Universal Registration Document 2025

Note 21 Subsequent events

7.3 Notes to the financial statements of Publicis Groupe SA, parent company

Note 21 Subsequent events

The delivery of free shares under the above plans is subject to a presence condition throughout the vesting period.

Delivery is also subject to non-market performance conditions for all plans, as well as a market condition only for the LTIP 2022 Président du Directoire, LTIP 2023 Président du Directoire and LTIP 2024 Président du Directoire plans.

/ Movements in Publicis Groupe free share plans over the last two financial years
Movements in Publicis Groupe free share plans over the last two financial years
  2025 2024
Shares yet to vest as of January 1 Shares yet to vest as of January 12025

4,201,184

Shares yet to vest as of January 1

2024

5,151,357

Shares granted under plans implemented during the year

Shares granted under plans implemented during the year

2025

1,738,511

Shares granted under plans implemented during the year

2024

1,513,707

Deliveries, vesting of shares during the year

Deliveries, vesting of shares during the year

2025

(1,716,935)

Deliveries, vesting of shares during the year

2024

(1,673,636)

Shares granted and that have become lapsed

Shares granted and that have become lapsed

2025

(842,497)

Shares granted and that have become lapsed

2024

(790,244)

Shares yet to vest as of December 31 Shares yet to vest as of December 312025

3,380,263

Shares yet to vest as of December 31

2024

4,201,184

20.1.2 Contractual guarantees given
  • Joint and several guarantee of the debts of Publicis Groupe Holdings B.V and its subsidiary MMS Communications Netherlands B.V.
  • Counter-guarantee granted to CIC for the first demand guarantee issued by the latter on behalf of Metrobus to RATP, up to the amount of Publicis Groupe SA’s share in Metrobus (67%) for euro 59.8 million.
  • Counter-guarantee granted to CIC for the first demand guarantee issued by the latter on behalf of Mediagare to SNCF Gares et Connexions, up to the amount of Publicis Groupe SA’s share in Metrobus (67%) for euro 25.4 million.
  • Joint and several guarantee of the commitments made by Mediagare to SNCF Gares & Connexions on any amount due in respect of the “Basic Fee” for euro 44 million.
  • Counter-guarantee granted to CIC for the first demand guarantee issued by the latter on behalf of Mediaexpress to Société des Grands Projets, up to the amount of Publicis Groupe SA’s share in Mediaexpress (67%) for euro 10.7 million.
  • Guarantees given to multiple banks on behalf of MMS USA Holdings Inc. to finance the acquisition of Epsilon for euro 1,500 million and USD 730 million for maturities between 2028 and 2031.
  • Guarantee given for the commitments of Publicis Ré under the reinsurance contract for the benefit of AIG Europe SA.
20.2 Off-balance sheet commitments received

Publicis Groupe SA has a euro 2,000 million facility initially maturing in July 2029 and featuring two one-year extension options, that was extended by one year in May 2025, pushing maturity to July 2030. It remained undrawn as of December 31, 2025

Note 21 Subsequent events

There are no subsequent events.