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Consolidated shareholders’ equity (Tables) | 12 Months Ended
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Dec. 31, 2023
Share Capital, Reserves And Other Equity Interest [Abstract] |
Summary of Treasury Shares Held | Treasury shares held by Sanofi are as follows:
| Number of shares (million) | % of share capital for the period
December 31, 2023 | 13.45 |  | 1.063 | %
December 31, 2022 | 8.20 |  | 0.650 | %
December 31, 2021 | 11.02 |  | 0.872 | %
January 1, 2021 | 8.28 |  | 0.658 | %
Summary of Movements Share Capital | Movements in the share capital of the Sanofi parent company over the last three years are set forth below:
Date | Transaction | Number of shares
December 31, 2020 |  | 1,258,971,738 |
During 2021 | Capital increase by exercise of stock subscription options(a) | 190,076 |
During 2021 | Capital increase by issuance of restricted shares(b) | 1,836,179 |
Board meeting of July 28, 2021 | Capital increase reserved for employees | 2,562,702 |
December 31, 2021 |  | 1,263,560,695 |
During 2022 | Capital increase by exercise of stock subscription options(a) | 490,373 |
During 2022 | Capital increase by issuance of restricted shares(b) | 1,499,987 |
Board meeting of July 27, 2022 | Capital increase reserved for employees | 2,027,057 |
Board meeting of December 14, 2022 | Reduction in share capital by cancellation of treasury shares | (6,742,380) |
December 31, 2022 |  | 1,260,835,732 |
During 2023 | Capital increase by exercise of stock subscription options(a) | 504,956 |
During 2023 | Capital increase by issuance of restricted shares(b) | 1,330,558 |
Board meeting of July 27, 2023 | Capital increase reserved for employees | 2,128,723 |
December 31, 2023 |  | 1,264,799,969 |
(a) Shares issued on exercise of Sanofi stock subscription options. (b) Shares vesting under restricted share plans and issued in the period.
Principal Characteristics of Restricted Share Plans | Restricted share plans are accounted for in accordance with the policies described in Note B.24.3. The principal characteristics of those plans are as follows:
| 2023 | 2022 | 2021
Type of plan | Performance share plans | Performance share plans | Performance share plans | Performance share plans | Performance share plans | Performance share plans
Date of Board meeting approving the plan | May 25, 2023 | December 13, 2023 | May 3, 2022 | December 14, 2022 | April 30, 2021 | October 27, 2021
Service period | 3 years | 3 years | 3 years | 3 years | 3 years | 3 years
Total number of shares awarded | 3,838,434 |  | 65,129 |  | 3,344,432 |  | 109,981 |  | 3,484,420 |  | 13,521 |
Of which with no market condition | 2,425,047 |  | 944 |  | 2,000,627 |  | 10,335 |  | 2,209,901 |  | — |
Fair value per share awarded(a) | €87.69 |  | €77.42 |  | €91.19 |  | €79.17 |  | €77.27 |  | — |
Of which with market condition | 1,413,387 |  | 64,185 |  | 1,343,805 |  | 99,646 |  | 1,274,519 |  | 13,521 |
Fair value per share awarded other than to the Chief Executive Officer(b) | €83.74 |  | €74.50 |  | €86.65 |  | €69.60 |  | €71.30 |  | €68.45 |
Fair value per share awarded other than to the Chief Executive Officer - additional shares(c) | €43.60 |  | €34.90 |  | €49.00 |  | €54.70 |  | — |  | — |
Fair value per share awarded to the Chief Executive Officer(b) | €82.17 |  | — |  | €84.46 |  | — |  | €71.30 |  | — |
Fair value of plan at the date of grant (€ million) | 326 |  | 5 |  | 294 |  | 8 |  | 262 |  | 1 |
(a) Market price of Sanofi shares at the date of grant, adjusted for dividends expected during the vesting period. (b) Weighting between (i) fair value determined using the Monte Carlo model and (ii) market price of Sanofi shares at the date of grant, adjusted for dividends expected during the vesting period. (c) Additional tranche subject to a higher level of market conditions: 121,097 additional shares were awarded in May 2023, and 5,838 additional shares were awarded in December 2023 (versus 114,874 additional shares awarded in May 2022, and 9,066 additional shares awarded in December 2022).
Summary of Number of Restricted Shares Not Yet Fully Vested | The total expense recognized for all restricted share plans, and the number of restricted shares not yet fully vested, are shown in the table below:
| 2023 (a) | 2022 (a) | 2021
Total expense for restricted share plans (€ million) | 231 |  | 206 |  | 193 |
Number of shares not yet fully vested as of December 31 | 9,773,084 |  | 9,245,513 |  | 9,507,849 |
Under 2023 plans | 3,780,513 |  | — |  | — |
Under 2022 plans | 3,099,158 |  | 3,330,801 |  | — |
Under 2021 plans | 2,893,413 |  | 3,097,531 |  | 3,364,895 |
Under 2020 plans | — |  | 2,817,181 |  | 3,014,496 |
Under 2019 plans | — |  | — |  | 3,128,458 |
(a) Additional tranche subject to a higher level of market conditions: 126,935 additional shares were awarded in 2023, versus 123,940 additional shares awarded in 2022.
