EXEL Industries // 2020 Universal registration document

Information on the Company and its share capital

Capital and shareholders

Shareholders holding more than 2.5% of the share capital among “ fi nancial institutions, misc. investors and the public” Lazard Frères Gestion Shareholders holding more than 5% of the share capital among “ fi nancial institutions, misc. investors and the public” None.

Number of shareholders Based on the most recent identifiable bearer shares report on October 13, 2020: 1,373 (including 200 registered shareholders). No employee stock ownership plan exists.

8.2.4.4 Transactions carried out in the Company’s shares by corporate o ffi cers Summary of transactions on the Company’s shares mentioned in Article L.621-18-2 of the French Monetary and Financial Code carried out by persons exercising managerial responsibilities during the 2019/2020 fi scal year.

Financial instruments

Nature of the transaction

Number of securities

Name and function

EXEL SAS, director

Shares

Acquisitions

516,474

Marc BALLU director and Deputy Chief Executive O ffi cer & closely related persons

Shares

Acquisitions

12,520

Marc BALLU director and Deputy Chief Executive O ffi cer & closely related persons

Shares

Sale

1

8.2.5 Share repurchase program

 purchasing shares to be retained for future use for payment or exchange in connection with possible acquisitions;  the cancellation of all or part of shares thus acquired;  employee stock option plans (or other share grants to employees) or for debt securities convertible into shares. These shares may be acquired, sold or transferred by any means, on or o ff market, including involving the use of any derivative fi nancial instruments. The entire share repurchase program may be carried out through block trades. In a scenario involving the purchase of 5% of the shares, the maximum amount paid would be €74.7 million. Shares thus purchased may be held, sold or transferred. In connection with the objective of assuring an orderly market for its shares, the Company made use of this authorization to repurchase shares and on September 30, 2020 held 2,690 of said shares.

Authorizations to purchase treasury shares The Annual General Meeting of March 12, 2020 (13 th resolution) authorized a repurchase program by the Company of its own shares within the limit of a number of shares representing 10% of the number of shares comprising the capital at the time of said repurchase, for a period of eighteen months. Under this authorization, the purchase price is €220. The Board of Directors is thus authorized to buy back a maximum number of shares representing a maximum of 10% of the total number of shares comprising the share capital, i.e ., at the date of the authorization, 678,790 shares. These shares may be acquired on one or more occasions and through any means for the following purposes:  market-making or share liquidity services provided by an Investment Service Provider through a liquidity agreement in compliance with the conduct of business rules recognized by the French securities market regulator, the AMF;

8

On June 1, 2016, EXEL Industries entered into a liquidity agreement with Gilbert Dupont for the purpose of facilitating the market for the share. At September 30, 2020 Gilbert Dupont sold and purchased a certain number of its own shares for the purpose of ensuring the liquidity and an orderly market for its shares:

Number of shares on 09/30/2019

1,969

Number of shares repurchased in the fi scal year ended 09/30/2020

19,062

Shares were purchased at an average price of

€40.28

Number of shares sold in the fi scal year ended 09/30/2020

18,341

Shares were sold at an average price of

€40.07

Number of treasury securities held at 09/30/2020

2,690

EXEL Industries group I 2020 Universal Registration Document

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