_494 2023 UNIVERSAL REGISTRATION DOCUMENT_MICHELIN 6 INVESTOR RELATIONS Additional share information 6.5.5 Employee share ownership Michelin regularly offers employees opportunities to purchase shares of Company stock on preferential terms through recurring employee share ownership plans. For the Group, increasing the percentage of capital held by employees is a core process, which helps to strengthen the unique, business-critical role that everyone plays in realizing Michelin’s strategic vision. By becoming shareholders, employees can directly contribute to and share in the value created by their Company, which is committed to ensuring the fair distribution of the value-added generated by its operations. For more than 20 years, the Group has regularly offered employees the opportunity, during a defined period, to invest in Company stock on preferential terms. Share ownership is a strong indicator of employee confidence in the Group’s future and strategy, as well as a real-world illustration of the “I am Michelin” transformation program. As of year-end, around 72,000 active employees worldwide were Michelin shareholders, representing an aggregate 2.10% of the Group’s issued capital and more than half of the global workforce – a compelling demonstration of employee engagement in the Company. 6.5.6 Information concerning a share buyback program currently in effect The following information includes the disclosures reported in the Managing Chairman’s Report in compliance with Article L. 225-211 of the French Commercial Code. 6.5.6 a) Authorizations granted to the Managers At the Annual Shareholders Meeting of May 13, 2022, shareholders granted the Managers an 18-month authorization to buy or sell shares of Company stock, as part of a new share buyback program. The Company was authorized to buy back up to 10% of total shares outstanding, at a maximum purchase price of €220 per share (equivalent to €55 after the four-for-one stock split on June 16, 2022), with the requirement that it not hold more than 10% of its own share capital at any time. The authorization was used in 2022 (please refer to section 6.5.6 b) of the 2022 Universal Registration Document). At the May 12, 2023 Annual Shareholders Meeting, shareholders granted the Chief Executive Officer a new authorization, valid for 18 months or until replaced, to buy or sell shares of Company stock, under the same terms and conditions as the previous authorization, at a maximum purchase price of €55. From its entry into force this authorization has superseded the previous authorization. At the Annual Shareholders Meeting on May 17, 2024, shareholders will be asked to authorize the Managers to buy or sell shares of Company stock as part of a new buyback program, the terms and conditions of which are described below in section 6.5.7 “Description of the share buyback program submitted for shareholder approval at the Annual Shareholders Meeting of May 17, 2024”. 6.5.6 b) Transactions in the Company’s shares in 2023 The following transactions were carried out under the share buyback program authorized by shareholders at the May 13, 2022 Annual Meeting (for 34,529 shares). While the Company held no shares in treasury at January 1, 2023, it held 161 such shares at December 31, 2023. At December 31, 2023, a total of 34,529 shares had been bought back by the Company during the year, of which 34,368 were attributed to the Bib’Action employee share ownership plan. The shares were bought back at a unit price of €29.46, compared with an average daily closing price of €28.87 for 2023. 6.5.6 c) Purpose of shares held in treasury at December 31, 2023 The Company held 161 shares in treasury at December 31, 2023.
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