2020 Annual Financial Report

/Table 10 (AMF nomenclature) history of free allocation

(vested and/or unvested plans in 2020)

	Sapient Plan 2016⁽²⁾	LIonLead3 International⁽³⁾	LTIP 2017⁽⁴⁾	Sapient Plan 2017⁽⁵⁾	LTIP 2018⁽⁶⁾	Sapient Plan 2018⁽⁷⁾	Sprint to the Future⁽⁸⁾	LTIP 2019⁽⁹⁾	2019 Special Plan ⁽¹⁰⁾	Sapient Plan 2019⁽¹¹⁾	LTIP 2019-2021 ⁽¹²⁾	Epsilon Replacement Plan ⁽¹³⁾	Special Retention Plan⁽¹⁴⁾	Sapient Plan 2020 ⁽¹⁴⁾	Epsilon LTI 2020 ⁽¹⁶⁾
Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM)	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Sapient Plan 2016⁽²⁾ n/a⁽¹⁾	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) LIonLead3 International⁽³⁾ 05/28/2014	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) LTIP 2017⁽⁴⁾ 05/25/2016	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Sapient Plan 2017⁽⁵⁾ n/a⁽¹⁾	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) LTIP 2018⁽⁶⁾ 05/25/2016	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Sapient Plan 2018⁽⁷⁾ n/a⁽¹⁾	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Sprint to the Future⁽⁸⁾ 05/25/2016	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) LTIP 2019⁽⁹⁾ 5/30/2018	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) 2019 Special Plan ⁽¹⁰⁾ n/a⁽¹⁾	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Sapient Plan 2019⁽¹¹⁾ n/a⁽¹⁾	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) LTIP 2019-2021 ⁽¹²⁾ 30/05/2018	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Epsilon Replacement Plan ⁽¹³⁾ n/a⁽¹⁾	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Special Retention Plan⁽¹⁴⁾ 5/30/2018	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Sapient Plan 2020 ⁽¹⁴⁾ n/a⁽¹⁾	Date of authorization by the Extraordinary General Shareholders’ Meeting (EGM) Epsilon LTI 2020 ⁽¹⁶⁾ n/a⁽¹⁾
Date of Management Board meeting	Date of Management Board meeting Sapient Plan 2016⁽²⁾ 04/15/2016	Date of Management Board meeting LIonLead3 International⁽³⁾ 06/16/2016	Date of Management Board meeting LTIP 2017⁽⁴⁾ 05/18/2017	Date of Management Board meeting Sapient Plan 2017⁽⁵⁾ 06/15/2017	Date of Management Board meeting LTIP 2018⁽⁶⁾ 04/17/2018	Date of Management Board meeting Sapient Plan 2018⁽⁷⁾ 04/17/2018	Date of Management Board meeting Sprint to the Future⁽⁸⁾ 05/18/2018	Date of Management Board meeting LTIP 2019⁽⁹⁾ 05/28/2019	Date of Management Board meeting 2019 Special Plan ⁽¹⁰⁾ 05/28/2019	Date of Management Board meeting Sapient Plan 2019⁽¹¹⁾ 05/28/2019	Date of Management Board meeting LTIP 2019-2021 ⁽¹²⁾ 06/14/2019	Date of Management Board meeting Epsilon Replacement Plan ⁽¹³⁾ 07/15/2019	Date of Management Board meeting Special Retention Plan⁽¹⁴⁾ 11/15/2019	Date of Management Board meeting Sapient Plan 2020 ⁽¹⁴⁾ 05/19/2020	Date of Management Board meeting Epsilon LTI 2020 ⁽¹⁶⁾ 07/20/2020
Total number of free shares awarded	Total number of free shares awarded Sapient Plan 2016⁽²⁾ 442,604	Total number of free shares awarded LIonLead3 International⁽³⁾ 3,254,823	Total number of free shares awarded LTIP 2017⁽⁴⁾ 678,450	Total number of free shares awarded Sapient Plan 2017⁽⁵⁾ 528,000	Total number of free shares awarded LTIP 2018⁽⁶⁾ 746,800	Total number of free shares awarded Sapient Plan 2018⁽⁷⁾ 516,372	Total number of free shares awarded Sprint to the Future⁽⁸⁾ 1,079,596	Total number of free shares awarded LTIP 2019⁽⁹⁾ 335,950	Total number of free shares awarded 2019 Special Plan ⁽¹⁰⁾ 262,700	Total number of free shares awarded Sapient Plan 2019⁽¹¹⁾ 585,499	Total number of free shares awarded LTIP 2019-2021 ⁽¹²⁾ 170,000	Total number of free shares awarded Epsilon Replacement Plan ⁽¹³⁾ 628,681	Total number of free shares awarded Special Retention Plan⁽¹⁴⁾ 765,110	Total number of free shares awarded Sapient Plan 2020 ⁽¹⁴⁾ 585,503	Total number of free shares awarded Epsilon LTI 2020 ⁽¹⁶⁾ 1,264,420
