DBV Technologies S.A. (ifrs-full:DisclosureOfSharebasedPaymentArrangementsExplanatory)

Note 17: Share-Based Payments

The Board of Directors has been authorized by the general meeting of the shareholders to grant employee warrants (Bons de Souscription de Parts de Créateur d’Entreprise or “BSPCE”) and (Bons de Souscription d’Actions or “BSA”), Free shares and to implement share options plans as follows:

•

With the authorization of the General Meeting of Shareholders on January 21, 2009, the Board of Directors issued 2,296 BCEX (“BCEX”);

•

With the authorization of the General Meeting of Shareholders on June 14, 2007, December 16, 2010 and December 9, 2011, the board of Directors issued 194,552 BSA (“BSA”).

•

With the authorization of the General Meeting of Shareholders on January 21, 2009, the Board of Directors issued 10,716 BSA (“BSA2”);

•

With the authorization of the General Meeting of Shareholders on January 21, 2009, the Board of Directors issued 5,358 BCE (“BCE4”);

•

With the authorization of the General Meeting of Shareholders on December 16, 2010, the Board of Directors issued 19,377 BSA (“BSA2010”);

•

With the authorization of the General Meeting of Shareholders on January 21, 2009, the Board of Directors issued 2,131 BSA (“BSAX”);

•

With the authorization of the General Meeting of Shareholders on December 16, 2010, the Board of Directors issued 34,039 BSPCE (“BSPCE2010”);

•

With the authorization of the General Meeting of Shareholders on December 9, 2011, the Board of Directors issued 518,000 options (“OPTIONS 2013”);

•

With the authorization of the General Meeting of Shareholders on December 9, 2011, the Board of Directors issued 1,340,737 Free shares (“Free shares”).

•

With the authorization of the General Meeting of Shareholders on June 4, 2013, the Board of Directors issued 73,000 BSA

•

With the authorization of the General Meeting of Shareholders on June 3, 2014, the Board of Directors issued 20,000 BSA

•

With the authorization of the General Meeting of Shareholders on June 3, 2014, the Board of Directors issued 918,960 options;

•

With the authorization of the General Meeting of Shareholders on June 3, 2014, the Board of Directors issued 186,000 free shares;

•

With the authorization of the General Meeting of Shareholders on June 23, 2015, the Board of Directors issued 88,500 BSA

•

With the authorization of the General Meeting of Shareholders on September 21, 2015, the Board of Directors granted 1,107,350 Free shares which 241,844 have been issued as of December 31,2017.

•

With the authorization of the General Meeting of Shareholders on June 21, 2016, the Board of Directors issued 54,008 BSA

•

With the authorization of the General Meeting of Shareholders on June 15, 2017, the Board of Directors issued 9,000 BSA

•

With the authorization of the General Meeting of Shareholders on June 15, 2017, the Board of Directors issued 828,600 options.

17.1 BSA

Date of Grant 12/07/2007

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to one fourth (1/4) of the BSA on the first anniversary of the date of grant;

•

up to one fourth (1/4) of the BSA on the second anniversary of the date of grant;

•

up to one fourth (1/4) of the BSA on the third anniversary of the date of grant;

•

up to one fourth (1/4) of the BSA on the fourth anniversary of the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 01/17/2012

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 89,835 BSA (all the BSA) on January 17, 2016; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 09/25/2012

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 30,000 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 07/25/2013

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 73,000 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 06/03/2014

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 10,000 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 24/03/2015

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 10,000 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 19/11/2015

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 15,000 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 15/12/2015

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 73,500 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 06/21/2016

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 20,000 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 12/09/2016

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 34,008 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Date of Grant 06/15/2017

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 9,000 BSA (all the BSA) on the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Details of BSA


Date of grant (Board of Directors)	12/07/2007			12/07/2007			12/07/2007			12/07/2007			01/17/2012			01/17/2012			01/17/2012			01/17/2012
Vesting period (years)		1			2			3			4			1			2			3			4
Plan expiration date		12/08/2017			12/08/2017			12/08/2017			12/08/2017			01/17/2022			01/17/2022			01/17/2022			01/17/2022
Number of BSA granted		431			431			428			427			22,459			22,459			22,459			22,458
Share entitlement per BSA(1)		15			15			15			15			1			1			1			1
Exercise price (in euros)		65			65			65			65			5.13			5.13			5.13			5.13
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		65			65			65			65			5.13			5.13			5.13			5.13
Expected volatility		40	%		40	%		40	%		40	%		40	%		40	%		40	%		40	%
Average life of BSA (in years)		4.5			5.0			5.5			6.0			5.5			6.0			6.5			7.0
Discount rate(2)		4.06	%		4.09	%		4.09	%		4.10	%		2.33	%		2.33	%		2.61	%		2.61	%
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA			NA			NA
Fair value per BSA (in euros)		22.18			23.62			24.95			26.22			2.05			2.14			2.26			2.34

(1)

The number of shares takes into account an exercise parity adjusted by the division by 15 of the nominal value of the shares decided by the general meeting on December 9, 2011; each BSA warrant now gives the right to subscribe to 15 new shares instead of 1 new share. For the same reason, the exercise price of each BSA plan was adjusted as a result and is thus equal to 1/15th of the price initially determined by the general meeting that authorized each of the plans.

(2)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BSA.


