2020 Annual Financial Report

Chapter 3 : Governance and compensation

/Criteria linked to the financial performance of Publicis Groupe

Objectives

Results

Objective achievement level

Amount of target variable compensation

Amount of variable compensation to be paid

Organic growth

Organic growth

Results

Growth of -6.3% > Commitment adopted in May 2020

Organic growth

Objective achievement level

Achieved

Organic growth

Amount of target variable compensation

€126,000

Organic growth

Amount of variable compensation to be paid

€126,000

Operating margin

Operating margin

Results

With an operating margin of 16%, Publicis Groupe is number one in its peer group.

Operating margin

Objective achievement level

Achieved

Operating margin

Amount of target variable compensation

€126,000

Operating margin

Amount of variable compensation to be paid

€126,000

/Individual financial and non-financial criteria

Objectives

Results

Objective achievement level

Amount of target variable compensation

Amount of variable compensation to be paid

Management and execution of the savings plan

Management and execution of the savings plan

Results

More aggressive savings plan decided after the start of the Covid-19 crisis than planned in the initial Commitments. The target was exceeded.

Management and execution of the savings plan

Objective achievement level

Achieved

Management and execution of the savings plan

Amount of target variable compensation

€126,000

Management and execution of the savings plan

Amount of variable compensation to be paid

€126,000

Cash flow management

Cash flow management

Results

The targets were exceeded.

Cash flow management

Objective achievement level

Achieved

Cash flow management

Amount of target variable compensation

€126,000

Cash flow management

Amount of variable compensation to be paid

€126,000

Employee expenses

Employee expenses

Results

-0.9% compared to the Commitment (annual budget).

Employee expenses

Objective achievement level

Partially achieved

Employee expenses

Amount of target variable compensation

€126,000

Employee expenses

Amount of variable compensation to be paid

€63,000

“All in One” real estate program

“All in One” real estate program

Results

The targets were exceeded.

“All in One” real estate program

Objective achievement level

Achieved

“All in One” real estate program

Amount of target variable compensation

€126,000

“All in One” real estate program

Amount of variable compensation to be paid

€126,000

CSR criteria

CSR criteria

Results

Rate of 40.4% in the most significant Executive Committees.

Percentage of renewable energy in the energy mix grew by 6.9%.

CSR criteria

Objective achievement level

Achieved

CSR criteria

Amount of target variable compensation

€84,000

CSR criteria

Amount of variable compensation to be paid

€84,000

Total (financial and non-financial criteria)

Total (financial and non-financial criteria)

Results

 

Total (financial and non-financial criteria)

Objective achievement level

 

Total (financial and non-financial criteria)

Amount of target variable compensation

 

Total (financial and non-financial criteria)

Amount of variable compensation to be paid

€777,000

Total awarded

Total awarded

Results

 

Total awarded

Objective achievement level

 

Total awarded

Amount of target variable compensation

 

Total awarded

Amount of variable compensation to be paid

€777,000

On the proposal of the Compensation Committee, the Supervisory Board approved the partial payment of 92.5% of the target variable compensation of Jean-Michel Etienne, in light of the almost complete achievement of the objectives detailed above, and which is amply justified in view of the attainment of the objectives assigned and achieved on account of the Covid-19 crisis, in accordance with Section 3.2.2.3 of this document (i.e. his ability to manage the crisis by 1. taking care of the health and safety of the Groupe’s employees, 2. maintaining smooth operations, 3. protecting revenue and the client portfolios, 4. rigorously managing costs, and 5. taking appropriate measures for the strict management of resources and the protection of the Groupe’s assets).

The full achievement of the additional crisis management objectives enabled the Groupe to perform well above the industry average, which allowed it to both reimburse employees for salary reductions and increase the variable compensation package of employees (or teams) in order to fairly reward team performance.

3.2.2.6 Compensation paid or allocated to Anne-Gabrielle Heilbronner, member of the Management Board

In accordance with article L. 22-10-34, II of the French Commercial Code, the General Shareholders’ Meeting must vote on the variable and extraordinary items of total compensation and benefits of any kind paid during the past financial year or awarded for that financial year by means of a separate resolution for each member of the Management Board.

The General Shareholders’ Meeting of May 26, 2021 will thus be asked to vote on the items of compensation paid or awarded in respect of the 2020 financial year to Anne-Gabrielle Heilbronner, member of the Management Board, as set out below. These elements comply with the compensation policy for members of the Management Board for the financial year 2020 presented in Section 3.2.1.4 of the Publicis Groupe SA 2019 Universal Registration Document, as approved by the General Shareholders’ Meeting of May 27, 2020 in its ninth resolution. Given the strong approval of items of compensation at the previous General Shareholders’ Meeting, the items of compensation paid or awarded in respect of the 2020 financial year are in line with those paid or awarded in respect of the 2019 financial year.