Travis Perkins plc Annual Report and Accounts 2025

Travis Perkins plc

Ryehill House, Rye Hill Close, Lodge Farm Industrial Estate, Northampton NN5 7UA

www.travisperkinsplc.co.uk

Travis Perkins plc Annual Report and Accounts 2025

Annual Report

and Accounts

INTRODUCTION

Welcome to

Travis Perkins plc,

the UK’s largest distributor

of building materials

The breadth, reach and scale of the business means it’s in a unique position to supply

the entire UK construction industry and provide customers with the materials and

tools they need for their building projects, when and where they need it.

The Group has a strong heritage and employs over 17,000 colleagues across six

leading businesses, which are all number #1 or #2 in their markets.

Overview At a glance Chair’s statement CEO’s statement Market overview Strategy Sustainability

The Group’s breadth, reach

and scale to supply the

entire UK construction

industry

Travis Perkins plc is the

UK’s largest distributor of

building materials

Geoff Drabble on

creating a simpler, more

efficient customer-centric

business

Gavin Slark on joining the

Group and the strengths

of Travis Perkins plc

The Group serves a UK

construction materials

market of £66bn

Growing market-leading

businesses by offering

excellent customer

service

Sourcing responsibly,

operating sustainably

and developing the next

generation

P4–5 P6–7 P8–9 P10–11 P12 P14 P26–51

Leveraging

scale

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Travis Perkins plc Annual Report and Accounts 2025

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CONTENTS

Strategic report

2 2025 highlights

4 Overview

6 At a glance

8 Chair’s statement

10 CEO’s statement

12 Market overview

13 Business model

14 Our strategy

15 Key performance indicators

16 Operating review

22 Financial review

26 Sustainability report

52 Statement of principal risks

and uncertainties

60 Non-financial and sustainability

information statement

Governance

62 Board of Directors

64 Corporate Governance report

68 Section 172 statement

71 Nominations Committee report

74 Audit Committee report

78 Directors’ remuneration report

99 Directors’ report

102 Directors’ statement of responsibilities

Financial statements

104 Independent Auditor’s report

115 Consolidated income statement

116 Consolidated statement of

comprehensive income

117 Consolidated balance sheet

118 Consolidated statement of

changes in equity

119 Consolidated cash flow statement

120 Notes to the consolidated

financial statements

155 Company balance sheet

156 Company statement of

changes in equity

157 Notes to the Company’s

financial statements

162 Five-year summary

Other information

166 ESG data report (including SASB data)

169 Other shareholder information

For the latest information and more,

please visit the Group’s website at:

www.travisperkinsplc.co.uk

Subject guide

Progress Sustainability

Quote

Customers

and colleagues

Focus

1,400+

branches

c.17,000

colleagues

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STraTEGiC rEpOrT GOvErNANCE FINANCIAl StAtEMENtS OtHEr INFOrMAtION

Travis perkins plc Annual report and Accounts 2025

2025 FiNaNCiaL HiGHLiGHTS

2025 adjusted operating profit

at £133m with a significantly

enhanced financial position.

revenue

£4,565m

2024: £4,607m

adjusted operating profit

£133m

2024: £152m

Net debt/adjusted EBiTDa

2.1x

2024: 2.5x

return on capital employed

5.3%

2024: 5.4%

Dividend per share

12.0p

2024: 14.5p

Loss after tax

£176m

2024: loss after tax of £77m

Graduated apprentices

480

2024: 427

Carbon emissions (kt of CO₂e)

6,345

2024: 6,530

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Travis perkins plc Annual report and Accounts 2025

2025 OpEraTiONaL HiGHLiGHTS

Business performance stabilised

• Group like-for-like revenue growth of 0.3%, with the

sharper competitive proposition in H2 offsetting the

impact of operational challenges at the start of the year

• Adjusted operating profit of £133m (2024: £152m),

reflecting lower margins in Merchanting

• Strong progress in toolstation UK with adjusted operating

profit increasing 29% to £44m

• Proactive management of overheads to mitigate cost

inflation and increased employer national insurance,

with significant restructuring of central and regional

roles in 2025

• Operating loss of £97m (2024: profit of £2m) reflecting

the trading performance and adjusting items of £222m

(£8m cash items) related to impairments of toolstation

Benelux, CCF and specific Merchanting branches; the

sale of Staircraft; and restructuring actions

• Gavin Slark joined the Group as a sector-experienced

CEO on 1 January 2026

Strong focus on cash generation and strengthening

the balance sheet

• Net cash before leases of £1m driven by £136m working

capital inflow, proceeds from the divestment of Staircraft

and a disciplined approach to capital expenditure

• Over £800m of liquidity headroom through cash

holdings (£427m) and undrawn committed facilities

(£390m)

• £250m bond fully refinanced with investment-grade

US private placement notes. No significant refinancing

requirements until 2028

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STraTEGiC rEpOrT GOvErNANCE FINANCIAl StAtEMENtS OtHEr INFOrMAtION

Travis perkins plc Annual report and Accounts 2025

Focused on providing customers with everything they need

for their building projects, when and where they need it.

Strategic opportunities

The breadth, reach and scale of the Group

puts it in a unique position to supply

the entire UK construction industry and

be customers’ first choice for building

materials and tools.

The strength of the Group’s balance

sheet gives the necessary resilience and

firepower to underpin our competitiveness

against a challenging market backdrop.

Customer focused

The Group’s market-leading businesses

serve customer needs from well-located

branches, where operations are

underpinned by safety and sustainability,

and where customers are offered excellent

service with a wide range, high-availability,

delivery options, finance solutions and

value-added services.

Employees

c.17,000

Number of branches

1,400+

OVErViEW

We have fantastic brands and

locations, complemented by

a resilient and committed

workforce who want to see

us back at our best.

Gavin Slark

CEO

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STraTEGiC rEpOrT GOvErNANCE FINANCIAl StAtEMENtS OtHEr INFOrMAtION

Travis perkins plc Annual report and Accounts 2025

OUr STraTEGY FraMEWOrK

MEETiNG CUSTOMEr NEEDS LEVEraGiNG SCaLE

• Six leading businesses serving specific

construction markets

• local empowerment to serve small

tradesmen and the general builder

• Specialist propositions for larger contractors

• technical capability

• value-added services

• Nationwide network

• Purchasing power

• range and availability

• Digital capability

• Main contractor and developer relationships

• value creation from property portfolio

an efficient and sustainable

operating model:

• leading the market in a responsible

manner

• the best people in the industry

• technical, sustainable solutions fit

for purpose

• Focused capital deployment

The Group’s values:

• We care

• We give our best to be the best

• We’re better together

Doing the right thing:

• Safety and wellbeing

• Diversity, equity and inclusion

• reward

• legal compliance

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Travis perkins plc Annual report and Accounts 2025

aT a GLaNCE

Travis Perkins plc is the largest

distributor of building materials

in the UK.

Number of branches

1,400+

We are focused on building

flexible, responsive and

entrepreneurial local

businesses that provide

value-added services to

our trade customers.

Geoff Drabble

Chair

travis Perkins plc is a trade-focused group, serving generalist and specialist trades with products and

services that are designed to help customers grow their businesses in new and established markets.

the Group’s goal is to deliver exceptional customer service from advantaged businesses operating

from well-positioned networks on a national scale.

the Group offers a range of high-quality products and gives customers the choice of a range of

purchasing channels, delivery options and ways to pay.

1,786 HGVs

Local

empowerment

to serve small

tradesmen and the

general builder

Best locations

in the UK

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STraTEGiC rEpOrT GOvErNANCE FINANCIAl StAtEMENtS OtHEr INFOrMAtION

Travis perkins plc Annual report and Accounts 2025

Geographic split

South East 29%

Midlands 26%

Wales and South West 22%

North and Scotland 21%

Europe 2%

product category

Heavyside 47%

lightside 22%

Plumbing & Heating 21%

timber/Forest 10%

payment mix

Cash

29%

Credit

71%

Fulfilment channel

41%

59%

Collect

Deliver

Serving the construction industry

200+ years

Merchanting

Toolstation

toolstation is #2 in its market in the UK and

offers customers an innovative lightside

proposition from 590 branches across the UK

and 109 in Benelux. With a wide range of products

available in branch and for next-day delivery,

offering long opening hours, a strong digital

offering and a committed customer service

ethos, toolstation is changing the purchasing

experience of trade and DIY customers.

the UK’s market-leading general builders

merchant, offering a destination for heavyside

products complemented by lightside

convenience. Serving general trades and

specialist contractors with the building

materials they need, when and where they

need them, from 579 national locations.

Contains a comprehensive tool hire offer,

innovative Managed Services solutions and

a kitchen design and supply offer, branded

as Benchmarx.

tF Solutions is a leading UK wholesaler and

distributor of air conditioning, refrigeration

and heat pump equipment and installation

materials. Providing national coverage from its

16 locations, technical support, and delivery

services to trade professionals.

A civils specialist, Keyline is #1 in its market

and supports housebuilders, groundworkers

and infrastructure contractors to build and

redevelop facilities, which are vital to the nation.

Delivering heavy products from 41 branches

in a safe and accurate manner, Keyline works

as a partner to its specialist customers and is

developing new areas of expertise in roads

and highways.

CCF distributes insulation and interior building

products from 37 branches to contractors

throughout Great Britain. #2 in its market, CCF

supports the construction and renovation of

both domestic and commercial buildings with

service and specialist knowledge.

Market-leading supplier of commercial and

industrial heating and cooling solutions,

supplying specialist contractors with a wide

variety of products from 54 branches and two

distribution centres. BSS also offers customers

a tailored tool hire service.

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Travis perkins plc Annual report and Accounts 2025

CHAIR’S STATEMENT

We have great brands, capable people,

a unique portfolio of businesses and the

best locations in the industry.

When I was appointed as Chair of

Travis Perkins plc in 2024 I saw this

as a business with many inherent

strengths and great potential, but

which had made short-term tactical

missteps. The experience of 2025

has only reinforced this: we have

great brands, capable people, a

unique portfolio of businesses and

the best locations in the industry.

Leadership

This year started with the sad and unexpected

news that Pete Redfern was stepping down as CEO

due to ill-health. He left with our best wishes for

his recovery. During the period of uncertainty this

created I worked closely with the Group Leadership

Team as we continued the work of refocusing the

Group on our customers and our operations, and

this hands-on involvement helped me to get to

know the Group’s businesses better.

I was delighted to announce in May 2025 that

Gavin Slark would be our new CEO. Gavin sees

great potential for our business and brings

unrivalled experience in our industry, with a long and

distinguished career in the building materials sector

in the UK and Europe, including 11 years at Grafton

plc and five years as CEO of our own BSS business

before it was acquired by the Group.

Performance

The immediate task at the start of 2025 was to

align all parts of the business behind a clear and

achievable strategy that prioritised customer

service. We put in place more business-focused

operating teams and filled key positions. We

instigated a number of targeted sales promotions,

reintroduced local incentive schemes and removed

distractions that took us away from trading. These

were all sensible operational steps that are part of

setting us up for future success.

Over the course of the year we were able to put the

challenges of implementing new systems behind

us, with further Oracle enhancements deployed in

the second half of the year to enhance direct sales

functionality and flexibility. There was a focus across

the Group in 2025 on reducing colleague turnover

to give greater front-line stability.

I was pleased with how our teams responded to

the challenge of building top-line momentum and

regaining market share in the Merchanting business,

with the Group returning to revenue growth and our

operating performance stabilising. This is a resilient

business with resilient colleagues and they have

shown that with fewer distractions and a clear focus

on trading they will deliver excellent service, gain

customers and win orders.

Balance sheet

One of the highlights of 2025 has been our cash

generation and the reduction in leverage and I am

thankful to everyone involved in this effort. In the

short term our balance sheet strength allows us to

invest in core areas such as fleet updates and older

parts of the property estate. In the long term, the

ability of this business to generate cash, combined

with good discipline on capital allocation and

overheads, will let us take advantage of commercial

opportunities and deliver shareholder returns. The

Travis Perkins Group is behaving like the market

leader again and we have a great balance sheet to

benefit when the market inflects.

Market and outlook

The market was tough in 2025 and the strength

and timing of any recovery in UK construction

activity remains uncertain. We are not assuming

any help from the market in 2026 and, with a

new leadership team and operational MDs in

place, we have the opportunity and ability to make

improvements in a number of areas that are

within our control. Regardless of the backdrop, we

are focused on building flexible, responsive and

entrepreneurial local businesses, supported by

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STRATEGIC REPoRT GOvERnanCE FInanCIaL STaTEMEnTS OTHER InFORMaTIOn

Travis Perkins plc annual Report and accounts 2025

I am delighted with how our teams

responded to the challenge of building

top-line momentum and regaining market

share in the Merchanting business.

Geoff Drabble

Chair

world-class central functions that differentiate us

from our competitors and where we provide

value-added services to our trade customers.

I am confident that we are taking the right decisions

to deliver a robust performance in 2026 and look

forward to working with Gavin, the Board and the

leaders in this business to achieve this.

Geoff Drabble

Chair

16 March 2026

Clear focus

on trading

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Travis Perkins plc annual Report and accounts 2025

CEo’S STATEMENT

Leading the business

during the next stage

of its evolution.

I would like to start by saying how

pleased I am to have taken up the

role of CEo at Travis Perkins plc

from 1 January 2026 this year.

It is a business that I have known

well for many years and it is a real

privilege to lead the business during

the next stage of its evolution.

I have spent the early weeks of the year visiting

branches, talking to colleagues, customers and

suppliers to really understand the priority areas for

the Travis Perkins Group in the coming months

and years. The people that I have met so far

have demonstrated real passion, enthusiasm and

commitment, and that has been brilliant to see in

a people-driven business, where relationships and

collaboration can generate so much value.

Recent times have been challenging on a number of

fronts but the Group has a number of fundamental,

underlying strengths that give us great confidence

looking forwards. Our market position, supplier

relationships, branch network and direct customer

contact are all strong factors and, coupled with the

quality and knowledge of our colleagues across the

Group, give us a strong platform from which to build.

We have also seen significant improvements in the

cash performance of the Group and that strong

financial base is another component of the strong

foundations that we have, and gives us the ability to

invest appropriately in our businesses.

I believe in the power of a branch-based, sales-led

organisation and that principle stands well for each

of the businesses that we have in the Group.

all of our trading businesses are either number one

or number two in their respective markets, which

gives us the benefits of scale and market leadership

and also makes us an important route to market for

our supplier partners.

Every great business needs great support. I believe

we have opportunities to develop our procurement,

range management, supply chain and systems

functions to be genuinely world class. Technology

is a critical enabler to our support functions as our

business and sector continues to evolve and digitise.

We also need to maintain a disciplined approach

to margin, costs and capital allocation, really

appreciating value for money in every pound we

spend to ensure that we deliver a great return for all

of our stakeholders.

Our priority is delivering industry-leading levels of

service to our customers and supporting the front

line with lean and effective support functions, driving

improvements in financial performance across the

whole Group.

Each of our trading businesses and the

management teams within them are at different

stages of their evolution and we will support them

to develop at pace and deliver a world-class

experience for our colleagues, customers

and shareholders.

I look forward to working with colleagues across the

Group to ensure that Travis Perkins and all of our

trading businesses are established as the premier

businesses within their markets.

Gavin Slark

CEO

16 March 2026

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Travis Perkins plc annual Report and accounts 2025

I believe in the power of a branch-based, sales-led

organisation and that principle stands well for each

of the businesses that we have in the Group.

Gavin Slark

CEO

Delivering

for our

customers

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Travis Perkins plc annual Report and accounts 2025

MARKET oVERVIEW

The market for building materials in the UK coming

through distribution channels is £66bn.

Private domestic and structured Commercial and industrial

Growth drivers:

• Government housing targets

• a shortage of housing in the UK

• Growth in the population

• Government regulation

• Upcoming building regulation change

Growth drivers:

• Data centres and aI infrastructure

• Investment in infrastructure

• Greater demand for energy efficient buildings

• Cladding remediation on commercial buildings

Market mix

18%

Market mix

17%

Group revenue mix

15%

Group revenue mix

37%

Market mix

26%

Market mix

39%

Group revenue mix

23%

Group revenue mix

25%

Private domestic repair, maintenance and improvement (“RMI”) Public sector

Growth drivers:

• need for public infrastructure investment and

social housing

• Decarbonising the electricity grid

• Modernisation of the public sector estate

Growth drivers:

• The age and quality of UK housing stock

• Mortgage rate stability

• Government schemes to boost energy efficiency

• Energy efficiency retrofit trends

note: The market mix and market size figures are based on 2025 data from the Builders Merchant Market Report UK. The Group mix is based on internal estimates.

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Travis Perkins plc annual Report and accounts 2025

BUSINESS MoDEL

People are at the heart of the business model.

Competitively advantaged resources and relationships What the Group does

Converting the inputs, demands and requirements

of stakeholders to generate valued outputs.

Value for all

stakeholders

Customers

• Strong customer relationships

• Local empowerment to serve small trade and the general builder

• Specialist propositions for larger contractors

• Technical capability and value-added services

Resources

• a 200-year heritage and businesses that are #1 or #2 in their market

• a national branch and supply chain network

• Digital platforms to improve the customer experience

• c.17,000 colleagues with technical knowhow and industry experience

Suppliers

• Partnership relationships with suppliers, which work for

the success of all

Underpinned by

Stakeholders

• Fulfilled customers

• Satisfied shareholders

• Engaged colleagues

• valued suppliers

The Group

• Collaborates, specifies and quotes

• negotiates, converts and sells

• Ranges and sources

• Procures

• Fulfils, collects and delivers

• Provides and manages credit

The Group’s businesses bring together customers, suppliers and colleagues into mutually beneficial relationships, which can last

many years. The Group invests time and resources with all of its stakeholders and is mindful of the impact it has on the environment.

Responsible and sustainable approach (See page 26) Sound corporate governance (See page 61) Robust risk management (See page 52)

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Travis Perkins plc annual Report and accounts 2025

Customers

Large Large to small Small

Price

variable and framework variable Fixed

Range

variable Part-mandated Mandated

Delivered

85% 60% 10%

Typical branch:

Size 22,000 sqft. 14,000 sqft.

4,500 sqft.

Headcount 14 11 7

Turnover £9m £3m £1m

oUR STRATEGY

The strategy of the Group is to grow the share of

its market-leading businesses by offering customers

attractive propositions and excellent service.

Priorities and initiatives

Strategic priorities

• Being the distributor of

choice

• Leading on infrastructure

• Hire

• Managed Services

• Benchmarx

• General builder proposition

• network roll-out

• Ongoing digital

development

Strategic initiatives

• Technical development

• Data-led sales approach

• Operational efficiency

• network investment

• Customer, colleague and

supplier propositions

Proposition

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STRATEGIC REPoRT GOvERnanCE FInanCIaL STaTEMEnTS OTHER InFORMaTIOn

Travis Perkins plc annual Report and accounts 2025

operational

Adjusted operating profit

£133m2025

£353m

£295m

2022

2021

£198m

£152m

2023

2024

Definition (note 2b): Profit before tax, financing

charges and income, amortisation of acquired

intangibles and adjusting items.

Reason: adjusted operating profit excludes

adjusting items and the amortisation of intangible

assets arising on the acquisition of a business,

so management can monitor the Group’s

underlying performance.

Financial

Leverage ratio

1.2x

1.8x

2022

2021

2.6x

2.5x

2023

2024

2.1x2025

Definition (note 25): The ratio of net debt

to earnings before tax, interest, depreciation,

amortisation and adjusting items (“adjusted

EBITDa”).

Reason: The leverage ratio is an indicator by

management and lenders of the Group’s ability

to support its debt. The Group has a target of

1.5–2.0x.

Sales growth

8.9%

2021

24.0%

2022

(4.7)%

(0.9)%

Definition (note 1b): Total revenue growth.

Reason: Sales growth helps management

monitor the performance trend of the business

and gives a good indication of its overall health

compared to its competitors. Total sales growth is

not distorted by actions such as the consolidation

of branches.

Free cash flow

£65m

£95m

2022

2021

£62m

£109m

£205m

2023

2025

Definition (note 24): net cash flow before

dividends, freehold property purchases and

disposals, pension deficit repair contributions,

adjusting and discontinued cash flows and the

issuance and repayment of debt.

Reason: The Group needs to generate strong

free cash flows to enable it to invest, expand its

operations and pay dividends to shareholders.

Freehold investments are financed by property

disposals and enable the Group to access the

best property locations.

Return on capital employed

14.1%

10.8%

2022

2021

6.9%

5.4%

5.3%

2023

2024

2025

Definition (note 26): adjusted operating profit

divided by the combined value of balance sheet

debt and equity excluding pension assets.

Reason: This ratio allows management to

measure how effectively capital is used in the

business to generate returns for shareholders.

Non-financial

Accident frequency rate

5.6

4.7

2022

2021

3.9

3.6

3.9

2023

2024

2025

Definition: The number of lost-time incidents

(“LTIs”) per million hours worked.

Reason: Keeping people safe is the Group’s

first priority. This ratio allows management to

measure progress in ensuring a safe workforce.

Carbon emissions

9,111

8,294

2022

2021

7,012

6,530

6,345

2023

2025

Definition: Total Scope 1, 2 and 3 carbon

emissions (kilotonnes of CO₂e).

Carbon emissions and accident frequency

rate are two key sustainability metrics.

See page 26 for more information

KEY PERFoRMANCE INDICAToRS (“KPIS”)

Reason: The Group has a responsibility to take

action to prevent the worst impacts of climate

change. This measure allows management to

measure progress in the decarbonisation of the

business. This includes Scope 3 in addition to Scope

1 and 2, as Scope 3 represents over 99% of the

Group’s carbon footprint and the Group has set a

target of reducing Scope 3 emissions by 63% by

2035 from a 2020 baseline.

2024

2025

2024

2023

2024

(3.2)%

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Travis Perkins plc annual Report and accounts 2025

OPERATING REVIEW

2025 performance

The Group delivered revenue of £4,565m,

down 0.9% versus the prior year. The decline in

revenue was driven by the Merchanting segment

with activity across the majority of end markets

remaining subdued throughout the year. Despite

the softer backdrop this segment saw sequential

improvement in the second half as the Group made

good progress in adjusting to using Oracle and

sharpened its competitive position through pricing

and promotional initiatives. This swing was most

marked in the General Merchant, which has begun

to reverse a recent trend of market share losses as

performance started to stabilise and then improve.

Toolstation delivered a robust revenue performance

and continued to take market share as the estate

continued to mature.

Adjusted operating profit of £133m was £19m, or

12.5%, lower than 2024, reflecting:

• £32m decline in gross profit in Merchanting

primarily driven by lower trading volumes,

greater promotional activity and one less

trading day

• Overheads in line with the prior year with cost

inflation and increased employer national

insurance contributions broadly mitigated by

proactive cost management

• Property profits of £10m were £1m lower than

the prior year

Leadership and structures

Gavin Slark joined the Group as CEO on

1 January 2026. Gavin is a highly experienced

public company CEO with significant experience

of the building materials and merchanting industry

having previously been CEO of SIG plc since 2023.

Prior to this, he was CEO of Grafton Group plc

(2011-22) and CEO of The BSS Group plc (2006-11)

before its acquisition by Travis Perkins plc.

Since joining, Gavin has changed the organisational

structure so that all of the Managing Directors now

report directly to him. This has shortened lines of

communication and will ensure the most efficient

ways of working across the Group.

Balance sheet

The Group has made excellent progress on actions

to strengthen the balance sheet during the year,

with overall net debt reducing by £224m and net

debt before leases reducing by £192m to deliver a

net cash position (before leases) for the first time in

nearly 30 years.

Accordingly, despite the further reduction in

earnings, net debt / adjusted EBITDA has reduced

by 0.4x to 2.1x. This progress supports the Group’s

journey back to its clearly stated target leverage

range of 1.5 – 2.0x throughout the cycle, with further

deleveraging targeted in 2026.

1 Alternative performance measures are used to describe the Group’s performance. Details of calculations can be found in the notes listed.

£m (unless otherwise stated) Note 2025 2024 Change

Revenue 1 4,565 4,607 (0.9)%

Adjusted operating profit¹ 2a 133 152 (12.5)%

Adjusted earnings per share¹ 20b 30.8p 36.6p (15.8)%

Return on capital employed¹ 26 5.3% 5.4% (0.1)ppt

Net debt / adjusted EBITDA¹ 25 2.1x 2.5x 0.4x

Ordinary dividend per share 21 12.0p 14.5p (17.2)%

Operating (loss)/profit (97) 2

Loss after tax (176) (77) (128.6)%

Basic loss per share 20a (83.3)p (36.6)p (127.6)%

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Travis Perkins plc Annual Report and Accounts 2025

Dividend

The Board is recommending a final dividend of 7.5

pence per share (2024: 9.0 pence per share) to give

a full-year dividend of 12.0 pence per share (2024:

14.5 pence per share), in line with the Group’s policy

to pay a dividend of 30–40% of adjusted earnings.

The dividend will be paid on 28 May 2026 to

shareholders on the register as at close of business

on 17 April 2026.

Current trading and outlook

The trading environment since the start of the

year has remained subdued and this reflects a

continuation of the weak UK construction activity

figures reported for the final quarter of 2025.

Against this backdrop the Group will remain focused

on improving its customer proposition, leveraging

its strong financial position, and delivering further

operational efficiencies in readiness for when

market conditions recover.

Technical guidance

The Group’s technical guidance for 2026 is as follows:

• Expected ETR of around 30% on UK generated

profits

• Base capital expenditure of around £80m

• Property profits of around £5m

• Interest expense £6m higher as a result of

refinancing the £250m 3.75%-coupon bond.

The Group’s current strong cash position

also results in higher interest income as a

partial offset

Adjusting items

There were £222m of adjusting items (£8m cash

items) in the year (2024: £139m) as set out below:

£m 2025 2024

Merchanting impairment 111 63

Toolstation Europe impairments

and restructuring

99 –

Restructuring 12 43

Staircraft impairment and

divestment

3 33

Adjustments to prior year items (3) –

Total 222 139

The 2025 branch-level impairment review

identified 196 branches where the carrying value

of the branch’s assets was above the value of the

discounted future cash flows generated from those

assets. The total non-cash impairment recognised in

relation to these branches is £67m (2024: £63m).

In the majority of cases, the branches are expected

to deliver a positive contribution in 2026 with the

vast majority delivering a positive contribution in

the future, based on cautious financial planning

assumptions.

A non-cash goodwill impairment of £44m has

been recognised following the annual impairment

review of the CCF business, taking into account the

structural challenges in its end markets and future

forecasts of profitability.

The Toolstation Europe impairment charge relates

to the non-cash write-down of goodwill, property

and right-of-use assets in the Toolstation Benelux

business under IFRS accounting rules. The

Toolstation Europe restructuring charge relates

to restructuring costs in Toolstation Benelux and

adjustments in respect of redundancy provisions

and lease liabilities related to Toolstation France

recognised in previous years.

The restructuring charge of £12m relates to

severance payments made as a result of headcount

reductions in Q1 and Q4 2025, the majority of these

roles being in central functions or regional support

teams. In 2024 there were £43m of adjusting

items related to central and regional restructuring,

supply chain consolidation and the closure of 39

standalone Benchmarx branches.

Of the total £222m adjusting items recorded in

2025, approximately £6m represents 2026 Q1

cash obligations relating to severance costs in the

restructuring items. Cash payments in 2025 related

to these adjusting items were £8m.

Property

The Group generated property profits of £10m in

the year, with £51m of cash proceeds, as the Group’s

freehold property portfolio continues to provide

opportunities to release cash, as well as fulfilling

its primary objectives of operational security and

flexibility. The Group expects property profits of

around £5m for 2026.

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Travis Perkins plc Annual Report and Accounts 2025

Merchanting

The Group’s Merchanting businesses saw flat

like-for-like revenue, as a sharper commercial

proposition and the deployment of sales-driven

incentives progressively offset the ongoing impact

of depressed levels of UK construction activity.

Like-for-like volume growth of 0.5% was fully offset

by sales price deflation of 0.6% as market over-

capacity hindered the ability of distributors to pass

modest manufacturer price increases to customers.

A 0.7% impact from the divestment of Staircraft

and a 0.6% impact from one fewer trading day saw

overall revenue down by 1.7% in 2025.

During the second half management implemented

a series of actions to rebuild market share, including

targeted promotions in plasterboard, PIR insulation

board and class B bricks, sales-driven incentives

and the continuing addition of resources back into

customer-facing roles to improve service levels.

These actions and greater leadership stability have

improved the trading performance with 45,000 net

new customer accounts opened in 2025 and

like-for-like sales improving throughout the year:

Revenue

£3,722m

2024: £3,786m

Adjusted operating profit

£122m

2024: £149m

OPERATING REVIEW CONTINUED

Adjusted operating profit reduced by 18.1% to

£122m despite focussed cost management,

reflecting the high operational gearing of these

businesses. The operating profit of £3m (2024:

£20m) was the result of these factors and adjusting

items of £123m (2024: £133m) relating to

impairments and restructuring actions.

There was limited change in the Merchanting

branch network in 2025, reflecting disciplined

capital spend in a challenging market, with three

new General Merchant branches opened during

the year in Birmingham, Watford and Salford, and a

small number of relocations.

On 30 April 2025, the Group sold its specialist floor

kit, i-joist and staircase manufacturer Staircraft for

cash consideration of £21m as part of a continued

focus on simplifying the Group’s operating model.

Merchanting

like-for-like revenue

Q1 2024

(4.2)%

Q2 2024

(7.9)%

Q3 2024

(8.2)%

Q4 2024

(6.8)%

Q1 2025

(3.2)%

Q2 2025

(1.0)%

Q3 2025

1.7%

Q4 2025

2.1%

2025 2024 Change

Revenue £3,722m £3,786m (1.7)%

Like-for-like

growth

(0.1)% (6.8)% 6.7ppt

Adjusted

operating

profit

£122m £149m (18.1)%

Adjusted

operating

margin

3.3% 3.9% (60)bps

ROCE 6% 7% (1.0)ppt

Branch

network

727 724 3

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Travis Perkins plc Annual Report and Accounts 2025

Service drives us forward

and safety brings us home.

Richard Lavin

Managing Director, Travis Perkins

General Merchant

Merchanting in numbers

720+

Branches

Our newly introduced Service Standards

set the scene for Travis Perkins General

Merchanting.

We care about everyones safety and wellbeing

Service drives us forward and safety brings us home, that’s been our guiding

principle in 2025 and will continue to be so as we move through 2026

and beyond.

