TotalEnergies shares listed on the NYSE

1. Stock information

Ordinary shares listed on Euronext and on the NYSE constitute a single class of shares, with identical voting and economic rights.

Since December 8, 2025, TotalEnergies ordinary shares are listed on (i) Euronext Paris, (ii) Euronext Brussels, (iii) London Stock Exchange (via Crest Depositary Interests “CDI”), in Euros and on (iv) the NYSE in US Dollars.

Shares held on the European market are identified by the ISIN code FR0000120271, while shares held in the US market are identified by the CUSIP F92124 100.

Euroclear France is the issuer Central Securities Depositary (“CSD”) of TotalEnergies shares.

Settlement of trades on the European stock exchanges occurs two business days after trading (T+2) and settlement of trades on the NYSE occurs one business day after trading (T+1).

2. How to transfer shares listed in the US market to European market and vice versa?

If shareholders want to move their shares from one market to the other, they should contact their custodian bank, broker, or financial intermediary. These intermediaries will coordinate with Euroclear France in Europe or Computershare Trust Company, N.A., (“Computershare”), in their capacity as transfer agent for the U.S. Register, who will handle the repositioning instruction.

For questions about these transfers, please reach out directly to your custodian bank, broker, or financial intermediary.

For shareholders holding shares on the US register, please contact Computershare:

Phone: +1-866-644-4127 (United States, Canada and Puerto Rico)
  +1-781-575-2906 (outside the United States)
Email: [email protected]

For shareholders holding their shares in pure registered form, please contact Société Générale Securities Services (SGSS).

3. What is the timeframe for transferring shares listed in the US market to European market and vice versa?

• Transferring shares to the US market: Instructions from your custodian bank, broker, or financial intermediary must be received by Euroclear France before 4:00 p.m. (CET) to be processed on the same calendar day by US market close. Instructions received after that time will be completed the next business day in the US.
• Transferring shares to the European market: Instructions from your custodian bank, broker, financial intermediary or you (if in direct registered form) must be received by Computershare before 3:00 p.m. (US ET) to be completed the following business day in France by European market close. Instructions received after that time will be completed two business days later.

As a consequence of the above, the process for repositioning ordinary shares between France and the U.S. should be completed within two trading days. In case of certain corporate events (including but not limited to Shareholders' meetings, dividends payment or other distributions), TotalEnergies may temporarily suspend transfers between the European and US markets.
Shareholders will be informed about such suspensions and their duration via press release and on the Company’s website.

If investors plan to trade shares in a different market than where they are currently held, TotalEnergies recommends taking into consideration the time needed for the instruction to complete the repositioning process and the standard settlement periods in each market.

4. Is it possible to buy TotalEnergies ordinary shares in the US market and sell them on European market, or vice-versa?

For Shares held in the US market to be used to settle a trade placed on the European market they would have to be transferred into the European market, and vice versa.

For further information on the transfer of shares from European market to the US market or vice versa, please refer to question 2 and contact your custodian bank, broker, or financial intermediary.

If the shares are held in registered form (“nominatif pur”), the request should be made directly to Societe Generale Security Services, as registrar (“teneur de registre”) of TotalEnergies. If ordinary shares are held in the US Register, administered by Computershare, the request should be made to Computershare.

5. Will shareholders domiciled in France be able to hold or transfer their TotalEnergies shares on the US market?

Shareholders domiciled in France (within the meaning of Article 102 of the French civil code) will not be able to hold shares in the US market or transfer their TotalEnergies shares to the US market.

The structure supporting the listing of ordinary share on the US market involves a registered intermediary (intermédiaire inscrit) acting on behalf of the owners of the TotalEnergies ordinary shares registered on the U.S. Register, including those as may be held by a broker or custodian bank in DTC, in accordance with Articles L. 228-1 et seq. of the French commercial code.

Pursuant to the French Commercial Code, persons or entities domiciled in France (within the meaning of Article 102 of the French civil code) are not permitted to hold ordinary shares on the U.S. Register. If a French resident were to hold Shares on the U.S. Register (including through DTC), such holder may be restricted from exercising voting rights or, in certain cases, from receiving dividends, until the Shares are repositioned to the French or European market.

