PUBLICIS GROUPE COMBINED GENERAL SHAREHOLDERS’ MEETING: All resolutions adopted - Arthur Sadoun named Chairman of the Board and CEO

Paris, 29th May 2024 – The Publicis Groupe S.A. [Euronext Paris FR0000130577, CAC 40] Combined General Shareholders’ Meeting took place today at 10am at the Publicis Cinémas, chaired by Maurice Lévy, with a quorum of 82.88%.

Shareholders voted overwhelmingly in favour of all of the resolutions submitted to them, and the proposed change to the Groupe’s governance structure was approved with 95% of the votes. Publicis Groupe is now a single structure corporation with a Board of Directors, led by Arthur Sadoun as Chairman and CEO.

Maurice Lévy, Chairman Emeritus of Publicis Groupe, commented: “I would like to deeply thank our shareholders for their support in transforming the governance of our company, leading to the appointment of Arthur Sadoun as Chairman and Chief Executive Officer. This is the right decision for our group, at the right time. I proposed this change in governance to ensure Publicis’ continued success, and to consolidate all of the elements that make it such an exceptional company, from its family-led roots, its values and its indomitable spirit. Throughout my years at Publicis, I have had the pleasure of working alongside exceptional leaders, like Marcel Bleustein-Blanchet and Élisabeth Badinter, and the privilege of guiding the Groupe through its myriad changes and evolutions to make it a truly future-facing company, uniquely placed to break new ground and unlock new opportunities.

Arthur has successfully forged a clear path forward, secured growth and positioned the Groupe at the head of our industry. I’m incredibly proud of his journey and convinced that under his leadership Publicis will continue to reach even greater heights. Thanks to the governance structure approved by the shareholders and following the Board’s decisions, we have today an exemplary balance of powers: Élisabeth Badinter as Vice-Chair, ensuring all stakeholders are treated equitably in accordance with the Groupe's values; André Kudelski as Lead Director to provide valuable support to the Board in this new framework; and reinforced committees with clearly defined missions.

For my part, I will continue to support the Groupe, Élisabeth Badinter and Arthur Sadoun wherever and whenever necessary. “

The Board of Directors met following the General Shareholders’ Meeting and took the decision to combine the roles of Chairman and CEO, and appointed Arthur Sadoun to this new position.

"By approving this change in our governance structure, today our shareholders have voted to sustain the driving forces behind the Groupe’s success and perpetuate the model that has made Publicis the industry’s most valuable company in terms of market capitalization. I would like to sincerely thank our shareholders and the Board for their trust, and Élisabeth Badinter and Maurice Lévy in particular for their unwavering support. This change allows us to maintain both the duo that we have formed with Maurice Lévy since 2017, and the momentum that has seen Publicis extract itself from the pack and emerge as a clear leader in our sector.  The continuity of our partnership, the outstanding talent of our people, and our best-in-class capabilities, make us confident in our ability to drive even greater innovation and transformation for our clients, in what is an ever-evolving business landscape," added Arthur Sadoun, Chairman and Chief Executive Officer of Publicis Groupe.

Key decisions taken by the Annual General Meeting and the Board of Directors

• payment of a dividend of 3.40 euro per share, increasing by 17% compared with the dividend paid in respect of the 2022 financial year. The ex-dividend date will be July 1er 2024, and the dividend will be payable on July 3, 2024;
• the new composition of the Board of Directors as follows:
  • Arthur Sadoun, Chairman and Chief Executive Officer
  • Élisabeth Badinter, Vice-Chair of the Board of Directors
  • Simon Badinter,
  • Jean Charest, Independent Director,
  • Sophie Dulac,
  • Thomas H. Glocer, Independent Director,
  • Marie-Josée Kravis, Independent Director,
  • André Kudelski, Lead Director and Independent Director,
  • Suzan LeVine, Independent Director,
  • Antonella Mei-Pochtler, Independent Director,
  • Tidjane Thiam, Independent Director,
  • Pierre Pénicaud¹, Director representing employees,
  • Patricia Velay-Borrini¹, Director representing employees.
• the new composition of Board Committees as follows:
  • AUDIT AND FINANCIAL RISK COMMITTEE:
    Chair: Jean Charest 
    Members: Thomas H. Glocer, André Kudelski, Suzan LeVine, Tidjane Thiam
    Expert: Jean-Michel Etienne
     
  • NOMINATING COMMITTEE:
    Chair: Élisabeth Badinter
    Members: Jean Charest, Marie-Josée Kravis, André Kudelski, Suzan Levine
     
  • COMPENSATION COMMITTEE:
    Chair: Antonella Mei-Pochtler 
    Members: Thomas H. Glocer, André Kudelski, Patricia Velay-Borrini
    Expert: Michel Cicurel
     
  • STRATEGIC, ENVIRONMENTAL AND SOCIAL COMMITTEE:
    Chair: Marie-Josée Kravis 
    Members: Simon Badinter, Sophie Dulac, Thomas H. Glocer, Antonella Mei-Pochtler, Tidjane Thiam, Pierre Pénicaud
     
• Maurice Lévy is named Chairman Emeritus of Publicis Groupe;
• the appointment of Grant Thornton as an independent third-party body responsible for certifying sustainability information;
• all the proposed amendments to the Articles of Association and the extension of the Company's term;
• compensation of corporate officers for 2023;
• compensation policies for 2024 of the Supervisory Board (11th and 12th resolutions) and the Management Board (13th and 14th resolutions) as presented in the 2023 Universal Registration Document (Chapter 3.3 "Remuneration of corporate officers"), applicable until May 29, 2024;
• compensation policies for 2024 for the Chairman and Chief Executive Officer (41st resolution) and the Directors (42nd resolution) as presented in the 2023 Universal Registration Document (Chapter 3.4 "Remuneration applicable to future Directors and the future Chairman and Chief Executive Officer") applicable from May 29, 2024.

The Internal Rules and Regulations for the Board of Directors will be available on the website: https://www.publicisgroupe.com/en/investors/investors-analysts/regulatory-information

The Combined General Meeting was also webcast live on : https://www.publicisgroupe.com/en/investors/shareholders/annual-general-meeting. A replay of the meeting and detailed voting results will be available at the same address.