Those two concepts – service and safety – are fundamental to us as a

business, connecting to the Travis Perkins Group core value of “We Care”.

We care about the experience customers have when they come into a

Travis Perkins branch and we care about everyone’s safety and wellbeing –

customers, colleagues and the communities in which we sit.

Over the past six months, we have trained over 3,000 colleagues in our new

service standards – one of the biggest mobilisations of training in recent

years. It puts the customer experience at the forefront of everything we do.

We know we have great products, we know we have great geographical

range and we know our prices are competitive. What we want customers to

experience now, from the moment they call us or walk through the door of a

branch, is faultless service. And they experience that in an environment which

is safe.

12,000

Colleagues

3,000+ colleagues

trained in our new

Service Standards

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Travis Perkins plc Annual Report and Accounts 2025

OPERATING REVIEW CONTINUED

One of the fastest growing suppliers of tools and building supplies to trade

and DIY customers via a multi-channel offering, with over 690 stores.

Toolstation UK continued to make strong progress

during the year with revenue increasing by 2.7%,

reflecting store maturity benefits, price inflation and

further enhancements to the digital and physical

customer experience. App sales are increasing and

growth in customer loyalty, with c. 700k Toolstation

Club members now signed up, has helped increase

average order value for those customers.

A net three stores were added during the year with

eight new stores and five closures. Up to 20 new

store openings are expected in 2026, including

the launch of the new urban convenience format

Toolstation GO, which is being trialled with the first

store opening in Battersea, London.

Adjusted operating profit increased by £10m (29.4%)

year-on-year driven by a combination of sales growth,

gross margin benefits from improved purchasing, and

pricing and supply chain efficiencies.

The Group looks forward to another year of strong

progress in Toolstation UK in 2026.

Benelux

Toolstation Benelux generated an adjusted operating

loss of £11m in 2025, a slight improvement on the

prior year. While store-generated sales were up

7.0% on a like-for-like basis and overheads well

controlled, the upgrade to the Benelux customer

website during the first half caused significant

disruption and did not deliver the expected online

sales growth, with online sales down by 1.8%.

With the Dutch and Belgium markets remaining

subdued, management will continue to review its

strategy in Benelux. Short-term actions being taken

to reduce the ongoing losses include a proposed

restructure and reduction in central headcount

and the implementation of further supply

chain efficiencies.

The Group expects a similar level of loss in

Toolstation Benelux in 2026.

Revenue

£843m

2024: £821m

Adjusted operating profit

£33m

2024: £21m

Toolstation

2025 2024 Change

Revenue £843m £821m 2.7%

Life-for-like growth 2.4% 1.9% 0.5ppt

Adjusted operating profit – UK £44m £34m 29.4%

Adjusted operating loss – Benelux £(11)m £(13)m 15.4%

Adjusted operating profit – Total £33m £21m 57.1%

Adjusted operating margin 3.9% 2.6% 130bps

ROCE 7% 4% 3ppt

Store network (UK) 590 587 3

Store network (Benelux) 109 110 (1)

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Travis Perkins plc Annual Report and Accounts 2025

Our 30-minute Fast Track delivery service

is proof that we’re committed to getting

behind our trades, whatever it takes.

Our strength at Toolstation is customer service,

with a market-leading 4.6* rating on Trustpilot.

Fast Track, powered by our partner TradeKart and

integrated directly into the Toolstation mobile app,

allows tradespeople and DIYers to choose from

over 10,000 products and have them delivered

directly to site or home in as little as 30 minutes,

saving them time and helping them stay focused

on the job.

The service has been highly praised by customers

and we’ve seen some great results, including a

higher Average Order value (“AOv").

Toolstation in numbers

700+

Stores

5,300+

Colleagues

Our 30-minute Fast Track

service has been highly

praised by customers.

Lakhvir Sanghera

Managing Director, Toolstation

We pride

ourselves on our

Trustpilot rating

of 4.6*

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Travis Perkins plc Annual Report and Accounts 2025

FINANCIAL REVIEW

Volume, price and mix analysis

Merchanting Toolstation Group

Price and mix (0.6)% 1.4% (0.2)%

Like-for-like volume 0.5% 1.0% 0.5%

Like-for-like revenue growth (0.1)% 2.4% 0.3%

Network changes (1.0)% 0.6% (0.6)%

Trading days (0.6)% (0.3)% (0.6)%

Total revenue growth (1.7)% 2.7% (0.9)%

Quarterly revenue analysis

Total revenue Like-for-like revenue

2025 2024 2025 2024

Merchanting

Q1 (3.5)% (6.0)% (3.2)% (4.2)%

Q2 (2.7)% (5.7)% (1.0)% (7.9)%

H1 (3.1)% (5.8)% (2.1)% (6.1)%

Q3 (0.3)% (7.1)% 1.7% (8.2)%

Q4 (0.2)% (5.8)% 2.1% (6.8)%

H2 (0.2)% (6.5)% 1.9% (7.6)%

FY (1.7)% (6.2)% (0.1)% (6.8)%

Toolstation

Q1 2.8% 0.9% 3.7% (1.2)%

Q2 2.7% 3.6% 2.3% 2.4%

H1 2.7% 2.3% 2.9% 0.6%

Q3 3.0% 3.0% 2.3% 2.2%

Q4 2.0% 2.2% 1.8% 4.3%

H2 2.5% 2.6% 2.0% 3.3%

FY 2.7% 2.5% 2.4% 1.9%

Total Group

Q1 (2.4)% (4.9)% (2.1)% (3.5)%

Q2 (1.8)% (4.2)% (0.5)% (6.2)%

H1 (2.1)% (4.5)% (1.2)% (4.9)%

Q3 0.3% (5.5)% 1.8% (6.6)%

Q4 0.2% (4.3)% 2.0% (4.8)%

H2 0.3% (5.0)% 1.9% (5.8)%

FY (0.9)% (4.7)% 0.3% (5.3)%

Revenue analysis

The Merchanting businesses saw modest price

deflation as a result of the intense competitive

environment and limited volume growth, with

key markets and geographies, particularly

construction activity in London and the south

east, remaining weak. There was one fewer

trading day than in the prior year.

Toolstation delivered good like-for-like revenue

growth as its strong customer proposition, robust

pricing and maturity benefits outweighed the

impact of the challenging market.

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Travis Perkins plc Annual Report and Accounts 2025

Operating profit

£m 2025 2024 Change

Merchanting 122 149 (18.1)%

Toolstation 33 21 57.1%

Unallocated costs (32) (29) (10.3)%

Adjusted operating profit

excluding property profits 123 141 (12.8)%

Property profits 10 11 (9.1)%

Adjusted operating profit 133 152 (12.5)%

Amortisation of acquired

intangible assets (8) (11)

Adjusting items (222) (139)

Operating profit (97) 2

Finance charge

Net finance charges of £38m are lower than the previous year (2024:

£41m) as a result of interest income on the Group’s cash deposits.

See note 10 for details.

The Group’s interest expense will be £6m higher in 2026 as a result

of refinancing the £250m 3.75%-coupon bond, but the Group’s

current strong cash position also results in higher interest income

as a partial offset.

Taxation

The tax charge before adjusting items was £28m (2024: £31m) giving

an adjusted effective tax rate (“adjusted ETR”) of 31.5% (standard rate:

25.0%, 2024 actual: 30.4%). The adjusted ETR rate is substantially

higher than the standard rate due to the effect of expenses not

deductible for tax purposes and unutilised overseas losses.

The statutory tax charge for 2025 was £42m (2024: £2m) giving

an effective tax rate of negative 30.9% (2024: negative 5.7%). This

is lower than the adjusted ETR as a result of the tax effect of the

impairment of goodwill.

The Group expects an ETR of around 30% on UK generated profits

in 2026.

Earnings per share

The Group reported a total loss after tax of £176m (2024: loss of

£77m) resulting in basic loss per share of 83.3 pence (2024: loss per

share of 36.6 pence). Diluted loss per share was 83.3 pence (2024:

loss per share of 36.6 pence). Adjusted profit after tax was £65m

(2024: £77m) resulting in adjusted earnings per share of 30.8 pence

(2024: 36.6 pence).

Cash flow and balance sheet

Free cash flow

£m 2025 2024 Change

Adjusted operating profit

excluding property profits 123 141 (18)

Depreciation of PPE and other

non-cash movements 78 96 (18)

Change in working capital 136 6 130

Net interest paid

(excluding lease interest) (20) (20) 0

Interest on lease liabilities (30) (30) 0

Tax paid (22) (21) (1)

Adjusted operating cash flow 265 172 93

Capital investments

Capex excluding freehold

transactions (60) (64) 4

Proceeds from disposals

excluding freehold transactions 1 1 0

Free cash flow 206 109 97

The Group made strong progress on cash generation with free cash

flow £97m higher than the prior year despite a reduction of £18m in

adjusted operating profit excluding property profits. This was primarily

due to the normalisation of supplier payments arising from the

cutover challenges of moving onto Oracle in the prior year and good

progress on collecting overdue debt, also resulting from the Oracle

implementation. Stock management remains disciplined with the

£25m increase in line with inflation.

Capital investment

£m 2025 2024

Strategic 15 21

Maintenance 39 39

IT 6 4

Base capital expenditure 60 64

Freehold property 26 12

Gross capital expenditure 86 76

Disposals (52) (63)

Net capital expenditure 34 13

The disciplined approach to capital investment continued in 2025, with

expenditure £4m lower than 2024. As part of the Group’s prioritisation

of reducing leverage, freehold development and acquisitions were

£26m lower than the proceeds of freehold disposals, which were

primarily sale and leaseback transactions. The Group is targeting base

capital expenditure of around £80m for 2026.

Uses of free cash flow

£m 2025 2024 Change

Free cash flow 206 109 97

Investments in freehold property (26) (12) (14)

Disposal proceeds from freehold

transactions 52 63 (11)

Dividends paid (28) (24) (4)

Sale of Staircraft 21 – 21

Drawdown of borrowings 250 – 250

Repayment of bonds (249) – (249)

Cash payments on adjusting and

discontinued items (30) (36) 6

Change in cash and cash

equivalents 196 100

Cash and cash equivalents increased by £196m driven by strong free

cash flow, a planned reduction in freehold property investment and

adherence to the Group’s policy on dividend distribution.

The £250m 2026 bond was repaid and replaced with £250m of

investment-grade US private placement notes.

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Travis Perkins plc Annual Report and Accounts 2025

FINANCIAL REVIEW CONTINUED

Net debt and funding

31 Dec

2025

31 Dec

2024 Change Covenant

Net debt £621m £845m £224m

Net debt/adjusted

EBITDA 2.1x 2.5x 0.4x <4.0x

Net debt before leases £(1)m £191m £192m

Net debt before leases/

adjusted EBITDA 0.0x 0.6x 0.6x

Note: All covenant metrics measured post IFRS16.

Net debt before leases reduced by £192m driven by improvements in

working capital, a disciplined approach to capital expenditure and the

cumulative effect of the lower cash dividend.

Overall net debt reduced by £224m as a result of the strong cash

performance and the reduction in lease liabilities from the sale of

Staircraft and settlement of legacy Toolstation France leases.

Funding

As at 31 December 2025, the Group’s committed funding of

£800m comprised:

• £75m bilateral bank loan due August 2027

• A revolving credit facility of £375m maturing in November 2028

and November 2030

• £350m of US private placement notes, maturing between 2028

and 2037

As at 31 December 2025, the Group had undrawn committed facilities

of £390m (2024: £390m) and deposited cash of £413m (2024:

£200m), giving overall liquidity headroom of £803m (2024: £590m).

The £250m February 2026 sterling bond was fully refinanced during

the year through two US private placement issuances. The new

notes were issued at investment grade yields to seven investors with

maturities between 2028 and 2035. The Group has no significant

refinancing requirements until 2028 and a spread debt maturity profile,

providing strategic flexibility and enabling long-term decision-making.

Financial risk management

The overall aim of the Group’s financial risk management policies is to

minimise potential adverse effects on financial performance and net

assets. The Group manages the principal financial and treasury risks

within a framework of policies and operating parameters reviewed and

approved annually by the Board of Directors. The Group does not enter

into speculative transactions.

The Group has a revolving credit facility with a syndicate of eight banks

with a total value of £375m (2024: £375m). The option to extend the

facility from 2028 maturity to 2030 was exercised in 2025, and is

expected to be concluded in the first half of 2026.

The Group has £425m of committed funding from the issuance of

loans and private placement notes. Namely, a £75m bilateral bank

loan due August 2027 and £350m of US private placement notes

maturing in a spread of tranches from 2028 to 2037, to manage the

maturity profile of the debt.

In March 2025 the Group issued £125m of senior unsecured notes,

and in November 2025 the Group issued £125m of senior unsecured

notes, to a syndicate of seven investors. The proceeds of these

issuances were used to refinance the Group’s £250m public bond

maturing in February 2026 in December 2025.

The Group’s policy is to enter into derivative contracts only with

members of its bank facility syndicate, provided such counterparties

meet the minimum rating set out in the Board-approved derivative

policy. At the year-end, the Group had £75m of interest rate swaps

outstanding (2024: £75m) as well as US$65m and €36m of currency

swaps outstanding (2024: nil), and its borrowings were fixed on 100%

of the Group’s cleared gross debt (before cash and cash equivalents).

The Group settles its currency denominated purchases using a

combination of currency purchased at spot rates and currency bought

in advance on forward contracts. It purchases forward contracts for

approximately 90% of its committed requirements six months forward

based on the firm placement of forward stock purchases. As at 31

December 2025, the nominal value of currency forward contracts was

US$28.5m and €0.5m (2024: US$24m).

The Group is a substantial provider of credit to a large portfolio of

small and medium-sized businesses throughout the UK together with

some of the country’s largest construction companies. It manages

its exposure to credit risk through a strong credit control function

that works closely with the business and its customers to ensure the

Group offers credit sufficient for the needs of those customers without

exposing the Group to excessive risk. The bad debt charge in 2025

was 0.4% (2024: 0.4%) of sales.

In summary, the key aspects of the Group’s financial risk management

strategy are to:

• Run the business to investment-grade credit parameters

• Reduce reliance on the bank market for funding by having a diverse

mix of funding sources with a spread of maturities

• Seek to maintain a strong balance sheet

• Place a high priority on effective cash and working capital

management

• Maintain liquidity headroom of over £200m and build and maintain

good relationships with the Group’s banking syndicate

• Manage counterparty risk by raising funds from a syndicate of

lenders, the members of which maintain investment grade credit

ratings

• Operate banking covenants attached to the Group’s revolving credit

facilities and term loan within comfortable margins

• Maintain the ratio of reported net debt to adjusted EBITDA in the

range of 1.5–2.0x. It was 2.1x (2024: 2.5x) at the year-end

• Have a conservative hedging policy that reduces the Group’s

exposure to currency fluctuations

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Travis Perkins plc Annual Report and Accounts 2025

Tax strategy and tax risk management

The Group’s objectives in managing and controlling its tax affairs and

related tax risks are as follows:

• Ensuring compliance with all applicable rules, legislation and

regulations under which it operates.

• Maintaining an open and cooperative relationship with the UK tax

authorities and with the tax authorities that the Group’s overseas

businesses operate under, to reduce the Group’s risk profile.

• Paying the correct amount of tax as it falls due.

Tax policies and risks are assessed as part of the formal governance

process and are reviewed by the Chief Financial Officer and reported

to the Audit Committee on a regular basis. Significant tax risks,

implications arising from these risks and potential mitigating actions

are considered by the Board when strategic decisions are taken. In

particular, the tax risks of proposed transactions or new areas of

business are fully considered before proceeding. The Group employs

professional tax specialists in the UK to manage tax risks and takes

appropriate tax advice from professional firms where it is considered

to be necessary for both its UK and overseas operations. The Group’s

tax strategy is published on its website.

Total tax contribution

The following table provides a reconciliation of the income taxes paid

by the Group in the financial year compared to the tax charge shown

in the Group’s financial statements. Details of the total tax contribution

made by the Group in 2025 and tax collected on behalf of tax

authorities is also detailed.

Reconciliation of tax paid to tax charge:

£m

Total tax charge per accounts 41.6

Deferred tax credit* (20.3)

True up of prior periods tax liability 9.9

Tax deductions in reserves –

Current tax payable on 2025 profits 31.2

Tax for 2025 to be paid in 2026 (3.8)

Tax refunds received in 2025 relating to years prior to

2025 (5.7)

Total net current taxes paid in 2025 21.7

Other taxes paid in 2025:

Business rates 46.1

National Insurance contributions 53.9

Other taxes and duties 16.8

Total tax contribution for 2025 124.9

Tax collected in 2025:

PAYE 70.1

Employee's NI 22.2

vAT 139.0

Total tax collected and paid for 2025 369.8

* Certain profits and costs recognised in the financial statements do not result in a cash tax effect

until a future date. When this happens an accounting entry, called deferred tax, is made to

recognise the expected future tax cost or benefit.

Viability assessment

In accordance with Provision 31 of the UK Corporate Governance

Code, published by the UKCGC in 2024, the Board of Directors has

undertaken an assessment of the viability of the Group.

As part of its deliberations, the Board undertook a robust review of

the Emerging and Principal Risks and Uncertainties facing the Group,

how they are managed and the actions that could be taken to mitigate

their effect or avoid them altogether. The resulting disclosures, which

include those risks that could threaten the Group’s business model,

performance, solvency and liquidity are shown on pages 52 to 59 of

the Annual Report. The Board believes the Group is well-placed to

manage those risks successfully.

The Board has decided that it is appropriate to assess the performance

of the Group over a three-year period from 28 February 2026, the

month-end date closest to the approval of the 2025 annual results.

Three years has been chosen because this is the period that it is

reasonably possible to forecast forward with a degree of accuracy.

This is because the Group is subject to the vagaries of the economic

cycle and property market, which cannot reasonably be forecast with

certainty further than three years forward. Whilst the Board has no

reason to believe the Group will not remain viable over a longer period,

the inherent uncertainty involved means three years is the appropriate

period over which to give users of the Annual Report a reasonable

degree of confidence.

The Corporate Plan, which is prepared annually on a rolling basis,

considers the Group’s future profitability, cash flows, liquidity headroom,

availability of funds and covenant compliance. For the purposes

of the viability review, the Board has performed a robust sensitivity

analysis to stress test the downside scenario principally based upon

the 2008/2009 financial crisis and the mitigating actions that

would be taken to protect the Group’s viability. These actions include

reducing costs, capital spend, revenue investment and payments to

shareholders, as well as restricting credit to customers. Given the

Group’s trading experience in the Covid-19 pandemic and the nature

of the near-term risks to the economy, the use of the 2008/2009

financial crisis as a model for a prolonged downturn in the housing

market remains appropriate.

Based upon the assessment undertaken, the Directors confirm that

they have a reasonable expectation that the Group will be able to

continue in operation and meet its liabilities as they fall due over the

three-year period of their assessment.

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Travis Perkins plc Annual Report and Accounts 2025

Building for Better

As the UK’s largest distributor of building materials, Travis Perkins plc is

committed to driving meaningful Environmental, Social and Governance

(“ESG”) change in the construction industry.

This commitment to customers, colleagues and communities covers every aspect of the

business. Besides a focus on improving the performance of its own business, the Group

works proactively with suppliers and customers and recognises the important role it plays

as a convener and influencer in the development of more sustainable communities.

Building on the progress made since the Group launched its first Building for Better

framework and targets in 2020, this latest status report provides an update on

performance in the focus areas where the Group carries the most risk or opportunity,

as shown in the framework.

SUSTAINABILITY REPORT

Environmental

Carbon/Climate Change

Aiming for net zero carbon

to combat global warming

Developing the

Next Generation

Provide future-focused skills

in a changing sector

Legal compliance

Uphold the laws that apply

to our business

Safety and wellbeing

Everyone returns home safe

and well every day

Reward

Improving the financial

health of colleagues

Human Rights

Eliminate modern slavery in our

business and supply chains

Nature and Biodiversity

Protecting and restoring

ecosystems

Colleague Voice

Listen to improve decision

making and engagement

Diversity, Equity

and Inclusion

Create an environment

where everyone belongs

Charity and Community

Support others and make

positive change happen

Waste/Circularity

Minimise waste through design,

reuse, and recycling

Water

Reduce consumption and treat

wastewater effectively

Social

Governance

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Travis Perkins plc Annual Report and Accounts 2025

2025 performance summary

The Group has two sustainability targets relating to carbon and in-year objectives for all

other focus areas. The two carbon targets are SBTi-approved as in line with a 1.5°C warming

pathway (see page 40). Mandatory review of these targets will begin during 2026.

The Group made progress towards its carbon reduction targets in 2025 with specific

actions set out in this sustainability report. Absolute carbon reductions are influenced in

part by sales volume changes. However, the carbon per tonne of product sold measure, a

relative performance measure adopted by the Group in 2024 to better capture underlying

performance, demonstrates the progress the Group has made in decarbonising relative

to sales volumes. notwithstanding this progress, the Group’s absolute Scope 3 carbon

performance remains subject to the impact of sales volume changes. Absolute performance

from 2024 to 2025 is -4% for Scope 1 and 2 and -3% for Scope 3. Performance relative to

tonnes of product sold from 2024 to 2025 is -10% for Scope 1 and 2 and -8% for Scope 3.

Further carbon performance data can be seen on pages 50-51. Progress in other focus areas

is set out in this report.

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Travis Perkins plc Annual Report and Accounts 2025

SUSTAINABILITY REPORT CONTINUED

Double materiality and stakeholder engagement

A Double Materiality Assessment (“DMA") was completed in 2025,

three years on from the previous assessment. The approach taken

was informed by the requirements of the Corporate Sustainability

Reporting Directive. Although these requirements are not applicable to

the Group, the approach enables readiness for the UK’s Sustainability

Reporting Standards, which is expected to apply to the Group in the

near future. The assessment considered both “Impact In” (risks and

opportunities that financially affect the business) and “Impact out”

(the impact the business has on colleagues, society and the

wider environment).

The sustainability team, supported by external experts, conducted

171 stakeholder interviews over the course of four weeks; 39%

with external stakeholders (customers, suppliers and industry

representatives) and 61% with internal colleagues and leaders.

Interviewees were asked to assess the importance of various

sustainability topics based on a score of 1 (not important) to 5

(fundamental or potentially catastrophic). These results informed

a list of potential risks, opportunities and impacts, which were then

formally assessed and financially quantified to determine materiality.

The DMA confirmed that the Group has fewer material focus areas

than previously identified, with some focus areas now classified as key,

not material, to the business. The results of the DMA are set out in the

materiality map shown. The Group has taken the decision to retain key

focus areas in the framework as they are interconnected with material

focus areas or are important to the colleague value proposition.

However, reporting for key focus areas (apart from mandatory

disclosures) is now available on the website only. Further information

on stakeholder engagement is set out in Section 172 statement on

pages 68-70.

note: The position of the topic within each quadrant does not hold any meaning.

Travis Perkins Group impact on people and the environment

Financial impact on Travis Perkins Group

Impact Material

Double Material

Not Material

Financial Material

S10

S12

E1 S1

S11

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Travis Perkins plc Annual Report and Accounts 2025

Impact in Impact out

Material topic Risk Opportunity

Negative

impact

Positive

impact

How this topic links to the

Building for Better framework

Climate change mitigation

through transition to lower

emission technologies

and solutions to address

greenhouse gas (“GHG”)

carbon emissions

Material due to

size of vehicle fleet

and estate, and

the costs to reduce

carbon emissions

Material due to the

carbon impact of

the fleet and estate

on the environment

Sustainable operations

Climate change adaptation

to meet market demand

for new technologies and

products or services

Material due to

the opportunity

to access and

increase market

Sustainable solutions

Health, safety and wellbeing

of colleagues

Material due to

financial and

reputational risk

caused by safety

incidents

Material due to the

negative impact

of safety incidents

and physical harm

to colleagues

Safety and wellbeing

Safeguarding the rights of

workers in the value chain

Material primarily

due to financial risk

associated with

enabling unethical

practices

Material due to

effective due

diligence protecting

worker safety and

rights

Sustainable sourcing

Equitable pay and reward

structures for colleagues

Material risk if the

business does

not remunerate

employees

adequately

People and culture:

Reward

Educating and upskilling

colleagues in a changing

industry

Material due to

financial risk if

colleagues are

not adequately

upskilled to adapt

and win

Material due to

importance of

colleague skills to

win in a changing

industry

Material due to

positive impact

on colleagues

from training and

development

People and culture:

Developing the next generation

Protecting customers

and colleagues through

compliance with product

safety and quality

Material due to

costs of

non-compliance

with regulations

and standards

Material due to

negative impact

of selling unsafe

products to

customers

Sustainable sourcing

Business conduct through

regulatory compliance

Material due to risk

of non-compliance

with key relevant

regulations

Material due to

negative societal

impact of unethical

practices and

non-compliance

People and culture:

Legal compliance

Business conduct through

not dealing effectively with

non-compliance

Material due to

risks of weak

governance

around regulatory

compliance

People and culture:

Legal compliance

Other topics assessed as being either key (dark grey) or immaterial (light grey) at this stage (these are managed

in a proportionate way by the business):

Topic

How this topic links to the

Building for Better framework

Adapting to physical demands brought about by climate change Sustainable operations

Addressing the impact of products on nature, biodiversity and

other resources

Sustainable solutions

Risks associated with rolling back on climate-related

commitments or not meeting market demands

Sustainable operations

Sustainable solutions

Adapting to other transitional demands brought by climate change Sustainable operations

Sustainable solutions

Addressing the impact of operations on nature, biodiversity and

other resources

Sustainable operations

Positive impact of sustainable waste management and recycling

practices on the environment and wider communities

Sustainable operations

Ensuring fair and ethical work practices for all colleagues People and culture:

Diversity, equity and inclusion

Equal treatment of employees People and culture:

Diversity, equity and inclusion

open and meaningful engagement with colleagues People and culture:

Colleague voice

Data protection and cybersecurity risks and the associated costs People and culture:

Legal compliance

S10

Impact of our investment in Social value People and culture:

Charity and community

S11

Effectively tracking and managing customer satisfaction Managed outside of Building for

Better framework

S12

Educating and upskilling the wider industry People and culture:

Developing the next generation

Business conduct through effectively adapting to, and managing,

organisational changes

Managed outside of Building for

Better framework

Business conduct through responsible management of suppliers

and payment practices

Managed outside of Building for

Better framework

Business conduct through ensuring reporting transparency Managed outside of Building for

Better framework

Sustainable growth in an uncertain economic environment Managed outside of Building for

Better framework

Protection of whistleblowers in the organisation People and culture:

Legal compliance

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Travis Perkins plc Annual Report and Accounts 2025

Delivering

social value

The Group delivers value to its communities in many ways.

Below are some of the highlights from 2025.

Governance of sustainability

The Board is accountable, and has overall responsibility, for

sustainability. The Group’s strategy, framework and regulatory

compliance are supported by a dedicated specialist team, operating

within a matrix structure that works together with the Group Head

of Responsible Sourcing and the Toolstation Senior ESG Lead,

and reports to the Company Secretary and the Group Head of

External Reporting. This structure ensures robust oversight of all

regulatory obligations, data integrity, and environmental management

systems. While overall accountability for sustainability sits with

the Board, accountability at an operational level resides with the

Group Leadership Team (“G LT ”) in relation to their business units

and functions. Specific responsibilities are delegated by the G LT

to nominated leads and leadership sponsors in each business

unit. Progress is reported to the G LT and the Board to monitor and

improve performance. The Board also conducts specific oversight of

performance in health and safety. Group ESG policies can be found

on the Group’s website.

Climate-related financial risks and opportunities

Since 2010, the Group has submitted an annual climate disclosure to

the Carbon Disclosure Project. This includes a financial assessment

of climate-related risks and opportunities. The Group has prepared its

fifth full disclosure against the Task Force for Climate-related Financial

Disclosure recommendations on pages 39-51. During 2025, the

Group further enhanced its climate risk and opportunity assessment

through climate adaptation surveys and the development of a climate

adaptation playbook for the Group’s estate.

Alignment to UN Sustainable Development Goals

Through the Building for Better ESG agenda, the Group directly

supports delivery of a number of the 17 Un Sustainable Development

Goals. The most relevant goals are detailed in the table on page 31.

OPERATIONAL IMPACT

Transport carbon

reduction

-2.7%

Number of social value

projects supported

363

Revenue from products with

Environmental Product Declarations

or Life Cycle Analyses

18%

Total social value

project value

£2.2m

Spend on goods-for-resale

with SMEs

Investment in colleague

total reward packages

£604m

Employed colleagues

c.17, 30 0

Total tax contribution

£370m

£139m taxes borne,

£231m taxes collected

SKILLS DEVELOPMENT

Graduated apprentices

480

367 for Group colleagues, 113 for the industry

Enrolled apprentices

934

795 for Group colleagues,

139 for the industry

Female apprentices

32%

Apprentices under 25 years old

36%

Hours of ESG training completed

in-house or through the Supply Chain

Sustainability School

45,851

SUSTAINABILITY REPORT CONTINUED

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Travis Perkins plc Annual Report and Accounts 2025

* The material element of Modern Slavery and Human Rights is captured as part of the Sustainable Sourcing programme of work.

Focus areas Commitment Material or Key 2025 planned actions Progress 2026 planned actions Supporting the Group’s strategy SDGs

Sustainable solutions

Supporting customers with the

sustainable products, data and

services that they need to decarbonise,

improve climate resilience and reduce

biodiversity, nature, water and waste

impacts.

63% reduction

in Scope 3

carbon by 2035

Material Launch data set to help customers to identify products with

sustainable attributes. Continue to increase the coverage and

quality of product-level carbon data across the Group and

support customers with carbon-reporting tools.

Good

Continue to increase the coverage and quality of

product-level carbon data across the Group and

support customers with carbon-reporting tools.

By providing sustainable products

and value-add services to

customers, the Group can earn

a greater share of spend and

become a key partner.

Sustainable sourcing

Sourcing safe, quality and compliant

products from ethical, transparent,

resilient and sustainable supply chains.

Includes Modern Slavery due diligence

with suppliers.

Material Expand the share of Group spend which is covered by supplier

assessments across suppliers of both goods for resale and

goods/services purchased for Group use.

Good

Continue to engage with regulatory

consultations to support the development of

effective and workable industry standards.

Customer relationships are

underpinned by trust in the Group

to source responsibly and meet

changing data transparency

requirements.

