v3.25.3
Share-based payments
 9 Months Ended
Sep. 30, 2025
Share-Based Payment Arrangements [Abstract]  
Share-based payments Share-based payments
The Group has granted BCEs, BSAs and AGAs. These plans qualify as “equity settled” under IFRS 2. The Group does not have any
obligation to purchase these instruments in the event of departure or if a specific event does not occur.
BCEs
The following tables summarize the data relating to BCEs:
TYPE
NUMBER
OF BCEs
ISSUED
NUMBER
OF BCE
OUTSTAND
ING AS OF
JANUARY
1, 2025
NUMBER
OF ISSUED
BCEs
NUMBER
OF LAPSED
BCEs
NUMBER
OF
EXERCISE
D BCEs
NUMBER
OF BCEs
OUTSTAND
ING
NUMBER
OF BCEs
EXERCISA
BLE
MAXIMUM
NUMBER OF
SHARES TO
BE ISSUED IF
ALL
CONDITIONS
ARE MET
FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 2025
AS OF
SEPTEMBER 30, 2025
BCE-2016-1
84,000
18,796
—
—
(13,796)
5,000
5,000
5,000
BCE-2017-1
67,374
67,000
—
—
—
67,000
41,735
67,000
BCE-2017-2
150,000
112,500
—
—
—
112,500
112,500
112,500
BCE-2017-4
67,374
67,373
—
—
—
67,373
33,686
67,373
BCE-2017-5
67,374
33,687
—
—
—
33,687
16,843
33,687
BCE-2018-1
22,000
11,980
—
—
(8,450)
3,530
3,530
3,530
BCE-2018-4
16,843
16,843
—
—
—
16,843
8,422
16,843
BCE-2018-5
22,000
2,000
—
—
(2,000)
—
—
—
Total BCEs
496,965
330,179
—
—
(24,246)
305,933
221,716
305,933
BSAs
The following tables summarize the data relating to BSAs:
GRANT DA
TE
TYPE
Total
NUMBER
OF BSAs
ISSUED
NUMBER
OF BCAs
OUTSTAND
ING AS OF
JANUARY
1, 2025
NUMBER
OF ISSUED
BSAs
NUMBER
OF LAPSED
BSAs
NUMBER
OF
EXERCISE
D  BSAs
NUMBER
OF BSAs
OUTSTAND
ING
NUMBER
OF BSAs
EXERCISA
BLE
MAXIMUM
NUMBER OF
SHARES TO
BE ISSUED IF
ALL
CONDITIONS
ARE MET
FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 2025
AS OF
SEPTEMBER 30, 2025
2015-12-04
BSA-2015-11
96,924
96,924
—
—
—
96,924
96,924
96,924
2015-12-04
BSA-2015-12
82,000
16,400
—
—
—
16,400
16,400
16,400
2017-09-18
BSA-2017-1
16,400
16,400
—
—
—
16,400
16,400
16,400
2018-01-22
BSA-2018-1
49,200
16,400
—
—
—
16,400
16,400
16,400
2024-04-04
BSA-2024-1
58,365
58,365
—
—
—
58,365
—
58,365
2024-04-04
BSA-2024-2
19,455
19,455
—
—
—
19,455
—
19,455
2025-01-13
BSA-2025-1
100,000
—
100,000
—
—
100,000
—
100,000
2025-01-13
BSA-2025-2
25,000
—
25,000
—
—
25,000
—
25,000
2025-04-22
BSA-2025-3
39,370
—
39,370
—
—
39,370
—
—
39,370
39,370
Total BSAs
486,714
223,944
164,370
0
—
—
388,314
146,124
388,314
BSAs granted in January and April 2025
In January 2025, the Group granted its independent Board members, as well as one of its Board Observers and Advisor, the right to
subscribe up to 125,000 BSAs in the aggregate, the vesting of which (if subscribed) is subject to a service condition of four years, by
tranches of 25% each, vested on January 1 of each year. Additionally, the BSAs are subject to a vesting acceleration condition in case
of a tender offer on the securities issued by the Group and resulting in a change of control of the Group. All of the granted BSAs were
subscribed by the beneficiaries in February 2025.
In April 2025, the Group granted to one of its Board members the right to subscribe up to 39,370 BSAs, the vesting of which is subject
to a service condition of four years, by tranches of 25% each, vested on May 1 of each year. The BSAs were subscribed in May 2025.
