financial report and registration document 2011 - Groupe SEB

HOLDING CONDITIONS APPLICABLE TO THE
CORPORATE OFFICER AND OTHER MEMBERS
OF THE GROUP EXECUTIVE COMMITTEE
� Shares originating from the exercise of stock options and free shares
allocated to Thierry de La Tour d’Artaise are subject to an obligation to
hold them in his name for the duration of his time in offi ce, in the following
amounts:
� for shares originating from exercised stock options, a quantity of shares
corresponding to 50% of the net gain on acquisition, net of tax and
statutory deductions, realised at the time of exercise of the options,
� for shares allocated free of charge, a quantity of shares corresponding
to 50% of the net gain after taxes, statutory deductions and costs.
These amounts will be reduced to 20% of the net gain as soon as the number
of shares held by Thierry de La Tour d’Artaise reaches the equivalent of
two years of remuneration (basic + target bonus).
Financial Report and Registration Document 2011
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Information on the Company and its share capital
Employee shareholding
As a reminder, hedging instruments are prohibited and, to the knowledge of
the Company, no such instrument has been put in place.
� Shares originating from the exercise of stock options and free shares
allocated to other members of the Group Executive Committee are subject
to an obligation to hold them in their name for the duration of their time
in offi ce, in the following amounts:
� for shares originating from exercised stock options, a quantity of shares
corresponding to 20% of the net gain on acquisition, net of tax and
statutory deductions, realised at the time of exercise of the options,
� for shares allocated free of charge, a quantity of shares corresponding
to 20% of the net gain after taxes, statutory deductions and costs,
� this option to hold the shares will continue to apply for as long as the
number of shares held has not reached the equivalent of one year’s
remuneration (basic + target bonus).
History of stock option allocation for share subscription
or purchase
At 31 December 2011 Purchase plan Purchase plan Purchase plan Purchase plan Purchase plan Purchase plan Purchase plan Purchase plan
Date of AGM
Number of stock options
14/05/2002 06/05/2004 06/05/2004 11/05/2006 11/05/2006 13/05/2008 13/05/2009 12/05/2010
authorised by the AGM 1,389,573 1,529,454 1,529,454 1,529,355 1,529,355 1,017,761 598,945 649,373
Duration of authorisation
Date of Board of Directors’
3 years 3 years 3 years 3 years 3 years 3 years 14 months 14 months
Meeting
Number of stock options
18/06/2003 18/06/2004 08/04/2005 16/06/2006 20/04/2007 13/05/2008 12/06/2009 18/06/2010
allocated (a) of which to Group
612,150 539,100 554,700 589,798 579,150 1,005,900 371,300 412,592
Management Board
of which to corporate
334,290 310,500 318,600 357,000 346,350 261,600 254,250 259,442
offi cers (a) of which to top employee
115,516 104,989 105,000 105,012 105,000 105,000 71,250 59,942
recipients (a) 237,600 210,000 222,000 234,000 234,000 104,400 72,900 57,600
Number of initial recipients 103 111 110 111 109 395 111 144
Stock option exercise date 18/06/2007 18/06/2008 08/04/2009 16/06/2010 20/04/2011 13/05/2012 12/06/2013 18/06/2014
Expiry date
SUBSCRIPTION OR
18/06/2011 18/06/2012 08/04/2013 16/06/2014 20/04/2015 13/05/2016 12/06/2017 18/06/2018
PURCHASE PRICE (in €) (a) Average of last 20 prices prior
24.24 31.67 28.00 29.33 44.00 38.35 28.05 53.86
to Board Meeting (in €) (a) Number of stock options
24.03 31.52 28.2 29.01 43.73 38.35 28.05 53.854
exercised (a) Number of stock options
580,128 343,043 379,647 367,147 129,466 0 0 0
cancelled (a) 32,022 17,400 20,100 14,707 8,100 21,300 3,600 750
BALANCE OF STOCK
OPTIONS REMAINING
TO BE EXERCISED (a) 0 178,657 154,953 207,944 441,584 984,600 367,700 411,842
(a) Takes into account the allocation of free shares in March 2004 (one for ten) and the three-way split on 16 June 2008.
GROUPE SEB
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