Sustainable operations

Taking action to decarbonise the Group's

own estate and fleet, and support

circularity to reduce operational waste.

80% reduction

in Scope 1 and 2

carbon by 2035

Material Take stock of the Group’s estate and assets, considering the

availability of current and emerging low-carbon technologies,

to inform the continued development of the Group’s Fleet and

Estate decarbonisation roadmaps for the years ahead.

Some

Take stock of the Group’s estate and assets,

considering the availability of current and

emerging low-carbon technologies, to inform

the continued development of the Group’s Fleet

and Estate decarbonisation roadmaps for the

years ahead.

The Group’s stakeholders expect

credible action on operational

carbon and waste. Performance

can influence the outcome of

customer tenders.

PEOPLE AND CULTURE

Developing the next generation

Upskilling colleagues in green and future skills to adapt to

a changing sector.

Material Develop the Group’s Learning and Development (“L&D”)

offering in line with the new Government’s “Growth and

Skills” levy funds to support a wider range of training and

development programmes, extending beyond traditional

apprenticeships.

Good

Continue to develop the Group’s L&D offering

in-line with organisational needs, adopting

the promised flexibilities of the Government’s

“Growth and Skills” levy.

To best support customers

in a changing market, green

and future skills are critical.

Customers value the Group’s

expertise and advice.

Safety and wellbeing

Getting everyone home safe and well, every single day.

Material Introduce a new second line of defence safety assurance

programme, and continue focus on out-of-branch safety,

including safe deliveries.

Some

Introduce a new second line of defence safety

assurance programme for Distribution Centres

that assesses achievement of minimum

standards, cultural position and best practice.

By supporting colleagues to

be safe and to be the best for

themselves and others, the

Group can be an employer

of choice.

Diversity, equity and inclusion

Creating an environment where everybody

can be themselves.

Key The Group is targeting an engagement survey score for the

statement “I feel a sense of belonging at this company” in

excess of the provider’s global average by the end of 2025.

Some

For further information on this key issue, see the

corporate website.

Colleague voice

Listening to colleagues to make better decisions

and increase engagement.

Key Conduct analysis of the engagement survey, ensuring clear

actions are identified, set and taken at a Group, Business and

local level; leveraging engagement as a performance lever.

Some

For further information on this key issue, see the

corporate website.

Reward

Improving the financial health of colleagues.

Material Focus on incentive structures to drive engagement and

performance. Provide further support to those approaching

retirement to reflect the challenges of an ageing population.

Some

Continued review of benefits coverage and

reward competitiveness to ensure the colleague

offer remains balanced, fair and supportive

for all.

Charity and community

Taking pride in helping others and making positive

change happen.

Key Continue to use charity and community partnership and activity

to create meaningful social change both nationally and locally;

working with established and new partners.

Some

For further information on this key issue, see the

corporate website.

Modern slavery and human rights

Eliminating modern slavery from the Group and

its supply chains.

Material

(upstream)*

Key (in-house)

Development and delivery of additional controls for labour

agency workers employed at Group sites, including controls to

address the risk of modern slavery.

Some

For further information on this key issue*, see

the corporate website.

Legal compliance

Complying with all relevant laws.

Material Development and delivery of further bespoke training to cover

a number of key compliance areas, to complement existing

training modules.

Some

Further review of legal compliance training and

guidance in line with organisational needs.

Good governance builds trust

with stakeholders.

Sustainability priority: Decarbonising the industry

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Travis Perkins plc Annual Report and Accounts 2025

Tonnes of CO

e (Absolute) – Scope 3

2035* 1.4m 1.4m

0.3m

2025

3.5m 0.7m

2.1m

2024

2.3m 3.3m 0.8m

2020 Baseline

3.8m 3.9m 0.8m

0m 1.0m 2.0m 3.0m 4.0m 5.0m 6.0m 7.0m 8.0m 9.0m

Tonnes of Co

e (Absolute) – Scope 3

* Target year.

Category 1 Category 11 All other categories

Indicates that the data point has

been assured. Please see page 34

for more information.

Sustainable solutions

Providing products, data and services to customers to support their sustainability requirements including energy

and water efficiency, decarbonisation, climate resilience, biodiversity and circularity.

Why it is important

The built environment accounts for 25% of UK

emissions and faces many sustainability challenges.

Customer needs are changing, requiring the Group

to adapt and provide new products, data, and

services. With 99% of the Group’s carbon footprint

in the supply chain, due to product manufacturing

and in-use emissions, innovation is essential to

enable customer needs regarding sustainable

construction, renovation, retrofit and DIY.

Progress in 2025

Customer segments across the Group have

changing needs:

• Social housing landlords need products for

estate retrofit and to tackle carbon, damp, mould,

and flood risk. They need sustainability data for

mandatory reporting. They also seek services

like van stock replenishment to reduce

operational carbon.

• Major house builders and tier one contractors

require products with sustainable certification,

carbon reporting, and evidence of ethical

sourcing. Infrastructure contractors specifically

require PAS 2080 certification. Sub-contractors

turn to the Group for help meeting sustainability

standards of tier one contractors.

• Regional house builders seek sustainable

products to differentiate their builds.

• DIY customers with benefits like lower energy

or higher durability.

• General builders value guidance to adapt to new

building regulations.

The Group is strategically positioned to meet these

evolving expectations and secure work.

Enhancing carbon data

to secure customer contracts

The Group enhanced its carbon data product for

customer use by collecting more Environmental

Product Declarations (“EPDs”) from suppliers,

converting them to carbon-per-kg-of-product,

and improving data usability in the reporting tool.

Construction Carbon, a third party, verified the data

and the “Connect” reporting tool, including the

WholeHouse™ carbon calculator, ensuring customer

confidence. Another third party, Circular Ecology,

worked with the Group in developing improved

estimated carbon factors for mechanical, electrical

and plumbing products, an area with low EPD

availability. This enhanced data is already supporting

the Group’s businesses to win contracts. Regional

house builders can make use of the WholeHouse

design solution to help them meet their needs.

PAS 2080 certification

Keyline is the first UK civils merchant to achieve the

PAS 2080:2023 certification (Carbon Management

in Infrastructure and Built Environment) from the

British Standards Institution. This global standard

applies to all new infrastructure and retrofit projects,

demonstrating the Group’s robust approach to

carbon management. Keyline’s initiatives include

supporting customers to value-engineer their

designs for more sustainable options. As this is

an increasing requirement for contractors, this

achievement will secure future business

Carbon reduction

(Absolute Scope 3, 2020 to 2025)

26%

Carbon reduction

(Absolute Scope 3, 2024 to 2025)

SUSTAINABILITY REPORT CONTINUED

What’s next

Continue to increase the coverage and quality of

product-level carbon data across the Group and

support customers with carbon-reporting tools.

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Travis Perkins plc Annual Report and Accounts 2025

Why it is important

The Group sources hundreds of thousands of

product lines from thousands of suppliers and

must manage these supply chains effectively.

Sourcing has a material impact on environmental

and social sustainability. Requiring and supporting

suppliers to improve and report on product quality,

data, and operations protects the Group and its

customers, who increasingly request evidence of

sustainability. Improved data and traceability drive

accountability and effective decision-making across

the construction sector.

Progress in 2025

In 2025, the Group expanded the coverage of

its supplier assessment programme, including a

proportionate assessment for local and regional

suppliers at onboarding. This increased the

proportion of Group spend on goods-for-resale

covered by the programme to 92% at the end of

2025, building on the 90% achieved in 2024.

Strengthening supply chain governance

and transparency

Governance of products and supply chains was

improved in 2025 through:

• Review, update and relaunch of the Group’s

Supplier Manual and Supplier Commitments,

providing simpler and enhanced guidance on

health and safety and product quality.

• Completion of a supply chain mapping pilot with

a third-party, exploring opportunities for

improved visibility and transparency.

• A quality audit of the Group’s sourcing office to

assure internal compliance and maintain high

governance standards.

The Group also engaged with the government’s

Green Paper consultation on Construction Product

Reform, recognising the potential significant impact

of this new regulation on the business and

wider industry.

Due diligence on product suppliers

A risk-based approach to implementation of

the Group’s online Risk Assessment (“oRA”)

programme continues. In 2025, oRAs were

submitted by 337 suppliers of goods-for-resale,

with 1,259 suppliers now engaged in the oRA

programme. A further 297 local suppliers were

assessed. own-brand manufacturing sites are

subject to in-person ethical and technical audits by

third-party auditors, with 228 gradings completed

in 2025. Collaborative engagement on time-bound

corrective action plans resolved 4,282

non-conformances, mitigating supply chain risks.

Certified timber purchased in 2025

96.5%

Sustainable sourcing

Ensuring safe and quality products from ethical, traceable and sustainable supply chains.

What’s next

Continue to engage with regulatory

consultations to support the

development of effective and

workable industry standards.

CASE STUDY

Partnering for a sustainable timber

supply chain

96.5% of timber purchased in 2025 was certified.

In 2025, Travis Perkins General Merchant became

an audited and approved member of TDUK,

the UK’s leading timber trade organisation.

This membership reinforces the Group’s

long-standing commitment to sourcing timber

responsibly and maintaining a transparent

supply chain. By adhering to TDUK's Responsible

Purchasing Policy, the Group strengthens its due

diligence processes, ensuring that it provides

customers with certified, safe and sustainable

timber products.

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Travis Perkins plc Annual Report and Accounts 2025

5,022

10,796

5,584

6,349

38,654

39,739

53,981 25,111

Tonnes of Co

e (Absolute) – Scope 1 and 2

Transport Buildings

Tonnes of CO

e (Absolute) – Scope 1 and 2

403

508

22,653

26,259

2024

2020

2024

2025

2035 Target

1,075 27, 376

2023

10,000

20,000 40,000 60,000 80,000

20,000

30,000

Tonnes of Waste

Landfilled Waste Recycled/Recovered Waste

Waste

Progress against carbon targets

During 2025, Scope 1 and 2 carbon reduced

by -4%, taking performance from the 2020

baseline year to 2024 to -44%. Carbon

performance per tonne of product sold is on

page 51. See the “2025 performance summary”

on page 27 for progress updates.

Reducing Operational Waste and

Environmental Management

The Group pursues a circular economy model to

reduce operational waste. In 2025, the reverse

logistics programme backhauled timber pallets

(4,386 tonnes) and plastic packaging (277

tonnes) and paper and cardboard (2,531 tonnes)

for recycling. In 2025, the Group adapted its

waste management to comply with the Simpler

Recycling Reform, reported food waste for

the first time and worked to meet Extended

Producer Responsibility requirements.

SUSTAINABILITY REPORT CONTINUED

Securing long-term success and efficiencies for the business by adapting operations

to deliver net zero

carbon, reduce operational waste and prevent pollution.

Why it is important

The Group is responsible for direct environmental

impacts from its estate and fleet. It has committed

to an 80% reduction in Scope 1 and 2 carbon

relating to its fleet and estate by 2035, with

remaining emissions offset. Addressing direct

emissions shows integrity when asking suppliers

and customers to decarbonise, especially since

99% of the footprint is in the supply chain. The

Group also manages operational waste (primarily

packaging and obsolete products) to minimise

environmental impacts.

Progress in 2025

In 2025, the Group committed to revisiting its

decarbonisation roadmaps for estate and assets,

due to government policy delays and lack of

affordable low-carbon fleet options. Initial findings,

showing delays and risks, were presented to leaders

responsible for spending decisions. The viability of

the Group’s targets will be reviewed further in 2026.

Decarbonising the estate

The renewable energy tariff was renewed in 2025,

sustaining previous carbon savings of c.10,500

tCo

e emissions per year. The LED lighting project

continued, upgrading lighting in 109 locations, which

lowers energy demand and costs. four new branch

openings were decarbonised with air source heat

pumps, solar panels and Ev charging stations. A

climate-adaptation survey was conducted to inform

a Climate Adaptation Playbook for estate planning.

Decarbonising the fleet

The Group continued using Hvo instead of diesel

in 156 HGvs, reducing carbon emissions by c.3,000

tCo

e. and 104 aged HGvs were replaced by new,

higher-efficiency models. Drivers are financially

incentivised to drive efficiently for reduced fuel

consumption and improved safety, and 352

branches achieved Fleet operator Recognition

Scheme certification, recognising responsible

fleet management.

Environmental Management

The Group’s Environmental Management System

to manage environmental impacts was recertified

to ISo 14001:2015 in 2025. The Group recorded

21 environmental incidents, with eight reportable by

internal procedures. Most reportable incidents (five)

were from third parties and involved small-scale

spillages like hydraulic oils.

Percentage of waste diverted

from landfill in 2025

98.3%

1 The Group’s net zero target follows the UK Government’s definition of total Scope 1 and 2 carbon emissions that are equal to, or less than, the

emissions the Group removes from the environment.

What’s next

Take stock of the Group’s estate and assets,

considering the availability of current and emerging

low-carbon technologies, to inform the continued

development of the Group’s Fleet and Estate

decarbonisation roadmaps for the years ahead.

Sustainable operations

Assurance

Specific data points in the Sustainability section, marked with the logo , have been assured by LRQA based

on ISAE 3000 and ISAE 3410. The assurance statement is available on the corporate website.

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Upskilling colleagues and the wider industry in green and future skills to help facilitate sector improvements.

Developing the next generation

Why it is important

The sector is changing with new products and

construction methods, increased digitalisation

and new sustainability requirements. It needs to

attract more people to be successful. The Group is

committed to the development and deployment of

talent and the next generation workforce.

Progress in 2025

During 2025, focus remained on the development

of the next generation workforce, driving

apprenticeships to attract new and diverse talent

and upskilling existing colleagues. The Group

enrolled 801 colleagues onto a wide range of

apprenticeship programmes. These range from

new colleagues joining the sector and completing

business-specific Level 2 programmes to business

experts and leaders completing specialist

programmes that go all the way to Level 7. The

apprenticeship offering is continually reviewed to

ensure that it meets business needs. For example,

in 2025 a new Urban Driver programme launched

to train new class 2 HGv drivers and 91 colleagues

have already enrolled. The Group was ranked 32nd

in the Apprenticeships Top 100 Employers 2025.

Attracting new talent into the sector

The Group and its apprenticeship team work closely

with the Builders Merchants Federation delivering

Learn and Earn Apprenticeship Programmes

(“LEAP”) apprenticeships specialising in the

construction supply sector to its members. LEAP

now partners with 42 member organisations who

have enrolled 139 apprentices.

Diversity, equity and inclusion

The Group continues to create an environment where everyone can be themselves.

As a key focus area for the Group, further information can be found on the corporate

website. For further diversity statistics please see page 167: ESG/SASB table at the back

of the report.

Diversity statistics

Gender diversity 2025 –

by role type Female % Male % Total

Director 2 29% 5 71% 7

Senior Manager 60 28% 156 72% 216

Colleague 4,254 25% 12,825 75% 17,079

Total 4,316 25% 12,986 75% 17,302

Gender diversity 2025 –

by business segment Female % Male % Total

Group and shared service 478 54% 413 46% 891

Toolstation 2,166 36% 3,907 64% 6,073

Merchanting 1,672 16% 8,666 84% 10,338

Total 4,316 25% 12,986 75% 17,302

CASE STUDY

LEAP spotlight stories

When I first joined Travis Perkins Totnes back in

2015, I was a fresh-faced apprentice who didn’t

know a 4x2 from an 8x2. one of the very first

jobs I completed was clearing behind the timber

racks alongside my manager – a small task that

stuck with me.

Fast forward ten years, and I’ve completed my

Level 3 Apprenticeship, worked my way up to

Tool Hire Manager, then Assistant Manager in

Torquay, and now I’m proud to be the Branch

Manager here in Totnes. Along the way, I also

completed a Level 5 in Business Management

with distinction.

Today, I found myself once again clearing behind

those same timber racks I started with all those

years ago. Except now, I’m leading the team,

setting the standard, and showing that no job is

too small – no matter your title.

I’m proud of the journey so far, and excited for

what’s still to come.

James Wilson

Branch Manager

The Group ranking in the

Apprenticeships Top 100

Employers 2025

What’s next

Continue to develop the Group’s Learning and

Development offering in-line with organisational

needs, adopting the promised flexibilities of the

Government’s “Growth and Skills” levy.

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Lost time incident frequency rate

Severity rate

2025

3.9

2025

0.07

2024

3.6

2024

0.05

2023

3.9

2023

0.05

0.0 1.0 2.0 3.0 4.0

5.0

0.00 0.02 0.04 0.06 0.08

Lost workdays per thousand hours worked

LTIs per million hours worked

note: The figures reported do not include Toolstation Europe

and agency colleagues.

SUSTAINABILITY REPORT CONTINUED

Safety and wellbeing

Getting everyone home safe and well, every single day.

Why it is important

Keeping people safe and well is the Group’s

top priority.

Progress in 2025

The Group’s key objective for 2025 was to continue

to create a culture of Calling it out, taking time to

“Stop, Step Back, Think. Then Act” by ensuring daily

team briefings take place at all locations. This has

been embedded into the Group’s assurance review

allowing progress to be measured.

Supporting the business to operate safely

through business change

The Group’s organisational structure changed in

a number of ways during the year, which required

sharpened focus, new ways of working and

increased communication and activity to keep up

safety standards. The Group’s Lost Time Incident

(“LT I ") Frequency Rate and Severity Rate have

increased. This trend reflects seven additional LTIs

and the impact of the Staircraft disposal, which

reduced the total hours in our calculation. We have

launched targeted Improvement Programmes and

Driver Safety Working Groups specifically designed

to reduce MHE-pedestrian interactions and improve

product handling safety.

Enhanced site reviews to drive

safety culture

The site review programme was revised in

2025 to better articulate the Group’s safety

expectations, implement key safety culture change

programmes and identify best practice. The revised

programme makes it easier for teams to see where

improvement opportunities lie and to provide more

robust assurance.

What’s next

Introduce a new second line of defence

safety assurance programme for

distribution centres that assesses

achievement of minimum standards,

cultural position and best practice.

A Group-wide charity partner

to support wellbeing

Wellbeing support for colleagues continues to

strengthen across the Group. There are 94 Mental

Health First Aiders across the businesses providing

peer support to any colleagues who need it.

Through the Group’s Lighthouse Charity partnership,

launched in october 2024, around 400 managers

have been upskilled in mental health awareness.

Further information on charity and community

work can be found on the corporate website.

Colleague Voice

The Group’s annual engagement survey was

conducted in Q3 2025, achieving an 83%

participation rate, a 3% increase on the previous

year. overall engagement rose by four points, from

69% to 73%. The two core engagement measures

also improved: “I am proud to work for Travis

Perkins” increased by 5% to 75,% and “I would

recommend Travis Perkins as a great place to work”

rose by 3% to 71%. The results of the engagement

survey have been reviewed and the results

have informed a plan to ensure accountability,

transparency, and continued momentum in

improving colleague engagement across the Group.

Further information on Colleague voice can be

found on the corporate website.

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Legal compliance

Maintaining ethical standards and complying with all relevant laws.

Why it is important

Maintaining the Group’s Code of Conduct and

legal compliance framework helps to ensure

stakeholders can rely on the Group to continue to

“Do the Right Thing” and protects the Group from

fines and business interruption. The Group takes

a responsible approach to business, managing

key compliance areas including anti-bribery and

corruption, anti-money laundering, data protection

and competition law.

Progress in 2025

The Group prioritised development of the Gifts

and Hospitality System, used by all colleagues to

log gifts and hospitality offered to them, or by them,

in accordance with the Group’s legal compliance

policies, to ensure that any such activities are

carried out with a high level of transparency.

The developments included improved data

integrity, administrative efficiency and a

simplified user experience.

The Group continued to review and refine existing

training in legal compliance areas, to ensure that the

appropriate audiences are allocated the required

learning modules. For example, Competition Law

policy and accompanying guidance was updated

to better align to business operations, colleagues

and the industry, with practical guidance for

specific roles.

Human rights and modern slavery controls are also

in place and more information is available on these

key topics on the corporate website.

What’s next

Further review of legal compliance

training and guidance in line with

organisational needs.

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Reward

Improving the financial health of colleagues.

Why it is important

Improving the financial, physical and emotional

health and wellbeing of colleagues contributes

towards stable communities and enriches the

lives of colleagues and those around them.

Progress in 2025

The objective for 2025 was to focus on incentive

structures to drive engagement and performance.

The Group also committed to provide further

support to those approaching retirement to reflect

the challenges of an ageing population.

Incentive structures to drive engagement

and performance

The Group redesigned many of its annual incentive

plans to increase focus on local delivery and

improve the “line of sight” between performance

and reward outcomes for many operational

colleagues. Incentive plans in 2025 incorporated a

wider performance range and removed conditional

metrics to help drive continued engagement and

the ability to share in success when performance

targets are met.

Improving financial resilience

The Group enabled access to financial planning

webinars via its pension provider, Scottish Widows,

to help support and better prepare colleagues

aged 50 and above. 2025 also saw the launch

of a new platform to host the Group’s portfolio of

benefits. This has helped to streamline the offer

to colleagues and reinforce the value of their total

reward packages.

Feedback received has been positive and this is

evidenced by continued growth in engagement

across the whole benefits and wellbeing range.

The Group’s financial wellbeing partners, Stream

and Commsave, now have in excess of 3,000

Group colleagues actively saving through payroll

and using their guidance and support tools to build

financial resilience.

What’s next

Continued review of benefits coverage and reward

competitiveness to ensure the colleague offer

remains balanced, fair and supportive for all.

Incentive

structures to drive

performance

SUSTAINABILITY REPORT CONTINUED

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TCFD

Disclosure

Compliance statement

The following disclosure is fully compliant with the

recommendations of the Task Force for Climate-related

Financial Disclosures (“TCFD”) as stated in the listing rules

6.6.6R(8) and 6.6.17R. Similar content can be found in the

Travis Perkins Group Carbon Disclosure Project (“CDP”) climate

disclosure, which is available for public review. The disclosure

covers the whole business and its supply chain and all climate-

related risk and opportunity types, over three time periods, all

of which is detailed in the pages that follow. This is the fifth year

of disclosure under TCFD for the Group.

TCFD disclosure requirement Location in Annual Report Page(s)

Governance

Disclose the organisation’s

governance around climate risks

and opportunities

Describe the Board’s oversight of climate-related risks

and opportunities

TCFD report – Board oversight and engagement

Principal risks report – Climate change and carbon

reduction

Describe management’s role in assessing and managing

climate-related risks and opportunities

TCFD report – Board oversight and engagement

Strategy

Disclose the actual and potential

impacts of climate-related

risks and opportunities on

the organisation’s businesses,

strategy, and financial planning

where such information

is material

Describe the climate-related risks and opportunities the

organisation has identified over the short, medium and long term

TCFD report – Principal risks and opportunities

Principal risks report – Climate change and carbon reduction

Describe the impact of climate-related risks and opportunities

on the organisations businesses, strategy and financial planning

TCFD report – Principal risks and opportunities

Describe the resilience of the organisation’s strategy, taking

into consideration different climate-related scenarios

including a 2°C orlowerscenario

TCFD report – Scenario results

Risk management

Disclose how the organisation

identifies, assesses and manages

climate-related risks

Describe the organisation’s processes for identifying and

assessing climate-related risks

TCFD report – Risk and opportunity management

43-49

Describe the organisation’s processes for managing

climate-related risks

TCFD report – Risk and opportunity management

43-49

Describe how processes for identifying, assessing and

managing climate-related risks are integrated into the

organisation’s overall risk management

TCFD report – Risk and opportunity management

43-49

Principal risks report – Climate change

and carbon reduction

Metrics and targets

Disclose the metrics and targets

used to assess and manage

relevant climate-related risks

and opportunities where such

information is material

Disclose the metrics used by the organisation to assess

climate-related risks and opportunities in line with its

strategy and risk management process

TCFD report – Metrics and targets

50-51

Sustainability report – Sustainable operations

Sustainability report – Sustainable solutions

Remuneration report

78-98

Disclose Scope 1, Scope 2 and, if appropriate, Scope 3

greenhouse gas (“GHG") emissions, and therelated risks

TCFD report – Metrics and targets

50-51

Sustainability report – Sustainable operations

Sustainability report – Sustainable solutions

Describe the targets used by the organisation to manage

climate-related risks and opportunities, andperformance

against targets

TCFD report – Metrics and targets

50-51

Sustainability report – Sustainable operations

Sustainability report – Sustainable solutions

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Accountabilities

Climate change is a Board-level issue with the

Group Leadership Team (“G LT ”) serving as the

principal executive management body responsible

for setting the agenda. Carbon strategy for the

Group’s operations (Scope 1 and 2) and supply chain

(Scope 3) is sponsored by the CFo. operational

delivery and risk assessment are steered by a

cross-functional management group, including the

dedicated sustainability matrix team, Fleet, Property,

and Commercial leads, and nominated operational

management leads across the Group’s businesses.

Board oversight and engagement

The management reporting cycle on the Group’s

climate goals and targets is at least six monthly,

with three reports to the G LT or Board during

2025. The Group has developed carbon roadmaps

(Scope 1 and 2: Buildings and Fleet, and Scope 3:

Product Decarbonisation) against which progress

is monitored by the GLT and the Board. Moreover,

the G LT and Board consider the principal climate

risks and opportunities identified via the Company’s

risk identification activities. The Company’s risk

identification activities consider risks emerging from

three future scenarios and over the short, medium

and long term.

The Board has recognised the strategic importance

of managing climate-related risks and opportunities

due to the Group’s ongoing materiality analysis. For

more information on how the Board is apprised

of climate-related risks and opportunities, see the

climate change principal risk on page 57.

The G LT and Board consider climate-related issues

when reviewing and guiding strategy, major plans of

action, annual budgets and business plans as well

as setting the organisation’s performance objectives,

monitoring implementation and performance,

and overseeing major capital expenditures. For

example in 2025, the G LT approved the costs to

install further LEDs across the estate and continued

investment in Hvo for 156 HGvs. 2025 bonus

targets and the performance share plan conditions

did not include carbon-related goals.

SUSTAINABILITY REPORT CONTINUED

Governance Strategy

Scope and sphere of influence

The Group’s addressable market for construction

materials is £66bn with three-quarters coming

through distribution channels. The Group has

a 7% share of this addressable market, serving

generalist and specialist customers that range from

the smallest jobbing tradesperson to the largest

national contractor or housebuilder. The Group

operates over 1,400 distribution sites and has a

turnover of £4.5bn and a fleet of 2,508 HGvs

and LGvs.

Committed to decarbonisation

Decarbonisation of the Group’s businesses and

supply chain remains a material issue and focus

area. The Group has committed to emission

reductions aligned with a 1.5°C pathway. The

Group targets an 80% reduction in Scope 1 and

2 greenhouse gas (“GHG”) emissions and a 63%

reduction in Scope 3 emissions by 2035, in each

case from a 2020 baseline. The Group’s specific

transition plans for achieving these are detailed

on pages 32 and 34, with progress metrics on

pages 50-51. The Science Based Targets initiative

(“SBTi”) has validated that if these targets are met

the Group will have achieved the required level of

decarbonisation to support the 1.5°C pathway.

Collaborating to support change

The Group is engaging with the sector to support

the decarbonisation agenda. Sitting in the middle

of the supply chain, the Group recognises the

importance of collaboration, joining together with

customers and suppliers to share best practices,

collaborate and co-create solutions. During

2025, the Group continued its representation

on sustainability working groups at the Builders

Merchant Federation and the Supply Chain

Sustainability School, to ensure that the voice of

the merchant is well represented and solutions

are created together. For more information on

stakeholder engagement see pages 68-70.

The scenario analysis conducted by the Group in

the previous four years has identified that an early

adoption pathway carries the lowest risk for the

Group. Consequently, the Group will continue to

advocate for action on climate change in line with

these scenarios, but recognises that a slow pace of

change to government policy and funding, and other

constraints in the macro environment pose a risk

to the UK remaining on an early-action pathway. A

recalibration of targets is likely during 2026.

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Principal risks and opportunities

Risks and opportunities are identified via an assessment approach, which aligns not only with the Group

principal risk process and rating tables but also uses the risk drivers and types published by CDP.

Internal stakeholders are invited to advise on the relevant risk and opportunity types, level of impact

and speed of risk materialisation. External stakeholders have shared their insights on what is material

to them through the Group’s materiality assessment (last completed in 2025) and ongoing stakeholder

engagement. The impacts from risks and opportunities have been considered in relation to products

and services, supply chain, value chain, investment in research and development, operations (including

type of operations and location of facilities) and access to capital. The risk and opportunity identification

process is iterative and informed by scenario analysis. For more details on the principal risk process see

pages 52-54.

Across all three assessed time periods, geographies, scenarios and risk types the Group does

not consider its direct operations to be highly exposed to physical climate impacts. The Group is

predominantly a UK-based distributor of products, with limited non-UK operations. Accordingly, the

most material climate-related financial risks and opportunities instead relate to transitional climate

impacts such as policy and market changes requiring the Group to decarbonise its fleet and estate, and

evolve its product portfolio to meet the needs of a changing market. The table shown summarises the

Group’s principal risks and opportunities.

RISKS*

Physical or

transitional

climate impact Driver

Risk or

opportunity

level**

Scenario in

which this

impacts

Time period

in which this

impacts

Parts of the value chain

most impacted

Cost to decarbonise the fleet in line with policy-driven targets Transition Policy – Changes to national legislation

P, R Short-term In-house

Cost to decarbonise the estate in line with policy-driven targets and EPCs Physical Policy – Changes to national legislation

P, R Short-term In-house

Product carbon pricing (assumes a small portion of carbon-related

cost price increases are not passed through)

Transition Policy – Carbon pricing mechanisms

P, R Short-term

Downstream (customers) and

upstream (manufacturers)

Increased ethical risks in supply chains for some climate solutions Transition Reputation – Increased stakeholder concern

P, R Short-term

In-house and upstream

(manufacturers)

Increased product costs due to reduced availability of construction

grade timber

Physical Chronic Physical – Temperature variability

P, R, I Medium-term

In-house and downstream

(customers)

Impacts on estate from physical climate events Physical

Chronic Physical – Changing temperature

and precipitation, and heat stress

R, I Long-term In-house

OPPORTUNITIES*

Rising demand for new product mix and new technologies

(to meet changing building regulations and low-emission targets)

Transition

Markets – Increased demand for

sustainable materials

P, R Short-term

In-house and downstream

(customers)

Rising demand for climate adaptation products (i.e. flood resilience

and recovery, air conditioning, etc)

Physical

Product and Services – Increased sales

of existing products and services

P, R, I Short-term In-house

Increased revenue opportunity (assumes large customers move business

towards merchants with decarbonised transport options)

Transition Markets – Increased brand value

P, R Short-term In-house

* note: All medium and high-rated climate-related risks and opportunities are included in the table. one example of a low-rated risk and opportunity is included. other low-rated risks and opportunities are tracked and monitored.

