ESRS 1.123-129  |
|  Governance  |   |   |   |
|  IFRS S1.26 | Governance processes, controls and procedures an entity uses to monitor, manage and oversee sustainability-related risks and opportunities. | 3.1.5 A | ESRS 2.26(c)  |
|  IFRS S1.27(a) | Description of governance body responsible for oversight of sustainability-related risks and opportunities. | 3.1.5 A | ESRS 2.26(a)  |
|  IFRS S1.27(b) | Description of role governance body responsible for oversight of sustainability-related risks and opportunities. | 3.1.5 A | ESRS 2.22(c)(ii)  |
|  Strategy  |   |   |   |
|  IFRS S1.29(a) IFRS S1.30 IFRS S1.31 | Sustainability-related risks and opportunities that could reasonably be expected to affect the entity's prospect | 3.1.4 |   |
|  IFRS S1.29(b) IFRS S1.32 | Understanding of the current and anticipated effects of those sustainability-related risks and opportunities on the business model and value chain | 3.1.5 | SBM-1 (ESRS 2.38-42 et AR12-AR15)  |
|  IFRS S1.29(c) IFRS S1.33 | Understating of the effects of those sustainability-related risks and opportunities on strategy and decision-making | 3.1.5  |   |
|  IFRS S1.29(d) IFRS S1.34-40 | Understanding of the effects of those sustainability-related risks and opportunities on financial position, financial performance and cash flows | 3.1.5  |   |
|  IFRS S1.29(e) IFRS S1.41 IFRS S1.42 | Explanation of the resilience of the strategy and business model to sustainability-related risks | 3.1.5  |   |
|  IFRS S2 Climate change |   | URD 2024 | ESRS  |
| --- | --- | --- | --- |
|  Strategy  |   |   |   |
|  IFRS S2.6(a) | Description of governance body(s) responsible for oversight of climate-related risks and opportunities | 3.2.1 A | ESRS 2.22(a)  |
|   |   |  3.1.5 A | ESRS 2.22(b)-(d)  |
|   |   |  5.1.1 C | ESRS 2.23  |
|   |   |  3.1.5 A | ESRS 2.26(a)-(b)  |
|  IFRS S2.6(b) | how responsibilities for climate-related risks and opportunities are reflected in the terms of reference, mandates, role descriptions and other related policies applicable to that body(s) or individual(s); | 3.1.5 A | ESRS 2.22(c)  |
|  IFRS S2.10(a) |  | 3.1.5 C | ESRS 2.48(a)  |
|  IFRS S2.10(b) |  | 3.1.5 C | ESRS 2.48(a)  |
|  IFRS S2.10(c) | Description of the climate-related risks and opportunities that could reasonably be expected to affect the entity's prospects. | Repartition between climate-related physical risk or climate-related transition risk | 3.2.2 B  |
|   |   |  Time horizons—short, medium or long term—the effects of each climate-related risk and opportunity could reasonably be expected to occur | 3.2.2  |
|  IFRS S2.10(d) |  | 3.1.1 | ESRS 1.77(a)-(c)  |
|   |   |  Definition of ‘short term’, ‘medium term’ and ‘long term’ and how these definitions are linked to the planning horizons used by the entity for strategic decision-making | 3.1.1  |
|   |   |   |  3.1.1 3.1.3  |
|   |   |   |  3.2.2 B  |
|   |   |   |  3.2.2 B  |
|  IFRS S2.13(a) | Understanding of the current and anticipated effects of climate related risks and opportunities on the entity's business model and value chain | Description of the current and anticipated effects of climate-related risks and opportunities on the entity's business model and value chain | 3.1.5 C  |
|   |   |  Description of where in the entity's business model and value chain climate-related risks and opportunities are concentrated (for example, geographical areas, facilities and types of assets). | 3.1.5 C  |
|  IFRS S2.13(b) |  |  | ESRS 2.48(a)  |

