Hermès // 2021 Universal Registration Document
7
INFORMATION ON THE COMPANY AND ITS SHARE CAPITAL INFORMATION ON SHARE CAPITAL AND SHAREHOLDERS
CROSSING OF THRESHOLDS
Crossing of thresholds in financial year 2019 No crossing of a legal threshold was declared in 2019.
7.2.2.7
7.2.2.7.1 Crossing of thresholds occurring after the closure of the 2021 financial year No crossing of a legal threshold was declared between the closure of the 2021 financial year and 28 February 2022. 7.2.2.7.2 Crossing of thresholds in financial year 2021 No crossing of a legal threshold was declared in 2021. 7.2.2.7.3 Reminder of crossing of thresholds during the past two financial years Crossing of thresholds in financial year 2020 No crossing of a legal threshold was declared in 2020.
7.2.2.7.4 Crossing of previous thresholds for shareholders holding more than 5% of the share capital or voting rights AMF Notice No. 217C1755 of 28 July 2017 (the full text of which is available on the AMF website – www.amf-france.org): the Hermès family group declared that it had crossed upwards, on 21 July 2017, the threshold of two-thirds of Hermès International’s share capital and held 70,385,066 shares representing 130,403,428 voting rights at General Meetings in respect of decisions concerning the allocation of net income and 134,256,835 voting rights for other decisions, i.e. , 66.67% of the share capital and respectively 74.92% and 77.13% of the voting rights of this company, broken down as follows:
Decisions concerning allocation of net income
Other decisions
% share capital
Shares
Voting rights
% voting rights
Voting rights % voting rights
H51
56,209,021 53.24
109,244,318 13,072,204
62.76 109,244,318
62.76
H2
6,876,102 6,292,154 1,007,789
6.51 5.96 0.95
7.51 4.65
13,072,204 11,940,313
7.51 6.86
Other members Treasury shares
8,086,906
-
-
-
-
TOTAL HERMÈS FAMILY GROUP 70,385,066 66.67
130,403,428
74.92 134,256,835
77.13
This crossing is the result of an acquisition of Hermès International shares on the market by the company H51.
EMPLOYEE OWNERSHIP OF THE SHARE CAPITAL
No shares in the Company are held by the employees of the Company and affiliated companies under the savings plan and the company mutual fund of the Company.
7.2.2.8
Maison Hermès, faithful to its family tradition, involves all of its employees throughout the world with in the Group’s growth, through employee shareholding mechanisms, which form part of the Group’s long-term compensation policy and which help to motivate and retain its employees for the future. Thus, the Hermès Group has offered five times its employees, in France and internationally, free share plans; these were granted in 2007, 2010, 2012, 2016 and 2019 (see chapter 3 “Corporate governance”, § 3.8.3). The latest plans have been implemented by the Executive Management in accordance with the authorisation granted by the General Meeting of 4 June 2019 in its fifteenth resolution. Thus, on 1 July 2019, the Executive Management decided to implement two new free share allocation plans for all employees of the Group subject to eligibility, notably in terms of seniority, subject to the mechanisms applicable to existing free share plans, in particular concerning the reference and retention periods. These allocations are subject to presence conditions and, where applicable, performance conditions, with vesting periods of four to five years. As at 31 December 2021, employee shareholding, based on plans already allocated and/or vested, involved a significant part of the Group’s workforce, accounting for the holding of 1,116,350 Hermès International shares, representing 1.06% of the share capital. Taking into account rights under the last 2019 plans, employee shareholding involved approximately 12,000 Group employees.
PLEDGE OF SHARES
7.2.2.9
Duly registered shares are not encumbered by any material pledges.
SHARE BUYBACK PROGRAMMES
7.2.2.10
7.2.2.10.1 Use in 2021 of authorisations to buy back shares granted by the General Meeting The Combined General Meetings of 24 April 2020, and 4 May 2021 approved share buyback programmes authorising the Executive Management, on the basis of Articles L. 22-10-62 et seq. of the French Commercial Code ( Code de Commerce ), to purchase, on the market or off-market, a number of shares representing up to 10% of the Company’s share capital on the date of the repurchase, in order to allocate them to the objectives authorised by European regulations or to one or more market practices accepted by the French Financial Markets Authority (AMF) to date or in the future, and more generally, to allocate them to the completion of any transactions in accordance with the regulations in force. The Combined General Meetings of 24 April 2020 and 4 May 2021 authorised the Executive Management to reduce the share capital by cancellation of repurchased shares, within the limit of 10% of the share capital per period of 24 months.
454 2021 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL
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