Eurazeo Se · EURONEXT:RF
Eurazeo — Shareholder Meeting (May 2026)
127 slides from Eurazeo's shareholder meeting presentation, May 6, 2026
Slide 1: 2026 Annual General Meeting
2026 ANNUAL GENERAL MEETING Paris, May 6, 2026 2026 ANNUAL GENERAL MEETING
Slide 2: Opening of the Annual General Meeting
Opening of the Annual General Meeting Jean-Charles DECAUX Chairman of the Supervisory Board 2 - 2026 ANNUAL GENERAL MEETING
Slide 3: Legal Formalities
Legal Formalities Gabriel KUNDE General Secretary 3 - 2026 ANNUAL GENERAL MEETING
Slide 4: Agenda
LEGAL FORMALITIES 01 05 09 OPENING OF THE ANNUAL SUSTAINABILITY REPORT PRESENTATION AGENDA GENERAL MEETING Jean-Charles DECAUX Sophie FLAK Member of the Executive Board, OF THE RESOLUTIONS Gabriel KUNDE OF THE ANNUAL Chairman of the Supervisory Managing Partner – Sustainability, General Secretary GE
Slide 5: Message from the Chairman of the Supervisory Board
Message from the Chairman of the Supervisory Board Jean-Charles DECAUX Chairman of the Supervisory Board 6 - 2026 ANNUAL GENERAL MEETING
Slide 6: Implementation of the strategic plan
Implementation of the strategic plan William KADOUCH-CHASSAING & Christophe BAVIERE Co-CEOs 7 - 2026 ANNUAL GENERAL MEETING
Slide 7: 2025 - Another year of growth and delivery
KEY HIGHLIGHTS 2025 - ANOTHER YEAR OF GROWTH AND DELIVERY DYNAMIC ASSET ROTATION, IMPROVING VALUE STRONG GROWTH IN ASSET MANAGEMENT FUELING RETURN CREATION TRENDS Fundraising Management Fees1 balance sheet exits Slight decrease in value, €5.5Bn (+28%) +10% €1.5 Bn (+44%) excl. forex (-1.6%) Private
Slide 8: Two-year operating performance broadly in line with the 2024-2027 strategic plan
KEY HIGHLIGHTS TWO-YEAR OPERATING PERFORMANCE BROADLY IN LINE WITH THE 2024-2027 STRATEGIC PLAN • Increasing share of inflow from international LPs Expand & scale up with share gains with existing clients and bluechips Ahead 01 our client franchise • Sustained growth in Wealth Solutions, expanding o
Slide 9: 2026 proposed dividend per share of €2.92, up 10%
SHAREHOLDER RETURN 2026 PROPOSED DIVIDEND PER SHARE OF €2.92, UP +10% +10% +10% 2.921 +10% +10% 2.65 Dividend Per Share proposed at the 2026 AGM 2.42 790 2.20 c.€200m distribution expected in 2026 c.€600m 2023 2024 2025 2026e Cumulated distribution over 2024-2026 10 - 2026 ANNUAL GENERAL MEETING
Slide 10: ~€200M share buyback program in 2026, €800M since beginning of plan
SHAREHOLDER RETURN ~€200M SHARE BUYBACK PROGRAM IN 2026, €800M SINCE THE BEGINNING OF PLAN Active buyback program: • ~€600 M SBB over 2024-2025 (~12% of shares) • ~€200 M SBB for 2026 (~4% of shares) 9% 25% • ~25% of total shares (~45% of free-float) expected to be bought over 2024-2027e Pace of 202
Slide 11: 2025 financial results
2025 financial results 12 - 2026 ANNUAL GENERAL MEETING
Slide 12: Double digit growth in third party and fee-paying AUM
FINANCIAL RESULTS DOUBLE DIGIT GROWTH IN THIRD PARTY AND FEE-PAYING AUM ASSETS UNDER MANAGEMENT FEE-PAYING ASSETS UNDER MANAGEMENT BALANCE SHEET THIRD PARTY BALANCE SHEET THIRD PARTY +8% 39.0 36.1 +8% -11% 8.9 28.0 9.9 25.9 -2% 7.2 7.4 +15% 30.1 26.2 +12% 20.7 18.5 2024 2025 2024 2025 13 - 2026 ANNU
Slide 13: Third-party management fees from private markets up 10%
FINANCIAL RESULTS THIRD-PARTY MANAGEMENT FEES FROM PRIVATE MARKETS UP +10% MANAGEMENT FEES 120 bps BALANCE SHEET THIRD PARTY PRIVATE MARKETS THIRD PARTY IMGP +3% Average fee rate 421 435 -2% 85 87 +7.5% Total 3rd party management fees 216 +10% 237 (excl. forex) 118 -5% 113 -5% Balance sheet manageme
Slide 14: FRE margin up at ~36%
FINANCIAL RESULTS FRE MARGIN UP 40 BPS AT ~36% FEE RELATED EARNINGS1 (FRE, before finance costs & others) 35.9% 34.4% 35.5% 35-40% mid-term target 30.7% +520 • Already reaching announced range bps • Enhanced cash-flow profile 150 156 135 111 +3% Well contained opex 2022 2023 2024 2025 15 - 2026 ANNU
Slide 15: EBITDA from asset management up 12%
FINANCIAL RESULTS EBITDA FROM ASSET MANAGEMENT UP +12% FY 2024 FY 2025 in €M % change IFRS 10 IFRS 10 Management fees 421 435 +3% From 3rd party investors 303 322 +6%1 From Eurazeo Investment Activity 118 113 -5% Operating expenses (271) (279) +3% Fee Related Earnings (FRE), before finance costs & o
Slide 16: Slightly negative change in value in 2025, improving in H2
FINANCIAL RESULTS SLIGHTLY NEGATIVE CHANGE IN VALUE IN 2025, IMPROVING IN H2 H1 H2 €7.9BN organic Scope forex organic forex and other -101 -171 -24 -25 €6.8BN -3.5% -0.7% -733 790 FY 2024 FY 2025 17 - 2026 ANNUAL GENERAL MEETING
