Universal Registration Document 2022

Groupe Profile

    Level of achievement of the Performance Acquisition scale (straight-line between the Threshold and the Maximum)
Performance criteria Weight Threshold* Target Maximum Threshold* Target Maximum
Organic growth of the Groupe’s revenue based on the Objective validated by the Supervisory Board in March 2023 15% Objective -x bp(1) Objective Objective +y bp(1) 80% 100% 120%
Groupe Operating Margin based on the Objective approved by the Supervisory Board in March 2023 15% Objective -x' bp(1) Objective Objective +y' bp(1) 80% 100% 120%
Audit – execution of the plan approved by the Audit Committee in November 2022: 55 planned audits (entity audits; IT; works; in compliance with IFACI rules) 20% 80% of the Objective Objective Objective 80% 100% 100%
Personal costs: based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget approved by the Supervisory Board in March 2023 20% Objective -x'' bp(1) Objective(1) Objective(1) 80% 100% 100%
Legal 10%            
  • Number of people trained in Compliance
5% 80% of the Objective Objective Objective 80% 100% 100%
  • Positive financial impact of the Legal Department on litigation (difference between amounts paid plus legal fees and amounts claimed)
5% Objective(1) Objective(1) Objective(1) 100% 100% 100%
CSR – the assessment of the progress of the CSR policy is carried out with regard to the following priorities: 20%            
  • Diversity, Equity and Inclusion: the trajectory aims for 45% women among key executives in 2025 with an indicative checkpoint of 43% at the end of 2023
10% Objective Objective Objective 100% 100% 100%
  • Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023
10% Objective Objective Objective 100% 100% 100%
TOTAL 100%     TOTAL 85% 100% 106%

(*) If the threshold is not reached, the applicable portion of variable compensation is reduced to zero.

(1) Strategic and confidential information that may not be disclosed. For organic growth and operating margin, the maximum and targets are aligned with the guidance issued on February 2, 2023.

Long-term variable share-based compensation

Publicis Groupe decided to set up a share plan each year for management and certain key employees of the Groupe. As a member of the Management Board, Anne-Gabrielle Heilbronner is eligible for this plan since 2021. Under this plan, the number of shares that may be delivered at the end of a three-year vesting period (except in the event of death or disability), i.e. in March 2024 for the “LTIP 2021 Directoire” and March 2025 for the “LTIP 2022 Members of the Directoire” plan and in March 2026 for the “LTIP 2023 Membres du Directoire” plan, will depend – for 90% of the shares awarded – on Publicis Groupe’s average financial performance over a three-year period (2021-2023 for the “LTIP 2021 Directoire” plan and 2022-2024 for the “LTIP 2022 Members of the Directoire” plan and 2023-2025 for the “LTIP 2023 Membres du Directoire” plan) as compared with the financial performance of a peer Groupe comprising WPP, Omnicom, IPG and Publicis Groupe, plus two conditions relating to Corporate Social Responsibility for 10% of the shares awarded.

In each of these plans, assuming the performance conditions are met, entitlement to receive shares is subject to a presence condition until the end of the vesting period. Details of these plans are presented in Section 3.2.1.4.