Mirion Technologies, Inc.

The 2023 executive compensation program primarily consisted of the following elements: base salary, short-term (annual) incentive compensation, and long-term equity incentive compensation in the form of RSUs and PSUs. Each element, is intended to reward and motivate executives in different ways consistent with our overall compensation philosophy. Each of these compensation elements for our NEOs for fiscal year 2023 is discussed in detail below, including a description of the particular element and how it fits into our overall executive compensation philosophy and objectives.

Base Salary

The base salary payable to each NEO is intended to provide a fixed component of compensation reflecting the executive’s skill set, experience, role, and responsibilities. We believe that a competitive base salary is a necessary element of our executive compensation program and is critical in attracting and retaining executive talent. Base salaries for our NEOs are intended to be competitive with salaries received by other individuals in similar positions at the companies with which we compete for talent, as well as equitable internally across our executive team.

Base salaries for our NEOs were established initially through negotiations at the time each individual was hired. Subsequent adjustments to base salaries were based on such individual's performance and promotions, as well as positioning relative to market data, our own analysis of compensation practices at peer companies, internal pay equity considerations, and contractual terms. In making decisions regarding salary adjustments, our Board (for the CEO) or Compensation Committee also draw upon the experience that members of our Board have within our industry. We do not assign a specific weight to any single factor in making decisions regarding base salary adjustments. If appropriate, base salaries are adjusted on an annual basis. The actual amount paid to each NEO for fiscal year 2023 are set forth in the 2023 Summary Compensation Table in the column entitled “Salary.”

Based on the foregoing, the Compensation Committee approved the following base salary increases for our NEOs effective April 1, 2023.

Short-Term Incentive Compensation

On February 27, 2023, the Compensation Committee adopted and approved the terms of the Company’s executive short-term incentive compensation program (the “STIP”) for fiscal year 2023, which provides eligibility for annual cash incentive awards to certain executives of the Company (including each of the Company’s NEOs). Payments under the STIP are based on the achievement of specified performance goals (50% on Adjusted EBITDA, 30% on Adjusted Organic Revenue Growth and 20% on Adjusted Free Cash Flow) with an Individual Performance Adjustment (ranging from -100% to +30%). The Individual Performance Adjustment is intended to incentivize our Executives to reward exceptional performance and penalize poor performance. The

Compensation Committee did not make any discretionary Individual Performance Adjustments to the 2023 STIP payments.

The specific targets relating to the performance goals were set in connection with the establishment of the Company’s annual operating budget for the 2023 fiscal year. In connection with its review and approval of the STIP, our Compensation Committee reviewed the target incentive opportunities of our NEOs, taking into consideration several factors, including a competitive market analysis performed by WTW, our Company's overall financial and operational results for the prior fiscal year, the performance of the individual executive officer, the executive officer's potential to contribute to our long-term strategic goals, role and scope of responsibilities within our Company, individual experience and skills, the Compensation Committee's sense of competitive market practices for annual incentives and the recommendations of our CEO (for NEOs other than himself). Based on the foregoing, the Compensation Committee approved the target incentive opportunities (expressed as a percentage of 2023 base salary) for our NEOs for fiscal year 2023 set forth in the table below, including an increase in the target incentive opportunity for Mr. Logan in order to create more at-risk compensation. Messrs. Logan, Schopfer, Eloy, and Rossi have a maximum bonus payout percentage of 200%. In addition, for Mr. Logan the total STIP payout cannot exceed 200% of base pay:

Payments under the STIP are based on the achievement of predetermined corporate performance goals approved by the Board that are important objectives for our business and are designed to drive our growth as a company and long-term stockholder value. For fiscal year 2023 Messrs. Logan and Schopfer's Corporate performance goals are based 100% on the Enterprise metrics set forth below; 75% of Mr. Eloy's performance goals are based on the Technologies Group Metrics set forth below and the remaining 25% of his performance goals are based on the Enterprise metrics; and 75% of Mr. Rossi's performance goals are based on the Medical Group Metrics set forth below, and the remaining 25% of his performance goals are based on the Enterprise Metrics. Mr. Rossi was not eligible for an incentive payout under the STIP for fiscal year 2023 due to his resignation on November 1, 2023.

Enterprise Metrics

The threshold, target and maximum performance goals, as well as the actual achievement, for the "Enterprise Metrics" for fiscal year 2023 are set forth in the table below. On a consolidated basis, the Company had a GAAP net loss of $98.7 million, revenue of $800.9 million, and net cash provided by operating activities of $95.2 million for fiscal year 2023. For more information on the non-GAAP measures set forth below, including reconciliations of these measures to their most directly comparable GAAP measures, please see “Pay Versus Performance—Tabular List of Performance Measures.” For purposes of the STIP, adjusted EBITDA of $178.6 million differs from reported adjusted EBITDA of $180.7 million due to adjustments to remove impacts of current year acquisitions and setting foreign exchange impacts at the targeted exchange rates.

Technologies Group Metrics

The threshold, target and maximum performance goals, as well as the actual achievement, for the "Technologies Group Metrics" for fiscal year 2023 are set forth in the table below. With respect to the Technologies Group, the Company had GAAP income from operations of $46.0 million and revenue of $516.4 million. For more information on the non-GAAP measures set forth below, including reconciliations of these measures to their most directly comparable GAAP measures, please see “Pay Versus Performance—Tabular List of Performance Measures.”