Slide 17: Group profit & loss
FINANCIAL RESULTS GROUP PROFIT & LOSS FY 2024 FY 2025 IN €M IFRS 10 IFRS 10 A A Contribution of the Asset Management Activity 153 161 B B Contribution of the Investment Activity (544) (552) Consolidated net income / (loss) (420) (416) Attributable to owners of the Company (430) (403) Attributable to
Slide 18: Fundraising & asset rotation in 2025
Fundraising & asset rotation in 2025 19 - 2026 ANNUAL GENERAL MEETING
Slide 19: A record year for fundraising
FUNDRAISING A RECORD YEAR FOR FUNDRAISING +28% €5.5BN +23% +21% €4.3BN €3.5BN 2.7 €2.9BN 790 2.5 1.4 REAL ASSETS 1.0 PRIVATE DEBT 2.7 PRIVATE EQUITY 1.7 1.8 1.6 2022 2023 2024 2025 20 - 2026 ANNUAL GENERAL MEETING
Slide 20: Eurazeo continues to win market share in a dynamic European market
FUNDRAISING EURAZEO CONTINUES TO WIN MARKET SHARE IN A DYNAMIC EUROPEAN MARKET GLOBAL AND EUROPEAN FUNDRAISING (Rebased 2019 = 100) €5.5bn EURAZEO +126% vs 2019 790 +33% EUROPEAN MARKET1 vs 2019 €2.4bn -7% GLOBAL MARKET2 vs 2019 2019 2020 2021 2022 2023 2024 2025 21 - 2026 ANNUAL GENERAL MEETING
Slide 21: Expanding our institutional client franchise
FUNDRAISING EXPANDING OUR INSTITUTIONAL CLIENT FRANCHISE INCREASING SHARE OF INTERNATIONAL NUMBER OF INSTITUTIONAL CLIENTS # IN INSTITUTIONAL LPS INFLOWS +25% 22-25 37% 55% 63% 71% International International International International 500 456 427 37% 29% 396 45% +17% 63% 790 44% 43% 39% 27% +44% 2
Slide 22: Expanding our wealth solutions franchise
FUNDRAISING EXPANDING OUR WEALTH SOLUTIONS FRANCHISE WEALTH SOLUTION INFLOWS AUM €922M raised in 2025 Continued momentum for blockbuster evergreen 18% EPVE 3, surpassing €3.5bn in AUM (top 3 in Europe) CAGR 5.8 Success in Benelux and good traction in other European markets (Italy, Germany, Switzerla
Slide 23: Solid and diversified fundraising pipeline in 26
FUNDRAISING SOLID AND DIVERSIFIED FUNDRAISING PIPELINE IN 2026 Flagship EPD VII ESF V EGF IV PME V INSTITUTIONAL Funds Direct Lending Secondaries Growth Buyout Thematic EPBF ESMI II EZORE ETIF II Funds Impact buyout Asset-based Real Estate Sust. infra. Art. 9 Art. 9 Art. 9 SOLUTIONS New “Prime” line
Slide 24: Dynamic deployments across key sectors
ASSET ROTATION DYNAMIC DEPLOYMENTS ACROSS KEY SECTORS AMOUNTS DEPLOYED ILLUSTRATIVE DEPLOYMENTS IN CATEGORY LEADERS IN KEY SECTORS €5.3BN €4.6BN Business Services €3.9BN 2.9 AI & Tech 2.2 1.5 Environmental 1 Solutions 2.2 2.3 2.2 Healthcare 2023 2024 2025 Real Assets PRIVATE EQUITY PRIVATE DEBT REAL
Slide 25: Continuing momentum on realizations
ASSET ROTATION CONTINUING MOMENTUM ON REALIZATIONS REALIZATIONS SIGNIFICANT EXITS (ILLUSTRATIVE) €3.4BN BUYOUT €3.1BN1 1.1 GROWTH 1.2 / VENTURE €1.3BN HEALTH / BIOTECH 0.4 2.2 1.9 PRIVATE 0.9 DEBT 2023 2024 2025 PRIVATE EQUITY PRIVATE DEBT REAL ASSETS 26 - 2026 ANNUAL GENERAL MEETING
Slide 26: Realizations materializing value creation
ASSET ROTATION REALIZATIONS MATERIALIZING VALUE CREATION 2023 2024 2025 2026 Uplift +22% +60% +10% +54% +17% +17% -18% +15% +42% +2% +1% >+100% +2% >+100% +150% +150% at exit1 x3.2 x3.3 x3.0 x3.0 >3x x2.7 x2.7 2.7x x2.6 2.6x x2.2 x2.1 x2.1 Gross CoC 790 x1.6 X1.5 x1.3 NEST VITAPROTECH GROUP HUMENS E
Slide 27: Leadership in sustainability and impact
ASSET ROTATION LEADERSHIP IN SUSTAINABILITY AND IMPACT SBTi INTERIM TARGETS EXCEEDED PERFORMANCE INTERNATIONALLY RECOGNIZED(3) Eurazeo 28% of eligible companies(1) with SBTi-validated targets (2025 objective: 25%) Among the World’s 500 Most Sustainable Companies 5 stars Time & Statista (2024, 2025)
Slide 28: Conclusion
FUNDRAISING & ASSET ROTATION CONCLUSION 01. 02. 03. We are building an asset We are delivering strong We are accelerating the management leader in private earnings growth thanks to transition to an asset light markets for the mid-market, revenue uplift and disciplined business model, combined with g
Slide 29: Stock market performance update
Stock market performance update 30 - 2026 ANNUAL GENERAL MEETING
Slide 30: A stock market dip in 2025, driven by adjustments to balance sheet values
STOCK MARKET PERFORMANCE A STOCK MARKET DIP IN 2025, DRIVEN BY ADJUSTMENTS TO BALANCE SHEET VALUES AND AN UNFAVORABLE SECTOR BACKDROP January 2023 – April 2025 April 2025 – YTD 2026 25% 22% 19% 6% 5% 790 -1 % EURAZEO Alternative Asset Managers européens (average) -15% Holdings (average) -29% SBF120
Slide 31: Adjustment to the portfolio value in 2024 and 2025