6. Could there be a discrepancy in the share price between the two stock exchanges?

Shares listed on Euronext Paris and on the NYSE belong to the same class of ordinary shares, fully fungible, with identical voting and economic rights, and can be moved between European and US markets.

As a result, share prices are expected to be correlated, subject to the EUR/USD exchange rates since shares listed on Euronext will be denominated in Euro and shares to be listed on the NYSE will be denominated in USD respectively.

7. What are the trading hours for TotalEnergies ordinary shares on Euronext and on the NYSE?

TotalEnergies shares are tradable near round-the-clock:

• In Paris time (CET), TotalEnergies shares are traded continuously from 9:00 am to 5:30 pm on Euronext Paris and from 3:30 pm to 10:00 pm (or from 2:30 pm to 9:00 pm when the ET time difference is only 5 hours) on the NYSE.
• In New York time (ET), TotalEnergies shares are traded continuously from 3:00 am to 11:30 am on Euronext Paris (or from 2:00 am to 10:30 am when the CET time difference is only 5 hours) and from 9:30 am to 4:00 pm on the NYSE.

8. May the transfer of shares between European market and US market be subject to suspension?

In case of certain corporate events (including but not limited to Shareholders' meetings, dividends payment or other distributions), TotalEnergies may temporarily suspend transfers of shares between the US and European markets.

In such case, shareholders will be informed about such suspension and the duration via press release and on the Company’s website.

9. What are the fees associated with the transfer of ordinary shares between European and US markets?

Shareholders should consult their custodian bank, broker, or financial intermediary about any fees related to the transfer of shares between European and US markets, as well as any additional costs linked to holding and trading shares on the European or US markets through a European or US securities account. Shareholders not holding their ordinary shares through a custodian bank, broker or financial intermediary, may contact Computershare or Societe Generale Security Services directly, as applicable.

10. What are the U.S. federal income and French tax consequences for shareholders that transfer their ordinary shares between European and the US markets?

Transfers of TotalEnergies shares between the European and US markets are not expected to trigger negative U.S. federal income tax consequences for U.S. citizens or U.S. resident shareholders, nor French income tax consequences for French resident shareholders.

Shareholders are encouraged to consult their tax advisor before transferring their TotalEnergies shares to fully understand the tax implications based on their specific situation. Specific reporting obligations may also apply depending on their individual situation and tax residence.

Such transfers between markets will not be subject to the French Financial Transaction Tax (TTF) provided that the beneficial owner of the shares transferred remains unchanged.

As detailed in question 5, shareholders domiciled in France are not permitted to hold their TotalEnergies shares in the US market.

11. In which currency is the dividend paid, depending on the market where the shares are held?

Dividends are paid in Euros on TotalEnergies ordinary shares held on the dividend ex-date on the European market and listed on Euronext Paris, Euronext Brussels or the London Stock Exchange.

Dividends are paid in US dollars on TotalEnergies ordinary shares held on the dividend ex-date on the US market, either through DTC or on the register administered by Computershare.

Please refer to https://totalenergies.com/investors/shares-and-dividends/dividends for information on upcoming dividends.

12. Is there a dividend fee levied by TotalEnergies SE?

No dividend fee will be levied by TotalEnergies SE on dividend payments.

Shareholders should contact their bank, broker or financial intermediary for information on fees, if any, charged by those intermediaries on dividend payments.

With respect to the dividend tax treatment, please refer to questions 15 and 16.

13. What are the ex- date and record date for dividend payment on the TotalEnergies ordinary shares in European and US markets?

TotalEnergies ordinary shares in the US and European markets have the same ex-date for dividend payments.

However, each market operates on a different settlement cycle: European markets currently maintain a T+2 settlement cycle whereas US markets currently maintain a T+1 settlement cycle. So long as the markets maintain their different settlement cycles, the record dates will differ between markets. The record date for Euronext Paris is one business day later than the record date for the NYSE.

