TechnipFMC : Proxy Statement for 2022 Annual General Meeting

The energy architects

2022

Notice of Annual General

Meeting of Shareholders

and Proxy Statement

TechnipFMC Proxy Statement 2022

Notice of 2022 Annual General Meeting of Shareholders

TechnipFMC plc

(a public limited company having its registered office at Hadrian House, Wincomblee Road, Newcastle upon Tyne, NE6 3PL, United Kingdom and incorporated in England and Wales with company number 09909709)

April 29, 2022

10:00 a.m., London time

Hadrian House, Wincomblee Road, Newcastle upon Tyne, NE6 3PL, United Kingdom

iii TechnipFMC

TechnipFMC Proxy Statement 2022

Proposal		Description
Ordinary Resolutions
1(a) -	Election of Directors:To elect each of our nine director nominees for a term expiring at the Company's
1(i)	2023 Annual General Meeting of Shareholders:
	a. Douglas J. Pferdehirt	f. Margareth Øvrum
	b.Eleazar de Carvalho Filho	g. Kay G. Priestly
	c. Claire S. Farley	h.John Yearwood
	d.Peter Mellbye	i. Sophie Zurquiyah
	e. John O'Leary

1. 2021 U.S. Say-on-Payfor Named Executive Officers:To approve, as a non-binding advisory resolution, the Company's named executive officer compensation for the year ended December 31, 2021, as reported in the Company's Proxy Statement
2. 2021 U.K. Directors' Remuneration Report:To approve, as a non-binding advisory resolution, the Company's directors' remuneration report for the year ended December 31, 2021, as reported in the Company's U.K. Annual Report and Accounts
3. Receipt of U.K. Annual Report and Accounts:To receive the Company's audited U.K. accounts for the year ended December 31, 2021, including the reports of the directors and the auditor thereon
4. Ratification of PwC as U.S. Auditor:To ratify the appointment of PricewaterhouseCoopers LLP ("PwC") as the Company's U.S. independent registered public accounting firm for the year ending December 31, 2022
5. Reappointment of PwC as U.K. Statutory Auditor:To reappoint PwC as the Company's U.K. statutory auditor under the U.K. Companies Act 2006, to hold office from the conclusion of the 2022 Annual General Meeting of Shareholders until the next annual general meeting of shareholders at which accounts are laid
6. Approval of U.K. Statutory Auditor Fees:To authorize the Board and/or the Audit Committee to determine the remuneration of PwC, in its capacity as the Company's U.K. statutory auditor for the year ending December 31, 2022
7. Approval of Incentive Award Plan:To authorize the adoption of the TechnipFMC plc 2022 Incentive Award Plan

9

Authority to Allot Equity Securities:To authorize the Board to allot equity securities in the Company

Special Resolution

10 Authority to Allot Equity Securities without Pre-emptiveRights:Pursuant to the authority contemplated by the resolution in Proposal 9, to authorize the Board to allot equity securities without pre-emptive rights

iv TechnipFMC

TechnipFMC Proxy Statement 2022

These items are more fully described in the Proxy Statement attached, which forms a part of this Notice of Annual Meeting. As of the date of the Proxy Statement, TechnipFMC does not know of any other matters to be raised at the 2022 Annual General Meeting of Shareholders.

Your vote is very important. Please ensure you (i) promptly return the enclosed proxy card in the enclosed envelope, or (ii) grant a proxy and give voting instructions by telephone or internet, so that you may be represented at the meeting. Voting instructions are provided on your proxy card or on the voting instruction form provided by your broker.

March 18, 2022

On behalf of the Board of Directors,

Victoria Lazar

Executive Vice President, Chief Legal Officer, and Secretary

v TechnipFMC