STOCK MARKET PERFORMANCE ADJUSTMENT TO THE PORTFOLIO VALUE IN 2024 AND 2025 NET VALUE CREATION IN THE BALANCE SHEET PORTFOLIO 0,45 41% 0,4 0,35 0,3 0,25 17% 790 0,2 0,15 5-year trailing average ~10% 0,1 0,05 12% 6% 7% 1% 0 -0,05 -4% -4% -0,1 2018 2019 2020 2021 2022 2023 2024 2025 32 - 2026 ANNUAL G
Slide 32: Value adjustments to a limited number of legacy investments
STOCK MARKET PERFORMANCE VALUE ADJUSTMENTS TO A LIMITED NUMBER OF LEGACY INVESTMENTS IN THE PAST TWO YEARS CHANGE IN THE NET VALUE OF THE BALANCE SHEET PORTFOLIO 2023–2025 8,3 0,8 6,8 -1,4 -0,9 790 ~40% on 2 Capital assets ~35% on 4 Growth assets ~10% for Brands US ~7% for Real Assets PORTFOLIO VALU
Slide 33: Eurazeo's intrinsic value significantly exceeds the value recognized by the market
STOCK MARKET PERFORMANCE EURAZEO’S INTRINSIC VALUE SIGNIFICANTLY EXCEEDS THE VALUE RECOGNIZED BY THE MARKET Asset Management 01. Activity1 ~ €301- €40 / share • Valued by the market based on results Balance Sheet 02. portfolio €102 / share • Remeasured periodically in our books Eurazeo SE 03. net de
Slide 34: Three shareholder value creation levers
STOCK MARKET PERFORMANCE THREE SHAREHOLDER VALUE CREATION LEVERS ASSET MANAGEMENT REALIZATION OF BALANCE ATTRACTIVE SHAREHOLDER GROWTH SHEET CAPITAL GAINS REMUNERATION • Develop the value of our asset • Generate capital gains • Deliver a steadily increasing management platform through investments an
Slide 35: Sustainability Report
Sustainability Report Sophie FLAK Member of the Executive Board, Managing Partner – Sustainability, Impact & Tech 36 - 2026 ANNUAL GENERAL MEETING
Slide 36: Sustainability impacts, risks and opportunities
SUSTAINABILITY REPORT SUSTAINABILITY IMPACTS, RISKS AND OPPORTUNITIES EURAZEO-SPECIFIC Integration of sustainability into the strategy and product offering Climate change Own workforce Business Ethics Biodiversity and ecosystems Value chain workers Cybersecurity (new) Consumers & end-users 37 - 2026
Slide 37: Impact investment maintains its growth momentum
SUSTAINABILITY REPORT IMPACT INVESTMENT MAINTAINS ITS GROWTH MOMENTUM STATE OF THE MARKET IN 2025: TRENDS, PRIVATE MARKETS CLIMATE PERFORMANCE AND ALLOCATIONS AND IMPACT REPORT +22% In billions USD 2019 2025 CAGR 2024 2025 CAGR LP Allocation Growth to Climate & Impact (past 24 months) +16% further e
Slide 38: A strong strategic positioning in environmental and healthcare solutions
SUSTAINABILITY REPORT A STRONG STRATEGIC POSITIONING IN ENVIRONMENTAL AND HEALTHCARE SOLUTIONS Assets under Management dedicated to EURAZEO PLATFORM environmental and healthcare solutions (1) (in € billion) dedicated to environmental and €6.1BN healthcare solutions (1) (+19% vs. 2024) representing 1
Slide 39: Climate change: 2025 carbon footprint
SUSTAINABILITY REPORT CLIMATE CHANGE: 2025 CARBON FOOTPRINT SCOPE 1 48 tCO2 eq (vs. 45 tCO2 eq in 2024) Direct greenhouse gas (GHG) emissions related to Eurazeo’s energy combustion (fuel, natural gas) SCOPE 3 Investments SCOPE 2 99 tCO2 eq (vs 80 tCO2 eq in 2024) 99.8% 790 SCOPE 3 0.2% Indirect GHG
Slide 40: Climate change: decarbonization
SUSTAINABILITY REPORT CLIMATE CHANGE: DECARBONIZATION EURAZEO - SCOPE 1 AND 2 EMISSIONS (1) SCOPE 1 & 2 SBTI TARGETS (1) 2017 (base year) in Scope 1 and 2 emissions in absolute -43% 173 tCO2e 207 employees 2025 value between 2017 and 2025(3) 147 tCO2e (98 tCO2e (vs. -27% between 2017 and 2024) 200 e
Slide 41: Climate change: decarbonization
SUSTAINABILITY REPORT CLIMATE CHANGE: DECARBONIZATION PRIVATE EQUITY (1) REAL ESTATE SBTi TARGET SBTi TARGET Progress 2025 2026 2023-2025 Results Forecast in greenhouse gas emissions per -51% square meter between 2021 and 2025 (vs. -38% between 2021 and 2024) Target: -60% in 2030 2025 16% target DEC
Slide 42: Company and value chain workforce
SUSTAINABILITY REPORT COMPANY AND VALUE CHAIN WORKFORCE EURAZEO PORTFOLIO (4) gender pay gap for permanent 6% employees 145,000 (vs. 6% in 2024) Target: < 20% of Supervisory Board members Total workforce 44% are women (1) (vs. 50% in 2024) Target: ≥ 40% (vs. 150,000 in 2024) of women in top manageme
Slide 43: Presentation of the activities of the Supervisory Board
Presentation of the activities of the Supervisory Board Gabriel KUNDE General Secretary 44 - 2026 ANNUAL GENERAL MEETING
Slide 44: Members of the Supervisory Board
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD MEMBERS OF THE SUPERVISORY BOARD AS OF DECEMBER 31, 2025 1 2 3 5 6 Olivier 4 JCDecaux Jean-Charles MERVEILLEUX Holding Isabelle Cathia Mathilde DECAUX DU VIGNAUX EALET LAWSON-HALL LEMOINE Represented by Chairman Vice-Chairman Emmanuel RUSSEL 7