As a result of the gap between record dates, transfers between markets are “frozen” for a “freeze period”, to be announced for each dividend declared, during which Computershare and Euroclear will not accept instructions to transfer shares between markets.

Payment dates in the European and US market are different, notably to allow for the collection of applicable reduced withholding tax rate ahead of payment for dividend payment in the US market.

For each dividend payment, the Company releases the ex-dividend date, payment dates and freeze periods via press release and on its website.

Please refer to https://totalenergies.com/investors/shares-and-dividends/dividends for published dividend timetable.

14. Are transactions on TotalEnergies shares held or traded in the US market subject to the French Financial Transaction Tax (TTF)?

All TotalEnergies' ordinary shares, including those to be held or traded in the US market, are in the scope of the French Financial Transaction Tax (TTF) as it is for ordinary shares listed on Euronext.

Therefore, such tax is due on any acquisition for consideration of TotalEnergies shares (except where applicable exemptions apply), whether held or traded in the US or French markets and regardless of the place of incorporation or tax residence of the acquirer.

15. Are dividends paid by TotalEnergies SE on shares held in the U.S. market subject to a different tax treatment than dividends paid on shares held on the European market?

Dividends paid by TotalEnergies SE are subject to the same tax treatment, regardless of whether the shares are held in the US or the European markets.

For shareholders that are not French residents for tax purposes, French withholding tax applies, regardless of whether their shares are held on the European or US market. The applicable withholding tax rate depends on the specific situation and country of tax residence of the beneficial owner.

In practice, for shares held in the US market (in DTC or US register), Société Générale Securities Services withholds the relevant French withholding tax when dividends are paid. If eligible, shareholders can request a reduced tax rate by providing the necessary documents to Globetax, the US service provider.

In addition, shareholders can also be subject to taxation on the dividends received in their country of tax residence.

Shareholders are encouraged to consult their tax advisor to understand how dividend payments may affect them, based on their personal situation and country of tax residence.

16. What is the withholding tax rate applicable to dividends paid?

Dividends paid by TotalEnergies SE to shareholders that are not French residents for tax purposes are subject to French withholding tax. The applicable withholding tax rate depends on the individual situation and local tax residence of the beneficial owner, regardless of whether the shares are listed on the NYSE or Euronext.

The French standard withholding tax rate is currently 12.8% for individual shareholders and 25% in other cases. Reduced rates or exemptions may apply in certain cases (e.g., under an applicable income tax treaty), either upfront or through a refund mechanism, provided that all supporting documents are timely provided by the shareholder. A 75% rate may apply in the event of payment to a non-cooperative state or territory.

Dividends paid to a shareholder by or through a “United States person” (as determined for U.S. federal income tax purposes) may also be subject to U.S. federal backup withholding tax (which is currently at a 24% rate), unless the shareholder is an exempt recipient that establishes such status or provides duly executed IRS Form W-9 or appropriate IRS Form W-8, in each case, evidencing that such shareholder is not subject to U.S. federal backup withholding tax.

Shareholders are advised to consult their own tax advisors to obtain information relevant to their specific tax situation.

17. Would it be possible for shareholders to get a tax credit in their country of tax residence for the French withholding tax?

Whether shareholders can obtain a tax credit in their country of tax residence depends on their individual tax situation and the local tax legislation in their country of tax residence.

Shareholders are advised to consult their own tax advisors to determine whether a tax credit may be available in their country of tax residence for any French withholding taxes in light of their particular circumstances.

18. How can shareholders of shares held in the US market be able to benefit from reduced French withholding tax rates?

Shareholders holding shares in the US market are able to benefit from applicable reduced French withholding tax rates, if eligible, by using a service to be provided by GlobeTax, a US service provider.

To benefit from the reduced rates upon dividend payment, shareholders need to submit the required documents to GlobeTax via their bank, broker or financial intermediary or Computershare if their shares are held in registered form before the dividend payment date. Shareholders may also request, if eligible, a refund of the excess French withholding tax after the dividend is paid. This refund process can also be handled by GlobeTax.

