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Publicis Groupe SA

Interim Report Jul 18, 2025

1615_ir_2025-07-18_bde84b90-cdde-42ad-a9c3-e41f4576fab0.pdf

Interim Report

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FOR THE SIX MONTHS ENDED JUNE 30, 2025

CONTENTS

MESSAGE FROM THE CHAIRMAN AND CEO 1
1. INTERIM MANAGEMENT REPORT 3
1.1 Key figures 4
1.2 Macroeconomic environment 5
1.3 Groupe CSR policy 6
1.4 Significant events of the period 7
1.5 Analysis of the financial situation and result 8
1.6 Post-reporting period events 15
1.7 Outlook 16
2. CONDENSED HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS ENDED JUNE 30, 2025 17
2.1 Consolidated income statement 18
2.2 Consolidated statement of comprehensive income 19
2.3 Consolidated balance sheet 20
2.4 Consolidated statement of cash flows 21
2.5 Consolidated statement of changes in equity 22
2.6 Notes to the consolidated financial statements 23
3. STATUTORY AUDITORS' REVIEW REPORT ON THE HALF-YEARLY FINANCIAL INFORMATION 2025 47
4. CERTIFICATE OF THE PERSON RESPONSIBLE FOR THE FIRST HALF-YEAR FINANCIAL REPORT 49

MESSAGE FROM THE CHAIRMAN AND CEO

ARTHUR SADOUN Chairman and CEO of Publicis Groupe

In a tough macroeconomic environment, Publicis had a very strong Q2 ahead of expectations. We delivered +10% revenue growth, leading to +5.9% net revenue organic growth, and an outperformance versus competition once again, of 800 basis points.

With H1 organic growth at +5.4% we continued to make material market share gains.

At the same time we improved our already industry-leading margin to 17.4% in H1, while making significant investments in our people and our capabilities.

Despite the ongoing uncertainty of the global context, our unprecedented new business run of over a dozen material wins in the first six months of 2025 means we are raising our organic growth guidance to close to +5% for the full year, up from our previous +4-5% range.

Now, we are looking ahead to the rest of the year and beyond with confidence and a single focus: executing on our strategy. We are uniquely positioned to continue to win market share by bringing clients the immediate business solutions they need to grow in an uncertain global context. We are reinforcing our status as a Category of One with a targeted M&A strategy to further accelerate on AI-led capabilities. And we will continue to invest to attract and retain the best talent in the industry.

I'd like to thank our outstanding teams for their efforts in a challenging business landscape, and our clients for their trust.

Arthur Sadoun Chairman and Chief Executive Officer

Chapter

1. INTERIM MANAGEMENT REPORT

1.1 KEY FIGURES 4
1.2 MACROECONOMIC ENVIRONMENT 5
1.3 GROUPE CSR POLICY 6
1.4 SIGNIFICANT EVENTS OF THE
PERIOD
7
1.5 ANALYSIS OF THE FINANCIAL
SITUATION AND RESULT 8
Simplified consolidated income statement 8
Financial position and cash 12
Related party transactions 14
Publicis Groupe S.A. (parent company) 14
1.6 POST-REPORTING PERIOD EVENTS 15
1.7 OUTLOOK 16

The Publicis Board of Directors met on July 16, 2025 under the Chairmanship of Arthur Sadoun and approved the financial statements for the first half of 2025.

1.1 KEY FIGURES

(in millions of euros except per-share data and percentages) S1 2025 S1 2024 2025 vs 2024
Data from the Income and Cash Flow Statements
Net revenue 7,152 6,688 +6.9%
Pass-through revenue 1,331 962 +38.4%
Revenue 8,483 7,650 +10.9%
EBITDA 1,501 1,401 +7.1%
% of net revenue 21.0% 20.9%
Operating margin 1,242 1,160 +7.1%
% of net revenue 17.4% 17.3%
Operating income 1,102 1,008 +9.3%
Net income attributable to the owners of the Company 824 773 +6.6%
Earnings per share (EPS) 3.28 3.08 +6.5%
Headline diluted EPS(1) 3.51 3.38 +3.8%
Free cash flow before change in working capital requirements 828 744 +11.3%

(1) Net income attributable to the Groupe, after elimination of impairment losses, amortization of intangibles from acquisitions, the main capital gains and losses on disposal and fair value adjustment of financial assets, the revaluation of earn-out commitments, divided by the average number of shares on a diluted basis.

(in million of euros) 30/06/2025 31/12/2024
Data from the Balance Sheet
Total assets 36,083 39,854
Equity attributable to holders of the Company 9,631 11,060
Net debt (net cash) 1,033 (775)

1.2 MACROECONOMIC ENVIRONMENT

The economic climate in the second quarter of 2025 was once again dominated by politics, notably: President Trump's repeated announcements in the U.S. about tariffs, investment plans (in Europe for defense and infrastructure), and China's consumer stimulus plan. In the Near East, Israel's wars against Hamas in Palestine, and Iran, also marked 2025's second quarter, in particular by creating volatility for the oil markets. Economic conditions deteriorated but ultimately remained relatively stable. Political events have deeply disrupted the sequencing of statistics, and the exact impact of the start of President Trump's second term will only become measurable in one or two more quarters' time.

In the financial world, monetary policies remained restrictive in the US, while the ECB continued to cut its key rates. Around the world, inflation no longer seems to be a cause for concern, although it remains at levels above central bank targets except in the Eurozone. On Wall Street and stock markets in general, the "air pocket" identified at the beginning of April was followed by a strong rebound, reflecting the optimism of market actors. This contrasts with the wait-and-see attitude prevailing in the real world.

In the US, GDP growth for the second quarter of 2025 is expected to rise by +1.7% (at an annual rate), a slower pace than in the first quarter (+2%). As a reminder, quarterly sequential GDP growth for the first quarter was recently revised to -0.5%, mainly due to public spending cuts and higher imports, in anticipation of the introduction of tariffs in April. Consumer confidence, as measured by the Conference Board and the University of Michigan, has fallen sharply, due in particular to the high-profile layoffs of federal workers. Overall, consumption remains resilient, thanks to falling inflation. Unemployment is still low at 4.1%, and better-thanexpected job growth indicates the dynamism of the labor market. GDP growth forecasts for 2025 are currently at +1.5%, after 2.8% in 2024, and have been sharply revised downwards by major international bodies such as the IMF and the OECD. Economic actors are still uncertain towards the tariffs, but, according to the average estimates of several forecasters, a sharp rise in customs duties on imported products should reduce US growth by +0.5% to +1% and increase inflation by +1.5% to +2%. By the end of the second quarter, uncertainty remained high on this topic. Given that its inflation target is at 2%, the Central Bank has continued its pause in rate cuts, which remains unchanged since the last cut of 0.25% in December 2024. Fed funds remain in a range between 4.25% and 4.5%. The dollar fell sharply against the euro and other major currencies, which is good news for exporting companies.

In the Eurozone, the general trend of stagnation continues, with GDP expected to remain flat in the second quarter of 2025. There are notable differences between the various countries in the zone. In Germany, the election of Fredrich Merz in early May put an end to a period of political uncertainty. The new Chancellor successfully lifted the constitutional brake on public deficit and put to the vote the concept of a sharp rise in military spending. The confirmed gradual end of the US "military umbrella" has led to a sharp rise in capital expenditure, which should boost growth in Germany and its European peers from 2026 onwards. For the second quarter of 2025, economists' consensus expects GDP growth of +0.3%, which would be the strongest annualized quarterly growth since the final quarter of 2022. In France, GDP is expected to grow by +0.5% in the second quarter, a slight slowdown compared to the first quarter (+0.6%), which contrasts with the slight acceleration of growth seen in Germany. Household spending fell by -0.5% in May, including a significant drop in orders for private vehicles. As in Germany, the contribution of foreign trade is weakening. Efforts to reduce public spending and deficit are having a negative impact on growth, while disinflation is reducing tax revenues, particularly VAT.

The UK economy is relatively resilient. It remains highly dependent on the European economy, but its GDP should nevertheless grow by +0.9% in the second quarter of 2025, at the midpoint between those of the Eurozone (+0.4% - +0.5%) and the U.S. (+1.7%). Business investment and public spending are making a particularly weak contribution to growth, which is being weighed down by efforts to reduce public deficit. Inflation remains an issue, reaching an annualized 3.7% at the end of May, and 4% for the European indicator.

The Chinese economy remains weak. In the first quarter, it had benefited from strong US demand, in anticipation of the sharp rise in tariffs. GDP growth is expected to reach +4.9% in the second quarter, after +5.4% in the first. Consumption is holding up as China's retail sales have strongly risen. Sales of goods targeted by the new stimulus plan have soared, including household appliances at +53% and communications equipment at +33%. The real estate sector is still in crisis, and increased trade tensions with the US and, to a lesser extent, Europe, are affecting growth. On the other hand, foreign trade is very buoyant, with consensus for the second quarter expecting a -1.4% drop in imports and a +4% rise in exports.

Oil prices were highly volatile due to the US strikes on Iranian nuclear sites and the ongoing conflict between Iran and the Jewish state. Despite this major geopolitical tension, the price of Brent crude stood at \$66 a barrel at the end of June, down from \$20 a year earlier. This trend reflects weak demand, affected by the global economic slowdown, and a still abundant supply.

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1.3 GROUPE CSR POLICY

In June 2025, Publicis Groupe saw its ESG leadership confirmed in TIME magazine's ranking as 24th/500 among the World's Most Sustainable Companies of 2025. For the past five years, the Groupe has maintained its position as number 1 in its sector, pursuing its long-term commitments and anticipating the challenges of sustainability, which are important to all stakeholders: employees, clients, investors and shareholders.

During the first half of 2025, the company continued to focus on its three main priorities:

C – Environment and fight against climate change

As part of the objectives validated by SBTI for 2030 and 2040, work is underway in 2025 on revising the climate risk matrix to take account of recent developments linked to the acceleration of climate change. The aim is to adjust the climate transition plan and reinforce certain actions. The company's strong economic growth mechanically increases its impacts linked to scope 3 (mainly purchases of goods and air transport). The objective of moving to 100% directsource renewable energy by 2030 remains valid.

A working session dedicated to the Climate enabled the members of the Board of Directors to take a closer look at recent scientific reports on the phenomenon of the acceleration and deterioration of the Climate, and to observe how certain industries are preparing their transition.

During the first half of the year, a compulsory training programme called Powering Sustainability was rolled out in several countries to train employees in the challenges of sustainability and responsible marketing.

S – Impact & Social Equity

In January 2025, one year after the launch of CoreAI, accompanied by dozens of training modules on the benefits of Generative Artificial Intelligence (AI) for all business lines and accessible via Marcel.ai, all the Groupe's employees were invited to take part in regional CoreAI Round Tables on the integration of AI into the Groupe's various activities and customer offerings. The Round Tables were chaired by Groupe Chairman and CEO Arthur Sadoun, surrounded by the Executive Committee, and by in-house experts from a number of business lines. At the same time, more than 250 new AI-related training modules were made available to employees.

The Working with Cancer campaign pledge launched by Groupe Chairman Arthur Sadoun in January 2023 now includes over 3,000 companies worldwide and more than 36 million employees covered. The common objective is to break down the taboo of cancer1 in the workplace, provide better protection for affected employees and better support for them (and their carers). At the beginning of 2025, the 'Screening Time Off' campaign enabled employees to put screening examinations in their diaries (+20% recorded for these appointments), thus promoting early detection and the longevity of sufferers.

In June 2025, several sessions of the Women's Forum were held during VivaTech, on the occasion of the publication of a report on AI and the employability of women, highlighting elements of perception. Concrete solutions were discussed, designed to encourage more girls and women to take up careers in AI, Tech and Data.

In the United States, an ad hoc Internal Impact & Equity Board has been set up to guide operational actions relating to equal opportunities for all. This body ensures the continuity of the company's historical commitments around its signature and raison d'être 'Viva La Différence'.

R – Business Ethics and Responsible Marketing

At Cannes Lions 2025, which each year celebrates the most impactful creations in the field of responsible marketing, the campaign created for AXA was awarded the Titanium Grand Prize. 'Three Words' (for 'and domestic violence', now included in home insurance policies) transformed a centuryold, commonplace policy into a powerful lever for transformation. It is a systemic response to a systemic problem, offering legal, psychological and financial support, as well as a 7-day emergency rehousing guarantee for victims of domestic violence.

A year after launching an Anti-Greenwashing AI, a second AI on positive social representations, Positive Representations AI, was added to this arsenal at the service of responsible marketing, presented in June 2025 at VivaTech. These AIs are self-assessment tools for communications, each based on existing national or international frameworks that enable employees to make an initial relevant analysis. Publicis Groupe remains committed to the work carried out by the inter-profession at international level, such as Ad Net Zero on the methodological consensus for measuring the impact of the media, completed at Cannes Lions in June 2025.

The A.L.I.C.E (Advertising Limiting Impacts & Carbon Emissions) carbon emissions calculation tool is now used in more than 65 countries. A.L.I.C.E enables all the Groupe's activities (creation, production, media, technology, events, etc.) to measure their impacts (100 countries) using the GHG Protocol method, with the support of Bureau Veritas for the calculation methodology and the updating of emissions factors.

Finally, in June 2025, for its 9th edition, co-organised with Groupe les Echos and Publicis Groupe, VivaTech attracted more than 180,000 visitors from 171 countries to Paris consolidating its position as Europe's leading event in the Tech sector, with sessions over four days bringing together more than 14,000 start-ups, with 450 speakers.