Slide 45: Supervisory Board diversity policy
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD SUPERVISORY BOARD DIVERSITY POLICY • Complementary experience and expertise of members • Diversification of member profiles in line with the strategy: international experience in asset management, strong client culture, command of governance, E
Slide 46: Duties of the Supervisory Board
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD DUTIES OF THE SUPERVISORY BOARD • Reviews the Company’s strategic direction • RReviews the accounts and financial performance • Reviews the sustainability strategy and oversees non-financial THE SUPERVISORY BOARD performance PERMANENTLY OVERSEE
Slide 47: Four standing committees
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD FOUR STANDING COMMITTEES AS OF DECEMBER 31, 2025 AUDIT COMMITTEE CAG COMMITTEE FINANCE COMMITTEE CSR COMMITTEE Chairwoman: Chairman: Chairman: Chairman: Françoise Serge Jean-Charles JCDecaux Holding SAS, MERCADAL-DELASALLES SCHOEN DECAUX repres
Slide 48: Activities of the Supervisory Board and its committees
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD ACTIVITIES OF THE SUPERVISORY BOARD AND ITS COMMITTEES Supervisory Board Committees IN 2025 790 7 meetings 790 22 meetings 49 - 2026 ANNUAL GENERAL MEETING
Slide 49: Meeting attendance rates for the Supervisory Board and the committees
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD MEETING ATTENDANCE RATES FOR THE SUPERVISORY BOARD AND THE COMMITTEES Supervisory Board Executive sessions out of a total of 7 meetings 790 93.8% 3/7 meetings AUDIT COMMITTEE CAG COMMITTEE FINANCE COMMITTEE CSR COMMITTEE 95.8% 100% 91.6% 100% 5
Slide 50: Main issues considered in 2025
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD MAIN ISSUES CONSIDERED IN 2025 Monitoring of the Review of implementation Setting the compensation policy macroeconomic environment of the 2024-2027 strategic plan and Review of the Executive and impacts on the business and its acceleration opt
Slide 51: Assessment of the activities of the Supervisory Board
PRESENTATION OF THE ACTIVITIES OF THE SUPERVISORY BOARD ASSESSMENT OF THE ACTIVITIES OF THE SUPERVISORY BOARD RECOMMENDATIONS FOR 2026 The 2025 self-assessment reflects a significant and qualitative • Maintain a balanced diversity of profiles and skills, including improvement in Eurazeo’s governance
Slide 52: Report on the activities of the CAG Committee
Report on the activities of the CAG Committee Serge SCHOEN Chairman of the Compensation, Appointments and Governance Committee 53 - 2026 ANNUAL GENERAL MEETING
Slide 53: CAG Committee as of December 31, 2025
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE CAG COMMITTEE AS OF DECEMBER 31, 2025 Chaired by Serge SCHOEN Olivier Françoise JCDecaux Holding SAS 60% MERVEILLEUX MERCADAL- Independent Represented by DU VIGNAUX DELASALLES Emmanuel RUSSEL members Isabelle Julie EALET CROQUIN Independent members 790 E
Slide 54: 9 CAG Committee meetings in 2025
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE 9 CAG COMMITTEE MEETINGS IN 2025 01 04 07 REVIEW OF THE BOARD GOVERNANCE: GENDER EQUALITY COMPENSATION POLICY, ASSESSMENT, AND BALANCED DETERMINATION INDEPENDENCE, NUMBER REPRESENTATION OF LONG-TERM VARIABLE OF OFFICES HELD COMPENSATION AND PARITY MAIN I
Slide 55: Variable compensation of Executive Board members for 2025
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE VARIABLE COMPENSATION OF EXECUTIVE BOARD MEMBERS FOR 2025 TARGET ATTAINMENT Economic criteria 65% 55.70% Change in ANA in absolute terms 20% 0% • The 2025 compensation policy amended the Eurazeo TSR performance relative to respective weightings of the ec
Slide 56: Variable compensation of Executive Board members for 2025
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE VARIABLE COMPENSATION OF EXECUTIVE BOARD MEMBERS FOR 2025 2025 ATTAINMENT 2025 2024 vs. target William Kadouch-Chassaing 725,624 607,182 90.70% Christophe Bavière 790 725,624 607,182 90.70% Sophie Flak 408,164 303,591 90.70% Olivier Millet* 80,710 379,48
Slide 57: Attainment of performance conditions under the 2023 performance share plan
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE ATTAINMENT OF PERFORMANCE CONDITIONS UNDER THE 2023 PERFORMANCE SHARE PLAN TARGET ATTAINMENT • Based on the long-term compensation Change in ANA per share 70% 0% criteria set out in the 2023 compensation policy, and the attainment levels measured Share p