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IFRS S2 Climate change

|   |  |  | URD 2024 | ESRS  |
| --- | --- | --- | --- | --- |
|  IFRS S2.14(a) | Understanding of the effects of climate-related risks and opportunities on its strategy and decision-making | Adaptation of the group's strategy and decision-making process in view of climate-related risks and opportunities | 3.1.5 C | ESRS 2.47  |
|   |   |   |  3.1.5 C | ESRS 2.48(b)  |
|   |   |   |  3.2.2. E | ESRS 2.68(b)  |
|   |   |   |  8. Note 3 Climat | ESRS 2.69  |
|   |   |   |  3.2.2 A | ESRS E1.14  |
|   |   |   |  3.2.3 B | ESRS E1.16(a)-(i)  |
|   |   |   |  3.2.3 B | ESRS E1.26  |
|   |   |   |  3.2.3 B | ESRS E1.27  |
|   |   |   |  3.2.3 B | ESRS E1.28  |
|   |   |   |  3.2.3 B | ESRS E1.AR2-ARS  |
|   |   |   |  3.2.1 B | ESRS E1.AR8(b)  |
|   |   |   |  3.2.3. B | ESRS E1.AR31  |
|  IFRS S2.14(b) |  | Ressources and plans allocated to reaching targets | 8. Note 3 | ESRS 2.69(a) (c)  |
|   |   |   |  3.2.2 E | ESRS E1.26  |
|  IFRS S2.14(c) |  | Quantitative and qualitative information about the progress of plans disclosed in previous reporting periods | 3.2.3 | ESRS 2.68(e)  |
|   |   |   |  3.2.1 B 3.2.3 A | ESRS E1.16(j)  |
|  IFRS S2.15(a) | Description of effects of climate-related risks and opportunities on financial position, financial performance and cash flows for the reporting period | Current financial effects of climate-related risks and opportunities on the entity's financial position, financial performance and cash flows for the reporting period | 3.1.5 C | ESRS 2.48(d)  |
|  IFRS S2.15(b) |   | Anticipated financial effects of climate-related risks and opportunities on the entity's financial position, financial performance and cash flows for the reporting period | 3.2.1 B | ESRS 2.48(e)  |
|  IFRS S2.16(a)-(b) | Quantitative and qualitative information about consequences on current and anticipated financial results |  | 3.2.1 B | ESRS 2.48(d) ESRS Annex II, Table 2 (Terms defined in the ESRS): current financial effects  |
|  IFRS S2.16(c)-(d) | Evaluation of climate-related risks and opportunities on financial position, financial performance and cash flows for the reporting period |  | 3.2.1 B | ESRS 2.48(e)  |
|  IFRS S2. 21(a) | If an entity determines that it need not provide quantitative information then explain why it has not provided quantitative information | Justification for not providing quantitative information | n/a |   |
|  IFRS S2. 21(b) |   | Qualitative information about those financial effects | n/a |   |
|  IFRS S2. 21(c) |   | Quantitative information about the combined financial effects of that climate-related risk or opportunity with other climate-related risks or opportunities and other factors | n/a |   |
|  IFRS S2.22(a) |  | Assessment of its climate resilience | 3.2.1 | ESRS E1.19  |
|   |   |   |  3.2.1 B | ESRS E1.AR8  |
|  IFRS S2.22(b) | Explanation of the resilience of the entity's strategy and business model to climate-related changes, developments and uncertainties | Description of the climate-related scenario analysis process | 3.2.1 | ESRS E1.19(a)-(c) ESRS E1.20(c)(i)  |
|   |   |   |  3.2.2 A | ESRS E1.21  |
|   |   |   |  3.2.1 B | ESRS E1.AR6  |
|   |   |   |  3.2.1 B | ESRS E1.AR7(b)  |
|   |   |   |  3.2.2 B | ESRS E1.AR11  |
|   |   |   |  3.2.2 B | ESRS E1.AR12  |
|   |   |   |  3.2.2 B | ESRS E1.AR13  |
|   |   |   |  3.2.2 B | ESRS E1.AR13  |
|  IFRS S23 IFRS S1.B42(c) | Description of the differences between key assumptions used for sustainability & financial information |  | 3.1.1 | ESRS 1.90 ESRS 1.123-129 ESRS E1.AR15  |
|  IFRS S2.25(a) | Description of processes and related policies the entity uses to identify, assess, prioritise and monitor climate-related risks |  | 3.1.4 A | ESRS 2.53(c)-(h)  |
|   |   |   |  3.2.1 B | ESRS 2.65(a)  |
|   |   |   |  3.2.1 | ESRS E1.20  |
|   |   |   |  3.2.2 A | ESRS E1.21  |
|   |   |   |  3.2.2 B | ESRS E1.22  |
|   |   |   |  3.2.2 B | ESRS E1.23  |
|   |   |   |  3.2.1 B | ESRS E1.24  |
|   |   |   |  3.2.1 B | ESRS E1.AR16  |