The CSR actions of the Groupe and its agencies are publicly accessible in the CSR section of the Groupe website, and the data is summarised in the CSR Smart data section.

(1) cancer or serious illness

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1.4 SIGNIFICANT EVENTS OF THE PERIOD

In January 2025, Publicis Groupe acquired Atomic 212º, the leading independent media agency in Australia, further reinforcing the Groupe's ability to offer end-to-end marketing transformation solutions in the region.

In February 2025, Publicis Groupe announced the acquisition of BR Media Group, Latin America's leading influencer marketing and content company, with a network of over 500,000 creators including 80% of the region's leading influencers. Operating out of Brazil, BR Media Group partners with more than 500 local and global clients and is present across every step of the creator value chain. BR Media Group's proprietary technology, fueled by more than 5 billion data points and 50 data sources, will strengthen the Groupe's Connected Media offer in Latin America.

In March 2025, Publicis Groupe announced the acquisition of Lotame, the leading independent identity solution. Lotame's proprietary identity solution, built on 100+ data sources and activated through more than 1.6 billion IDs, is used by over 4,000 of the world's leading brands and publishers to leverage their campaigns at scale and with precision. The combined data and identity assets of Lotame and Publicis Groupe's 2.3 billion global profiles enable clients to reach 91% of adult internet users with personalized messaging at scale.

In March 2025, Publicis Groupe announced the acquisition of Moov AI, Canada's leading artificial intelligence and data solutions company, which delivers strategic AI activations for more than 100 clients in Canada.

In April 2025, Publicis Groupe announced the acquisition of Adopt, a highly-specialized global agency in sport and culture. Adopt will further strengthen the Groupe's ability to harness the power of athletes and sport to create authentic cultural brand connections.

On April 30, 2025, the 2024 Universal Registration Document was filed with the French Financial Markets Regulatory Authority (Autorité des marchés financiers, AMF). It is made available to the public according to the terms of the regulations in force and may be viewed on the www.publicisgroupe.com website, as well as on the AMF's website (www.amf-france.org).

On April 2025, Publicis announced that its Combined General Shareholders' Meeting would take place at 10.00 a.m. on May 27, 2025 at the PublicisCinémas, 133 avenue des Champs-Élysées, Paris 8th. The Prior notice including the agenda, draft resolutions and main terms of participation and voting at the Annual General Meeting was published in the Bulletin des annonces légales obligatoires (BALO) on April 9, 2025 and the Convening notice was published in the BALO on May 5.

On May 27, 2025, Publicis held its Combined General Shareholder's Meeting. All the resolutions have been adopted, among which:

  • the payment of a dividend of euro 3.60 per share, representing an increase of +5.9% compared to the dividend paid for the 2023 fiscal year. The ex-dividend date was July 1st, 2025 and the dividend has been paid on July 3, 2025.
  • the appointment of PricewaterhouseCoopers Audit as Statutory Auditor responsible for certifying the financial statements, replacing Ernst & Young et Autres.
  • the appointment of PricewaterhouseCoopers Audit and KPMG S.A. as Statutory Auditors responsible for certifying sustainability-related information, replacing Grant Thornton.
  • the remuneration of corporate officers paid during the 2024 fiscal year or awarded for the same fiscal year.
  • the 2025 remuneration policies for the Chairman and CEO and for the Directors, as presented in the 2024 Universal Registration Document.

On April 25, 2025, Publicis Groupe launched a share buyback program that was finalized on June 30, 2005. As part of this program, Publicis Groupe SA repurchased 1,610,899 of its shares for euro 149 million (euro 150 million including the financial transaction tax). The objective of this program is to meet the obligations related to the current free share plans for employees, without issuing new shares.

In May 2025, Publicis Groupe announced the acquisition of Captiv8, the largest influencer technology marketing platform in the world, with a network of 15 million creators globally, covering 95% of influencers with 5,000+ followers. With its proprietary AI-powered technology, and leading social commerce suite, Captiv8 enables brands to unify, manage and measure their influencer strategies, and leverage creators to drive commerce at scale. Captiv8 will be positioned within Connected Media and integrated with Influential to power the Groupe's global influencer offering worldwide.

In the first half year of 2025, the Groupe undertook key financial structure initiatives:

  • On May, 2025, syndicated credit facility extension: The euro 2,000 million facility, initially maturing in July 2029 and featuring two one-year extension options, was extended by one year, pushing maturity to July 2030. It remained undrawn as of June 30, 2025.
  • Euro Medium Term Note (EMTN) program and bond issuance: A euro 1,500 million Euro Medium Term Note program was launched on May 16 2025. Under this program, a euro 1,250 million bond was issued on June 4, 2025 in two tranches:
  • euro 600 million maturing in June 2029 at 2.875% annual interest
  • euro 650 million maturing in June 2032 at 3.375% annual interest
  • In June 2025, bond repayment: a euro 750 million bond issued in 2019 to finance the Epsilon acquisition was repaid at maturity.

1.5 ANALYSIS OF THE FINANCIAL SITUATION AND RESULT

Simplified consolidated income statement

(in millions of euros) S1 2025 S1 2024 2025 vs. 2024
Net revenue 7,152 6,688 +6.9 %
Pass-through revenue 1,331 962 +38.4 %
Revenue 8,483 7,650 +10.9 %
Personnel costs and freelancers costs (4,835) (4,498) +7.5 %
Other operating costs (2,147) (1,751) +22.6 %
Operating margin before depreciation & amortization 1,501 1,401 +7.1 %
Depreciation & amortization (excl. intangibles from acquisitions) (259) (241) +7.5 %
Operating margin 1,242 1,160 +7.1 %
Percentage operating margin (% of net revenue) 17.4% 17.3%
Amortization of intangibles arising on net acquisitions (106) (123) -13.8 %
Impairment loss (35) (45) -22.2 %
Non-current income and expenses 1 16
Operating income 1,102 1,008 +9.3 %
Financial result excl. revaluation of earn-out commitments (43) -
Revaluation of earn-out commitments 38 28
Share of profit of equity-accounted investees, net of tax 1 (3)
Income taxes (266) (256) +3.9 %
Net income 832 777 +7.1 %
Total net income attributable to:
● Non-controlling interests 8 4
● Owners of the Company 824 773 +6.6 %

Net revenue in Q2 2025

Publicis Groupe's net revenue in Q2 2025 was euro 3,617 million, up +4.6% from euro 3,458 million in 2024. Exchange rates had a negative impact of euro 139 million. Acquisitions, net of disposals, accounted for an increase in net revenue of euro 101 million. Organic growth reached +5.9%.

1

/ Breakdown of Q2 2025 net revenue by region

Net revenue
(in millions of euros) Q2 2025 Q2 2024 Reported growth Organic growth
North America 2,192 2,104 +4.2% +5.8%
Europe 899 856 +5.0% +4.6%
Asia Pacific 318 306 +3.9% +5.7%
Middle East & Africa 104 100 +4.0% +8.8%
Latin America 104 92 +13.0% +19.8%
Total 3,617 3,458 +4.6% +5.9%

North America net revenue was up +4.2% on a reported basis, including a negative impact of the US dollar to euro exchange rate. Organic growth in the region was +5.8%. In the US, organic growth came at +5.3%, driven by the very solid growth of Connected Media and Intelligent Creativity, confirming the strength of the Groupe's integrated capabilities in the market where its model is the most advanced. Technology posted slight positive organic growth this quarter, in the context of delayed capex spending, seen across the entire IT services industry.

Net revenue in Europe was up by +5.0% on a reported basis and +4.6% organically. Organic growth in the UK was at +5.2% this quarter, including high-single-digit growth of Intelligent Creativity, and mid-single-digit growth for both Connected Media and Technology. Organic growth in France was almost flat, or up by a low-single digit when excluding Technology. Germany was slightly down organically, with high-single-digit growth in Connected Media, more than offset by a decline at Technology. Growth was a positive mid-single digit growth when excluding Technology. Central & Eastern Europe was strong at +9.9% on an organic basis, led by double digits at Connected Media and a mid-single-digit for Technology.

Net revenue in Asia Pacific recorded +3.9% growth on a reported basis and +5.7% on an organic basis. China was strong with +5.2% organic growth, on top of +10.5% in Q2 2024, benefitting from new business wins in Connected Media.

In Middle East & Africa, net revenue was up +4.0% on a reported basis, and +8.8% organically, largely driven by the double-digit-growth of Connected Media.

Net revenue in Latin America was up +19.8% organically, driven by both Connected Media and Intelligent Creativity. Reported growth was +13.0% after taking into account the depreciation of the Argentinian peso relative to the euro.

Net revenue in H1 2025

Publicis Groupe's net revenue for the first half of 2025 was euro 7,152 million, up by +6.9% compared to euro 6,688 million in the first half of 2024. Exchange rate variations over the period had a negative impact of euro 74 million. Acquisitions (net of disposals) had a positive impact of euro 179 million on net revenue. Organic growth was at +5.4% in the first half of 2025.

/ H1 2025 net revenue growth per client industry(1)

(1) Growth at constant currencies and at 2025 perimeter

(2) Miscellaneous and other activities (outdoor media, The Drugstore etc.)

/ Breakdown of H1 2025 net revenue by region

Net revenue
(in millions of euros) H1 2025 H1 2024 Reported growth Organic growth
North America 4,427 4,112 +7.7% +5.3%
Europe 1,726 1,649 +4.7% +3.7%
Asia Pacific 604 572 +5.6% +5.3%
Middle East & Africa 207 190 +8.9% +10.1%
Latin America 188 165 +13.9% +23.6%
Total 7,152 6,688 +6.9% +5.4%

Net revenue in North America was up by +5.3% on an organic basis in the first half of 2025 (+7.7% on a reported basis). The U.S. recorded a very solid +4.7% organic growth.

Europe posted +3.7% organic growth in the first half (+4.7% on a reported basis). The U.K. was up by +3.6%, both France and Germany were slightly down, and Central & Eastern Europe posted +11.9% growth on an organic basis.

Asia Pacific net revenue was up by +5.3% on an organic basis (+5.6% on a reported basis). China reported an organic growth of +7.1%.

Net revenue in the Middle East & Africa region was up by +10.1% on an organic basis (+8.9% on a reported basis) and up by +23.6% in Latin America (+13.9% on a reported basis).

Operating margin and operating income

Operating margin

EBITDA amounted to euro 1,501 million in H1 2025, compared to euro 1,401 million in H1 2024, up by +7.1%. This represents 21.0% of net revenue versus 20.9% in H1 2024.

Personnel and freelancer costs totaled euro 4,835 million in H1 2025 from euro 4,498 million in H1 2024, up by +7.5%. As a percentage of net revenue, personnel expenses were 67.6% in H1 2025, versus 67.3% in H1 2024. Restructuring costs were euro 63 million, up from euro 41 million in H1 2024.

Other costs (other than personnel and freelancer costs) totaled euro 2,406 million in H1 2025, compared to euro 1,992 million in H1 2024. Excluding pass-through costs, these costs amounted to euro 1,075 million in H1 2025 versus 1,030 in H1 2024 representing 15.0% of net revenue, compared to 15.4% in H1 2024. They comprised:

  • Other operating expenses (excluding pass-through costs, depreciation & amortization), which amounted to euro 816 million, compared to euro 789 million in H1 2024. This represented 11.4% of net revenue, compared to 11.8% in H1 2024, reflecting a strong cost management ;
  • Depreciation and amortization expense of euro 259 million in H1 2025, up by euro 18 million compared to euro 241 million in H1 2024, mainly linked to the Groupe's IT projects and investments.

As a result, the operating margin amounted to euro 1,242 million, up by +7.1% compared to H1 2024, representing an operating margin rate of 17.4% in H1 2025, compared to 17.3% in H1 2024.

Operating margin rates by geographies were 17.5% in North America, 17.0% in Europe, 26.0% in Asia-Pacific, 1.0% in Middle East/Africa and 8.0% in Latin America.

Operating income

Amortization of intangibles arising from acquisitions totaled euro 106 million in H1 2025, down by euro 17 million versus H1 2024, related to the end of the amortization associated with some Epsilon technologies.

Impairment losses amounted to euro 35 million, including exclusively the impact of real estate optimization, down by euro 10 million, from euro 45 million in H1 2024, which included an impairment loss on intangible assets of euro 3 million in addition to the real estate component.

Net non-current income of euro 1 million in H1 2025 is not significant. In H1 2024, net non-current income amounted to euro 16 million mainly corresponding to the proceeds of euro 14 million generated by the contribution of the CitrusAd and Epsilon technologies to the Groupe's 49% owned associate Unlimitail.

Operating income totaled euro 1,102 million in H1 2025, versus euro 1,008 million in H1 2024.

Other income statements items

The financial result, comprising the cost of net financial debt, revaluation of earn-out payments and other financial charges and income, was a net charge of euro 5 million in H1 2025, compared to a euro 28 million income in H1 2024:

  • The net income on net financial debt was euro 15 million in H1 2025, compared to an income of euro 39 million in H1 2024. it included euro 58 million of interest expense (in line with euro 61 million in H1 2024), offset by interest income of euro 73 million, versus euro 100 million in H1 2024.
  • Other financial income and expenses (excluding earn-out revaluation) were a net charge of euro 58 million in H1 2025, notably composed by euro 44 million interest on lease liabilities and euro 1 million income from the fair value revaluation of mutual funds. In H1 2024, other financial income and expenses were a net charge of euro 39 million, notably composed by euro 42 million interest on lease liabilities and a euro 7 million income from the fair value adjustment of mutual funds.
  • The revaluation of earn-outs payments was a euro 38 million income in H1 2025, compared to euro 28 million income in H1 2024.

