Teleperformance : Letter from the Chair of the Board - April 2026 (tp shareholder letter agm 2026 20260427)

About this update from Teleperformance Se

Paris, April 27, 2026 Dear Shareholder, As last year, I am writing to you as Chairman and on behalf of the Board of Directors. Ahead of our upcoming general meeting scheduled on May 21, 2026, we wanted to provide some color on the recently announced changes in governance that represent a significant step toward TP's transformation and how they translate in the AGM's agenda. The TP Group reached its objectives in 2025, despite the difficult environment and the first milestones were achieved to fully deploy the Future Forward strategic plan in 2026. The Board of Directors entrusted Mr. Jorge Amar, the new Chief Executive Officer, since March 16, 2026, with the mission of accelerating its implementation. The Board of Directors have taken brave decisions and we count on you to support TP in this journey, in the best interests of the Company and your investment. We remain available for any further discussions you may need. Do not hesitate to contact Sonia Cheurfa, Board Secretary ( [email protected] ) or Simon Zaks, Head of Communications & Investor Relations ( [email protected] ) for any further questions. Sincerely, Moulay Hafid Elalamy Chair of the Board of directors Teleperformance SE, société européenne au capital de 149 685 912,50 €. 21-25 rue Balzac, 75008 Paris, France. 301 292 702 RCS Paris. Siret 301 292 702 00059. Code APE 7311Z. A new executive leadership to supercharge TP's strategic plan execution with a deliberate transition The governance changes underway make 2026 a significant milestone in the history of TP. As you well know, the succession planning had been on top of the Board's agenda for the past few years, which is admittedly challenging in a founder company. In 2024, an ad hoc committee in charge of succession was created, comprised of myself, Mr. Daniel Julien and Mr. Thomas Mackenbrock, with the aim of accelerating it, together with the Remuneration & Governance Committee. At its meeting held on February 26, 2026, the Board of Directors, upon proposal of the ad hoc Committee and the Remuneration and Governance Committee, appointed Mr. Jorge Amar as Chief Executive Officer effective March 16, 2026. The Board unanimously valued his profile and solid expertise in AI transformation, as the former leader of the digital customer-care practice at McKinsey. During the 9 months he spent working closely with the TP's leadership team, advising on the transformation and the strategic implementation, he demonstrated a strong leadership and capacity to drive TP through its transformation process. As part of the succession process, it was agreed that Mr. Daniel Julien, Mr. Thomas Mackenbrock and Mr. Olivier Rigaudy step down from their respective roles under their corporate office on March 15, 2026. Given the weight of their legacy, the Board considered it instrumental to a smooth and successful succession to organize transition periods while also giving full space to the new leader. Mr. Daniel Julien, founder of TP and CEO for nearly five decades, stepped down from his mandate as director and remains a special advisor to the CEO and the Board Chair. The Board considered an 18-month transition period would be essential, with sustained support to the new CEO in taking over the management role, but also on key operational aspects of the Group. Mr. Thomas Mackenbrock will also continue accompanying TP as a member of the Board of Directors, so that the Group leverages his deep understanding of the business and operations. As former CEO of Majorel and former Deputy-CEO of TP, his past experiences and knowledge are a great asset in supervising the implementation of TP's strategy he helped design in his previous role. Mr. Olivier Rigaudy remains until end of 2026 to ensure the transition in his role as Chief Financial Officer and support the new CEO in taking office. He will then retire at the end of the year after having played a decisive role in serving the Group over the past 16 years. Remunerations to support the succession In the context of the succession, the Board made decisions regarding executive remuneration that it deemed necessary to support both the new leadership and the transition. In that regard, the Board is conscious that some decisions may not meet generally accepted market practices BUT these were not taken lightly and simply in the Company's best interest. Termination and transition for the former CEO Daniel Julien In the context of the termination of Mr. Daniel Julien's term of office as CEO, his 2026 remuneration (fixed and annual variable) will be pro-rated to time and he will not be granted performance shares in 2026. In addition, the unvested LTI plans that he was granted in 2024 and 2025 will be pro-rated to time and remain subject to performance conditions, whereas the 2023 plan is maintained considering the proximity of the vesting date and the transition. The Board of Directors defined and requested an 18-month transition period, starting March 16, 2026 during which Mr. Daniel Julien is supporting Mr. Jorge Amar fully taking over, in both managerial and operational aspects. The Board considers this period as suitable for a successful handover, and notices it is reasonable and more appropriate compared to a number of succession and transition model in France where the former Chair-CEO remains as non-executive Chairman for a (much) longer period. Being in an executive role, allowing notably to meet clients and other stakeholders, and as a special advisor, Mr. Julien's fixed and annual variable remuneration are maintained over the period. No performance shares will be granted during this period. Also, as per the agreement signed between Mr. Daniel Julien, Teleperformance Group, Inc. and Teleperformance SE, last voted at TP's 2018 AGM with >97% support, Mr. Daniel Julien is bound to the Company by a non-compete undertaking and will be entitled to a maximum indemnity of 2 years remuneration (fixed and variable) after the 18-month period. As the founder of TP and CEO for the last 48 years, the Board of Directors has always considered the non-compete engagement for Mr. Daniel Julien of paramount importance to protect the interests of the Group upon his departure, irrespective of his age. The non-compete agreement has been defined very broadly and prohibits any competition, in any form whatsoever (as employee, executive, director, external