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3
Performance Shares
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Corporate Governance
| Reports
3.4. Performance Shares
In 2014, performance share grant plans consisted of 80,000 shares,
or 0.028% of the share capital, before adjustment. Performance
shares granted to members of the Management Board are presented
in the table below.
3.4.1.
Performance Shares Granted to Members of the Management Board in 2014: Plan 2014-2
of February 21, 2014 (AMF Recommendations, Table 6)
Adjusted number of rights to
shares granted during the
fiscal year
Value of rights under
the method used for
Consolidated Financial
Statements (in euros)
(a)
Vesting date
of the rights
Date of
availability
of the shares
Performance
conditions
Arnaud de Puyfontaine
100,000
1,713,000
02/22/2016
02/23/2018
Yes
Hervé Philippe
0
na
na
na
na
Stéphane Roussel
0
na
na
na
na
Jean-François Dubos
0
na
na
na
na
Total
100,000
1,713,000
na: not applicable in 2014
(a)
The retained value of the unit right, under IFRS standards, was €17.13 for the February 2014 grant.
The definitive vesting of performance shares granted in 2014 will
be reviewed in 2016, in accordance with the provisions of the Plan
Regulations, and these shares will not be available until 2018.
3.4.2.
History of Performance Shares Granted (AMF Recommendations, Table 9)
2014
(adjusted)
2013
(adjusted)
2012
(adjusted)
2011
(adjusted)
2010
(adjusted)
Date of the Shareholders’ Meeting approving the share grant
AGM of
04/21/11
AGM of
04/21/11
AGM of
04/21/11
AGM of
04/24/08
AGM of
04/24/08
Date of the Supervisory Board meeting
02/21/14
02/22/13
02/29/12
02/28/11
02/25/10
Grant date
02/21/14
02/22/13
04/17/12
04/13/11
04/15/10
Maximum number of shares that may be granted pursuant to authorization
by the Shareholders’ Meeting
13,396,099 13,239,624 12,472,630
6,186,685
6,144,297
Maximum number of shares that may be granted during the year based
on grants already made
4,420,712
4,369,075
4,115,968
4,514,175
5,572,960
Total number of shares granted
400,796
(a)
3,097,719
1,915,977
1,679,200
1,084,172
Number of rights canceled due to the departure of beneficiaries
0
102,378
35,289
31,890
13,223
Adjusted Number of Shares Granted to Members
of the Management Board
Arnaud de Puyfontaine, Chairman
105,497
na
na
na
na
Hervé Philippe
0
na
na
na
na
Stéphane Roussel
0
na
na
na
na
Jean-François Dubos
0
(b)
176,384
(c)
63,847
na
na
Vesting date
02/22/16
02/23/15
04/18/14
04/15/13
04/16/12
Date of availability
02/23/18
02/24/17
04/19/16
04/16/15
04/17/14
na: not applicable.
(a)
The definitive grant in 2015 amounts to 2,269,592 shares, given the rate of achievement of the performance criteria attached to these plans (62%
to 80% depending on the subsidiaries concerned, 76% for beneficiaries of Vivendi SA).
(b)
Given the rate of achievement of the performance criteria applicable to beneficiaries of Vivendi SA (76%), the definitive grant in 2015 amounts to
141,393 performance shares.
(c)
Given the rate of achievement of 88% of the performance criteria, recorded in 2014, the definitive grant in 2014 amounted to 56,186 performance shares.
140
Annual Report 2014