Summary of Characteristics of Employee Share Ownership Plans Awarded | The characteristics of the employee share ownership plans awarded in the form of a capital increase reserved for employees in 2023, 2022 and 2021 are summarized in the table below:
| 2023 | 2022 | 2021
Date of Board meeting approving the plan | February 2, 2023 | February 3, 2022 | February 4, 2021
Subscription price (€)(a) | 79.58 |  | 80.21 |  | 69.38 |
Subscription period | June 5-23, 2023 | June 9-29, 2022 | June 7-25, 2021
Number of shares subscribed | 2,009,306 |  | 1,909,008 |  | 2,438,590 |
Number of shares issued immediately as employer’s contribution | 119,417 |  | 118,049 |  | 124,112 |
(a) Subscription price representing 80% of the average of the opening quoted market prices of Sanofi shares during the 20 trading days preceding May 31, 2023, June 6, 2022 and June 3, 2021, respectively.
Summary of Expenses | The table below sets forth the expense recognized for each plan:
(€ million) | 2023 | 2022 | 2020
Expense recognized | 52 |  | 39 |  | 51 |
of which employer’s contribution | 12 |  | 11 |  | 11 |
Summary of Repurchases program | The following repurchases have been made under those programs:
(in number of shares and € million) Year of authorization | 2023 | 2022 | 2021
Number of shares | Value | Number of shares | Value | Number of shares | Value
2023 program | 2,584,540 |  | 230 |  | — |  | — |  | — |  | — |
2022 program | 4,000,204 |  | 363 |  | 1,510,000 |  | 137 |  | — |  | — |
2021 program | — |  | — |  | 3,976,992 |  | 360 |  | 2,765,388 |  | 242 |
2020 program | — |  | — |  | — |  | — |  | 1,758,569 |  | 140 |
Summary of Currency Translation Differences | Currency translation differences comprise the following:
(€ million) | 2023 | 2022 |  | 2021 |
Attributable to equity holders of Sanofi | (31) |  | 1,499 |  |  | (865) |  |
Attributable to non-controlling interests | (37) |  | (37) |  |  | (42) |  |
Total | (68) |  | 1,462 |  |  | (907) |  |
Summary of Movements within Other Comprehensive Income | Movements within other comprehensive income are shown below:
(€ million) | 2023 | 2022 |  | 2021 |
Actuarial gains/(losses): |  |  |  |  |
•Actuarial gains/(losses) excluding investments accounted for using the equity method (see Note D.19.1.) | (171) |  | 650 |  |  | 685 |  |
•Actuarial gains/(losses) of investments accounted for using the equity method, net of taxes | — |  | 4 |  |  | 1 |  |
•Tax effects | 18 |  | (212) |  |  | (36) |  |
Equity instruments included in financial assets and financial liabilities: | — |  | — |  |  | — |  |
•Change in fair value (excluding investments accounted for using the equity method) | 97 |  | (4) |  |  | 154 |  |
•Change in fair value (investments accounted for using the equity method, net of taxes) | — |  | — |  |  | — |  |
•Equity risk hedging instruments designated as fair value hedges | — |  | 17 |  |  | 11 |  |
•Tax effects | (21) |  | (4) |  |  | (18) |  |
Items not subsequently reclassifiable to profit or loss | (77) |  | 451 |  |  | 797 |  |
Debt instruments included in financial assets: |  |  |  |  |
•Change in fair value (excluding investments accounted for using the equity method)(a) | 21 |  | (77) |  |  | (21) |  |
•Tax effects | (4) |  | 15 |  |  | 5 |  |
Cash flow and fair value hedges: |  |  |  |  |
•Change in fair value (excluding investments accounted for using the equity method)(b) | 1 |  | 5 |  |  | (6) |  |
•Change in fair value (investments accounted for using the equity method, net of taxes) | (2) |  | 2 |  |  | — |  |
▪Tax effects | — |  | (1) |  |  | 2 |  |
Change in currency translation differences: |  |  |  |  |
•Currency translation differences on foreign subsidiaries (excluding investments accounted for using the equity method)(c) | (1,551) |  | 2,643 |  |  | 2,719 |  |
•Currency translation differences (investments accounted for using the equity method)(c) | 3 |  | (11) |  |  | (6) |  |
•Hedges of net investments in foreign operations(c) | 8 |  | (354) |  |  | (254) |  |
•Tax effects | (2) |  | 91 |  |  | 71 |  |
Items subsequently reclassifiable to profit or loss | (1,526) |  | 2,313 |  |  | 2,510 |  |
(a) Amounts reclassified to profit or loss: immaterial amount in 2023, immaterial amount in 2022 and €4 million in 2021. (b) Amounts reclassified to profit or loss: €1 million in 2023, €2 million in 2022 and €12 million in 2021. (c) Amounts reclassified to profit or loss: €(56) million in 2023, and €(40) million in 2022 (including €(35) million relating to the deconsolidation of EUROAPI). The amounts reclassified to profit and loss were immaterial in 2021. Currency translation differences arise from the translation into euros of the financial statements of foreign subsidiaries, and are mainly due to the appreciation of the dollar against the euro.
