| Plan | 2013-2015 LionLead2 | LTIP 2013-2015 Directoire | LTIP 2016-2018 Directoire | 2016-2018 LionLead3 | LTIP 2019-2021 Directoire | LTIP 2021 Directoire | LTIP 2022 Directoire |
|---|---|---|---|---|---|---|---|
| Achievement rate | Achievement rate 2013-2015 LionLead2 50% |
Achievement rate LTIP 2013-2015 Directoire53.2% |
Achievement rate LTIP 2016-2018Directoire 50% |
Achievement rate 2016-2018 LionLead3 75% |
Achievement rate LTIP 2019-2021Directoire 68.5% |
Achievement rate LTIP 2021 Directoire 100% |
Achievement rate LTIP 2022 Directoire 100%(1) |
The shares of the plans put in place for executive corporate officers will be delivered after final validation and external appraisal of the performance conditions.
The Board of Directors considers that consistency in the performance conditions helps to create long-term value. This is why the performance criteria concerning organic revenue growth and operating margin have been used since 2003 in long-term compensation programs and for annual variable portions. Publicis Groupe has chosen to use these two criteria, which are essential in the sector, to underline the importance of these priority indicators and drivers of the Groupe’s financial viability and profitability. This is to ensure that short-term gains are not made to the detriment of long-term results.
In order to align the interests of the entire management team with the Groupe’s strategic objectives, the performance conditions used are the same for all the Groupe’s long-term compensation programs, whether they concern the Chair and Chief Executive Officer or other executives (see Section 3.2.5).
Publicis Groupe share awards to the Chair and Chief Executive Officer are limited to an overall ceiling 0.3% of the Company’s share capital, a ceiling that also applies to stock options. For information, this ceiling is a long way from being reached. The total number of shares granted to executive corporate officers before performance under the authorization granted by the General Shareholders’ Meeting of May 26, 2021 in its twenty-second resolution represented 0.18% of the share capital. The total number of shares granted to the Chair and Chief Executive Officer before performance under the authorization granted by the General Shareholders’ meeting of May 29, 2024 in its twenty-fourth resolution currently represents 0.02% of share capital (including the awards carried out in March 2025).
In addition to the rules specific to each plan, where applicable, the Chair and Chief Executive Officer must hold at least 20% of the shares allocated to him in registered form throughout his term of office. In addition, pursuant to the Afep-Medef Corporate Governance Code, the Chair and Chief Executive Officer undertakes not to use hedging instruments on shares to be received or shares received but which are non-transferable.
The Board of Directors reserves the right to grant stock options.
In this case, stock options would be subject to at least two performance conditions and measured over three years. The subscription or purchase price of the shares would not be lower than the average of the opening prices of Publicis Groupe shares on the regulated market of Euronext Paris over the twenty trading days preceding the date on which the options are granted, rounded down to the nearest euro, nor, for stock purchase options, the average purchase price of the Company’s treasury shares, rounded down to the nearest euro.
These awards are limited to 0.3% of the Company’s share capital, a ceiling that also applies to performance shares.
The Groupe has not granted any stock options since 2013. For information, pursuant to the compensation policy applicable to the Chair and chief Executive Officer for 2025, no stock options will be granted to him in 2025.
Mr. Arthur Sadoun benefits from the use of a taxi firm and gets reimbursed for his taxis and entertainment expenses.
Mr. Arthur Sadoun receives compensation as Director in accordance with the compensation policy applicable to Directors as described in Section 3.2.2.1 of this Universal Registration Document. The compensation allocated for his term of office as Director is composed of a fixed portion and a variable portion based on his attendance at meetings of the Board of Directors.
It should be noted that Mr. Arthur Sadoun does not receive compensation for his duties as Chairman of the Board of Directors insofar as he combines this position with that of Chief Executive Officer.
