Material Fact: Stock Option Plan

e6cfc3bb-473b-4eca-ac94-7a46518168e5.pdf FLEURY S.A. Public Company CNPJ nº 60.840.055/0001-31 NIRE nº 35.300.197.534 Material Fact

Fleury S.A. ("Grupo Fleury" or "Company"), pursuant to article 157 of the Law 6.404/76 and CVM Instruction 358/2002, announces to its shareholders and the market that, in the Extraordinary General Meeting held on July 25th 2016, according to the proposal presented by the management, was approved the stock option plan for the Company's shares ("Stock Option Plan") for its executives, managers and employees.

The main objectives of the Stock Option Plan are as follows: (i) to stimulate the Company's expansion as well as the achievement and overcoming of the established business goals by creating long-term incentives that aim a greater integration of its executives, managers and employees as the Company's shareholders; (ii) to allow the Company to retain its employees, offering them an advantageous and additional incentive, the opportunity to become shareholders of the Company in the terms, conditions and forms established in this Stock Option Plan; and (iii) to promote the good performance of the Company and the interests of its shareholders through a long-term commitment by part of its executives, managers and employees.

The options granted under this Stock Option Plan cannot exceed, during the term of the Stock Option Plan, the cumulative maximum limit of 2.5% (two point five percent) of the total shares of the Company's subscribed and paid capital on the date hereof. The Board of Directors will coordinate this Stock Option Plan.

To access the Stock Option Plan's full version, please visit: www.fleury.com.br/ir.

São Paulo, July 25th 2016.

Adolpho C. Souza Neto Investor Relations Officer