The share in profit of equity-accounted investees, net of tax is a euro 1 million profit in H1 2025, compared to a euro 3 million loss in H1 2024.

The income tax charge amounted to euro 266 million in H1 2025, corresponding to a forecasted effective tax rate of 25.1% for 2025 (excluding the effects of the U.S. OBBBA tax reform - see 1.6 Post-reporting period events), compared to a tax charge of euro 256 million in H1 2024, corresponding to a forecasted effective tax rate of 24.9%.

The net income attributable to non-controlling interests is a euro 8 million profit in H1 2025, compared with a euro 4 million profit in H1 2024.

Overall, the net income attributable to the Groupe was euro 824 million in H1 2025, up by +6.6% compared to euro 773 million in H1 2024.

Finally, the earning per share was 3.28 euros in H1 2025, up by +6.5%, compared to 3.08 euros in H1 2024.

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Financial position and cash

Simplified balance sheet

(in millions of euros) June 30, 2025 Dec 31, 2024
Goodwill 13,009 13,843
Intangible assets 925 1,069
Right-of-use assets related to leases 1,612 1,735
Other non current assets 936 974
Current and deferred taxes 24 (94)
Working capital requirements (2,824) (3,948)
Total 13,682 13,579
Equity attributable to holders of the Company 9,631 11,060
Non-controlling interests (27) (24)
Total equity 9,604 11,036
Provisions and Pension commitments 776 858
Net financial debt 1,033 (775)
Lease obligations 2,269 2,460
Total 13,682 13,579

Consolidated equity attributable to holders of the parent company decreased from euro 11,060 million in December 31, 2024 to euro 9,631 million in June 30, 2025, as a result of the following elements:

  • (+) Net income H1 2025: euro 824 million;
  • (-) Other comprehensive income, net of tax (mainly related to the translation reserve): euro 1,235 million;
  • (-) Dividends: euro 903 million;
  • (+) Share based compensation, net of tax: euro 51 million;
  • (-) (Purchases)/ sales of treasury shares: euro 149 million;
  • (-) Acquisitions and commitments to buy-out non controlling interests: euro 17 million.

In the first half year of 2025, as part of a share buyback program, Publicis Groupe S.A. repurchased 1,610,899 of its shares for euro 149 million (euro 150 million including the financial transaction tax). The objective of this program is to meet the obligations related to the current free share plans for employees, without issuing new shares.

During the first half of 2024, as part of a share buyback program, Publicis Groupe S.A. repurchased 1,031,711 of its shares for euro 99 million (euro 101 million including the financial transaction tax). This program had the same objective.

In addition, in June 2024, Publicis Groupe S.A. acquired a block of 150,000 of its own shares for an amount of euro 15 million from shareholder Ms. Sophie Dulac. These shares were also be used to meet the Company's obligations under current employee free share plans without issuing new shares.

Non controlling interests were negative at euro 27 million, after negative euro 24 million at December 31, 2024.

1

Net debt

(in millions of euros) June 30, 2025 December 31, 2024
Financial debt (long and short-term) 3,190 2,715
Fair value of hedging derivatives on the 2025, 2028 and 2031 Eurobonds (1) (8) 209
Fair value of derivatives hedging intra-group loans and borrowings (1) 57 (55)
Total financial debt including market value of the associated derivatives 3,239 2,869
Cash and cash equivalents (2,206) (3,644)
Net financial debt 1,033 (775)
Debt/equity (including non-controlling interests) 0.11 n/a

(1) Carried on the consolidated balance sheet under "Other current financial assets" and/or under "Other current financial liabilities".

Net financial debt amounted to euro 1,033 million as of June 30, 2025 (i.e. a ratio Net Debt / Equity of 0.11) compared to a net cash position of euro 775 million as of December 31, 2024. The Groupe reported a net debt of euro 99 million as of June 30, 2024.

During the first half of 2025, in addition to the acquisitions of subsidiaries, two significant transactions impacted the Group's debt (see section 1.4 Key events of the financial year):

  • the repayment of the bond tranche, issued in 2019 as part of the financing of the acquisition of Epsilon and maturing in June 2025, for an amount of euro 750 million;
  • the completion of a bond issue in June 2025 for a total amount of euro 1,250 million, as part of the implementation of an EMTN program in May 2025. Net proceeds from the offering will be used for general corporate purposes.

The Groupe's average net debt over the last 12 months amounted to euro 836 million as of June 30, 2025, compared to euro 375 million as of June 30, 2024.

Cash flow

Net cash flow from operating activities generated an outflow of euro 548 million in the first six months of 2025, compared to an outflow of euro 556 million in the same period of the previous year. The change in working capital is negative at euro 1,745 million, compared with a negative change as well of euro 1,629 million in H1 2024. Taxes paid amounted to euro 350 million in H1 2025 compared to euro 376 million in H1 2024.

Net cash flow from investing activities includes acquisitions and disposals of tangible and intangible fixed assets, net acquisitions of financial assets and acquisitions and disposals of subsidiaries (net of cash acquired). Net cash used in investing activities amounted to euro 559 million in H1 2025, after euro 335 million for the same period in 2024. Net investment (of disposals) in the acquisition of subsidiaries amounted to euro 433 million, notably including the acquisitions of Captiv8, BR Media, Lotame, Atomic 212 and Adopt, and euro 40 million of earn-out and buy-out payments, compared to euro 229 million in H1 2024 (which included ,in particular, the acquisition of Spinnaker, along with euro 69 million of earn-out and buy-out payments). Net investments in property, plant and equipment and intangible assets amounted to euro 115 million in H1 2025, overall in line with the euro 118 million in the first half of 2024.

Net cash flow from financing activities resulted in a surplus of euro 70 million in H1 2025, compared with an utilization of euro 351 million in the same period of the previous year. This surplus originates from the net proceeds generated by the euro 1,250 million bond issue, net of the repayment of the bond tranche of euro 750 million. The (net) repurchase of treasury shares generated a cash utilization of euro 149 million over the H1 2025 (compared with a cash utilization of euro 119 million in 2024), mainly linked to the share buy back program related to 1,610,899 treasury shares, for a total amount of euro 150 million. Last year, a share buy back program took place during the first quarter, leading to the acquisition of 1,031,711 shares for an amount of euro 101 million, in addition to the acquisition of a block of 150,000 of treasury shares from a shareholder for an amount of euro 15 million, Repayments of lease liabilities and related interest amounted to euro 232 million in H1 2025, vs euro 224 million for the same period in 2024. Net interest paid amounted to euro 22 million in the first half year, after euro 13 million received in 2024.

Overall, the Groupe's cash position, net of bank credit balances, decreased by euro 1,436 million in the first half-year 2025, compared with a decrease of euro 1,168 million in the same period of the previous year.

Including the short-term credit lines available, the Groupe's available liquidity amounted to euro 4,206 million as of June 30, 2025, compared with 5,644 million as of December 31, 2024 and euro 4 661 million as of June 30, 2024. As a reminder, the Groupe has a euro 2 billion facility, initially maturing in July 2029 and which was extended by one year, pushing maturity to July 2030 (see note 1.4 Significant events of the period). It remained undrawn as of June 30, 2025.

HALF-YEAR FINANCIAL REPORT FOR THE SIX MONTHS ENDED JUNE 30, 2025 • PUBLICIS GROUPE S.A. 13

Free cash flow

The table below shows the calculation of the Groupe's free cash flow.

(en millions d'euros) H1 2025 H1 2024
EBITDA 1,501 1,401
Financial interest paid/received (net) (22) 13
Repayment of lease liabilities and related interests (232) (224)
Income tax paid (350) (376)
Other 46 48
Cash flow from operations before change in WCR 943 862
Investments in fixed assets (net) (115) (118)
Free cash flow before change in WCR 828 744

The Groupe's free cash flow, excluding change in working capital requirements, was euro 828 million in the first half-year 2025, up euro 84 million compared to the same period in 2024, notably in relation to the EBITDA, which increased by euro 100 million.

Income tax paid amounted to euro 350 million, down euro 26 million from euro 376 million in H1 2024, which included some non-recurring payments.

Repayments of lease liabilities and related interests amounted to euro 232 million in H1 2025, in line with euro 224 million in H1 2024.

Net financial interests generated a euro 22 million outflow for the first half-year 2025, compared to euro 13 million income in H1 2024.

Net investments in fixed assets amounted to euro 115 million in H1 2025, broadly flat compared to euro 118 million in H1 2024.

Related party transactions

Transactions with related parties mainly concern those carried out with associates and there were no significant changes in transactions with related parties during the first six months of the year.

Publicis Groupe S.A. (parent company)

Operating income totaled euro 138 million in the first half-year 2025, compared with euro 120 million for the same period of the previous year. It includes rental income on real estate and fees for services contracted by the Groupe's subsidiaries for euro 15 million, as in H1 2024, and pass-through revenue and other income for euro 118 million (compared with euro 106 million in H1 2024). The majority of these last items have no impact on the Company's net income, since they are offset by operating expenses. The increase comes from the re-invoicing to Groupe agencies of the deliveries of free shares to employees benefitting from LTI plans.

Operating expenses amounted to euro 138 million as of June 30, 2025, compared with euro 125 million the previous year. Excluding pass-through costs, they remained stable.

As a result, operating income is balanced in the first half of 2025, compared with a loss of euro 5 million in 2024.

Financial income amounted to euro 8 million in H1 2025, compared to euro 5 million the previous year, thanks in particular to the dividends received from subsidiaries.

Financial expenses totaled euro 34 million in H1 2025, compared to euro 58 million the previous year. This change is mostly related to the decrease in the interest expenses related to the Groupe's cash pool and intra-group loans.

Pre-tax profit was a loss of euro 26 million in the first half of 2025, compared with a loss of euro 57 million in H1 2024.

After inclusion of euro 2 million income tax credit resulting from the French tax consolidation, the net income of Publicis Groupe SA, the Groupe's parent company, was a loss of euro 24 million as of June 30, 2025, compared with a loss of euro 53 million as of June 30, 2024.

1.6 POST-REPORTING PERIOD EVENTS

On July 4, 2025, a major budget law was enacted in the United States—the One Big Beautiful Bill Act (OBBBA) introducing, among other things, tax measures retroactively applicable as of January 1, 2025. This legislation includes the extension of existing tax reductions, adjustments to tax depreciation rules, and targeted changes to certain tax credits.

As of June 30, 2025, the law had not yet been definitively passed by the U.S. Congress nor signed by the President. It was therefore not taken into account in the condensed half-year consolidated financial statements.

Given the implementation arrangements and the options provided by the regulation, the Group is currently analyzing the potential impacts of this law on its activities and tax expenses.

1.7 OUTLOOK

After a stronger-than-expected first half of 2025, and a boost of 15 material new business wins since the beginning of the year, the Groupe is upgrading its organic growth guidance for the full year of 2025, despite a lack of visibility due to a challenging macroeconomic context.

The Groupe now aims for close to +5% organic growth in 2025, compared to +4% to +5% range previously, which factors in anticipated reductions in client market spend in H2, a negative performance for Publicis Sapient in the full year, and a negative impact from year-end budget adjustments after the positives of 2024.

The Groupe also confirms its 2025 guidance on operating margin rate, which is expected to record a slight improvement from its industry-high level of 18.0% in 2024. This will be achieved while the Groupe sustains high levels of investments in artificial intelligence, talent and new business. Free cash flow before change in working capital is now anticipated at circa. 1.9 billion euros, which includes a negative impact of currency movement for euro 80 million.

Chapter

2. CONDENSED HALF-YEAR CONSOLIDATED FINANCIAL STATEMENTS ENDED JUNE 30, 2025

2.1 CONSOLIDATED INCOME
STATEMENT 18
2.2 CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME 19
2.3 CONSOLIDATED BALANCE SHEET 20
2.4 CONSOLIDATED STATEMENT OF
CASH FLOWS 21

2.5 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 22 2.6 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 23

2.1 CONSOLIDATED INCOME STATEMENT

(in millions of euros) June 30, 2025
(6 months)
June 30, 2024
(6 months)
December 31, 2024
(12 months)
Net revenue(1) 4 7,152 6,688 13,965
Pass-through revenue 1,331 962 2,065
Revenue 4 8,483 7,650 16,030
Personnel costs and freelancers costs 5 (4,835) (4,498) (9,224)
Other operating costs 6 (2,147) (1,751) (3,792)
Operating margin before depreciation & amortization 1,501 1,401 3,014
Depreciation and amortization expense
(excluding intangibles from acquisitions)
7 (259) (241) (495)
Operating margin 1,242 1,160 2,519
Amortization of intangibles from acquisitions 7 (106) (123) (234)
Impairment loss 7 (35) (45) (86)
Non-current income and expenses 8 1 16 15
Operating income 1,102 1,008 2,214
Financial debt expenses 9 (58) (61) (122)
Financial debt income 9 73 100 174
Revaluation of earn-out commitments 9 38 28 35
Other financial income and expenses 9 (58) (39) (81)
Financial result (5) 28 6
Share of profit of equity-accounted investees, net of tax 1 (3) (2)
Pre-tax income 1,098 1,033 2,218
Income taxes 10 (266) (256) (549)
Net income 832 777 1,669
Total net income attributable to:
● Non-controlling interests 8 4 9
● Owners of the Company 824 773 1,660
Per-share data (in euros) – Net income attributable to
owners of the Company
11
Number of shares 251,389,723 250,711,640 250,677,462
Earnings per share 3.28 3.08 6.62
Number of diluted shares 253,471,482 253,302,880 253,565,798
Diluted earnings per share 3.25 3.05 6.55

(1) Net revenue: Revenue less pass-through costs. Those costs are mainly production & media costs and out-of-pocket expenses. As these are items that can be passed on to clients and are not included in the scope of analysis of transactions, the net revenue indicator is the most appropriate for measuring the Group's operational performance.