Slide 58: Changes in the 2026 compensation policy for Executive Board members
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE CHANGES IN THE 2026 COMPENSATION POLICY FOR EXECUTIVE BOARD MEMBERS THE 2026 EXECUTIVE BOARD COMPENSATION POLICY WAS ADJUSTED IN THE FOLLOWING THREE AREAS: 01 02 03 Introduction of two economic criteria Review of the respective weightings Adjustment to t
Slide 59: Changes in free share plan performance criteria
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE CHANGES IN FREE SHARE PLAN PERFORMANCE CRITERIA TARGET MAXIMUM Change in ANA per share 25% 30% • The 2026 compensation policy changes the long-term compensation criteria and their Share performance vs. LPX-TR 25% 30% respective weightings, with a view to
Slide 60: Performance shares granted to members of the Executive Board
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE PERFORMANCE SHARES GRANTED TO MEMBERS OF THE EXECUTIVE BOARD The long-term compensation of the Executive Board is comprised solely of performance shares. Performance shares granted will only vest to beneficiaries subject to compliance with… Performance s
Slide 61: Fixed compensation of Executive Board members remains unchanged
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE THE FIXED COMPENSATION OF EXECUTIVE BOARD MEMBERS REMAINS UNCHANGED Δ 2026 FIXED 2025 FIXED 2026/2025 William KADOUCH-CHASSAING 800,000 800,000 - 790 Christophe BAVIÈRE 800,000 800,000 - Sophie FLAK 450,000 450,000 - 62 - 2026 ANNUAL GENERAL MEETING
Slide 62: Proposed renewal of Mathilde Lemoine and Serge Schoen
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE Proposed renewal of the terms of office Mathilde Serge of Mathilde Lemoine LEMOINE SCHOEN and Serge Schoen as members of the Supervisory 6th resolution 7th resolution Board for 4 years • Independent member and • Independent member, Chairman member of the
Slide 63: Proposed appointment of Flavie Richardson
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE Proposed appointment of Flavie Richardson as Flavie a non-voting member RICHARDSON for 4 years 8th resolution • Chief Financial Officer and Legal and Human Resources Director of Richardson SAS. • Continued representation on Eurazeo’s Supervisory Board of
Slide 64: Members of the Supervisory Board
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE MEMBERS OF THE SUPERVISORY BOARD Following the Shareholders’ Meeting and subject to the approval of the 6 th, 7th and 8th resolutions 1 2 3 5 6 Olivier 4 JCDecaux Jean-Charles MERVEILLEUX Holding Isabelle Cathia Mathilde DECAUX DU VIGNAUX EALET LAWSON-HA
Slide 65: Sustainability & responsible tech: a strengthened framework
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE SUSTAINABILITY & RESPONSIBLE TECH: A STRENGTHENED FRAMEWORK CHANGES TO THE DUTIES AND SCOPE OF THE CSR/SUSTAINABILITY COMMITTEE 01 02 03 Transformation of the CSR Integration of digital, data and Explicit inclusion of sustainable Committee to a Sustainab
Slide 66: Launch of the Executive Board appointment process for 2027-2031
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE LAUNCH OF THE EXECUTIVE BOARD APPOINTMENT PROCESS FOR THE PERIOD 2027-2031 01 02 Active instruction role of the CAG Selection principles Committee • Defines selection criteria (priorities for the term of office, expertise, experience, The CAG Committee l
Slide 67: Authorization of a new shareholders' agreement
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE AUTHORIZATION OF A NEW SHAREHOLDERS’ AGREEMENT The main provisions of the 2026 David-Weill Agreement are as follows: REVIEW BY THE CAG • a commitment to consult ahead of each shareholders’ meeting COMMITTEE so that voting rights are exercised in a coordi
Slide 68: Co-investment plan
REPORT ON THE ACTIVITIES OF THE CAG COMMITTEE CO-INVESTMENT PLAN 01 02 Approval of a co-investment Allocation for Executive Board plan: members Lightquest William KADOUCH-CHASSAING : €26,000 invested Christophe BAVIÈRE : €26,000 invested Sophie FLAK : €11,000 invested 69 - 2026 ANNUAL GENERAL MEETIN
Slide 69: Statutory Auditors' reports
Statutory Auditors’ reports Sarah KRESSMANN-FLOQUET Statutory Auditor Pricewaterhouse Coopers Audit 70 - 2026 ANNUAL GENERAL MEETING
Slide 70: Statutory Auditors' reports
