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CORPORATE GOVERNANCE AND INTERNAL CONTROL

2.4 Compensation of executive corporate officers

2

93

Registration Document 2016 — Capgemini

Stock subscription options, stock purchase options and performance shares

2.4.4

executive corporate officers during 2016 and historical information

on stock options and performance shares granted:

The following tables present a breakdown of stock options and

performance shares granted to, exercised by or vested to

It should be noted that:

stock options have not been granted within Group since 2009;

grant of performance shares of 2014;

performance shares have vested to Mr. Paul Hermelin in 2016

for a total of 50,000 shares corresponding to the vesting of the

external condition. In regard to the internal condition, the organic

enable the maximum grant allocation associated to the internal

performance condition.

free cash flow generation over the period 2013 to 2015 has

been above the ceiling of €1.1 billion which was initially set to

strong share price performance over the calculation period, the

relative performance of the Cap Gemini S.A. share price vs. the

in regard to the external performance condition, due to the

basket of comparable companies has been above 110%, target

enabling to definitely grant 100% of shares related to the

Therefore the two set conditions have exceeded the maximum limits, enabling full allocation and the French fiscal residents beneficiaries

have therefore been granted 100% of their initial grant proposal, associated in their case of a minimum holding period of four years,

Mr. Hermelin being in addition subject to specific rules described before.

executive corporate officer

by Cap Gemini S.A. and/or

during the year to each

any other Group company

Stock options granted

and

number

Plan date

(purchase or

subscription) of

Number and type

options granted

during the year

statements

consolidated

financial

adopted in the

Value of options

using the method

Strike price Exercise period

Paul HERMELIN

n/a

n/a

n/a

n/a

n/a

Stock options exercised

during the year by each

executive corporate

officer

and

number

Plan date

Number of

options

exercised during

the year

Strike price Exercise period

Paul HERMELIN

n/a

n/a

n/a

n/a

other Group company

Gemini S.A. and/or any

to each executive

corporate officer by Cap

Performance shares

granted during the year

and

number

Plan date

granted during

the year

maximum

number of shares

Theoretical

financial

statements

consolidated

the method

adopted in the

Value of shares

calculated using

Potential

vesting date availability date

Potential

conditions

Performance

Paul HERMELIN

07/26/2016

8

th

plan of

42,000

€2,212,650 08/01/2019

of his term of

office and

Later of the end

08/01/2021

of the Consolidated

Financial Statements

of the conditions is

presented in Note 12

A detailed description

vested to each executive

corporate officer

Performance shares

Plan date

and

number during the year

Number of

shares vested

conditions

Vesting

grant

Year of

Paul HERMELIN

5

th

plan

2014

50,000

n/a

2014