2.2 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

June 30, 2025 June 30, 2024 December 31, 2024
(in millions of euros) (6 months) (6 months) (12 months)
Net income for the period (a) 832 777 1,669
Comprehensive income that will not be reclassified to income
statement
● Actuarial gains (and losses) on defined benefit plans 3 18 2
● Related tax - (4) (1)
Comprehensive income that may be reclassified to income
statement
● Remeasurement of hedging instruments (66) 19 63
● Consolidation translation adjustments (1,194) 244 519
● Related tax 17 (5) (17)
Total other comprehensive income (b) (1,240) 272 566
Total comprehensive income for the period (a) + (b) (408) 1,049 2,235
Total comprehensive income attributable to:
● Non-controlling interests 3 4 11
● Owners of the Company (411) 1,045 2,224

2.3 CONSOLIDATED BALANCE SHEET

(in millions of euros) Notes June 30, 2025 December 31, 2024
Assets
Goodwill 12 13,009 13,843
Intangible assets 925 1,069
Right-of-use assets related to leases 17 1,612 1,735
Property, plant and equipment 576 608
Deferred tax assets 253 237
Equity-accounted investees 75 79
Other non-current financial assets 285 287
Non-current assets 16,735 17,858
Inventories and work-in-progress 587 361
Trade receivables 13,874 15,595
Contract assets 1,675 1,445
Current tax assets 205 176
Other current financial assets 131 176
Other receivables and current assets 670 599
Cash and cash equivalents 2,206 3,644
Current assets 19,348 21,996
Total assets 36,083 39,854
Equity and liabilities
Share capital 102 102
Additional paid-in capital and retained earnings, Group share 9,529 10,958
Equity attributable to holders of the Company 13 9,631 11,060
Non-controlling interests (27) (24)
Total equity 9,604 11,036
Long-term borrowings 16 2,994 1,843
Long-term lease liabilities 17 1,915 2,099
Deferred tax liabilities 136 172
Pension commitments and other long-term benefits 15 272 271
Long-term provisions 14 289 317
Non-current liabilities 5,606 4,702
Short-term borrowings 16 196 872
Short-term lease liabilities 17 354 361
Trade payables 16,412 19,375
Contract liabilities 583 604
Current tax liabilities 298 335
Pension commitments and other short-term benefits 15 16 21
Short-term provisions 14 199 249
Other current financial liabilities 1,065 310
Other creditors and current liabilities 1,750 1,989
Current liabilities 20,873 24,116
Total equity and liabilities 36,083 39,854

2.4 CONSOLIDATED STATEMENT OF CASH FLOWS

June 30, 2025 June 30, 2024 December 31, 2024
(in millions of euros) Notes (6 months) (6 months) (12 months)
Cash flow from operating activities
Net income 832 777 1,669
Neutralization of non-cash income and expenses:
Income taxes 10 266 256 549
Financial result 9 5 (28) (6)
Capital losses (gains) on disposal of assets (before tax) (1) (16) (13)
Depreciation, amortization and impairment losses 7 400 409 815
Share-based payments 5 54 46 91
Other non-cash income and expenses (11) 1 6
Share of profit of equity-accounted investees, net of tax (1) 3 2
Dividends received from equity-accounted investees 3 1 4
Taxes paid (350) (376) (655)
Change in working capital requirements(1) (1,745) (1,629) (161)
Net cash flows generated by (used in) operating activities (I) (548) (556) 2,301
Cash flow from investing activities
Purchases of property, plant and equipment and intangible assets (116) (120) (238)
Disposals of property, plant and equipment and intangible assets 1 2 3
Purchases of investments and other financial assets, nets (11) 12 34
Acquisitions of subsidiaries, net of cash acquired 3 (433) (229) (915)
Disposals of subsidiaries 3
Net cash flows generated by (used in) investing activities (II) (559) (335) (1,116)
Cash flow from financing activities
Dividends paid to holders of the parent company 13 (853)
Dividends paid to non-controlling interests (5) (9) (12)
Proceeds from borrowings 16 1,249 1
Repayments of borrowings 16 (753) (5) (603)
Repayments of lease liabilities 17 (188) (182) (369)
Interests paid on lease liabilities 17 (44) (42) (84)
Interests paid 16 (97) (85) (105)
Interests received 75 98 174
Buy-outs of non-controlling interests 16 (18) (7) (8)
Net (buybacks)/sales of treasury shares 13 (149) (119) (148)
Net cash flows generated by (used in) financing activities (III) 70 (351) (2,007)
Impact of exchange rate fluctuations (IV) (399) 74 215
Change in consolidated cash and cash equivalents (I + II + III + IV) (1,436) (1,168) (607)
Cash and cash equivalents on January 1 3,644 4,250 4,250
Bank overdrafts on January 1 21 (2) (1) (1)
Net cash and cash equivalents at beginning of year (V) 3,642 4,249 4,249
Cash and cash equivalents at closing date 2,206 3,082 3,644
Bank overdrafts at closing date 21 (1) (2)
Net cash and cash equivalents at end of the year (VI) 2,206 3,081 3,642
Change in consolidated cash and cash equivalents (VI - V) (1,436) (1,168) (607)
(1) Breakdown of changes in working capital requirements
Change in inventory and work-in-progress (245) (121) (34)
Change in trade receivables and contract assets 137 299 (1,449)
Change in other current assets
Change in trade payables
(55)
(1,318)
182
(2,099)
414
1,327
Change in provisions and other current liabilities (264) 110 (419)
Change in working capital requirements (1,745) (1,629) (161)

2.5 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Number of
outstanding
shares
(in millions of euros) Share
capital
Additional
paid-in
capital
Translation
reserve
Hedging
reserve
Reserves
and
retained
earnings
Equity
attributable
to owners of
the
Company
Non
controlling
interests
Total
equity
250,574,493 January 1, 2024 102 3,336 (299) 16 6,633 9,788 (40) 9,748
Net income 773 773 4 777
Other comprehensive
income, net of tax
239 19 14 272 272
Total comprehensive
income for the year
239 19 787 1,045 4 1,049
Dividends (53) (800) (853) (9) (862)
Share-based payments,
net of tax
60 60 60
Effect of acquisitions and
commitments to buy-out
non-controlling interests
(5) (5) 4 (1)
Equity warrants exercise
416,958 (Buybacks)/Sales of
treasury shares
(119) (119) (119)
250,991,451 June 30, 2024 102 3,283 (60) 35 6,556 9,916 (41) 9,875
250,739,747 January 1, 2025 102 3,283 218 62 7,395 11,060 (24) 11,036
Net income 824 824 8 832
Other comprehensive
income, net of tax
(1,189) (49) 3 (1,235) (5) (1,240)
Total comprehensive
income for the year
(1,189) (49) 827 (411) 3 (408)
Dividends (903) (903) (5) (908)
Share-based payments,
net of tax
51 51 51
Effect of acquisitions and
commitments to buy-out
non-controlling interests
(17) (17) (1) (18)
Equity warrants exercise
78,692 (Buybacks)/Sales of
treasury shares
(149) (149) (149)
250,818,439 June 30, 2025 102 3,283 (971) 13 7,204 9,631 (27) 9,604

2.6 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DETAILED SUMMARY OF THE NOTES TO THE FINANCIAL STATEMENTS

Note 1 Accounting policies and methods 24
1.1 New applicable standards and
interpretations
24
1.2 Principal sources of uncertainty arising
from the use of estimates
24
Note 2 Macro-economic context 25
Note 3 Changes to consolidation scope 25
3.1 Acquisitions in the first half of 2025 25
3.2 Acquisitions in the first half of 2024 26
3.3 Disposals in the first half 2025 and 2024 26
Note 4 Revenue and net revenue 27
Note 5 Personnel costs, freelancers costs and
headcount
27
Note 6 Other operating costs 28
Note 7 Depreciation, amortization and
impairment losses
28
Note 8 Non-current income and expenses 29
Note 9 Financial result 29
Note 10 Income taxes 29
Note 11 Earnings per share 30
Note 12 Goodwill 31
Note 13 Shareholders 32
Note 14 Provisions and contingent liabilities 33
Note 15 Pension commitments and other
employee benefits
34
Note 16 Borrowings 34
Note 17 Lease contracts 37
Note 18 Commitments 39
Note 19 Risk management 40
Note 20 Operating segment information 41
Note 21 Publicis Groupe SA free share plans 44
Note 22 Information on related-party
transactions
46
Note 23 Subsequent events 46

Publicis Groupe SA (the "Company") is a French limited liability Company (société anonyme) with a Board of Directors, governed by Articles L. 225-17 to L. 225-56 of the French Commercial Code. The headquarters is located at 133, avenue des Champs-Élysées, 75008 Paris, France.

The Company's consolidated financial statements include the Company and its subsidiaries (collectively referred to as "the Group"). The Group operates across the entire marketing and communications value chain, from strategic consulting to execution. The Group's strategy is to be its clients' preferred partner thanks to an integrated approach enabling them to increase their market share and accelerate their development in a new era of commerce.

Note 1 Accounting policies and methods

Pursuant to European Regulation No. 1606/2002 of July 19, 2002, the Publicis Groupe's condensed consolidated financial statements as of June 30, 2025 were prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union (EU) and published by the IASB (International Accounting Standards Board). They should be read in conjunction with the Group's latest annual financial statements for the financial year ended December 31, 2024, presented in the universal registration document filed with the Autorité des marchés financiers (AMF) on April 30, 2025 ("2024 Universal Registration Document", pages 275 to 339).

They do not include all the information required for a complete set of financial statements prepared in accordance with IFRS. However, they include a selection of notes leading to significant events and transactions in order to understand the changes that have occurred in the Group's financial position and performance since the last annual financial statements.

The half-year consolidated financial statements as of June 30, 2025, as well as the notes and related notes, were approved by the Board of Directors on July 16, 2025.

The consolidated financial statements are presented in euros, which is the Company's functional currency. Amounts are rounded to the nearest million euros, unless otherwise indicated.

1.1 New applicable standards and interpretations

Compliance with IFRS standards as adopted by the European Union and IFRS standards published by the IASB.

The interim financial statements are prepared using the same accounting principles as the financial statements for the year ended December 31, 2024, subject to the specific requirements of IAS 34 and the application of new standards mentioned below.

For the periods presented, the standards and interpretations adopted by the European Union are aligned with those published by the International Accounting Standards Board (IASB), except for texts currently being endorsed, which have no impact on the Group's financial statements. Thus, the Group's financial statements comply with both IFRS standards adopted by the European Union and those endorsed by the IASB.

Application of new standards and interpretations

The Group's application of the new standards and interpretations adopted by the European Union whose application is mandatory as of January 1, 2025 has no material impact on the Group's financial statements and concerns the amendments to IAS 21 - Lack of exchangeability (published by the IASB on August 15, 2023, applicable to financial years beginning on January 1, 2025).

Application of new standards and interpretations

As of June 30, 2025, the Group has not early applied any new standard or interpretation. The Group does not expect the adoption of future IFRS standards to have a material impact on the financial statements of future periods with the exception of IFRS 18, the potential impact of which is currently being assessed.

1.2 Principal sources of uncertainty arising from the use of estimates

In preparing these consolidated financial statements, the Group has made estimates and judgments. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized prospectively.

The Group bases its estimates on past experience and on a series of other assumptions deemed reasonable under the circumstances, to measure the amounts to be used for the Group's assets and liabilities. Actual results may differ from these estimates.

The significant judgments made by the Group in applying the accounting policies and the main sources of estimation uncertainty are identical to those described in the latest annual financial statements.

In particular, the Group does not expect these sources of estimation uncertainty to be significantly affected by future macroeconomic, technological, social and climate changes.

Note 2 Macro-economic context

In the first half year of 2025, the Group operated in a global environment still characterized by moderate growth and persistent economic and geopolitical uncertainties. The actions initiated by the United States to increase the tariff rates has further intensified these tensions. The recent enactment of a tax reform in the U.S. (One Big Beautiful Bill Act) forms part of this context, with implementation details still under review. However, these factors have not had a material impact on the Group's performance trajectory. Publicis' operations have continued to align with the first semester 2025 growth and margin objectives set out in its business plans. The very good performance in terms of new budget gains, the resilience of its operating model, combined with a proven ability to adapt, support the view that, at this stage, potential tariff increases and regulatory changes do not constitute an indicator of value impairment.

2

Note 3 Changes to consolidation scope

3.1 Acquisitions in the first half of 2025

The main acquisitions of the period are:

  • In April 2025, acquisition of Lotame Solutions, Inc for 100%, an independent player specialized in data, identity and technology as part of the artificial intelligence strategy of Publicis.
  • in April 2025, acquisition of BR Media for 100% a Brazilbased influencer marketing and content company across Latin America, with a structured network of several hundred thousand creators in the region.
  • In May 2025, the acquisition of Captiv8 for 100%, a global influencer technology marketing platform that facilitates connections between brands, content creators, and their audiences.