Date of grant (Board of Directors)	09/25/2012			09/25/2012			09/25/2012			09/25/2012			07/25/2013			06/03/2014
Vesting period (years)		1			2			3			4			0			0
Plan expiration date		09/25/2022			09/25/2022			09/25/2022			09/25/2022			07/25/2023			06/03/2024
Number of BSA granted		7 500			7 500			7 500			7 500			73 000			10 000
Share entitlement per BSA		1			1			1			1			1			1
Exercise price (in euros)		8.59			8.59			8.59			8.59			8.1			18.79
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		8.4			8.4			8.4			8.4			8.15			19.01
Expected volatility		40	%		40	%		40	%		40	%		40	%		40	%
Average life of BSA (in years)		5.5			6.0			6.5			7.0			5.0			5.0
Discount rate(1)		1.21	%		1.21	%		1.53	%		1.53	%		1.16	%		0.71	%
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA
Fair value per BSA (in euros)		2.29			2.43			2.61			2.74			2.18			4.98

(1)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BSA.


Date of grant (Board of Directors)	03/24/2015			11/19/2015			12/15/2015			06/21/2016
Vesting period (years)
Plan expiration date		03/24/2025			11/19/2025			12/15/2015			06/21/2016
Number of BSA granted		10,000			15,000			90,000	⁽¹⁾		20,000
Share entitlement per BSA		1			1			1			1
Exercise price (in euros)		43.00			66.06			64,14			52.97
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		43			66.06			42.61			61.25
Expected volatility		36	%		50.91	%		51	%		47	%
Average life of BSA (in years)		5.0			5.0			5.0			5.0
Discount rate(1)		0.68	%		0.81	%		-0.09	%		-0.41	%
Expected dividends		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA
Fair value per BSA (in euros)		9.90			22.60			7.28			21.59


Date of grant (Board of Directors)	12/09/2016			06/15/2017
Vesting period (years)		0			0
Plan expiration date		12/09/2026			06/15/2027
Number of BSA granted		59,000			9,000
Share entitlement per BSA		1			1
Exercise price (in euros)		69.75			59.05
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		63.18			73.32
Expected volatility		40	%		39	%
Average life of BSA (in years)		5.0			5.0
Discount rate(1)		-0.04	%		-0.12	%
Expected dividends		0	%		0	%
Performance conditions		NA			NA
Fair value per BSA (in euros)		12.94			24.02

(1)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BSA.

Change in Number of BSA Outstanding


	Year ended December 31,
Number of BSA	2015		2016		2017
Balance at beginning of period		196,480		143,694		147,359
Granted during the period		25,000		93,500		68,000
Forfeited during the period		—		—		24,902
Exercised during the period		77,786		89,835		9,359
Expired during the period		—		—		—
Balance at end of period		143,694		147,359		181,008

Breakdown of the Closing Balance


	Year ended December 31,
	2015				2016				2017
Number of BSA	Outstanding		Exercisable		Outstanding		Exercisable		Outstanding		Exercisable
BSA2010 with exercise price of €65		859		859		859		859		—		—
BSA2010 with exercise price of €5.13		89,835		—		—		—		—		—
BSA2010 with exercise price of €8.59		10,000		10,000		10,000		10,000		7,500		7,500
BSA2010 with exercise price of €8.10		13,000		13,000		13,000		13,000		9,500		9,500
BSA2010 with exercise price of €18.79		5,000		5,000		5,000		5,000		2,500		2,500
BSA with exercise price of €43.00		10,000		10,000		10,000		10,000		10,000		10,000
BSA with exercise price of €66.06		15,000		15,000		15,000		15,000		15,000		15,000
BSA with exercise price of €64.14		—		—		73,500		73,500		73,500		73,500
BSA with exercise price of €52.97		—		—		20,000		20,000		20,000		20,000
BSA with exercise price of €69.75		—		—		—		—		34,008		34,008
BSA with exercise price of €59.05		—		—		—		—		9,000		9,000
Total		143,694		53,859		147,359		147,359		181,008		181,008

17.3 BSA 2

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 4,822 BSA on the date of grant;

•

up to 2,680 BSA on the first anniversary of the date of grant;

•

up to 1,072 BSA on the second anniversary of the date of grant;

•

up to 1,072 BSA on the third anniversary of the date of grant;

•

up to 1,070 BSA on the fourth anniversary of the date of grant; and

•

at the latest within ten (10) years from the date of grant.

By a decision by the Board of Directors meeting held on November 22, 2011, the BSA2 warrants became exercisable beginning on the date of the first quotation of the shares of the Company on the Euronext regulated market in Paris.

Details of BSA2


Date of grant (Board of Directors)	01/21/2009			01/21/2009			01/21/2009			01/21/2009			01/21/2009
Vesting period (years)		0			1			2			3			4
Plan expiration date		01/20/2019			01/20/2019			01/20/2019			01/20/2019			01/20/2019
Number of BSA2 granted		4,822			2,680			1,072			1,072			1,070
Share entitlement per BSA2(1)		15			15			15			15			15
Exercise price (in euros)		65			65			65			65			65
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		70			70			70			70			70
Expected volatility		40	%		40	%		40	%		40	%		40	%
Average life of BSA2 (in years)		5.0			5.5			6.0			6.5			7.0
Discount rate(2)		2.71	%		2.71	%		2.98	%		2.98	%		3.11	%
Expected dividends		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA
Fair value per BSA2 (in euros)		29.05			30.32			31.89			33.05			33.45

(1)

The number of shares takes into account an exercise parity adjusted by the division by 15 of the nominal value of the shares decided by the general meeting on December 9, 2011; each BSA2 warrant now gives the right to subscribe to 15 new shares instead of 1 new share. For the same reason, the exercise price of each BSA2 plan was adjusted as a result and is thus equal to 1/15th of the price initially determined by the general meeting that authorized each of the plans.

