ESI Group announces governance evolution

Chairman of the Board

As of February 8th, 2021, Alex Davern is appointed Director and chairman of the ESI Group board of directors. Alex Davern was appointed independent observer by ESI Board of Directors in October 2020, and was previously CEO of National Instruments, Inc. (NATI:NASDAQ).

“I have enjoyed working with Cristel and the team at ESI and I see great potential in the unique value that ESI Group brings to its customers. I look forward to continuing to work with Cristel and the rest of the Board to complete ESI’s transformation to empower manufacturers with powerful and results-oriented solutions.”

Alex Davern

“Building on decades of technological excellence, ESI Group made the bold decision to transform and aim for sustained improvement in our performance to ensure we have the resources necessary to execute on our vision and mission. Alex Davern’s 26 years of experience in growing and transforming National Instruments, together with the continued support of our board, will be an invaluable help to me and ESI. I am committed to leading ESI in the years to come.”

Cristel de Rouvray

CEO

Bio of Alex Davern
Alex Davern served National Instruments (NATI: NASDAQ), a global leader in automated test and automated measurement systems for 26 years in successive leadership positions including as Chief Operating Officer and Chief Executive Officer. Alex Davern contributed to the company's development until it reached approximately $1.4 billion in sales with more than 7,000 people in 50 countries. Alex Davern has recently stepped down from his role as CEO to focus on serving as a board member of National Instruments Inc., Cirrus Logic Inc. and ESI Group. He graduated from University College Dublin in 1986 and has dual Irish and US citizenship.

Composition of the Board of Directors

Anticipating the end of his mandate at the June 2021 shareholders meeting, Charles-Helen des Isnards has stepped down from ESI's Board of Directors effective February 8th, 2021 and is nominated Board Observer.
Based on the above modifications, the Company's Board of Directors will be composed of eight directors (5 of whom are independent) and one board observer:

• Alex Davern, Chairman of the Board and the Nomination & Governance Committee and Member of the Strategic, Audit and Technology & Marketing committees
• Alain de Rouvray, founder
• Cristel de Rouvray, CEO, Chairman of the Strategic committee and member of Nomination & Governance and Technology & Marketing committees
• Rajani Ramanathan, Chairman of the Technology & Marketing committee and member of Strategic, Nomination & Governance and Compensation committees
• Véronique Jacq, Chairman of the Audit Committee and member of the Strategic and Technology & Marketing committees
• Eric d’Hotelans, Chairman of the Compensation committee and member of the Strategic, Audit and Nomination & Governance committees
• Vincent Chaillou, Corporate COO (DGD) and member of the Strategic and Technology & Marketing committees
• Yves de Balmann, member of the Strategic and Compensation committees
• Charles-Helen des Isnards, board observer

Planned retirement of Vincent Chaillou

The Board announces the retirement of Vincent Chaillou, effective on December 31st, 2021.
The retirement process, which is part of the evolution of ESI governance strategy, is done in 2 phases:

• On February 8th, 2021, ESI Group's Board of Directors, recorded the planned end of Vincent Chaillou mandate as Corporate COO (DGD) as of June 22nd, 2021, date of the planned Shareholders meeting.
• From June 23rd, 2021, Vincent Chaillou will remain Strategic Director and Regional Manager for EMEA & Far East and member of the Group Executive Committee till December 31st, 2021.

Vincent Chaillou will remain member of the board of directors.

“I am committed to this year of continuity in ESI Group's transformation. My greatest challenge will be the handover before my operational retirement. My mandate as a director will allow me to remain involved in the life of the company”.

Vincent Chaillou

Corporate COO (DGD)

Group Executive Committee

Current executive team is composed of:

• Cristel de Rouvray, CEO
• Vincent Chaillou, Corporate COO (DGD), Strategic Director and Regional Manager for EMEA & Far East
• Mike Salari, Corporate COO, Revenue Generation
• Olfa Zorgati, Chief Financial Officer
• Dominique Lefebvre, EVP Platforms and Product Operations
• Corinne Romefort-Régnier, Corporate Governance Director

Additional information

ESI Group was informed by Cristel de Rouvray that she has notified the parties to the shareholders’ agreement entered into on October 25th, 2000 between herself, certain members of her family and the Dubois estate, of her decision to no longer be bound by the rights and obligations of this agreement as from March 9th, 2021. As a result, Cristel de Rouvray will no longer be deemed acting in concert with the other parties to this shareholders agreement.