7 _517 2023 UNIVERSAL REGISTRATION DOCUMENT_MICHELIN 7 ANNUAL SHAREHOLDERS MEETING OF MAY 17, 2024 Report of the Managing Chairman and proposed resolutions Summary of financial authorizations submitted for shareholder approval Corporate action Applicable ceilings (nominal amount) Duration (expiration date) Issuance of shares and/or securities carrying rights to shares, with pre-emptive subscription rights (17th resolution) shares: €125 million (less than 35% of issued capital) debt securities: €2.5 billion 26 months (July 2026) Issuance of shares and/or securities carrying rights to shares, through a public offer, without pre-emptive subscription rights (18th resolution) shares: €35 million (less than 10% of issued capital) debt securities: €2.5 billion 26 months (July 2026) Issuance of shares and/or securities carrying rights to shares through an offer governed by paragraph 1 of Article L. 411-2 of the French Monetary and Financial Code (Code monétaire et financier), without pre-emptive subscription rights (19th resolution) shares: €35 million (less than 10% of issued capital)(1) debt securities: €2.5 billion(1) 26 months (July 2026) Determination of the issue price of shares to be issued without preemptive subscription rights under the 18th and 19th resolutions (20th resolution) shares: €35 million (less than 10% of issued capital)(1) debt securities: €2.5 billion(1) 26 months (July 2026) Authorization to increase the number of shares issued in the event that an issue (with or without pre-emptive subscription rights) is oversubscribed (21st resolution) 15% of the original issue(2) 26 months (July 2026) Issuance of new shares paid up by capitalizing reserves, income or additional paid-in capital (22nd resolution) €80 million 26 months (July 2026) Issuance of shares for a stock-for-stock offer or in payment for contributed assets (23rd resolution) €35 million (less than 10% of issued capital)(1) 26 months (July 2026) Employee rights issue (24th resolution) €7.1 million (less than 2% of issued capital) 26 months (July 2026) Blanket ceilings on all the authorizations to issue shares and debt securities carrying rights to shares (except for share issues carried out under the 22nd and 24th resolutions) (25th resolution) shares: €125 million (less than 35% of issued capital) debt securities: €2.5 billion 26 months (July 2026) Capital reduction by canceling shares (26th resolution) 10% of the issued capital 24 months (May 2026) Share buyback program (5th resolution) 17.9 million shares at a maximum price of €55 per share 18 months (November 2025) (1) Included in the ceiling set in the 18th resolution (issuance through a public offer without pre-emptive subscription rights). (2) 17th to 20th resolutions.
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