Universal Registration Document 2024

Glossary

On the recommendation of the Compensation Committee and as incentive for Mr. Arthur Sadoun to continue to outperform on financial criteria, the Board of Directors retained demanding performance criteria to determine Mr. Arthur Sadoun’s variable compensation which, for the 2025 financial year, is based on :

  • two financial criteria accounting for 80% of the overall weighting of the criteria, i.e. organic growth of the Groupe’s revenue and the Groupe’s operating margin. These absolute financial criteria were chosen by the Board for Directors, following the proposal of the Compensation Committee, because they are demanding and best express the quality of the Company’s performance. These criteria provide an incentive to overperform, since variable compensation may be increased if the objectives are exceeded, with, however, a cap of 162.5% on each of these two criteria. The option to compensate overperformance is aligned with the Groupe’s mechanisms for annual variable compensation;
  • a non-financial quantifiable individual criterion of 20% of the overall weighting based on Corporate Social Responsibility (CSR).

As of 2025, the Board of Directors, on the proposal of the Compensation Committee, decided to base the overperformance solely on the financial criteria. If all the criteria are met and the margin and growth targets are exceeded, the annual variable compensation of Mr. Arthur Sadoun may represent a maximum of 150% of his target annual variable compensation, i.e. 300% of his annual fixed compensation.

All these criteria, set in advance, are based on quantified, measurable objectives that are made public, with the exception of those that are of a strategic and confidential nature. All these criteria are proposed by the Compensation Committee and validated by the Board of Directors.

The Committee assesses, in the finest detail, the performance for each objective and each criterion.

    Level of achievement of the performance Acquisition scale (straight-line between the threshold and the maximum)
Performance criteria Weight Threshold* Target Maximum Threshold* Target Maximum
Organic growth of the Groupe’s revenue              

Organic growth of the Groupe’s revenue based on the Objective validated by the Board of Directors in March 2025

40 % Objective-x bp(1) Objective Objective+y bp(1) 80 % 100 % 162.5 %
Operating margin              

Groupe Operating margin based on the Objective approved by the Board of Directors in March 2025

40 % Objective-x’ bp(2) Objective Objective+y’ bp(2) 80 % 100 % 162.5 %
CSR – the assessment of the progress of the CSR policy is carried out with regard to the following priorities: 20 %            

Impact & equity: 46% women in the most important Executive Committees, excluding the United States 

10 % N/A  2025 Objective N/A N/A 100 % N/A

Combating climate change: the trajectory aims for 100% renewable energy by 2030 with an indicative checkpoint beyond 75% at the end of 2025.

10 % N/A 2025 Objective N/A N/A 100 % N/A
TOTAL 100 %     TOTAL 84 % 100 % 150 %