STATUTORY AUDITORS’ REPORTS STATUTORY AUDITORS’ REPORTS COMBINED ANNUAL GENERAL MEETING OF MAY 6, 2026 TO THE ORDINARY ANNUAL GENERAL MEETING TO THE EXTRAORDINARY ANNUAL GENERAL MEETING • On the Company financial statements • On the issue of shares and securities with or without (1st resolution) sha
Slide 71: Reports on the company and consolidated financial statements
STATUTORY AUDITORS’ REPORTS REPORTS ON THE COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS SEE PAGES 349-352 AND 307-309 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 1ST & 3RD RESOLUTION OPINION IN OUR OPINION • The financial statements give a true and fair view of the assets and liabilities and of the
Slide 72: Reports on the company and consolidated financial statements
STATUTORY AUDITORS’ REPORTS REPORTS ON THE COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS SEE PAGES 349-352 AND 307-309 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 1ST & 3RD RESOLUTION KEY AUDIT COMPANY FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS MATTERS • Measuring equity investments • Fa
Slide 73: Report on related-party agreements and commitments
STATUTORY AUDITORS’ REPORTS REPORT ON RELATED-PARTY AGREEMENTS AND COMMITMENTS SEE PAGES 400-412 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 4TH RESOLUTION PURPOSE • It is our responsibility to report to shareholders, based on the information provided to us, on the main terms and conditions of agree
Slide 74: Report on related-party agreements and commitments
STATUTORY AUDITORS’ REPORTS REPORT ON RELATED-PARTY AGREEMENTS AND COMMITMENTS SEE PAGES 400-412 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 4TH RESOLUTION AGREEMENTS AND • … agreements authorized and entered into during the year: COMMITMENTS • Implementation of the LightQuest co-investment plan (Su
Slide 75: Report on related-party agreements and commitments
STATUTORY AUDITORS’ REPORTS REPORT ON RELATED-PARTY AGREEMENTS AND COMMITMENTS SEE PAGES 400-412 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 4TH RESOLUTION AGREEMENTS AND • Agreement between Eurazeo and JCDecaux Holding SAS COMMITMENTS • Agreement between Eurazeo and David-Weill 2022 ALREADY APPROVE
Slide 76: Report on related-party agreements and commitments
STATUTORY AUDITORS’ REPORTS REPORT ON RELATED-PARTY AGREEMENTS AND COMMITMENTS SEE PAGES 400-412 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 4TH RESOLUTION AGREEMENTS AND Implementation of co-investment plans: COMMITMENTS • ISO 2 ALREADY APPROVED • IPD5 BY THE ANNUAL • C. Development – Carry box GEN
Slide 77: Report on related-party agreements and commitments
STATUTORY AUDITORS’ REPORTS REPORT ON RELATED-PARTY AGREEMENTS AND COMMITMENTS SEE PAGES 400-412 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 4TH RESOLUTION AGREEMENTS AND Implementation of co-investment plans: COMMITMENTS • Eurazeo Capital V ALREADY APPROVED • France China Cooperation Fund (ECAF) BY
Slide 78: Report on related-party agreements and commitments
STATUTORY AUDITORS’ REPORTS REPORT ON RELATED-PARTY AGREEMENTS AND COMMITMENTS SEE PAGES 400-412 OF THE 2025 UNIVERSAL REGISTRATION DOCUMENT 4TH RESOLUTION AGREEMENTS AND Implementation of co-investment plans: COMMITMENTS • Eurazeo Planetary Boundaries Fund (“EPBF”) ALREADY APPROVED • CITADEL CONTIN
Slide 79: Statutory Auditors' reports to the Extraordinary Shareholders' Meeting
STATUTORY AUDITORS’ REPORTS STATUTORY On the issue of shares and securities with or without shareholder preferential AUDITORS’ subscription rights (20th to 24th and 26th resolutions) – pages 413 and 414 REPORTS TO THE EXTRAORDINARY 790 On share capital increases by issuing ordinary shares and/or sec
Slide 80: Presentation of the resolutions
Presentation of the resolutions Gabriel KUNDE General Secretary 81 - 2026 ANNUAL GENERAL MEETING
Slide 81: 1st and 3rd resolutions
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 1ST APPROVAL of the Company financial statements for the year ended December 31, 2025 ORDINARY RESOLUTION 3RD APPROVAL of the consolidated financial statements for the year ended December 31, 2025 82 - 2026 ANNUAL GENERAL MEETING
Slide 82: 2nd resolution: allocation of net income
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 2ND ALLOCATION of net income for the year To the legal reserve €- Retained earnings Amount granted to shareholders €385,245,678.00 in respect of the dividend €204,799,040.74 brought forward (including the increased dividend) Net income €45,482,844.