(2)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BSA2.

Change in Number of BSA 2 Outstanding


	Year ended December 31
Number of BSA2	2015		2016		2017
Balance at beginning of period		8,049		—		—
Granted during the period		—		—		—
Forfeited during the period		—		—		—
Exercised during the period		8,049		—		—
Expired during the period		—		—		—
Balance at end of period		—		—		—

Breakdown of the Closing Balance

Year ended December 31,

2015

2016

2017

Number of BSA2

Outstanding

Exercisable

Outstanding

Exercisable

Outstanding

Exercisable

BSA2 with exercise price of €65

—

Total

—

17.4 BCE 4

The BCE4 may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 2,411 BCE4 on the date of grant;

•

up to 1,340 BCE4 on the first anniversary of the date of grant;

•

up to 536 BCE4 on the second anniversary of the date of grant;

•

up to 536 BCE4 on the third anniversary of the date of grant;

•

up to 535 BSA on the fourth anniversary of the date of grant; and

•

at the latest within ten (10) years from the date of grant.

By a decision by the Board of Directors meeting held on November 22, 2011, the BCE4 warrants became exercisable beginning on the date of the first quotation of the shares of the Company on the Euronext regulated market in Paris.

Details of BCE4


Date of grant (Board of Directors)	01/21/2009			01/21/2009			01/21/2009			01/21/2009			01/21/2009
Vesting period (years)		0			1			2			3			4
Plan expiration date		01/20/2019			01/20/2019			01/20/2019			01/20/2019			01/20/2019
Number of BCE4 granted		2,411			1,340			536			536			535
Share entitlement per BCE4(1)		15			15			15			15			15
Exercise price (in euros)		65			65			65			65			65
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		70			70			70			70			70
Expected volatility		40	%		40	%		40	%		40	%		40	%
Average life of BCE4 (in years)		5.0			5.5			6.0			6.5			7.0
Discount rate(2)		2.71	%		2.71	%		2.98	%		2.98	%		3.11	%
Expected dividends		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA
Fair value per BCE4 (in euros)		29.06			30.33			31.90			33.06			34.35

(1)

The number of shares takes into account an exercise parity adjusted by the division by 15 of the nominal value of the shares decided by the general meeting on December 9, 2011; each BCE4 warrant now gives the right to subscribe to 15 new shares instead of 1 new share. For the same reason, the exercise price of each BCE4 plan was adjusted as a result and is thus equal to 1/15th of the price initially determined by the general meeting that authorized each of the plans.

(2)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BCE4.

Change in Number of BCE4 Outstanding


	Year ended December 31,
Number of BCE4	2015		2015		2016
Balance at beginning of period		5,358		2,691		2,691
Granted during the period		—		—		—
Forfeited during the period		—		—		—
Exercised during the period		2,667		—		2,691
Expired during the period		—		—		—
Balance at end of period		2,691		2,691		—

Breakdown of the Closing Balance

Year ended December 31,

2015

2016

2017

Number of BCE4

Outstanding

Exercisable

Outstanding

Exercisable

Outstanding

Exercisable

BCE4 with exercise price of €65

2,691

—

Total

2,691

—

17.5 BSA2010

Date of Grant 01/28/2011

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 2,510 BSA on the 12/23/2011;

•

up to 2,510 BSA on the 12/23/2012;

•

up to 2,510 BSA on the 12/23/2013;

•

up to 2,509 BSA on the 12/23/2014; and

•

at the latest before the 01/28/2021.

Date of Grant 06/24/2011

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to one fourth (1/4) of the BSA on the 12/23/2011;

•

up to one fourth (1/4) of the BSA on the 12/23/2012;

•

up to one fourth (1/4) of the BSA on the 12/23/2013;

•

up to one fourth (1/4) of the BSA on the 12/23/2014; and

•

at the latest before the 11/22/2021.

Date of Grant 11/22/2011

The BSA may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 335 BSA on the 11/22/2012;

•

up to 335 BSA on the 11/22/2013;

•

up to 334 BSA on the 11/22/2014;

•

up to 334 BSA on the 11/22/2015; and

•

at the latest before the 11/22/2021.

Details of BSA2010


Date of grant (Board of Directors)	01/28/2011			01/28/2011			01/28/2011			01/28/2011			06/24/2011			06/24/2011			06/24/2011			06/24/2011
Vesting period (years)		0.9			1.9			2.9			3.9			0.5			1.5			2.5			3.5
Plan expiration date		01/27/2021			01/27/2021			01/27/2021			01/27/2021			11/22/2021			11/22/2021			11/22/2021			11/22/2021
Number of BSA2010 granted		2,510			2,510			2,510			2,509			2,000			2,000			2,000			2,000
Share entitlement per BSA2010(1)		15			15			15			15			15			15			15			15
Exercise price (in euros)		77			77			77			77			77			77			77			77
Valuation method used		Black - Scholes												Black - Scholes
Grant date share fair value (in euros)		77			77			77			77			77			77			77			77
Expected volatility		40	%		40	%		40	%		40	%		40	%		40	%		40	%		40	%
Average life of BSA2010 (in years)		5.5			6.0			6.5			7.0			5.5			6.0			6.5			7.0
Discount rate(2)		2.70	%		2.82	%		2.82	%		3.04	%		2.55	%		2.68	%		2.68	%		2.87	%
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA			NA			NA
Fair value per BSA2010 (in euros)		31.33			32.90			34.23			35.84			31.15			32.70			34.02			35.57

(1)

The number of shares takes into account an exercise parity adjusted by the division by 15 of the nominal value of the shares decided by the general meeting on December 9, 2011; each BSA2010 warrant now gives the right to subscribe to 15 new shares instead of 1 new share. For the same reason, the exercise price of each BSA2010 plan was adjusted as a result and is thus equal to 1/15th of the price initially determined by the general meeting that authorized each of the plans.

