LEGRAND_REGISTRATION_DOCUMENT_2017

07

SHARE OWNERSHIP Performance shares

7.3 – PERFORMANCE SHARES

Table 10 – Breakdown of free share allocations

2015, 2016 and 2017 performance share plans

The following performance share plans were also approved by the Company’s Board of Directors:

Plan 2015

Plan 2016

Plan 2017

Date approved by shareholders

May 24, 2013

May 24, 2013

May 27, 2016

Grant date

May 29, 2015

May 27, 2016

May 31, 2017

Total number of performance share rights initially granted

388,769 (1)

495,615 (1)

484,583 (1)

o/w to Executive Officer

14,583 (1)

15,281 (1)

12,324 (1)

Total IFRS 2 charge (in € millions)

16.3 (2)

20.3 (2)

24.8 (2)

End of vesting period

June 17, 2019

June 17, 2020

June 17, 2021

End of lock-up period

June 17, 2019

June 17, 2020

June 17, 2021

Number of performance shares acquired as of December 31, 2017

0

0

0

Number of performance share rights cancelled or forfeited

(19,329)

(12,073)

(5,925)

Performance share rights outstanding as of December 31, 2017

369,440

483,542

478,658

(1) Given the dividend distribution features approved at the General Meetings of Shareholders on May 29, 2015, on May 27, 2016 and on May 31, 2017, the number of remaining performance shares was adjusted to take into account the impact of these transactions on the interests of performance share beneficiaries in accordance with article L. 228-99 of the French Commercial Code. Moreover, the number of performance shares has been reduced following the Executive Director’s decision to waive part of his entitlement to performance shares granted under the 2015 and 2016 plans. (2) Total charge estimated at the grant date assuming a 100% achievement for each performance criteria. This charge is spread over the 4 years of the vesting period.

applying the performance and employment conditions attached to said shares. Information on the shares awarded to the Executive Officer or vested during the financial year ended December 31, 2017 is included in section 6.2.2.1 of the Company’s Registration Document. The Executive Officer is subject to the requirement to hold at least 30% of all shares acquired (including options and performance shares) until the termination of his duties.

If all these shares from the 2015, 2016 and 2017 plans (i.e. 1,331,640 shares) recorded as at December 31, 2017 were to vest, the Company’s capital would be diluted by 0.5% as at this latter date. If all these shares from the 2015, 2016 and 2017 plans were to vest (i.e., 1,331,640 shares), the Company’s capital would be diluted by 0.5% as of December 31, 2017. Under the 2017 Plan, in respect of the 2017 financial year, 87,796 free performance shares were awarded to the 10 non-executive employees of the Company with the highest share awards, before

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REGISTRATION DOCUMENT 2017 - LEGRAND