Total number of free shares awarded to corporate officers	Total number of free shares awarded to corporate officers Sapient Plan 2016⁽²⁾ -	Total number of free shares awarded to corporate officers LIonLead3 International⁽³⁾ -	Total number of free shares awarded to corporate officers LTIP 2017⁽⁴⁾ -	Total number of free shares awarded to corporate officers Sapient Plan 2017⁽⁵⁾ -	Total number of free shares awarded to corporate officers LTIP 2018⁽⁶⁾ -	Total number of free shares awarded to corporate officers Sapient Plan 2018⁽⁷⁾ -	Total number of free shares awarded to corporate officers Sprint to the Future⁽⁸⁾ 306,156	Total number of free shares awarded to corporate officers LTIP 2019⁽⁹⁾ -	Total number of free shares awarded to corporate officers 2019 Special Plan ⁽¹⁰⁾ -	Total number of free shares awarded to corporate officers Sapient Plan 2019⁽¹¹⁾ -	Total number of free shares awarded to corporate officers LTIP 2019-2021 ⁽¹²⁾ 170,000	Total number of free shares awarded to corporate officers Epsilon Replacement Plan ⁽¹³⁾ -	Total number of free shares awarded to corporate officers Special Retention Plan⁽¹⁴⁾ -	Total number of free shares awarded to corporate officers Sapient Plan 2020 ⁽¹⁴⁾ -	Total number of free shares awarded to corporate officers Epsilon LTI 2020 ⁽¹⁶⁾ -
Arthur Sadoun	Arthur Sadoun Sapient Plan 2016⁽²⁾ -	Arthur Sadoun LIonLead3 International⁽³⁾ -	Arthur Sadoun LTIP 2017⁽⁴⁾ -	Arthur Sadoun Sapient Plan 2017⁽⁵⁾ -	Arthur Sadoun LTIP 2018⁽⁶⁾ -	Arthur Sadoun Sapient Plan 2018⁽⁷⁾ -	Arthur Sadoun Sprint to the Future⁽⁸⁾ 96,681	Arthur Sadoun LTIP 2019⁽⁹⁾ -	Arthur Sadoun 2019 Special Plan ⁽¹⁰⁾ -	Arthur Sadoun Sapient Plan 2019⁽¹¹⁾ -	Arthur Sadoun LTIP 2019-2021 ⁽¹²⁾ 60,000	Arthur Sadoun Epsilon Replacement Plan ⁽¹³⁾ -	Arthur Sadoun Special Retention Plan⁽¹⁴⁾ -	Arthur Sadoun Sapient Plan 2020 ⁽¹⁴⁾ -	Arthur Sadoun Epsilon LTI 2020 ⁽¹⁶⁾ -
Jean-Michel Etienne	Jean-Michel Etienne Sapient Plan 2016⁽²⁾ -	Jean-Michel Etienne LIonLead3 International⁽³⁾ -	Jean-Michel Etienne LTIP 2017⁽⁴⁾ -	Jean-Michel Etienne Sapient Plan 2017⁽⁵⁾ -	Jean-Michel Etienne LTIP 2018⁽⁶⁾ -	Jean-Michel Etienne Sapient Plan 2018⁽⁷⁾ -	Jean-Michel Etienne Sprint to the Future⁽⁸⁾ 64,454	Jean-Michel Etienne LTIP 2019⁽⁹⁾ -	Jean-Michel Etienne 2019 Special Plan ⁽¹⁰⁾ -	Jean-Michel Etienne Sapient Plan 2019⁽¹¹⁾ -	Jean-Michel Etienne LTIP 2019-2021 ⁽¹²⁾ 40,000	Jean-Michel Etienne Epsilon Replacement Plan ⁽¹³⁾ -	Jean-Michel Etienne Special Retention Plan⁽¹⁴⁾ -	Jean-Michel Etienne Sapient Plan 2020 ⁽¹⁴⁾ -	Jean-Michel Etienne Epsilon LTI 2020 ⁽¹⁶⁾ -
