NEOPOST_REGISTRATION_DOCUMENT_2017

2

Corporate governance report

Remuneration of managers and directors

SUMMARY TABLE OF DIRECTORS’ FEES AND OTHER REMUNERATION OF TO DENIS THIERY – CHAIRMAN & CHIEF EXECUTIVE OFFICER TABLE #3 AFEP-MEDEF CODE

(In thousands of euros)

31 January 2018

31 January 2017

Denis Thiery – Chairman & CEO Director’s fees

30.0

30.0

Other remunerations

-

-

TOTAL

30.0

30.0

The directors’ fees are paid for the corporate mandate that Denis Thiery exercises in the Group's holding company.

SHARE SUBSCRITION OR PURCHASE OPTIONS GRANTED DURING THE YEAR TO DENIS THIERY – CHAIRMAN & CHIEF EXECUTIVE OFFICER TABLE # 4 AFEP-MEDEF CODE

Valuation of options (a)

Number of options granted during the fiscal year

Number and date of plan

Type of options

Exercise price

Exercise period

(In euros)

Denis Thiery – Chariman & CEO (b)

-

-

-

-

-

-

IFRS valuation standards. (a) No stock-option was awarded during the financial year. (b)

SHARE SUBSCRIPTION OR PURCHASE OPTIONS EXERCISED DURING THE YEAR TO DENIS THIERY – CHAIRMAN & CHIEF EXECUTIVE OFFICER TABLE # 5 AFEP-MEDEF CODE

Number and date of plan

Number of options exercised during the year

(In euros)

Exercise Price

Denis Thiery – Chairman & CEO

-

-

-

PERFORMANCE SHARE GRANTED DURING THE YEAR TO DENIS THIERY – CHAIRMAN & CHIEF EXECUTIVE OFFICER TABLE # 6 AFEP-MEDEF CODE

Number and date of plan

Number of shares granted during the year

Valuation of shares (a)

Vesting date

Availability date

Performance criteria Sales EBIT Relative TSR (b)

(In thousands of euros)

Denis Thiery – Chairman & CEO

27/03/2017

40,000

517.7 28/03/2020 28/03/2020

IFRS valuation standards. (a) TSR = Total Shareholder Return. (b)

PERFORMANCE SHARE GRANTED DURING THE YEAR TO DENIS THIERY – CHAIRMAN & CHIEF EXECUTIVE OFFICER TABLE # 7 AFEP-MEDEF CODE

Number of shares available

Date of plan

during the fiscal year Acquisition conditions

Denis Thiery – Chairman & CEO

24/03/2014

12,330 (a)

0 (b)

Denis Thiery – Chairman & CEO

01/07/2015

20,000 (a)

2,108 (b)

Shares available subject to meeting performance targets. (a) Shares issued during the fiscal year. (b)

32

REGISTRATION DOCUMENT 2017 / NEOPOST