Worldline - Registration Document 2016

15

Compensation andBenefits of Directors and Senior Executives Stock-Options and Performance Shares Plans granted to Executive Directors

Performance shares that have become available during the year for

15.3.4

the Executive Directors – AMF Table 7

beneficiaries of this Atos SE plan. Acquisition and availability shares. terms are described in the paragraph of the Atos SE Reference Document related to the Atos SE past grants of performance

rules. The Company Chairman and Company CEO are granted on December 22, 2011 (Tranche 2) became available for possible sale to the beneficiaries according to the France plan During 2016, the second half of the Atos SE performance shares

Number of shares available during the financial year

Related to

Plan Date

Vesting Date Availability Date

2014 March 17, 2014 March 17,

December 22, 2011 Tranche 2 December 22, 2011 Tranche 2

Mr. Thierry Breton Chairman Mr. Gilles Grapinet CEO

Atos

32,500

March 17, 2016

Atos

16,250

March 17, 2016

The performance shares granted by Worldline on July 25, 2016 are not yet available.

2016) – AMF Table 8 Past awards of subscription or purchase options (up to December 31,

15.3.5

December 31, 2010. The past grants over the last ten years by Atos SE are detailed in the Atos SE Reference Document. or executive officers since the stock-options granted on Atos SE has not issued any stock-options plan for its employees The table below shows the past grants by Worldline since 2014 to reward and retain its key-talents and top management. Mr. Gilles Grapinet, as Company CEO, was granted 180,000 stock-options by Worldline SA on September 3, 2014 and on

2015 Reference Documents. September 1, 2015. For further details regarding the 2014 and 2015 plans, please refer to respectively the Worldline 2014 and from the stock-options plans granted by Worldline on May 25 None of the members of the Board of Directors are benefitting and August 16, 2016. For further details regarding these plans, please see below.

Date of shareholders meeting 06/13/2014 06/13/2014 06/13/2014 06/13/2014

Total

09/03/14 07/27/15 2

02/22/16 3

07/25/16 4

Date of Board meeting Exercise period start date Exercise period end date

05/15/16 05/15/17 05/25/18 05/25/18 09/03/24 08/31/25 05/24/26 08/15/26

17.22

22.87

26.82

28.58

Strike Price (in €) Options granted

1,527,220 1,558,500

196,000

45,000

3,326,720

259,330

180,000

0

0 2 0 0

439,330

Of which to members of the Board 1

92

138

52

Number of beneficiaries

257,279 99,300

0

0

257,279 217,800

Options exercised

116,000

2,500

Options cancelled or expired

1,170,641 1,442,500

193,500

45,000

2,851,641

Status on 12/31/2016

59.62

20.16

32.99

5.19

1.29

Value of unexercised options (in € million)

Current Board of Directors 1 The grant date has been set by the Board of Directors on September 1, 2015 2 The grant date has been set by the Board of Directors on May 25, 2016. 3 The grant date has been set by the Board of Directors on August 16, 2016. 4

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Worldline 2016 Registration Document