The fair value of the BSAs was determined at grant date using the Black Scholes model, with the following assumptions:
TYPE
FAIR VALUE
OF THE
UNDERLYING
SHARE
FAIR VALUE
OF THE BSA
NUMBER OF
BSAs
SUBSCRIPTI
ON PRICE
STRIKE
PRICE PER
SHARE
RISK FREE 
RATE
EXPECTED
MATURITY
VOLATILITY
BSA-2025-1
€6.13
[€3.5-€3.9]
100,000
€2.00
€6.63
4.65%
[5.5-7 years]
60.88%
BSA-2025-2
€6.13
[€3.5-€3.9]
25,000
€2.00
€6.63
4.65%
[5.5-7 years]
60.88%
BSA-2025-3
€6.48
[€3.7-€4.1]
39,370
€1.27
€6.41
3.92%
[5.5-7 years]
60.69%
AGAs
The following tables summarize the data relating to AGAs as well as the assumptions used for the measurement thereof in
accordance with IFRS 2—Share-based Payment:
GRANT DATE
TYPE
Total NUMBER
OF AGAs
ISSUED
NUMBER OF
AGAs
OUTSTANDING
AS OF
JANUARY 1,
2025
NUMBER OF
ISSUED AGAs
NUMBER OF
LAPSED AGAs
NUMBER OF
VESTED AGAs
NUMBER OF
AGAs
OUTSTANDING
FOR THE NINE MONTHS ENDED SEPTEMBER 30,
2025
AS OF
SEPTEMBER 30,
2025
2023-07-11
AGA-2023-1
1,382,796
780,040
—
—
(177,280)
602,760
2023-07-11
AGA-2023-2
100,000
75,000
—
(75,000)
—
—
2023-09-28
AGA-2023-3
731,500
485,875
—
(15,500)
(251,125)
219,250
2023-09-28
AGA-2023-4
254,250
213,250
—
(1,250)
(108,500)
103,500
2023-12-01
AGA-2023-5
132,750
81,250
—
(26,000)
—
55,250
2024-02-01
AGA-2024-1
1,549,125
1,355,625
—
(30,125)
—
1,325,500
2024-03-28
AGA-2024-2
22,500
22,500
—
—
—
22,500
2024-05-23
AGA-2024-3
38,500
38,500
—
(7,500)
—
31,000
2024-07-11
AGA-2024-4
93,000
93,000
—
—
—
93,000
2024-07-11
AGA-2024-5
25,000
25,000
—
—
—
25,000
2024-07-11
AGA-2024-6
20,000
20,000
—
—
(10,000)
10,000
2024-09-05
AGA-2024-7
198,000
198,000
—
—
—
198,000
2025-02-06
AGA-2025-1
4,319,500
—
4,319,500
(5,500)
4,314,000
2025-02-06
AGA-2025-2
123,102
—
123,102
—
123,102
2025-02-06
AGA-2025-3
17,625
—
17,625
—
17,625
2025-02-06
AGA-2025-4
30,500
—
30,500
—
30,500
2025-03-20
AGA-2025-5
50,000
—
50,000
—
—
50,000
2025-05-30
AGA-2025-6
25,000
—
25,000
—
—
25,000
2025-08-01
AGA-2025-7
1,711,000
—
1,711,000
—
—
1,711,000
Total AGAs
0
10,824,148
3,388,040
6,276,727
(160,875)
(546,905)
8,956,987
TYPE
FAIR VALUE OF
THE
UNDERLYING
SHARE
FAIR VALUE OF
THE AGA
MATURITY
VOLATILITY
RISK FREE RATE
AGA-2025-1
€5.82
€5.82
N/A
N/A
N/A
AGA-2025-2
€5.82
€5.82
N/A
N/A
N/A
AGA-2025-3
€5.82
€5.82
N/A
N/A
N/A
AGA-2025-4
€5.82
€5.82
N/A
N/A
N/A
AGA-2025-5
€6.17
€6.17
N/A
N/A
N/A
AGA-2025-6
€5.17
€5.17
N/A
N/A
N/A
AGA-2025-7
€61.20
€61.20
N/A
N/A
N/A
AGAs granted in February, March, May and August 2025
From February to August 2025, certain of the Group’s officers and employees were allocated 4,319,500 AGAs (AGA plan 2025-1),
123,102 AGAs (AGA plan 2025-2), 17,625 AGAs (AGA plans 2025-3), 30,500 AGAs (AGA plan 2025-4), 25,000 AGAs (AGA plan
2025-6) and 1,711,000 AGAs (AGA plan 2025-7) in the aggregate, the vesting of which is subject to certain conditions:
•Subject to remaining employed with the Group, each such officer or employee’s AGAs will be vested as follows: (i) 50% at
the end of a two-year period from the allocation date, (ii) 25% at the end of a three-year period from the allocation date and
(iii) 25% at the end of a four-year period from the allocation date (service condition).
•By exception to the above, the vesting of almost half of the 4,319,500 2025-1 AGAs is subject to the occurrence of a tender
offer on the securities issued by the Group and resulting in a change of control of the Group before a certain date, and the
123,102 2025-2 AGAs will vest entirely at the end of a two-year period from the allocation date.
•Additionally, all the remaining 2025-1 AGAs as well as the 2025-2, 2025-3 and 2025-4 AGAs are subject to a vesting
acceleration condition in case of a tender offer on the securities issued by the Group and resulting in a change of control of
the Group.
In March 2025, a Group employee was allocated 50,000 AGAs (AGA plan 2025-5), the vesting of which is subject to the achievement
of certain milestones related to clinical studies and market authorization of ABX464 in UC and CD. These AGAs are also subject to a
vesting acceleration condition in case of a tender offer on the securities issued by the Group and resulting in a change of control of the
Group.
Breakdown of the compensation expenses accounted for the three- and nine-month periods ended September 30,
2024 and 2025:
TYPE
(in thousands of euros)
FOR THE
THREE
MONTHS
ENDED
SEPTEMBER
30, 2024
FOR THE
THREE
MONTHS
ENDED
SEPTEMBER
30, 2025
FOR THE NINE
MONTHS
ENDED
SEPTEMBER
30, 2024
FOR THE NINE
MONTHS
ENDED
SEPTEMBER
30, 2025
BCEs
(56)
—
(84)
—
—
BSAs
(130)
(142)
(199)
—
(213)
AGAs
(9,914)
(16,023)
(15,484)
—
(22,284)
Social taxes related to AGAs
(441)
(30,251)
(619)
—
(30,918)
Total
(10,541)
(46,416)
(16,386)
—
(53,415)
The significant amount of social taxes related to AGAs (and related provisions) for the nine months ended September 30, 2025 is
attributable to the increase in the price of the underlying shares over the period.
Provisions for social taxes related to AGAs are classified within the Current Provisions and Non-current Provisions line items in the
balance sheet, which amount to €532 thousand and €819 thousand, respectively, as of December 31, 2024 and €11,412 thousand and
€16,622 thousand, respectively, as of September 30, 2025.