(2)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BSA2010.


Date of grant (Board of Directors)	11/22/2011			11/22/2011			11/22/2011			11/22/2011
Vesting period (years)		1.0			2.0			3.0			4.0
Plan expiration date		11/22/2021			11/22/2021			11/22/2021			11/22/2021
Number of BSA2010 granted		335			335			334			334
Share entitlement per BSA(1)		15			15			15			15
Exercise price (in euros)		77			77			77			77
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		77			77			77			77
Expected volatility		40	%		40	%		40	%		40	%
Average life of BSA (in years)		5.5			6.0			6.5			7.0
Discount rate(2)		2.23	%		2.60	%		2.60	%		2.85	%
Expected dividends		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA
Fair value per BSA (in euros)		30.70			32.58			33.89			35.54

(1)

The number of shares takes into account an exercise parity adjusted by the division by 15 of the nominal value of the shares decided by the general meeting on December 9, 2011; each BSA2010 warrant now gives the right to subscribe to 15 new shares instead of 1 new share. For the same reason, the exercise price of each BSA2010 plan was adjusted as a result and is thus equal to 1/15th of the price initially determined by the general meeting that authorized each of the plans.

(2)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BSA2010.

Change in Number of BSA2010 Outstanding


	Year ended December 31,
Number of BSA	2015		2016		2017
Balance at beginning of period		8,334		1,044		610
Granted during the period		—		—		—
Forfeited during the period		—		—		—
Exercised during the period		7,290		434		110
Expired during the period		—		—		—
Balance at end of period		1,044		610		500

Breakdown of the Closing Balance

Year ended December 31,

2015

2016

2017

Number of BSA2010

Outstanding

Exercisable

Outstanding

Exercisable

Outstanding

Exercisable

BSA2010 with exercise price of €77

1,044

610

500

Total

1,044

610

500

17.6 BSAX

Date of Grant 01/21/2009 and 06/25/2010

The BSAX may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to one fourth (1/4) of the BSAX on the first anniversary of the date of grant;

•

up to one fourth (1/4) of the BSAX on the second anniversary of the date of grant;

•

up to one fourth (1/4) of the BSAX on the third anniversary of the date of grant;

•

up to one fourth (1/4) of the BSAX on the fourth anniversary of the date of grant; and

•

at the latest within ten (10) years from the date of grant.

By a decision by the Board of Directors meeting held on November 22, 2011, the BSAX warrants became exercisable beginning on the date of the first quotation of the shares of the Company on the Euronext regulated market in Paris.

Details of BSAX


Date of grant (Board of Directors)	01/21/2009			01/21/2009			01/21/2009			01/21/2009			06/25/2010			06/25/2010			06/25/2010			06/25/2010
Vesting period (years)		1			2			3			4			1			2			3			4
Plan expiration date		01/20/2019			01/20/2019			01/20/2019			01/20/2019			06/24/2020			06/24/2020			06/24/2020			06/24/2020
Number of BSAX granted		77			77			77			75			457			457			456			455
Share entitlement per BSAX(1)		15			15			15			15			15			15			15			15
Exercise price (in euros)		65			65			65			65			65			65			65			65
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		70			70			70			70			70			70			70			70
Expected volatility		40	%		40	%		40	%		40	%		40	%		40	%		40	%		40	%
Average life of BSAX (in years)		5.5			6.0			6.5			7.0			5.5			6.0			6.5			7.0
Discount rate(2)		2.71	%		2.98	%		2.98	%		3.11	%		2.04	%		2.23	%		2.23	%		2.50	%
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA			NA			NA
Fair value per BSAX (in euros)		30.32			31.89			33.05			33.45			29.47			30.88			31.99			33.44

(1)

The number of shares takes into account an exercise parity adjusted by the division by 15 of the nominal value of the shares decided by the general meeting on December 9, 2011; each BSAX warrant now gives the right to subscribe to 15 new shares instead of 1 new share. For the same reason, the exercise price of each BSAX plan was adjusted as a result and is thus equal to 1/15th of the price initially determined by the general meeting that authorized each of the plans.

(2)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BSAX.

Change in Number of BSAX Outstanding


	Year ended December 31,
Number of BSAX	2015		2016		2017
Balance at beginning of period		2,131		1,036		1,036
Granted during the period		—		—		—
Forfeited during the period		—		—		—
Exercised during the period		1,095		—		1,036
Expired during the period		—		—		—
Balance at end of period		1,036		1,036		—

Breakdown of the Closing Balance

Year ended December 31,

2014

2015

2016

Number of BSAX

Outstanding

Exercisable

Outstanding

Exercisable

Outstanding

Exercisable

BSAX with exercise price of €65

1,036

—

Total

1,036

—

17.7 BCE2010

Date of Grant 06/24/2011

The BCE may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to one fourth (1/4) of the BCE on the 12/23/2011;

•

up to one fourth (1/4) of the BCE on the 12/23/2012;

•

up to one fourth (1/4) of the BCE on the 12/23/2013;

•

up to one fourth (1/4) of the BCE on the 12/23/2014; and

•

at the latest within before the 11/22/2021.

