Universal Registration Document 2023

3. Governance and Compensation - AFR

The characteristics of unvested plans granted to members of the Management Board are as follows:

Type of plan LTIP Membres du Directoire
Performance conditions

Organic growth rate of Publicis Groupe compared to the weighted average of the reference group

Consolidated operating margin of Publicis Groupe compared to the reference group

 Two CSR criteria
Type of performance conditions Relative performances compared to the reference group Omnicom, WPP, IPG, Publicis Groupe Internal objectives communicated each year
Weighting 45% of shares awarded 45% of shares awarded 10% of shares awarded (5% for each criterion)
Vesting in the LTIP 2022 Membres du Directoire
  • ≥ the weighted average of the reference group: 100% of shares delivered
  • Between 80% and 100%: the number of shares delivered is reduced by 5% for each 1% of performance recorded below 100%
  • < 80% of the reference group average: no shares delivered
  • Highest operating margin rate compared to the reference group: 100% of the shares delivered
  • Margin in 2nd position: 50% of the shares delivered
  • Margin in 3rd position: 15% of the shares delivered
  • Margin in 4th position: no shares delivered

100% of the shares delivered if the trajectory on the following priorities is met:

  • Diversity, equity and inclusion (45% of women holding key management positions by 2025, with an indicative checkpoint of 44% by the end of 2024); and
  • Combating climate change (100% renewable energy by 2030, with an indicative checkpoint of 60% in 2024)
Vesting in the LTIP 2023 Membres du Directoire Same Same
  • Diversity, equity and inclusion: same, with a target of 45% by the end of 2025
  • Combating climate change: same, with an indicative checkpoint of 65% in 2025
Vesting in the LTIP 2024 Membres du Directoire Same Same
  • Diversity, equity and inclusion: 46% women in the most important Executive Committees by end‑2026
  • Combating climate change: same, with an indicative checkpoint of 85% in 2026
Performance period Following a three‑year period at the end of which performance is calculated