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Change in the composition of Capgemini's Board of Directors
proposed to the 2026 Shareholders' Meeting
Paris, March 16, 2026 - The Board of Directors of Capgemini SE, meeting on March 16, 2026, deliberated on the change in its composition to be proposed to the next Shareholders' Meeting of May 20, 2026.
Messrs. Xavier Musca and Frédéric Oudéa having indicated their desire not to seek reappointment1, the Board of Directors warmly thanked them for their respective contributions to the work of the Board of Directors and its committees, and particularly as Chairman of the Audit & Risk Committee for the first one, and Lead Independent Director and Chairman of the Ethics & Governance Committee for the second one.
Based on the report of the Ethics & Governance Committee, the Board of Directors decided to propose to the 2026 Shareholders' Meeting, i) the renewal of the terms of office of Mr. Paul Hermelin and Ms. Maria Ferraro and ii) the appointment of Ms. Véronique Weill2 and Mr. Luc Rémont as members of the Board of Directors, for terms of four years. This proposal supports the Board's ambition to maintain a diverse range of profiles and industry expertise, while further enhancing gender parity on the Board.
The Board of Directors proposes to retain, at the end of the next Shareholders' Meeting, a governance structure separating the duties of Chairman and Chief Executive Officer and to reappoint Mr. Paul Hermelin as Chairman of the Board for a final term, subject to the renewal of his term of office as director by the Shareholders' Meeting. The Board of Directors considers that the reappointment of Mr. Hermelin as Chairman of the Board will provide the best possible framework for organizing the forthcoming successions of the Chairman of the Board and the Chief Executive Officer during the 2026-2030 period.
The Board of Directors also intends to appoint Mr. Patrick Pouyanné as Lead Independent Director at the end of the Shareholders' Meeting. As an experienced executive, Mr. Patrick Pouyanné has extensive knowledge of the Company, having served as an independent member of the Board for nine years and participated in the previous Chief executive Officer succession process. He is Chairman of the Compensation Committee and member of the Ethics & Governance Committee.
Mr. Rémont will bring to the Board his executive management experience in leading international groups in the energy and energy transition sectors, where technology plays a key role. He will also contribute his financial expertise and merger and acquisitions experience, as well as his knowledge of the financial sector.
Ms. Véronique Weill has held numerous roles in the insurance and banking sectors in senior management positions within international companies. She will bring to the Board her financial expertise, her solid experience in corporate governance and CSR, as well as her knowledge of new technology and digital issues in the financial services sector.
The Board of Directors considers Mr. Luc Rémont and Ms. Véronique Weill to be independent pursuant to the criteria of the AFEP-MEDEF Code to which the Company refers.
The co-option of Ms. Lila Tretikov to replace Ms. Megan Clarken, decided by the Board of Directors on January 5, 2026, will also be presented for ratification at the next Shareholders' Meeting3-
Ms. Lila Tretikov will bring to the Board her technological skills and her recognized expertise in Artificial Intelligence as well as business transformation through technology.
Assuming the adoption of these resolutions by the Shareholders' Meeting of May 20, 2026, the composition of the Board of Directors would remain stable with 15 directors, including two directors representing employees and one director representing employee shareholders. 83% of its members would be independent4, 40% would have international profiles and 50% would be women4-
It is specified that the provisions of Order 2024-934 enacting the "Women on Boards" Directive into French law, published on October 15, 2024, will only apply to Capgemini SE from January 1, 2027. Nevertheless, the Company will already comply with its provisions at the end of the Shareholders' Meeting of May 20, 2026, subject to the approval of the above-mentioned resolutions. The percentage of women on the Board calculated according to the new applicable rules, i.e. including the director representing employee shareholders, would be 46%.
BIOGRAPHIES
Mr. Luc Rémont
A French national, Mr. Rémont is a graduate of the Ecole Polytechnique and the Ecole Nationale Supérieure des Techniques Avancées (ENSTA Paris).
Mr. Rémont began his career in 1993 as an engineer at the French Direction Générale de l'Armement (DGA). From 1996 to 2007, he held various positions at the French Ministry of Economy, Finance and Industry. Firstly, at the Treasury Department, he was in charge of relations with the European Bank for Reconstruction and Development (EBRD) and the World Bank and then the French State's holdings in transport sector companies. He then served as Technical Advisor for investments, followed by Deputy Chief of Staff for several French Ministers of Finance from 2002 to 2007.