** Risk ratings are in line with those in the Principal risks report.

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SUSTAINABILITY REPORT CONTINUED

Strategic response to risks and

opportunities

The material considerations in achieving the Group’s

strategic commitment to the transition to a

low-carbon economy include:

• Accelerated trends in product replacement and

the associated changes to the Group’s business

model, including the move away from fossil-fuel

boilers.

• The need to adapt the Group’s branches and

fleet to be low carbon or no carbon.

• Strong customer and supplier partnerships

remain key in achieving a successful transition.

The Group’s low-carbon transition plan

The Group has shared the roadmaps to 2035 for Scopes 1, 2 and 3 on its corporate website and these include interim targets. Key activities include:

The Government launched its “Flood Ready Action Plan” in 2025, which sets out the importance for all parties in

the supply chain to ready themselves to support when it comes to flood resilience and recoverability. The Group

stocks and sells many of the products required by the trades to tackle this issue and is considering its stocking and

marketing approach to support uptake.

Huw Jenkins

Managing Director, Keyline

Strategy continued

Reducing the embodied and in-use

carbon of products sold

Scope 3 represents 99% of the

Group’s footprint with Category 1

(Purchased Goods and Services) and

Category 11 (Use of Sold Products, e.g.

gas boilers) representing 89% of this.

• Working with the value chain to gradually phase out fossil-fuel boilers from sales. This primarily relates to commercial gas

boilers sold by BSS.

• Reducing embodied carbon in the goods the Group sells. This will be achieved through influencing supplier action and

supporting their uptake of new technologies such as carbon capture and storage, and introducing alternative materials or

products where carbon reduction is not viable.

Decarbonisation of the fleet and

estate

Scope 1 and 2 represent 1% of the

Group’s footprint.

• Phasing in the use of hydrotreated vegetable oil (“Hvo”) fuel for diesel engines as a transition fuel. In 2025, 156 HGvs

used Hvo instead of diesel.

• Introducing electric or alternate technology HGvs from 2027 onwards. The first electric HGv was deployed in 2021 as a

pilot to inform the Group’s roadmap and the Managed Services fleet now has three electric vans.

• Taking action to improve the energy efficiency of both freehold and leasehold buildings.

• 100% renewable energy tariff for all UK sites*. This tariff was introduced in october 2021 and renewed in 2025.

• Continuing to move from gas boilers to air-source heat pumps and other low-carbon technologies to heat the Group’s

branches and offices.

The Group’s climate adaptation plan The Group has reviewed the physical impact risk across different warming scenarios for both its own estate, UK infrastructure

and its supply chains. This information is used to inform:

• Commercial strategy for the medium to long term to ensure both continuity of supply and a just transition.

• Group property decisions and planning for new site locations and existing site adaptation.

• Group insurance planning to best manage future risks and business continuity. Physical climate risk impacts are rated as low

to medium.

• Climate risk is now also influencing sales opportunities for the Group with opportunities to supply the climate adaptation

products needed by customers.

* Excludes sites where the landlord controls the electricity supplier.

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Risk and opportunity management

As climate governance is integrated into business

decision-making, the Group’s climate-related

principal risk is recorded and reported with other

business risks and uncertainties on page 57. The

identification of risks and opportunities around

climate change uses the same complementary

likelihood and impact criteria as other Group risks

and the assessment covers direct and indirect

physical and transitional impacts. In addition, risks

and opportunities over the Group’s three chosen

scenarios (Proactive, Reactive and Inactive), as well

as over three timelines (five years, 15 years and

30 years) are added by referencing the results of

the scenario analysis. A detailed risk assessment

process is conducted annually to identify any

emerging risks and ensure the assessment

of impact from all risks and the selection of

management approach is appropriate. A risk report

is presented to the Group Leadership Team and

Board. The Group’s principal risk list, which includes

climate change risk, is also scrutinised by the Board

and the Group’s financial auditors.

Time horizon Description Why chosen

Short

1–5 years (2022–2027)

This time horizon was chosen to ensure impacts being felt now

and their potential escalation areunderstood

Medium

5–15 years (2028–2037)

This time horizon was chosen to reflect that scenarios show

limited divergence prior to this point

Long

15–30 years (2038–2052)

The physical impacts from climate change will magnify over a

longer time period than usual business planning

Details of the most material climate risks and

opportunities have been published annually for

the last 16 years in the Carbon Disclosure Project

(“CDP”) climate disclosure.

Sizing and scaling of risks and opportunities is

performed in conjunction with internal and external

stakeholders, and uses the outputs from the Group’s

scenario analyses, materiality assessments and the

professional judgement of the internal sustainability

team together with external advisers. The results are

set out on page 28. Decisions to mitigate, transfer,

accept, or control the risks and opportunities

are made by the risk owners (nominated Group

Leadership Team members). There is increasing

uncertainty around the viability of science-based

targets due to the slow pace of policy and market

change originally anticipated. The Group’s carbon

targets and roadmaps will be revisited in 2026

with associated changes to the risk and

opportunity registers.

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Scenarios and modelling process

The scenarios modelled in 2023 outline possible physical and transitional impacts out to 2050 and beyond. The transitional scenarios used are from the network for Greening the Financial System and are the same

scenarios used by the Bank of England in its Climate Biennial Exploratory Scenario publication, which explores the financial risks from climate change. The Group selected the scenarios below to illustrate the best and

worst outcomes and the sensitivities involved when identifying future impacts from changes to the climate and society’s response to that change. note that no additional scenario analysis was conducted in 2024 or 2025.

In 2025, the Group conducted a climate adaptation survey and developed a climate adaptation playbook for consideration in the property roadmap. All other results published in this disclosure are from the 2023 scenario

analysis. Scenario analysis will be newly completed in 2026 in line with the expected three-yearly cycle.

Proactive Reactive Inactive

Early action Late action no additional action

Transitional Action taken early and effectively. Global net zero Co

emissions are

achieved by 2050. Transition risks arelow.

Action is delayed until 2031 and is more sudden and disorderly.

Higher transition risk and short-term macroeconomic disruption.

no further action is taken on climate change and even current

obligations are not met. Hence GHG emissions grow unchecked.

Transition risks arelow.

<2 degrees mean global warming

Between 2–3 degrees mean globalwarming

>3 degrees mean global warming

Physical Using RCP 2.6. Using RCP 4.5. Using RCP 8.5.

Global Co

emissions peak by 2020 and decline to around zero by

2080. Concentrations in the atmosphere peak at around 440 ppm

in mid-century and then start slowly declining.

Emissions peak around mid century at around 50% higher than

2000 levels and then decline rapidly over 30 years, and then

stabilise at half of 2000 levels. Co

concentration continues on

trend to about 520 ppm in 2070 and continues to increase but

more slowly.

Concentrations of Co

in the atmosphere accelerate and reach

950ppm by 2100 and continue increasing for another 100years.

Scenario

assumptions

whichapply

to all three

scenarios

• The retention of current market share in all categories where the Group is active

• The use of a blended construction and manufacturing GvA to project revenue. This assumes the sector moves from unsustainable manufacturing processes to new, as yet unknown, processes and materials

• A 0.5m rise in sea levels is effectively mitigated by sea defence adaptations

• Cost price inflation caused by supply chain mitigation of physical and transitional risks can be substantially passed on tocustomers

• The 166 UK sites, in 166 different towns and cities, assessed for physical climate risk are representative of the Group’s UK sites and infrastructure and inferences about the portfolio risk can be made from

the sample

• The expected number of days of business interruption from physical climate change impact are modelled with the Gumbel distribution to best represent extreme events

Scenario

assumptions

whichapply

to specific

scenarios

• Full international implementation of country-level commitments

on climate change action

• Price parity for non-fossil fuel delivery will not be achieved

before 2040

• Current commitments by countries and businesses to GHG

reductions are notmet

SUSTAINABILITY REPORT CONTINUED

* Climate scenarios make projections on hypothetical futures and as such come with a degree of uncertainty. While some of the information obtained from existing climate models have a high degree of accuracy, there is still a level of uncertainty. As a result, scenario analysis should only be used as a guide for

climate-related risks and opportunities.

Risk and opportunity management continued

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Scenario risk lenses

The climate change impact under each of the three scenarios was considered across a number of risks and opportunities for the Group, including the following examples.

Transition risks Physical risks

Policy and legal risks Market risks Reputation risks Technology Physical climate risks

• Carbon pricing

• Enhanced emissions-reporting obligations

• Mandates on, and regulation of, existing

products and services

• Exposure to litigation

• Increased cost of raw materials

• Changing customer behaviour

• Increased cost of raw materials

• Changing customer behaviour

• Costs of lower-emissions technology

• Unsuccessful investment in new technologies

• Substitution of existing products and services

with lower-emission options

• Rising mean temperatures

• Changing precipitation patterns

• Sea level rise

• Extreme weather

• Wildfire

Physical climate risks were taken into account for the Group’s UK estate as well as UK-wide infrastructure (roads, ports, railways, utility supply, IT infrastructure), selected supply chain locations and comprehensive timber

supply chain locations. Impacts on the UK workforce due to physical climate risk were also reviewed. In future reporting periods the Group will conduct deeper dive assessments on other material types in its supply chains.

Scenario results

Resilience over the three scenarios

Scenario Proactive Reactive Inactive

FUTURE COSTS

(resilience)

LOWEST

The proactive scenario aligns with the Group’s own SBTi approved

targets and roadmaps. Transitional costs (fleet and estate) have

been considered in line with this roadmap. Product-related

carbon costs are assumed to be substantially passed through to

the market. Costs from physical impacts of climate change are

expected to be low to moderate.

HIGHER

The reactive scenario introduces more risk as policy around

climate change is either too late or too weak, exposing the Group

to higher transitional costs and a supply chain with less mandate

to change. Costs from physical impacts remain low to moderate

for the UK but may be higher in the Group’s supply chains.

HIGHEST

The inactive scenario introduces reputational risk around target

achievement as there would be no further changes from the

government, leaving the Group unsupported by policy to meet its

SBTi targets. The Group’s UK infrastructure will be impacted by

rising sea levels and flooding by 2050. There will be supply

chain disruption.

The Group’s exposure to a condensed period of financial stress from physical climate change or transitional climate change impacts can be successfully mitigated by following a proactive decarbonisation strategy.

Transitional impacts are expected to be far greater than physical impacts and the ability to pivot away from some construction materials and technologies and towards the supply of other materials will be key to the future

success of the Group. The proactive scenario delivers a decarbonised business model in the most efficient way with the best financial outcomes. The Group’s current targets and roadmaps are aligned to this early action

pathway. However, the viability of the pathway will heavily depend on policy and market changes, which are increasingly delayed or uncertain.

Summary of transitional risks or opportunities

There are three high-rated transitional risk or opportunity implications of climate change for the Group; cost risks relating to the upgrade and decarbonisation of the Group’s fleet and estate, and a revenue opportunity

from selling sustainable products and services; the Group’s businesses have the opportunity to secure new business by evolving their product mix and developing services to meet the product, data and service

requirements of a low-carbon construction sector. new building regulations, the ongoing development of a national Retrofit strategy, climate adaptation activity and customer requirements in line with their own carbon

targets are all influencing demand. Carbon pricing is gradually being introduced to the sector for high-emission materials such as steel and cement (see forecast trends on the following page). The EU Carbon Border

Adjustment Mechanism full implementation is due in 2026, placing a cost on the embedded emissions in certain materials, and UK CBAM is forecast to launch in 2027. While the Group has a policy to pass price

increases through to customers, thereby not directly taking on these costs, the market will consider alternative materials, and the Group will need to adapt to remain relevant.

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Steel price

1,600

£/tonne of Steel

1,400

1,200

1,000

800

600

400

200

2020 2025 2030 2035 2040 2045 2050

The price of steel after the introduction of a carbon border

mechanism across each climate scenario and timeframe.

Proactive Reactive Inactive

2050

PVC price

1,400

£/tonne

1,200

1,000

800

600

400

200

2020 2025 2030 2035 2040 2045

The price of PvC across each scenario and timeframe.

Proactive Reactive Inactive

Cement price

£/Mt

Heat pump installation projections

1.8

Installations (million)

1.6

1.4

1.2

1.0

0.8

0.6

0.4

0.2

2020 2025 2030 2035 2040 2045 2050

Proactive Reactive Inactive Government target

Heat pump installation projections.

Oil price

Pricing for oil under each of the three scenarios.

Proactive Reactive Inactive

12.2

£/GJ

11.8

11.6

11.4

11.2

11.0

10.8

10.6

2020 2025 2030 2035 2040

12.0

350

300

250

200

150

100

2020 2025 2030 2035 2040 2045 2050

Proactive Reactive Inactive

The price of cement across each scenario.

2045 2050

In addition to the cost increase of high-embodied

carbon products, there will also be a move to heating

technologies with a lower-carbon impact in-use,

such as heat pumps instead of gas boilers.

The data in these charts was modelled by Inspired

ESG as part of the Group’s scenario analysis work in

2023. They were not updated in 2025.

Risk and opportunity management continued

SUSTAINABILITY REPORT CONTINUED

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The Group’s climate change strategy means it

engages with its value chain partners to support and

encourage decarbonisation. For example, products

required under new building regulations and to

support the retrofit of estates are listed, ready for

changing customer needs. Environmental Product

Declarations are collected where available to help

customers to assess the carbon impact of their

product basket and consider how to choice-edit

towards lower-carbon alternatives. Services are

offered to customers to help them to build and

operate more sustainably, including lower-carbon

hire equipment and a product and delivery carbon

reporting tool.

With regard to the Group’s estate and heavy fleet,

the investment required to decarbonise is most

effectively deployed in a phased manner. In the

last three years, capital spend requirements to

deliver efficiency programmes have been approved

and have proven to decrease carbon impacts. In

2025, £18.2m was invested into fleet and estate

efficiencies, of which £16.5m was invested in

replacement or new delivery vehicles.

Transport-related carbon reduced by 2.7% in

2025 as compared to 2024. Estate-related carbon

reduced by 12.1% in the same period.

As a non-capital-intensive business with 99% of

emissions in the value chain, the Group has yet to

adopt an internal carbon price as a tool. However,

such a tool may be considered in future years to

support the business case for change, especially in

light of expected oil cost projections.

Summary of physical risks or opportunities

The physical risk from climate change to the

Group’s estate in the UK and the UK transport, utility

and IT infrastructure is low to medium as Group

assets are large in number and geographically

spread, providing resilience to the physical impact

from a changing climate.

The physical risk from climate change to the

Group’s supply chain (causing business interruption)

is also forecast as low to medium due to the

Group’s ability to adapt to new supply routes and

suppliers, and the assumption that transactions with

customers are not lost but delayed. The physical

risk from climate change to the Group’s customers

(causing delays in developments and, therefore, lost

or delayed sales) has been assessed by them in

their own disclosures as material.

The analysis confirms that the overall impacts

due to physical climate-related changes are low to

medium, and the Group is well placed to balance

the risk with the opportunity to sell products that

prevent or remediate climate impacts. The Group

will use the insight provided by the scenario analysis

to inform its approach to property locations, energy

resilience, logistics planning, commercial strategy

and business continuity.

Physical risk to the Group’s UK estate

The scenario analysis for physical risks

(temperature, precipitation, fire and extreme

weather) to the Group’s estate in the UK suggests

broadly similar impacts (low to moderate) for each

of the three warming scenarios. The likelihood of

moderate risks increases in the reactive or inactive

scenarios over time. The analysis suggests that not

all regions will be impacted equally by changing

precipitation, temperatures, wildfire risk or extreme

weather events.

In 2025, the Group partnered with its insurance

broker, Marsh, to conduct a climate adaptation

survey at three representative sites to inform the

development of a Climate Adaptation Playbook for

the property team to incorporate into their property

upgrade plans.

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Higher increases

in precipitation

Higher sea level rise

impacts

Higher increases

in temperature

Risk and opportunity management continued

Direct flood impacts (damages to the Group’s

property, stock and machinery) will likely increase

in the inactive scenario. There are 45 branches at

direct risk from river flooding and 73 branches will

be exposed to indirect risks of flooding i.e. affected

transport networks. Annually, Wales, Scotland and

the north west receive the most rainfall.

Heatwaves are predicted to become more likely as

the UK temperature is predicted to rise between

0.67°C and 1.45°C by mid-century (from a

1980–2010 baseline). Extreme temperatures can

disrupt transport networks, reduce employee

productivity, increase the risk of wildfire and

decrease the efficiency of electrical products.

Greater London, thesouth east and south west will

experience the most significant temperature

increases under all threescenarios.

A forecast 0.5m rise in sea levels would not impact

on all of the Group’s coastal sites and shipping

ports used in the supply chain equally. Sites and

ports in the east of the UK are forecast to be the

most vulnerable to sea level rise. Twenty-one

Group sites could be impacted by 2050 under the

Inactive scenario.

Proactive Reactive Inactive

Timeframe for

0.5m sea level

rise to impact

2110

(86 years)

2080

(56 years)

2070

(46 years)

of the Group’s current estate, 15% was at risk of

impact from wildfires within 10km of the branch

between 2018–2022, although none directly

impacted the estate or operations. The Group will

keep monitoring wildfires as, while less common

than flooding events, they could have a higher

impact per event.

Regions likely to experience the highest temperature increases under the threescenarios.

Region

Reference period

(1980–2011)

Average daily temperature projection by 2052 (°C)

Proactive Reactive Inactive

Greater London 10.77 11.44 (6%) 11.76 (9%) 12.22 (13%)

South east 10.69 11.36 (6%) 11.68 (9%) 12.14 (14%)

South east 10.48 11.15 (6%) 11.47 (9%) 11.93 (14%)

Regions likely to experience the highest precipitation increases under the three different

scenarios.

Region

Reference Period

(1980–2011)

Annual precipitation projection by 2052 (mm/yr)

Proactive Reactive Inactive

Wales 1,032 1,056 (2%) 1,082 (5%) 1,066 (3%)

Scotland 1,028 1,029 (0.1%) 1,029 (0.1%) 1,053 (2%)

north west 937 962 (3%) 972 (4%) 970 (4%)

The analysis, completed in 2023, confirms that overall physical risk across the Group’s

UK-based estate increases over time but never gets beyond medium in any region. once

impacts are monetised and seen in the context of the entire estate, the overall impact is

considered to be low to moderate.

The Group will use the insight provided by the scenario analysis to refine its property and

insurance strategies.

SUSTAINABILITY REPORT CONTINUED

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Physical risk to UK infrastructure

Scenario analysis included a review of the physical

climate risks affecting the UK infrastructure. The

headlines of this analysis are as follows.

Roads will be affected by increased precipitation

and surface water runoff, resulting in landslide risks

and closures.

Ports will be affected by sea level rises, storm

surges and damage to port infrastructure. Shipping

fees may increase as ports raise handling fees for

repairs after storm damage and port closures will

cause bottlenecks at other ports across the UK.

Railways will be affected as heat waves can buckle

tracks and flooding prevents trains from accessing

tracks. Secondary risks include landslides and

rock falls, which can damage tracks and other rail

infrastructure.

Electricity supply will be affected as increased

temperatures cause lower efficiency in electrical

products, including solar panels. Storms can

damage transmission lines and cause wind turbines

to cut out. Storm damage to transmission lines left

over one million people and businesses without

power for a week in 2022. Extended droughts can

impact water availability for hydroelectric power.

IT infrastructure will be affected as increased

flooding can corrode buried electrical cables

and high-flowing flood water can damage

telephone masts and other IT infrastructure. High

temperatures impact wi-fi speeds as routers

struggle to send and receive data.

Physical risk to timber supply chains

Scenario analysis included a deep-dive review of

the physical climate risks to timber supply chains.

Globally, climate change is expected to increase

the frequency of extreme weather events, exposing

the timber industry to varying degrees of risk. Key

takeaways from the analysis were as follows:

• Increased carbon in the atmosphere will benefit

tree growth, providing other factors also increase

(water availability, soil nutrients, etc.).

• There is a risk to timber quality as increased

carbon can promote faster tree growth,

potentially making the timber unsuitable for

construction grade requirements.

• Increased heat waves can directly damage

foliage on trees and bake soils, affecting

growth rates.

• Drought events limit water availability for tree

growth and can cause reduced yields or

tree mortality.

• Wildfire events will be more frequent,

damaging forests.

• Flooding, due to increased precipitation,

can prevent access to forests.

• Warmer climates favour invasive pest and

disease species, threatening trees and

ecosystems.

• Storm damage will increase, damaging forests

and also potentially requiring timber to be treated

before it can be used in construction.

The Group is protected in general by its spread of

supply chain partners, enabling continuity of supply

when parts of the supply chain are affected. The

risks of supply chain disruption are rated as

low-medium over the three scenarios.

Monitoring climate risks and opportunities

of sample supply chain partners

A desktop review was completed in 2024

of published climate risk reports from large

manufacturers, in three product categories, and

large customers, from two customer types. The

results first presented in the 2024 Annual Report

and Accounts are set out again below:

Suppliers and customers carry varying levels of

risk and opportunity related to climate change,

both transitional and physical.

Businesses within each category have common

risks (i.e. certain transition risks relating to policy

and markets) but also company-specific risks

(i.e. physical risks based on their geographical

locations, for example).

Common risks to all company types were physical

impacts, carbon price and supply chain disruption.

Manufacturers are dealing with the barriers to

creating lower-carbon products, while customers

are dealing with the risks of low availability of low-

carbon solutions. There is progress underway but

a hesitancy caused by technology, market and

policy risks.

Implications for the Group

The findings do not alter the Group’s climate risk

and opportunity profile. However, the results do

allow for better understanding and work with the

supply chain to navigate the changes ahead.

The Group can work with businesses that have

identified their risks and opportunities and adjusted

their strategy accordingly, to supply relevant

products and services.

The Group can share guidance and insights with

businesses that have not yet identified their risks

and opportunities, to help them to understand the

changes ahead.

The Group’s commercial team can use this

information to consider the supplier portfolio and

where other supplier partners may be needed over

time to prevent supply chain disruption.

The Group’s sales teams can use this information

to consider which customer types need support

to identify lower-carbon products or climate

adaptation solutions.

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Major

emissions

categories

SUSTAINABILITY REPORT CONTINUED

Metrics and targets

The Group sets out performance against a number

of environmental metrics, including absolute

carbon reduction and performance against targets

and additional detail on energy consumption. The

Group has also included interim targets within the

three carbon reduction roadmaps (buildings, fleet

and Scope 3). Targets and metrics, which align

to the Group’s material climate-related risks and

opportunities are set out in the following table on

page 51.

The carbon figures are measured using the GHG

protocol, are independently verified by LRQA

and accepted by the SBTi. More detail about the

methodology can be found on the Group’s website

(www.travisperkinsplc.co.uk/sustainability). The

Group’s net zero target follows the UK Government’s

definition of total Scope 1 and 2 carbon emissions

that are equal to, or less than, the emissions the

Group removes from the environment. Data points

from prior years may have been restated where

better data is now available.

Carbon data table

The Group has reported on all of the emission

sources required under the Companies Act

2006 (Strategic report and Directors’ reports)

Regulations 2013. The numbers reported include

data for companies where Travis Perkins plc has

operational control. Scope 1 and 2 emissions are

calculated using the DEFRA Conversion Factors for

Company Reporting 2025 on an operational control

basis. Scope 3 emissions are calculated using

EcoInvent or DEFRA factors, Environmental Product

Declarations or other Life Cycle Assessment data.

Specific data points in the carbon chart and the

carbon data table, marked with the logo

based

on current best practice and is in accordance

with ISAE 3000 and ISAE 3410. For a link to

the assurance report please refer to

www.travisperkinsplc.co.uk.

Total emissions Scope 1, 2 and 3

(tonnes Co

e) 6,344,564

Scope 3 % of total emissions 99%

Streamlined Energy and Carbon Reporting (“SECR”)

Mandatory disclosures for SECR reporting are

located as follows:

• Energy consumption – ESG data table page 166,

including previous year’s data

• Greenhouse gas emissions – Carbon data table

page 51, including previous year’s data and

intensity ratios

• Energy efficiency actions – Sustainable

operations page 34

Breakdown of the Group’s 2025 Scope 3 carbon by category

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2025

2024

2020

Performance in

2025 vs 2024

Targets

(with 2020

baseline)

Performance in

2025 against

2020 target

baseline year

UK Non-UK Total UK Non-UK Total UK Non-UK Total % %

Energy GWh

Operational carbon

GWh energy

Annual energy use relating to gas, purchased electricity and transport

fuel(for SECR compliant kWh data see the data table on page 166)

255 5 260 268 9 277 334 5 340 (6)%

Carbon Dioxide Equivalent (CO

e) Tonnes

Scope 1

Direct emissions from burning gas and solidfuel for heating and

from roadfuel usefor distribution

43,212 288

43,500

44,440 1,097 45,537 60,656 641 61,297 (4)%

Scope 2 – Market-based

Indirect emissions from use of electricity

143 596

739

150 402 552 17,333 461 17,794 34%

Scope 2 – Location-based

Indirect emissions from use of electricity

10,648 596

11,244

13,656 402 14,058 17,333 461 17,794 (20)%

Scope 1 and 2 Absolute

43,355 884

44,239

44,589 1,499 46,088 77,989 1,102 79,091 (4)%

net zero by 2035

with a minimum

80% reduction

(44)%

Scope 1 and 2 Intensity

Emissions from Scope 1 and 2 sources per £m of revenue

9.7 9.0

9.7

9.8 13.1 9.9 21.3 15.7 21.2 (2)% (54)%

Scope 1 and 2 Intensity (Introduced in 2024)

Emissions from Scope 1 and 2 sources per tonne of product sold

0.0051 0.0667 0.0052 0.0056 0.0927 0.0057 (10)%

% of fleet (inc. MHE) that is low-carbon in use (either electric, hybrid oralternate fuel)

43% 42% 16% 1ppt

Supply chain carbon

Scope 3 Absolute

Indirect emissions from the supply chain. Including all Scope 3 categories

6,126,135 174,190

6,300,325

6,244,830 239,323 6,484,153 8,466,700 424 8,467,124 (3)%

63% reduction

by2035

(26)%

Scope 3 Intensity

Emissions from Scope 3 sources per £m of revenue

1,371 1,781

1,380

1,374 2,088 1,391 2,316 6 2,274 (1)% (39)%

Scope 3 Intensity (Introduced in 2024)

Emissions from Scope 3 sources per tonne of product sold

0.720 13.140

0.739

0.779 14.794 0.807 (8)%

% heat generators sold which are low carbon

(i.e. heat pumps, as opposed to gas boilers)

19% 19% (0.1)ppt

Total

carbon

Scope 1, 2 and 3 Absolute

6,169,490 175,074 6,344,564 6,289,419 240,822 6,530,241 8,544,689 1,526 8,546,215 (3)% (26)%

1 Fugitive emissions from domestic refrigeration and building air conditioning are included but they are not material to the Group’s overall emissions.

2 Includes Scope 1 and Scope 2 Market based emissions.

3 Scope 3 data quality improved in 2025, due to data corrections and the use of more Environmental Product Declaration carbon data where available within Category 1: Purchased Goods and Services, instead of estimated emissions factors. A full breakdown of the

Group’s Scope 3 carbon across the 15 Scope 3 categories is shared on the website www.travisperkinsplc.co.uk along with the data methodology for Scope 1, 2 and 3 carbon calculations.

Carbon data table:

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STATEMENT OF PRINCIPAL RISKS AND UNCERTAINTIES

Maintaining a dynamic and effective risk management process is central to the successful delivery of the Group’s strategic objectives and building

resilience as the Group manages the impacts of a challenging external environment, an evolving risk landscape and continued uncertainty.

Risk management framework

The Group employs a comprehensive and multi-layered risk management framework, integrating both “top down” and “bottom up” perspectives. This approach ensures a common understanding of potential risks and

opportunities, and their impact on the achievement of the Group’s strategic priorities. The goal of the Group is to proactively, efficiently, and effectively manage risks, particularly focusing on the most significant areas,

where there is a low tolerance for uncertainty. The approach and key responsibilities remain consistent with prior years, as set out in the diagram below:

Key activities

Risk appetite – An annual Board exercise to consider the nature

and level of risk it is prepared to accept to deliver the strategy

Risk identification – Key review and decision-making processes

capture risks, including reviews of strategy, major programme and

performance

Risk assessment – Risks are prioritised using a standard scoring

mechanism and compared to appetite

Risk response – Action is taken, if possible, for risks outside

appetite. Risk acceptance is formalised

Reporting and monitoring – The Board, Audit Committee and

Group Leadership Team (“GLT ") receive regular risk reports and

challenge, and agree the Group’s principal risks and mitigation

strategies twice a year

Emerging risks and issues – Areas of change are monitored

through regular risk activities, assurance processes and horizon

scanning

Internal control and assurance framework – A “three lines”

model to confirm effective risk management

TOP DOWN

Board – Audit Committee

– GLT – Internal Audit and Risk

Activities focused on the assessment and

mitigation of material risks to the Group’s strategy,

business models andoperations

Key roles

The Board

• Overall responsibility for risk management and internal control,

reviewing effectiveness annually

• Reviews and selects the Group principal and emerging risks and

approves related disclosures

• Sets the risk appetite and monitors adherence

The Audit Committee

• Regular assessment of the risk management framework, and

development activities

• Monitors the results of key assurance processes

• Provides assurance to the Board on the effectiveness of risk

management and financial, compliance, and operational

controls

The GLT

• Undertakes regular top-down risk reviews

• Monitors key risks particularly in relation to safety,

programmes and performance

Business and functional leadership

• Responsible for control, compliance with minimum standards

and the active management of risk for their area

Internal Audit and Risk

• Maintains the risk management framework

• Co-ordinates “top down” reporting, horizon scanning and risk

disclosures

• Reviews and challenges risk content and the quality of

mitigation plans

BOTTOM UP

Internal Audit and Risk – Business

and Functional Leadership

– Major Programmes

Activities across the Group that capture and

assess significant risks at a business unit,

programme or functional level

Further details on the Group’s risk management responsibilities and oversight are set out in the Corporate Governance report on page 64.

