Universal Registration Document 2022

Groupe Profile

/ Table – Items of compensation paid or awarded in 2022 to Anne-Gabrielle Heilbronner, member of the Management Board, subject to shareholder approval
Items of compensation subject to approval Amounts paid in respect of the past financial year (in €) Amounts awarded in respect of the past financial year or accounting valuation (in €) Presentation
Fixed compensation Fixed compensation

Amounts paid in respect of the past financial year (

in €

)

600,000

Fixed compensation

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

600,000

Fixed compensation

Presentation

Proportion of fixed compensation (in comparison to the compensation paid): 50% The rules for determining the fixed compensation can be found in Section 3.2.1.6 of this document.

Annual variable compensation Annual variable compensation

Amounts paid in respect of the past financial year (

in €

)

600,000

Annual variable compensation

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

516,000

Annual variable compensation

Presentation

Proportion of variable compensation (compared to the compensation paid): 50% Variable compensation to be paid in 2023 for financial year 2022: After reviewing the performance achieved for each of the criteria indicated below and in accordance with the compensation policy adopted by the previous Shareholders’ Meeting during the 2022 financial year, the Supervisory Board set the variable compensation of Anne-Gabrielle Heilbronner at 516,000 euros gross, the payment of which will be subject to the approval of the General Shareholders’ Meeting of May 31, 2023 in its fifteenth resolution pursuant to article L. 22-10-34, II of the French Commercial Code. This amount results from the following facts and assessments shown below and in the table below.

Multi-year variable compensation Multi-year variable compensation

Amounts paid in respect of the past financial year (

in €

)

-

Multi-year variable compensation

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

-

Multi-year variable compensation

Presentation

N/A

Exceptional compensation Exceptional compensation

Amounts paid in respect of the past financial year (

in €

)

-

Exceptional compensation

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

-

Exceptional compensation

Presentation

N/A(2)

Stock options, performance shares or any other long-term benefit (warrants, etc.) Stock options, performance shares or any other long-term benefit (warrants, etc.)

Amounts paid in respect of the past financial year (

in €

)

N/A

Stock options, performance shares or any other long-term benefit (warrants, etc.)

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

1,034,496

Stock options, performance shares or any other long-term benefit (warrants, etc.)

Presentation

This amount corresponds to the valuation in the consolidated financial statements of the shares granted in 2022 to Anne-Gabrielle Heilbronner under the LTIP 2022 Members of the Directoire performance share plan as described in Section 3.2.1.4.(1).

Other benefits Other benefits

Amounts paid in respect of the past financial year (

in €

)

12,357

Other benefits

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

12,357

Other benefits

Presentation

This amount corresponds to the cost to the Publicis Groupe of unemployment insurance. The use of one of the Company cars(3).

Indemnities when taking or leaving a function Indemnities when taking or leaving a function

Amounts paid in respect of the past financial year (

in €

)

-

Indemnities when taking or leaving a function

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

-

Indemnities when taking or leaving a function

Presentation

No sum was awarded with respect to the past financial year. The severance payment described in Section 3.2.1.6 that may be paid to Anne-Gabrielle Heilbronner equates to one year of total gross compensation (fixed and variable compensation paid), subject to performance conditions, i.e., an estimated amount of 1,200,000 euros.

Non-compete agreement Non-compete agreement

Amounts paid in respect of the past financial year (

in €

)

-

Non-compete agreement

Amounts awarded in respect of the past financial year or accounting valuation (

in €

)

-

Non-compete agreement

Presentation

No sum was awarded with respect to the past financial year. The non-compete payment described in Section 3.2.1.6 that may be paid to Anne-Gabrielle Heilbronner under her employment contract equates to 30% of gross salary, excluding variable items, i.e. an estimated amount of 180,000 euros.