Disclosure of Stock Subscription Option Plan Outstanding and Option Exercised | The table shows all Sanofi stock subscription option plans still outstanding or under which options were exercised in the year ended December 31, 2023:
Source | Date of grant | Number of options granted | Start date of exercise period | Expiry date | Exercise price (€) | Number of options outstanding as of 12/31/2023
Sanofi | 03/05/2013 | 788,725 |  | 03/06/2017 | 03/05/2023 | 72.19 |  | — |
Sanofi | 03/05/2014 | 1,009,250 |  | 03/06/2018 | 03/05/2024 | 73.48 |  | 91,355 |
Sanofi | 06/24/2015 | 435,000 |  | 06/25/2019 | 06/24/2025 | 89.38 |  | 337,714 |
Sanofi | 05/04/2016 | 402,750 |  | 05/05/2020 | 05/04/2026 | 75.90 |  | 264,750 |
Sanofi | 05/10/2017 | 378,040 |  | 05/11/2021 | 05/10/2027 | 88.97 |  | 257,010 |
Sanofi | 05/02/2018 | 220,000 |  | 05/03/2022 | 05/02/2028 | 65.84 |  | 168,784 |
Sanofi | 04/30/2019 | 220,000 |  | 05/02/2023 | 04/30/2029 | 76.71 |  | 213,400 |
Total |  |  |  |  |  | 1,333,013 |
Summary of Stock Options Outstanding at Each Balance Sheet Date | A summary of stock options outstanding at each balance sheet date, and of movements during the relevant periods, is presented below:
| Number of options | Weighted average exercise price per share (€) | Total (€ million)
Options outstanding at January 1, 2021 | 2,579,270 |  | 75.61 |  | 195 |
Options exercisable | 1,845,050 |  | 74.51 |  | 137 |
Options exercised | (190,076) |  | 59.53 |  | (11) |
Options cancelled(a) | (51,216) |  | 65.84 |  | (3) |
Options forfeited | (10) |  | 50.48 |  | — |
Options outstanding at December 31, 2021 | 2,337,968 |  | 77.13 |  | 180 |
Options exercisable | 1,949,184 |  | 78.15 |  | 152 |
Options exercised | (490,373) |  | 71.39 |  | (35) |
Options cancelled(a) | (9,626) |  | 80.56 |  | (1) |
Options outstanding at December 31, 2022 | 1,837,969 |  | 78.64 |  | 145 |
Options exercisable | 1,624,569 |  | 78.89 |  | 128 |
Options exercised | (504,956) |  | 73.65 |  | (37) |
Options outstanding at December 31, 2023 | 1,333,013 |  | 80.53 |  | 107 |
Options exercisable | 1,333,013 |  | 80.53 |  | 107 |
(a) Mainly due to the grantees leaving Sanofi.
Summary of Options Outstanding and Exercisable | The table below provides summary information about options outstanding and exercisable as of December 31, 2023:
| Outstanding | Exercisable
Range of exercise prices per share | Number of options | Weighted average residual life (years) | Weighted average exercise price per share (€) | Number of options | Weighted average exercise price per share (€)
From €60.00 to €70.00 per share | 168,784 |  | 4.34 | 65.84 |  | 168,784 |  | 65.84 |
From €70.00 to €80.00 per share | 569,505 |  | 3.12 | 75.82 |  | 569,505 |  | 75.82 |
From €80.00 to €90.00 per share | 594,724 |  | 2.29 | 89.20 |  | 594,724 |  | 89.20 |
Total | 1,333,013 |  |  |  | 1,333,013 |  |
Summary of Number of Shares Used to Compute Diluted Earnings Per Share |
(million) | 2023 | 2022 | 2021
Average number of shares outstanding | 1,251.7 |  | 1,251.9 |  | 1,252.5 |
Adjustment for stock options with dilutive effect | 0.2 |  | 0.3 |  | 0.3 |
Adjustment for restricted shares | 4.5 |  | 4.7 |  | 5.1 |
Average number of shares used to compute diluted earnings per share | 1,256.4 |  | 1,256.9 |  | 1,257.9 |

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