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note:

2 After mitigating action or controls.

Impact

Likelihood

Principal risks heat map

Risk appetite

The Board accepts that, in order to achieve its strategic objective, and generate suitable returns for

shareholders, it must accept and actively manage a certain level of risk. The Board undertakes an exercise,

at least annually, to consider the nature and level of risk it is prepared to accept to deliver the strategy and

to set its resulting risk appetite. in 2025, risk appetite and accompanying statements used to define the

risk-taking parameters for all significant activity within the business were reviewed by the Board with no

significant changes being made.

The risk appetite continues to balance opportunities for growth and business development in areas that

present a clear opportunity for reward, against a low tolerance for activities that offer little commercial

advantage or that may present a significant safety, legal, regulatory or reputational risk.

The Board also considered the principal risks in the context of risk appetite and assessed current and

planned mitigating activities to ensure that these key risks are being managed within the stated appetite.

Principal risks

The principal risks that are considered to have a potentially material impact on the Group’s operations

and achievement of its strategic objectives, along with further detail relating to potential risk impact and

mitigating actions taken is explored in the following pages. The risks set out as follows should not be

regarded as a comprehensive statement of all potential risks and uncertainties that may manifest in the

future. Additional risks and uncertainties that are not presently known, or which are currently deemed

immaterial, could also have an adverse effect on the Group’s future operating results, financial condition

or prospects.

The Board and Group Leadership Team assess principal and emerging risks at least twice a year, with

a detailed assessment of external and internal developments and influences. As part of this review, the

Board updated the principal risk set during the year to ensure it remains relevant and appropriate, reflecting

changes in the external operating environment and progress made against our strategic objectives. To

better reflect specific areas of risk and associated mitigations, the former risks regarding “long-term market

trends” and “macroeconomic volatility” are consolidated as the “external markets and environment” principal

risk. The former risks regarding “supply chain resilience” and “critical asset failure” are consolidated as the

“business continuity and resilience” principal risk, which encapsulates supply chain, technology and crucial

infrastructure resilience. Overarching trends and inherent risk levels are considered to be broadly consistent

year-on-year.

As the Group transitions its focus from significant, large-scale technology-enabled change, prominent

in recent years, to core operational strength and fundamental business improvement, the Board has

determined that the risk associated with change is reduced to a level no longer considered significant

enough for inclusion as a standalone principal risk. Consequently, “Managing Change” has been removed.

A risk concerning business operations and driving competitive advantage, encompassing the Group’s

capacity to realise the longer-term benefits of implemented changes, modernised systems and new

leadership has now been recognised.

The Board has considered people and skills as an emerging risk over recent years, and this year, it has been

assessed as sufficiently significant to warrant inclusion within the principal risk set. This escalation is driven

by a heightened competitive landscape for talent, primarily due to a general scarcity of technical knowledge

and expertise within the UK construction industry. it is imperative to ensure that the Group can attract, retain,

and develop the appropriate colleagues with the requisite skills and expertise to effectively respond to shifts

in customer behaviour and demand.

Principal risks: at a glance

Risk category Principal risks

Strategic

objective

Risk trend

inherent

risk

2025 2024

External 1. external market and environment ABCDe High

Strategic 2. Business operating model and driving

competitive advantage

ABCDe n/a High

3. Climate change and carbon reduction D High

Technological 4. Cyber threat and data security D High

Operational 5. Health, safety and wellbeing D Medium

6. Legal compliance D Medium

7. Business continuity and resilience ADe High

8. People and skills BDe n/a High

1 Risk is stated before the application of controls. Key increasing Decreasing Limited change year-on-year

2025 strategic objectives: A Operating and leading in attractive markets B Leading the evolution of the merchanting model

C Maximising the potential of Toolstation D Leveraging the power of the Group e Delivering attractive financial outcomes

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Travis Perkins plc Annual Report and Accounts 2025

Emerging risks

The risk environment in which the Group operates will continue to evolve as a result of future events and uncertainties, therefore, awareness of emerging risks arising from these forms part of the overall risk assessment

process. The Group seeks to capture emerging risks that do not currently present a significant risk but which may have the potential to adversely impact its operations in the future. This enables the Group to monitor and

understand the potential implications and build these into the decision-making processes at the right time. The Group identifies new and emerging risks through a process of horizon scanning that includes assessment of

our risk set against a diverse set of external benchmarks, alongside perspectives collated from assessments made by the business and functional leadership teams, and the results of assurance activities. Where possible

and appropriate, emerging trends are incorporated into existing principal risks. Conflict across the Middle east and Ukraine, continue to be monitored as potential risks in relation to the Group’s supply chain and macroeconomic

volatility more generally, and the Group continues to ensure compliance with relevant trade sanctions. There are no significant, standalone emerging risks considered significant enough to report at this time.

External market and environment

Inherent risk:

High

Relevance:

industry-wide

Risk

trend:

Description

The Group operates in a sector which continues to be impacted by multiple macroeconomic factors

resulting from geopolitical uncertainty and increased volatility in financial markets, alongside a

number of more local, specific drivers of construction, RMi and DiY activity, all of which lead to

sustained spending pressure and reduced consumer confidence. The lack of certainty relating to the

application of trade tariffs has the potential to further impact the broader macro-economic

environment. Whilst the Group is currently not directly impacted by the proposed tariffs, the situation

will be monitored as it develops. Continued uncertainty in the external environment could negatively

impact the Group’s ability to grow market share and deliver an improved trading performance.

The timing and strength of a recovery in the UK construction sector remains uncertain and is likely to

vary across specific sectors. Failure to respond appropriately and efficiently could impact our

achievement of our strategic objectives.

Mitigation

While current macroeconomic conditions are challenging, the long-term fundamental drivers of the

Group’s diverse end markets remain robust. The Group is well positioned to partner with the construction

industry, with six focused businesses all holding #1 or #2 positions in their markets.

The Group boasts a nationwide network, over £3bn in annual purchasing power, a wide product range,

strong availability, and established relationships.

Capital investment and overheads are carefully managed, with a strong focus throughout 2025 on cash,

and cost reduction.

A conservative hedging policy mitigates short-term currency and energy price exposure, and the Group

has committed debt facilities of £800m, including a £375m revolving credit facility.

Data points such as market forecasts, volume of housing transactions, house price inflation, product

trends, channels of distribution and customer behaviour and confidence are regularly reviewed.

Policy and legislative changes that may impact the Group are monitored, and where appropriate, actions

taken to ensure the Group is adequately prepared to address relevant changes.

Impact: Adverse effect on financial results, ranging and/or price, customer service, loss of market share or operational disruption.

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Business continuity and resilience

Inherent risk:

High

Relevance:

Company specific

Risk

trend:

Description

Disruption of a critical Group asset, whether a primary Group distribution location, supply chain, or a

key system failure or outage, could significantly interrupt operations and performance.

Supply chain

The Group is susceptible to supply chain disruption and key supplier dependencies exist, with limited

alternative sources available for certain products. Given the Group’s status as a major customer, the

failure of critical material suppliers to fulfil their obligations poses a risk of significant operational

interruption.

Distribution centres

The Group operates a small number of distribution centres with significant stockholdings with an

increasing volume of deliveries that are shipped direct to the end customer. Certain product

categories would present significant challenges over a prolonged period of disruption.

IT systems

in its day-to-day operations, the Group is dependent on a wide range of iT systems and supporting

infrastructure. The Group’s current iT landscape is complex and includes some legacy systems that

lack the functionality of modern software and present an increasing risk of failures or outages and

require more effort to maintain.

Mitigation

Supply chain

The Group maintains strong relationships with key suppliers and works with them to ensure a continuous

supply of quality materials. Where possible, the Group has multiple sourcing strategies for key products,

and keeps stock levels under constant review, maintaining a level of buffer stock in the network to cover a

short-term disruptive event.

Crisis management and business continuity planning

A risk-based approach is taken to business continuity management with a focus on critical infrastructure.

Supporting business continuity plans prepared for key sites cover a range of scenarios. in the event of an

incident, tiered crisis response teams would be mobilised to coordinate activity and provide ongoing

monitoring, decision support and communications.

IT disaster recovery

The Group’s incident management process is designed to prioritise and respond to any incident quickly

and effectively. Recovery targets are in place, designed to minimise operational and customer impact.

During 2025, the Group’s iT infrastructure and systems were migrated to the AWS Cloud, helping to

further remove physical risks and modernise the Group’s technology infrastructure.

Impact: Adverse impact on ranging and/or price, customer service and financial results.

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Cyber threat and data security

Inherent risk:

High

Relevance:

industry-wide

Risk

trend:

Description

increased geopolitical crises and technological changes heighten the risk of sophisticated, targeted

cyber attacks, as demonstrated by recent large-scale incidents affecting major retailers.

Cyber incidents compromising the confidentiality, integrity, or availability of Group data and systems

could disrupt customers and the supply chain. Data theft, manipulation of critical operational data, or

technology service interruption would seriously damage the Group’s reputation, trading ability, and

increase the risk of regulatory fines.

Mitigation

The Group continues to move away from legacy internally hosted systems and to new cloud-based

services, with enhanced cloud security capabilities that will improve the overall security posture.

The Group is proactive in ensuring it meets its responsibilities in respect of information security and

compliance, taking a risk-based approach to reduce the overall likelihood and impact of cyber incidents.

Key elements of the Group’s framework to help maintain its network edge perimeter, infrastructure and

sensitive data include:

• Utilisation of a 24/7 Security Operations Centre, providing managed detection and response

services in conjunction with modern XDR endpoint protection and continuous threat hunting to

rapidly identify potential vulnerabilities and attack vectors rapidly.

• Regularly reviewing, updating and rehearsing incident capabilities.

• education and awareness promoted across all colleague levels with baseline cyber awareness

training and regular phishing simulations.

The Group continually tests its security posture via CReST-approved Penetration Testers and takes steps

to remediate any vulnerabilities or weaknesses identified.

Impact: Operational disruption; adverse effect on reputation; potential legal action, fines and penalties.

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Climate change and carbon reduction

Inherent risk:

High

Relevance:

industry-wide

Risk

trend:

Description

Climate change will significantly impact the construction sector during the transition to a low-carbon

economy.

The Group’s top climate-related risks relate to:

• The move to a low-carbon fleet, given the Group has one of the largest UK vehicle fleets;

• The move to higher ePC ratings for the Group’s estate;

• increasing costs of goods due to producer country carbon pricing mechanisms;

• The ability to transition to new lower-carbon product categories; and

• increased ethical risks in supply chains for some climate solutions.

environmental matters are important to colleagues, customers, suppliers, investors and government,

driving changes to demand, expectations and information requirements, which the Group must

identify and effectively respond to.

Mitigation

The Group regularly reviews its material climate-related responsibilities and challenges in order to target

investment and drive effective mitigation. Governance is led by the Board, which receives an annual

update on material climate risks and opportunities, action taken and progress made.

The Group has made progress against its SBTi accredited targets, which are underpinned by roadmaps

for delivery in each business.

Collaboration and engagement with suppliers and customers on decarbonisation continues. The Group is

working closely with suppliers to collect environmental Product Declarations in order to extract and better

use carbon data and provide customers with information to support Scope 3 carbon emission reductions.

Further information on progress made during the year can be found in the Sustainability report on pages

26 to 51.

Impact: Adverse effect on reputation, financial and/or operational performance; competitive disadvantage; less attractive as an investment stock.

Health, safety and wellbeing

Inherent risk:

Medium

Relevance:

industry-wide

Risk

trend:

Description

The Group expects everyone to go home safe and well, every single day.

The Group operates a large estate, with many complex and busy yards, along with one of the largest

vehicle and mechanical handling equipment fleets in the UK. Poorly implemented safety practices on

site, on the road and at delivery locations could result in significant harm to colleagues, customers

and the wider community.

Mitigation

The Group continues to challenge current ways of thinking to de-risk its operations and improve safety

performance. An open reporting culture is fostered, with colleagues encouraged to “Call it Out” if they see

anything they consider to be unsafe. Regular communication to colleagues highlights successful

examples of this in practice, or where there are lessons to be learned

Safety governance is well established and designed to promote continual focus and improvement, with

safety performance reviewed at all levels, including all Board meetings.

Relevant training is provided to all colleagues, with topic-specific training implemented where required, for

example, all commercial drivers and management colleagues across Group merchanting businesses

have been provided with practical, face to face Load Security training, to support risk reduction in a key

area of the Group’s operations.

Further information on progress made during the year can be found in the Safety and wellbeing report on

page 36.

Impact: Harm to colleagues, customers or the public; potential legal action, fines and penalties; adverse effect on reputation.

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Travis Perkins plc Annual Report and Accounts 2025

Legal compliance

Inherent risk:

Medium

Relevance:

industry-wide

Risk

trend:

Description

The Group is subject to a broad range of existing and evolving governance requirements, laws,

regulations, standards and best practices, which affect the way that it operates.

Should the Group fail to deliver against its legal and regulatory obligations, this could significantly

undermine the Group’s reputation, result in the imposition of fines or other enforcement action, and

adversely impact operations and results.

Mitigation

The Group maintains a number of subject matter experts to support delivery against relevant legal and

regulatory obligations, and internal expertise is augmented by external advisers.

A Code of Conduct, and a suite of policies and control assessments are in place to mitigate identified

legal and regulatory risks. Mandatory training, based on role type, exists to ensure colleagues do the right

thing and feel encouraged to speak up if they see or suspect activity that contravenes Group values.

Adherence to policies, effectiveness of controls and compliance with laws and regulations is periodically

monitored by the Group Leadership Team and the Board.

The Group articulates its expectations of the supply base, and higher risk suppliers are assessed against

set requirements. Further information can be found in the Sustainable Sourcing section on page 33.

Impact: Adverse effect on reputation, financial and/or operational performance; potential legal action, fines and penalties; diversion of management attention.

Business operating model and driving competitive advantage

Inherent risk:

Medium

Relevance:

industry-wide

Risk

trend:

Description

end market demand in the construction sector remains subdued, with timelines for recovery

uncertain. Throughout 2025, the Group has faced into the need to refocus and change the way we

operate in order to better serve our customers and effectively support our suppliers.

A failure to innovate, respond to changes in customer behaviour, and ensure we have the right-fit

proposition for our customers could impact on growth and recovery through missed opportunities.

The Group needs to be ready to respond, and win, in its key markets when recovery gains pace.

Mitigation

During 2025, a series of actions were implemented, seeking to reverse the loss of market share, including

the addition of resources back into key customer-facing roles to improve service levels and drive a more

customer-focused approach.

The Group continually reviews pricing strategies and product availability across each of the businesses,

and has invested significantly in strategic pricing initiatives and targeted promotions. A series of localised,

short-term incentives have been introduced, designed to re-energise colleagues to drive sales and

increase market share.

There has been ongoing discipline on capital allocation and overheads, which has, and will continue to,

enable reinvestment in our proposition and position the Group well for future success.

The sale of Staircraft helps to simplify the Group operating model with a clear focus on being the UK’s

leading distributor of building materials. The proceeds will be used to support our disciplined approach to

reinvesting in our core assets, ensuring we have branches located where customers need us, with the right

offering of products and services to enable us to be better placed to benefit from returning demand, with

a clear customer-focused strategy owned by the leaders of the business.

Impact: Adverse effect on reputation, financial and/or operational performance; competitive disadvantage; less attractive as an investment stock.

STATEMENT OF PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

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People and skills

Inherent risk:

High

Relevance:

industry-wide

Risk

trend:

Description

People are key to our success. Many of our colleagues have long service histories with the Group,

during which they have accumulated valuable knowledge and expertise pertaining to our customers

and products. The ability to attract, retain, develop and motivate appropriately qualified and

knowledgeable colleagues, is central to ensuring that the Group has the right skills and experience to

deliver its strategic initiatives and maintain our competitive offering to customers.

The Group, along with the broader sector, faces an increasing scarcity of technical knowledge and a

more general labour shortage, and has seen the resurgence of the competitive landscape when it

comes to the demand for talent. The Group increasingly competes for skills, and in key areas and

specific roles this demand can increase recruitment time and salary pressures.

Mitigation

A wide range of training programmes are in place to encourage colleague development, including

management development programmes for colleagues identified for more senior positions. The Group’s

apprenticeship programme is highly regarded in the market and has been in place for a number of years.

The Group’s full suite of reward and recognition systems are benchmarked regularly to ensure the

offering remains competitive.

Colleague satisfaction and engagement is measured annually via an anonymous survey, with results

provided to managers to create targeted and specific action plans.

Strategic initiatives are in place in relation to diversity, equity and inclusion, and knowledge management.

Further information on colleague engagement, progress against De&i initiatives and colleague reward can

be found on pages 35-38.

Impact: Adverse impact on colleagues, competitive disadvantage, adverse effect on delivery of strategy and/or reputation.

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Travis Perkins plc Annual Report and Accounts 2025

NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT

The information below is intended to help users of these accounts understand our position on key

non-financial and sustainability matters and has been prepared in response to the reporting requirements

contained in section 414C(7), 414CA and 414CB of the Companies Act 2006.

Reporting requirements Principal risks Policy embedding, outcomes and key performance indicators Link

Colleagues Health, safety and

wellbeing

Business model Page 13

KPis – Accident frequency rate Page 15

Safety and wellbeing Page 36

People and skills Development Page 35

Modern slavery and human rights Page 37

Diversity and inclusion Page 35

Colleague voice and engagement Page 36

Reward Page 38

Directors’ remuneration report Page 78

Directors’ report – employees Page 100

Environment Climate change and

carbon reduction

Business model Page 13

KPis – Carbon emissions Page 15

Climate-related financial disclosure Page 39

Sustainability report Page 26

Carbon Pages 32,

34, 50, 51

Waste Page 34

Sustainable operations Page 34

Human rights,

anti-bribery and

anti-corruption

Legal compliance Human rights and modern slavery Page 37

Supply chain resilience Legal compliance Page 37

Directors’ report – Modern slavery Page 100

Social and

community

People and skills Business model Page 13

Charity and community Page 36

Sustainable sourcing Page 33

A description of the Group’s business model and how it creates sustainable value can be found on page

13. Most of the reporting on these topics and KPis is contained in the Strategic report under the sections

Business model, Sustainability report and Statement of principal risks and uncertainties, or are incorporated

into the Strategic report by reference from the pages noted. The Group has appropriate policies and

diligence procedures regarding all the non-financial information presented in this Annual Report.

Section 172

Working together with our stakeholders towards shared goals is part of how we deliver long-term

sustainable success. Go to pages 68 to 70 to see more.

The Strategic report on pages 2 to 60 was approved by the Board of Directors and signed on its behalf by:

Gavin Slark Duncan Cooper

Chief executive Officer Chief Financial Officer

16 March 2026 16 March 2026

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Travis Perkins plc Annual Report and Accounts 2025

Reliable

GOVERNANCE

Contents

62 Board of Directors

64 Corporate governance report

68 Section 172 statement

71 Nominations Committee report

74 Audit Committee report

78 Directors’ remuneration report

99 Directors’ report

102 Directors’ statement of responsibilities

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Travis Perkins plc Annual report and Accounts 2025

Geoff Drabble

Chair

Date of appointment to the Board

october 2024

Committee memberships:

Experience

Geoff has unrivalled leadership experience

from publicly listed businesses across the

building materials distribution, equipment

hire and tools markets, nationally and

internationally. He has gained this from both

executive and non-executive roles, and is

currently Non-executive Chair of multinational

plumbing and heating products distributor,

Ferguson enterprises inc. Until February 2025,

he was Non-executive Chair of international

packaging company, DS Smith Plc.

He previously served as Senior independent

Director of Howden Joinery Group plc and

was Ceo of Ashtead Group plc during a

period of unprecedented growth. He has also

been executive Director of the laird Group

plc and held a number of senior management

positions at Black & Decker.

External appointments:

• Ferguson enterprises inc (Non-executive

Director)

Duncan Cooper

Chief Financial officer

Date of appointment to the Board

January 2024

Committee memberships: None

Experience

Duncan is a Chartered Accountant and, in

addition to having a strong finance

background, has experience in corporate

communications, strategy design and

implementation and large-scale technology

change. Duncan joined the Group from Crest

Nicholson plc, where he was appointed Chief

Financial officer in 2019. He formerly worked

at J Sainsbury plc where he held multiple

roles since 2010, culminating in Director of

Group Finance. Prior to that, Duncan held

finance roles at BSkyB plc and

GlaxoSmithKline plc after qualifying at

Deloitte llP.

Jez Maiden

Senior independent

Non-executive Director

Date of appointment to the Board

June 2023

Committee memberships:

Experience

A qualified accountant (FCmA), Jez is a

proven Senior independent Director with

diverse sector experience spanning

household FmCG, management consultancy,

food manufacturing, transport and chemicals.

He has extensive finance and audit, public

company and capital markets expertise and

has held a number of executive Director CFo

positions, most recently as Group Finance

Director for Croda international Plc. He has

previously served as a Non-executive Director

at PZ Cussons plc and Synthomer plc and is

currently a Non-executive Director, Chair of

the Audit Committee and a member of the

remuneration Committee of Smith &

Nephew plc, and a Non-executive Director

and member of the Audit Committee at

intertek Group plc.

External appointments:

• Smith & Nephew plc (Non-executive

Director)

• intertek Group plc (Non-executive Director)

Gavin Slark

Chief executive officer

Date of appointment to the Board

January 2026

Committee memberships: None

Experience

Gavin is a highly experienced public company

Ceo and Board Director with significant

experience of the building materials and

merchanting industry in the UK and europe,

most recently as Ceo of SiG plc and

Non-executive Director of Galliford try

Holdings plc.

Prior to SiG, Gavin was Ceo of Grafton

Group plc for over a decade, and Ceo of

BSS before its acquisition by travis Perkins

plc in 2010.

He brings to the Group a strong track record

of delivering shareholder value through

operational excellence and resilience through

strategic developments and portfolio

transformations with a focus on long-term

growth and adaptability in the face of industry

changes.

BOARD OF DIRECTORS

Committee

membership key:

Audit

Nominations

remuneration

Stay Safe

Committee Chair

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GOVERNANCE FiNANCiAl StAtemeNtS otHer iNFormAtioN

Louise Hardy

Non-executive Director

Date of appointment to the Board

January 2023

Committee memberships:

Experience

louise has over thirty years of business and

leadership experience in the construction and

infrastructure industry, with senior roles at

london Underground, Bechtel, and laing

o’rourke, where she was infrastructure

Director for the london 2012 olympic Park.

most recently, she served as european

Project excellence Director for AeCom.

louise is currently a Non-executive Director

of Crest Nicholson Holdings plc and Balfour

Beatty plc, and is the independent Chair of

oriel. louise remains a keen volunteer within

the construction industry as a Stem

ambassador and diversity champion.

External appointments:

• Crest Nicholson Holdings plc

(Non-executive Director)

• Balfour Beatty plc (Non-executive Director)

• oriel (Chair)

Jora Gill

Non-executive Director

Date of appointment to the Board

August 2021

Committee memberships:

Experience

Jora has extensive data and digital experience

having held a number of Chief information

technology officer and Chief Digital officer

roles in significant organisations, including

Standard and Poors, elsevier, the economist,

and latterly SHl Group ltd where he served

as Chief Digital officer until December 2021.

Jora is now the Ceo and Co-founder of an

Ai company, insights Driven. in addition, he

serves as a Non-executive Director of the

Phoenix life limited, a role he has held since

June 2023.

External appointments:

• insights Driven (Ceo)

• Phoenix life limited (Non-executive

Director)

Heath Drewett

Non-executive Director

Date of appointment to the Board

may 2021

Committee memberships:

Experience

Heath is an experienced CFo and currently

Chief Financial officer for Aggreko; a global

provider of engineered energy and

temperature solutions.

He also has extensive experience in the

engineering, leisure and transportation and

industrial sectors having previously worked

for WS Atkins, British Airways, morgan

Advanced materials and PwC. Heath brings a

wealth of financial and commercial acumen

to the Board at travis Perkins based on his

experience across a number of markets and

sectors adjacent to the construction industry.

External appointments:

• Aggreko (Chief Financial officer)

Marianne Culver

Non-executive Director

Date of appointment to the Board

November 2019

Committee memberships:

Experience

marianne has extensive executive and board

experience in the global distribution and

logistics sectors. She has served as Chief,

Global Supply Chain with Premier Farnell plc

and as Chief executive (UK & ireland) of tNt.

marianne was latterly Global President of rS

Components, (formerly electrocomponents

plc). Her non-executive career to date has

included membership of the boards of rexel

SA (listed on euronext Paris), the British

Quality Foundation and eDS Corporation.

She is a current member of the Supervisory

Board of Bme B.V., where she serves as the

Chair of the remuneration Committee.

External appointments:

• Bme B.V (Supervisory Board)

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Travis Perkins plc Annual report and Accounts 2025

Geoff Drabble

Chair

16 march 2026

I am pleased to present

the corporate governance

report for the year ended

31 December 2025. Your

Board recognises that good

corporate governance

is essential to building a

successful, sustainable

business, ensuring timely,

informed decision-making

across the Group.

CORPORATE GOVERNANCE REPORT

UK Corporate Governance Code

the Company was in compliance with the principles

and provisions of the UK Corporate Governance

Code 2024 (the “Code”), available at www.frc.org.

uk, throughout the year ended 31 December 2025,

subject to the following explanations.

Provision 21 of the Code requires an externally

facilitated board performance review every three

years. As 2025 marked the third year since the

last evaluation, the Board would ordinarily have

commissioned one. However, following the change

of Chair in February, and Ceo departure in march,

the Board deferred the external evaluation until

2026. this allows the new Chair and Ceo to settle

into their roles and develop working relationships.

the Company will now undertake an externally

facilitated evaluation in 2026.

Jez maiden, a member of the Audit Committee and

the Company’s Senior independent Director (“SiD”)

during 2025, also served as interim Chair until

1 February 2025. this temporary situation led to

technical non-compliance with Provision 24 of

the Code, which is explained further on page 74

(Audit Committee report). No alternative SiD was

appointed, as per Provision 12 of the Code, but

engagement with Non-executive Directors and

shareholders was not adversely affected.

Role of the Board

the Board is responsible for directing the Company

and ensuring leadership within a framework of

effective controls. We focus on delivering the

Group’s strategy for the benefit of our shareholders,

while taking into account the interests of all our

stakeholders. this involves rigorously challenging

strategy, assessing performance and balancing

interests to ensure the highest quality decisions.

the Board has a schedule of matters reserved to

it, last reviewed and approved in December 2025,

which is available on the Company’s website.

in line with the Code, the Board delegates certain

responsibilities to its Audit, Nominations, and

remuneration Committees. these Committees all

have three independent Non-executive members

and defined terms of reference, available on the

Company’s website.

Culture

our values and priorities drive the culture and

operating practices within our business. the Board

monitors this through various insights, ensuring we

listen to colleagues and serve our customers safely.

insights include:

• Feedback received informally through visits by

members of the Board to branches and other

sites across the Group

• responses to the Group-wide colleague

engagement survey (“Your Voice our Future”)

• Feedback from colleague listening sessions held

by members of the Board

• review of issues raised through the Group’s

Speak Up line

these insights help the Board assess how well

the Group’s culture aligns with its policy, strategy,

and values.

Engaging with stakeholders and the

workforce

engagement with stakeholder groups (shareholders,

customers, suppliers, and colleagues) informs

the Board during strategy formulation. the Board

considers their views when making strategic

decisions. the Group’s s172 statement (pages 68

to 70) describes how the Group meets its duties,

including engagement with major shareholders and

the resulting outcomes.

the Board designated a workforce Non-executive

Director, louise Hardy, in 2025. to encourage

meaningful representation, louise conducted four

one-hour listening groups, engaging 44 colleagues

including Branch managers, new starters (less than

one year of service) and mental Health First Aiders.

the purpose was for louise, on behalf of the Board,

to gather general feedback, gauge engagement

levels, and check the landing of recent leadership

and structural changes.

Conflicts of interest and raising concerns

Directors declare any actual or potential conflicts of

interest at the start of every Board and Committee

meeting. the Company Secretariat maintains a

conflicts register.

the Board reviews potential conflicts, records

mitigating actions (if necessary) on the register,

and carefully considers any relationships to ensure

they do not compromise the Directors’ independent

judgement. the Board also conducts an annual

review of the conflicts register to ensure it remains

up to date.

Concerns regarding Board operation can be raised

with the Chair or the SiD. the SiD discussed Board

operation in 2025 with Directors independently

from my own discussions, in line with good

governance practice.

in 2025, the Group continued to emphasise the

importance of the Code of Conduct training,

reinforcing that colleagues at all levels must do

the right thing. the Group also promoted the

Speak Up service, which allows colleagues to

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Travis Perkins plc Annual report and Accounts 2025

GOVERNANCE FiNANCiAl StAtemeNtS otHer iNFormAtioN

confidentially raise concerns regarding behaviour

that is inconsistent with Group values. Promotion

highlighted the range of ways by which colleagues

can whistleblow, as the service is available via a

telephone hotline, web portal, or mobile Qr code.

the Audit Committee received regular reports

on issues raised, subsequent actions and the

effectiveness of the Speak Up service. the Board

also conducted an annual review (in December 2025)

of the process for Group colleagues and third

parties to report concerns.

Case studies

the following case studies are reported as examples

to illustrate the Board’s decision-making process

and its outcomes for the business and stakeholders.

embedding a safety-oriented culture by leveraging

the full Board (while scaling back the Stay Safe

Committee, without disregarding the value it has

added):

• the Board ensured it received regular health and

safety reports from the Group’s senior safety

professionals in 2025, highlighting specific risk

factors

• the Board scrutinised the application of the

Group’s “Just Culture” model to incidents,

ensuring fair consequences, while distinguishing

one-off from systemic issues

• the Board holds the Group leadership team

(“Glt”) accountable for prioritising clear safety

standards and reinforcing “collective memory”

of past incidents

Chief executive officer (“Ceo”) succession:

• Following Pete redfern’s resignation from the

Board and his employment with the Group in

march 2025, the Group needed a new leader to

drive its strategic development

• the Nominations Committee recommended

Gavin Slark and the remuneration Committee

constructed a compensation package aligned

with the previous Ceo’s level and commensurate

with Gavin’s skills and extensive leadership

experience (Gavin’s package is also aligned with

the current Directors’ remuneration policy of the

Company); the Board approved the appointment

in may 2025, based on a start date no later than

1 January 2026 and Gavin joined as Chief

executive officer on 1 January 2026.