Anne-Gabrielle Heilbronner	Anne-Gabrielle Heilbronner Sapient Plan 2016⁽²⁾ -	Anne-Gabrielle Heilbronner LIonLead3 International⁽³⁾ -	Anne-Gabrielle Heilbronner LTIP 2017⁽⁴⁾ -	Anne-Gabrielle Heilbronner Sapient Plan 2017⁽⁵⁾ -	Anne-Gabrielle Heilbronner LTIP 2018⁽⁶⁾ -	Anne-Gabrielle Heilbronner Sapient Plan 2018⁽⁷⁾ -	Anne-Gabrielle Heilbronner Sprint to the Future⁽⁸⁾ 64,454	Anne-Gabrielle Heilbronner LTIP 2019⁽⁹⁾ -	Anne-Gabrielle Heilbronner 2019 Special Plan ⁽¹⁰⁾ -	Anne-Gabrielle Heilbronner Sapient Plan 2019⁽¹¹⁾ -	Anne-Gabrielle Heilbronner LTIP 2019-2021 ⁽¹²⁾ 20,000	Anne-Gabrielle Heilbronner Epsilon Replacement Plan ⁽¹³⁾ -	Anne-Gabrielle Heilbronner Special Retention Plan⁽¹⁴⁾ -	Anne-Gabrielle Heilbronner Sapient Plan 2020 ⁽¹⁴⁾ -	Anne-Gabrielle Heilbronner Epsilon LTI 2020 ⁽¹⁶⁾ -
Steve King	Steve King Sapient Plan 2016⁽²⁾ -	Steve King LIonLead3 International⁽³⁾ -	Steve King LTIP 2017⁽⁴⁾ -	Steve King Sapient Plan 2017⁽⁵⁾ -	Steve King LTIP 2018⁽⁶⁾ -	Steve King Sapient Plan 2018⁽⁷⁾ -	Steve King Sprint to the Future⁽⁸⁾ 80,567	Steve King LTIP 2019⁽⁹⁾ -	Steve King 2019 Special Plan ⁽¹⁰⁾ -	Steve King Sapient Plan 2019⁽¹¹⁾ -	Steve King LTIP 2019-2021 ⁽¹²⁾ 50,000	Steve King Epsilon Replacement Plan ⁽¹³⁾ -	Steve King Special Retention Plan⁽¹⁴⁾ -	Steve King Sapient Plan 2020 ⁽¹⁴⁾ -	Steve King Epsilon LTI 2020 ⁽¹⁶⁾ -
Vesting date	Vesting date Sapient Plan 2016⁽²⁾ 04/15/2017 04/15/2020	Vesting date LIonLead3 International⁽³⁾ 06/17/2020	Vesting date LTIP 2017⁽⁴⁾ 19/05/2020	Vesting date Sapient Plan 2017⁽⁵⁾ 06/16/2018 06/06/2021	Vesting date LTIP 2018⁽⁶⁾ 04/17/2021	Vesting date Sapient Plan 2018⁽⁷⁾ 04/17/2019 04/17/2022	Vesting date Sprint to the Future⁽⁸⁾ 6/1/2021	Vesting date LTIP 2019⁽⁹⁾ 5/28/2022	Vesting date 2019 Special Plan ⁽¹⁰⁾ 5/28/2022	Vesting date Sapient Plan 2019⁽¹¹⁾ 5/28/2020 5/28/2023	Vesting date LTIP 2019-2021 ⁽¹²⁾ 6/14/2022	Vesting date Epsilon Replacement Plan ⁽¹³⁾ 03/31/2022	Vesting date Special Retention Plan⁽¹⁴⁾ 03/31/2023	Vesting date Sapient Plan 2020 ⁽¹⁴⁾ 5/19/2019	Vesting date Epsilon LTI 2020 ⁽¹⁶⁾ 03/31/2023
End of retention period	End of retention period Sapient Plan 2016⁽²⁾ n/a	End of retention period LIonLead3 International⁽³⁾ n/a	End of retention period LTIP 2017⁽⁴⁾ n/a	End of retention period Sapient Plan 2017⁽⁵⁾ n/a	End of retention period LTIP 2018⁽⁶⁾ n/a	End of retention period Sapient Plan 2018⁽⁷⁾ n/a	End of retention period Sprint to the Future⁽⁸⁾ n/a	End of retention period LTIP 2019⁽⁹⁾ n/a	End of retention period 2019 Special Plan ⁽¹⁰⁾ n/a	End of retention period Sapient Plan 2019⁽¹¹⁾ n/a	End of retention period LTIP 2019-2021 ⁽¹²⁾ n/a	End of retention period Epsilon Replacement Plan ⁽¹³⁾ n/a	End of retention period Special Retention Plan⁽¹⁴⁾ n/a	End of retention period Sapient Plan 2020 ⁽¹⁴⁾ n/a	End of retention period Epsilon LTI 2020 ⁽¹⁶⁾ n/a
Total number of shares vested as of 12/31/2020	Total number of shares vested as of 12/31/2020 Sapient Plan 2016⁽²⁾ (343,154)	Total number of shares vested as of 12/31/2020 LIonLead3 International⁽³⁾ (567,120)	Total number of shares vested as of 12/31/2020 LTIP 2017⁽⁴⁾ (271,825)	Total number of shares vested as of 12/31/2020 Sapient Plan 2017⁽⁵⁾ (315,600)	Total number of shares vested as of 12/31/2020 LTIP 2018⁽⁶⁾ -	Total number of shares vested as of 12/31/2020 Sapient Plan 2018⁽⁷⁾ (103,178)	Total number of shares vested as of 12/31/2020 Sprint to the Future⁽⁸⁾ -	Total number of shares vested as of 12/31/2020 LTIP 2019⁽⁹⁾ -	Total number of shares vested as of 12/31/2020 2019 Special Plan ⁽¹⁰⁾ -	Total number of shares vested as of 12/31/2020 Sapient Plan 2019⁽¹¹⁾ (54,715)	Total number of shares vested as of 12/31/2020 LTIP 2019-2021 ⁽¹²⁾ -	Total number of shares vested as of 12/31/2020 Epsilon Replacement Plan ⁽¹³⁾ (126,445)	Total number of shares vested as of 12/31/2020 Special Retention Plan⁽¹⁴⁾ -	Total number of shares vested as of 12/31/2020 Sapient Plan 2020 ⁽¹⁴⁾ -	Total number of shares vested as of 12/31/2020 Epsilon LTI 2020 ⁽¹⁶⁾ -
