2025 Universal Registration Document

7.3.2 Changes in allocation of the share capital and voting rights over the last three years

Over the last three years, the allocation of the share capital and the voting rights has changed as follows:

Changes in allocation of the share capital and voting rights over the last three years
	31.12.2025			31.12.2024			31.12.2023
	Number of shares	% of capital	% of voting rights⁽⁵⁾	Number of shares	% of capital	% of voting rights⁽⁵⁾	Number of shares	% of capital	% of voting rights⁽⁵⁾
Françoise Bettencourt Meyers and her family⁽¹⁾	185,715,079	34.79	34.79⁽²⁾	185,715,079	34.76	34.76	185,715,079	34.73	34.73
Nestlé⁽³⁾	107,621,021	20.16	20.16	107,621,021	20.14	20.14	107,621,021	20.13	20.13
Employees⁽⁴⁾	11,002,810	2.06	2.06	10,693,845	2.00	2.00	10,124,011	1.89	1.89
Public	229,444,118	42.99	42.99	230,282,076	43.10	43.10	231,265,364	43.25	43.25
Treasury shares	0	0	0	0	0	0	0	0	0
TOTAL	533,783,028	100	100	534,312,021	100	100	534,725,475	100	100

Including, at 31 December 2025, 152,514,292 L’Oréal shares held in absolute ownership by Téthys SAS, a company controlled by Françoise Bettencourt Meyers and her family, 27,650,000 L’Oréal shares held in absolute ownership by Financière L’Arcouest SAS, also controlled by Françoise Bettencourt Meyers and her family, 5,532,455 shares held in absolute ownership by Françoise Bettencourt Meyers, 15,332 shares held in absolute ownership by Jean-Pierre Meyers, 1,500 shares held in absolute ownership by Jean-Victor Meyers and 1,500 shares held in absolute ownership by Nicolas Meyers.
On 8 December 2021, the French Financial Markets Authority (Autorité des marchés financiers - AMF) granted the Bettencourt Meyers family a waiver from the obligation to file a draft public oﬀer for the L’Oréal shares (AMF decision no. 221C3388). Accordingly, the Bettencourt Meyers family undertook, for a period expiring at the end of the Annual General Meeting of L’Oréal called in 2025 to approve the financial statements for the financial year ending 31 December 2024, in particular to refrain from exercising the proportion of voting rights in excess of 33.33% of L’Oréal’s voting rights. These commitments expired at the close of the 29 April 2025 Annual General Meeting. Within the context of Françoise Bettencourt Meyers’ transfer on 29 December 2023 of 27,650,000 L’Oréal shares to the company Financière L’Arcouest SAS, on 12 December 2023, the AMF granted the Bettencourt Meyers family a waiver from the obligation to file a draft public oﬀer for the L’Oréal shares (AMF decision no. 223C2036) following this internal reclassification within the Bettencourt Meyers family group.
The 107,621,021 shares are held by Nestlé Equity Holdings Limited. Nestlé Equity Holdings Limited is owned by NTC Europe S.A. and Société des Produits Nestlé S. A., both of which are directly or indirectly wholly owned by Nestlé S.A.
Concerns current and former employees of L’Oréal. Pursuant to law no. 2015-990 of 6 August 2015, the percentage also includes the performance shares granted in accordance with Article L. 225-197-1 of the French Commercial Code. Of which 1.11% of the share capital in the L’Oréal employee savings scheme (PEE) as defined by Article L. 225-102 of the French Commercial Code.
Calculated in accordance with Article 223-11 of the General Regulations of the AMF.

At 31 December 2025, the Company did not hold any of its own shares. The number of shares held by each member of the Board of Directors is detailed in section 2.2.2.

The Company is authorised to trade in its own shares on or oﬀ the Stock Exchange in accordance with Articles L. 22-10-62 et seq. and L. 225-210 to L. 225-217 of the French Commercial Code, within the limits and in accordance with the purposes defined by the authorisations granted to it by the Annual General Meeting.

7.3.3 Employee share ownership

The employees and former employees of L’Oréal and its aﬀiliates held 11,002,810 shares at 31 December 2025, representing 2.06%⁽¹⁾ of the share capital, 1.11% of which is held in the employee savings scheme and the employee investment fund. At that date, within the meaning of Article L. 225-102 of the French Commercial Code, this stake in the share capital was held by 27,909 employees in the employee investment fund, of which 14,734 participating in the employee savings scheme.

L’Oréal set up its first global employee share ownership plan in 2018. After the 2018, 2020 and 2022 plans, the aim was to issue a new plan every year as from 2024. In 2025, the employee share ownership plan was rolled out in 62 countries, with a preferential discount (20%) and matching contributions (employer matching share contribution of up to 3 free shares).

2025 Universal Registration Document

7. Information on the Company and the share capital

7.3.2 Changes in allocation of the share capital and voting rights over the last three years

7.3.3 Employee share ownership