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IFRS S2 Climate change

|   |  | URD 2024 | ESRS  |
| --- | --- | --- | --- |
|  IFRS S2.25(b) | Description of the processes the entity uses to identify, assess, prioritise and monitor climate-related opportunities | 3.1.4 A | ESRS 2.53(c)  |
|   |   |  3.2.1 | ESRS E1.19(b)-(c)  |
|   |   |  3.1.5 C | ESRS E1.20(c)  |
|   |   |  3.2.2 B | ESRS E1.65(a)  |
|   |   |  3.2.1 B | ESRS E1.24  |
|  IFRS S2.25(c) | Description of the extent to which, and how, the processes for identifying, assessing, prioritising and monitoring climate-related risks and opportunities are integrated into overall risk management process | 3.1.4 A | ESRS 2.53(e) (f)  |
|  IFRS S2.29(a) | Greenhouse gases | 3.7.1 B | ESRS 2.77(a)  |
|   |   |  3.7.1 B | ESRS 2.80(i)  |
|   |   |  3.2.4 | ESRS E1.44(a)-(c)  |
|   |   |  3.2.4 | ESRS E1.49  |
|   |   |  3.2.4 3.7.1 B | ESRS E1.50  |
|   |   |  3.2.4 | ESRS E1.51  |
|   |   |  3.7.1 B | ESRS E1.AR39(a)  |
|   |   |  3.2.4 3.5.3 | (b)  |
|   |   |  3.2.3 B | ESRS E1.AR45(c)  |
|   |   |  3.7.1 B | (d)  |
|   |   |  3.7.1 B | ESRS E1.AR46(b)  |
|  IFRS S2.B19 | use information from a reporting period that is different from the entity's reporting period, in specific circumstances | 3.7.1 A | ESRS E1.AR42  |
|  IFRS S2.B56(a) | Share of inputs from specific activities within the value chain | 3.7.1 B | ESRS E1.AR46(g)  |
|  IFRS S2.B56(b) | Scope 3 data | Share of audited inputs | 3.7.1 B  |
|  IFRS S2.B34 | Description of re-assessment of Scope 3 emissions process in case of significant event impacts | 3.7.1 B | ESRS E1.AR46(f)  |
|  IFRS S2.29(b) | Climate-related transition risks | Assets | Ch 8. Note 3 on climate  |
|   |   |  Business activities  |   |
|  IFRS S2.29(c) | Climate-related physical risks | Assets | Ch 8. Note 3 on climate  |
|   |   |  Business activities  |   |
|  IFRS S2.29(d) | Climate-related opportunities | Assets | Ch 8. Note 3 on climate  |
|   |   |  Business activities  |   |
|  IFRS S2.29(e) | Capital deployment—CAPEX, financing or investment towards climate-related risks and opportunities | Linked to climate change risks | 8. Note 3 on climate  |
|   |   |  Linked to climate change opportunities | 3.2.3 A  |
|  IFRS S2.29(f) | Internal carbon prices | Explanation of integration of carbon price in decision making process | 3.2.1 B  |
|   |   |  CO2e emissions costs in emissions evaluation | 3.2.1.B 3.2.4  |
|   |   |   |  8. Note 3 on climate  |
|  IFRS S2.29(g) | Description of climate-related considerations into executive remuneration | 5.1.2 D | ESRS 2.29 (c)  |
|   |   |  5.1.2 D | ESRS E1.13  |
|  IFRS S1.50(c) | Validation of potential KPIs created by the group and validated by another party | 3.2.1 B | ESRS 2.77(b)  |

