technicolor - 2020 Universal Registration Document

1 PRESENTATION OF THE GROUP SHARE CAPITAL AND SHAREHOLDING

II – DELEGATIONS TO ALLOW EQUITY-LINKED INSTRUMENTS FOR EMPLOYEES OR CORPORATE OFFICERS

Number of shares and percentage of capital likely to be issued

Duration of the authorization and date of expiration 18 months December 31, 2021

Type of the financial delegation Capital increase without preferential subscription rights, reserved to members of a Group Savings Plan (22 nd resolution of the AGM of June 30, 2020) Capital increase without preferential subscription rights, reserved to specific categories of beneficiaries – shareholding transactions for employees outside a Group Savings Plan (23 rd resolution of the AGM of June 30, 2020) Grant of free shares to all employees or certain categories of employees and/or officers (25 th resolution of the AGM of June 30, 2020) Grant of free additional performance shares to all employees or certain categories of employees and/or officers (26 th resolution of the AGM of June 30, 2020) Overall limits on the amounts of issuances made under 18 th to 23 rd resolutions of the AGM of June 30, 2020 (24 th resolution of the AGM of June 30, 2020)

Amount used

Amount available 100% of the ceiling

1% of the share capital as of the date of the Board of Directors’ decision to proceed to such transaction

None

18 months December 31, 2021

154,071 shares representing 1% of the share capital on June 30, 2020

None

100% of the ceiling

3.6% of the share capital as of the date

36 months June 30, 2023

5,659,491 shares available for allocation, on the basis of the capital as of December 31, 2020 (2) 100% of the ceiling

2,829,146 shares granted (1)

of use of such authorization

1.4% of the share capital as of the date

36 months June 30, 2023

None

of use of such authorization

N/A

200 million

€ 235,795.48 representing 10% of the share capital on December 31, 2020

N/A

2,829,146 shares were granted by the Board of Directors in 2020. They will be issued in 2024, subject to the achievement of presence and (except for the Restricted Shares) (1) performance conditions as laid down in the plan regulations (See section 4.2.4: “Details on Stock Option Plans and Performance or Restricted Share Plans” under Chapter 4: “Corporate governance and compensation”). In consideration of the 2,829,146 shares granted in 2020, 5,659,491 shares remain available for allocation by the Board of Directors under this authorization on the basis of the capital (2) as of December 31, 2020. This figure is given only for information purpose and shall involve, being noted that the maximum amount of shares and percentage likely to be issued under this resolution is to be calculated at the date of use of the authorization. Dividend policy 1.4.4 GRI [201-1]

Any payment of dividends or other distributions depends on the Company’s financial condition and results of operations, especially net income, and its investment policy. Upon proposal of the Board of Directors, it will not be proposed to the Annual General Meeting to be held to approve the financial statements for the fiscal year ending December 31, 2020, to pay any dividend with respect to fiscal year 2020. Upon proposal of the Board of Directors, with respect to fiscal year 2019, the General Shareholders’ Meeting of June 30, 2020 decided not to pay a dividend.

Upon proposal of the Board of Directors with respect to fiscal year 2018, the General Shareholders’ Meeting of June 14, 2019 decided not to pay a dividend. Furthermore, the New Money Documentation and the Reinstated Term Loans contain clauses restricting the Company’s ability to declare or pay dividends (see note 8.3 to the consolidated financial statements: “Borrowings”).

32

TECHNICOLOR UNIVERSAL REGISTRATION DOCUMENT 2020