Total number of free shares canceled or lapsed at 12/31/2020	Total number of free shares canceled or lapsed at 12/31/2020 Sapient Plan 2016⁽²⁾ (99,450)	Total number of free shares canceled or lapsed at 12/31/2020 LIonLead3 International⁽³⁾ (2,687,703)	Total number of free shares canceled or lapsed at 12/31/2020 LTIP 2017⁽⁴⁾ (406,625)	Total number of free shares canceled or lapsed at 12/31/2020 Sapient Plan 2017⁽⁵⁾ (176,280)	Total number of free shares canceled or lapsed at 12/31/2020 LTIP 2018⁽⁶⁾ (440,150)	Total number of free shares canceled or lapsed at 12/31/2020 Sapient Plan 2018⁽⁷⁾ (185,841)	Total number of free shares canceled or lapsed at 12/31/2020 Sprint to the Future⁽⁸⁾ (1,031,256)	Total number of free shares canceled or lapsed at 12/31/2020 LTIP 2019⁽⁹⁾ (186,725)	Total number of free shares canceled or lapsed at 12/31/2020 2019 Special Plan ⁽¹⁰⁾ (34,300)	Total number of free shares canceled or lapsed at 12/31/2020 Sapient Plan 2019⁽¹¹⁾ (149,148)	Total number of free shares canceled or lapsed at 12/31/2020 LTIP 2019-2021 ⁽¹²⁾ -	Total number of free shares canceled or lapsed at 12/31/2020 Epsilon Replacement Plan ⁽¹³⁾ (165,265)	Total number of free shares canceled or lapsed at 12/31/2020 Special Retention Plan⁽¹⁴⁾ (255,040)	Total number of free shares canceled or lapsed at 12/31/2020 Sapient Plan 2020 ⁽¹⁴⁾ (40,226)	Total number of free shares canceled or lapsed at 12/31/2020 Epsilon LTI 2020 ⁽¹⁶⁾ (32,700)
Number of free shares outstanding at 12/31/2020	Number of free shares outstanding at 12/31/2020 Sapient Plan 2016⁽²⁾ -	Number of free shares outstanding at 12/31/2020 LIonLead3 International⁽³⁾ -	Number of free shares outstanding at 12/31/2020 LTIP 2017⁽⁴⁾ -	Number of free shares outstanding at 12/31/2020 Sapient Plan 2017⁽⁵⁾ 36,120	Number of free shares outstanding at 12/31/2020 LTIP 2018⁽⁶⁾ 306,650	Number of free shares outstanding at 12/31/2020 Sapient Plan 2018⁽⁷⁾ 227,353	Number of free shares outstanding at 12/31/2020 Sprint to the Future⁽⁸⁾ 48,340	Number of free shares outstanding at 12/31/2020 LTIP 2019⁽⁹⁾ 149,225	Number of free shares outstanding at 12/31/2020 2019 Special Plan ⁽¹⁰⁾ 228,400	Number of free shares outstanding at 12/31/2020 Sapient Plan 2019⁽¹¹⁾ 381,636	Number of free shares outstanding at 12/31/2020 LTIP 2019-2021 ⁽¹²⁾ 170,000	Number of free shares outstanding at 12/31/2020 Epsilon Replacement Plan ⁽¹³⁾ 336,971	Number of free shares outstanding at 12/31/2020 Special Retention Plan⁽¹⁴⁾ 510,070	Number of free shares outstanding at 12/31/2020 Sapient Plan 2020 ⁽¹⁴⁾ 545,277	Number of free shares outstanding at 12/31/2020 Epsilon LTI 2020 ⁽¹⁶⁾ 1,231,720
	Sapient Plan 2016⁽²⁾	LIonLead3 International⁽³⁾	LTIP 2017⁽⁴⁾	Sapient Plan 2017⁽⁵⁾	LTIP 2018⁽⁶⁾	Sapient Plan 2018⁽⁷⁾	Sprint to the Future⁽⁸⁾	LTIP 2019⁽⁹⁾	2019 Special Plan ⁽¹⁰⁾	Sapient Plan 2019⁽¹¹⁾	LTIP 2019-2021 ⁽¹²⁾	Epsilon Replacement Plan ⁽¹³⁾	Special Retention Plan⁽¹⁴⁾	Sapient Plan 2020 ⁽¹⁴⁾	Epsilon LTI 2020 ⁽¹⁶⁾

