LEGRAND / 2018 Registration document

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APPENDIX APPENDIX 1

Target for annual achievements of the Group’s roadmap objectives

Between 70% and 100% Between 70% and 100%

Between 100% and 105% Between 100% and 125%

Between 105% and 150%

Annual rate of achievement (1)

0%

150%

Between 125%

Annual rates of achievement of the Group’s CSR roadmap

Below 70%

and 200% Above 200%

(1) Linear calculation of pay-out rate for any result between the limits indicated above.

The final pay-out rate for each criterion corresponds to the arithmetic average over a three-year period of the annual achievement rates.

If all the performance shares from the 2015 to 2018 plans were to vest according to the target allocation before application of the performance criteria (i.e., 1,801,360 shares), the Company’s capital would be diluted by 0.7% as of December 31, 2018.

6.4.2 Stock option plans No stock option plans have been implemented since the 2010 Plan. The following stock option plans were approved by the Company’s Board of Directors in previous years:

2008 Plan

2009 Plan

2010 Plan

Date approved by shareholders

May 15, 2007 March 5, 2008

May 15, 2007 March 4, 2009

May 15, 2007 March 4, 2010

Grant date

Total number of options granted

2,024,675 (1)

1,192,949 (1)

3,283,257 (1)

o/w to Executive Directors

142,738 (1) 72,824 (1) 69,914 (1)

95,459 (1) 48,711 (1) 46,748 (1)

222,807 (1) 137,537 (1)

W Gilles Schnepp

W Olivier Bazil

85,270 (1)

Start of exercise period Expiry of exercise period

March 6, 2012 March 5, 2018

March 5, 2013 March 4, 2019

March 5, 2014 March 4, 2020

€20.205 (1) Average closing price over the 20 trading days preceding the grant date

€12.818 (1) Average closing price over the 20 trading days preceding the grant date

€21.316 (1) Average closing price over the 20 trading days preceding the grant date

Exercise price

(2)

(2)

(2)

Exercise terms (plans comprising several tranches) Number of options exercised as of December 31, 2018

(3)

(3)

(3)

(1,880,609)

(992,360) (108,813)

(2,341,653) (240,817) 700,787

Number of options cancelled or forfeited

(144,066)

Stock options outstanding as of December 31, 2018

0

91,776

(1) Given the dividend distribution features approved at the General Meetings of Shareholders on May 29, 2015, on May 27, 2016, on May 31, 2017 and on May 30, 2018, the number and exercise price of stock options was adjusted to take into account the impact of these transactions on the interests of stock option beneficiaries, in accordance with article L. 228-99 of the French Commercial Code. (2) Options vest after a maximum of four years, except in the event of resignation or termination for willful misconduct. (3) All these plans were subject to performance conditions (see note 6 to the financial statements for the 12 months ended December 31, 2014). The weighted average market price of the Company stock upon exercises of stock options in 2018 was €62.92. If all these options were to be exercised (i.e., 792,563 options), the Company’s capital would be diluted at most by 0.3% (which is a maximum dilution as it does not take into account the exercise price of these options) as of December 31, 2018.

A

351

LEGRAND

REGISTRATION DOCUMENT 2018