EssilorLuxottica : 2022 Universal Registration Document

Universal

Registration

Document

2022

Contents

1	Presentation		4
of EssilorLuxottica	5
	1.1	EssilorLuxottica Group Profile	6
	1.2	History	14
	1.3	The eyecare and eyewear industry	17
	1.4	Meeting global demand for eyecare
		and eyewear	18
	1.5	Simplified organizational chart	47
	1.6	Risk factors			48
	AFR

1.7 Main characteristics of the risk management and internal control systems implemented by

the Company for the preparation and processing of accounting

			and financial information	AFR		73
2		EssilorLuxottica		5
	in 2022	AFR		77
	2.1	Significant events of the year	79
	2.2	Consolidated revenue	83
	2.3	Statement of profit or loss and
			Alternative Performance Measures	88

2.4 Statement of financial position, net debt, cash flows and other

			non-GAAP measures	91
	2.5	Acquisitions and partnerships	95
	2.6	Investments made in 2022
			and planned for 2023	95
	2.7	Subsequent events	96
	2.8	Recent trends and outlook	97
3		Report on
	Corporate Governance	99
	3.1	Information on Corporate		6
			Governance				102
			AFR
	3.2	Special procedures for shareholder
			participation in Shareholders'
			Meetings			121
			AFR
	3.3	Compensation of corporate officers*	125

3.4 Appendix: Summary table of recommendations of the AFEP-MEDEF

	Code that have not been applied	169
3.5	Appendix: list of offices and
	responsibilities	172
3.6	Statutory Auditors' report
	on related-party agreements	186	7

Financial
statements	189
4.1	Consolidated Financial Statements			191
AFR
4.2	Statutory Auditors' report on the
	consolidated financial statements			264
	AFR
4.3	Restated Unaudited Pro Forma
	Consolidated Financial Information	269
4.4	Statutory Auditors' report on
	the pro forma financial information	275
4.5	Financial statements
AFR
	of EssilorLuxottica	276

4.6 Other information related to the financial statements

	of EssilorLuxottica	298
4.7	Statutory Auditors' report
	on the financial statements			300
	AFR
Social, environmental
and societal information	AFR		305
5.1	EssilorLuxottica's approach
	to Sustainable Development	306
5.2	Eyes on the Planet, EssilorLuxottica's
	sustainability program	317
5.3	EU Taxonomy Disclosure	347
5.4	Next steps for EssilorLuxottica's
	sustainability program	351
5.5	Methodology note and
	correspondence tables	351

5.6 Report by one of the Statutory Auditors, appointed as an independent third party, on the consolidated non-financial

	information statement	359
Information about the Company,
its share capital and stock ownership	365
6.1	The Company	367
6.2	Share capital											370
AFR
6.3	Share buyback								373
AFR
6.4	Shareholding							377
AFR
6.5	Employee shareholding			379
AFR
6.6	Dividend distribution	385
6.7	Key stock market data	386
6.8	Historical data	388
Additional information on the
Universal Registration Document	399
7.1	Person responsible			401
AFR
7.2	Statutory Auditors	402
7.3	Publicly available documents	402
7.4	Cross-reference tables	403

The Universal Registration Documents, Registration Documents and releases cited as well as this Universal Registration Document are available at: www.essilorluxottica.com @ Investors / Pubblications and Downloads

• Includes the Report on the compensation policy of Executive Corporate Officers subject to the approval of shareholders at the Shareholders' Meeting on May 17, 2023.

The information from the Annual Financial Report (AFR) is clearly identified in the table of contents by the symbol AFR

2022 Universal

Registration

Document

Including

the Annual Financial

Report

This document is a non-certified translation into English of the Universal Registration Document (including the Annual Financial Report) issued in French, prepared in ESEF format (European Single Electronic Format) and filed on March 10, 2023 with the Autorité des Marchés Financiers (AMF), as competent authority under Regulation (EU) 2017/1129, without prior approval pursuant to article 9 of said Regulation.

