2021 Universal Registration Document

7 SHARE OWNERSHIP STRUCTURE Share ownership structure

Share ownership structure 2.

At 31/12/2021

At 31/12/2020

At 31/12/2019

% of theoretical voting rights

% of exercisable voting rights

% of theoretical voting rights

% of exercisable voting rights

% of theoretical voting rights

% of exercisable voting rights

% of capital

% of capital

% of capital

Shareholders Sopra GMT (1) Pasquier family Odin family Management

Shares

Shares

Shares

4,035,669

19.6% 29.7% 29.8% 4,035,669 0.5% 0.8% 0.8% 111,209 1.0% 1.6% 1.6% 215,933 1.1% 1.5% 1.5% 217,224

19.6% 29.7% 29.8% 4,034,409 0.5% 0.8% 0.8% 109,939 1.1% 1.6% 1.6% 214,833 1.1% 1.4% 1.5% 246,044

19.6% 29.5% 29.6% 0.5% 0.8% 0.8% 1.0% 1.6% 1.6% 1.2% 1.7% 1.7% 0.0% 0.0% 0.0% 0.2% 0.3% 0.3% 1.1% 1.4% 1.4%

112,479 212,298 217,725

o/w Sopra Développement (2)

0 0

0.0% 0.0% 0.0% 0.0% 0.0% 0.0%

0 0

0.0% 0.0% 0.0% 0.0% 0.0% 0.0%

1

33,828

o/w SEI (3)

217,725

1.1% 1.5% 1.5% 217,224

1.1% 1.4% 1.5% 212,215

o/w managers (4)

Total agreements (5) : Agreement between Sopra GMT, Pasquier and Odin families, and management Shares managed on behalf of employees o/w Corporate mutual funds (FCPE), We Share employee share ownership plan and SIP Trust (6)

4,578,801

22.3% 33.6% 33.7% 4,580,035

22.3% 33.6% 33.6% 4,605,225

22.4% 33.7% 33.7%

1,197,587

5.8% 7.8% 7.8% 1,297,939

6.3% 8.4% 8.5% 1,360,083

6.6% 8.4% 8.4%

976,225 221,362

4.8% 6.9% 7.0% 1,068,079 1.1% 0.8% 0.8% 229,860 71.5% 58.3% 58.5% 14,622,915

5.2% 7.6% 7.6% 1,118,381 1.1% 0.9% 0.9% 241,702 71.2% 57.8% 57.9% 14,555,686

5.4% 7.5% 7.5% 1.2% 0.9% 0.9% 70.8% 57.9% 57.9% 0.1% 0.1% 0.0%

o/w Other UK trusts (7)

Free float

14,691,339

Treasury shares

79,974

0.4% 0.3% 0.0%

46,812

0.2% 0.2% 0.0%

26,707

TOTAL

20,547,701 100.0% 100.0% 100.0% 20,547,701 100.0% 100.0% 100.0% 20,547,701 100.0% 100.0% 100.0%

Sopra GMT, a French “société anonyme”, is a holding company for Sopra Steria Group and Axway Software. (1) Sopra Développement is a company formed by a group of senior managers whose corporate purpose was to hold shares in Sopra Steria Group and Axway Software. Sopra Développement’s General Meeting declared that the (2) liquidation procedure had been completed on 15 October 2020. Sopra Executive Investments SEI is a company formed by a group of senior managers whose corporate purpose was to hold shares in Sopra Steria Group. SEI’s General Meeting declared that the liquidation procedure had been (3) completed on 12 October 2020. Managers who signed the shareholders’ agreement with Sopra GMT, the Pasquier and Odin families, SEI and Sopra Développement. (4) Total for the agreement between Sopra GMT, Pasquier and Odin families, and management, and the Sopra GMT agreement. (5) SIP Trust is a UK trust that manages shares purchased by employees under a share incentive plan. (6) The other UK trusts hold assets for the benefit of employees in the United Kingdom and India, for example via employee share ownership plans. (7)

SOPRA GMT’S OWNERSHIP STRUCTURE IS AS FOLLOWS: ❙

Sopra GMT ownership structure

31/12/2021

31/12/2020

31/12/2019

% of capital

% of capital

% of capital

Shareholders Pasquier family

Shares 318,050 132,050

Shares

Shares

68.27% 318,050 28.34% 132,050

68.27% 318,050 28.34% 132,050

68.27% 28.34%

Odin family

Sopra Steria Group managers (active and retired)

12,604

2.71% 15,774

3.39% 15,774

3.39% 0.00%

Treasury shares

3,170

0.68%

0

0.00%

0

TOTAL

465,874 100.00% 465,874 100.00% 465,874 100.00%

Employee share ownership 3.

Sopra Steria has always aimed to give employees a stake in the corporate plan and the company’s financial performance. At 31 December 2021, all the holdings managed on behalf of employees accounted for 5.8% of the share capital (1,197,587 shares) and 7.8% of voting rights. The holdings managed on behalf of corporate mutual funds (FCPEs) and share incentive plans (SIPs) in the United Kingdom made up 4.8% of the share capital (976,225 shares) and 6.9% of voting rights.

The shares held by UK trusts, namely SSET and XEBT, for the benefit of employees in the UK and India, accounting for 1.1% of the share capital (221,362 shares) and 0.8% of the voting rights. In 2021, the shares held by these trusts were used to make matching contributions to the SIPs. At its meeting of 12 January 2022, the Board of Directors decided to set up a new employee share ownership plan in the first half of 2022, based on the model of the highly successful We Share plans (2016, 2017 and 2018). Under this new plan, employees will receive

275

SOPRA STERIA UNIVERSAL REGISTRATION DOCUMENT 2021