NATIXIS_SHARHOLDERS_MEETING_2018

› The Board of Directors of Natixis, at its meeting on May 23, 2017, by virtue of the authorization granted by the Combined General Shareholders’ Meeting of May 24, 2016, resolution nineteen, decided to award 79,369 free performance shares to the members of the Natixis Senior Management Committee, of which 29,911 to the Chief Executive Officer of Natixis. These shares will vest at the end of a vesting period that runs until May 22, 2021, inclusive, contingent upon the meeting of presence and performance criteria. FREE SHARES IN HOLDING PERIOD The vesting period for the final tranche of the award of a total of 6,119,373 free shares, as resolved by the Board of Directors on February 22, 2012, for the 2012 Plan (by virtue of the authorization granted by the Combined General Shareholders’ Meeting of May 27, 2010, resolution eighteen), and the vesting period for the first two tranches of the award of a total of 1,724,325 free shares, as resolved by the Board of Directors on February 17, 2013, under the 2013 Plan (by virtue of the authorization granted by the Combined General Shareholders’ Meeting of March 27, 2010, resolution eighteen), expired on March 3, 2017, for beneficiaries transferred abroad at the time of vesting. In a ruling made on March 3, 2017, by virtue of the authority granted to him by the Board of Directors, the Chief Executive Officer of Natixis acknowledged that the number of shares to be issued to the beneficiaries

of the 2012 Plan came to 225,808 new shares and that the number of shares to be issued to the beneficiaries under the 2013 Plan came to 59,850 new shares. The Chief Executive Officer then acknowledged the issue of share capital through the incorporation of the special unavailable reserves account amounting to €361,292.80 through the issue of 225,808 new shares with a par value of €1.60 each for the 2012 Plan, and amounting to €95,760 for the issue of 59,850 new shares with a par value of €1.60 each for the 2013 Plan, bringing the Company’s capital up from €5,019,319,328 to €5,019,776,380.80, and amended the bylaws accordingly (Article 3: Share Capital). MAUVE EMPLOYEE SHARE OWNERSHIP PLAN At its meeting on November 7, 2017, the Board of Directors decided to use in 2018 the authorization to carry out a capital increase – without preferential subscription rights – reserved for members of employee savings plans that was granted by the Combined General Shareholders’ Meeting of May 23, 2017 (resolution twenty), for the launch of the Mauve 2018 employee share ownership plan with an overall par value ceiling of €50,000,000, representing a maximum of 31,250,000 shares. In order to implement the Mauve 2018 plan, the Board of Directors invested the Chief Executive Officer with all the necessary powers, in particular to set the Subscription Price and the subscription period for the shares to be issued.

Summary table of current authorizations granted to the Board of Directors by the General Shareholders’ Meeting and their use by the Board of Directors Date of meeting Resolution No. Purpose of authorization Amount authorized

Duration Date used Amount used

38 months 38 months

07.28.2016 05.23.2017 07.28.2016 04.10.2017

€242,053 (b) €126,990 (b) €4,930,627 (b) €4,819,691 (b)

0.2%/0.03% (c) of share capital 2.5%/0.1% (c) of share capital 10% of the shares making up the Company’s share capital

05.24.2016 19

To award free shares under the LTIP

To award free shares for payment of a portion of variable compensation

05.24.2016 20

To carry out a reduction in the share capital by canceling treasury shares To carry out a capital increase, through the issue –with preferential subscription rights maintained – of shares and/or securities providing access to the Company’s share capital or entitling holders to the allotment of debt securities To carry out a capital increase, through the issue – without preferential subscription rights by a public offer – of shares and/or securities providing access to the Company’s share capital or entitling holders to the allotment of debt securities. To carry out a capital increase through the issue – without preferential subscription rights maintained – of shares and/or securities giving access to the Company’s share capital or entitling holders to the allotment of debt securities through an offer as set out in Article L.411-2 (ii) of the FrenchMonetary and Financial Code Tocarryoutacapital increasethroughthe issue–without preferentialsubscriptionrights–ofsharesand/orsecurities providingaccesstotheCompany’ssharecapitalorentitling holderstotheallotmentofdebtsecuritiesasremuneration forcontributions inkind involvingcapitalstockorsecurities givingaccesstocapital To carry out a capital increase through the incorporation of premiums, reserves, retained earnings or other items To increase the number of securities to be issued in the event of capital increases with or without preferential subscription rights To carry out a capital increase through the issue of shares or securities giving access to the Company’s share capital, reserved for members of employee savings plans withwaiving of preferential subscription rights in favor of saidmembers

26 months

05.23.2017

13

None

None

26 months

05.23.2017

14

€1.5 bn

None

None

26 months

None

None

05.23.2017

15

€500m (a)

26 months

None

None

05.23.2017

16

€500m (a)

26 months 26 months

10% of the share capital (a)

None

None

05.23.2017

17

05.23.2017

18

€1.5 bn (a)

None

None

26 months

15% of initial issue (a)

None

None

05.23.2017

19

26 months

05.23.2017

20

€50m (a) (b)

None

None

(a) Amount deducted from the ceiling decided in resolution No. 14 of the General Shareholders’ Meeting of May 23, 2017 (€1.5 billion). (b) Overall par value ceiling. (c) For executive corporate officers.

50

NATIXIS 2018 MEETING NOTICE

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