Sopra Steria - 2018 Registration document

SOPRA STERIA GROUP AND THE STOCK MARKET Share ownership structure

2. Share ownership structure

At 31/12/2018

At 31/12/2017

At 31/12/2016

% of theoretical voting rights

% of exercisable voting rights

% of theoretical voting rights

% of exercisable voting rights

% of theoretical voting rights

% of exercisable voting rights

% of capital

% of capital

% of capital

Shareholders

Shares

Shares

Shares

4,034,409 19.6% 28.7% 28.8% 4,034,409 19.6% 28.8% 28.8% 4,034,409 19.7% 28.4% 28.5%

Sopra GMT (1) Pasquier family Odin family Management

0.5% 0.8% 0.8% 1.1% 1.7% 1.7% 1.2% 1.7% 1.7% 1 0.00% 0.00% 0.00% 0.2% 0.3% 0.3% 1.0% 1.5% 1.5%

0.6% 0.9% 0.9% 1.1% 1.7% 1.7% 1.3% 1.7% 1.7% 0.0% 0.0% 0.0% 0.2% 0.3% 0.3% 1.1% 1.5% 1.5%

0.6% 0.9% 0.9% 1.1% 1.8% 1.8% 1.3% 1.9% 1.9% 0.0% 0.0% 0.0% 0.2% 0.3% 0.3% 1.1% 1.6% 1.6%

108,616 222,729 245,719

119,338 231,609 257,563

119,538 234,870 265,997

o/w Sopra Développement (2)

1

1

o/w SEI (3)

33,828 211,890

33,828 223,734

33,828 232,168

o/w managers (4)

Agreement between Sopra GMT, Pasquier and Odin families, and management Agreement between Sopra GMT and Soderi Soderi Shares managed on behalf of employees o/w Corporate mutual funds (FCPE), We Share employee share ownership plan and SIP Trust (6)

4,611,473 22.4% 32.9% 33.0% 4,642,919 22.6% 33.2% 33.2% 4,654,814 22.7% 32.9% 33.1%

1 0.00% 0.00% 0.00%

0.0% 0.0% 0.0%

0.0% 0.0% 0.0%

1

1

4,034,410 19.6% 28.7% 28.8% 4,034,410 19.6% 28.8% 28.8% 4,034,410 19.7% 28.4% 28.5% Total agreements (5) 4,611,474 22.4% 32.9% 33.0% 4,642,920 22.6% 33.2% 33.2% 4,654,815 22.7% 32.9% 33.1%

7.0% 8.3% 8.3% 1,435,882

7.0% 7.4% 7.4% 1,563,582

7.6% 8.6% 8.6%

1,440,195

5.8% 7.4% 7.4% 1,161,049

5.7% 6.4% 6.4% 1,270,911

6.2% 7.4% 7.5%

1,185,013

o/w Other UK trusts (7)

1.2% 1.0% 1.0%

1.3% 1.0% 1.0%

1.4% 1.1% 1.1%

255,182

274,833

292,671

14,444,709 70.3% 58.6% 58.7% 14,456,185 70.4% 59.4% 59.4% 14,201,324 69.2% 58.1% 58.3%

Free float

0.2% 0.2% 0.0%

0.1% 0.0% 0.0%

0.5% 0.4% 0.0%

Treasury shares

51,323

12,714

112,074

TOTAL

20,547,701 100.0% 100.0% 100.0% 20,547,701 100.0% 100.0% 100.0% 20,531,795 100.0% 100.0% 100.0%

(1) Sopra GMT, a French “société anonyme”, is a holding company for Sopra Steria Group and Axway Software. (2) Sopra Développement is a company formed by a group of senior managers whose corporate purpose is to hold shares in Sopra Steria Group and Axway Software. (3) Sopra Executive Investments SEI is a company formed by a group of senior managers whose corporate purpose is to hold shares in Sopra Steria Group. (4) Managers who signed the shareholders’ agreement with Sopra GMT, the Pasquier and Odin families, SEI and Sopra Développement. (5) Total for the agreement between Sopra GMT, Pasquier and Odin families, and management, and the agreement between Sopra GMT and Soderi. (6) SIP Trust is a UK trust that manages shares purchased by employees under a share incentive plan. (7) The other UK trusts hold assets in trust for employees in the United Kingdom and India, notably via employee share ownership plans.

Sopra GMT’s ownership structure is as follows:

Sopra GMT ownership structure

31/12/2018

31/12/2017

31/12/2016

Shareholders Pasquier family

Shares % of capital

Shares % of capital

Shares % of capital

68.44% 28.41%

68.44% 28.41%

68.61% 28.49%

318,050 132,050

318,050 132,050

318,050 132,050

Odin family

Sopra Steria Group managers (active and retired)

3.15%

3.15%

2.90%

14,624

14,624

13,474

TOTAL

464,724

464,724

463,574

100.00%

100.00%

100.00%

217

SOPRA STERIA REGISTRATION DOCUMENT 2018