CHAPTER 2 A future-proof company

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BOARD OF DIRECTORS AND SENIOR MANAGEMENT REMUNERATION Board remuneration is regulated by the Directors' Remuneration Policy. The Board is responsible for adopting and periodically re- viewing the general principles of this policy.

The Nomination and Compensation Committee is responsible for reviewing and approving senior management remuneration, as well as the policies that regulate it.

The remuneration policy assures a balanced and efficient relationship between fixed and variable components, reflecting responsibi- lities, dedication and achievement of objectives, oriented towards generating value for the company and prudent risk management.

The remuneration structure of the CEO and executives comprises fixed remuneration, short- and long-term variable remuneration and benefits. Variable remuneration is linked to ESG, company and/or business unit performance targets, and it ranged from 15% to 25% in 2021.

In 2018, the Nomination and Compensation Committee conducted, with the assistance of an expert consultancy, a review of the structure and competitiveness of senior management remuneration policies, concluding that they were competitive and their imple- mentation was satisfactory.

3 Recognition given by RRHH Digital and sponsored by EY, BMW Madrid, Payflow, Compensa Capital Humano and Edenred, as well as the Spanish Association of Human Resources Directors, among others.

Cepsa has been recognised by the I Workplace Compensation Awards3 for offering its employees remuneration models that reflect the basic pillars of physical, emotional, financial and social well-being.

Considering all of the company's employees, the result of the gross wage gap is 31.13%. However, this figure is very generic as it includes different economic conditions in each of the countries where Cepsa is present. For this reason, a more exhaustive analysis has been carried out for the countries with the highest number of employees, such as Spain, Portugal and Colombia. For these three countries, the gross salary gap was calculated as 30.63%, 23.02% and 10.69%, respectively. Although this figure is high, the adjusted salary gap that compares equal value positions occupied by professionals with similar characteristics, was also analysed resulting in a substantial reduction of 3.56%, 1.64% and -1.90%, respectively. One of the factors with the greatest impact on the gross pay gap is the higher proportion of men in managerial positions in the organisation (executives and heads of department). For this reason, Cepsa has undertaken a commitment to increase the presence of women in these positions through initiatives outlined in the 'Diversity and Inclusion Programme'.