Medical Group Metrics

The threshold, target and maximum performance goals, as well as the actual achievement, for the "Medical Group Metrics" for fiscal year 2023 are set forth in the table below. With respect to the Medical Group, the Company had GAAP income from operations of $13.0 million and revenue of $284.5 million. For more information on the non-GAAP measures set forth below, including reconciliations of these measures to their most directly comparable GAAP measures, please see “Pay Versus Performance—Tabular List of Performance Measures.”

The Compensation Committee reviewed the performance with respect to the performance goals set forth above. The Compensation Committee did not make any discretionary Individual Performance Adjustments to the 2023 STIP payments. Accordingly, the Compensation Committee determined that the actual payments for the NEOs pursuant to the 2023 STIP were as follows:

Long-Term Equity Incentive Compensation

We believe that providing long-term incentive compensation in the form of equity awards is a critical element of our executive compensation program as it reinforces our pay-for-performance culture and aligns employees’ interests and contributions with the long-term interests of the Company’s stockholders. In addition, our

Compensation Committee and Board believe that offering meaningful equity ownership in the Company is helpful in retaining our NEOs and other key employees.

In March 2023, pursuant to the Incentive Plan, we granted RSUs and PSUs to certain of our executive officers, including Messrs. Logan, Schopfer, Eloy and Rossi. Because the ultimate value of RSUs and PSUs is based on the price of our Class A common stock when the RSUs and PSUs vest, we believe RSUs and PSUs provide meaningful incentives to motivate NEOs to achieve increases in the value of our stock over time. In addition, the Compensation Committee believes PSUs more closely align the interests of our NEOs with those of our stockholders and continue to drive important business objectives that, in turn, drive long-term stockholder value.

Equity Awards Granted in Fiscal Year 2023

RSUs

The RSUs vest in three equal annual installments beginning on the first anniversary of the vesting effective date, subject to the NEO's continued service through each vesting date.

PSUs

The PSUs are eligible to vest following the end of a three-year performance period, subject to the achievement of specified performance goals related to relative total shareholder return (“Relative TSR”) and adjusted organic revenue growth as described in more detail below (we refer to this vesting schedule as our “Three-Year Performance Vesting Schedule”), and subject further to the NEO’s PSU agreement terms. The PSUs provide the right to receive shares of our Class A common stock at a future date, assuming performance against pre-determined metrics is achieved, specifically relative TSR and Adjusted organic revenue growth, which are equally weighted 50% each for all of our NEOs. The number of PSUs that may be earned are capped at 200% of target with the value based on our performance against these metrics, which are key measures of our long-term performance, as well as the change in the price of Class A common stock.

The Company began awarding PSUs on December 27, 2021, with the 3-year performance period commencing January 1, 2022 (the "2022 PSUs"). Subject to continued employment through the end of the performance period and achievement of minimum performance criteria, the 2022 PSUs will be eligible to vest in 2025 after the Compensation Committee certifies the Company’s achievement of the performance goals (as described below) following December 31, 2024, the final day of the performance period. The PSU grants made in March 2023 (the "2023 PSUs") are subject to continued employment through the end of the performance period and achievement of minimum performance criteria. Such 2023 PSUs will be eligible to vest in 2026 after the Compensation Committee certifies the Company’s achievement of the performance goals (as described below) following December 31, 2025, the final day of the performance period.

Total Shareholder Return Metrics

Relative TSR comprises 50% of the total 2023 PSU award granted to our NEOs. The relative TSR performance period is three years, from January 1, 2023 through December 31, 2025, and is measured as compared to the Russell 2000 Industrials Index, which was chosen as the comparator group because it is relevant to the current industrial focus of the Company. In future years, the Compensation Committee will reevaluate the comparator group for new PSU grants. The following targets were set with respect to the relative TSR metric:

The payout in respect of these 2023 PSUs will be made in shares of our Class A common stock and/or cash in an amount determined based on the TSR of our common stock, assuming reinvestment of all dividends, compared to the performance of all companies in the Russell 2000 Industrials Index for the period from January 1, 2023 to December 31, 2025. We use the 20-trading day average trading price of our common stock ending December 31 to determine the starting price and ending price to calculate TSR. The percentage of the relative TSR PSUs that vest will be interpolated, on a mathematical straight-line basis when results fall between the targets established in the table above. In no event will the NEOs be eligible to receive more than 200% of the relative TSR PSUs.

Adjusted Organic Revenue Growth Metrics

Adjusted organic revenue growth comprises the other 50% of the total PSU award granted to our NEOs. The adjusted organic revenue growth performance period for 2023 PSUs is three years, from January 1, 2023 through December 31, 2025. The following targets were set with respect to the adjusted organic revenue growth metric:

Adjusted organic revenue growth is defined as reported revenue growth excluding the effects on revenue of currency translation, acquisitions and divestitures. For acquisitions, revenue becomes organic upon the one-year anniversary of the completion of the acquisition. For purposes of evaluating the adjusted organic revenue growth performance against the targets listed above, adjusted organic revenue growth is calculated as the compound annual organic revenue growth rate over the three-year measurement period. Payouts for results that fall between the targets stated above will be linearly interpolated. In no event will the NEOs be eligible to receive more than 200% of the adjusted organic revenue growth PSUs.