2024 Universal Registration Document

General and financial elements

Vesting of awards under the aforementioned plan is subject to the same performance conditions as those applying to the performance share plan set up by the Board on 9 April 2024 and described in paragraph 5.2.2, “Performance share plan set up by the Board on 9 April 2024”, page 166. As a departure from these conditions, although the vesting percentage relating to the stock market performance criterion will continue to depend on the difference between the TSR achieved by a VINCI shareholder and the TSR that a shareholder invested in the composite industry index would have achieved, it will be 100% if the difference is positive by 5 percentage points or more and 0% if the difference is negative to any extent.

It will be the responsibility of the Board to record the vesting percentages in line with the criteria described above.

5.3.3 Holding requirements applicable to share awards under the long-term incentive plans for VINCI’s executive officers

At its meeting of 8 February 2023, the Board decided, in accordance with Article 24 of the Afep-Medef code, that the Company’s executive officers would be required to hold a number of registered VINCI shares equal, at a minimum, to the higher of:

  • a number of shares corresponding in value to the gross annual fixed remuneration payable to the executive officer concerned, on the basis of the share price at 31 December of the year preceding the individual’s appointment;
  • a number of shares equal to 30% of the shares in the Company vested under long-term incentive plans for which executive officers were eligible in the two last financial years preceding their appointment, where applicable. Executive officers not in possession of this minimum number of shares upon their appointment would be required to hold 30% of the vested shares in awards granted to them under long-term incentive plans following their appointment until such time as this minimum holding requirement is met.

6. Main features of the Company’s internal control and risk management systems relating to the preparation of financial information

The main features of the Company’s internal control and risk management systems relating to the preparation of financial information are presented in section 2, “Risk management principles and participants”, of chapter D, “Risk factors and management procedures”, pages 182 to 187.