The Universal Registration Document may be used for the purposes of an offer to the public of securities or the admission of securities to trading on a regulated market if completed by a securities note and, if applicable, a summary and any amendments to the Universal Registration Document. The whole is approved by the AMF in accordance with Regulation (EU) 2017/1129.

2022

2022 Universal Registration Document EssilorLuxottica

1

Message from the Chairman and CEO and Deputy CEO

Francesco Milleri Chairman and CEO

Paul du Saillant Deputy CEO

Dear Shareholders,

We are pleased to report another year full of accomplishments for EssilorLuxottica. Despite ongoing macroeconomic and geopolitical uncertainties, our Company has again proved its resilience and relevance as a world leader. In just twelve months, our consolidated revenue grew by 13.9% to 24.5 billion, up 3 billion compared to 2021, with an adjusted operating margin at 16.8%, an adjusted group net profit amounting to 2.9 billion and a proposed dividend up 29% over last year. Our performance is a reflection of our open, collaborative and omnichannel business model along with our diversified footprint, powerful brand and product portfolio, and the strong bonds we have formed with our customers and consumers. A deep sense of commitment from our almost 200,000 talented and diverse employees brings all of these assets to life.

EssilorLuxottica is an entrepreneurial venture unlike anything the industry has ever seen before. It is the result of a long- cherished dream realized by a true visionary, an inspiring and inspired leader. In less than 60 years, Leonardo Del Vecchio revolutionized the industry, turning a medical necessity into a must-have fashion accessory. Today, our one-of-a-kind Company is uniquely positioned to expand the boundaries of vision and improve the lives of millions of people. As we look ahead, his leadership and values remain an inspiration to us all, and we will honor his memory by dedicating ourselves to growing the Company he loved so much.

In 2017, we shared our vision to combine a global leader in iconic branded frames with the world leader in advanced lens technologies. Less than six years later, EssilorLuxottica represents nearly a quarter of the optical industry and is a reality capable of great things. We delivered on the promise of one unified, fully integrated and robust global organization, and with GrandVision's talents and capabilities now part of our community, we raised this promise to new heights. Today EssilorLuxottica is the only end-to-end player in the industry with a leading presence across all geographies, all business segments and all trade channels, partnering with every player who shares our passion for elevating quality vision care through superior products and services.

Bringing together frames and lenses under one roof, we demonstrated the power of vertical integration pioneering the next generation of vision care offerings for the benefit of customers and consumers. From creative thinking to distribution, we cover each and every step of the value chain, starting with thousands of researchers, engineers and designers committed to making EssilorLuxottica a laboratory for med-tech, innovation and growth. A global manufacturing network brings our culture of excellence to life and a powerful go-to-market strategy combining over 300,000 third-party professionals, 200 e-commerce platforms and an extensive retail network of 18,000 stores, gives us a unique understanding of consumer trends and makes EssilorLuxottica the global leading non-food specialty retailer. All of this provides us with a strong competitive advantage.

• 2022 Universal Registration Document EssilorLuxottica

Living up to our responsibility as a global leader, we are building a future where eyewear and eyecare are woven seamlessly into consumers' lives, where patients can access a trusted doctor from anywhere and where knowledge unlocks new doors to growth. Our digital transformation, started many years ago, is now anchored by initiatives like Leonardo, our innovative learning platform that puts vision care knowledge front and center for the whole industry to benefit from, and the use of big data which helps us and our customers make more informed and effective business decisions. We are not just pushing the boundaries, but scrapping them altogether with projects like Connect, which reimagines the patient journey by integrating the latest tele-optometry technology, advanced refraction instruments and doctor-patient communication tools into a cohesive and elevated experience. These will all be part of our open model designed to grow the category into the next generation.

As we carry out our late Chairman's vision and further strengthen our open network business model, we remain focused on innovation to expand boundaries and increase desirability of our brands and the entire category, generating growth opportunities for the Company, our customers and the industry at large.