Date of Grant 11/22/2011

The BSPCE may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to one fourth (1/4) of the BSPCE on the 11/22/2012;

•

up to one fourth (1/4) of the BSPCE on the 11/22/2013;

•

up to one fourth (1/4) of the BSPCE on the 11/22/2014;

•

up to one fourth (1/4) of the BSPCE on the 11/22/2015; and

•

at the latest within before the 11/22/2021.

Details of BCE2010


Date of grant (Board of Directors)	06/24/2011			06/24/2011			06/24/2011			06/24/2011			11/22/2011			11/22/2011			11/22/2011			11/22/2011
Vesting period (years)		0.5			1.5			2.5			3.5			1			2			3			4
Plan expiration date		11/22/2021			11/22/2021			11/22/2021			11/22/2021			11/22/2021			11/22/2021			11/22/2021			11/22/2021
Number of BCE2010 granted		6,000			6,000			6,000			6,000			2,510			2,510			2,510			2,509
Share entitlement per BCE2010(1)		15			15			15			15			15			15			15			15
Exercise price (in euros)		77			77			77			77			77			77			77			77
Valuation method used		Black and Scholes
Grant date share fair value (in euros)		77			77			77			77			77			77			77			77
Expected volatility		40	%		40	%		40	%		40	%		40	%		40	%		40	%		40	%
Average life of BCE2010 (in years)		5.5			6.0			6.5			7.0			5.4			5.9			6.4			6.9
Discount rate(2)		2.55	%		2.68	%		2.68	%		2.87	%		2.05	%		2.42	%		2.42	%		2.66	%
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA			NA			NA
Fair value per BCE2010 (in euros)		31.16			32.71			34.03			35.58			30.42			32.29			33.58			35.2

(1)

The number of shares takes into account an exercise parity adjusted by the division by 15 of the nominal value of the shares decided by the general meeting on December 9, 2011; each BCE2010 warrant now gives the right to subscribe to 15 new shares instead of 1 new share. For the same reason, the exercise price of each BCE2010 plan was adjusted as a result and is thus equal to 1/15th of the price initially determined by the general meeting that authorized each of the plans.

(2)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of BCE2010.

Change in Number of BCE2010 Outstanding


	Year ended December 31,
Number of BCE2010	2015		2016		2017
Balance at beginning of period		29,972		15,974		12,339
Granted during the period		—		—		—
Forfeited during the period		—		—		—
Exercised during the period		13,998		3,635		1,334
Expired during the period		—		—		—
Balance at end of period		15,974		12,339		11,005

Breakdown of the Closing Balance

Year ended December 31,

2015

2016

2017

Number of BCE2010

Outstanding

Exercisable

Outstanding

Exercisable

Outstanding

Exercisable

BCE2010 with exercise price of €77.00

15,974

12,339

11,005

Total

15,974

12,339

11,005

17.8 OPTIONS

Grant of 09/18/2013

The share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 518,000 SO (all the SO) on the fourth anniversary of the date of grant; and

•

at the latest within ten (10) years from the date of grant.

Grant of 06/03/2014

The share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 75,000 SO (all the SO) on the 06/04/2016; and

•

at the latest before the 06/03/2024.

Grant of 06/23/2015

The share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 30,000 SO on the 06/24/2016;

•

up to 30,000 additional SO on the 06/24/2017;

•

up to 30,000 additional SO on the 06/24/2018;

•

up to 30,000 additional SO on the 06/24/2019;

•

and at the latest before the 06/24/2025.

Grant of 09/30/2015

The 195,000 share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 25% of the SO on the 09/30/2016;

•

up to additional 25% of the SO on the 09/30/2017;

•

up to additional 25% of the SO on the 09/30/2018;

•

up to additional 25% of the SO on the 09/30/2019;

•

and at the latest before the 09/30/2025.

Grant of 12/15/2015

The 75,000 share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 25% of the SO on the 12/15/2016;

•

up to additional 25% of the SO on the 12/15/2017;

•

up to additional 25% of the SO on the 12/15/2018;

•

up to additional 25% of the SO on the 12/15/2019;

•

and at the latest before the 12/15/2025.

Grant of 04/06/2016

The 55,000 share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 8,250 SO on the 04/021//2017;

•

up to additional 8,250 SO on the 04/21//2018;

•

up to additional 8,250 SO on the 04/21//2019;

•

up to additional 8,250 SO on the 04/21//2020;

•

up to 5,500 SO on the 05/02//2017;

•

up to additional 5,500 SO on the 05/02//2018;

•

up to additional 5,500 SO on the 05/02//2019;

•

up to additional 5,500 SO on the 05/02//2020;

•

and at the latest before 10 years of the date of the Grant.

Grant of 06/21/2016

The 154,100 share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 25% of the SO as of one year after the Grant date;

•

up to additional 12.5% of the SO as of 18 months after the Grant date;

•

up to additional 12.5% of the SO as of 24 months after the Grant date;

•

up to additional 12.5% of the SO as of 30 months after the Grant date;

•

up to additional 12.5% of the SO as of 36 months after the Grant date;

•

up to additional 12.5% of the SO as of 42 months after the Grant date;

•

up to additional 12.5% of the SO as of 48 months after the Grant date;

•

and at the latest before 10 years of the date of the Grant.

