2025 Universal Registration Document

General and financial elements

The commitments given and received by the Group in connection with concession contracts, construction and service contracts and items connected with unrecognised retirement benefit obligations are shown in the following notes:

I. Equity
23. Information on equity
Capital management policy

VINCI has a share buy-back programme approved in its Shareholders’ General Meeting of 17 April 2025 for a period of 18 months, with a maximum purchase amount of €5 billion at a maximum price of €150 per share. During the year, VINCI acquired 16,599,428 shares on the market at an average price of €119.11 per share, for a total of €1,977 million.

Treasury shares (see Note H.23.2, “Treasury shares”) are allocated to financing external growth transactions and to covering performance share plans and the employer contributions to international employee share ownership plans. They may also be cancelled. Following the decisions taken by the Board of Directors on 18 June 2025 and 17 December 2025, VINCI SA cancelled a total of 7,741,813 shares for €511 million in 2025.

VINCI’s employee savings policy aims to make it easier for Group employees to become shareholders. At 31 December 2025, over 41% (or around 120,000) of the Group’s employees were VINCI shareholders through employee share ownership plans, including 76% (or around 82,000) of the Group’s employees in France. Since those funds own 11.26% of VINCI’s share capital, the Group’s current and former employees form its largest block of shareholders.

Neither the Group’s consolidated equity nor the equity of parent company VINCI SA is subject to any external constraints in the form of financial covenants.

23.1 Share capital

At 31 December 2025, the parent company’s share capital was represented by 581,816,830 ordinary shares of €2.50 nominal value each.

Changes in the number of shares
Changes in the number of shares
  2025 2024
Number of shares at beginning of period Number of shares at beginning of period

2025

581,816,830

Number of shares at beginning of period

2024

589,048,647

Increase in share capital

Increase in share capital

2025

7,471,813

Increase in share capital

2024

6,571,365

Cancelled treasury shares

Cancelled treasury shares

2025

(7,471,813)

Cancelled treasury shares

2024

(13,803,182)

Number of shares at end of period Number of shares at end of period

2025

581,816,830

Number of shares at end of period

2024

581,816,830

Number of shares issued and fully paid

Number of shares issued and fully paid

2025

581,816,830

Number of shares issued and fully paid

2024

581,816,830

Nominal value of one share (in €)

Nominal value of one share

(in €)

2025

2.50

Nominal value of one share

(in €)

2024

2.50

Treasury shares held directly by VINCI

Treasury shares held directly by VINCI

2025

25,849,736

Treasury shares held directly by VINCI

2024

19,399,436

of which shares allocated to covering performance share plans and employee share ownership plans of which shares allocated to covering performance share plans and employee share ownership plans

2025

25,849,736
of which shares allocated to covering performance share plans and employee share ownership plans

2024

14,721,560

The changes in capital during 2024 and 2025 break down as follows:

The changes in capital during 2024 and 2025 break down
  Increase (decrease) in share capital (in €) Share premiums arising on contributions or mergers (in €) Number of shares representing the share capital
01/01/2024 01/01/2024

Increase (decrease) in share capital

(in €)
1,472,621,618
01/01/2024

Share premiums arising on contributions or mergers

(in €)
13,510,326,334
01/01/2024

Number of shares representing the share capital

589,048,647
Group savings plans

Group savings plans

Increase (decrease) in share capital

(in €)

16,428,413

Group savings plans

Share premiums arising on contributions or mergers

(in €)

651,916,705

Group savings plans

Number of shares representing the share capital

6,571,365

Cancelled treasury shares

Cancelled treasury shares

Increase (decrease) in share capital

(in €)

(34,507,955)

Cancelled treasury shares

Share premiums arising on contributions or mergers

(in €)

 

Cancelled treasury shares

Number of shares representing the share capital

(13,803,182)

31/12/2024 31/12/2024

Increase (decrease) in share capital

(in €)

1,454,542,075

31/12/2024

Share premiums arising on contributions or mergers

(in €)

14,162,243,040

31/12/2024

Number of shares representing the share capital

581,816,830

Group savings plans

Group savings plans

Increase (decrease) in share capital

(in €)

18,679,533

Group savings plans

Share premiums arising on contributions or mergers

(in €)

752,113,764

Group savings plans

Number of shares representing the share capital

7,741,813

Cancelled treasury shares

Cancelled treasury shares

Increase (decrease) in share capital

(in €)

(18,679,533)

Cancelled treasury shares

Share premiums arising on contributions or mergers

(in €)

 

Cancelled treasury shares

Number of shares representing the share capital

(7,741,813)

31/12/2025 31/12/2025

Increase (decrease) in share capital

(in €)

1,454,542,075

31/12/2025

Share premiums arising on contributions or mergers

(in €)

14,914,356,804

31/12/2025

Number of shares representing the share capital

581,816,830

23.2 Treasury shares
Accounting policies

Treasury shares held by the Group are booked as a deduction from equity at their cost of acquisition. Any gains or losses connected with the purchase, sale or cancellation of treasury shares are recognised directly in equity without affecting the income statement.