Universal Registration Document - Fiscal 2024

Introduction

CRITERIA AND WEIGHTINGS DESCRIPTION OF CRITERION PERFORMANCE EVALUATION METHODS
20% organic growth Group Organic Compound Annual Growth Rate (CAGR) measured over the period 2025, 2026 and 2027

Shares subject to this criterion may vest within a performance range, the upper and lower limits of which define the three-year budget target:

  • Below the lower range: No shares vest
  • At the level of the lower value: 50% of shares vest
  • On or above upper range: 100% of shares vest
  • Between the two values: % of vested shares calculated on a straight-line basis
30% underlying operating profit margin Average annual achievement rates of the Group underlying operating profit margin target in 2025, 2026 and 2027 (excluding currency effect and at constant scope)

Shares subject to this criterion may vest on an annual basis in thirds, within a performance range, the upper and lower limits of which define the three-year budget target:

  • Below the lower range: no shares vest
  • At the level of the lower value: 50% of shares vest
  • On or above upper range: 100% of shares vest
  • Between the two values: % of shares calculated on a straight-line basisIn the event of an exceptional performance in Fiscal 2027, exceeding the upper limit set for the year, the shares subject to this criteria will vest
10% Sustainable development scorecard Achievement by the end of Fiscal 2027 of three (3) equally weighted targets focused on the Group's scope 1, 2 and 3 greenhouse gas emissions, in line with its Net Zero 2040 objective (see Chapter 2):
  • % of food waste reduction
  • % of electric, hybrid or alternative fuel vehicles in the Sodexo fleet
  • % of vegetarian and/or plant-based dishes in Sodexo central menu
  • No target met: no shares vest
  • For each target met: one-third of shares vest
10% gender diversity Achievement by the end of Fiscal 2027 of diversity targets, aiming to promote women to Senior Executive positions in the Group (Top 300): The vesting conditions for shares subject to this criterion will be detailed when the performance shares are granted
30% Total Shareholder Return (TSR) Sodexo TSR ranking assessed over the period 2025 to 2027 in comparison with an international peer group comprising the following eight companies: Accor, Adecco, Aramark, Compass, Elior, ISS, Randstad, Securitas.(see section 7.4.1.3)
  • Ranking below median: no shares vest
  • 1st quartile ranking: 100% of shares vest
  • Between the two values: % of shares calculated on a straight-line basis
RANG DU TSR DE SODEXO PERCENTAGE OF SHARES THAT VEST *
1st quartile 100%
2nd quartile 50-100%
Median 50%
Below the median 0%