Consolidated Shareholders' Equity (Tables)

6 Months Ended

Jun. 30, 2025

Share Capital, Reserves And Other Equity Interest [Abstract]

B.8. Consolidated shareholders’ equity

B.8.1. Share capital

As of June 30, 2025, the share capital was €2,455,512,548 and consisted of 1,227,756,274 shares (the total number of shares outstanding) with a par value of €2.

Treasury shares held by Sanofi are as follows:


	Number of shares (million)	% of share capital for the period
June 30, 2025	10.66	0.868	%
December 31, 2024	9.53	0.755	%
June 30, 2024	15.33	1.211	%
January 1, 2024	13.45	1.063	%

A total of 171,150 shares were issued in the first half of 2025 as a result of the exercise of Sanofi stock subscription options.

In addition, 2,682,051 shares vested under Sanofi restricted share plans during the first half of 2025, of which 1,156,205 were fulfilled by issuance of new shares and 1,525,846 by allotment of existing shares free of charge.

Summary of Principal Characteristics of Restricted Share Plans

Restricted share plans are accounted for in accordance with the policies described in Note B.24.3. to the consolidated financial statements for the year ended December 31, 2024. The principal features of the plans awarded in 2025 are set forth below:


			2025
Type of plan			Performance share plan
Date of Board meeting approving the plan			30 April, 2025
Total number of shares subject to a 3-year service period			4,021,370
Of which with no market condition			2,599,478
Fair value per share awarded (a)			€83.94
Of which with market conditions			1,421,892
Fair value per share awarded other than to the Chief Executive Officer (1,331,892 shares in total) (b)			€79.25

Fair value per share awarded to the Chief Executive Officer (90,000 shares) (b)			€75.10
Fair value of plan at the date of grant (€ million)			331

(a)Quoted market price per share 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.

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:


	June 30, 2025	June 30, 2024
Total expense for restricted share plans (€ million)	146	128
Number of shares not yet fully vested	11,550,347	11,192,984
Under 2025 plans	4,020,451	—
Under 2024 plans	4,110,089	4,498,109
Under 2023 plans	3,313,588	3,652,352
Under 2022 plans	106,219	3,031,060
Under 2021 plans	—	11,463

Summary of Options Outstanding and Exercisable

The table below provides summary information about options outstanding and exercisable as of June 30, 2025:


Range of exercise prices per share	Outstanding			Exercisable
	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	2.84	65.84	168,784	65.84
From €70.00 to €80.00 per share	299,250	2.98	76.48	299,250	76.48
From €80.00 to €90.00 per share	257,010	1.86	88.97	257,010	88.97
Total	725,044			725,044

Summary of Number of Shares Used to Compute Diluted Earnings Per Share

Diluted earnings per share is computed using the number of shares outstanding plus stock options with dilutive effect and restricted shares.


(€ million)	June 30, 2025 (6 months)	June 30, 2024 (6 months)
Average number of shares outstanding	1,225.5	1,249.4
Adjustment for stock options with dilutive effect	0.1	0.1
Adjustment for restricted shares	5.1	4.3
Average number of shares used to compute diluted earnings per share	1,230.7	1,253.8

Summary of Movements within Other Comprehensive Income

Movements within other comprehensive income are shown below:


(€ million)	June 30, 2025 (6 months)	June 30, 2024 (6 months)
Actuarial gains/(losses):
▪Actuarial gains/(losses) excluding investments accounted for using the equity method	105	235
▪Actuarial gains/(losses) of investments accounted for using the equity method, net of taxes	1	—
▪Tax effects	(25)	(57)
Equity instruments included in financial assets and financial liabilities:
▪Change in fair value (excluding investments accounted for using the equity method)	222	(10)
▪Change in fair value (investments accounted for using the equity method, net of taxes)	—	—
▪Equity risk hedging instruments designated as fair value hedges	—	—
▪Tax effects	(60)	(2)
Items not subsequently reclassifiable to profit or loss	243	166
Debt instruments included in financial assets:
▪Change in fair value (excluding investments accounted for using the equity method) (a)	3	(5)
▪Change in fair value (investments accounted for using the equity method, net of taxes)	—	—
▪Tax effects	—	1
Cash flow hedges and fair value hedges:
▪Change in fair value (excluding investments accounted for using the equity method) (b)	(23)	(4)
▪Change in fair value (investments accounted for using the equity method, net of taxes)	—	1
▪Tax effects	6	1
Change in currency translation differences:
▪Currency translation differences on foreign subsidiaries (excluding investments accounted for using the equity method) (c)	(5,266)	1,167
▪Currency translation differences (investments accounted for using the equity method)	(26)	(1)
▪Hedges of net investments in foreign operations	390	(126)
▪Tax effects	(101)	33
Items subsequently reclassifiable to profit or loss	(5,017)	1,067

(a)Includes reclassifications to profit or loss: immaterial over all periods.

(b)Includes reclassifications to profit or loss: €2 million in the first half of 2025, immaterial in the first half of 2024.

(c)Currency translation differences on foreign subsidiaries are mainly due to the appreciation of the US dollar.

Includes reclassifications to profit or loss: a €459 million loss in the first half of 2025 relating to the deconsolidation of Opella (see Note B.1.)., a €5 million profit in 2024, and immaterial in the first half of 2024.