Grant of 12/09/2016

The 74,960 share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 18,740 SO as of one year after the Grant date;

•

up to additional 9,370 SO as of 18 months after the Grant date;

•

up to additional 9,370 SO as of 24 months after the Grant date;

•

up to additional 9,370 SO as of 30 months after the Grant date;

•

up to additional 9,370 SO as of 36 months after the Grant date;

•

up to additional 9,370 SO as of 42 months after the Grant date;

•

up to additional 9,370 48 months after the Grant date;

•

and at the latest before 10 years of the date of the Grant.

Grant of 12/15/2016

The 1,100 share options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 25% SO as of one year after the Grant date;

•

up to additional 12.5% SO as of 18 months after the Grant date;

•

up to additional 12.5 % SO as of 24 months after the Grant date;

•

up to additional 12.5 % SO as of 30 months after the Grant date;

•

up to additional 12.5 % SO as of 36 months after the Grant date;

•

up to additional 12.5 % SO as of 42 months after the Grant date;

•

up to additional 12.5 % 48 months after the Grant date;

•

and at the latest before 10 years of the date of the Grant.

Grant of 19,100 options as of 01/16/2017, 7,200 options as of 03/15/2017, 16,500 options as of 04/18/2017, 237,600 options as of 06/15/2017, 30,900 options as of 07/17/2017, 52,600 options as of 09/15/2017, 625,200 options as of 12/05/2017 and 8,300 options as of 12/15/2017.

All the 2017 options may be exercised by the beneficiary on the basis of the following vesting schedule:

•

up to 25% SO as of one year after the Grant date;

•

up to additional 12.5% SO as of 18 months after the Grant date;

•

up to additional 12.5 % SO as of 24 months after the Grant date;

•

up to additional 12.5 % SO as of 30 months after the Grant date;

•

up to additional 12.5 % SO as of 36 months after the Grant date;

•

up to additional 12.5 % SO as of 42 months after the Grant date;

•

up to additional 12.5 % 48 months after the Grant date;

•

and at the latest before 10 years of the date of the Grant.

Details of SO


Date of grant (Board of Directors)	09/18/2013			06/03/2014			06/23/2015			11/19/2015			01/04/2016			04/21/2016			05/02/2016
Vesting period (years)		4			2			1-4			1-4			1-4			1-4			1-4
Plan expiration date		09/18/2023			06/03/2024			06/23/2025			11/19/2025			01/04/2026			04/21/2026			05/02/2026
Number of SO granted		518,000			75,000			120,000			195,000			75,000			33,000			22,000
Share entitlement per SO		1			1			1			1			1			1			1
Exercise price (in euros)		7.57			19.01			48.9			66.06			65.68			62.82			59.04
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		7.9			19.01			48.9			66.06			65.68			62.82			58.62
Expected volatility		40	%		40	%		51	%		51	%		49.3%-49.8	%		49.4%-50.7	%		49.3%-50.6	%
Average life of SO (in years)		7			6			7			7			5-7			5-7			5-7
Discount rate(1)		1.72	%		0.89	%		0.89	%		0.81	%		0.39	%		0.04	%		0.10	%
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA			NA
Fair value per SO (in euros)		3.57			7.46			25.28			34.05			29.5-32.6			28.3 – 30.9			26.4-28.8

(1)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of SO.


Date of grant	06/21/2016			08/01/2016			09/15/2016			10/17/2016			11/15/2016			12/09/2016			12/15/2016
Vesting period (years)		1-4			1-4			1-4			1-4			1-4			1-4			1-4
Plan expiration date		06/21/2026			08/01/2026			09/15/2016			10/17/2026			11/15/2026			12/09/2026			12/15/2026
Number of SO granted		110,000			10,000			9,300			16,500			8,300			74,960			1,100
Share entitlement per SO		1			1			1			1			1			1			1
Exercise price (in euros)		53.96			62.24			62.8			64.39			68.33			69.75			69.35
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		52.97			62.24			62.8			64.39			68.33			69.75			69.35
Expected volatility		49.1%-50.3	%		48.8%-49.8	%		48.6%-49.4	%		48.0%-48.9	%		47.8%-48.8	%		47.7%-48.5	%		40.44	%
Average life of SO (in years)		5-7			5-7			5-7			5-7			5-7			5-7			5-7
Discount rate(1)		-0.01	%		-0.25	%		-0.18	%		-0.32 -0.15	% %		-0.11 +0.16	% %		-0.2 +0.18	% %		-0.18 +0.16	% %
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA			NA
Fair value per SO (in euros)		23.4-25.5			27.3-29.9			27.4-30.1			27.6-30.6			29.4-32.7			29.7-33.4			25.2-28.7

1)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of SO.


Date of grant	01/16/2017			03/15/2017			04/18/2017			06/15/2017			06/15/2017			07/17/2017			09/15/2017
Vesting period (years)		1-4			1-4			1-4			1-4			1-4			1-4			1-4
Plan expiration date		01/16/2027			03/15/2027			04/18/2027			06/15/2027			06/15/2027			07/17/2027			09/15/2027
Number of SO granted		19,100			7,200			16,500			126,000			111.600			30,900			52,600
Share entitlement per SO		1			1			1			1			1			1			1
Exercise price (in euros)		66.11			66.25			60.77			59.05			60.54			71.61			74.22
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		66.11			65.42			59.73			59.05			59.05			71.61			71.80
Expected volatility		40.21	%		39.82	%		39.63	%		39.23	%		39.23	%		38.84	%		38.57	%
Average life of SO (in years)		5-7			5-7			5-7			5-7			5-7			5-7			5-7
Discount rate(1)		-0.17 +0.19	% %		+0.21 +0.61	% %		+0.02 +0.39	% %		-0.21 +0.07	% %		-0.21 +0.07	% %		+0.01 +0.34	% %		-0.14 +0.19	% %
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		NA			NA			NA			NA			NA			NA			NA
Fair value per SO (in euros)		23.9-27.2			23.6-27.1			21.2-24.2			20.8 – 23.6			20.4-23.22			25.3 – 28.2			24.3 – 27.8

(1)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of SO.