(1) Allocations made outside the provisions of the French Commercial Code (“non-qualified” plans).

(2) The Sapient Plan 2016 consists of two different plans. One plan is conditional only upon continued employment and gives rise to the delivery of one-quarter of the shares awarded on the dates of the first four anniversaries of the plan (i.e. in April 2017, 2018, 2019 and 2020). The second plan is subject, in addition to the continued presence condition, to performance conditions based on Publicis Sapient’s operating margin and revenue growth budgets, such that the total number of shares delivered depended on the level of achievement of targets for the years 2016, 2017 and 2018. The shares ultimately awarded based on the level of attainment of these performance targets were deliverable at the end of a three-year period, i.e. in April 2019.

(3) The acquisition of shares under the LionLead3 International plan is subject to performance criteria measured at the end of a three-year period (2016-2018), i.e. the achievement of an operating margin target set in the annual budget, as well as the achievement of an organic growth rate and an operating margin rate compared to a benchmark group of competitors. In addition, the number of shares to be delivered at the end of the four-year vesting period could be increased depending on the level of the Publicis Groupe SA share price after the end of the last year of the plan compared to the price at the time of grant. The vesting of shares at the end of the four-year vesting period, i.e. in June 2020, was also subject to a continued presence condition. This includes all deliveries of shares carried out under the LionLead3 plan in 2020, including deliveries in October 2020.

