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15
Compensation andBenefits of Directors and Senior Executives
Stock-Options and Performance Shares Plans granted to Executive Directors
139
Worldline
2016 Registration Document
Stock-options granted to or exercised by the Executive Directors
15.3.2
during the year – AMF Tables
4 and 5
during 2016.
2016. The CEO did not exercise any Atos SE stock-options
purchase or buy shares of Atos SE. In addition, the Chairman did
not hold any outstanding Atos SE stock-options as of January
1,
During 2016, the Directors were not granted any options to
Worldline SA in 2016.
No options were granted to the Executive Directors by
Mr. Gilles Grapinet, Company CEO, did not exercise any
Worldline stock-options in 2016.
AMF Table 6
Performance shares granted to Executive Directors during the year
–
15.3.3
the
year.
The below table shows the performance shares granted to the
Executive Directors, and in particular those granted during
Document.
performance shares” section. Performance conditions related to
the various Atos plans are summarized in the Atos SE Reference
beneficiaries of this grant. Performance conditions related to this
Worldline plan are summarized in the “Past grants of
performance shares. The Worldline CEO is one of the
Pursuant to the authorization granted by the Worldline
July
25, 2016, upon recommendation of the Nomination and
Compensation Committee, decided the free grant of
Shareholders’ General Meeting held on May
26, 2016 (23
rd
resolution), the Board of Directors, during its meeting held on
Related to Plan Date
Number of shares Vesting Date
Availability Date
(in €)
2
Share valuation
Breton
Mr. Thierry
Chairman
Atos
December 22, 2011 32,500
December 22, 2013 December 22, 2015
1
926,957
December 22, 2011 32,500
March 17, 2014 March 17, 2016
1
913,680
July 24, 2013
45,000
July 24, 2015
July 24, 2017
1
2,250,773
July 28, 2014
46,000
July 28, 2016
July 28, 2018
1
1,543,058
July 28, 2015
55,000
January 2, 2018 January 2, 2020
1
2,142,282
July 26, 2016
54,700
3
July 26, 2019
July 26, 2019
1
2,456,445
Worldline
Not applicable
Grapinet
Mr. Gilles
CEO
Atos
December 22, 2011 16,250
December 22, 2013 December 22, 2015 463,479
December 22, 2011 16,250
March 17, 2014 March 17, 2016 456,840
July 24, 2013
22,500
July 24, 2015
July 24, 2017
1,125,386
July 28, 2014
6,666
July 28, 2016
July 28, 2018
223,609
July 28, 2015
9,200
January 2, 2018 January 2, 2020 358,345
July 26, 2016
8,130
3
July 26, 2019
July 26, 2019
365,099
Worldline July 25, 2016
38,000
4
July 25, 2018
July 25, 2019
646,643
The Atos SE Chairman and CEO is subject to a conservation obligation for the duration of his mandate of:
1
25% of the performance shares vested in respect of the plan dated December 22, 2011;
●
15% of the performance shares vested in respect of the plans dated July 24, 2013 and July 28, 2014;
●
15% of the performance shares which might be vested in respect of the plans dated July 28, 2015 and July 26, 2016.
●
Valuation of the shares at their grant date, pursuant to the application of the IFRS 2, after taking account of any discount related to performance
2
criteria and the probability of presence in the Atos Group after the vesting period, but before spreading the load under IFRS 2 throughout the vesting
period. As from 2014, a probability of realization of the performance criteria has been included by Atos and Worldline.
Actual grant according to the modulation rules established by the Atos SE Board of Directors for the Executive Director and the members of the Atos
3
Group General management (refer to G.4.3.1 of the Atos SE Reference Document for further details).
Theoretical grant taking into account the application of a multiplier coefficient equal to 100% (see below for further details).
4