Slide 83: 2nd resolution: distribution of the dividend
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 2ND DISTRIBUTION of the dividend Ordinary dividend: €2.92 per share (+10%) creased dividend: €3.21 per share The increased dividend will be granted in place of the ordinary dividend exclusively to shares held in registered form since at least Decem
Slide 84: 4th resolution
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 4TH APPROVAL of agreements and commitments governed by Article L. 225-86 of the French Commercial Code. • 1 co-investment plan was authorized by the Supervisory Board Meeting of June 19, 2025: LightQuest • Approval primarily concerns the contractua
Slide 85: 5th resolution
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 5TH APPROVAL of an agreement governed by Article L. 225-86 of the French Commercial Code between some Company shareholders (2026 David-Weill Agreement) The main provisions of the 2026 David-Weill Agreement are: • a commitment to consult ahead of ea
Slide 86: 6th resolution
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 6TH RENEWAL of the term of office of Mathilde LEMOINE as a member of the Supervisory Board. • Independent member • Member of the CSR Committee • Group Chief Economist at Edmond de Rothschild • International experience, knowledge of financial sector
Slide 87: 7th resolution
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 7TH RENEWAL of the term of office of Serge SCHOEN as a member of the Supervisory Board. • Independent member • Chairman of the CAG Committee and member of the Finance Committee • Shareholder and executive of Ambrosia Investments • International exp
Slide 88: 8th resolution
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 8TH APPOINTMENT of Flavie RICHARDSON as a non-voting member • Chief Financial Officer and Legal and Human Resources Director of Richardson SAS. • Continued representation on Eurazeo’s Supervisory Board of the Richardson family, a historical family
Slide 89: 9th and 10th resolutions
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 9TH EX-ANTE SAY ON PAY Approval of the 2026 compensation policy for Supervisory Board members ORDINARY RESOLUTION 10TH EX-ANTE SAY ON PAY Approval of the 2026 compensation policy for Executive Board members 90 - 2026 ANNUAL GENERAL MEETING
Slide 90: 11th to 16th resolutions
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 11TH to 16TH EX-POST SAY ON PAY • Approval of the report on corporate officer compensation (11th resolution) • Approval of compensation paid or awarded in respect of fiscal year 2025 to: • Jean-Charles DECAUX, Chairman of the Supervisory Board (12t
Slide 91: 17th resolution: share buyback program
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 17TH AUTHORIZATION of a share buyback program by the Company for its own shares. • Up to a limit of 10% of share capital • Maximum purchase price: €150 per share • Valid for 18 months • Cannot be used during takeover bid periods unless to satisfy p
Slide 92: 18th resolution
PRESENTATION OF THE RESOLUTIONS ORDINARY RESOLUTION 18TH APPOINTMENT of KPMG S.A. as principal Statutory Auditor • Appointment for a period of 6 years, i.e. until the end of the Ordinary Shareholders’ Meeting held in 2032 to approve the financial statements for the year ending December 31, 2031. 93
Slide 93: 19th and 20th resolutions
PRESENTATION OF THE RESOLUTIONS EXTRAORDINARY RESOLUTIONS 19TH & 20TH RENEWAL OF FINANCIAL AUTHORIZATIONS Authorized amount Executive (Nominal amount or Authorization Terms Resolutions Board authorizations % of share capital) period and conditions 19th resolution Share capital increase by capitalizi
Slide 94: 21st, 22nd and 23rd resolutions
PRESENTATION OF THE RESOLUTIONS EXTRAORDINARY RESOLUTIONS 21ST, 22ND & 23RD RENEWAL OF FINANCIAL AUTHORIZATIONS Authorized amount Executive (Nominal amount or Authorization Terms Resolutions Board authorizations % of share capital) period and conditions 21st resolution Issues of shares and/or securi
Slide 95: 24th, 25th and 26th resolutions
PRESENTATION OF THE RESOLUTIONS EXTRAORDINARY RESOLUTIONS 24TH, 25TH & 26TH RENEWAL OF FINANCIAL AUTHORIZATIONS Authorized amount Executive (Nominal amount or Authorization Terms Resolutions Board authorizations % of share capital) period and conditions 24th resolution Issues of shares and/or securi
Slide 96: 27th resolution: amendment of the Bylaws
PRESENTATION OF THE RESOLUTIONS EXTRAORDINARY RESOLUTION 27TH AMENDMENT of Article 23 of the Bylaws (Shareholders’ Meeting) New rule introduced in application of Decree no. 2026-94 of February 13, 2026 on modernizing the way commercial companies communicate with their shareholders Former wording New
Slide 97: General discussion
General discussion 98 - 2026 ANNUAL GENERAL MEETING
Slide 98: Vote on the resolutions
Vote on the resolutions Gabriel KUNDE General Secretary 99 - 2026 ANNUAL GENERAL MEETING
Slide 99: Vote on the resolutions: 1st
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 1ST APPROVAL of the Company financial statements for the year ended December 31, 2025. 101 - 2026 ANNUAL GENERAL MEETING
Slide 100: Vote on the resolutions: 2nd
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 2ND ALLOCATION of net income and dividend distribution. 102 - 2026 ANNUAL GENERAL MEETING
Slide 101: Vote on the resolutions: 3rd
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 3RD APPROVAL of the consolidated financial statements for the year ended December 31, 2025. 103 - 2026 ANNUAL GENERAL MEETING
Slide 102: Vote on the resolutions: 4th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 4TH APPROVAL of agreements and commitments governed by Article L. 225-86 of the French Commercial Code. 104 - 2026 ANNUAL GENERAL MEETING
Slide 103: Vote on the resolutions: 5th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 5TH APPROVAL of an agreement governed by Article L. 225-86 of the French Commercial Code between the Company and some Company shareholders (2026 David-Weill Agreement). 105 - 2026 ANNUAL GENERAL MEETING