consultant…). Termination and transition of the former Deputy CEO Thomas Mackenbrock Regarding Mr. Thomas Mackenbrock, with the termination from his term of office both as Deputy CEO and as managing director of TP Digital Services Holding GmbH, his remuneration for 2026 will be pro-rated to time considering respective term ends. He will not be granted performance shares in 2026. Again, the unvested LTI plans that he was granted in 2024 and 2025 will be pro-rated to time and remain subject to performance conditions. Mr. Mackenbrock is also bound to the company by a non-compete undertaking of one year starting from the termination of all his executive functions within the Group, which will be activated on August 31, 2026. The Board of Directors considers that the non-compete indemnity is the best way to secure a one-year period and protect the Group's interests. The Board of Directors notably took into consideration his deep knowledge of the Group as former CEO of Majorel and former Deputy CEO of TP, and his involvement in shaping and implementing the first milestones of the Future Forward plan. Beyond the fiduciary duties he will be subject to as Board member, the non-compete agreement prohibits any competition, in any form whatsoever. Termination and transition of the former Deputy-CEO in charge of finance Olivier Rigaudy With the termination of his term of office as Deputy CEO in charge of finance, Mr. Olivier Rigaudy, his remuneration under this mandate for 2026 will be pro-rated to time and he will not be granted performance shares in 2026. The unvested LTI plans that he was granted in 2024 and 2025 will be pro-rated to time and remain subject to performance conditions, whereas the 2023 plan is maintained considering the proximity of the vesting date that will occur during the transition period. Mr. Olivier Rigaudy is also the Group CFO under an employment contract with the company, and will accompany in this role the transition of the leadership until the end of 2026, with no change in the remuneration package under this contract. Mr. Olivier Rigaudy is bound to the Company by a non-compete undertaking which will be activated upon termination of all his executive functions within the Group, as approved by the 2018 AGM with 97.13% support. Remuneration package of the new CEO Jorge Amar The executive remuneration package of the new CEO for 2026 was defined in line with the existing one, as the package was designed to reflect the responsibilities and complexity of the role and incentivize the long-term value creation. The package also maintains an appropriate portion of the remuneration at risk (i.e. subject to performance conditions), in line with the interest of shareholders. In its thought process, the Board took into account Mr. Jorge Amar's experience, and the need to attract a high-level profile as well as the challenges ahead in a difficult environment. The Board of Directors reconsidered the framework of the non-compete agreement with Mr. Jorge Amar and concluded it was appropriate, in the context of a newly appointed CEO, to introduce a waiver, at the Board's discretion. As such the non-compete agreement remains capped at 2 years of fixed and annual variable remuneration now includes the possibility for the Board of Directors to totally or partially waive it, aligning with best practice. A renewed Board of Directors to support the new management Over the past few years, as part of the Board diversity policy and refreshment efforts, the Board has been progressively renewed and reinforced where it matters with, on average, 25% renewals over 4 years. In addition, the Board strengthened its functioning in the field TP is most being challenged with the creation of the AI and Innovation Committee in May 2025, chaired by Mehdi Ghissassi, experienced technology executive and recognized leader in artificial intelligence, in order to meet the increasing importance of the Group's challenges and Board's missions in terms of AI and digital innovation. In 2025, the Board also undertook an important review of its skills matrix in the context of its formal assessment. This work enabled a review of skillset and competences existing within the Board, as well as informed reflections regarding competences to be reinforced. With the contribution of this analysis, and the continuous reinforcement process, the Board of directors proposed some evolutions in its composition by coopting Ms. Ingrid Johnson, Sheikha Hanadi Bint Nasser Al-Thani, Mr. Thomas Mackenbrock and Mr. Jorge Amar as directors. Ingrid Johnson is an accomplished international executive with over three decades of leadership experience across banking, insurance, and financial services in Sub Saharan Africa, UK, North America and Asia. Her leadership of transformational change and organizational renewal brings direct and credible expertise to TP. Sheikha Hanadi bint Nasser Al-Thani is a Qatari entrepreneur, investor, and business leader whose career embodies three enduring hallmarks: institution-building, large-scale social transformation, and the development of globally competitive talent. In addition, the Board of Directors proposed appointing Mr. Moulay Mhamed Elalamy. He is a seasoned international executive, leading Saham Group since 2018, with a strong track record in financial services transformation, landmark cross-border transactions, and banking and insurance leadership, bringing significant assets to the board in the group's transformation process. The ratification of the co-optations (and related mandate renewals), as well as the appointment of the new director are submitted to your vote at the 2026 AGM under items 17 to 24. As part of its ongoing reflections on its composition, and acknowledging the loss of independence of Mr. Moulay Hafid Elalamy, the Board of Directors is contemplating reinstating the role of Lead-Independent Director in order to maintain a strong independent leadership within it. In this particularly important period for TP, the Saham Group, as a reference shareholder, has already strengthened its commitment alongside the Group, and intends to continue to do so, as a sign of trust in the future of TP, and convinced of the long-term value creation potential represented by the ongoing transformation. As each year, we are counting on your participation at the AGM and looking for your support on all items submitted to your vote and we look forward to receiving your valuable comments.

View stock analysis, news, and events for Teleperformance Se