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|  ISSB - Construction Materials Sectes KRIs  |   |   |   |   |
| --- | --- | --- | --- | --- |
|  KPI | Data 2024 | Type | Code | Section 2024  |
|  GHG Emissions  |   |   |   |   |
|  Gross global Scope 1 emissions, | 7,628,642 t |  |  |   |
|  Percentage covered under emissions limiting regulations | 34.4% | Quantitative | EM-CM-110a.1 | 3.2.4  |
|  Discussion of long- and short-term strategy or plan to manage Scope 1 emissions, emissions reduction targets, and an analysis of performance against those targets | Published | Discussion et analyse | EM-CM-110a.2 | 2.2.33.23.2.2 C  |
|  Air quality : pollutants emissions  |   |   |   |   |
|  NOx (N2O excluded) | 18,272 t |  |  |   |
|  SOX | 10,869 t |  |  | 3.3.6  |
|  Dust Emissions | 5,367 t |  |  |   |
|  Dioxines/furans |  | Quantitative | EM-CM-120a.1 |   |
|  volatile organic compounds (VOCs) |  |  |  |   |
|  Polycyclic aromatic hydrocarbons (PAHs) | Not published |  |  |   |
|  Heavy metals |  |  |  |   |
|  Energy Management  |   |   |   |   |
|  Total energy consumed | 11,145,858 GJ |  |  |   |
|  Grid | 7.0% | Quantitative | EM-CM-130a.1 | 3.2.4 & internal information  |
|  Alternative | 2.3% |  |  |   |
|  Renewable | 16.3% |  |  |   |
|  Water management  |   |   |   |   |
|  Total water withdrawn | 41,296,407 M of m³ |  |  |   |
|  From region with High baseline water stress | 11.1%4,597,740 M of m³ |  |  |   |
|  From region with Extremely High baseline water stress | 7.5%3,113,276 M of m³ | Quantitative | EM-CM-140a.1 | 3.3.6  |
|  Total water consumption | 22,346,634 M of m³ |  |  |   |
|  From region with High baseline water stress | 14.9%3,319,765 M of m³ |  |  |   |
|  Waste management  |   |   |   |   |
|  Waste generated | 1,147,990 t |  |  |   |
|  Hazardous | 7.0%80,147 t | Quantitative | EM-CM-150a.1 | 3.3.6  |
|  Recycled | 64.5%740,309 t |  |  |   |
|  Product Innovation  |   |   |   |   |
|  Percentage of products that qualify for credits in sustainable building design and construction certifications | Not published | Quantitative | EM-CM-410a.1 | not available  |
|  Total addressable market and share of market for products that reduce energy, water or material impacts during usage or production | Not published | Quantitative | EM-CM-410a.2 | Not available & not relevant  |
|  Production  |   |   |   |   |
|  Production by major product line | Not published | Quantitative | EM-CM-000.A |   |

Some industrial sites are affected by other pollutants mentioned in the emissions from their industrial process. The control and management is based on on-site measurements. The goal is to measure and check that emissions remain below regulations limit as fixed by local law. It is dependent on local regulation and may vary. The raw material optimisation enables to reduce emissions and secondary measures are taken with the implementation of a decontamination unit wherever needed.

