Pursuant to article L. 22‑10‑9, I (6) and (7) of the French Commercial Code, the table below indicates the ratios of the level of compensation of the executive corporate officers to, on one hand, the average compensation on a full‑time equivalent basis of employees who are not executive corporate officers and, on the other hand, the median compensation on a full‑time equivalent basis of employees who are not executive corporate officers; as well as the annual evolution in the compensation of the executive corporate officers, the Company’s performance, the average compensation on a full‑time equivalent basis of employees who are not executive corporate officers and the aforementioned ratios, over the past five financial years.
The ratios presented below pursuant to Order no. 2019‑1234 of November 27, 2019 have been calculated on the basis of the median and average compensation paid to Company employees during the 2019 to 2023 financial years.
Publicis Groupe SA currently employs only one person. In 2023, the ratio determined at the level of Publicis Groupe SA was 31 compared to the compensation of Mr. Maurice Lévy, Chairman of the Supervisory Board (1), 79 compared to the compensation of Mr. Arthur Sadoun, Chairman of the Management Board (2), 28 compared to Mr. Michel‑Alain Proch (3) and 25 in relation to the compensation of Mrs. Anne‑Gabrielle Heilbronner (4), members of the Management Board. Pursuant to recommendation 27.2 of the Afep‑Medef Corporate Governance Code, and in line with article L. 22‑10‑9, I (6) and (7) of the French Commercial Code, Publicis Groupe has decided to publish in detail the ratios required by law on an expanded scope, representative of the Groupe’s business in France, to which have been added the workforce of all Groupe companies in the United States and the United Kingdom. This scope is economically relevant insofar as it represents the bulk of the Groupe’s payroll (72%) and Groupe revenue (74%), the remainder being spread across other countries worldwide. As a result, the publication of the ratios required on the basis of this expanded scope makes it possible to provide clear information that fully meets the objective of transparency regarding compensation gaps. A scope restricted to France has also been excluded, as it accounts for only 6% of the Groupe’s revenue, 6% of the Groupe’s payroll, and is not representative of its business.
The compensation of the executive corporate officers and employees used for the purposes of the table below includes all items of compensation (fixed and variable) and benefits of any kind paid during the 2019 to 2023 financial years. Only recurring compensation items are included in the 2023 compensation items. The method used to determine and value the items of compensation for executive corporate officers and employees is harmonized.
By analogy, share‑based compensation has been taken into account at its acquisition value (i.e. the number of shares vested during the relevant financial year multiplied by the share price on the vesting date, less any acquisition price paid) in respect of the 2019 to 2023 financial years. For the 2023 financial year, "recurring" share‑based compensation from the Publicis Sapient and Publicis Epsilon plans has been taken into account at its actual value to determine employees' total compensation in 2023.
However, for three‑year plans implemented until 2019 (in particular the LTIP 2019‑2021 Directoire plan), the amount of share‑based compensation, although determined at its actual value upon delivery of the shares, is allocated in the amount of one third to each of the three years of the plan's performance in order to be economically relevant. Thus, the share‑based compensation resulting from the LTIP 2019‑2021 Directoire (vesting in 2022) was spread over the three years of this plan's performance, i.e. in 2019, 2020 and 2021. These valuations make it possible to reflect the strict performance conditions of our plans and the specific details of the performance shares awarded to our executive corporate officers. It should be noted that from 2021, the grant of shares to the Groupe’s corporate officers will now be carried out on an annual cycle.
