The compensation policy adopted for the 2022 financial year was defined on the basis of performance criteria established in March 2022. The criteria and objectives have been rigorously defined, despite an uncertain macroeconomic context and an industry amidst a transformation. The Compensation Committee has carried out very precise work to identify individual objectives, define acquisition scales and performance measurement methods for each of the performance criteria of the annual variable compensation of the members of the Management Board.
In 2022, the Groupe continued to outperform and demonstrate its ability to capture opportunities offered by the structural changes in the sector towards first-party data, digital media, commerce and the digital transformation of companies. 2022 was another record year for the Groupe, with double-digit growth for the second consecutive year. The business mix ecosystem enables the Groupe to outperform the market and for the fourth year in five years to take first place in the “new business” ranking. The Groupe recorded organic growth of 10.3% year-on-year, largely exceeding market forecasts. The Groupe also has by far the best margin rate in the industry.
2022 was also an important year in terms of value sharing with employees, with, for all employees not benefiting from bonuses and having a certain seniority, the payment of an additional week of salary on two occasions: in April 2022 for the exceptional results of 2021, and in November 2022 to deal with the inflationary context, i.e., a total of euro 85 million distributed to employees in addition to the usual compensation mechanisms used by the Groupe.
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 to the Chairman of the Management Board.
The General Shareholders’ Meeting of May 31, 2023 will be asked to vote on the items of compensation paid or awarded in respect of the 2022 financial year to Arthur Sadoun, Chairman of the Management Board, as set out below. These elements comply with the compensation policy for the Chairman of the Management Board for the 2022 financial year presented in Sections 3.2.1.4 and 3.2.1.5 of the Publicis Groupe S.A. 2021 Universal Registration Document, as approved by the General Shareholders’ Meeting of May 25, 2022 in its ninth resolution. Given the approval of items of compensation at the previous General Shareholders’ Meeting, the items of compensation paid or awarded in respect of the 2022 financial year are in line with those paid or awarded in respect of the 2021 financial year. It should be noted that the fixed, variable and extraordinary items of compensation are subject to the approval of the Ordinary General Shareholders’ Meeting in accordance with the provisions of article L. 22-10-34, II, second paragraph, of the French Commercial Code.
These fixed, variable and extraordinary items within the total compensation and benefits of any kind paid during the past financial year or awarded with respect to the same financial year to Arthur Sadoun, Chairman of the Management Board, are subject to the approval of the General Shareholders’ Meeting of May 31, 2023 in its fourteenth resolution pursuant to article L. 22-10-34, II of the French Commercial Code.