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|  ISSB – Building products & Furnishing  |   |   |   |   |
| --- | --- | --- | --- | --- |
|   | 2024 | Catégorie | Code | Section 2024  |
|  Product Lifecycle Environmental Impacts  |   |   |   |   |
|  Description of efforts to manage product lifecycle impacts and meet demand for sustainable products |  | Discussion et analyse | CG-BF-410a.1 | 2.2.3 3.1.5 B 3.2.1 B 3.2.2 D  |
|  Weight of end-of-life material recovered | NA | Quantitative | CG-BF-410a.2 | 3.3.6  |
|  Percentage of recovered materials recycled | NA | Quantitative |  |   |
|  Wood Supply Chain Management  |   |   |   |   |
|  Total weight of wood fibre materials purchased | NA |  |  |   |
|  Percentage from thirdparty certified forestlands | 94.3% | Quantitative | EM-CM-120a.1 | 3.7.1 B c  |
|  Percentage by standard | NA |  |  |   |
|  Share by other norm |  |  |  |   |
|  Production & distribution facilities  |   |   |   |   |
|  Annual production | NA | Quantitative | CG-BF-000.A |   |
|  Area of manufacturing facilities | NA | Quantitative | CG-BF-000.B | Total number of sales agencies is 2700. Total m² is not disclosed as it is not available and not relevant  |
|  Total area of retail space and distribution centres | NA | Quantitative | CG-MR-000.B |   |

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INFORMATION ON THE ISSUER

## 9.4 INFORMATION ON THE ISSUER

|  Name or other identification of the reporting entity | Compagnie de Saint-Gobain  |
| --- | --- |
|  Company address | Registered office Tour Saint-Gobain 12, place de l'Iris 92400 Courbevoie  |
|  Legal form of the entity | French société anonyme (joint-stock company)  |
|  Country of incorporation | France  |
|  Address of the company's registered office | Tour Saint-Gobain 12, place de l'Iris 92400 Courbevoie  |
|  Main place of establishment | France  |
|  Nature of the company's operations and its main activities | Saint-Gobain aspires to be the worldwide leader in sustainable construction, which improves everyone's daily life with its High Performance Solutions  |
|  Company LEI code | NFONVGN05Z0FMNSPEC3S  |

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GLOSSARY

# 9.5 GLOSSARY

## A

### ACT

Training program dedicated to the prevention of corruption.

### Act4nature International

Voluntary initiative, launched in France, in which companies commit to protecting biodiversity. Saint-Gobain signed up in 2018.

### Adhere

Remote training program dedicated to the Principles of Conduct and Action, the Saint-Gobain Group's code of ethical conduct.

### Afep or Association française des entreprises privées

A French organization founded in 1982, representing large global private companies operating in France.

### Attitudes

Concept related to Saint-Gobain's managerial practices. These five practices represent both a management approach and a state of mind that binds all Group employees.

## B

### Boost

E-learning platform created by Saint-Gobain.

### BREEAM or Building Research Establishment

Environmental Assessment Method

Originating in the United Kingdom, this method for assessing the environmental performance of buildings is the most widely used building certification standard worldwide.

## C

### CAC or Statutory Auditor

Statutory auditor whose role is to audit a company's accounts. They are a regulated profession whose role is to carry out independent accounting, financial and legal audits of a company.

### Calcin

Broken glass from manufacturing waste or selective waste collection and recycling content.

### Capex or Capital Expenditure

Capex refers to a company's investment expenditure capitalized on the balance sheet. Capex consists of all expenditures incurred by a company relating to its physical investments.

### CARE by Saint-Gobain

Social protection program for all Group employees and their families.

### CDP or Carbon Disclosure Project

International non-profit organization created in 2000 that publishes data on the environmental impact of the largest companies. It is based in the United Kingdom.

### CSRD or Corporate Sustainability Reporting Directive

Adopted in 2022 and coming into force in January 2024, the Corporate Sustainability Reporting Directive (CSRD) is a European directive aimed at improving and harmonizing the disclosure of environmental, social and governance (ESG) information by businesses.

## COMPLY

Training program dedicated to competition law.

### CSR or Corporate Social Responsibility

This is the voluntary integration by companies of societal, social and environmental concerns into their commercial activities and relations with their stakeholders. It is therefore the contribution of companies to the challenges of sustainable development.

### Cullet

Broken glass from production waste or the selective collection of waste and recycled content.

## D

### DEP or Déclaration environnementale de produit

French acronym for EPD (see below)

### DPEF or Non-Financial Performance Statement (NFPS)

The Non-Financial Performance Statement results from the transposition into French law of a European directive on non-financial reporting in the form of an ordinance replacing the former CSR reporting system. Its purpose is to provide a concise and accessible strategic management tool for the company, focusing on essential information.