The provisional goodwills resulting from the Group's acquisitions are calculated as follows:

(in millions of euros) Lotame BR Media Captiv8
Cash consideration 127 110 143
Earn-out commitments 40
Total consideration transferred (A) 127 150 143
Total identifiable net assets acquired (B) 31 34 (10)
Provisional goodwill (A – B) 96 116 153

The fair values of the identifiable net assets acquired have been determined on a provisional basis, pending the completion of an independent valuation and will be finalized during the second half of the year. If new information becomes available within twelve months from the acquisition date regarding facts and circumstances that existed at that date, the Group will revise the provisional amounts retrospectively. Such revisions may include adjustments to the fair values initially recognized or the recognition of additional liabilities or provisions that existed at the acquisition date.

The goodwills mainly relate to the know-how and technical skills of the employees of the acquired entities and to the ability to maintain and develop existing assets. None of the goodwills recognized is expected to be deductible for tax purposes.

Intangible assets (technology and client relationships) are valued using either the royalty method or the excess earnings method. The royalty method considers the discounted estimated royalties payments that are expected to be avoided as a result the patent or trademark being owned. The excess earnings method considers the present value of net cash flows expected to be generated by the client relationships or technologies.

During the first half year of 2025, the cash flows related to the acquisitions of are as follows:

June 30, 2025
(in millions of euros) (6 months)
Cash consideration 460
Cash and cash equivalents of the acquired entities (49)
Earn-out payments 22
Acquisitions of subsidiaries, net of cash acquired 433

Acquisitions during the period contribute less than 1% of consolidated net revenue of the first half year of 2025 and less than 1% of net income attributable to equity holders of the parent company.

Acquisition costs are recognized in other operating expenses.

3.2 Acquisitions in the first half of 2024

The main acquisition of the period was, in March 2024, 100% of Spinnaker SCA, a leading services company specializing in the supply chain. Spinnaker SCA offers comprehensive supply chain strategy, planning and execution consulting services. This acquisition enables Publicis Groupe to expand its expertise and capabilities in this area.

The goodwill resulting from this acquisition was calculated as follows:

(in millions of euros) Spinnaker
Cash consideration 113
Earn-out consideration 4
Total consideration transferred (A) 117
Total identifiable net assets acquired (B) 16
Goodwill (A - B) 101

Goodwill mainly relates to the know-how and technical skills of the employees of the acquired entities and to the ability to maintain and develop existing assets. None of the goodwill recognized is expected to be deductible for tax purposes.

The client relationships were valued using the excess earnings method respectively that considers the present value of net cash flows expected to be generated by the client relationships.

During the first half year of 2024, the cash flows related to the acquisitions were as follows:

June 30, 2024
(in millions of euros) (6 months)
Cash consideration 173
Cash and cash equivalents of the acquired entities (7)
Earn-out payments 63
Acquisitions of subsidiaries, net of cash acquired 229

Acquisitions during the period contributed less than 1% of consolidated net revenue in the first-half of 2024 and less than 1% of net income attributable to equity holders of the parent company.

The acquisition costs were recorded under "other operating expenses".

3.3 Disposals in the first half 2025 and 2024

In the first half of 2025, the Group did not make any significant disposals. In the first half of 2024, the Group did not make any significant disposals.

Note 4 Revenue and net revenue

The Group supports its clients on all marketing issues thanks to its expertise in the areas of creativity, media, data and digital transformation. To provide a single offering in each country combining all the Group's areas of expertise, Publicis defined ten core markets: the United States, Canada, the United Kingdom, France, DACH (Germany, Austria and Switzerland), Asia-Pacific, Africa and the Middle East, Central and Eastern Europe, Western Europe and Latin America.

This organization by country corresponds to the operating segments grouped into five reportable segments (see note 20): North America, Europe, Asia-Pacific, the Middle East & Africa, and Latin America.

2

Middle East & June 30, 2024
Net revenue 4,427 1,726 604 207 188 7,152
Revenue 5,010 2,187 772 286 228 8,483
(in millions of euros) North America Europe Asia-Pacific Africa Latin America (6 months)
Middle East & June 30, 2025
Middle East &
(in millions of euros) North America Europe Asia-Pacific Africa Latin America (6 months)
Revenue 4,501 1,993 698 273 185 7,650
Net revenue 4,112 1,649 572 190 165 6,688

During the first half year of 2025, pass-through revenue of euro 1,331 million (euro 962 million during the first half of 2024) are split between euro 1,272 million in pass-through costs (euro 904 million during the first half of 2024) and euro 59 million in depreciation and amortization expense (excluding intangibles from acquisitions) (58 million during the first half of 2024) .

Note 5 Personnel costs, freelancers costs and headcount

Personnel costs include salaries, wages, commissions, bonuses, profit-sharing, paid leave, as well as estimated bonuses and expenses related to share-based payments (free share plans) and pension plan expenses (excluding the net effect of the unwinding of discounts presented in other financial income and expenses).

June 30, 2025 June 30, 2024
(in millions of euros) (6 months) (6 months)
Compensation (3,798) (3,551)
Social security charges (601) (557)
Post-employment benefits(1) (129) (129)
Share-based payments (54) (46)
Restructuring costs (63) (41)
Personnel costs (4,645) (4,324)
Freelancers costs (190) (174)
Personnel costs and freelancers costs (4,835) (4,498)

(1) See note 15.

/ Breakdown of headcount by geographic region

June 30, 2025
(6 months)
December 31, 2024
(12 months)
June 30, 2024
(6 months)
Europe 25,834 25,492 25,896
North America 32,079 31,749 30,999
Latin America 11,812 10,915 10,712
Asia-Pacific 37,435 35,475 35,271
Middle East & Africa 4,690 4,548 4,029
Total 111,850 108,179 106,907

Note 6 Other operating costs

This item covers all external expenses other than production and media buying when the Group acts as agent, and includes in particular:

■ costs directly attributable to the services rendered amounting to euro 270 million in the first half of 2025, versus euro 271 million in the first half of 2024.

It also includes IT costs, taxes (except corporate income taxes), duties and similar payments, and increases and reversals of provisions.

Note 7 Depreciation, amortization and impairment losses

June 30, 2025 June 30, 2024
(in millions of euros) (6 months) (6 months)
Amortization of other intangible assets (excluding intangibles arising from
acquisitions)
(36) (24)
Depreciation of property, plant and equipment (65) (66)
Depreciation of right-of-use assets (158) (151)
Depreciation and amortization expense (excluding intangibles from acquisitions) (259) (241)
Amortization of intangibles from acquisitions (106) (123)
Impairment losses on real estate contracts (35) (42)
Impairment loss on intangible asset (3)
Impairment losses (35) (45)
Total depreciation, amortization and impairment losses (400) (409)

Impairment losses of goodwill, intangible assets and intangible assets arising from acquisitions

No impairment loss indicator was identified, and no impairment test was performed. For more information, see note 2.

Impairment losses on real estate contracts

As part of the program to optimize premises, aiming to consolidate the agencies on one or more sites in the main countries, it was decided to empty leased space. Consequently, right-of-use assets concerning the empty spaces were subject to total or partial impairment loss, and likewise concerning the fixtures in these spaces.

Impairment losses in the first half of 2025 of euro 35 million recognize (euro 26 million net of tax), including euro 24 million for right-of-use assets and euro 7 million for fixtures. Accrued expenses such as facility management expenses and any taxes on vacant properties in the amount of euro 4 million are included in provisions for vacant property (see note 14).

Impairment losses in the first half of 2024 of euro 42 million had been recognized (euro 32 million net of tax), including euro 20 million for right-of-use assets, euro 17 million for sub-leasing receivables and euro 5 million for fixtures. Accrued expenses such as facility management expenses and any taxes on vacant properties in the amount of euro 17 million were included in provisions for vacant property (see note 14).

pass-through costs amounting to euro 1,272 million in the first half of 2025, versus euro 904 million in the first half of 2024;

Note 8 Non-current income and expenses

June 30, 2025 June 30, 2024
(in millions of euros) (6 months) (6 months)
Non-current income and (expenses) 14
Capital gains (losses) on disposal of assets 1 2
Total non-current income and (expenses) 1 16

In the first half year of 2025, other non-current income and expenses are non significant.

In the first half year of 2024, the non-current income and expenses of euro 16 million mainly corresponded to income of euro 14 million generated by the contribution of the exclusive right to use Citrus and Epsilon technologies to Unlimitail.

Note 9 Financial result

June 30, 2025 June 30, 2024
(in millions of euros) (6 months) (6 months)
Interest expenses on loans and bank overdrafts (58) (61)
Income from cash and cash equivalents 52 83
Income (expenses) on derivatives 21 17
Financial debt expenses (58) (61)
Financial debt income 73 100
Cost of net financial debt 15 39
Interest expense on lease liabilities (44) (42)
Change in fair value of financial assets 1 7
Foreign exchange gains (losses) and change in the fair value of derivatives (10) 2
Other (5) (6)
Other financial income and expenses (58) (39)
Financial result excluding revaluation of earn-out commitments (43)
Revaluation of earn-out commitments 38 28
Financial result (5) 28

Note 10 Income taxes

Income tax expense for the first half year of 2025 is calculated by applying the estimated effective tax rate for the full year to the pre-tax income for the interim period, excluding the effects of the U.S. tax reform (One Big Beautiful Bill Act) (see postclosing events disclosed in Note 23).

June 30, 2025 June 30, 2024
(in millions of euros) (6 months) (6 months)
Pre-tax income of consolidated companies 1,097 1,036
Revaluation of earn-out payments (38) (28)
Gain on contributions to Unlimitail (14)
Restated pre-tax income of consolidated companies A 1,059 994
Income tax in the income statement (266) (256)
Tax effect on gain generated by contributions to Unlimitail 8
Income tax in the restated income statement B (266) (248)
Effective tax rate B/A 25.1 % 24.9 %

The exceptional contribution introduced by the 2025 French Finance Act and the U.S. tax reform (OBBBA) have no impact on the Group's half-year financial statements. As a reminder, the effective tax rate for financial year 2024 (12 months) was 24.9%.

Note 11 Earnings per share

/ Earnings per share (basic and diluted)

June 30, 2025 June 30, 2024
(in millions of euros, except for share data) (6 months) (6 months)
Net income used for the calculation of earnings per share
Net income attributable to holders of the Company A 824 773
Impact of dilutive instruments:
● Savings in financial expenses related to the conversion of debt
instruments, net of tax
Net income attributable to holders of the Company – diluted B 824 773
Number of shares used to calculate earnings per share
Number of shares at January 1 254,311,860 254,311,860
Treasury shares to be deducted (average for the year) (2,922,137) (3,600,220)
Average number of shares used for the calculation C C 251,389,723 250,711,640
Impact of dilutive instruments:
● Dilutive free shares 2,081,759 2,591,240
Number of diluted shares (in euros) D 253,471,482 253,302,880
Earnings per share A/C 3.28 3.08
Diluted earnings per share B/D 3.25 3.05

/ Headline earnings per share (basic and diluted)

June 30, 2025 June 30, 2024
(in millions of euros, except for share data) (6 months) (6 months)
Net income used to calculate headline earnings per share(1)
Net income attributable to holders of the Company 824 773
Items excluded:
● Amortization of intangibles from acquisitions, net of tax 79 92
● Impairment loss, net of tax 26 34
● Main capital gains and losses on disposal of assets and fair value
adjustment of financial assets(2), net of tax
(1) (14)
● Revaluation of earn-out payments (38) (28)
Headline net income attributable to holders of the Company E 890 857
Impact of dilutive instruments:
● Savings in financial expenses related to the conversion of debt
instruments, net of tax
Headline net income attributable to holders of the Company - diluted F 890 857
Number of shares used to calculate earnings per share
Number of shares at January 1 254,311,860 254,311,860
Shares created over the year
Treasury shares to be deducted (average for the year) (2,922,137) (3,600,220)
Average number of shares used for the calculation C 251,389,723 250,711,640
Impact of dilutive instruments:
● DIlutive free shares 2,081,759 2,591,240
Number of diluted shares (in euros) D 253,471,482 253,302,880
Headline earnings per share(1) E/C 3.54 3.42
Headline earnings per share – diluted (1) F/D 3.51 3.38

(1) Headline EPS after elimination of impairment losses, amortization of intangibles from acquisitions, the main capital gains and losses on disposal and fair value adjustment of financial assets, the revaluation of earn-out commitments

(2) As of June 30, 2025, there is no significant capital gains or losses on disposal and the fair value adjustment of financial assets amounts to 1 million. As of June 30, 2024, the main capital gains and losses on disposal amount to euro 8 million and the fair value adjustment of financial assets amounts to euro 6 million.

Note 12 Goodwill

(in millions of euros) Gross value Impairment loss Net amount
December 31, 2023 13,948 (1,526) 12,422
Acquisitions 163 163
Changes related to the revaluation of earn-outs during the
allocation period
(57) (57)
Disposals (1) (1)
Foreign exchange 323 (38) 285
June 30, 2024 14,376 (1,564) 12,812
December 31, 2024 15,450 (1,607) 13,843
Acquisitions 502 502
Changes related to the adjustment of the opening balance sheet
during the allocation period
(17) (17)
Foreign exchange (1,478) 159 (1,319)
June 30, 2025 14,457 (1,448) 13,009

Note 13 Shareholders

/ Share capital of the parent company

(in shares) June 30, 2025 December 31, 2024
Share capital at January 1 254,311,860 254,311,860
Capital increase
Shares comprising the share capital at the end of the period 254,311,860 254,311,860
Treasury stock at the end of the period (3,493,421) (3,572,113)
Shares outstanding at the end of the period 250,818,439 250,739,747

The share capital of Publicis Groupe SA amounts to euro 101,724,744 at the first half year, 2025, divided into 254,311,860 shares with a nominal value of euro 0.40 each.

