Saint Gobain - Registration document 2016

9 FINANCIAL AND ACCOUNTING INFORMATION 1. 2016 Consolidated Financial Statements

assumptions applied in 2016 and 2015: The following table shows the main features of the standard plans, the amounts invested in the plans and the valuation

2016

2015

Plan characteristics

(17th Resolution) June 4, 2015

(16th Resolution) June 6, 2013

Date of Shareholders’ Meeting

Date of the Chief Executive Officer’s decision fixing the subscription price

March 21

March 23

Plan duration (in years)

5 or 10

5 or 10

Reference price (in €)

36.77

40.54

Subscription price (in €)

29.42

32.44

Discount (in %)

20.00%

20.00%

Total discount on the date of the Chief Executive Officer’s decision (in %) (a)

21.94%

20.02%

Employee investments (in € millions)

136.9

144.4

Total number of shares subscribed

4,653,810

4,449,939

Valuation assumptions Interest rate applicable to employees*

5.00%

5.40%

5-year risk-free interest rate

-0.15%

0.05%

Repo rate

0.50%

0.46%

Lock-up discount (in %) (b)

22.92%

23.42%

Total cost to the Group (in %) (a-b)

-0.98%

-3.40%

A 0.5-point decline in borrowing costs for the employee would have no impact on the 2016 share-based payment expense as calculated in accordance with IFRS 2. *

Stock option plans 4.4.2

outstanding options: The following table presents changes in the number of

to certain employees. Compagnie de Saint-Gobain has stock option plans available date of the decision by the Board of Directors. Saint-Gobain share over the 20 trading days preceding the reference to the average of the opening prices for the to obtain Saint-Gobain shares at a price set, at no discount, by The Board of Directors grants options allowing beneficiaries grantees forfeit these options if they leave the Group. 10 years of the grant date. Except in specified circumstances, received may be exercised. Options must be exercised within years vesting period. During this period, none of the options For all of the plans, options may only be exercised after four Among the plans outstanding at December 31, 2016, plans purchase) at the latest on the day before the start of the that it would determine the type of option (subscription or between 2013 and 2016, the Board of Directors has decided 2007 to 2012 offer subscription options. For plans launched decision considered as subscription options. exercise period, with any options exercised prior to such all grantees in plans awarded since 2009. for certain grantees only. A performance condition applies for Up to 2008, options were subject to a performance condition calculate the 30% contribution sociale tax due by grantees For options granted under the 2016 plan, the value used to option granted. employed by French companies in the Group is €4.21 per

shares €4 par value

price (in €) Average exercise

OPTIONS OUTSTANDING AT DECEMBER 31, 2014

16,182,839

46.04

Options granted

224,950

39.47

Options exercised

(801,840)

35.21

Options forfeited

(4,004,092)

40.18

AT DECEMBER 31, 2015 OPTIONS OUTSTANDING

11,601,857

48.69

Options granted

280,000

40.43

Options exercised

(450,082)

27.50

Options forfeited*

(4,509,448)

51.40

AT DECEMBER 31, 2016 OPTIONS OUTSTANDING

6,922,327

47.97

Including 4,306,454 options under the 2006 stock option plan that had not * performance condition was only partly met. options under the 2012 stock option plan which lapsed because the related been exercised upon expiry of the plan on November 15, 2016, and 202,994

Scholes option pricing model. The cost of stock option plans is calculated using the Black & The following inputs were used: of extreme share price volatility are disregarded; well as implied volatility from traded share options. Periods volatility of the share price over a rolling 10-year period, as volatility assumptions that take into account the historical ‹

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SAINT-GOBAIN - REGISTRATION DOCUMENT 2016