Universal Registration Document 2024

Glossary

/ Summary table of transactions by the Company in Publicis Groupe SA shares in 2024
  Share buyback program (excluding liquidity contract) Deliveries of free share plans Purchases (Liquidity Contract) Sales (Liquidity Contract)
As of December 31, 2024 Quantities (in shares) Average price (in euros) Quantities(in shares) Quantities(in shares) Average price(in euros) Quantities(in shares) Average price(in euros)
Under the 18th resolution of the General Shareholder’s Meeting of May 31, 2023 1,031,711 96.44 1,629,177 398,902 93.67 394,027 93.96
Under the 15th resolution of the General Shareholder’s Meeting of May 29, 2024 450,000 98.34 44,459 795,955 99.02 774,159 99.54
Total 1,481,711 97.02 1,673,636 1,194,857 97.23 1,168,186 97.65

As of December 31, 2024, Publicis Groupe SA owned 3,572,113 shares with a par value of euro 0.40, representing 1.40% of its own share capital, for an overall cost price of euro 299,950,976 and an average price per share of euro 83.97. These shares are broken down into 48,000 shares held under the liquidity contract and 3,524,113 shares allocated to free share plans.

Description of the new share buyback program subject to shareholder authorization

The description of this program presented below, prepared in accordance with the provisions of articles L. 22-10-62 et seq. of the French Commercial Code, will not be the subject of a specific disclosure, in the event of implementation of a share buyback program.

As the authorization granted to the Management Board by the General Shareholders’ Meeting of May 29, 2024 to trade in the Company’s shares will expire on November 30, 2025; the shareholders will be asked to approve the draft 17th resolution of the General Shareholders’ Meeting of May 27, 2025 and to once again authorize the Board of Directors 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 27, 2025 and would supersede, as from that same date, for the unused portion at that date, the authorization granted to the Board of Directors to trade in the Company’s shares by the General Shareholders’ Meeting of May 29, 2024.

This authorization would enable the Board of Directors 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 intercompany 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 transactions;
  • 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 18th resolution of the Combined Shareholders’ Meeting of May 27, 2025.

This program would also enable the Company to deal in its own shares for any other purpose that is authorized or compliant or that would become authorized or compliant or any other market practice that is currently authorized or accepted or may be authorized or accepted in the future by the laws and regulations in force. In such a case, the Company would inform its shareholders through a press release.