Change in treasury shares

Treasury shares held at the end of the year, including those owned under the liquidity contract, are deducted from the share capital.

The portfolio of treasury shares changed as follows in 2024 and 2025:

Amount Cash flows
Number of shares (in millions of euros) (in millions of euros)
Treasury shares held on December 31, 2023 3,737,367 265
Disposals and vesting of free shares (1,629,927) (110)
Buybacks of treasury shares 1,181,711 116 (116)
Movements as part of the liquidity contract 31,258 3 (3)
Treasury shares held on June 30, 2024 3,320,409 274 (119)
Treasury shares held on December 31, 2024 (1) 3,572,113 300 (148)
Disposals and vesting of free shares (1,678,821) (123)
Buybacks of treasury shares 1,610,899 150 (150)
Movements as part of the liquidity contract (10,770) (1) 1
(1)
Treasury shares held on June 30, 2025
3,493,421 326 (149)

(1) Including 48,000 shares held under the liquidity contract on December 31, 2024, and 37,230 on June 30, 2025.

Buyback of treasury shares

In the first half year of 2025, as part of a share buyback program, Publicis Groupe S.A. repurchased 1,610,899 of its shares for euro 149 million (euro 150 million including the financial transaction tax). The objective of this program is to meet the obligations related to the current free share plans for employees, without issuing new shares.

During the first half of 2024, as part of a share buyback program, Publicis Groupe S.A. repurchased 1,031,711 of its shares for euro 99 million (euro 101 million including the financial transaction tax). The objective of this program was to meet the obligations related to the current free share plans for employees, without issuing new shares.

In addition, in June 2024, Publicis Groupe S.A. acquired a block of 150,000 of its own shares for an amount of euro 15 million from shareholder Ms. Sophie Dulac. These shares were also be used to meet the Company's obligations under current employee free share plans without issuing new shares. The transaction price was euro 100.09 per share repurchased, representing a discount of 1% compared to the closing market price of euro 101.10 on June 13, 2024. This transaction constitutes a transaction with a related party.

Dividends approved and submitted to vote

In accordance with decisions of the Combined General Shareholders' Meeting of May 27, 2025, Publicis Groupe S.A. paid a dividend on July 3, 2025, of euro 3.60 per share, fully paid in cash.

An amount of euro 903 million was recognized as a liability at June 30, 2025, under "Other current financial liabilities".

Risks and
(in millions of euros) Restructuring Vacant property(1) litigation Other provisions Total
December 31, 2023 56 115 232 171 574
Increases 20 17 7 2 46
Releases with usage (29) (15) (19) (8) (71)
Reversals without usage (2) (1) (1) (4)
Foreign exchange and others 22 2 3 27
June 30, 2024 45 139 221 167 572
December 31, 2024 76 132 187 171 566
Increases 32 7 1 1 41
Releases with usage (50) (15) (5) (5) (75)
Reversals without usage (3) (9) (12)
Foreign exchange and others (3) (13) (6) (10) (32)
June 30, 2025 52 111 168 157 488
Of which short-term 46 26 62 65 199
Of which long-term 6 85 106 92 289

Note 14 Provisions and contingent liabilities

(1) See note 7.

Metrobus/"Autorité de la concurrence"

In April 2022, the Group received a notification of grievances from the Competition Authority in relation to practices implemented in the outdoor advertising sector in France. The procedure is ongoing.

Publicis Health LLC

On February 1, 2024, a comprehensive resolution was reached with all 50 State Attorneys General, the District of Columbia, and certain US Territories related to past work undertaken for opioid manufacturers primarily by former advertising agency Rosetta, bringing to a close, after almost three years of discussions, all complaints related to past work for opioid manufacturers—including by Rosetta (which has since merged into Publicis Health, LLC)—that could have been brought by these States and US Territories. The Attorneys General have recognized Publicis Health's good faith and responsible corporate citizenship in reaching this resolution. In August 2024, all States and US Territories have received the settlement payment under the agreement. This settlement is in no way an admission of wrongdoing or liability.

As a reminder, on May 6, 2021, the Attorney General for the Commonwealth of Massachusetts filed a lawsuit against Publicis Health, LLC, a subsidiary of Publicis Groupe, in connection with the work that the agency and its predecessor agencies did for Purdue Pharma from 2010 to 2018 related to the marketing of opioids. The Attorney General claimed that Publicis violated the Massachusetts consumer protection statute and created a public nuisance by participating in Purdue Pharma's efforts to market and sell opioids. This case was settled as part of a global resolution, described above, with all US States and Territories. and the District of Columbia.

On September 19, 2023, Publicis Health, LLC was named as a codefendant in a similar action brought by St. Clair County in the Court of Illinois. Publicis Health filed a motion to dismiss. This complaint is expected to be dismissed due to the resolution reached with the 50 States (including Illinois) and the existence of an "opioid bar statute" in Illinois.

On April 16, 2024, Publicis Health LLC was named as a defendant in a putative class action brought by Cleveland Bakers and Teamsters Health and Welfare Fund on behalf of itself and purportedly all other third-party payors who allegedly incurred additional costs as a consequence of the opioid epidemic. This complaint was dismissed in February 2025, and the case is closed.

In November 2024, Publicis Health LLC was named as a defendant in a similar class action brought in front of the federal court in Chicago on behalf of a group of school districts in several states (Illinois, Ohio, Maryland, New Mexico, California, Maine and New York). Publicis Health LLC denies any wrongdoing or liability and has moved to dismiss the litigation.

In February 2025, Publicis Media Canada was added to a similar opioid-related lawsuit filed in the Alberta King's Bench Court by the City of Grande Prairie and The Corporation of the City of Brantford against 65 defendants. Publicis Media Canada has filed a motion to dismiss.

Note 15 Pension commitments and other employee benefits

(in millions of euros) June 30, 2025 December 31, 2024
Pension commitments and other long-term benefits (272) (271)
Pension commitments and other short-term benefits (16) (21)
Pension plan surpluses 30 31
other post-employment and long-term benefits (258) (261)

Actuarial assumptions (weighted average rates)

The provision for pensions was discounted as of June 30, 2025 on the basis of discount rates calculated using yields of long-term investment grade corporate bonds (minimum AA rating) with maturities equivalent to the length of the plans assessed. They were determined on the basis of external indices commonly used as a reference.

Pension plans Post-employment medical cover
June 30, 2025 United States United Kingdom Euro zone Other Country United States United Kingdom
Discount rate 5.30% 5.70% - 5.80% 3.60% 1.15% - 9.45% 5.30% 5.70% - 5.80%
Pension plans Post-employment medical cover
December 31, 2024 United States United Kingdom Euro zone Other Country United States United Kingdom

Discount rate 5.30% 5.45% - 5.50% 3.30% 1.15% - 12.50% 5.30% 5.45% - 5.50%

Note 16 Borrowings

In the first half year of 2025, the Group undertook key financial structure initiatives:

  • Bond repayment: in June 2025, a euro 750 million bond issued in 2019 to finance the Epsilon acquisition was repaid at maturity.
  • Euro Medium Term Note (EMTN) program and bond issuance: A euro 1,500 million Euro Medium Term Note program was launched on May 16. Under this program, a euro 1,250 million bond was issued on June 4 in two tranches:
    • euro 600 million maturing in June 2029 at 2.875% annual interest;

■ euro 650 million maturing in June 2032 at 3.375% annual interest.

Related issuance costs totaled €6 million.

Syndicated credit facility extension: The euro 2,000 million facility, initially maturing in July 2029 and featuring two one-year extension options, was extended by one year in May 2025, pushing maturity to July 2030. It remained undrawn as of June 30 (see note 19).

Nominal
interest Year of Nominal
(in millions of euros) Currency rate maturity value June 30, 2025 December 31, 2024
Eurobond 2025(1)(4) EUR 0.625% 2025 750 750
Eurobond 2028(1) EUR 1.250% 2028 750 748 748
Eurobond 2031(1) EUR 1.750% 2031 750 746 745
Eurobond 2029(2) EUR 2.875% 2029 600 596
Eurobond 2032(2) EUR 3.375% 2032 650 646
Bonds (excl. accrued interest) 3,500 2,736 2,243
Earn-out commitments 376 328
Commitments to buy-out non-controlling
interests
57 74
Accrued interests 5 48
Other borrowings and credit lines 16 20
Bank overdrafts 2
Other financial liabilities 454 472
Total financial liabilities 3,190 2,715
of which short term 196 872
of which long term 2,994 1,843
Derivatives hedging on the 2025, 2028 and
2031 Eurobonds(1)(3)
(8) 209
Derivatives hedging on intra-group loans and
borrowings(3)
57 (55)
Total liabilities related to financing activities 3,239 2,869

(1) The weighted average fixed rates of the swaps on the 2025, 2028 and 2031 Eurobonds are 3.1386%, 3.5963% and 4.1079% respectively. A euro 2.25 billion bond was issued on June 5, 2019 to finance the acquisition of Epsilon. It was issued in three tranches of euro 750 million each, at a fixed rate and in euros, each swapped into US dollars at a fixed rate.

The swaps were qualified as cash flow hedges of the bond issue in euros. The fair value of these swaps was booked in the balance sheet under "Other current financial assets" and/or "Other current financial liabilities". The change in the fair value of these instruments is booked in "Other comprehensive income" and transferred to the income statement as interests on bond are recognized and the variation in the liabilities in US dollars. As of June 30, 2025, the fair value of these derivatives was recorded in other current financial liabilities for euro -8 million (compared to euro 209 million as of December 31, 2024).

(2) A euro 1.25 billion bond was issued on June 4, 2025 in two tranches of of 600 and 650 million euros respectively, at fixed rates and in euros.

(3) Derivatives are presented in "Other current financial assets" and / or "Other current financial liabilities". (4) In June 2025, the Group repaid the first €750 million tranche of the 2019 bond issue, which had been raised to finance the acquisition of Epsilon.

/ Analysis of financial liabilities

June 30, 2025 December 31, 2024
Euros 2,770 2,292
US dollars 299 392
Other currencies 121 31
Total financial liabilities 3,190 2,715

Apart from bank overdrafts, most of the Groupe's debt is comprised of bonds, none of which are subject to financial covenants. They only include early repayment clauses (change of control, liquidation, cessation de paiements, default on the debt itself or on the repayment of another debt above a given threshold) which are generally applicable above defined thresholds.

/ Change in borrowings - First half year 2025

Total
Derivatives Derivatives liabilities
Bonds Commitments hedging on the hedging on related
(excl. to buy-out Total 2025, 2028 intra-group to
accrued Earn-out non-controlling Accrued financial and 2031 loans and financing
(in millions of euros) interest) commitments interests interests Other liabilities Eurobonds(1)(2) borrowings(2) activities
December 31, 2024 2,243 328 74 48 22 2,715 209 (55) 2,869
Cash flows
Proceeds from borrowings 1,249 1,249 1,249
Repayment of borrowings (750) (3) (753) (753)
Interest received 22 22
Acquisitions of subsidiaries,
net of cash acquired (22) (22) (22)
Buy-outs of non-controlling
interests (18) (18) (18)
Interest paid (84) (13) (97) (97)
Non-cash variations
Acquisitions 123 4 127 127
Changes in exchange rates (23) (5) (6) (34) (34)
Interest expenses 84 1 (43) 16 58 58
Capitalized borrowing costs (6) (6) (6)
Changes in fair value (30) 1 (29) (217) 90 (156)
June 30, 2025 2,736 376 57 5 16 3,190 (8) 57 3,239

/ Change in borrowings - First half year 2024

(in millions of euros) Bonds
(excl.
accrued
interest)
Earn-out
commitments
Commitments
to buy-out
non-controlling
interests
Accrued
interests Other
Total
financial
liabilities
Derivatives
hedging on the
2025, 2028
and 2031
Eurobonds(1)(2)
Derivatives
hedging on
intra-group
loans and
borrowings(2)
Total
liabilities
related
to
financing
activities
December 31, 2023 2,841 253 23 46 25 3,188 117 36 3,341
Cash flows
Proceeds from borrowings
Repayment of borrowings (5) (5) (5)
Interest received 17 17
Acquisitions of subsidiaries,
net of cash acquired
(63) (63) (63)
Buy-outs of non-controlling
interests
(7) (7) (7)
Interest paid (85) (85) (85)
Non-cash variations
Acquisitions 29 29 29
Changes in exchange rates 11 2 1 14 14
Interest expenses 85 85 85
Capitalized borrowing costs
Changes in fair value 1 (87) (38) (124) 59 (80) (145)
June 30, 2024 2,842 143 18 9 20 3,032 176 (27) 3,181

Note 17 Lease contracts

/ Analysis of right-of-use assets by category of underlying assets

Outdoor
(in millions of euros) Real Estate contracts Other assets Total
Gross values at December 31, 2023 1,992 643 66 2,701
Addition of assets(1) 121 42 4 167
Terminations or end of contracts (77) (3) (80)
Foreign exchange and others 36 1 37
Gross values at June 30, 2024 2,072 685 68 2,825
Gross values at December 31, 2024 2,263 686 72 3,021
Addition of assets(1) 115 29 8 152
Terminations or end of contracts (62) (7) (69)
Foreign exchange and others (147) (7) (154)
Gross values at June 30, 2025 2,169 715 66 2,950
Accumulated depreciation at December 31, 2023 (878) (187) (22) (1,087)
Depreciation (88) (52) (9) (149)
Impairment losses(2) (20) (20)
Terminations or end of contracts 77 3 80
Foreign exchange and others (9) (9)
Accumulated depreciation at June 30, 2024 (918) (239) (28) (1,185)
Accumulated depreciation at December 31, 2024 (966) (288) (32) (1,286)
Depreciation (98) (53) (7) (158)
Impairment losses(2) (24) (24)
Terminations or end of contracts 62 7 69
Foreign exchange and others 60 1 61
Accumulated depreciation at June 30, 2025 (966) (340) (32) (1,338)
Net value at June 30, 2025 1,203 375 34 1,612

(1) Additions of assets are net of changes in assumptions on contracts.

