2023 universal registration document

7.4.2 Absence of stock option plans for the subscription and purchase of shares of the Company

7.4 Long-term incentive plans

7.4.2 Absence of stock option plans for the subscription and purchase of shares of the Company

In 2011, L’Oréal’s Board of Directors decided to make ACAs the main vehicle for its long-term incentive policy by extending the grant of shares to the main senior managers of the Group who until then only had received stock options. In 2012, at the suggestion of the Human Resources and Remuneration Committee, the Board of Directors went one step further in this policy and decided to replace the grant of stock options with conditional grants of shares for all beneficiaries as of the 2013 Plan.

Grant process

The plans are proposed by General Management to the Board of Directors which decides, after receiving the opinion of the Human Resources and Remuneration Committee, the principle of these plans and the applicable conditions and rules.

In accordance with the AFEP-MEDEF Code recommendation, these grants are made over the same period each year: between 2009 and 2019 they were put in place following the approval of the financial accounts for the previous financial year by the Annual General Meeting and since 2020 they have been put in place at the end of the year, being specified that the first year the performance conditions are assessed is the financial year following the year of grant.

The decision with regard to each individual grant is, in every case, contingent upon the quality of the performance rendered at the time of implementation of the plan with particular attention being paid to the main talents for the future. According to the eligibility criteria linked to the position held by the beneficiary and the size of the entity or the country in which the beneficiary works, to ensure worldwide fairness, these grants are made every year, on a recurring basis every two to three years, or more regularly.

The General Management and the Board of Directors reiterate the importance that is given to bringing together the interests of the beneficiaries of conditional grants of shares and those of the shareholders themselves.

The beneficiaries (senior managers and corporate officers) share with the shareholders the same confidence in the strong steady growth of the Company with a medium and long-term vision.

The attention of the beneficiaries of conditional grants of shares is drawn to the regulations in force concerning persons holding “inside information”. The beneficiaries of conditional grants of shares undertake to read L’Oréal’s Stock Market Code of Ethics, included in the beneficiary's grant file.

Number of beneficiaries

54% of the beneficiaries of the 12 October 2023 Plan are women. Nearly 3,600 employees, representing 8% of the managers around the world, nearly 54% of whom are in international subsidiaries, benefit or have benefited from at least one conditional grant of shares plan since 2019 and were still employees of the Company on 31 December 2023.

VARIATION IN THE NUMBER OF ACAS BENEFICIARIES SINCE 2014

This graph shows the variation in the number of ACAS beneficiaries since 2014.

  • 2014: 1,978
  • 2015: 1,943
  • 2016: 2,079
  • 2017: 2,038
  • 2018: 2,141
  • 2019: 2,107
  • 2020: 2,208
  • 2021: 2,408
  • 2022: 2,647
  • 2023: 2,763

7.4.2. Absence of stock option plans for the subscription and purchase of shares of the Company

On 31 December 2023, there was no stock option plan in place for the purchase of Company sharesThere are no stock options plans in L’Oréal subsidiaries. , the last plan having expired in 2021.