• the appointment provided stability to the

business instrumental to the Group’s evolution,

and confidence to the market

Board composition and effectiveness

Board changes

the Board appoints new Directors based on the

Nominations Committee’s recommendation.

the Board saw a number of changes in 2025.

i became Chair on 1 February 2025 and Jez maiden

stepped down as interim Chair. Pete redfern

resigned as Ceo due to ill health on 10 march 2025.

As at 31 December 2025, the Board comprised six

Non-executive Directors and one executive Director.

Gavin Slark then joined as Ceo (see above).

the biographies of the Board, as at the date of the

Annual report and Accounts, are listed on pages

62 to 63.

Re-election of Directors

All Directors are eligible for re-election at the

2026 Annual General meeting, based on their

performance and contribution to the Company’s

long-term sustainable success.

Board performance review

the Board and Committee performance review,

consistent with Code requirements (subject to

the deferral of external review explained on page

64), was carried out in 2025 as described in the

Nominations Committee report on pages 71 to 73.

Division of responsibilities and meetings

Chair and CEO

the Chair and Ceo roles are split. the Board

reviewed and approved a written statement of

the division of responsibilities, in December 2025,

available on the Company’s website. the Chair leads

the Board and ensures its effectiveness. the role of

the Ceo is described below.

Jez maiden was independent on appointment as

interim Chair, and remained so for the duration of

his term. i was independent on appointment as

Chair, and remain so.

Non-executive Directors

the Board ensures that at least half its members,

excluding the Chair, are independent

Non-executive Directors. it reviews any relationships

or circumstances that could affect their

independence. Provision 10 of the Code sets out

circumstances that might impair independence,

such as cross-directorships or significant links with

other Directors. the Board is satisfied that none of

these circumstances applied in 2025, and all

Non-executive Directors remain independent.

the Non-executive Directors provide constructive

challenge, strategic guidance, and appraise

executive Directors’ performance against targets,

including through the remuneration Committee.

the Non-executive Directors and Chair meet

regularly without executive Directors present.

A Non-executive Director is appointed as the SiD.

the SiD acts as a sounding board for the Chair and

an intermediary for Directors and shareholders.

the SiD is available to shareholders seeking an

alternative channel to raise issues. the SiD meets

with the other Non-executive Directors without the

Chair to discuss the Chair’s performance during the

year and other matters. the SiD’s responsibilities

are set out in writing on the Company’s website.

Jez maiden is the Company’s SiD, fulfilling these

responsibilities during 2025, while also serving as

interim Chair for the first month.

Time commitment

When making new appointments, the Board

considers competing demands on candidates’ time.

Candidates must disclose significant commitments

and estimated time demands prior to appointment.

each Non-executive Director’s letter of appointment

sets out their expected time commitment, available

for inspection at the Annual General meeting. the

Company liaises with Non-executive Directors

to prevent scheduling clashes with external

appointments. Directors can attend meetings by

video or telephone conferencing if travel is an issue.

the Board annually reviews the time commitments

of each Director and is satisfied all Directors have

sufficient time to fulfil their duties. Any new external

appointments during the year require careful

consideration and, if necessary, prior consent, taking

into account the number and scale of the Director’s

other commitments.

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Travis Perkins plc Annual report and Accounts 2025

executive Directors may accept one external non-executive directorship with a listed entity, subject to

Board approval.

Board and Committee meetings

the Board held nine meetings in 2025, covering the annual activity cycle and other matters arising.

meetings were a mix of in-person and virtual, using video conferencing. regular agenda items included:

• Health and safety performance

• Financial results and performance

• reviews of the Group’s businesses with members of the Glt

examples of other areas of particular focus in certain meetings includes the following:

• review of the outturn trading performance of the Group in 2024 and the response of the Group to the

trading conditions prevailing in 2025

• Appointments of Ceo and other key senior leaders

• Group talent agenda: review with particular focus on talent and succession

• investor relations: review of feedback received from investors in the course of the year and discussion of

2025 priorities

• risk Appetite and Principal risks: to facilitate the calibration of Board risk appetite and covering cyber

risk preparedness

• Sustainability: review of climate-related risks and opportunities

• Governance, including review of Committee work and the conduct of matters reserved to the Board

the Chair meets regularly with Board members and with members of the G lt between Board meetings

and ensures that Board members are kept informed of material developments. At meetings, the Chair

encourages debate and equal contribution from each Board member within a transparent and constructive

atmosphere. the following table sets out the Directors who served during the year and their Board and

Committee meeting attendance.

PlC

Board

Audit

Committee

Nominations

Committee

remuneration

Committee

Stay Safe

Committee

overall

attendance (%)

Number of meetings 9 4 3 9 1 98

Attendance:

D. Cooper 9/9 – – – – 100

m. Culver 9/9 – – 9/9 1/1 100

G. Drabble 9/9 – 3/3 – 1/1 100

H. Drewett 9/9 4/4 – 8/9 – 95

J. Gill 9/9 4/4 2/3 – 1/1 94

l. Hardy

9/9 – 3/3 9/9 – 100

J. maiden

9/9 4/4 3/3 1/1 – 100

P. redfern

1/1 – – – – 100

1 louise Hardy stood down from the interim role as a member of the Nominations Committee and, temporarily, the role of Chair of the remuneration

Committee on 21 october 2025, although this had no effect on attendance.

2 Jez maiden became interim Chair of the remuneration Committee from 21 october 2025.

3 Pete redfern stepped down from the Board on 10 march 2025.

CORPORATE GOVERNANCE REPORT CONTINUED

Group Leadership Team

the Board delegates responsibility for the execution

of Group strategy and management of the Group’s

business to the Ceo, who provides coherent

leadership, leading the G lt of key business and

functional leaders in the development and execution

of the Group’s strategy, day-to-day operations, and

in ensuring compliance, risk management, and

effective resource utilisation across the business.

other colleagues attend G lt meetings as required

for specific matters. the G lt ’s main purpose is to

assist executive Directors in their duties, particularly

regarding:

• the development and implementation of strategy,

operational plans, policies, procedures and

budgets;

• the monitoring of operational and financial

performance;

• the assessment of control of risk; and

• the prioritisation and allocation of resources.

Provision of information and support

All Directors have direct access to the General

Counsel and Company Secretary for the purposes

of advice regarding all governance matters.

Directors may also seek independent professional

advice at the Company’s expense as required.

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GOVERNANCE FiNANCiAl StAtemeNtS otHer iNFormAtioN

Annual General Meeting

the Company welcomed shareholders, their proxies,

and corporate representatives to the in-person

Annual General meeting (“AGm”) on 14 may 2025.

All Directors were present and available

for questions.

Shareholders provided sufficient support, including

votes by proxy, to pass all resolutions with an

average of 95.5% of votes in favour. each resolution

received greater than 80% support.

Your Board values the AGm as a key opportunity

for direct engagement. We look forward to

welcoming shareholders, their proxies, and

corporate representatives to the 2026 Annual

General meeting. We remain committed to effective

shareholder communication and listening to your

views. We will not offer remote participation in

the 2026 AGm to avoid unnecessary expenditure

but remain receptive to any clear increase in

shareholder demand for it in the future.

Statement by the Board

the Strategic report (pages 2 to 60) reviews the

performance and financial position of the Group’s

businesses. the Board uses it to present a full

assessment of the Group’s position, prospects,

business model, and strategy. the Directors’

statement of responsibilities for the financial

statements is on page 102.

Going concern

After reviewing the Group’s forecasts and risk

assessments and making other enquiries, the Board

has formed the judgement at the time of approving

the financial statements that there is a reasonable

expectation that the Company has adequate

resources to continue in operational existence for

the 12 months from the date of signing this Annual

report and Accounts. For this reason, the Board

continues to adopt the going concern basis in

preparing the financial statements.

in arriving at their opinion the Board considered:

• the Group’s cash flow forecasts and

revenue projections

• the impact on trading performance of severe

but plausible downside scenarios. Key

assumptions include significant reductions in

revenue removal of property profits and limited

reductions in fixed overheads, as well as

mitigating actions such as delayed capital

expenditure and dividend suspension

• the committed debt facilities available to the

Group and the covenants thereon

• the Group’s debt maturity profile and investment

credit ratings

• the Group’s robust policy on liquidity and cash

flow management

• the Group’s ability to successfully manage the

principal risks and uncertainties outlined on

pages 52 to 59 during periods of uncertain

economic outlook and challenging

macroeconomic conditions

the downside scenarios tested, outlining the impact

of severe but plausible adverse scenarios based on

a severe recession and housing market weakness,

show that there is sufficient headroom for liquidity

and covenant compliance purposes for at least the

next 12 months from the date of approval of these

financial statements.

The Board’s fair, balanced and

understandable declaration

At the meeting where the Group’s annual results

were presented, the Board considered whether the

Annual report and Accounts offered a fair, balanced

and understandable overview of the Group’s

performance. the review process involved hearing

from the Ceo and CFo, receiving a report from the

Audit Committee Chair on the review of the year-

end financial statements and the audit conducted

upon them, and a further review of the Annual

report and Accounts content. Concluding that the

Annual report and Accounts meet this standard,

the Board approved the Directors’ declaration,

which can be found in the Directors’ statement of

responsibilities on page 102.

Effectiveness of the system of internal

control and risk management

the Board, supported by the Audit Committee,

has reviewed the effectiveness of the system of

internal control and risk management. this process

followed the Financial reporting Council’s guidance

on risk management and internal Control, covering

the year up to the approval of the Annual report

and Accounts. the Board has concluded that these

systems are effective. Further details on this work

are set out in the Audit Committee report on page

76 and 77.

Geoff Drabble

Chair

16 march 2026

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Travis Perkins plc Annual report and Accounts 2025

SECTION 172 STATEMENT

The Group has taken into consideration the interests of key stakeholders and the success of

the Company for the benefit of its members as a whole, in line with Section 172(1) (a) to (f) of

the Companies Act 2006 (“s172”). This s172 statement explains how:

• the Directors have taken into consideration the interests of members as a whole in key decision-making;

and

• the Group, including the Directors, has engaged with stakeholders.

s172 requires Directors to have regard (amongst other matters) to:

a. the likely consequences of any decision in the long-term;

b. the interests of the Company’s employees;

c. the need to foster the Company’s business relationships with suppliers, customers and others;

d. the impact of the Company’s operations on the community and the environment;

e. the desirability of the Company maintaining a reputation for high standards of business conduct; and

f. the need to act fairly as between members of the Company.

For example, and as set out below, the Board had particular regard to the requirements of s172 (amongst the other requirements of s172 and other matters more generally) in connection with the decision to sell Staircraft

and the decision to appoint Gavin Slark as Ceo.

Key Board decision Stakeholder considerations

Decision to sell Staircraft: in the first quarter of the financial year, the Board reviewed the strategic fit of the

Staircraft manufacturing business within the Group’s portfolio. Following a detailed assessment, the Board approved

the disposal of the business.

Context: Staircraft is a manufacturing business based in Coventry, fully acquired by the Group in 2021. Despite

investment, the business faced challenges relating to market volumes and technical expertise loss, impacting

profitability.

Outcome: the transaction completed on 30 April 2025 for a consideration of £21m. this decision streamlined

the Group’s structure, reduced operational complexity, and protected the interests of the Staircraft workforce by

transferring the business to an owner better placed to drive its specific manufacturing strategy.

Shareholders: the Board determined that the sale represented the best option for long-term value, simplifying the

Group’s operating model and allowing capital to be redeployed into core merchanting activities.

Colleagues: the potential transaction considered by the Board included expected impacts on Staircraft colleagues. While

the transaction would ensure continuity of employment when the company passed to the new owner, securing jobs for

the majority of the local Coventry workforce, the situation was complex. the change would result in Staircraft colleagues

ceasing to be Group colleagues, leading to their compulsory exit from Group share schemes (albeit as good leavers)

and from the non-contractual wellbeing benefits package offered by the Group (albeit Staircraft colleague contract

terms were unaffected). the decision by the Board to proceed with the transaction effectively balanced these short-term

negative consequences against the long-term benefit of securing the future of the business and continued employment.

Customers and suppliers: As Staircraft operated largely unintegrated with the wider operations of the Group, the sale

was assessed to have minimal disruption on wider Group relationships. the transaction approved by the Board included

transitional arrangements to maintain the service levels of Staircraft to its wider customer base, and of the Group to the

customers that it supplies with Staircraft-manufactured products.

Appointment of CEO: Following the resignation of Pete redfern due to ill health in march 2025, the Board prioritised

the recruitment of a new Group Ceo to lead the business through its next phase of recovery and growth.

Context: the Board faced the need to secure stable, long-term leadership to navigate challenging trading conditions.

the Nominations Committee, led by the Chair, engaged external search consultants to identify a candidate with the

specific skills required to deliver the Group’s strategy.

Outcome: the Board approved the appointment of Gavin Slark in may 2025, with a start date of 1 January 2026.

this decision restored market confidence, provided clarity on the strategic direction to all stakeholders, and secured

a leader with the specific capabilities required to set the Group’s strategic direction and to execute the Group’s

operational improvement plan.

Shareholders: the Board considered investor feedback which emphasised a desire for deep sector experience. the

appointment of Gavin Slark, with his extensive track record in the merchanting sector (formerly Ceo of Grafton Group

plc and SiG plc), directly addressed shareholder priorities for a leader with operational credibility and a history of value

creation.

Colleagues: the Board recognised that leadership stability is vital for colleague morale and retention. in selecting the

new Ceo, the Board prioritised “cultural fit” and the ability to connect with branch teams. the Board determined that

Gavin’s hands-on style would resonate well with colleagues and reinforce the “back to basics” operational culture.

Customers: the Board focused on selecting a leader with an instinctive understanding of the trade customer. this

ensures that strategic decision-making at the top of the organisation remains aligned with the practical needs of the

Group’s customer base.

Long-term success: the Directors had regard to the likely consequences of the decision in the long term. they

concluded that appointing a Ceo with specific experience of strategic development in the sector was essential to drive

operational improvement and the Company’s future success.

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GOVERNANCE FiNANCiAl StAtemeNtS otHer iNFormAtioN

Stakeholder engagement

Relevant issues, factors and stakeholders

the Group’s Strategy and eSG framework reflects key macro factors and challenges (pages 53 and 54), growth drivers (page 12) and double materiality assessment results (page 28), and have been formed through

expert teams and in-depth consultation with key stakeholder groups.

Stakeholder engagement and key ESG issues

Building positive stakeholder relationships through engagement, collaboration and dialogue is important to the Group. Working together with its stakeholders towards shared goals assists the Group in delivering long-term

sustainable success. the Group comprises a number of businesses and stakeholder engagement takes place both at a Group level and also within each business as each has its own unique stakeholders. Details of key

stakeholders and examples of how the Group engages with them are set out below.

Stakeholder type How the Group engages with them Key eSG issues

Shareholders

the Group relies on the support of shareholders and places importance on their opinions. the Group wants to enable shareholders to have an in-depth understanding of strategy and operational

and financial performance, so they can accurately assess the value of their shares in the Company. the Group has an open dialogue with shareholders through one-to-one meetings, group

meetings, and the Annual General meeting. Discussions with shareholders cover a wide range of topics including financial performance, strategy, outlook, governance and ethical practices.

Shareholder feedback along with details of movements in the shareholder base are reported to, and discussed by, the Board and their views are considered as part of decision-making.

Furthermore, the Chair and CFo undertook 154 investor interactions during 2025, including 11 investment bank conferences and four site visits, the outcomes of which were reviewed with

the wider Board. the efficiency of reaching a wide investor base via virtual meetings is recognised but the Board remains focused on in-person meetings as it is their belief that this facilitates

better quality conversation and helps to build long-term relationships with shareholders. in 2025, half of all investor interactions were in-person, this figure rising to over two-thirds with

UK-based investors.

Carbon

Supply chain

Governance

Debt holders,

lenders, rating

agencies and

relationship banks

the Group places great importance on maintaining strong relationships and open dialogue with its debt holders, lenders, rating agencies and relationship banks. this was particularly the

case during 2025, with the successful refinancing of the 2026 bond in two tranches via the private placement markets.

As part of this process, the CFo undertook roadshows in both the US and the UK with two further site visits including management presentations and Q&A sessions, the outcomes of which

were reviewed with the wider Board.

Governance

Customers

the success of the Group, both historically and into the future is dependent on the ability to understand and meet the needs of customers. the Group continues to invest in data capability to

bring a greater level of understanding to the behaviour of customers, and when combined with the time spent discussing their needs and perceptions this produces a significant amount of

insight, which is used to guide action. taking a long-term view of customer needs has allowed Group business units to begin to develop and deploy a range of services, which are designed to

go above and beyond the traditional model of the straight supply of materials. By looking forward and seeking to understand the potential range of impacts that may affect the business of

its customers in the future, the Group is able to assist in the development of solutions to bring mutual value, enabling, for example, customers to work with changing planning legislation to

construct houses that meet current and future standards. many of these examples are shared under “Sustainable Solutions” on page 32.

the eSG team engaged with over 100 customers in 2025, including 25 customer interviews as part of a Double materiality Assessment.

the Board’s focus on customer relationships was demonstrated by its review of the findings from a customer service quality assessment in the General merchant business. this insight

informed the Board’s support for leadership decisions aimed at improving performance in this area.

Carbon

Sustainable solutions

Sustainable sourcing

Social value

Packaging

Colleagues

People are key to the Group’s success and it is important that they are successful individually and as a team. the Group aims to build a fully inclusive environment where treating each other

with respect and encouraging everyone to be themselves is at the heart of the Group’s values. the Group works hard to engage with, and listen to, colleagues in a variety of ways. A

Group-wide engagement survey in 2025 was sent to 16,603 colleagues with a participation rate of 83%, representing the views of 13,810 colleagues. the engagement survey included

detailed questions around safety, belonging, equal opportunity, customer focus and corporate citizenship. the role of the designated workforce Non-executive Director is to help bring the

colleague voice into the boardroom. this role was fulfilled by louise Hardy in 2025. louise held listening sessions to gauge engagement and colleague sentiment.

104 colleagues across the Group were interviewed as part of a Double materiality Assessment in 2025. this informed the materiality decisions made by the Group leadership team. An

eSG module is included in all apprenticeships.

the Group’s proactive management of overheads in 2025 led to the removal of over 350 central and regional roles. the effect on this major stakeholder group was balanced against the

necessity of adjusting the cost base in a persistently challenging market and reflecting the trend towards a smaller Group size.

Safety and wellbeing

reward

Skills

Diversity, equity and

inclusion

Carbon

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Travis Perkins plc Annual report and Accounts 2025

Stakeholder type How the Group engages with them Key eSG issues

Suppliers

the Group sources products from experts in the products supplied. the Group aims to build strong supplier relationships and develop mutually beneficial, lasting partnerships. engagement

with suppliers is through trading and formal reviews. the Group’s businesses also host conferences to bring suppliers and customers together to discuss shared goals and build relationships.

106 suppliers were supported during 2025, including 37 interviews as part of a Double materiality Assessment. the Board recognises that relationships with suppliers are important to the

Group’s long-term success and is briefed on supplier feedback and issues on a regular basis.

Carbon

Sustainable sourcing

(including QA)

Sustainable solutions

Packaging

Safety

modern slavery

Communities and

the environment

investing in sustainable business growth means supporting the communities in which the Group operates. By ensuring a positive contribution, the Group can help its communities and

strengthen the business. Colleagues engage with the communities in which the Group operates, building trust and understanding of local issues. Key areas of focus include support for local

causes and issues, creation of opportunities to recruit and develop local people, and helping to look after the environment. Group businesses partner with charities and organisations at a

local level to raise awareness and funds.

the Group’s impact on the environment is a key focus for the Board. During 2025, progress was made towards the Group’s targets for buildings and fleet (Scope 1 and 2) and for the supply

chain (Scope 3). Further information is available in the Sustainability report on pages 26-51.

Carbon

Sustainable solutions

Safety

Quality

Skills

Sustainable sourcing

Government and

regulations

the regulatory environment significantly impacts the success of the business. the Group believes it is important to share its information and perspectives on areas that impact Group

businesses with those who can influence policy, law and regulation. engagement with the government and regulators takes place through a range of industry consultations, forums, meetings

and conferences to communicate views to policy-makers relevant to the Group’s sectors and businesses. Key areas of focus during 2025 were government consultations on Construction

Product reform and low-carbon industrial products.

the Board is updated on legal and regulatory developments and takes these into account when considering future actions.

Sustainable operations

Sustainable solutions

Skills

Governance

Trade and

professional

bodies

the Group collaborates with trade and professional bodies to raise awareness, share best practices and to move forward together as an industry on shared opportunities, issues and

challenges. For example, the Group sits on the Builders merchant Federation Board and its industry working groups. the Group is a Co

nstructZero Business Champion, the Construction

leadership Council’s framework for net zero in the construction industry. the Group is represented in the Construction Product Association, logistics UK, Builders merchant Federation,

Supply Chain Sustainability School, CPA and other forums relevant to the Group’s material risks and opportunities.

the Group is a founding member of the Construction inclusion Coalition, which has been established to raise sector standards on equity, diversity and inclusion.

Sustainable operations

Skills

Safety

Diversity, equity and

inclusion

Delegated decision-making

the Group’s governance framework delegates authority for local decision-making to each of its businesses, up to defined levels of cost and impact, which allows the businesses to take account of the needs of their own

stakeholders in their decision-making. the leadership teams of each business make decisions with a long-term view and with the highest standards of conduct in line with Group policies. in order to fulfil their duties, the

Directors of each business and of the Group itself take care to have regard to the likely consequences on all stakeholders of the decisions and actions that they take. Where possible, decisions are carefully discussed with

affected groups and are, therefore, fully understood and supported when taken.

SECTION 172 STATEMENT CONTINUED

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GOVERNANCE FiNANCiAl StAtemeNtS otHer iNFormAtioN

Dear shareholder,

I am pleased to present the Nominations

Committee report for the year ended

31 December 2025. I would like to set out

clearly how your Board views the role of this

Committee. We understand the importance

of Board skills, knowledge, and diversity

of experiences in order to deliver the

Group’s strategy, and that good corporate

governance is an essential element in

helping to build a successful business in

a sustainable manner. As a Nominations

Committee, we have faced a dynamic set

of circumstances this year. Consequently,

our focus has been on securing the right

leadership to navigate the current trading

environment to ensure the continued ability

of the Group to compete effectively.

Leadership transition

The primary focus for the Nominations Committee

in 2025 was the leadership of the Executive team.

As reported last year, Pete Redfern joined the

business in September 2024 and, regrettably, Pete

then tendered his resignation in March 2025 due to

ill health. Following this unexpected development,

the Committee acted decisively to secure strong

leadership. We recognised that, in the current

market, the Group required a leader with deep

merchanting experience and operational strength. I

revisited the role brief with the Board, and we agreed

that, given my own background as Chair, we had the

scope to prioritise deep sector expertise.

We engaged Russell Reynolds Associates to

conduct a comprehensive review of the market.

In tandem, I leveraged my own knowledge of the

sector to identify potential candidates. This rigorous

process produced a strong shortlist, which included

candidates from the previous recruitment exercise

and new market entrants. All Directors met with the

final shortlist of candidates.

I am delighted to report that this process resulted in

the appointment of Gavin Slark as our new Group

Chief Executive Officer (“CEO”). The Nominations

Committee recommended Gavin to the Board

based on his excellent merchanting experience,

having previously served as CEO of BSS plc,

Grafton Group plc, and SIG plc. Gavin brings a

wealth of industrial experience and a track record of

operational delivery. I am very satisfied that he is an

excellent cultural fit for the business and the Board.

His appointment will be instrumental in driving our

operational improvement and trading focus in 2026

and beyond.

Committee membership and role changes

There have been a few changes to the composition

of the Committee during the year to support our

evolving needs.

Jez Maiden served as Interim Chair of the Board

until 1 February 2025 and of the Nominations

Committee until 1 April 2025. Jez was replaced in

each case by myself. Jez has subsequently taken

on the role of Interim Chair of the Remuneration

Committee as of 21 October 2025. Jez’s

contributions continue to be of great value to

the Board.

Louise Hardy stepped down from her interim role

as a member of the Nominations Committee, and

temporarily from her role as Chair of the Remuneration

Committee on 21 October 2025. I thank her for her

additional service on the Nominations Committee

during the busy transition period. I also thank Louise

for her continuing contribution as a member of the

Remuneration Committee.

Process for Board appointments

The appointment of Gavin Slark followed the

Nominations Committee’s formal, rigorous, and

transparent procedure. This includes the following:

Skills Assessment: Agreeing the key skills (in this

case, merchanting and operational rigour) required

for the role.

Search: Engaging independent search consultants

(Russell Reynolds).

Assessment: Long-listing and short-listing based on

merit and objective criteria, followed by interviews

with all Directors and psychometric testing.

Recommendation: Recommending the preferred

candidate to the Board.

Disclosure on Search Consultants: During the year,

the Nominations Committee used the services of

Russell Reynolds. Russell Reynolds held a prior

engagement regarding the appointment of Pete

Redfern but the Directors have no other connection

with Russell Reynolds.

NOMINATIONS COMMITTEE REPORT

Geoff Drabble

Chair, Nominations Committee

16 March 2026

2025 focus areas

• CEO Recruitment

• Development of a new strategy

• Managed Board and Executive

succession planning

Number of meetings during 2025

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Travis Perkins plc Annual Report and Accounts 2025

Diversity and inclusion

Board diversity policy

The Nominations Committee has a key role to promote and set targets for appropriate ethnic and gender

diversity at Board and senior management levels. Disclosure Guidance and Transparency Rule (“DTR”)

7.2.8AR requires the disclosure of the diversity policy applied to a board and its remuneration, audit and

nomination committees. It has always been the Company’s broad approach to seek diversity in all senses,

including age, gender, ethnic and social backgrounds, sexual orientation, disability and experience, with the

aim of fostering a culture of inclusion. This remains the approach in all the activities of the Board and its

Committees. In light of DTR 7.2.8AR, the Board has approved and adopted a formal diversity policy, which

can be found in the Governance section on the Company’s website.

The FTSE Women Leaders Review (“FWLR”) recommends that boards should comprise 40% female

directors, with a female in at least one of the roles of Chair, Senior Independent Director, CEO or CFO, and

that, by the end of 2025, 40% of the leadership team should be female. In accordance with UK Listing Rules

6.6.6R(9), the Group acknowledges that as at 31 December 2025, it has not met the targets that at least

40% of the Board are women or that at least one of the senior Board positions is held by a woman. While

the Board supports the FWLR’s aim, the October 2025 review of diversity data noted that while the Board

gender diversity gap remains, the representation increase in 2025 at the Group Leadership Team (“G LT ”)

and G LT +1 levels is encouraging (see page 35 for further gender diversity detail). The Group is committed

to building an inclusive environment and will continue to monitor its progress towards increasing the relative

number of women in senior management positions and ensuring a diverse pipeline for the future.

Regarding ethnic diversity, the Parker Review has recommended that FTSE 250 companies should have

at least one director who identifies as minority ethnic, a recommendation the Board has met. The Group’s

current ethnic diversity amongst its leadership team is low. As such, in line with the Parker Review’s latest

recommendations, the Group has set a target for 7% of its leadership team (G LT and G LT +1 levels) to be

from minority ethnic backgrounds by the end of 2027.

The disclosures required to be made by UK Listing Rule (“UKLR”) 6.6.6R(9) are included in the information

set out above.

The following tables are included in accordance with UKLR 6.6.6R(10) in the format prescribed by that rule

and set out in UKLR 6 Annex 1. In accordance with UKLR 6.6.6R(11), it is confirmed that the Group used

data gathered through self-identification (on recruitment and/or by periodic questionnaire) and held on the

corporate record for the purposes of making the disclosures in accordance with UKLR 6.6.6R(9) and (10).

Gender identity (at 31 December 2025)

Gender

No. of Board

members

% of the

Board

No. of senior

positions on the Board

No. in executive

management

% of executive

management

Men 5 71 4 5 71

Women 2 29 – 2 29

Not specified/prefer not to say – – – – –

Ethnic background (at 31 December 2025)

Ethnicity

No. of Board

members

% of the

Board

No. of senior

positions on the Board

No. in executive

management

% of executive

management

White British/Other White

(including minority-White

groups)

6 86 4 5 71

Mixed/Multiple ethnic groups – – – – –

Asian/Asian British 1 14 – 1 14.5

Black/African/Caribbean/Black

British

– – – – –

Other ethnic groups, including

Arab

– – – – –

Not specified/prefer not to say – – – 1 14.5

Board performance review

Your Board understands that regular performance review is vital for high performance. Under the UK

Corporate Governance Code, an externally facilitated board performance review is typically required every

three years. The last external review was technically due in 2025. However, given the significant changes

to the Board during the year, including my own start as Chair from 1 February, the unexpected departure of

the CEO in March and the recruitment of a new CEO, the Committee determined that the most value would

be derived from deferring the external performance review until 2026. This decision allows the new Board

team time to develop working relationships and focus on our immediate strategic priorities without the

disruption of an external review process during a critical transition. Instead, an internal review was conducted

in November–December 2025, utilising a questionnaire facilitated by the Company Secretary, to assess our

performance against the UK Corporate Governance Code and our duties under s172 of the Companies Act.

The review highlighted a clear distinction between our handling of immediate challenges versus our

long-term focus:

NOMINATIONS COMMITTEE REPORT CONTINUED

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GOvERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

• Resilience and decisiveness: The Board was rated highly for its “decisiveness and resilience” during a

difficult period. This confirms that our governance structures held up well under the pressure of the

leadership transition and trading headwinds.

• Tactical vs. strategic balance: The review identified that our focus in 2025 was heavily weighted toward

tactical focus to support management through the leadership transition. With the new CEO in place,

shifting this balance is our primary objective for 2026.

• Information flow: The arrival of our new CEO will also allow us to normalise the approach to ensuring

the quality and timeliness of information supplied to the Board.

These findings are also reflected in the 2026 workplan (see “Looking forward”).

The Senior Independent Director has separately obtained feedback from the Directors regarding Chair

effectiveness during 2025.

Review of 2025 focus areas

Last year, the Committee set out specific areas of focus. Our progress is summarised below.

2025 focus area Progress and outcomes

CEO recruitment Completed. The search was successfully concluded with the appointment of Gavin

Slark, bringing deep sector expertise to the Group.

Development of a

new strategy

In Progress. With the leadership team now in place, the Board is actively reviewing

the strategic direction, with a renewed focus on core merchanting and operational

efficiency.

Managed Board and

Executive succession

planning

Ongoing. The Committee reviewed the Board Skills Matrix in October, identifying

a need to bolster merchanting experience, which the CEO appointment addresses.

