technicolor - 2019 Universal registration document

4 CORPORATE GOVERNANCE AND COMPENSATION COMPENSATION

STOCK OPTION PLANS IN EXISTENCE AS OF DECEMBER 31, 2019 (TABLE NO. 8 OF ANNEX 4 TO THE AFEP-MEDEF CORPORATE GOVERNANCE CODE)

Plan MIP 2015

Plan MIP 2016

Plan MIP June 2017

Plan MIP October 2017

Date of Shareholders’ Meeting Date of Board of Directors’ meeting

May 23, 2013 May 23, 2013 June 7, 2013

May 23, 2013 June 20, 2014 October 21, 2014 April 9, 2015

May 23, 2013 June 26, 2015

May 23, 2013 October 19, 2015

October 24, 2013 December 18, 2013 March 26, 2014

Type of options

Subscription 17,188,000

Number of options initially granted, including:

5,145,000

250,000

1,710,000

Number of options granted to Directors and officers (1) : Frédéric Rose before adjustments and performance condition review • Number of options granted to the first ten employee beneficiaries – before adjustments and performance condition review when applicable after adjustments and performance condition review (2) • after 2015 adjustments (2) •

2,685,000 2,786,864 4,345,000

-

-

- -

1,790,000

250,000

1,310,000

4,490,875

1,857,913

259,485

1,310,000

Beginning of the exercise period

May 23, 2015

June 20, 2016 October 21, 2016

June 26, 2017

October 19, 2017

Plan life

8 years

8 years

8 years

8 years

Expiration date

May 23, 2021

June 20, 2022 October 21, 2022 June 20: €6.00 October 21: €5.10 April 9: €6.05

June 26, 2023

October 19, 2023

Exercise price at grant time

May 23: €3.31 June 7: €3.31

June 26: €6.10

October 19: €7.11

October 24: €4.07 December 18: €3.81 March 26: €4.70

Exercise period

50%: May 23, 2015 50%: June 20, 2016 October 21, 2016

50%: June 26, 2017 50%: October 19, 2017

75%: June 20, 2017 October 21, 2017

75%: June 26, 2018 75%: October 19, 2018

75%: May 23, 2016

100%: May 23, 2017 100%: June 20, 2018 October 21, 2018

100%: June 26, 2019

100%: October 19, 2019

Number of shares subscribed as of December 31, 2019 Number of options cancelled since the beginning of the plan Number of options cancelled during the 2019 exercise Number of outstanding options at the end of the exercise (after adjustment) (2)

7,084,221 4,401,467

41,517

-

-

2,091,728 275,056 3,186,485

181,640 25,949 77,845

1,290,000 435,000 420,000

62,277

6,169,401

Exercise price (after adjustments) (2)

May 23: €3.19 June 7: €3.19

June 20: €5.79 October 21: €4.92 April 9: €5.83

June 26: €5.88

October 19: €7.11

October 24: €3.93 December 18: N/A (3) March 26: €4.53

Information provided pursuant to Article L. 225-184 of the French Commercial Code. (1) November 2015 capital share increase adjustment coefficient: 1,037937866. (2) All beneficiaries of this attribution have left the Company. (3)

composed of 424,314,909 ordinary shares, i.e. a 2.38% increase in the

As of December 31, 2019, the total outstanding options under the plans amounted to 9,853,731 subscription options to the benefit of 70 beneficiaries. If all subscription options under the Stock Option Plans mentioned above were exercised, Technicolor’s share capital would be

number of shares from December 31, 2019.

In accordance with Article L. 225-184 of the French Commercial Code, it is noted that no option was exercised in 2019.

TECHNICOLOR UNIVERSAL REGISTRATION DOCUMENT 2019 136