Universal Registration Document 2021

Chapter 8. Company information and capital structure

8.3.3 Number, carrying amount and par value of shares held by
the issuer itself or on its behalf, or by its subsidiaries

Current share buyback authorization

The General Shareholders’ Meeting of May 26, 2021, in its 20th resolution, authorized the Management Board to buy or sell Company shares, as part of the implementation of a share buyback program.

The maximum total amount of this authorization will not exceed euro two billion one hundred and six million thirty-six thousand eight hundred and twenty-three (2,106,036,823), net of costs.

The maximum share purchase price is set at euro 85, excluding purchase costs, it being noted that this price does not apply to share buybacks used to satisfy free share grants involving employees and/or corporate officers of the Company and of the Groupe or options exercised by the latter.

This authorization for a period of 18 months canceled, for the unused portion and the remaining time period, and replaced, that previously granted by the 20th resolution of the General Shareholders’ Meeting on May 27, 2020.

The description of the share buyback program implemented in 2021 pursuant to the 20th resolution of the Ordinary General Shareholders’ Meeting of May 26, 2021 was posted on the Publicis Groupe website.

The table below, prepared in accordance with Article L. 225-211 of the French Commercial Code, summarizes the transactions carried out under the various buyback programs since 2017.

/ Summary table of purchases under various buyback programs since 2017
  Amount

Average purchase price  (in euros)

Period from 01/01/2017 to 31/12/2017

Period from 01/01/2017 to 31/12/2017

Amount

6,060,021

Period from 01/01/2017 to 31/12/2017

Average purchase price  (in euros)

64.33

Period from 01/01/2018 to 31/12/2018

Period from 01/01/2018 to 31/12/2018

Amount

1,176,616

Period from 01/01/2018 to 31/12/2018

Average purchase price  (in euros)

55.25

Period from 01/01/2019 to 31/12/2019

Period from 01/01/2019 to 31/12/2019

Amount

915,880

Period from 01/01/2019 to 31/12/2019

Average purchase price  (in euros)

45.35

Period from 01/01/2020 to 31/12/2020

Period from 01/01/2020 to 31/12/2020

Amount

4,064,184

Period from 01/01/2020 to 31/12/2020

Average purchase price  (in euros)

31.53

Period from 01/01/2021 to 31/12/2021

Period from 01/01/2021 to 31/12/2021

Amount

7,205,354

Period from 01/01/2021 to 31/12/2021

Average purchase price  (in euros)

54.26

As part of the share buyback program implemented by the Company pursuant to the authorization granted by the General Shareholders’ Meeting of May 26, 2021, in 2021, the Company repurchased 2,500,000 shares for an amount of euro 144,313,099.

This program is designed to fulfill the commitments in connection with the current free share plans awarded to employees, the shares of which will be delivered in 2022, 2023, 2024 and 2025. Details of the implementation of the share buyback program for 2021 are available on the Publicis website (www.publicisgroupe.com).

In 2021, the Company delivered 714,116 shares under free share plans and 100,285 existing shares under stock option plans.

Under the liquidity contract signed with Kepler Cheuvreux, the Company acquired 4,705,354 shares in 2021 at an average price of euro 52.42, and sold 4,720,312 shares at an average price of euro 52.60.

The trading fees and other expenses incurred by the Company during 2021 for transactions performed pursuant to the share buyback program, authorized by the 20th resolution of the General Shareholders’ Meeting on May 27, 2020, and then by the 20th resolution of the General Shareholders’ Meeting on May 26, 2021, amounted to euro 70,000.