RUBIS - 2019 Universal Registration Document

6 INFORMATION ABOUT THE COMPANY AND ITS CAPITAL - Free shares and stock options

The table below provides information on free performance shares allocated in 2019 to the top 10 employees who are not corporate officers of Rubis.

Number of free performance

Free performance shares granted to the top 10 non-corporate officer employees

shares allocated Date of plans

Shares granted during the fiscal year to the 10 employees of the issuer or any other company eligible for free shares, who received the highest number of shares granted (total figure)

193,193

12/17/2019

6.5.6.3 PERFORMANCE SHARE PLANS IN PROGRESS IN 2019

Option plan

2019

Date of Shareholders’ Meeting

06/11/2019 12/17/2019

Date of award by Board of Management Total number of shares available for subscription

150,276 (1)

Total number of beneficiaries, of which

41

• corporate officers

0

Start date for exercising options Expiration date for exercising options

12/17/2022 at the earliest (2) 12/16/2032 at the earliest (2)

Subscription price (in euros)

52.04

Total number of options exercised Number of canceled/void options*

0 0

Number of options outstanding as of 12/31/2019

150,276

(1) Exercise of: · 50% of the options allocated subject to a cumulative rate of return on the Rubis share between fiscal years 2019, 2020 and 2021 greater than the cumulative TSR of the SBF 120 over the same period; · 25% of the options allocated subject to average annual growth in consolidated net income, Group share of 6% between the fiscal years 2019, 2020 and 2021 ( i.e. a total of at least 18%) + exercise rate between 0% and 25% of the initial allocation; · 25% of the options allocated subject to a cumulative EPS growth of the Rubis share between fiscal years 2019, 2020 and 2021 exceeding the FactSet consensus over the same period. (2) Or at the end of the meeting of the Board of Management which will meet to decide whether the performance conditions have been met. * Due to expiration of the plan or departure of employees.

The table below informs you of the options granted and exercised as of December 31, 2019 by the top 10 employees who are not corporate officers of Rubis.

Number of options allocated/shares subscribed or purchased

Weighted average price (in euros)

Date of plans

Stock options granted to the top 10 non-corporate officer employees and options exercised by them

Options granted during the fiscal year by the issuer to the 10 employees of the issuer and of any company included in the scope eligible for the options, who received the highest number of shares granted (total figure) Options held on the issuer, exercised during the fiscal year, by the 10 employees of the issuer and its companies, of which the number of options thus subscribed is the highest (total figure)

78,516

52.04 12/17/2019

0

0

-

Rubis, the Group’s parent company, is the only Group company to have awarded preferred shares, stock options and performance shares. NB: Vested shares granted to beneficiaries result from share issuance.

202 i Rubis 2019 Universal Registration Document