Slide 104: Vote on the resolutions: 6th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 6TH RENEWAL of the term of office of Mathilde LEMOINE as a member of the Supervisory Board. 106 - 2026 ANNUAL GENERAL MEETING
Slide 105: Vote on the resolutions: 7th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 7TH RENEWAL of the term of office of Serge SCHOEN as a member of the Supervisory Board. 107 - 2026 ANNUAL GENERAL MEETING
Slide 106: Vote on the resolutions: 8th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 8TH APPOINTMENT of Flavie RICHARDSON as a non-voting member. 108 - 2026 ANNUAL GENERAL MEETING
Slide 107: Vote on the resolutions: 9th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 9TH APPROVAL of the 2026 compensation policy for Supervisory Board members. 109 - 2026 ANNUAL GENERAL MEETING
Slide 108: Vote on the resolutions: 10th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 10TH APPROVAL of the 2026 compensation policy for Executive Board members. 110 - 2026 ANNUAL GENERAL MEETING
Slide 109: Vote on the resolutions: 11th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 11TH APPROVAL of information relating to corporate officer compensation mentioned in section I of Article L. 22-10-9 of the French Commercial Code, as presented in the corporate governance report. 111 - 2026 ANNUAL GENERAL MEETING
Slide 110: Vote on the resolutions: 12th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 12TH APPROVAL of compensation and benefits paid or awarded in respect of fiscal year 2025 to Jean-Charles DECAUX, Chairman of the Supervisory Board. 112 - 2026 ANNUAL GENERAL MEETING
Slide 111: Vote on the resolutions: 13th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 13TH APPROVAL of compensation and benefits paid or awarded in respect of fiscal year 2025 to William KADOUCH-CHASSAING, member of the Executive Board. 113 - 2026 ANNUAL GENERAL MEETING
Slide 112: Vote on the resolutions: 14th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 14TH APPROVAL of compensation and benefits paid or awarded in respect of fiscal year 2025 to Christophe BAVIÈRE, member of the Executive Board. 114 - 2026 ANNUAL GENERAL MEETING
Slide 113: Vote on the resolutions: 15th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 15TH APPROVAL of compensation and benefits paid or awarded in respect of fiscal year 2025 to Sophie FLAK, member of the Executive Board. 115 - 2026 ANNUAL GENERAL MEETING
Slide 114: Vote on the resolutions: 16th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 16TH APPROVAL of compensation and benefits paid or awarded in respect of fiscal year 2025 to Olivier MILLET, member of the Executive Board, until March 17, 2025. 116 - 2026 ANNUAL GENERAL MEETING
Slide 115: Vote on the resolutions: 17th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 17TH AUTHORIZATION of a share buyback program by the Company for its own shares. 117 - 2026 ANNUAL GENERAL MEETING
Slide 116: Vote on the resolutions: 18th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 18TH APPOINTMENT of KPMG S.A. as principal Statutory Auditor. 118 - 2026 ANNUAL GENERAL MEETING
Slide 117: Vote on the resolutions: 19th
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 19TH DELEGATION of authority to the Executive Board to increase share capital by capitalizing reserves, profits or share, merger or contribution premiums. 119 - 2026 ANNUAL GENERAL MEETING
Slide 118: Vote on the resolutions: 20th
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 20TH DELEGATION of authority to the Executive Board to issue shares and/or securities granting access, immediately or in the future, to share capital, with retention of shareholder preferential subscription rights (can be used outside takeover bid per
Slide 119: Vote on the resolutions: 21st
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 21ST DELEGATION of authority to the Executive Board to issue shares and/or securities granting access, immediately or in the future, to share capital, with cancellation of shareholder preferential subscription rights, by way of a public offering other
Slide 120: Vote on the resolutions: 22nd
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 22ND DELEGATION of authority to the Executive Board to issue shares and/or securities granting access, immediately or in the future, to share capital, with cancellation of shareholder preferential subscription rights by way of a public offering referr
Slide 121: Vote on the resolutions: 23rd
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 23RD AUTHORIZATION to the Executive Board to increase the number of shares, securities or other instruments to be issued in the event of over-subscription. 123 - 2026 ANNUAL GENERAL MEETING
Slide 122: Vote on the resolutions: 24th
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 24TH DELEGATION of powers to the Executive Board to issue shares and/or securities granting access, immediately or in the future, to share capital, with cancellation of shareholder preferential subscription rights, in consideration for contributions i
Slide 123: Vote on the resolutions: 25th
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 25TH DELEGATION of authority to the Executive Board to issue ordinary shares and/or securities granting access to share capital reserved for members of a company savings plan (plan d’épargne entreprise), with cancellation of shareholder preferential s
Slide 124: Vote on the resolutions: 26th
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 26TH OVERALL CEILING on the amount of shares and securities issued under the 20th to 24th resolutions. 126 - 2026 ANNUAL GENERAL MEETING
Slide 125: Vote on the resolutions: 27th
VOTE ON THE RESOLUTIONS EXTRAORDINARY RESOLUTION 27TH AMENDMENT of Article 23 (Shareholders’ Meeting) of the Bylaws in application of Decree no. 2026-94 of February 13, 2026 on modernizing the way commercial companies communicate with their shareholders. 127 - 2026 ANNUAL GENERAL MEETING
Slide 126: Vote on the resolutions: 28th
VOTE ON THE RESOLUTIONS ORDINARY RESOLUTION 28TH POWERS to carry out formalities. 128 - 2026 ANNUAL GENERAL MEETING
Slide 127: www.eurazeo.com
www.eurazeo.com 129 - 2026 ANNUAL GENERAL MEETING