Eurazeo / 2019 Universal Registration Document

Share capital and share ownership Shareholding structure

Shareholding structure 7.1

BREAKDOWNOF SHARE CAPITAL AND VOTING RIGHTS 7.1.1 To the best of the Company's knowledge and based on threshold crossing reports filed with the French Financial Markets Authority (AMF), shareholdersowning astake in Eurazeo's sharecapital or votingrights above the legal thresholdsas of December 31, 2019are listedbelow:

Of votingrights that may be exercisedin SM

Of the share capital

Theoretical votingrights

(In percentage) 2010 Agreement*

16.81% 15.28% 18.00%

22.86% 21.36% 24.72%

22.33% 20.86% 24.14%

includingthe 2018Agreement**

JCDecauxHoldingSAS

Tikehau Capital 6.75% Shareholders'agreementbetweenMichelDavid-Weill,thecompaniesPalmesCPMSA andQuatreSœursLLC,theundividedestateof MichelDavid-Weill's * children,thecompanyCB EurazeoLLC,Jean-Manuelde Solages,Amauryde Solages,Myriamde Solages,CynthiaBernheim(assumingtherightsof Pierre-AntoineBernheim),AlainGuyotandHervéGuyot(AMFnoticeno.211C0404,hereinafterthe“2010Agreement”). Shareholders'AgreementbetweenMichelDavid-Weill,thecompaniesPalmesCPMSA,QuatreSoeursLLCandCB EurazeoLLC,theundividedestateof ** MichelDavid-Weill'schildren,Jean-Manuelde Solages,Amauryde SolagesandMyriamde Solages(AMFnoticeno.218C0715,hereinafterthe“2018 Agreement”). 5.13% 6.91%

In a letter received on June 19, 2019 (AMF Document no. • 219C0997), Michel David-Weill, the undivided estate of Michel David-Weill's children, Quatre Sœurs LLC, a company governedby the laws of the State of Delaware, Palmes CPM SA, a company governed by Belgian law, Amaury de Solages, Myriam de Solages, CB Eurazeo LLC, a company governed by the laws of the State of Delaware, Jean-Manuel de Solages, Cynthia Bernheim and Alain and Hervé Guyot reported they had fallen below the 25% voting rights threshold in Eurazeo on June 16, 2019 and held 13,209,449 Eurazeo shares and 23,935,817 voting rights, representing 16.44% of the share capital and 22.78% of voting rights of the Company. This threshold was crossed due an increase in the total number of Eurazeo votingrights. In a letter received on June 19, 2019, supplemented by a letter • received on June 20, 2019 (AMF Document no. 219C1001), the simplified joint stock company, JCDecaux Holding, reported that it had exceededthe 20% and 25% voting rights thresholdsin Eurazeo on June 16, 2019 and held 15,430,061 Eurazeo shares and 26,714,776 voting rights, representing 19.20% of the share capital and 25.43% of votingrights of the Company. This thresholdwas crosseddue to the grant of double voting rights on 11,284,715 shares. Under Article L. 233-9I, 4° bis of the French CommercialCode and Article 223-14 Vof the AMF General Regulations,JCDecauxHolding added that 1,277,307 of the Eurazeo shares included in the above total resultedfrom thesale of: 666,667 Eurazeo put options with physical settlement covering • 699,893 Eurazeo shares, available for exercise by the counterparty on maturity, between June 21, 2019 and July 19, 2019, at a unit exercise price of €57.48 per Eurazeo share; and 550,000 Eurazeo put options with physical settlement covering • 577,414 Eurazeo shares, available for exercise by the counterparty on maturity, between August 5, 2019 and September 30, 2019, at a unit exercise price of €57.48 per Eurazeo.

In a letter received on June 21, 2019 (AMF Document no. • 219C1007), Michel David-Weill, the undivided estate of Michel David-Weill'schildren, Quatre Sœurs LLC, a company governedby the laws of the State of Delaware, Palmes CPM SA, a company governed by Belgian law, Amaury de Solages, Myriam de Solages, CB Eurazeo LLC, a company governed by the laws of the State of Delaware and Jean-Manuel de Solages reported they had exceeded the 15% share capital threshold on June 21, 2019 and held 11,996,833 Eurazeo shares and 22,355,084 voting rights, representing15.23%of the share capital and 21.61% of voting rights of the Company. This threshold was crossed due to a reduction in Eurazeo’s share capital following the cancellation of 1,605,842 Class A ordinary shares. In a letter received on August 6, 2019 (AMF Document no. • 219C1359), the simplified joint stock company, JCDecaux Holding, reported that it had fallen below the 25% voting rights threshold in Eurazeoon August 5, 2019and held 14,537,697 Eurazeoshares and 25,822,412 voting rights, representing 18.46% of the share capital and 24.95% of votingrights of the Company. This thresholdwas crossedon the expiry of the put options sold by JCDecauxHoldingon 192,471 Eurazeoshares on August 5, 2019. Under Article L. 233-9I, 4° bis of the French CommercialCode and Article 223-14 V of the AMF’s General Regulations, JCDecaux Holding added that 384,943 of the Eurazeo shares included in the above total resulted from the sale of 366,667 put options with physical settlement covering 384,943 Eurazeoshares, available for exercise by the counterparty on maturity, between September 5 and September 30, 2019, at a unit exercise price of €57.48 per Eurazeo. In a letter received on October 21, 2019 (AMF Document no. • 219C2032), the partnership limited by shares, Tikehau Capital, reported that it had fallen below the 5% voting rights threshold in Eurazeo on October 17, 2019 and held 4,038,207 Eurazeo shares and as many voting rights, representing5.13% of the share capital and 3.90%of voting rightsof theCompany.

This threshold was crossed due to an off-market sale of Eurazeo shares under a private placement carried out via an accelerated book-buildingreserved forinstitutional investors.

Pursuant to Article L. 233-9 I 4° of the French Commercial Code, the shares and voting rights underlying these options, i.e. a total of 1,277,307 sharesand voting rights, were includedby equivalencein JCDecauxHoldingSAS’s shareholding.

EURAZEO / 2019 UNIVERSAL REGISTRATION DOCUMENT

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