Date of grant	12/05/2017			12/15/2017
Vesting period (years)		1-4			1-4
Plan expiration date		12/05/2027			12/15/2027
Number of SO granted		625,200			8,300
Share entitlement per SO		1			1
Exercise price (in euros)		39.00			38.18
Valuation method used		Black - Scholes
Grant date share fair value (in euros)		35.73			36.43
Expected volatility		43.23	%		43.13	%
Average life of SO (in years)		5-7			5-7
Discount rate(1)		-0.23 +0.07	% %		-0.23 +0.07	% %
Expected dividends		0	%		0	%
Performance conditions		NA			NA
Fair value per SO (in euros)		12.9 – 14.7			13.5 – 15.4

(1)	Based on French government bonds (GFRN) with a maturity corresponding to the maturity of SO.

Change in Number of SO Outstanding


	December 31,
Number of SO	2015		2016		2017
Balance at beginning of period		546,000		861,000		1,160,060
Granted during the period		315,000		359,060		998,500
Forfeited during the period		—		25,000		24,260
Exercised during the period		—		35,000		1,200
Expired during the period		—		—		—
Balance at end of period		861,000		1,160,060		2,133,100

Breakdown of the Closing Balance


	Year ended December 31,
	2015				2016				2017
Number of SO	Outstanding		Exercisable		Outstanding		Exercisable		Outstanding		Exercisable
SO with exercise price of €7.57		471,000		—		471,000		—		471,000		471,000
SO with exercise price of €19.01		75,000		—		40,000		40,000		40,000		40,000
SO with exercise price of €48.90		120,000		—		120,000		45,000		120,000		75,000
SO with exercise price of €66.06		195,000		—		170,000		—		170,000		85,000
SO with exercise price of €65.68		—		—		75,000		—		75,000		18,750
SO with exercise price of €62.82		—		—		33,000		—		33,000		8,250
SO with exercise price of €59.04		—		—		22,000		—		22,000		5,500
SO with exercise price of €53.96		—		—		110,000		—		101,300		24,425
SO with exercise price of €62.24		—		—		10,000		—		10,000		2,500
SO with exercise price of €62.80		—		—		9,300		—		9,300		2,325
SO with exercise price of €64.39		—		—		16,500		—		9,300		2,325
SO with exercise price of €68.33		—		—		8,300		—		8,300		2,075
SO with exercise price of €69.75		—		—		74,960		—		72,900		18,225
SO with exercise price of €66.35		—		—		—		—		1,100		275
SO with exercise price of €66.11		—		—		—		—		19,100		—
SO with exercise price of €66.25		—		—		—		—		7,200		—
SO with exercise price of €60.77		—		—		—		—		16,500		—
SO with exercise price of €59.05		—		—		—		—		118,500		—
SO with exercise price of €60.54		—		—		—		—		111,600		—
SO with exercise price of €71.61		—		—		—		—		30,900		—
SO with exercise price of €74.22		—		—		—		—		52,600		—
SO with exercise price of €39.00		—		—		—		—		625,200		—
SO with exercise price of €38.18		—		—		—		—		8,300		—
Total		861,000		—		1,160,000		85,000		2,133,100		755,650

The exercise prices, anticipated lifetime, and fair value of the underlying shares based on the share price on the Euronext market on the grant date of the warrants were used for the valuation of each category of compensation in shares.

17.9 FREE SHARES

The 2012,2013 and 2014 free shares are subject to a two-year vesting period.

Details of Free Shares


Date of grant (Board of Directors)	04/02/2012			07/25/2012			11/28/2012			07/25/2013&09/12/2013			06/03/2014
Vesting period (years)		2			2			2			2			2
Number of free shares granted		669,796			134,081			35,360			501,500			186,000
Share entitlement per free share (1)		1			1			1			1			1
Grant date share fair value (in euros)		8.86			8.20			8.70			7.96			19.01
Expected dividends		0	%		0	%		0	%		0	%		0	%
Performance conditions		Yes	⁽¹⁾		Yes	⁽¹⁾		No			Yes	⁽²⁾		Yes	⁽³⁾
Expected turnover during the vesting period		1	%		1	%		1	%		1	%		1	%


Date of grant (Board of Directors)	09/30/2015			12/15/2015
Vesting period (years)		2			2
Number of free shares granted		708,500			42,000
Share entitlement per free share (1)		1			1
Grant date share fair value (in euros)		62.99			64.14
Expected dividends		0%			0%
Performance conditions		Yes	⁽⁴⁾		Yes	⁽⁴⁾
Expected turnover during the vesting period		0%			0%

(1)	The acquisition of free shares is contingent for certain individuals (the “Key Managers”), including Dr. Benhamou, upon the achievement of the three performance criteria below:

•

(2)	The acquisition of free shares is contingent for the Key Managers, including Dr. Benhamou, upon the achievement of the three performance criteria below:

•

One-third of the shares allocated to Key Managers will only be acquired from the later of the two following dates (i) expiry of a period of two years from the date of allocation and (ii) inclusion of the 100^th patient in the Viaskin Peanut phase III study a maximum of twelve (12) months after the inclusion of the first patient in the study.

