2025 Universal Registration Document

20,000 performance shares valued at €6,969,600 (estimated fair value according to the IFRS applied for the preparation of the consolidated financial statements)

Pursuant to the authorisation of the Extraordinary General Meeting of 23 April 2024 (nineteenth resolution), the Board of Directors decided on 10 October 2025, on the recommendation of the Human Resources and Remuneration Committee, to conditionally grant 20,000 shares (ACAs) to Nicolas Hieronimus. This grant is in accordance with the 2025 remuneration policy defined by the Board of Directors on 13 March 2025 and approved by the General Meeting of 29 April 2025.

The fair value of one ACA in the Plan of 10 October 2025, measured according to the IFRS applied for the preparation of the consolidated financial statements, is €348.48, representing, for the 20,000 ACAs granted in 2025 to Nicolas Hieronimus, a fair value of €6,969,600.

The full vesting of these shares is subject to the achievement of performance conditions which will be recorded at the end of a four-year vesting period as from the grant date. The number of vested shares will depend on:

• in part, criteria for financial performance based on:

  • growth in L’Oréal's comparable cosmetics sales as compared to a panel of L’Oréal’s major direct competitors,
  • change in L’Oréal’s consolidated operating profit;

• in part, criteria for non-financial performance based on:

  • fulfilment of environmental and social responsibility commitments set out by the Group as part of the L’Oréal for the Future programme (hereinafter "L’Oréal for the Future Commitments"): % of renewable energy use on sites operated by the Group; % of plastic packaging that comes from either recycled or biobased sources; number of people benefitting from the Group’s brands’ social commitment programmes,
  • gender balance within strategic positions including the Executive Committee.

Pursuant to the criterion relating to sales, in order for all the free shares granted to fully vest to the beneficiaries at the end of the vesting period, L’Oréal must outperform the average growth in sales of the panel of competitors. Below this level, the number of shares that fully vest is reduced. If L’Oréal’s comparable growth in sales is lower than the average growth in sales of the panel of competitors, no shares will be fully vested under this criterion.

Pursuant to the criterion related to operating profit, a certain level of growth, defined by the Board, but not made public for confidentiality reasons, must be met or exceeded in order for all free shares granted to fully vest to the beneficiaries at the end of the vesting period. Below this level, the number of shares that fully vest is reduced. If the operating profit does not increase in absolute value over the period, no shares will fully vest in relation to this criterion.

With regard to the achievement of the L’Oréal for the Future Commitments criterion, in order for all the free shares granted to fully vest to the beneficiaries at the end of the vesting period, an average of 80% of the L’Oréal for the Future Commitments must be achieved during the vesting period. If this is not achieved, the grant is reduced. If the average level of achievement for the L’Oréal for the Future Commitments falls below 70%, no shares will fully vest in relation to this criterion.