## E

### EBITDA or Earnings Before Interest, Taxes, Depreciation and Amortization

### EFRAG or European Financial Reporting Advisory Group

An international non-profit association created in 2001 with the support of the European Commission to which it provides technical advice in the field of sustainability. Its role is to develop and promote the European voice in the development of International Financial Reporting Standards (IFRS) and to ensure that this voice is taken into account by the IASB (International Accounting Standard Board).

### EHS or Environment, Health, and Safety

### EPBD or Energy Performance of Buildings Directive

The European Directive on energy efficiency of buildings, adopted in 2002 and implemented since 2006, is the Union's main piece of legislation dealing with the promotion of energy efficiency of buildings. It was inspired by the Kyoto Protocol, which includes legally binding obligations to limit and reduce greenhouse gas emissions.

### EPD or Environmental Product Declaration

An environmental product declaration makes it possible to assess the environmental performance of a construction product or equipment intended for use in building works. Its objective is to provide transparent, objective and verified information for consumers.

### ESG or Environment, Social and Governance

Environmental, Social and Governance (ESG) criteria are generally the three pillars of the non-financial analysis. They are taken into account in socially responsible management. ESG criteria are used to assess how companies exercise responsibility with respect to the environment and their stakeholders (employees, partners, subcontractors and customers).

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GLOSSARY

ESRS ou European Sustainability Reporting Standards
Developed by the European Financial Reporting Advisory Group (EFRAG), the ESRS are the European non-financial reporting standards that businesses falling within the scope of the CSRD must comply with (see EFRAG and CSRD above).

ETC or Energy Transition Commission
International think tank focused on economic growth and climate change mitigation. It was created in September 2015 and is based in London.

F
FCPE or Corporate Mutual Fund Undertaking for Collective Investment in Transferable Securities (UCITS) reserved for employees of French companies.

Float
Industrial process known as float glass in which a mixture of raw materials is continuously loaded into the melting furnace. When it comes out of the furnace, the glass forms a floating strip on the surface of the molten tin.

G
GBC or Green Building Council
NGO promoting sustainable construction founded in 2002, bringing together sustainable construction professionals from more than 100 countries.

GDPR or General Data Protection Regulation
European regulation governing the processing of personal data throughout the European Union.

GHG or Greenhouse Gases
Gaseous components that absorb infrared radiation emitted by the Earth's surface and thus contribute to the greenhouse effect. The increase in their concentration in the Earth's atmosphere is one of the factors behind global warming.

Global ABC or Global Alliance For Buildings and Construction
Launched at COP21, the global alliance for buildings and construction aims to mobilize international institutions on the construction sector's contribution to GHG emissions. Hosted by UNEP, bringing together international organizations, countries, companies and associations, Global ABC has developed a roadmap for zero-carbon construction.

Global Compact
Launched in 2000, this United Nations initiative aims to encourage companies around the world to adopt a socially responsible attitude by committing to integrate and promote several principles relating to human rights, international labor standards, the environment and the fight against corruption.

Green Buildings Saint-Gobain
Website that allows the Group's customers to assess the contribution of its products and solutions to obtaining certifications.

GRI or Global Reporting Initiative
The Global Reporting Initiative (GRI) is an international non-governmental organization that provides guidelines and sustainability indicators for companies, based on the United Nations' Sustainable Development Goals (SDGs). The GRI has established itself as an international benchmark, with GRI standards being used by a large number of players around the world.

Grow &amp; Impact
Strategic plan adopted by Saint-Gobain and announced in November 2021.

H
HPS or High-Performance Solutions
A division of Saint-Gobain, organized by market, for the Group's global customers and aiming to provide value-added solutions for a variety of cutting-edge applications in mobility, construction and industry.

HQE or Haute Qualité Environnementale
Certification, created in 2005 in France, pursuing sustainable performance objectives by leaving a large place for life cycle analysis (LCA) of buildings. Its multicriterion approach incorporates user well-being concerns by considering the impacts on the health and comfort of individuals and the indoor environment.