In 2007, he joined Merrill Lynch, becoming Managing Director of the financing and investment bank, Bank of America Merrill Lynch, in France in 2009. He joined the Schneider Electric group in April 2014 as President of Schneider Electric France, and was then appointed Managing Director of Schneider Electric international Operations in charge of South America, Africa and the Middle East, India, East Asia and the Pacific from April 2017 to November 2022.
Mr. Luc Rémont was then Chairman and Chief Executive Officer of EDF from November 2022 to May 2025.
He has been Chairman of the Board of Directors of Waga Energy since January 2026. He has also been director of Réel Group since December 2025 and a non-voting member on the Board of Directors of Technip Energies since February 2026. He was a member of the Board of Directors of Naval Group from 2014 to 2020 and a director of Worldline from 2014 to 2023.
Ms. Lila Tretikov
A French and American national, Ms. Tretikov is a leading expert on Artificial Intelligence and innovation-driven business transformation. Since 2024, she has been Partner, and Head of AI Strategy, at New Enterprise Associates, Inc., a global venture capital firm based in Silicon Valley.
Ms. Tretikov studied computer science (specializing in AI) and visual art at the University of California, Berkeley.
Prior to joining New Enterprise Associates, Ms. Tretikov was employed by Microsoft Corporation from 2018. She notably held the position of Corporate Vice President & Deputy Chief Technology Officer from April 2020 to January 2024, driving large-scale AI transformation.
Previously, Ms. Tretikov served as Senior Vice President of Engie SA, a multinational energy company, and Chief Executive Officer and Vice Chairman of?the Terrawatt Initiative, a non-profit corporation launched by Engie, Total, IBM, and other multinationals to accelerate decarbonization of global industries. She was previously Chief Executive Officer and Executive Director of The Wikimedia Foundation and Wikipedia Endowment, which support Wikipedia.
Ms. Tretikov sits on the Board of Directors of UBS Group AG, Volvo Car Corporation, and Xylem Inc.
Ms. Véronique Weill
A French national, Ms. Weill has held numerous roles in the financial services sector, with a background of more than 20 years in investment banking in the United States, the United Kingdom and France, then 10 years at AXA, as well as in the field of new technologies and digital.
After graduating from the Institut d'Etudes Politiques (IEP) in Paris and obtaining a Bachelor of Arts from the Sorbonne, Ms. Weill started her career at Arthur Andersen Audit in Paris. From 1985 to 2006, she held various management positions at JP Morgan in Paris, London and New York, in particular as European Head, then Global Head of Operations and Technology for Asset Management and Private Banking, followed by Global Head of Operations for Investment Banking and Shared Services.
Back in France in 2006, she joined the AXA Group as Chief Executive Officer of AXA Business Services and Head of Operational Excellence; she was appointed to the Management Committee in 2010 as Chief Operating Officer, then Group Chief Customer Officer in charge of Customers, the Brand and Digital at AXA Group. She was also Chairwoman of the Board of Directors of various subsidiaries in France, Spain and Italy and served on the Scientific Board of the AXA Research Fund.
In August 2017, Ms. Weill joined Publicis Groupe as General Manager in charge of mergers and acquisitions, operations, IT and real estate, and was a member of the group Management Committee.
Since July 2020, Ms. Véronique Weill has been Chairwoman of the Board of Directors of CNP Assurances.
Ms. Weill is currently Lead Independent Director of Kering, Director of Valeo and of Gustave Roussy Foundation, and a member of the Supervisory Board of Rothschild & Co.
About Capgemini
Capgemini is an AI-powered global business and technology transformation partner, delivering tangible business value. We imagine the future of organizations and make it real with AI, technology and people. With our strong heritage of nearly 60 years, we are a responsible and diverse group of over 420,000 team members in more than 50 countries. We deliver end-to-end services and solutions with our deep industry expertise and strong partner ecosystem, leveraging our capabilities across strategy, technology, design, engineering and business operations. The Group reported 2025 global revenues of €22.5 billion.
Make it real | www.capgemini.com
1 Due to the loss of his status as an independent director for Mr. Musca (tenure exceeding 12 years following the Shareholders' Meeting of May 20, 2026) and for personal reasons regarding Mr. Oudéa.
2 Subject to regulatory confirmation that Ms. Weill is able to accept this mandate.
3 Ms. Lila Tretikov will serve for the remainder of her predecessor's term of office, i.e. until the 2027 Shareholders' Meeting called to approve the financial statements for the year ended December 31, 2026.
4 The Directors representing employees and employee shareholders are not taken into account in calculating this percentage, in accordance with the provisions of the AFEP-MEDEF Code and the French Commercial Code.