(2) Refer to note 7.

2

/ Analysis of lease liabilities

Cash outflows Changes excl. cash outflows
(in millions of euros) December 31,
2024
Repayment
of lease
liabilities(1)
Interests
paid on
lease
liabilities
New
lease
Interest
expenses
on lease
liabilities
Short-term -
long-term
reclassification
Effect of
translation
and others
June 30,
2025
Lease liabilities –
short-term
361 (192) (44) 44 204 (19) 354
Lease liabilities –
long-term
2,099 146 (204) (126) 1,915
Total lease liabilities 2,460 (192) (44) 146 44 (145) 2,269

(1) Repayments of lease liabilities represent an amount of euro -188 million in the consolidated statement of cash flows, of which euro -192 million in respect of leases and euro 4 million of inflows from sub-leases.

Cash outflows Changes excl. cash outflows
(in millions of euros) December 31,
2023
Repayment
of lease
liabilities(1)
Interests
paid on
lease
liabilities
New
lease
Interest
expenses
on lease
liabilities
Short-term -
long-term
reclassification
Effect of
translation
and others
June 30,
2024
Lease liabilities –
short-term
360 (186) (42) 1 42 189 8 372
Lease liabilities –
long-term
1,992 176 (189) 11 1,990
Total lease liabilities 2,352 (186) (42) 177 42 19 2,362

(1) Repayments of lease liabilities represent an amount of euro -182 million in the consolidated statement of cash flows, of which euro -186 million in respect of leases and euro 4 million of proceeds from sub-leases.

Expenses relating to variable lease payments not taken into account in the measurement of the lease obligation

account in the lease liability, while variable fees are expensed directly.

The advertising network contracts include fixed fees (guaranteed minimums) and variable fees above a certain level of activity carried out. Fixed fees are taken into In the first half of 2025, the variable lease expenses amount to euro 9 million. In the first half of 2024, the variable lease expenses were euro 10 million.

Note 18 Commitments

/ First half year 2025

Maturities
(in millions of euros) Total -1 Year 1-5 Years +5 Years
Commitments given
Guarantees(1) 269 81 64 124
Other commitments(2) 740 161 572 7
Total commitments given 1,009 242 636 131
Commitments received
Undrawn confirmed credit lines(3) 2,000 2,000
Other commitments 13 13
Total commitments received 2,013 13 2,000

(1) As of June 30, 2025, guarantees include euro 62 million given to tax authorities in Italy as part of the recovery of VAT debts and receivables, undertakings to pay euro 14 million into Venture Capital Funds until 2031, and euro 29 million relating to media-buying operations. (2) the other commitments for euro 740 million are mostly related to:

⚫ Publicis Groupe has joined the Climate Fund for Nature (Mirova/Natixis), which will allow the Group to receive voluntary carbon credits starting in 2028 and for approximately fifteen years, to offset residual, unavoidable carbon emissions. This fund aims to support projects dedicated to the protection and restoration of nature, with associated benefits for biodiversity and communities. Following a payment of euro 4 million in 2024, the remaining commitment is 16 million euros.

⚫ 713 million euros related to multi-year Software as a Service commitments

⚫ and 11 million euros related to a sponsorship agreement covering the 2025 to 2028 seasons with Manchester City.

(3) Refer to note 19.

/ December 31, 2024

Maturities
(in millions of euros) Total -1 Year 1-5 Years +5 Years
Commitments given
Guarantees(1) 293 70 90 133
Other commitments(2) 16 16
Total commitments given 309 70 106 133
Commitments received
Undrawn confirmed credit lines 2,000 2,000
Other commitments 12 11 1
Total commitments received 2,012 11 2,000 1

(1) As of December 31, 2024, guarantees include euro 62 million given to tax authorities in Italy as part of the recovery of VAT debts and receivables, undertakings to pay euro 29 million into Venture Capital Funds until 2031, and euro 12 million relating to media-buying operations. (2) Publicis Groupe has joined the Climate Fund for Nature (Mirova/Natixis), which will allow the Groupe to receive voluntary carbon credits starting in 2028 and for approximately fifteen years, to offset residual, unavoidable carbon emissions. This fund aims to support projects dedicated to the protection and restoration of nature, with associated benefits for biodiversity and communities. Following a payment of

Other commitments

As part of the disposal of MMS Communication LLC, the Group reached an agreement to buy back 100% of the Company's share capital. This option is subject to a return to normal operating conditions, taking into account a five-year exercise period starting on March 28, 2024. This period may be extended to twelve years, at the sole discretion of Publicis Groupe.

euro 4 million in 2024, the remaining commitment is 16 million euros.

Given the current conditions, this call option has an insignificant value at the closing date.

The Group holds a call option on the remaining 50.11% of the capital of Core 1 WML, a media agency based in Ireland. The call option is valued at the market price according to the multiples method applied to the operating margin before amortization (as for the acquisition of 33.7% of the capital of Core 1 WML carried out in 2022). As the control premium does not represent a significant value, this purchase option has a zero value as of December 31, 2024 and June 30, 2025.

As of June 30, 2025, there were no significant commitments such as pledges, guarantees or collateral, or any other significant off-balance sheet commitments, in accordance with currently applicable accounting standards.

2

Note 19 Risk management

The Group is exposed to interest rate risk, foreign exchange risk, liquidity risk and client and bank counterparty risk. The Company has not identified any significant variation in the identified risks compared to December 31, 2024.

To cover liquidity risk, Publicis relies on a solid cash position (cash and cash equivalents) of euro 2,206 million as of June 30, 2025, as well as a confirmed, undrawn, multicurrency syndicated credit line of euro 2,000 million. This line, set up in July 2024 to replace a previous euro 1,579 million facility maturing in 2026, has been extended until 2030, following the exercise of an extension option. A second one-year extension option remains exercisable. These immediately or almost immediately available sums allow the Group to meet its general funding requirements.

Note 20 Operating segment information

Information by business sector

The Publicis Groupe structure has been developed to provide the Group's clients with comprehensive, holistic communication services involving all disciplines.

The Group has identified operating segments that correspond to key markets (countries or regions). These countries or regions are each run or supervised by a single person and overseen day-to-day by a single Executive Committee, bringing together members with a wide range of expertise. They are thus structured to offer our clients a broad-based solution that meets their needs.

The Group has therefore identified operating segments corresponding to the geographic regions in which it operates: United States, Canada, United Kingdom, France, DACH (Germany, Austria and Switzerland), Asia-Pacific the Middle East and Africa, Central and Eastern Europe, Western Europe and Latin America.

Those operating segments with similar economic characteristics (similar margins), or where the nature of services provided to clients and the type of clients at which they are aimed are similar, have been grouped into five reporting segments: North America, Europe, Asia-Pacific, the Middle East and Africa and Latin America.

2

Reporting by region

The presentation of financial information based on the operating segments results in the same level of information being presented as by geographic region.

/ First half year 2025

Middle
Noth Asia Latin East &
(in millions of euros) Europe America Pacific America Africa Total
Income statement items
Net revenue(1) 1,726 4,427 604 188 207 7,152
Revenue(1)(2) 2,187 5,010 772 228 286 8,483
Depreciation and amortization expense
(excluding acquired intangibles)
(117) (102) (29) (6) (5) (259)
Operating margin 293 775 157 15 2 1,242
Amortization of intangibles from acquisitions (12) (84) (6) (3) (1) (106)
Impairment loss (33) (1) (1) (35)
Non-current income and expenses 1 1
Operating income after impairment 248 690 150 13 1 1,102
Balance sheet items
Intangible assets, net(3) 2,049 10,059 1,198 268 360 13,934
Property, plant and equipment, net
(including right-of-use assets on leases)(3)
1,115 819 194 39 21 2,188
Other financial assets(3) 184 50 31 17 3 285
Disclosures in respect of the statement of cash
flows
Purchases of property, plant and equipment and
intangible assets
(28) (58) (24) (4) (2) (116)
Purchases of investments and other financial
assets, net
3 (4) (1) (9) (11)
Acquisitions of subsidiaries (21) (281) (122) (8) (1) (433)

(1) Because of the way this indicator is calculated (difference between billings and cost of billings), there are no eliminations between the different zones.

(2) In Europe, revenue for first half-year 2025 was euro 2.187 million, of which euro 556 million in France. In North America, revenue for first halfyear for 2025 was euro 5,010 million, of which euro 4,797 million in the United States. (3) As of June 30, 2025, net intangible assets amounted to euro 13,934 million, of which euro 411 million in France and euro 9 621 million in the

United States. Net property, plant and equipment amounted to euro 2,188 million, of which euro 788 million in France and euro 793 million in the United States. Other financial assets amounted to euro 285 million, of which euro 119 million in France and euro 50 million in the United States.

/ First half year 2024

Middle
Noth Asia Latin East &
(in millions of euros) Europe America Pacific America Africa Total
Income statement items
Net revenue(1) 1,649 4,112 572 165 190 6,688
Revenue(1)(2) 1,993 4,501 698 185 273 7,650
Depreciation and amortization expense
(excluding acquired intangibles)
(105) (97) (29) (5) (5) (241)
Operating margin 265 770 112 6 7 1,160
Amortization of intangibles from acquisitions (15) (100) (6) (2) (123)
Impairment loss (1) (43) (1) (45)
Non-current income and expenses 3 11 2 16
Operating income after impairment 249 630 117 7 5 1,008
Balance sheet items
Intangible assets(3) 2,108 9,866 1,199 149 391 13,713
Property, plant and equipment
(including right-of-use assets on leases)(3)
1,077 966 135 28 25 2,231
Other financial assets(3) 219 59 28 8 2 316
Disclosures in respect of the statement of cash
flows
Purchases of property, plant and equipment and
intangible assets
(42) (61) (11) (5) (1) (120)
Purchases of investments and other financial
assets, net
11 2 (1) 12
Acquisitions of subsidiaries (59) (153) (14) (1) (2) (229)

(1) Because of the way this indicator is calculated (difference between billings and cost of billings), there are no eliminations between the different zones. (2) In Europe, revenue for first-half 2024 was euro 1,993 million, of which euro 554 million in France. In North America, revenue for first-half 2024

was euro 4,501 million, of which euro 4,336 million in the United States. (3) At June 30, 2024, net intangible assets amounted to euro 13,713 million, of which euro 429 million in France and euro 9,440 million in the

United States. Net property, plant and equipment amounted to euro 2,231 million, of which euro 710 million in France and euro 935 million in the United States. Other financial assets amounted to euro 316 million, of which euro 147 million in France and euro 59 million in the United States.

/ Exercise 2024

Middle
Noth Asia Latin East &
(in millions of euros) Europe America Pacific America Africa Total
Income statement items
Net revenue(1) 3,384 8,583 1,218 374 406 13,965
Revenue(1)(2) 4,097 9,416 1,513 418 586 16,030
Depreciation and amortization expense
(excluding acquired intangibles)
(222) (195) (59) (9) (10) (495)
Operating margin 588 1,640 242 29 20 2,519
Amortization of intangibles from acquisitions (30) (191) (9) (2) (2) (234)
Impairment loss (10) (62) (12) (2) (86)
Non-current income and expenses 3 11 2 (1) 15
Operating income after impairment 548 1,390 232 27 17 2,214
Balance sheet items
Intangible assets(3) 2,117 11,040 1,212 141 402 14,912
Property, plant and equipment
(including right-of-use assets on leases)(3)
1,181 959 146 36 21 2,343
Other financial assets(3) 187 56 33 8 3 287
Disclosures in respect of the statement of cash
flows
Purchases of property, plant and equipment and
intangible assets
(64) (130) (30) (11) (3) (238)
Purchases of investments and other financial
assets, net
41 (4) (1) (2) 34
Acquisitions of subsidiaries (76) (821) (18) (915)

(1) Because of the way this indicator is calculated (difference between billings and cost of billings), there are no eliminations between the different zones.

(2) In Europe, revenue for 2024 was euro 4,097 million, of which euro 1,147 million in France. In North America, revenue for 2024 was euro 9,416 million, of which euro 9,036 million in the United States.

(3) As of December 31, 2024, net intangible assets amounted to euro 14,912 million, of which euro 415 million in France and euro 10,556 million in the United States. Net property, plant and equipment amounted to euro 2,343 million, of which euro 833 million in France and euro 930 million in the United States. Other financial assets amounted to euro 287 million, of which euro 122 million in France and euro 56 million in the United States.

Note 21 Publicis Groupe SA free share plans

Free share and stock option plans for Group executives and employees are share-based plans settled with equity instruments.