HR or Human Resources

I
IFRS or International Financial Reporting Standards
The IFRS are a set of international accounting standards established by the International Accounting Standards Board (IASB) and adopted by the European Union.

IRO or Impacts, Risks and Opportunities
As part of the non-financial reporting obligations imposed by the CSRD (see above), companies subject to this directive analyse their Impacts, Risks and Opportunities (IRO) across their value chain, to identify their most significant environmental, social and governance (ESG) issues.

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GLOSSARY

# L

LEED or Leadership in Energy and Environmental Design. US certification program created in 1998.

## Lightweight construction

Unlike traditional construction with solid, load-bearing walls (bricks, cement, etc.), light construction consists of producing a frame made of wood, metal, concrete, or a combination of these materials to which light façade systems and non-load-bearing interior partitions are attached. This type of construction, partially or fully carried out on site or prefabricated, reduces the environmental impact of construction and optimizes resource consumption while ensuring superior performance. Saint-Gobain offers a complete range of lightweight construction solutions, which accounts for 40% of the Group's sales: from prefabrication to kitting services to complete façade or partition solutions.

# M

## Materiality

The extent to which measures significantly impact an organization and its ability to create financial and nonfinancial value for itself and its stakeholders.

## Medef or Mouvement des entreprises de France

An employers' organization founded in 1998. Its purpose is to represent French entrepreneurs in its dealings with the State and trade unions.

## Mental WellBeing

Program that was rolled out to all Group managers and concerns all Saint-Gobain employees. It takes the form of an interactive app and was designed to clarify the approach to preventing mental health issues and help managers optimize the psychological well-being of their teams.

# N

## Net Zero Carbon

Balancing between CO₂ emissions and absorption.

Non-Financial Performance Statement (NFPS).

# P

## PEE or Company Savings Plan

A savings scheme enabling employees to build up a portfolio of securities. Set up by the employer, the PEE is tax-efficient provided certain conditions are met.

## PEG or Group Savings Plan

PEE (see above) set up within a group of companies.

## PPA or Power Purchase Agreement

Electricity purchase contracts for the medium or long term (five to 20 years) between an electricity producer, often from renewable sources, and an organization that consumes it directly without going through an electricity supplier.

## Principles of Conduct and Action

These nine principles constitute Saint-Gobain's Code of Ethics. They refer explicitly to the applicable conventions of the International Labour Organization (ILO), the International Charter on Human Rights and the Guidelines on Multinational Enterprises regarding the fight against corruption of the Organisation for Economic Co-operation and Development (OECD).

# R

## R&amp;D or Research and Development

REACH or Registration, Evaluation and Authorisation of Chemicals European regulation that provides for public access to information on substances to which they may be exposed. The corresponding database is managed by the European Chemicals Agency (ECHA).

## RGPD or General Data Protection Regulation

European regulation governing the processing of personal data throughout the European Union.

# S

## SA or Statutory Auditor

Statutory auditor whose role is to audit the financial statements of a company. The Statutory Auditor engages in a regulated profession and is responsible for independently conducting the accounting, financial and legal audits of a company.

## SBTi or Science-Based Targets initiative

The result of a collaboration between CDP, the United Nations Global Compact, the World Resource Institute (WRI), the World Wide Fund for Nature (WWF) and one of the commitments of the We Mean Business coalition, the Science-Based Targets initiative defines and promotes best practices in science target setting and independently assesses and approves corporate targets to accelerate the transition to a low-carbon economy.

## Scope

This term refers to the three main families of an organization's greenhouse gas emissions, as defined by the international standard of the Greenhouse Gas Protocol. Scope 1 corresponds to direct emissions; scope 2 corresponds to emissions related to the production of the energy used; scope 3 corresponds to the direct and indirect emissions of the organization's various stakeholders - suppliers, service providers, customers - in its value chain upstream and downstream of its activity.

## SDGs or Sustainable Development Goals

SDGs are the 17 interconnected priorities set by the United Nations to promote economic and social development with respect for people and the planet. They were adopted in September 2015 by the UN as part of the 2030 Agenda. They address the challenges of poverty, inequality, climate, environmental degradation, prosperity, peace and justice.