The Committee expects to now shift some of its focus to succession planning at

the G LT level.

Looking forward

Our key priorities over the next 12 months will be to:

• Oversee the integration of our new CEO and ensure a smooth transition of leadership to drive the

business forward.

• Keep under review our leadership needs to ensure the continued ability of the Group to compete

effectively in a challenging marketplace.

• Succession planning, including below Board level, to support operational improvement and drive the

diversity agenda through our internal talent pipelines, specifically reviewing the roadmap to our diversity

targets.

I look forward to welcoming you to the Annual General Meeting and answering any questions you may have

regarding the work of the Nominations Committee.

Geoff Drabble

Chair, Nominations Committee

16 March 2026

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Travis Perkins plc Annual Report and Accounts 2025

Dear shareholder,

I am pleased to present the Audit

Committee’s report for the year ended

31 December 2025. The report details our

work in fulfilling the Committee’s oversight

mandate, focusing on: integrity of financial

reporting, effectiveness of internal controls

and risk management, and oversight of the

external and internal audit functions. I will

be available at the Annual General Meeting

for questions.

Audit Committee membership and

attendance

The members were Heath Drewett, Jora Gill and

Jez Maiden.

All are independent Non-executive Directors,

meeting the requirements of Provision 24 of the

UK Corporate Governance Code 2024 (“Code”)

for financial experience and sector competence

(see biographies on pages 62 to 63).

Provision 24 also requires the Board Chair not

to be on the Committee. Jez Maiden served as a

member, while also Interim Chair of the Board for

the first month of 2025. This temporary overlap

was considered in the Company’s best interest,

given his experience. No Audit Committee meetings

were held in this period. Geoff Drabble assumed the

role of Board Chair on 1 February 2025, when Jez

stepped down as Interim Chair.

The Committee held four meetings in 2025.

Attendance is detailed in the Corporate Governance

report on page 66. Other attendees included the

Chair of the Board, CFO, General Counsel and

Company Secretary, Group Financial Controller*,

Head of External Reporting, the Head of Internal

Audit and Risk*, and the lead audit partner*. Other

NEDs attended the February meeting for the

principal/emerging risks review. The Committee

met separately with Internal Audit and the

external auditor, and management (without the

external auditor).

Role of the Audit Committee

The Audit Committee assists the Board in its

oversight responsibilities under the Code:

• Financial integrity: Monitoring the integrity of the

Company’s financial statements and significant

reporting judgements

• Controls and risk: Overseeing internal financial

controls and risk management, supporting the

Board’s review and declaration of effectiveness,

and preparation for future declarations in line

with Code reform

• Internal Audit: Monitoring Internal Audit

effectiveness, approving its annual plan and

charter

• External Audit: Reviewing the external auditor’s

independence, objectivity, and effectiveness

Work of the Audit Committee

The Audit Committee is satisfied it received

sufficient and timely information from management,

Internal Audit and the external auditor. Its

performance was confirmed as effective by the

Board Effectiveness Review. Our 2025 agenda was

proactive, focusing on the following:

• Internal Controls and Governance Reform:

Dedicated time at each meeting was spent

reviewing preparatory work for strengthened

reporting, including scope/materiality; Q4

included a focused review of financial and IT

general controls to build the foundation for the

Board’s declaration of effectiveness

• Financial Systems: A post-implementation

review of Oracle Financials was conducted in Q2

• Audit Planning: We reviewed the external audit

plan and updates on annual impairment testing

Heath Drewett

Chair, Audit Committee

16 March 2026

2025 focus areas

• Monitoring the integrity of financial

statements and other external financial

announcements

• Assessment of effectiveness and

maturity of risk management and

internal control

Number of meetings during 2025

AUDIT COMMITTEE REPORT

* and members of their respective teams

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The following table summarises the main business matters covered at each of the four meetings in 2025:

Q1 (March 2025)

• 2024 year-end accounting*

• External audit report 2024

• Review of internal controls

• Review of principal and emerging risks

• Content of 2024 Annual Report and Accounts, and the press release regarding the

2024 financial results

Q2 (May 2025)

• Response to UK governance reform (scope/materiality of controls)

• Post-implementation review (Oracle Financials)

• External audit plan (half-year review plan)

• Review of external auditor performance/effectiveness

Q3 (July 2025)

• 2025 half-year accounting*

• External audit report (findings from half-year review, year-end audit plan/

independence)

• Review of principal and emerging risks

• Response to UK governance reform (further activity)

Q4 (November 2025)

• Response to UK governance reform (financial and IT general controls)

• External audit report (update on year-end audit plan, progress/findings)

• Updates on annual impairment testing/significant accounting matters

• Effectiveness assessment/reapproval of Internal Audit charter/plan 2026

• Review of Audit Committee terms of reference

* In considering accounting for both the year-end and the half year, the Audit Committee focused on

accounting policies and compliance with accounting standards, going concern and viability assumptions,

and significant financial reporting estimates and judgements.

• Standing Agenda Items (reviewed at each meeting): Non-audit fees, Internal Audit Plan/reports/

implementation, Operational Compliance Support, Procedures to prevent fraud (from Q3),

Whistleblowing (Q1–Q3; the final quarterly report was made to the Board in December 2025).

The Board is updated on key matters and recommendations following each Audit Committee meeting.

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Travis Perkins plc Annual Report and Accounts 2025

AUDIT COMMITTEE REPORT CONTINUED

Significant issues related to the financial statements

In fulfilling its responsibility for monitoring the integrity of the financial statements, the Audit Committee assessed the adoption of suitable accounting policies and the appropriateness of management’s key judgements

and estimates for the year ended 31 December 2025. The table below summarises the most significant judgement areas considered. For each, the Audit Committee reviewed management papers, challenged

assumptions, sought clarifications, and reviewed supporting reports from both Internal Audit and the external auditor. This comprehensive due diligence provided the basis for the Audit Committee’s conclusion on

the financial statements.

Area Issue and nature of judgement Factors considered and conclusions reached

The carrying

value of

goodwill and

other assets

The Group balance sheet contains £786.7m of goodwill and other intangible assets

and £1,167.8m of tangible fixed assets and right-of-use assets.

The Directors are required to determine annually whether those assets have suffered

any impairment. They do so by comparing the present value of future cash flows

for each cash-generating unit with the carrying value of assets. In addition, the

Company balance sheet contains £2,443m of investments. The Directors compare

the net present values of future cash flows from each investment to the carrying

value of the investment in the balance sheet. The calculations undertaken to help

arrive at a conclusion incorporate a consideration of the risks associated with each

cash generating unit and are based upon forecasts of their long-term future cash

flows, which by their nature require judgement to be exercised and are subject to

considerable uncertainty.

The cash flow forecasts used for impairment considerations are prepared from the strategic business plans presented

to, and approved by, the Board of Directors annually. Management presented the Committee with papers setting out the

results of the work done, the assumptions made and the conclusions reached. They explained to the Committee how the

cash flow and discount rate calculations were prepared, the key assumptions and judgements that were made and how

sensitive those cash flows were to changes in the key assumptions. After reviewing management’s papers and obtaining

further explanation where necessary, the Committee concluded that management had taken a consistent, balanced and

reasoned approach to preparing its calculations and that the judgements made were acceptable. It noted that the value-

in-use models used by management showed that all material cash generating units had significant headroom, except

for Toolstation Benelux, CCF and certain branches in the Merchanting segment for which impairments have been

recognised and except for Travis Perkins General Merchant, Keyline and TF Solutions for which sensitivity disclosures

have been included in the financial statements. The Committee concurred with the £216.5m impairment recognised.

The Committee also discussed the calculations supporting the carrying value of investments held by the Company and

concurred with management’s conclusions.

Further information is given in the financial statements (note 9 – Goodwill and other intangible assets and

note 28 – Impairment).

Inventory

Provision

The Group balance sheet contains £666.9m of inventory, which consists of a

provision of £23.5m.

The valuation of the Inventory Provision is calculated in-line with IAS 2 – Inventories.

The Directors are required to write down inventory to the lower of cost and net

realisable value (“NRV”). The estimation involved is in relation to the valuation of the

NRV of inventory items.

Management presented the Committee with papers setting out the results of the work done, the assumptions made and

the conclusions reached with respect to the inventory provision.

After reviewing these papers and obtaining further explanation where necessary, the Committee concluded that

management had taken a consistent, balanced and reasoned approach to preparing its calculations and made

acceptable judgements.

Further information is given in the financial statements (note 12 – Inventories).

Risk management and internal controls

The Audit Committee maintained an ongoing review of the effectiveness of the Group’s risk management and internal controls during 2025, in line with the expectations of Provision 29 of the 2018 UK Corporate

Governance Code, and concluded that, overall, they remain effective.

The Audit Committee’s monitoring activities for the year, which informed this conclusion, included deep-dive reviews of specific control environments such as the post-implementation review of Oracle Financials in Q2

and a review of the gap analysis of the Group’s IT General Controls in Q4. Furthermore, throughout 2025 the Audit Committee monitored the effectiveness of non-financial controls through Internal Audit reports. This

monitoring process was effective in identifying necessary improvements, with progress to be reviewed during 2026.

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In parallel with this current year review, the Audit

Committee supported preparation for future

declarations of effectiveness by the Board for

financial years beginning on or after 1 January 2026

under Provision 29 of the 2024 UK Corporate

Governance Code. This structured programme of

review included endorsing the Group’s framework

for determining “materiality”, ensuring the scope

extended beyond financial reporting to encompass

critical operational and compliance controls linked

to Principal Risks such as Cyber Security and

Health and Safety. The Audit Committee also

oversaw Management’s work to map these material

controls, establishing clear ownership within core

support functions. These preparatory steps ensure

the control environment is sufficiently mature to

support future Board declarations of effectiveness.

Internal audit

The Audit Committee monitors the effectiveness

of the Internal Audit function. Our key oversight

actions included:

• Reviewing and approving the Internal Audit

Charter and Plan for 2026 (Q4)

• Reviewing reports on control effectiveness

and following up on management action to

implement recommendations (throughout

the year)

• Meeting separately with the Head of Internal

Audit and Risk without management

The Audit Committee is satisfied the Internal Audit

function is effective, well-resourced and maintains

the appropriate standing within the Group.

External auditor

The Audit Committee oversees the relationship

with the Group’s external auditor, Deloitte LLP, in

accordance with Principle O and Provision 28 of

the Code. The Audit Committee discharges its

responsibilities regarding the external auditor in

accordance with the Financial Reporting Council’s

Audit Committees and the External Audit: Minimum

Standard (“FRC Minimum Standard”). The Audit

Committee confirms that the Company has complied

with the provisions of the Statutory Audit Services for

Large Companies Market Investigation (Mandatory

Use of Competitive Tender Processes and Audit

Committee Responsibilities) Order 2014. Following

our oversight of the retender in 2024, Deloitte LLP

was appointed as the Group’s external auditor at the

2025 AGM. There are no contractual restrictions on

the Group with regard to this appointment. Since

appointment, the individual lead audit engagement

partner for Deloitte LLP has been Jane Makrakis.

To meet the specific requirements of the

FRC Minimum Standard in 2025, the Audit

Committee facilitated unhindered access and

open communication, holding regular private

meetings with the external auditor. The Audit

Committee formally assessed the effectiveness of

the outgoing auditor (KPMG) in Q2, and assessed

the effectiveness of the current external auditor

(Deloitte) in connection with the review of the

year-end audit plan in Q4. The Audit Committee

also reviewed the current external auditor’s system

of quality management, noting its response to the

latest FRC Audit Quality Inspection report.

1 The FRC asked the Company to make clear in this report that the review was based solely on the Company’s 2024 Annual Report and Accounts and that the FRC does not benefit from detailed knowledge of the Company’s business or an understanding of the underlying transactions entered into; the review

was, however, conducted by staff of the FRC who have an understanding of the relevant legal and accounting framework. The FRC provides no assurance that the Company’s 2024 Annual Report and Accounts are correct in all material respects; the FRC’s role is not to verify the information provided to it but

to consider compliance with reporting requirements. The FRC (which includes its officers, employees and agents) accepts no liability for reliance on its letter by the Company or any third party, including but not limited to investors and shareholders.

The Audit Committee actively invited and

responded to external auditor challenge, for example

regarding the previously described analysis of the

Group’s IT General Controls, to which the external

auditor contributed. The Audit Committee reviewed

the external auditor’s independence and objectivity,

including by ongoing monitoring of non-audit fees

at every meeting. Our formal policy on non-audit

services safeguards independence, with only the

interim review approved in 2025 (see below). The

CFO reports to the Audit Committee on fees for

non-audit services payable to the external auditor at

every meeting. During the year, the external auditor

was paid £2.8m (2024: £3.1m) for audit-related

work and £0.1m (2024: £0.1m) for non-audit work.

Non-audit work related to the review of the Group’s

interim financial statements. Fees for non-audit

work were 2% (2024: 3%) of fees for audit-related

work. The total fees paid by the Group to Deloitte

LLP in 2025 represent 0.1% of Deloitte LLP’s UK fee

income. In addition, £1.1m (2024: £2.9m) of fees

were paid to other accounting firms for

non-audit work.

The Audit Committee is satisfied that the non-audit

fees payable to the external auditor in relation to

2025 do not exceed 70% of the average of the

current and previous two years’ audit fees.

Financial Reporting Council

During 2025, the Audit Committee monitored the

Group’s engagement with external stakeholders

relevant to the Audit Committee’s areas of oversight,

including the Financial Reporting Council (“FRC”).

Engagement with the FRC included a limited

scope review of the supplier finance arrangements

disclosures in the Company’s 2024 Annual Report

and Accounts. This review was conducted by the

FRC in accordance with Part 2 of the FRC Corporate

Reporting Review Operating Procedures. The FRC

also carried out a separate review of the Company’s

reporting against certain principles and provisions of

the 2018 UK Corporate Governance Code.

The FRC was pleased to inform the Company by

letter in October 2025 that no queries arose based

on the review

In preparing the Group’s Annual Report and Accounts,

the Group responds to the recommendations of

the FRC made through its reviews of corporate

reporting and its thematic reviews of specific areas

of corporate reporting. We were pleased to note

that in its Annual Review of Corporate Governance

Reporting, analysing reporting trends and practices

among 100 UK-listed companies against the 2018

UK Corporate Governance Code for the last time,

the FRC noted that the risk disclosures made by the

Company in the 2024 Annual Report and Accounts

were a good example of meaningful explanations in

corporate governance reporting.

Heath Drewett

Chair, Audit Committee

16 March 2026

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Travis Perkins plc Annual Report and Accounts 2025

Dear shareholder,

As Interim Chair of the Remuneration

Committee, I am pleased to present the

2025 Directors’ remuneration report.

Background

The year under review was characterised by

continuing macroeconomic uncertainty and weak

demand across most of our markets. At the same

time, we had leadership changes across the Group

arising as a result of the ill health of our former

Chief Executive. This contributed to a challenging

year for Travis Perkins but one in which the actions

we have taken resulted in positive momentum

being generated across the year. Whilst our adjusted

operating profit for the full year was over 12% lower

than 2024, the positive sales momentum in the

second half of 2025 resulted in full year revenue

being only marginally down, by 1%, with continued

focus on cash generation delivering strong full

year adjusted operating cash flow of £265m. This

exceeded our internal plans set at the start of

the year. We enter 2026 with a solid platform for

renewed delivery under our recently arrived Chief

Executive Officer, Gavin Slark.

2025 incentive outcomes

Annual bonus

Following the departure of our former Chief

Executive during the year, our Chief Financial Officer

was the sole Executive Director eligible to receive a

bonus for 2025. The bonus targets set at the start

of the year were 75% based on adjusted operating

profit and 25% on adjusted operating cash flow. In

light of the challenging conditions during the year,

the profit performance was below the threshold

target set at the start of the year and so no bonus

was earned for this element. However, the strong

adjusted operating cash flow result exceeded the

maximum target and resulted in the maximum

bonus being earned for this part of the plan,

equating to a bonus payable of 45% of salary, out

of the 180% of salary possible.

The Remuneration Committee reviewed the

bonus outcome in relation to the Chief Financial

Officer and decided to confirm the bonus award

and that no use of discretion was required. This

assessment was made with reference to the scale

of overachievement versus target for the cash

measure and in the context of no bonus awards

being approved for Executive Directors since 2021,

with downward discretion having been applied by

the Committee in each of the past three years to

reduce award levels to zero. 50% of the bonus

earned by the Chief Financial Officer will be

deferred as shares for three years.

Restricted Share Plan (2023 and 2021 awards)

Neither our current Chief Financial Officer nor our

former Chief Executive Officer were eligible for

vesting under the Company’s long-term incentive

plans in the year ending 31 December 2025.

However, former Executive Directors were eligible

for up to 75% of the 2023 Restricted Share Plan

(“RSP”) award vesting and 25% of the 2021 RSP

award vesting subject to an assessment against

the relevant performance underpins that applied

to each award.

The underpins that applied to each award were

(i) average adjusted return on capital employed

of at least 9% over the underpin period and (ii)

satisfactory governance performance including

no ESG issues that caused material reputational

damage to the Group over the underpin period. With

regard to the 2023 RSP award, the average adjusted

return on capital employed over the three year

period ending 31 December 2025 was 6.1% and so

below 9%. As a result, the Committee concluded

that the 75% of this award that was eligible to vest

would instead lapse. In reaching this conclusion,

the Committee considered both the absolute level

of adjusted return on capital employed delivered

over the period, in addition to broader factors such

as wider performance delivery over the past three

years. This treatment was in line with vesting of the

2022 RSP award in the prior year.

With regard to the 2021 RSP award, the average

adjusted return on capital employed over the five

year period ending 31 December 2025 was 9.5%

and so this underpin was met. Given the Committee

concluded that there had been satisfactory

governance performance including no ESG issues

that caused material reputational damage to the

period ending 17 March 2026, it approved the

vesting of this award to a former Executive Director.

Leadership changes

The Group experienced a second year of leadership

transition during 2025, with key changes to the

Board at both Executive Director and Non-Executive

Director level. Pete Redfern, who joined the Group

as Chief Executive on 16 September 2024, stepped

down as Chief Executive and from the Board

on 10 March 2025 due to ill health. Given the

circumstances of leaving, he did not serve his notice

period and did not receive any payment in lieu of

notice. He did not receive a bonus in relation to

2025 and he did not receive a long-term incentive

award in 2025. However, as a result of his leaving

being classified as a ‘good leaver’ under the RSP,

he retained his award under the 2024 RSP which

will remain capable of vesting in 2027, subject to

assessment of applicable performance underpins

by the Remuneration Committee and a pro-rata

reduction to his departure date. A two year holding

DIRECTORS’ REMUNERATION REPORT

Jez Maiden

Interim Chair, Remuneration Committee

16 March 2026

2025 focus areas

• Introduction of Performance

Share Plan

• Amendment to the remuneration policy

• Appointment of Gavin Slark,

Chief Executive

• Departure of Pete Redfern, former

Chief Executive

Number of meetings during 2025

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period is applicable to any shares received on

exercise of this award following vesting and malus

and clawback provisions also apply.

Geoff Drabble was appointed Board Chair on

1 February 2025, with the annual fee set at

£350,000 from the date of appointment, reflecting

the expected time commitment of the role and the

calibre of the individual. Following the departure of

the CEO in March, Geoff assumed the leadership

reins and interim running of the business, as

Executive Chair, working closely with the Group

Leadership Team to ensure stability and continuity,

whilst leading the search for a permanent successor.

This was successfully concluded in May 2025

with the appointment of Gavin Slark as

Chief Executive, with Gavin joining the Group on

1 January 2026. In recognition of the significant

expansion of Geoff’s role and enhanced time

commitment required to operate as Executive

Chair prior to Gavin’s commencement in role,

Geoff’s annual fee was increased to £700,000

for the duration of his enhanced responsibilities.

This increase was at a discount to the former

Chief Executive’s base salary of £760,000 but

reflective of the expected time commitment of the

role at the time it was set. Geoff did not participate

in the Company’s incentive schemes. The all-

encompassing enhanced fee operated from

10 March 2025, reverting back to the original

Chair annual fee of £350,000 on 1 January 2026.

Gavin Slark joined the Group as Chief Executive

on 1 January 2026. His salary on appointment was

set at £760,000, this being the same level as his

predecessor and commensurate with his skills and

extensive leadership experience gained over many

years within the building materials and merchanting

industry, most recently as Chief Executive of SIG

plc and Grafton Group plc. Other aspects of his

remuneration are aligned with the Company’s

remuneration policy.

To facilitate Gavin’s appointment, it was necessary

to buy-out his Restricted Share awards forfeited

in connection with joining Travis Perkins. The buy-

out award will replace the 2023, 2024 and 2025

awards forfeited at his former employer SIG plc.

The number of shares forfeited will be converted

into Travis Perkins shares and vest three years

from grant subject to continued employment and

following the Remuneration Committee concluding

that it does not need to adjust the vesting outcome

should the SIG plc Remuneration Committee use its

discretion in relation to the applicable performance

underpins to lapse part or all of the in-flight share

awards. For completeness, the replacement award

is eligible to vest in full three years from grant,

as opposed to on the earlier normal vesting date

of each award comprised within the buyout, to

maximise the alignment between our new Chief

Executive and the Company’s shareholders.

Additionally, it is conditional for vested shares after

taxation arising from the award to be retained

towards meeting the shareholding requirement of

the remuneration policy, to the extent that this is

necessary.

As Senior Independent Director, I also operated

as Interim Chair from 1 June 2024 until Geoff

Drabble’s appointment as Chair on 1 February 2025.

I was subsequently appointed as Interim Chair of

the Remuneration Committee on 21 October 2025,

temporarily replacing Louise Hardy, who remains a

member of the Committee.

Implementation of remuneration policy

in 2026

The Committee has decided to implement the

Remuneration Policy broadly unchanged from

that applied in 2025, with the exception of a small

amendment to the weighting of bonus measures and

a review of performance targets, as set out below.

2026 salary review

The approach to this year’s annual salary review

was once again a difficult balance to strike. On

one hand, endeavouring to deliver pay awards

across all levels of the organisation that are fair

and as competitive as possible, whilst on the other,

managing affordability in the context of sustained

challenging business performance, an above

inflation increase to the National Living Wage and

higher employer National Insurance contributions,

amid rising employment costs generally. Whilst

inflation stabilised during 2025, it remained higher

and for longer than forecast, living costs remained

high relative to earnings for many colleagues, and

a key focus for the business continues to be to

ensure that lower earners receive a meaningful

pay uplift and that appropriate pay differentials are

maintained for colleagues working at different levels

across the Group. The majority of colleagues will

receive a salary increase above the rate of inflation

on 1 April 2026, whilst higher earners will receive a

salary increase of 2.5%. Entry-level colleagues and

apprentices are paid above the statutory minimum.

Taking into account current market conditions

and the approach to the pay review for the wider

workforce, the Remuneration Committee reviewed

the salaries of the Chief Executive and Chief

Financial Officer and determined that salary

increases of 2.5% would be applied with effect from

1 April 2026. This is consistent with the approach

taken for other management levels across the

Group. The Committee awarded the standard

rate of increase to the Chief Executive given his

appointment salary had been agreed some 11

months earlier.

Non-executive Directors’ fees were reviewed and

increased by 1.5% in April 2025, consistent with

the 2025 salary movement for Executive Directors.

The Chair’s fee was set on his appointment on

1 February 2025. The fees for Non-executive

Directors will next be reviewed in April 2026.

2026 bonus plan

The maximum annual bonus opportunities

applicable to both Executive Directors for 2026

is unchanged at 180% of salary. As was the case

in 2025, the annual bonus will remain subject to

a combination of adjusted operating profit and

adjusted cash performance targets. These are the

key metrics aligned with measuring the ongoing

success of delivering a turnaround of the business.

Adjusted operating profit has been chosen to

ensure that there is a continued focus on driving

revenue and managing costs to deliver profit to

shareholders. Adjusted operating cash flow is a key

measure for the Group to maximise the necessary

resources to invest and deliver long-term returns to

shareholders. These financial measures ensure the

business is focused on delivering top and bottom

line growth, while continuing to drive accountability

on efficient management of working capital and

disciplined capital expenditure.

The bonus measures for both Gavin Slark and

Duncan Cooper, as Chief Executive and Chief

Financial Officer respectively, will be weighted

80% on Group adjusted operating profit (excluding

property profits) and 20% on Group adjusted

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Travis Perkins plc Annual Report and Accounts 2025

operating cash flow. The bonus opportunity will

start accruing at a threshold performance level,

rising from 0% to 50% of maximum payout for

achieving target, with payouts on a straight-line

basis in between threshold and target, and target

and maximum.

2026 Performance Share Plan Awards

The 2025 AGM approved an amended

remuneration policy to replace the former RSP with

a Performance Share Plan (“PSP”). This will continue

in 2026. It is intended that the Executive Directors

will each receive awards at 250% of salary under

the Performance Share Plan in 2026, with a 2026

award at 250% of salary agreed in principle as part

of facilitating the recruitment of our Chief Executive.

The awards will be subject to three equally weighted

performance conditions, tested over a three year

performance period, that align to the overall focus

on sustainable value creation.

The performance metrics are adjusted ROCE,

which aligns with generating improved returns from

capital allocation decisions; adjusted EPS, which

aligns with consistent delivery of profitable growth

through improved operational delivery; and TSR,

which ensures there is a relative measure that will

only reward executives if there is outperformance

compared to the FTSE 250 Index (excluding

Investment Trusts). 25% of the award will vest on

the achievement of threshold performance, with

the full award vesting on the achievement of the

maximum performance target, with straight-line

vesting between threshold and maximum. The

targets for the 2026 awards are set out in the next

column with the performance ranges set for the

EPS and ROCE measures having been re-based

to reflect current market conditions, our internal

plans and external market expectations for our

future performance, over the three year period

from 2026 to 2028. They have been set to be at

least as challenging as the performance ranges

set in prior years allowing for current commercial

circumstances, providing realistic targets at the

lower end of the performance ranges and stretch

targets at the top end of the ranges. The Committee

is satisfied the target ranges are appropriately

stretching in light of these reference points and

given the current market context. The Committee

will review performance targets again prior to the

grant of the 2027 PSP award in the context of the

next three year cycle and outlook at that time.

• Adjusted EPS: threshold 45p and maximum 60p

• Adjusted ROCE: threshold 7.5% and maximum

9.5%

• Relative TSR: threshold at median and maximum

at upper quartile

Within the above parameters of setting

achievable yet stretching performance targets, the

Remuneration Committee has been cognisant that

the Group is in the early stage of turning around

an extended period of disappointing financial

performance and that a new leadership team

has been appointed over the last two years and

particularly in the last few months. Employee

retention, appropriate incentivisation and delivering

improved returns for shareholders have informed

the Committee in setting these PSP targets. With

a weak macroeconomic backdrop and continuing

challenging market conditions, the Group is focused

on self-help and winning through its market-leading

positions to drive financial returns. The targets set

this year for adjusted EPS and ROCE are below

those set in last year’s PSP award. However, the

EPS target will require a minimum of 50% increase

across the 3 years from 2025’s outturn, with an

above market consensus delivery for higher awards

and a doubling of adjusted EPS to achieve the

maximum award. Likewise, the ROCE targets have

been set using the same assumptions in relation to

the step change in profitability required for vesting

and so are equally challenging to the range of EPS

targets set. The Committee believes that these

targets are sufficiently stretching, whilst offering

genuine incentive for the management team under

our new CEO to perform.

In line with institutional investors’ best practice

expectations, at the time of testing performance

against the above conditions, the Remuneration

Committee will have the ability to adjust the vesting

outcome if it considers that the vesting level is not

reflective of the underlying performance of the

executive or the Group (e.g. in the event there was

a perceived windfall gain) or the vesting outcome

was not consistent with the overall experience of

shareholders or other stakeholders, having had

regard to the circumstances during the performance

period.

Shareholder engagement

At the start of 2025, the Committee undertook

an extensive consultation exercise in relation to a

reshaping of our approach to long-term incentives,

moving from the RSP to a PSP from 2025. The

Committee consulted with the majority of the

Group’s largest institutional shareholders and the

leading advisory agencies to explain and provide

context for the introduction of the PSP and detail

its operation for 2025. The feedback from these

investors regarding the replacement of the RSP

with a PSP was positively received by the vast

DIRECTORS’ REMUNERATION REPORT CONTINUED

majority, although some requested the Committee

reconsider the degree of stretch in the maximum

EPS target in the original proposal. As a result,

the Committee adjusted the original proposal to

increase the level of stretch and received over

95% support for the AGM resolution effecting the

change to our policy. The Committee was grateful

to shareholders for their support and remains open

to ongoing feedback in relation to our approach to

remuneration.

2026 Annual General Meeting

The Committee will submit this annual

remuneration report to the 2026 Annual General

Meeting, where it will be subject to an advisory

shareholder vote. I look forward to your support and

to answer any questions you may have.

Jez Maiden

Interim Chair of the Remuneration Committee

16 March 2026

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GOvERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

REMUNERATION IN 2025 – AT A GLANCE

2025 remuneration outcomes

Executive Directors Former Executive Directors

Duncan Cooper, CFO Pete Redfern, Former CEO

Element 2025 2024 2025 2024

Base salary £532,875 £525,000 £760,000 £760,000

(annualised from 1 April) +1.5% – – –

Annual bonus (% of maximum)

25% 0% – 0%

Restricted Share Plan (% of maximum) – 0% – 0%

Share ownership (% of salary) (as at 31 December,

or date of departure if earlier) 33% 39% 207% 269%

1 Pete Redfern was appointed Chief Executive and joined the Group on 16 September 2024 and stepped down from the Board and ceased

employment on 10 March 2025. He received no bonus award in relation to 2025 performance.

2 The total bonus award for Duncan Cooper equates to £238,908, representing 45% of his pro-rata base salary during 2025. 50% of this award

(£119,454) is paid in cash, whilst the remaining 50% is deferred into shares, vesting after 3 years.

PAY FOR PERFORMANCE IN 2025 – AT A GLANCE

The following table shows how performance has been measured under the annual bonus and long-term

incentive plans in 2025.