Presentation of the new 2025 free share plans

Free share plans were implemented during the first-half 2025, with the following characteristics:

Long-Term Incentive Plan known as the "LTIP 2025" (March 2025)

Under this plan, a number of Group executives were granted free shares, subject to two conditions:

  • A continued presence condition, during the three-year vesting period;
  • Performance conditions based on Groupe's revenue growth and profitability targets for 2025, compared to a peer group including Publicis Groupe and the other five leading global communications groups (Omnicom, WPP, IPG, Dentsu, and Havas).

The shares eventually awarded in accordance with the level of achievement of these targets will vest at the end of a three-year period, i.e., in March 2028.

Long-Term Incentive Plan known as the "LTIP 2025 PDG" (March 2025)

Under the "LTIP 2025 PDG" plan, the Chairman and Chief Executive Officer was granted free shares, subject to two conditions:

  • A continued presence condition, during the three-year vesting period;
  • Performance conditions based on Groupe's revenue growth and profitability targets for the Groupe over the entire 2025–2027 period, compared to a peer group including Publicis Groupe and the other five leading global communications groups (Omnicom, WPP, IPG, Dentsu, and Havas).

The plan also includes the grant of outperformance shares, subject to the achievement of Groupe's revenue growth and profitability targets over the 2025–2027 period, compared to the aforementioned peer group, as well as an internal Groupe target for operating margin.

The shares ultimately awarded in accordance with the level of achievement of these conditions will vest at the end of a three-year period, i.e., in March 2028.

Long-Term Incentive Plan known as the "March 2025 Epsilon LTI Plan" (March 2025)

This plan, set up for the exclusive benefit of Publicis Epsilon managers and employees, includes three tranches. Vesting is subject to a continued presence condition for 20% and to 2025 Publicis Epsilon's financial performance conditions (revenue and operating margin) for 80%. The shares will vest in March 2026 (30% of the shares), March 2027 (30% of the shares), and March 2028 (40% of the shares).

Long-Term Incentive Plan known as the "2025 Publicis Sapient LTI Plan" (April 2025)

This plan, set up for the exclusive benefit of Publicis Sapient managers and employees, includes three tranches. Vesting is subject to a continued presence condition for 40% and to 2025 Publicis Sapient's financial performance conditions (revenue and operating margin) for 60%. The shares will vest in April 2026 (30% of the shares), April 2027 (30% of the shares), and April 2028 (40% of the shares).

Performance measurement of previous plans

In addition, the performance of the LTIP 2022 Président du Directoire, LTIP 2022 Membres du Directoire, Publicis Sapient LTI 2024, Epsilon LTI 2024 and LTIP 2024 plans was measured in February and March 2025 by the Board of Directors: the rate of achievement of performance targets was 100% for all these plans, except for the Publicis Sapient LTI 2024 and Epsilon LTI 2024 plans, which achieved 75% and 50% of their respective targets..

Publicis Groupe free share plans

/ Determination of fair value of free Publicis Groupe shares granted in the first half year 2025

Free shares LTIP 2025(1) LTIP 2025 PDG(2) March 2025
Epsilon LTI plan(1)
2025 Publicis
Sapient LTI Plan(1)
Grant date 12/03/2025 12/03/2025 12/03/2025 16/04/2025
Number of shares originally granted 739,027 43,740 295,553 621,557
Share price on the grant date (in euros) 93.62 93.62 93.62 85.82
Fair value on the grant date (in euros) 82.60 82.60 85.96 78.12
Vesting period (in years) 3 3 1 à 3 1 à 3

(1) Conditional shares subject to the achievement of targets set for 2025.

(2) Conditional shares subject to the achievement of targets set for the years 2025 to 2027.

/ Characteristics of Publicis Groupe free share plans outstanding at June 30, 2025

Shares
yet to vest
as of Shares
Fair January 1st, cancelled,
value
of the
2025 or
shares
lapsed or
transferred (1)
Shares
vested
Shares yet
to vest at
Remaining
Initial date share granted in in the first in the first June 30, contract
life
Plans of grant granted 2025 half 2025 half 2025 2025 Vesting date (in years)
Special Retention Plan 2019(2) 15/11/2019 31.85 136,890 (136,890) 19/03/2025
Sapient 2021 Plan (4 years) 13/04/2021 45.40 50,168 (333) (49,835) 14/04/2025
LTIP 2022 Plan and other specific
plans(3)(4)
18/03/2022 57.61 541,047 (9,744) (526,530) 4,773 19/03/2025
LTIP 2022 Président du Directoire Plan 18/03/2022 56.49 62,043 (62,043) 26/05/2025
LTIP 2022 Directoire Plan 18/03/2022 57.64 57,185 (57,185) 19/03/2025
LTI Epsilon 2022 Plan 18/03/2022 57.64 148,149 (2,941) (145,208) 31/03/2025
LTI Epsilon 2022 Plan (September) 14/09/2022 52.72 24,151 (1,320) 22,831 30/09/2025 0.25
Sapient 2022 Plan (4 years) 11/04/2022 55.24 109,975 (376) (55,048) 54,551 13/04/2026 0.79
Sapient 2022 Plan (3 years) 11/04/2022 55.24 331,162 (1,125) (330,037) 11/04/2025
LTIP 2023 Plan 16/03/2023 63.01 675,711 (20,151) 655,560 17/03/2026 0.71
LTIP 2023 Membres du Directoire Plan 16/03/2023 62.81 16,634 16,634 17/03/2026 0.71
LTIP 2023 Président du Directoire
Plan(5)
16/03/2023 60.31 57,005 57,005 01/06/2026 0.92
Retention contract Chairman of the
Management Board
31/05/2023 54.14 167,000 167,000 03/01/2028 2.51
LTI Epsilon Plan March 2023 16/03/2023 65.84 236,034 (3,723) (99,540) 132,771 31/03/2026 0.75
LTI Epsilon Plan Sept. 2023 12/09/2023 67.74 21,843 (3,307) 18,536 30/09/2026 1.25
Sapient 2023 Plan (4 years)(6) 17/04/2023 65.68 196,748 (2,333) (64,472) 129,943 14/06/2027 1.96
Sapient 2023 Plan (3 years)(6) 17/04/2023 64.14 196,227 (2,127) 194,100 15/06/2026 0.96
2024 LTIP plan(7) 15/03/2024 88.14 569,633 (13,980) 555,653 16/04/2027 1.79
2024 LTIP Membres du Directoire
Plan
15/03/2024 88.14 26,411 26,411 16/03/2027 1.71
2024 LTIP Président du Directoire Plan 15/03/2024 84.28 41,598 41,598 16/03/2027 1.71
2024 March Epsilon LTI plan 15/03/2024 91.27 136,072 (12,141) (38,188) 85,743 31/03/2027 1.75
2024 September Epsilon LTI plan 18/09/2024 90.08 19,937 (424) 19,513 30/09/2027 2.25
2024 Publicis Sapient LTI plan(8) 15/04/2024 96.22 379,561 (4,648) (113,095) 261,818 17/05/2027 1.88
2025 LTIP plan 12/03/2025 82.60 739,027 (12,761) 726,266 13/03/2028 2.70
2025 LTIP PDG 12/03/2025 82.60 43,740 43,740 13/03/2028 2.70
2025 March Epsilon LTI plan 12/03/2025 85.96 295,553 (3,308) 292,245 31/03/2028 2.75
2025 Publicis Sapient LTI plan 16/04/2025 78.12 621,557 (1,643) 619,914 18/04/2028 2.80
Total free share plans 5,901,061 (96,385) (1,678,071) 4,126,605

(1) These relate to any transfers between the French and foreign plans due to the geographic mobility of beneficiaries.

(2) The shares delivered in 2025 are those granted under the third tranche through the LTIP 2022 plan to the initial beneficiaries. The delivery date of the initial plan (March 31, 2023) was extended and aligned with that of the LTIP 2022 plan.

(3) Excluding beneficiaries of the Special Retention Plan whose shares are presented on the line corresponding to the initial plan, the third tranche of which was replaced by the LTIP 2022 plan. The acquisition of the 4,773 shares, yet to be delivered, is subject to the fulfillment of conditions that have not been met to date. These shares may be canceled later if these conditions are not met. (4) Grant date: October 17, 2022, delivery date: March 19, 2025 for the specific individual plan.

(5) The initial grant of shares took place on March 16, 2023, but additional shares for outperformance were granted on May 31, 2023 following the decisions of the General Shareholders' Meeting and performance conditions of the plan were amended at the same date.

(6) The initial grant of shares took place on April 17, 2023 but additional shares were granted on June 13, 2023. As a result, the delivery date of the initial plan was extended and aligned with that of the additional grant. (7) Additional shares were granted on April 15, 2024; the date indicated for the delivery of the plan is therefore that of the additional grant,

subsequent to that of the initial plan scheduled for March 16, 2027. (8) Additional shares was granted on May 17, 2024; the date indicated for the delivery of the plan is therefore that of the additional grant,

subsequent to that of the initial plan scheduled for April 15, 2027.

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.

2

/ Movements in Publicis Groupe free share plans over the last two financial years

June 30, 2025 June 30, 2024
Shares yet to vest as of January 1 4,201,184 5,151,357
Shares granted under plans implemented during the year 1,699,877 1,473,832
Deliveries, vesting of shares during the year (1,678,071) (1,629,927)
Shares granted and that have become lapsed (96,385) (354,824)
Shares yet to vest as of June 30 4,126,605 4,640,438

Effect of share subscription or stock option plans and free share plans on the income statement

The total impact of these plans on the first-half 2025 income statement is euro 54 million (excluding taxes and social security charges), compared to euro 46 million in first-half 2024 (see note 5).

With regard to the free share plans granted subject to (nonmarket) performance conditions, and for which performance has not yet been definitively measured as of June 30, 2025, the probability of meeting the targets set in respect of the calculation of the fisrt-half 2025 expense has been estimated as follows:

  • for performance plans measured over a one-year period, in respect of 2025 performance: 100%.
  • for performance plans measured over three years, regarding the performance of the three-year period and concerning plans implemented for the Chairman and Chief Executive Officer and former members of the Directoire (LTIP 2023 Membres du Directoire, LTIP 2023 Président du Directoire, LTIP 2024 Membres du Directoire, LTIP 2024 Président du Directoire et LTIP 2025 PDG): 100%.

Note 22 Information on related-party transactions

Transactions with related parties mainly concern those carried out with associates and there were no significant changes in transactions with related parties during the first six months of the year

Note 23 Subsequent events

On July 4, 2025, a major budget law was enacted in the United States—the One Big Beautiful Bill Act (OBBBA) introducing, among other things, tax measures retroactively applicable as of January 1, 2025. This legislation includes the extension of existing tax reductions, adjustments to tax depreciation rules, and targeted changes to certain tax credits.

As of June 30, 2025, the law had not yet been definitively passed by the U.S. Congress nor signed by the President. It was therefore not taken into account in the condensed half-year consolidated financial statements.

Given the implementation arrangements and the options provided by the regulation, the Group is currently analyzing the potential impacts of this law on its activities and tax expenses.

Chapter

3. STATUTORY AUDITORS' REVIEW REPORT ON THE HALF-YEARLY FINANCIAL INFORMATION 2025

This is a free translation into English of the statutory auditors' review report on the half-yearly financial information issued in French and is provided solely for the convenience of English-speaking users. This report includes information relating to the specific verification of information given in the Group's half-yearly management report. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.

To the Shareholders,

In compliance with the assignment entrusted to us by the general meetings and in accordance with the requirements of article L.451-1-2 III of the French Monetary and Financial Code ("Code monétaire et financier"), we hereby report to you on:

  • the review of the accompanying condensed half-yearly consolidated financial statements of Publicis Groupe SA, for the period from January 1 to June 30, 2025;
  • the verification of the information presented in the half-yearlymanagement report.

These condensed half-yearly consolidated financial statements are the responsibility of the Board of Directors. Our role is to express a conclusion on these financial statements based on our review.

I. Conclusion on the financial statements

We conducted our review in accordance with professional standards applicable in France.

A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed halfyearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34- standard of the IFRSs as adopted by the European Union applicable to interim financial information.

II. Specific verification

We have also verified the information presented in the half-yearly management report on the condensed half-yearly consolidated financial statements subject to our review.

We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.

Neuilly-sur-Seine and Paris-La Défense, July 17, 2025

The statutory auditors French original signed by

PricewaterhouseCoopers Audit

KPMG S.A.

Anne-Claire Ferrié Romain Dumont

Marie Guillemot Nicolas Poncet

Chapter

4. CERTIFICATE OF THE PERSON RESPONSIBLE FOR THE FIRST HALF-YEAR FINANCIAL REPORT

As Chairman and CEO of Publicis Groupe, I hereby certify that, to the best of my knowledge, the consolidated interim financial statements for the six months ended on June 30, 2025 were prepared in accordance with applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and results of the Company as well as the entities consolidated by Publicis Groupe and that the here enclosed interim management report provides a true and fair schedule of the highlights of the first half of the financial year and of their impact on the financial statements, of the main transactions with related parties and a description of the main risks and uncertainties for the remaining six months of the financial year.

Arthur Sadoun Chairman & CEO of Publicis Groupe

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2025

Publicis Groupe SA

French limited liability company (société anonyme) with a Board of Directors, with a share capital of euro 101,724,744. Registered office: 133, avenue des Champs-Élysées, 75008 Paris – Paris Trade and Companies Registry no. 542 080 601

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