(4) The vesting of shares under the LTIP 2017 is subject to presence and performance conditions. The performance conditions of the plan are based on the achievement of an organic growth rate and an operating margin rate compared to a group of competitors, such that the number of shares delivered at the end of the three-year vesting period, i.e. in May 2020, depended on the level of achievement of these objectives for the year 2017.

(5) The Sapient Plan 2017 consists of two different plans. One plan is conditional only upon continued employment and gives rise to the delivery of one-quarter of the shares awarded on the dates of the first four anniversaries of the plan (i.e. in June 2018, 2019, 2020 and 2021). The second plan is subject, in addition to the continued presence condition, to performance conditions based on Publicis Sapient’s operating margin and revenue growth budgets, such that the total number of shares delivered depended on the level of achievement of targets for the years 2017, 2018 and 2019. The shares ultimately awarded in accordance with the level of attainment of these performance targets were delivered at the end of a three-year period, i.e. in June 2020.

(6) The vesting of shares under the LTIP 2018 is subject to presence and performance conditions. The performance conditions of the plan are based on the achievement of an organic growth rate and an operating margin rate compared to a group of competitors, such that the number of shares to be delivered at the end of the three-year vesting period, i.e. in April 2021, will depend on the level of achievement of these objectives for the year 2018.

(7) The Sapient Plan 2018 consists of two different plans. One plan is conditional only upon continued employment and gives rise to the delivery of one-quarter of the shares awarded on the dates of the first four anniversaries of the plan (i.e. April 2019, 2020, 2021 and 2022). The second plan is subject, in addition to the continued presence condition, to performance conditions based on Publicis Sapient’s operating margin and revenue growth budgets, such that the total number of shares delivered will depend on the level of achievement of targets for the years 2018, 2019 and 2020. The shares ultimately awarded in accordance with the level of attainment of these performance targets will be deliverable at the end of a three-year period, i.e. in April 2021.