## SMAT or Safety Management Tool

Methodology used for safety inspections.

## Solutions for Growth

Program that consists of analyzing all the products and services offered by Saint-Gobain and quantifying their ability to provide its customers with performance benefits and contribute to sustainable development.

## Stakeholders

A company's stakeholders include all the individuals and organizations that participate in its economic life, observe it, and influence it or that it influences directly or indirectly. They are grouped into two main categories: internal stakeholders and external stakeholders.

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GLOSSARY

T

TCFD or Task Force on Financial Disclosure
Working Group on climate-related financial disclosures with the aim of improving corporate climate-related financial transparency. The TCFD encourages economic players to publish information on how climate-related opportunities and risks are considered in governance, strategy, risk management, and the indicators and metrics used.

Transform &amp; Grow
Saint-Gobain Group transformation plan launched in January 2019 and completed at the end of 2020.

U

UNEP or United Nations Environment Program
A United Nations organization created in 1972 to coordinate environmental activities of the United Nations and assist countries in implementing environmental policies.

V

Value chain
A chain of interconnected activities, each of which develops a more or less strategic and important value for the company by integrating upstream (suppliers) and downstream (customers and other relevant stakeholders).

Value creation model
Graphical representation of how a company creates value for itself and for all its stakeholders, using resources and relationships, integrating its mission, vision, strategy and resource allocation approach.

W

WBCSD or World Business Council for Sustainable Development
The WBCSD brings together 200 companies worldwide that think about and develop solutions for a more sustainable world. Saint-Gobain has been a member of the WBCSD board in charge of 'climate, energy, circular economy, cities and mobility' since 2017.

WCM or World Class Manufacturing
Industrial excellence program.

WCP or World Class Purchasing
Programme of excellence in the field of purchasing, and in particular responsible purchasing.

WELL for International Well Building Institute
Launched in the United States in October 2014, the Well Building Standard is a benchmark that brings together best practices in the design, construction, fit-out and operation of workspaces. WELL is the first certification entirely dedicated to the well-being of occupants.

WGBC or World Green Building Council
A global organization promoting the ecological quality of construction, founded in 2002 and bringing together sustainable construction professionals from over 100 countries.

Z

Zero Carbon
Balancing between CO₂ emissions and absorption.

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![img-272.jpeg](img-272.jpeg)

All the Saint-Gobain Group's brands mentioned are trademarks and/or registered in the name of Compagnie de Saint-Gobain and/or one of its subsidiaries.

PHOTO CREDITS: Danila Shtantsov, Shutterstock - Éric Garault, Pascoandco - Cyril Abad, CAPA - Luxigon -
Saint-Gobain - Noprati Somchit, Shutterstock - Saint-Gobain Isover - Hodim, Shutterstock - Halfpoint, Shutterstock - Gorodenkoff, Shutterstock - Christel Sasso, CAPA - FG Trade, iStock - Kateryna Galkina, Shutterstock - Ashik Prasad &amp; Mithosh - Jean-Philippe HOME-SANFAUTE - Matjaz Tancic - PMK Group - Stéphane Groleau - REA_X, POPY - High mountain, Shutterstock - Kletr - Sarote Pruksachat, Gettyimages - BondRocketimages, Shutterstock - Isover - Art_Rich, Shutterstock - SAGE_ALTO - Joseph Melin - Lasse Olsson Foto - Robert Kneschke, Shutterstock - Weber - Apchanel, Shutterstock - Arnaud Bouissou - Matjaz Tancic - Ryan Mc Vay, Getty Images - Pedrosala, iStock - Jaroslav Pachy sr, Shutterstock - Shomos Uddin, Gettyimages - David Papazian, Shutterstock - Valoref - StudiovU - Omnuek Saelim, Shutterstock - Somsak Nitimongkolchai, Shutterstock - Sacha Pritchard - Mr. Jihun PARK - Ryan Dravitz photography - Anass Bachar Eyeem - Bruno Mazodier - Your-Comics (illustrations et schémas) - Mickaël Merley (illustrations).

Design and production:
LONSDALE
RUBAN BLANC

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