•

One-third of the shares allocated to Key Managers will only be acquired from the later of the two following dates (i) expiry of a period of two years from the date of allocation and (ii) an increase of at least fifty (50) per cent for five (5) consecutive days of the Company’s share price compared with the closing price of the Company’s shares listed on Euronext Paris on the day of the adoption of the 2013 free share allocation plan, or July 25, 2013.

It is specified that in the event of a change of control of the Company (as defined in Article L. 233-3 of the Commercial Code), the performance criteria will be considered as definitively achieved.

(3)	The acquisition of free shares is contingent for the Key Managers, including Dr. Benhamou, upon the achievement of the two performance criteria below:

•

Half of the shares allocated to Key Managers will only be acquired from the later of the two following dates (i) expiry of a period of two years from the date of allocation and (ii) inclusion of the 100^th patient in the Viaskin Peanut phase III study a maximum of twelve (12) months after the inclusion of the first patient in the study.

•

Half of the shares allocated to Key Managers will only be acquired from the later of the two following dates (i) expiry of a period of two years from the date of allocation and (ii) approval by the FDA of a protocol for the Phase III trial of Viaskin Peanut.

(4)	The acquisition of free shares is contingent for all the employees, including Dr. Benhamou, upon the achievement of the three performance criteria below:

•

One third of the shares will only be acquired from the later of the following two dates : (i) the end of the 2 year vesting period which runs from September 30, 2015 and (ii) achievement of the primary efficacy endpoint of the Phase III ‘Pepites’ trial for Viaskin Peanut; on December 13, 2017, the Board determined that the results from the PEPITES trial did not mean that the performance criteria was not reached and has precised this condition.

•

One third of the shares will only be acquired from until the later of the following two dates: (i) the end of the 2 year vesting period which runs from September 30, 2015 and (ii) the beginning of clinical testing of another product candidate from the Viaskin platform.


Board of Directors Grant date	04/06/2016			06/21/2016			08/16/2016			09/01/2016			10/27/2016			12/09/2016
Vesting period (years)		2			2			2			2			2			2
Number of free shares granted		63,750			193,000			10,000			5,000			15,000			23,600
Share entitlement per free share		1			1			1			1			1			1
Grant date share fair value (in euros)		62.40			52.97			60.68			61.49			67.44			69.75
Expected dividends		0	%		0	%		0	%		0	%		0	%		0	%
Performance conditions		yes	⁽¹⁾		yes	⁽¹⁾		yes	⁽¹⁾		yes	⁽¹⁾		yes	⁽²⁾		yes	⁽²⁾
Expected turnover during the vesting period		0	%		0	%		0	%		0	%		0	%		0	%

(1)	The acquisition of free shares is contingent for all the employees, including Dr. Benhamou, upon the achievement of the three performance criteria below:

•

One third of the shares will only be acquired from the later of the following two dates: (i) the end of the 2 year vesting period which runs from Grant Date and (ii) achievement of the primary efficacy endpoint of the Phase III ‘Pepites’ trial for Viaskin Peanut; on December 13, 2017, the Board determined that the results from the PEPITES trial did not mean that the performance criteria was not reached and has precised this condition.

•

One third of the shares will only be acquired from until the later of the following two dates: (i) the end of the 2 year vesting period which runs from Grant date and (ii) the beginning of clinical testing of another product candidate from the Viaskin platform.

(2)	The acquisition of free shares is contingent for key and new employees upon the achievement of the two performance criteria below:

•

Half of the shares will only be acquired from the later of the following two dates: (i) the end of the 2 year vesting period which runs from Grant Date and (ii) achievement of the primary efficacy endpoint of the Phase III ‘Pepites’ trial for Viaskin Peanut; on December 13, 2017, the Board determined that the results from the PEPITES trial did not mean that the performance criteria was not reached and has precised this condition.

•

Performance conditions other than market conditions, which are taken into account by adjusting the number of equity instruments included in the measurement of the transaction amount, but are not taken into account when estimating the fair value of the shares.


Board of Directors Grant date	03/14/2017			04/20/2017
Vesting period (years)		2			2
Number of free shares granted		22,500			24,000
Share entitlement per free share		1			1
Grant date share fair value (in euros)		68.07			61.20
Expected dividends		0	%		0	%
Performance conditions		yes	⁽¹⁾		yes	⁽¹⁾
Expected turnover during the vesting period		0	%		0	%

(1)	The acquisition of free shares is contingent for key and new employees upon the achievement of the two performance criteria below:

•

Half of the Shares allocated will not be acquired until the later of the following two dates: (i) the end of the two (2)-year acquisition period which runs from today and (ii) submission of the application for market authorization from the FDA for Viaskin Peanut.

•

Half of the Shares allocated will not be acquired until the later of the following two dates: (i) the end of the two (2)-year acquisition period which runs from today and (ii) the first date of sale of Viaskin Peanut in the United States.

Change in Number of Free Shares Outstanding


	Year ended December 31,
Number of Free shares	2015		2016		2017
Balance at beginning of period		641,360		1,008,329		1,036,850
Granted during the period		750,500		310,350		46,500
Forfeited during the period		61,833		24,000		18,650
Exercised during the period		321,698		257,829		241,844
Expired during the period		—		—		—
Balance at end of period		1,008,329		1,036,850		822,856

DBV Technologies S.A. | CIK:0001613780 |

ifrs-full:DisclosureOfSharebasedPaymentArrangementsExplanatory