Hermès // 2021 Universal Registration Document

COMBINED GENERAL MEETING OF 20 APRIL 2022 EXPLANATORY STATEMENTS AND DRAFT RESOLUTIONS

if, during the period in which the options were granted, the Company s carries out any of the transactions provided for by Articles L. 225-181 or R. 22-10-37 of the French Commercial Code, the Company will, under the regulatory conditions, in order to take into account the impact of this transaction, undertake the necessary measures to protect the interests of the beneficiaries, including, where applicable,

by adjusting the number and price of the shares that may be obtained

by exercising the options granted to beneficiaries,

each year, the Executive Management will inform the Ordinary s General Meeting of the transactions carried out under this delegation.

NINETEENTH RESOLUTION: FREE SHARE AWARDS

Explanatory statement By the 19 th resolution, we propose that you renew the authorisation given to the Executive Management to allocate free existing ordinary shares of the Company. The Company wishes to renew this authorisation because it is part of the Group’s compensation policy, which aims to share the fruits of its growth with employees and enable them to be more closely involved in Hermès’ long-term development decisions. The employee shareholding plans in place for many years (the first dating back to 1993) recognise the contribution of employees to the House’s development, regardless of their role and geographical location. They are also an instrument to enhance attractiveness, motivation and loyalty, aimed at aligning the interests of beneficiaries with those of the Company and its stakeholders. The total number of free shares granted under this authorisation and the total number of shares to which the stock options granted under the 18 th resolution ("Authorisation to be given to Executive Management to grant stock options") and not yet exercised may not represent a number of shares greater than 2% of the number of ordinary shares of the Company on the grant date, without taking into account: those already allocated under previous authorisations; s those that have not been definitively allocated at the end of the vesting period provided for in the sixth paragraph of Article L. 225-197-1, I of s the French Commercial Code ( Code de commerce ); those that are no longer subject to the retention obligation provided for in the seventh paragraph of Article L. 225-197-1, I of the French s Commercial Code ( Code de commerce ). The total number of free shares granted must also comply with the maximum limit authorised by Article L. 225-197-1 of the French Commercial Code ( Code de commerce ) and, more generally, by applicable laws. The vesting period for the shares allocated may not be less than two years, with the Executive Management being authorised to reduce the vesting period to one year, if the allocation of shares is accompanied by a mandatory retention period of a minimum of one year. The mandatory retention period for shares may not be less than one year, with the Executive Management being authorised to reduce it or eliminate it, under the conditions and limits provided for by the law in force on the date of the allocation decision, except for the specific cases set out in the resolution. In accordance with Article L. 233-32 of the French Commercial Code ( Code de commerce ), this delegation of authority may be implemented during a public offering on the shares of the Company. In the same way as for stock options, in the event of allocation to one or more Executive Chairmen: the Company must fulfil one or more of the conditions provided for in Article L. 22-10-60 of the French Commercial Code ( Code de commerce ), 1) namely: either grant free shares to all of the Company’s employees and to at least 90% of the employees of its French subsidiaries, or s grant stock options to the employees referred to above, or s provide the above-mentioned employees with a unilateral contribution to the company savings plan, or s improve (or set up, where applicable) the terms of employee incentive and/or profit-sharing schemes of the Company and its French s subsidiaries; in accordance with the provisions of Article L. 225-197-1, II of the French Commercial Code ( Code de commerce ), the Supervisory Board must 2) ensure that the allocated shares cannot be sold prior to the termination of the duties of the Executive Chairmen, or shall set a quantity of these shares that the latter must hold in registered form until the termination of their duties; in addition, in accordance with the Afep-Medef Corporate Governance Code, to which the Company has adhered: 3) the free shares awarded will be subject to demanding performance conditions to be met over several years and defined at the time of their s allocation,

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2021 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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