(8)The Sprint to the Future Plan is a one-off award of performance share covering the 2018-2020 period and offered to 20 key Groupe managers. The condition for achieving the organic Groupe revenue growth target (2018-2020 average) cannot be satisfied given the performance levels already recorded for 2018 and 2019. Unless otherwise stated, failure to satisfy this condition results in a loss of all entitlement to shares awarded at the outset of the plan.

(9) The vesting of shares under the LTIP 2019 is subject to presence and performance conditions. The performance conditions of the plan are based on the achievement of an organic growth rate and an operating margin rate compared to a group of competitors, such that the number of shares to be delivered at the end of the three-year vesting period, in May 2022, will depend on the level of achievement of these objectives for the year 2019.

(10) The Special Plan is a retention plan conditional only upon continued employment and introduced for certain employees with a direct impact on growth.

(11) The Sapient Plan 2019 consists of two different plans. One plan is conditional upon continued employment only and gives rise to the delivery of one-quarter of the shares awarded on the dates of the first four anniversaries of the plan (i.e. in May 2020, 2021, 2022 and 2023). The second plan is subject, in addition to the continued presence condition, to performance conditions based on Publicis Sapient’s operating margin and revenue growth budgets, such that the total number of shares delivered will depend on the level of achievement of targets for the years 2019, 2020 and 2021. The shares ultimately awarded in accordance with the level of attainment of these performance targets will be deliverable at the end of a three-year period, i.e. in May 2022.

(12) The LTIP 2019-2021 plan is specifically for the benefit of the members of the Management Board. The acquisition of Publicis Groupe shares under this plan is subject to performance criteria that are measured following a three-year period (2019-2021), such that the total number of shares delivered will depend on the level of achievement of financial performance objectives, namely achieving a certain rate of organic growth and an operating margin compared to a peer group of companies competing with Publicis Groupe. Some of the shares allocated are also subject to a condition based on a CSR (Corporate Social Responsibility) criterion. The number of shares actually awarded is determined in accordance with the level of attainment of these performance targets. In addition, the vesting of shares is also subject to the fulfillment of a condition of continued presence during the three-year vesting period., i.e. in June 2022.

(13) Awards consisting of replacements for awards made by the ADS group in 2019 that had lapsed as a result of Epsilon’s acquisition by Publicis Groupe. The shares granted are subject to a presence condition for 20% and a performance condition for 80% (based on the annual operating margin and net revenue budgets of the Epsilon entities). Shares vest in tranches over the three years of the plan (i.e. in March 2020, 2021 and 2022).

(14) Retention plan offered to 10 Groupe managers. The shares are subject to individualized performance conditions for 2020 to 2022. The cancellation of the Special Retention Plan was presented to the Management Board on December 16, 2020. The awards of the Special Retention Plan will be replaced by new LTIPs from 2021.

(15) The Sapient Plan 2020 consists of two different plans. One plan is conditional only upon continued employment and gives rise to the delivery of one-quarter of the shares awarded on the dates of the first four anniversaries of the plan (i.e. in May 2021, 2022, 2023 and 2024). The second plan is subject, in addition to the continued presence condition, to performance conditions based on Publicis Sapient’s operating margin and revenue growth budgets, such that the total number of shares delivered will depend on the level of achievement of targets for the years 2020, 2021 and 2022. The shares ultimately awarded in accordance with the level of attainment of these performance targets will be deliverable at the end of a three-year period, i.e. in May 2023.

(16) The shares granted are subject to a presence condition for 20% and a performance condition for 80% (based on the 2020 annual operating margin and net revenue budgets of the Epsilon entities). The shares are vested and delivered in tranches for the three years of the plan (i.e. in March 2021 for 30% of the shares granted, in March 2022 for 30% of the shares granted and in March 2023 for 40% of the shares granted).

2020 Annual Financial Report

Chapter 3 : Governance and compensation

/Table 10 (AMF nomenclature) history of free allocation

(vested and/or unvested plans in 2020)