Universal Registration Document 2025

Board of directors

Pay equity

The Groupe remains vigilant on matters of gender equality.

In accordance with CSRD requirements, this year the Groupe publishes the gender pay gap. This indicator, which represents 7% in favor of men for the 2025 financial year – see Section 3.2.5.4, represents an overall comparison of compensation and does not include structural factors such as level, position or seniority; therefore, it should not be interpreted as a direct measure of pay equity.

The operational analysis of pay equity is led by the Secretary General, coordinated by the HR Operations Department, with support from the Compensation & Benefits’ teams and the country’s HR departments/CTOs. If any discrepancies are identified, the local management of the agencies is responsible for remedying them.

The Groupe relies on the Syndio tool (PayEQ platform), a recognized pay equity analysis solution. This tool allows comparisons by scope, position and level to identify actual discrepancies to support actions to correct and prevent any disparities. These comparisons are made possible thanks to the job grading system, present in each country and integrated into the Career Settings HRIS tool, which allows a uniform reading of positions and functions.

Rolled out gradually over three years, it covers 100% of the workforce in 2025. Within this scope, less than 2% of employees require a potential increase of more than 2%. Local action plans are under way to remedy these discrepancies.

3.2.5.3 Compensation ratios
Comparison of the compensation of the corporate officers with the Company’s performance and the average and median compensation of employees

Pursuant to article L. 22-10-9, I (6) and (7) of the French Commercial Code, the table hereinafter 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 the corporate officers; as well as the year-on-year change 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 senior executives and the aforementioned ratios, over the past five financial years.

The ratios presented below pursuant to French 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 2021 to 2025 financial years.

Scope

In 2025, Publicis Groupe SA had no employees. As a result, the ratio determined in 2025 for this scope is equal to zero in relation to the compensation of Mr. Arthur Sadoun, Chairman and Chief Executive Officer.

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. The representative scope of the activity in France corresponds to all employees located in France belonging to companies controlled by Publicis Groupe SA for the entire year in question. This scope is economically relevant insofar as it represents the bulk of the Groupe’s payroll (72%) and Groupe revenue (73%), 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 5% of the Groupe’s revenue and of the Groupe’s payroll, and is not representative of its business.

Compensation items

The compensation of the Chairman and Chief Executive Officer 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 2021 to 2025 financial years. Only recurring compensation items are included in the 2025 compensation items. The method used to determine and value the items of compensation for the Chairman and Chief Executive Officer 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 2021 to 2025 financial years. For the 2025 financial year, “recurring” share-based compensation from the Groupe’s LTI plans has been taken into account at its actual value to determine employees’ total compensation in 2025.

However, for three-year plans implemented until 2019 (in particular the 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.