Universal Registration Document 2022

Groupe Profile

/ Summary table of transactions by the Company in Publicis Groupe SA shares in 2022

  Deliveries of free share plans Deliveries of stock options Purchases (liquidity contract) Sales (liquidity contract)
At December 31, 2022 Quantities (in shares) Quantities (in shares) Quantities (in shares) Average price (in euros) Quantities (in shares) Average price (in euros)
Under the 20th resolution of the General Shareholders’ Meeting of May 26, 2021 1,089,222 175,876 2,193,000 56.99 2,135,000 57.41
Under the 17th resolution of the General Shareholders’ Meeting of May 25, 2022 0 281,431 1,972,911 51.47 2,026,487 51.81
Total 1,089,222 457,307 4,165,911 54.38 4,161,487 54.69

At December 31, 2022, Publicis Groupe SA owned 2,319,795 shares with a nominal value of euro 0.40, representing 0.91% of its own share capital, for an overall cost price of euro 137,795,802 and an average price per share of euro 59.40. These shares are broken down into 57,924 shares held under the liquidity contract and 2,261,871 shares allocated to free share or stock option plans.

Description of the new share buyback program subject to shareholder authorization

The description of this program presented below, prepared in accordance with article 241-3 of the General Regulation of the AMF, will not be the subject of a specific publication, in the event of the implementation of a share buyback program.

As the authorization granted to the Management Board by the General Meeting of May 25, 2022 to trade in the Company’s shares will expire on November 25, 2023, the shareholders will be asked to approve the draft 18th resolution of the General Shareholders’ Meeting of May 31, 2023 and to once again authorize the Management Board to trade in the Company’s shares.

This authorization would be granted for a period of 18 months from the General Shareholders’ Meeting of May 31, 2023 and would supersede, as from that same date, for the unused portion at that date, the authorization granted to the Management Board to trade in the Company’s shares by the General Shareholders’ Meeting of May 25, 2022.

This authorization would enable the Management Board to acquire a maximum of 10% of the Company’s share capital in order to:

  • grant or transfer shares to employees and/or corporate officers of the Company and/or of its Groupe, in accordance with the terms and conditions and procedures provided for by applicable regulations, in particular as part of a statutory profit-sharing in the Company’s expansion, by allotting free shares or granting stock options, or through Company savings plans or inter-company savings plans, or by any other method of compensation in shares;
  • deliver shares to honor obligations in connection with instruments or securities that may confer entitlement to equity rights, whether by redemption, conversion, exchange, presentation of a warrant or by any other means that confer entitlement to the allocation of ordinary shares in the Company;
  • hold and subsequently deliver shares for exchange in a merger, spin-off or asset contribution, for payment, or other, in external growth operations;
  • encourage the secondary market or the liquidity of Publicis Groupe SA shares through the intermediary of an investment services provider acting pursuant to a liquidity agreement and in compliance with market practices accepted by the AMF (as modified, where applicable);
  • cancel all, or some, of the shares acquired, under the conditions permitted by law, pursuant to the authorization granted by the 19th resolution of the Combined Shareholders’ Meeting of May 31, 2023.