Follow up of TOTAL performance share grants as of December 31, 2014

Breakdown of TOTAL performance share grants by category of beneficiary

The following table gives a breakdown of TOTAL performance share grants by category of beneficiary (main executive officers, other executive officers and other employees):

Table : Breakdown of TOTAL performance share grants by category of beneficiary

These performance shares, which were previously bought back by the Company on the market, are definitively awarded at the end of a 2-year vesting period. In the case of shares awarded as of July 25, 2013, the vesting period has been extended to three years. The definitive grant of all performance shares is subject to a continued employment condition and a performance condition (refer to Note 25 to the Consolidated Financial Statements, point 7. of chapter 10). Moreover, the disposal of shares that have been definitively awarded cannot occur until the end of a 2-year mandatory holding period. 

Breakdown of TOTAL performance share plans

Past award of TOTAL performance shares – Information on granted performance shares (AMF Table No. 10) 

Table : Past award of TOTAL performance shares - Information on granted performance shares (AMF Table No. 10)

In case of a definitive grant of all the performance shares outstanding at December 31, 2014, these shares would represent 0.37% (1) of the potential share capital of the Company on that date. 

TOTAL global free share plan 

On May 21, 2010 the Board of Directors decided to implement a global free share plan intended for all the Group’s employees, i.e., more than 100,000 employees. On June 30, 2010, rights to twenty-five free shares were granted to every employee. 

The definitive grant was subject to a presence condition during the plan’s vesting period. Depending on the country in which the Group’s companies were located, the vesting period was either two years followed by a 2-year holding period in countries with a 2+2 structure, or four years without a holding period in countries with a 4+0 structure. Moreover, the granted shares were not subject to any performance condition. 

At the end of the vesting period, the granted shares became new shares resulting from a TOTAL S.A. capital increase by capitalization of reserves or issue premiums. 

The Chairman and Chief Executive Officer acknowledged on
July 2, 2012 the creation and definitive grant of 1,366,950 shares to the beneficiaries designated at the end of the 2-year vesting period. The Chairman and Chief Executive Officer acknowledged on July 1, 2014 the creation and definitive grant of 666,575 shares to the beneficiaries designated at the end of the 4-year vesting period. 

Past awards of TOTAL global free share plan 

Table : TOTAL global free share plan

No shares remained available to be granted as of December 31, 2014. 

Performance share grants to the ten employees (other than executive and non executive directors) receiving the largest number of performance shares

Table : Performance share grants to the ten employees

(1) Based on a potential capital of 2,401,902,936 shares (refer to point 1.4.“Potential share capital” of chapter 9).