In 2022 we built on strategic levers by reinforcing our long-lasting partnerships and developing new ones to take us into the future. We renewed our historic licensing agreement with the Armani Group for another 15 years, signed agreements with prestigious brands such as Brunello Cucinelli and Swarovski, and took our relationship with Ferrari to the next level through a multi-year license agreement. More recently, we also renewed our long-term licensing agreement with Target, a leading US department store, for our Target Optical network.

We continued to roll out key products and technologies, including a new state-of-the-art coating range for Crizal, with Sapphire HR, and most recently announcing a major innovation in the field of progressive lenses - the Varilux XR series, the first eye-responsive progressive lens that leverages the power of artificial intelligence. And we continued to develop new categories that will grow the industry. In myopia management, we expanded the rollout of the Stellest lens, designed to slow myopia progression in children and considered the most effective spectacle lens in this category. And following the successful introduction of Ray-Ban Stories, we continued to focus on the increasing role of technology in eyecare and eyewear products, leveraging wearable technology and artificial intelligence with investments in technologies like lamination, eye-tracking and waveguide to make smart eyewear a gateway into new worlds and lead the transformation of the industry and beyond. To accelerate our expertise in this field, last year we launched a partnership with Politecnico of Milan for the first joint Smart Eyewear Lab hosting R&D activities aimed at designing the next generation of connected glasses. We did this in close synergy with the Group's Smart Eyewear Technologies Center in Dijon and our dedicated R&D teams around the world.

To stand by our commitment of leading the industry's transformation, EssilorLuxottica's capital expenditures increased by 50% compared to 2021, with strong investments in operations. Fostering capillarity, resilience and adaptability in our supply chain was key to responding to current geopolitical instability, supply difficulties, and energy and transportation cost volatility.

This is why we are extending our footprint across the world, starting with our two historic home countries - Italy and France. Other manufacturing and distribution sites in Mexico and Thailand will also come into operation in the next few months to support the Group's global network of more than 650 production sites for lenses, frames, instruments and prescription laboratory equipment with Satisloh, and maximize system flexibility and reactivity when necessary.

Furthermore, M&A activity has been an integral part of our growth strategy. To complement our footprint, we proudly expanded our family with key acquisitions such as Walman, one of the largest US-based lab networks; Shamir Optical,

1. leading producer of high-performance lenses, where we acquired the remaining 50% interest; Seeworld and Future Vision, leading players in China in the finished stock lens business; and Fedon, a leader in the production and distribution of eyeglass cases and accessories for eyewear, marking a further step forward in our vertical integration strategy.

This past year, we began to define a new culture and set of values that our global community can call their own. With employee shareholding at the heart of this culture, over 72,000 employees in 85 countries now hold a financial stake in EssilorLuxottica, reflecting their confidence in the Company and its Mission. Taking a decisive step in our ambition to help eliminate uncorrected poor vision by 2050, we created the OneSight EssilorLuxottica Foundation, the largest foundation in the world driving inclusive vision care access. Thanks to the support of the Foundation and its partners, including governments, NGOs, like-minded private sector organizations and Group employees, over the past year we proudly created access to sustainable vision care for 110 million people, created nearly 10.5 million new wearers in developing communities, opened 10 new vision centers and created 3,000 access points, bringing vision care to developing communities where it did not exist before. Our advocacy and philanthropic actions over the years have created over 22,800 vision care access points able to reach 585 million people in underserved communities. Another noteworthy accomplishment includes the ongoing deployment of "Eyes on the Planet", our Company-wide sustainability strategy. Since its launch, we have been implementing projects to advance on each strategic pillar: Carbon, Circularity, World Sight, Inclusion and Ethics. A key highlight in this field is the completion of our first carbon footprint assessment globally, bringing a complete understanding of our direct and indirect CO2 impacts at each stage of the value chain.

Looking ahead, we recognize that 2023 will come with its share of uncertainties, but we are built to thrive even in challenging environments - we have proven this year after year. With our passionate, agile teams and leading products and brands, we will seize the opportunities that await us and address the changing needs of our growing industry.

Thank you for your ongoing support, and we look forward to celebrating many more achievements to come on this exciting journey.

2022 Universal Registration Document EssilorLuxottica

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