The list of relevant documents to be provided to GlobeTax and applicable deadlines are shared with shareholders holding shares through a bank, broker or financial intermediary in the DTC system, via DTC’s important notices, as previously communicated for ADRs.

19. Can holders of ordinary shares held in the US market be allowed to vote at the shareholders general meeting?

Ordinary shares held in the US market and those held on the European market are identical and benefit from the same voting and economic rights. Holders of ordinary shares held in the US market will be allowed to vote at the annual general meeting. The terms and conditions will be detailed in the notice of meeting of the upcoming TotalEnergies general meeting and/or on the Company’s website.

Please refer to https://totalenergies.com/investors/shareholders-meetings to obtain information on upcoming general meetings.

20. What is the ADR conversion into ordinary shares listed on the New York Stock Exchange (“NYSE”) and when did it occur?

On October 30, 2025, TotalEnergies has decided to terminate its ADR (“American Depositary Receipt”) program. This termination became effective on December 8, 2025. At termination, the ADRs were converted into TotalEnergies ordinary shares, which can be traded on the NYSE (the “Conversion”). Each ADR was exchanged for one ordinary share.

The ordinary shares began trading on the NYSE on December 8, 2025.

The TotalEnergies ordinary shares listed on Euronext and on the NYSE constitute a single class of shares fully fungible creating a “global listing”. As a result, shareholders may transfer their ordinary shares between the European market (whose depositary is Euroclear France) and the US market (whose depositary is the Depositary Trust Company (“DTC”)), and vice versa. Please refer to question 5 regarding the restrictions applying to shareholders whose residency is in France.

Since the Conversion, TotalEnergies shares have been listed on Euronext Paris, Euronext Brussels, the London Stock Exchange, and the NYSE, creating near round-the-clock trading opportunities.

21. What is the rationale for the Conversion?

TotalEnergies is adapting to the evolution of its shareholder base, which has become increasingly weighted toward North America. In addition, the Conversion removed ADR frictions, fosters access to additional Assets Under Management (“AUM”) among institutional investment funds.

• Responding to shareholder trends: Over time, North American investors have become a key part of TotalEnergies’ shareholder base. Since the initial ADR listing in 1991, international ownership has notably increased. As of the end of Q2 2025, North America represented over 50% of the Company’s institutional shareholder base, equating to circa 38% of the total shareholder base.
• Removing ADR frictions and fostering access to additional AUM: The Conversion should reinforce the attractiveness of TotalEnergies’ stock without any additional obligations for the Company and could enhance trading liquidity, which is an important positive attribute for the investment community. By listing ordinary shares on the NYSE, TotalEnergies aims to make it more cost-effective for North American shareholders to own the stock.

22. What happened to TotalEnergies ADR holders on the Conversion date?

As part of the Conversion, ADR holders on the termination date of the ADR program received one (1) ordinary share listed on the NYSE for each ADR they held.

ADRs held in registered or certificated form: 
Shortly after the Conversion, Computershare Trust Company, N.A. (“Computershare”), acting as the exchange agent, contacted ADRs holders in registered or certificated form by post with certain instructions and election options to be completed before taking full receipt of their ordinary shares. The election options allow holders to elect for (i) the delivery of ordinary shares through a custodian bank, broker or financial intermediary participating in DTC, (ii) the delivery of ordinary shares through a custodian bank, broker or financial intermediary participating in Euroclear, or (iii) the delivery of ordinary shares directly in their own name in registered form. To receive their shares (under option (iii) above), these holders may need to provide personal or company information (such as birth date, passport number, company registration number, LEI, or BIC).

For any questions regarding the receipt of shares, holders may contact the exchange agent within the USA, US territories & Canada: 1-866-596-2937, or outside USA, US territories & Canada: 1-781-575-2160. Exchange agent representatives are available from 8:00 a.m. to 8:00 p.m. ET, Monday through Friday.