2019 Annual financial report

Chapter 3. Governance and Compensation

(1 ) Élisabeth Badinter’s term of office as Chair of the Supervisory Board ended on May 31, 2017. Maurice Lévy took over as Chair of the Supervisory Board on June 1, 2017.
(2) In order to provide a valid financial comparison, the compensation paid to Élisabeth Badinter in 2017 was annualized (i.e. euro 300,000) for the purposes of calculating ratios and changes in compensation compared with the previous financial year.
(3) The 2017 ratios take into account the compensation paid to Élisabeth Badinter in 2017, the portion of the compensation of Maurice Lévy solely pertaining to the period from June 1 to December 31, 2017 having been paid in 2018.
(4) The term of office of Maurice Lévy as Chair of the Management Board ended on May 31, 2017. Arthur Sadoun took over as Chair of the Management Board as from June 1, 2017.
(5) In order to provide a valid financial comparison, the ratio for 2017 and the evolution of remuneration, compared with the previous financial year, were calculated on the basis of the following basis: firstly the remuneration paid in 2017 to the outgoing Chairman, Maurice Lévy, adjusted to reflect (1) the period compensated (namely 12 months in 2016 and the first five months in 2017, i.e. a total of 17 months) and (2) the effective term of the outgoing Chairman of the Management Board for 2017, i.e. 5 months, the remuneration thus calculated for 2017 amounts to €1,041,667; and secondly the remuneration paid in 2017 for the ingoing Chairman, Arthur Sadoun, i.e. €2,276,105, thus a total amount for 2017 of €3,317,772.
(6) The term of Kevin Roberts as a member of the Management Board ended on August 31, 2016. The term of office of Steve King as a member of the Management Board began on June 1, 2017.
(7) The compensation paid in respect of 2016 to Kevin Roberts was annualized (i.e. euro 4,123,293) for the purposes of calculating ratios.
(8) The compensation paid in respect of 2017 to Steve King was annualized (i.e. euro 2,133,811) for the purposes of calculating ratios.

Insofar as Publicis Groupe SA has a small number of employees compared with the overall headcount, Publicis Groupe decided to publish the ratios as provided for in the new version of article L. 225-37-3 (6) of the French Commercial Code on a scope representative of the Groupe’s operations in France, adding the headcount of all Groupe companies in the United States and the United Kingdom. This scope enables a valid financial comparison insofar as it represents the bulk of the Groupe’s payroll (64%) and Groupe revenue (70%), the remainder being spread across other countries worldwide. This scope was preferred to a scope limited to France, which only represents 7% of Groupe payroll and 6% of revenue, and is not representative of Groupe operation.

The above ratios were calculated on the basis of the fixed and variable compensation paid during the aforementioned financial years. Share-based compensation was considered at its actual amount in the year the shares vested for plans with an annual award.