SAINT_GOBAIN_REGISTRATION_DOCUMENT_2017

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Financial and accounting information Compagnie de Saint-Gobain 2017 annual financial statements (parent company)

The following table shows the expected dates when shares under the four performance share plans outstanding at December 31, 2017 will be delivered, except in the case of early release following the grantee’s death or disability, along with the service and performance conditions remaining to be fulfilled: delivery date Grant date Number of rights granted at inception of Plan early deliveries Outstanding rights at Dec 31, 2017 * Nov.20, 2018 Nov.26, 2019 Nov.24, 2020 Nov.23, 2021 Type of shares Nov. 20, 2014 530,240 900 529,340 529,340 existing Nov. 26, 2015 500,910 400 500,510 500,510 existing Nov. 24, 2016 1,231,320 410 1,230,910 1,230,910 existing Nov. 23, 2017 1,226,680 1,226,680 1,226,680 existing TOTAL 3,489,150 1,710 3,487,440 529,340 500,510 1,230,910 1,226,680 subject to fulfillment of the service and performance conditions applicable to each plan *

Performance unit plans 10.6 Performance unit plans subject to service and performance conditions were set up every year between 2012 and 2015, for certain management-grade employees and senior managers of the Group in France. These plans do not give rise to the delivery of shares, but entitle grantees to receive cash compensation deferred over the long term (exercise period between four and ten years after the grant date), the amount of which will be determined by reference to the Company’s share price.

No long term payment plan in the form of performance units was set up in 2017 or 2016, since all beneficiaries received rights to performance shares (see above). In 2017, 490,914 performance units under the 2013 plan vested, while 79,871 performance units under the same plan lapsed, including 61,645 because the related performance condition was only partly met. The table below shows historical data for the performance unit plans in the process of vesting at December 31, 2017:

Number of performance units granted at inception of plan

Number of performance units at Decemberb31, 2017*

Grant date

Exercised early

Novemberɸ20, 2014 Novemberɸ26, 2015

598,400 556,340

1,550

596,850 556,340

TOTAL

1,154,740

1,550

1,153,190

Subject to fulfillment of the service and performance conditions applicable to each plan. *

Compagnie de Saint-Gobain Group 10.7 Savings Plan (PEG)

Directors delegates authorization for setting the subscription price to the Chief Executive Officer of Compagnie de Saint-Gobain. It corresponds to the average of the opening

The Group Savings Plan (PEG) is an employee stock purchase prices for the Saint-Gobain share on Euronext Paris over the plan open to all Group employees in France and most other 20 trading days preceding the date of the decision, subject to countries where the Group is present. Eligible employees a 20% discount, in accordance with applicable laws, the must have completed a minimum of three months’ service Shareholders' Meeting resolutions and the deliberations of the with the Group. Eligible employees are able to invest in Board of Directors.

Saint-Gobain shares at a preferential subscription price. These shares are held either directly or through the employee saving plan’s mutual funds, depending on local legislation, and are subject to a mandatory five or ten years lock-up, except following the occurrence of certain events. The Board of

In 2017, 4,593,807 new shares with a par value of €4 were issued to employees under the PEG at an average subscription price of €36.72 (4,653,810 shares at an average price of €29.42 in 2016), representing a share capital increase of €169 million (€136 million in 2016).

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