Ambition Strategic KPI Bonus weighting RSP weighting

Profit growth

Adjusted operating profit (before

property profits) 75% –

Turning profit into cash Adjusted operating cash flow 25% –

Delivery against

investments

Average Return on Capital Employed

(“ROCE") – Underpin

Governance

ESG measures and strong governance

framework – Underpin

Delivering value to

shareholders

Alignment to shareholder experience

through share price movement

– 100% (since awards are

made in shares)

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0% 25% 50% 75% 100%

% maximum achieved

DIRECTORS’ REMUNERATION REPORT CONTINUED

Annual bonus outcome for 2025: 25% of maximum

The maximum bonus opportunity for Executive Directors is 180% of salary. Half of the bonus earned is

deferred into shares for three years. Former CEO, Pete Redfern, was not eligible for a bonus award for

2025 performance. The Remuneration Committee approved the bonus award for Duncan Cooper.

RSP underpin performance for 2023–2025

Return on capital employed (“ROCE”)

Governance (including ESG)

One of two underpins achieved

RSP underpin performance for 2021–2025

Return on capital employed (“ROCE”)

Governance (including ESG)

Two of two underpins achieved

Annual bonus performance for 2025

Operating profit (0%)

Operating cash flow (100%)

One of two measures achieved

(worth up to 25% of maximum bonus opportunity)

Long-term incentive plan outcome for the 2023 RSP awards: Committee discretion

applied to reduce vesting to 0%

The maximum Restricted Share Plan award for former Executive Directors Nick Roberts and Alan

Williams was 125% of base salary. 75% of this award was eligible to vest based on ROCE and governance

performance over three years. The ROCE underpin of an average of 9% over the performance period

was not met with actual average ROCE over the period being 6.1%. Performance against the governance

underpin which included no ESG issues causing the Company reputational damage during the relevant

period was assessed as satisfactory. In accordance with the terms of the underpin, as a result of the ROCE

underpin being missed, the Committee undertook an assessment to determine whether it was appropriate

to scale back the level of payout under the award. The Committee considered performance, and in

particular the level by which the ROCE underpin was missed, and determined that the first portion of the

2023 RSP award to former Executive Directors should not vest. The remaining 25% of the 2023 RSP

award remains subject to the performance underpins tested over a 5 year period.

Long-term incentive plan outcome for the 2021 RSP awards: 25% vesting

The maximum Restricted Share Plan award for former Executive Director Alan Williams was 125% of base

salary. 25% of this award was subject to a five year vesting period and was assessed based on ROCE and

governance performance over five years. The ROCE underpin of an average of 9% over the performance

period was met with actual average ROCE over the period being 9.5%. Performance against the governance

underpin which included no ESG issues causing the Company reputational damage during the relevant

period was assessed as satisfactory. As a result the Committee approved the vesting of this portion of the

2021 award. The balancing 75% of the award vested in full on 1 March 2024.

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GOvERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Historical bonus outcomes for the last 5 years vs Group adjusted operating profit

97%

25%

Bonus payment (% of max)

100 500

Group adjusted operating profit (£m)

80 400

£353m

60 300

£295m

40 200

£180m

£152m

£133m

20 100

0% 0% 0%

0 0

2021 2022 2023 2024 2025

% of max

Group adjusted operating profit

Historical LTIP vesting outcomes for the last 5 years

2024

2025

2024

0% – RSP underpin not met and discretion applied

0% – 2023 RSP underpins not met in full (related to 75% of award) and discretion applied)

RSP

100% – RSP underpins met

100% – 2021 RSP underpins met in full (related to 25% of award)

2023

PSP

2022

65% – PSP targets partially met

CIP

100% – CIP target met

2021

94% – PSP targets partially met

100% – CIP target met

0 20 40 60 80 100

% maximum achieved

The following charts illustrate how incentive outcomes for the Executive Directors have reflected performance over the past five years.

In accordance with the 2024 UK Corporate Governance Code, all annual bonus and long-term incentive awards are subject to malus (withholding of unvested awards) and clawback (recovery of paid or vested awards)

provisions. The Remuneration Committee may invoke these provisions in specific circumstances, which include:

• A material misstatement of the Group’s financial results

• An error in the calculation of a performance outcome or award vesting

• Gross misconduct by the participating individual

• Conduct resulting in significant reputational damage to the Group

• Corporate failure or insolvency

Period of application: Malus and clawback provisions apply for up to three years from the date of payment for the annual bonus, and for up to six years from the date of grant for long-term incentive awards.

The Committee considers these time periods appropriate as they represent a reasonable timeframe during which any of the specified circumstances or latent issues would typically come to light.

Application in 2025: The Committee confirms that no formal malus or clawback provisions were exercised during the financial year ended 31 December 2025. (Note: While the Committee exercised downward discretion

to lapse the 2023 RSP awards due to missed underpins, this was an exercise of standard performance discretion rather than the invocation of malus/clawback).

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DIRECTORS’ REMUNERATION REPORT CONTINUED

REMUNERATION POLICY REPORT

The Group’s current Directors’ remuneration

policy, which was approved at the AGM held

on 22 April 2024 and then amended by

resolution at the AGM held on 14 May 2025

to introduce the Performance Share Plan

replacing the Restricted Share Plan, can be

found in full on the Group’s website.

The principles of the Group’s amended

remuneration policy, which were developed taking

into account Provision 40 of the 2018 UK Corporate

Governance Code, are:

• Alignment to our culture, purpose and values

Remuneration arrangements are determined

taking into account the culture, purpose

and values of the Group, wider workforce

remuneration and emerging best practice as

well as ensuring there is robust governance

and compliance with the 2018 Corporate

Governance Code.

• Delivery of business strategy

Remuneration should support the execution of

the strategy and long-term decision-making,

contributing to the delivery of short and

long- term financial returns for shareholders.

Reward mechanisms should ensure that a

significant proportion of variable pay is delivered

in deferred shares, ensuring that executives

retain a meaningful personal stake in the Group’s

long-term success.

•

• Rewarding sustainable and consistent

performance

A significant proportion of executive

remuneration is delivered in variable pay that is

linked to business performance. Bonus and PSP

outcomes are linked to performance against a

limited number of measures, which are clearly

linked to our strategy and subject to stretching

but fair targets. Reward structures should also

reinforce the Company’s sustainability strategy

and ESG agenda where relevant and appropriate.

• Attraction, development and retention of talent

Total remuneration should be competitive,

fair and equitable, taking into account the

size and scope of the role, external market

practice as well as internal relativities and the

wider workforce context. The principles that

guide the approach to remuneration should be

consistent for all colleagues across the Group.

Reward structures should be clear, simple and

transparent so that colleagues understand the

value of their total remuneration and know how

to contribute to performance.

• Fair and balanced remuneration outcomes

Remuneration outcomes are reviewed in the

context of the shareholder experience, external

climate and wider workforce. The Committee

has the discretion to adjust reward outcomes to

ensure that pay appropriately reflects underlying

business performance and the wider context in

a consistent and responsible way. All colleagues

should be able to share in the success of the

Group through participation in both annual

bonus schemes and longer-term share plans.

• Management of risk

Malus, clawback and discretion provisions,

holding periods and shareholding guidelines,

including post-employment guidelines, should

be in place to create alignment with shareholders

and to mitigate reputational and other risk.

These principles apply across the Group. In addition

to a competitive base salary, colleagues also have

access to an extensive range of benefits, retirement

benefits, an all-colleague Sharesave scheme and

recognition awards.

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GOvERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

ANNUAL REMUNERATION REPORT

The following sets out the annual remuneration report for 2025, which includes a summary of the remuneration policy and how it is intended to be implemented in 2026. This report is subject to an advisory shareholder

vote at the 2026 AGM.

Implementation of the Directors’ remuneration policy in 2026

Executive Directors:

The following provides a summary of how the Group intends to implement the Policy during 2026.

Purpose and link to strategy

Individual maximum

opportunity in 2026 Performance measures and weighting in 2026 Operation in 2026

Base salary (increase of 2.5% for the CEO and CFO from 1 April 2026)

Core element of total package, essential to

support recruitment and retention of

high-calibre executives.

CEO: From 1 April 2026 £779,000

(From appointment: £760,000)

CFO: From 1 April 2026 £546,200

(From 1 April 2025: £532,875)

n/a The Remuneration Committee reviewed executive salaries and in line with the

approach taken for senior leaders across the Company increased base salaries

by 2.5%. The rate of increase at executive levels was below the budgeted rate of

increase applied to lower paid colleagues.

Benefits (no change)

Maintains a competitive package with a range of

benefits for the executive and their family.

n/a n/a Executive Directors continue to be entitled to benefits in line with the Policy, including

private medical insurance, income protection, annual leave, company car (or cash

alternative), life insurance of up to five times salary and participation in all-employee

share plans such as Sharesave and Buy As You Earn.

Pension (no change)

Helps executives provide for retirement and

aids retention.

10% of salary in line with the rate

available across the wider workforce.

n/a Executive Directors participate in a defined contribution arrangement or receive a

cash allowance.

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DIRECTORS’ REMUNERATION REPORT CONTINUED

Purpose and link to strategy

Individual maximum

opportunity in 2026 Performance measures and weighting in 2026 Operation in 2026

Annual bonus (minor change to weighting of measures)

Rewards achievement of annual performance

objectives.

Deferred element encourages

longer-term shareholding and aligns reward to

shareholder interests.

Malus and clawback based forfeiture provisions

discourage excessive risk taking and short-term

outlook, ensuring that executive and shareholder

interests are aligned.

Maximum annual bonus opportunity

of 180% of salary.

The 2026 annual bonus will be based on the following measures:

• 80% on adjusted operating profit (before property profits)

• 20% on adjusted operating cash flow

Adjusted operating profit has been chosen to ensure that there is a

continued focus on driving revenue and managing costs to deliver profit

to shareholders. Likewise, operating cash flow is a critical measure for the

business to ensure that we have the necessary resources to invest in the

business and return value to shareholders.

Targets are determined in relation to the Group’s budget.

For 2026, there is no bonus payment for threshold level of performance, 50% of

the bonus is payable for target performance, and maximum payment is made only

for performance in excess of the Group’s budget. Payouts between these points are

determined on a straight-line basis.

50% of bonus earned is deferred as shares that are held for three years.

Malus and clawback provisions apply up to three years from the date of award.

Bonus targets are considered to be commercially sensitive, and disclosure of such

may provide an unfair advantage to the Group’s competitors. However targets, and

the corresponding level of bonus earned, will be disclosed retrospectively in the

relevant reporting period.

Performance Share Plan (new targets set for adjusted EPS and adjusted ROCE performance conditions for 2026 awards)

Aligns participants with the shareholder

experience, whereby participants build up a

shareholding in Travis Perkins plc and are

incentivised to deliver sustainable financial

performance and enhance shareholder value

over the longer term.

Maximum annual award of 250% of

base salary.

For PSP awards granted in 2026, the performance conditions are

as follows:

• 33% on relative TSR, measured against the FTSE 250 excluding

Investment Trusts

• 33% on adjusted EPS

• 33% on adjusted ROCE

Targets for each performance condition are set out below:

• Adjusted EPS: threshold 45p and maximum 60p

• Adjusted ROCE: threshold 7.5% and maximum 9.5%

• Relative TSR: threshold at median and maximum at upper quartile

Any adjustments will be considered by the Remuneration Committee

on a case-by-case basis but could include, for example, acquisitions or

disposals, share buybacks or balance sheet events that materially impact

the Group’s gearing (or other factors at the Committee’s discretion).

25% of the award vests on the achievement of threshold performance, with the full

award vesting on achievement of the maximum performance target, with straight-

line vesting for performance between threshold and maximum.

Awards vest after three years, subject to a holding period of a further two years.

Malus and clawback provisions apply up to six years from the date of award.

Share ownership requirement

Aligns the interests of executives and

shareholders.

Executive Directors are required

to hold shares valued at 200%

of salary within five years of

appointment.

Executive Directors are also expected to maintain this level of shareholding (or their

actual shareholding if lower) for a period of two years after stepping down from

the Board.

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Non-executive Directors

Fees and benefits

• The Non-executive Director fees policy is to pay:

– a basic fee for membership of the Board.

– an additional fee to the Chair of a Committee and to the Senior Independent Director, taking into account the additional responsibilities and time commitment of the role.

– an additional fee to Non-executive Director undertaking the responsibility for workforce engagement and attending listening sessions with colleagues.

• The Non-executive Chair receives an all-inclusive fee for the role.

• Non-executive Directors do not receive any other benefits (other than a staff discount card for purchasing products) and are not eligible to join the Group’s pension scheme.

• The review date for Non-executive Directors’ fees is 1 April. Fees were last reviewed for increase by 1.5% with effect from 1 April 2025, in line with the approach for the wider workforce at the time. The annual fee for Geoff Drabble as Chair was set

at £350,000 on appointment on 1 February 2025.

• The current fees are as follows:

– Chair fee £350,000

– Non-executive Director basic fee £65,236

– Audit/Remuneration Committee Chair fee £17,773

– Senior Independent Director fee £13,068

– Stay Safe Committee Chair fee £12,545

– Workforce engagement fee £10,000

1 In recognition of the significant expansion of Geoff’s role and enhanced time commitment required to operate as Executive Chair until Gavin Slark’s appointment, Geoff’s fee was increased to £700,000 from 10 March 2025 for the duration of his enhanced responsibilities which concluded on 31 December 2025..

Remuneration elsewhere in the Group

The approach to setting reward for the wider workforce is guided by the same principles that apply to

executives, with a focus on attracting and retaining the best talent, competing within the industry sector

and against the local market, and ensuring that pay outcomes are fair and equitable. The salary review

process and incentive plan design are broadly consistent throughout the Group. A higher proportion of total

remuneration for Executive Directors and the Group Leadership Team is variable and linked to business

performance compared to the wider workforce.

The Group has prioritised its salary review budget on lower earners in recent years in recognition of

continuing cost of living challenges. The longer-term aim is to continue to work towards meeting the Real

Living Wage across the Group over time, whilst acknowledging the need to remain competitive at all levels in

the organisation and to protect fair and appropriate internal pay relativities reflective of the skills, capabilities

and experience of the workforce.

The Group’s wellbeing and benefit programmes are well established and provide comprehensive support to

colleagues and their families during the moments that matter. Benefits include pension, share acquisition

schemes, an employee assistance programme, recognition awards, discounts on Group products, an

extensive retailer discount programme and a range of health, wellbeing, financial and lifestyle benefits.

The take-up and use of benefits are closely monitored to assess the impact of cost of living pressures and

resources have been invested in further communications directly with colleagues, as well as through line

managers and offline communication methods such as driver handheld devices, to ensure that everyone is

aware of the support that is available. The benefits offering is regularly reviewed and has steadily expanded

over the past few years, with positive feedback from colleagues.

All colleagues based in the UK and the Netherlands also have the opportunity to participate in the

Sharesave plan, which allows colleagues to save towards acquiring shares in Travis Perkins plc at a

discounted option price. Senior leaders across the Group also receive long-term incentive awards.

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Travis Perkins plc Annual Report and Accounts 2025

Audited information

Single total figure of remuneration

£000

2025

Salary Benefits Pension Total fixed Bonus LT I Total variable Total

Executive Directors

Duncan Cooper 531 18 53 602 239 – 239 841

Former Executive Directors

Pete Redfern

148 17 15 180 – – – 180

Non-executive Directors

Marianne Culver 65 1 – 66 – – – 66

Geoff Drabble

611 10 – 621 – – – 621

Heath Drewett 83 1 – 84 – – – 84

Jora Gill 78 – – 78 – – – 78

Louise Hardy

87 1 – 88 – – – 88

Jez Maiden

102 – – 102 – – – 102

1 Pete Redfern was appointed Chief Executive and joined the Group on 16 September 2024 and stepped down from the Board and ceased employment on 10 March 2025. The figure disclosed under ‘Benefits includes’ £14,615 in relation to pay in lieu of accrued but untaken holiday at the time of his departure.

2 Geoff Drabble was appointed to the Board as Non-executive Director and Chair Designate on 1 October 2024. He took up the role of Chair on 1 February 2025. In recognition of the significant expansion of Geoff’s role and enhanced time commitment required to operate as Executive Chair prior to Gavin Slark

joining the Group, Geoff’s fee was increased to £700,000 on 10 March 2025 for the duration of his enhanced responsibilities which concluded on 31 December 2025. From 1 January 2026, upon Gavin commencing as CEO, Geoff’s pay reverted back to his Chair fee only.

3 Louise Hardy stepped down from her role as Chair of the Remuneration Committee on 21 October 2025 but remains a member of the Committee. Louise also simultaneously stepped down from her role as a member of the Nominations Committee.

4 Jez Maiden stood down as Interim Chair on 31 January 2025. Jez continued as Senior Independent Director and was subsequently appointed as Interim Chair of the Remuneration Committee on 21 October 2025.

DIRECTORS’ REMUNERATION REPORT CONTINUED

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Single total figure of remuneration continued

£000

2024

Salary Benefits Pension Total fixed Bonus LTI Other Total variable Total

Executive Directors

Duncan Cooper

514 17 51 582 0 – 196 196 778

Former Executive Directors

Pete Redfern

220 5 22 247 0 – – 0 247

Non-executive Directors

Marianne Culver 64 1 – 65 – – – – 65

Geoff Drabble

16 – – 16 – – – – 16

Heath Drewett 82 – – 82 – – – – 82

Jora Gill 77 1 – 78 – – – – 78

Louise Hardy 82 1 – 83 – – – – 83

Jez Maiden

219 1 – 220 – – – – 220

1 Pete Redfern was appointed Chief Executive and joined the Group on 16 September 2024 and stepped down from the Board and ceased employment on 10 March 2025.

2 Duncan Cooper was appointed Chief Financial Officer on 9 January 2004. The figure disclosed under “Other” for Duncan relates to LT I buy-out awards in respect of deferred bonus shares forfeited from his previous employer on appointment to the Group, which are not subject to performance conditions.

These have therefore been included in the single figure of remuneration in the year of grant valued based on the share price at the date of grant of £7.89.

3 Geoff Drabble was appointed to the Board as Non-executive Director and Chair Designate on 1 October 2024..

4 Jez Maiden was appointed to the Board as Senior Independent Director on 1 June 2023 and appointed as Interim Chair on 31 May 2024.

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Travis Perkins plc Annual Report and Accounts 2025

Explanatory notes for the single total figure of remuneration table

Salary

The salary for the CFO and the fees for the Non-executive Directors were increased by 1.5% on 1 April 2025.

Benefits

Benefits for 2025 for Pete Redfern and Duncan Cooper include private medical insurance and the provision of a company car and fuel (or allowance alternative).

Benefits for Non-executive Directors include the reimbursement of travel and subsistence expenses for the attendance at Board meetings and the associated tax gross up paid on their behalf where applicable.

Directors’ pension entitlements

Duncan Cooper receives 10% of salary, paid as a mix of pension contributions to the Group’s defined contribution pension scheme and a cash allowance. This was also provided to Pete Redfern until the date of his departure.

The value of Directors’ pension entitlements for the year ended 31 December 2025 (or the date of stepping down from the Board, if earlier) are outlined in the table below.

£ Pete Redfern Duncan Cooper

Pension value in the year from employer contributions to defined contribution scheme n/a £9,996

Pension value in year from cash allowance (salary supplement in place of employer pension contributions) £14,770 £43,095

Total pension benefit accrued £14,770 £53,091

Annual bonus for 2025

Annual bonus for the CFO in 2025 was based on adjusted operating profit (before property profits) (75%) and adjusted operating cash conversion (25%). The bonus was structured such that there was no payout for

below threshold performance, with 50% of maximum paying out for achieving target performance and 100% of bonus for achieving maximum levels of performance.

The following table summarises the bonus targets and achievement for 2025. This results in a bonus payout of 25% of maximum for the CFO. 50% of the bonus earned will be deferred as shares for three years:

Targets

Performance measure Weighting

Threshold

(0%)

Target

(50% bonus)

Maximum

(100% bonus)

Actual

performance

Achieved

(% of maximum)

Adjusted operating profit (before property profits) 75% £159m £177m £195m £123m 0%

Adjusted operating cash flow 25% £208m £231m £255m £265m 100%

Overall, the Committee considers that the remuneration policy has operated as it intended during 2025, and remuneration outcomes are appropriate in the context of performance, the approach to workforce incentives

and the wider stakeholder experience during the year.

DIRECTORS’ REMUNERATION REPORT CONTINUED

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Payments to past Directors and payments for loss of office

Nick Roberts

Nick Roberts stepped down from the Board and from his role as Chief Executive on 16 September 2024. In accordance with the remuneration policy, after he stepped down from the Board, Nick received salary (£167k),

pay in lieu of accrued but not taken holiday (£17k), benefits (£7k) and pension (£17k) in the 2025 financial year, until the end of his notice period on 27 March 2025. The first portion of Nick’s unvested 2023 RSP award

will lapse in March 2026.

Alan Williams

Alan Williams stepped down from the Board and retired as Chief Financial Officer on 9 January 2024 and his employment with the Group ceased on 31 January 2024. The first portion of Alan’s unvested 2023 RSP

award (75%) will lapse on 1 March 2026 and the final portion of his 2021 RSP award will vest as explained earlier in this report.

Pete Redfern

Pete Redfern stepped down as Chief Executive and from the Board on 10 March 2025 due to ill health. Given the circumstances of leaving, he did not serve his notice period and did not receive any payment in lieu of

notice. He did not receive a bonus in relation to 2025 and he did not receive a long-term incentive award in 2025.

However, as a result of his leaving being classified as a ‘good leaver’ under the Restricted Share Plan, he retained his award under the 2024 Restricted Share Plan which will remain capable of vesting in 2027, subject to

assessment of applicable performance underpins by the Remuneration Committee and a pro-rata reduction to his departure date (reducing the award to 17,536 shares). A two year holding period is applicable to any

shares received on exercise of this award following vesting and malus and clawback provisions also apply.

Share interests awarded during the financial year

Details of the performance share plan award granted to Duncan Cooper following shareholder approval at the 2025 AGM of the amendment to policy to replace the Restricted Share Plan with the Performance Share

Plan are set out below. Pete Redfern did not receive an award during 2025 prior to his cessation of employment.

2025 Long-term incentive awards

Date of award Type of award Basis Face value* Performance period

Duncan Cooper 19 June 2025 PSP (conditional

awards)

250% of salary £1,332,187

(214,592 shares at £6.208 per share)

1 January 2025 to 31 December 2027.

The award vests after three years, subject to the performance conditions. Shares that vest after three years

are subject to an additional two year holding period post vesting.

* Awards are determined based on the average share price over the three dealing days prior to the grant date. Awards are increased at each dividend payment date between grant and the end of the holding period, to reflect the dividends that would have been paid on the same number of vested shares. In the

case of a good leaver, the number of shares that vest will usually be reduced pro-rata to reflect the proportion of the vesting period that has passed up to the date of cessation of employment (awards lapse in the case of bad leavers).

Targets

Performance condition Weighting

Threshold

(25% vesting)

Maximum

(100% vesting)

Adjusted EPS (2027 final year) 33.33% 65p 80p

Adjusted ROCE (2027 final year) 33.33% 9% 10.5%

Relative TSR versus FTSE 250 excluding investment trusts 33.33% Median Upper quartile

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DIRECTORS’ REMUNERATION REPORT CONTINUED

2025 Deferred Share Bonus Plan (“DSBP”)

As no bonus was earned in respect of 2024, there will be no share awards under the Deferred Share Bonus Plan in 2025.

Directors’ shareholding and share interests – Executive Directors

Formal shareholding requirements apply to Executive Directors. The Committee may decide to scale back or withhold participation in long-term incentives if the requirements are not met or maintained. Executive

Directors are required to hold shares valued at 200% of salary within five years of appointment.

Directors’ shareholdings and share interests as at 31 December 2025 are outlined in the table below:

Executive Director

Beneficially

owned shares

Conditional shares

under PSP

Unvested

RSP options

Unvested unconditional

shares under DSBP

Unconditional options

under Sharesave

Vested but

unexercised options

Total

interests

Total interests which count

towards shareholding

requirement

Shareholding

(% of salary)

Pete Redfern 252,966 – 109,109 – – – 362,075 252,966 207%

Duncan Cooper 20,799 282,797 94,719 13,973 – – 412,288 28,205 33%

1 Includes ordinary shares beneficially held by the executive and their spouse/partner at 31 December 2025 for Duncan Cooper and at 10 March 2025, the date of stepping down from the Board, for Pete Redfern.

2 Includes outstanding awards made under the Performance Share Plan (PSP). Vesting is subject to the achievement of the performance conditions. In the case of Duncan Cooper, this also includes buy-out replacement awards in respect of performance share awards forfeited on leaving the previous employer.

Vesting is subject to the achievement of the original Crest Nicholson plc performance conditions in line with the original vesting and release schedule.

3 Includes outstanding awards made under the Restricted Share Plan (RSP). Vesting of these awards may be scaled back if one or more of the performance underpins is not met, subject to Remuneration Committee discretion. Pete Redfern’s 2024 RSP award was reduced pro-rata to 10 March 2025 following

cessation of employment resulting in 17,536 shares under award. This is in line with the leaver treatment disclosed in last year’s report.

4 Includes outstanding awards made under the Deferred Share Bonus Plan (DSBP), which are not subject to performance conditions. In the case of Duncan Cooper, this relates to buy-out replacement awards in respect of deferred share bonus awards forfeited on leaving his previous employer.

5 Interests qualifying towards the shareholding requirement comprise ordinary shares beneficially held at 31 December 2025 (or date of stepping down from the Board if earlier) by the executive and their spouse/partner and the post tax value (53%) of outstanding DSBP awards and any other share options

which have vested but have not been exercised.

6 Shareholding as a % of salary is calculated based on the Executive Director’s salary as at 31 December 2025 (or date of stepping down from the Board if earlier) and share price of £6.21, this being the average price across the final quarter of 2025.

During 2025 the following awards were exercised:

Duncan Cooper Exercise date Number of shares Price per share

Buy-out award 2022 Deferred bonus share plan 03 April 2025 11,105 £5.076

Director’s shareholding and share interests – Non-executive Directors

Non-executive Director

Beneficial shareholding

(as at 28 February 2026)

Beneficial shareholding

(as at 31 December 2025)

Beneficial shareholding

(as at 31 December 2024)

Geoff Drabble 31,109 31,109 31,109

Marianne Culver 728 728 728

Heath Drewett – – –

Jora Gill – – –

Louise Hardy – – –

Jez Maiden 1,000 1,000 1,000

There were no material changes in Directors’ share ownership between 31 December 2025 and 16 March 2026.

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Unaudited information

Service contracts

Each of the Executive Directors has a service contract, which will be available for inspection at the Annual

General Meeting or at the Group’s registered office. These contracts provide for six months’ notice from the

Directors and 12 months’ notice from the Group. They do not specify any particular level of compensation in

the event of termination or change of control. Details of the Group’s policy on payments in respect of loss of

office are provided in the Directors’ remuneration policy.

The dates Executive Directors service contracts were entered into are as follows:

• Gavin Slark – 1 January 2026

• Duncan Cooper – 9 January 2024

Non-executive Directors do not have a service contract, but each has received a letter of appointment, which

will be available for inspection at the Annual General Meeting or at the Group’s registered office.

Non-executive Directors’ and the Chair’s letters of appointment do not have expiry dates, however, other

than in the most exceptional circumstances, Non-executive Directors and the Chair of the Board will not

serve for more than nine years.

Director Expiry of appointment letter

Geoff Drabble October 2034

Marianne Culver November 2028

Heath Drewett May 2030

Jora Gill August 2030

Louise Hardy January 2032

Jez Maiden June 2032

In accordance with best practice, the Non-executive Directors stand for re-election annually.

No compensation is payable on termination of the employment of Non-executive Directors, which may be

with, or without, notice.

Funding of equity awards

Both executive incentive arrangements and entitlements under the HMRC approved all-colleague Sharesave

scheme are satisfied by shares purchased in the market. Shares purchased in the market are held by a trust

and the voting rights relating to the shares are exercisable by the Trustees in accordance with their fiduciary

duties. As at 31 December 2025, the Trust held 669,123 Travis Perkins plc shares.

Total shareholder return

250

150

100

Jan 16 Dec 16 Dec 17 Dec 18 Dec 19 Dec 20 Dec 21 Dec 22 Dec 23 Dec 25

Travis Perkins plc FTSE 350

200

Dec 24

Total shareholder return performance graph

For comparative purposes, the FTSE 350 index has been selected as this is the index of which the Group

was a member during the reporting year.

Total shareholder return (“TSR”) is rebased to 100 from 1 January 2016.

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DIRECTORS’ REMUNERATION REPORT CONTINUED

Historical CEO pay

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025

Single figure remuneration (£000) £2,575 £2,532 £2,258 £2,622 £696 £4,446 £1,905 £1,091 £802 £760

Annual bonus payout (% of maximum) 24% 72% 35% 89% – 97% 0% 0% 0% 0%

Vesting of Restricted Share Plan (% of maximum) – – – – – – – 100% 0% 0%

Vesting of Performance Share Plan (% of maximum) 54% 40% 40% 46% 40% 94% 65% – – –

Vesting of Co-Investment Plan (% of maximum) 97% 100% 100% 100% 100% 100% 100% – – –

Data for 2016-2018 relates to John Carter. Data for 2019 relates to both John Carter and Nick Roberts reflecting their tenure in the role of CEO during the year. Data for 2020-2023 relates to Nick Roberts. Data for 2024

relates to both Nick Roberts and Pete Redfern reflecting their tenure in the role of CEO during the year. Data for 2025 relates to both Pete Redfern as CEO until 10 March 2025 and Geoff Drabble from that date, acting as

Executive Chair for the remainder of the year.

CEO to all-employee pay ratio

The following table provides pay ratio data in respect of the CEO’s total remuneration compared to the 25th, 50th and 75th percentile employees.

Year Method

25th percentile

pay ratio

Median

pay ratio

75th percentile

pay ratio

2025 Option A 27 24 21

2024 Option A 30 27 22

2023 Option A 45 39 32

2022 Option A 79 69 56

2021 Option A 206 168 134

2020 Option A 37 30 23

2019 Option A 133 109 81

The employees used for the purposes of the table above, were identified on a full-time equivalent basis as at 31 December 2025. Option A was chosen as it is considered to be the most accurate way of identifying the

relevant employees. Employee pay includes salary, allowances, overtime, bonus, commission, benefits and share plan proceeds. For the purpose of the calculation, employee pay has been standardised to the equivalent of

a 40-hour working week and mid-year joiners and leavers have been excluded to ensure a like-for-like comparison from one year to the next.

The remuneration for the CEO for 2025 comprises the aggregate of remuneration for Pete Redfern as CEO until 10 March 2025 and the fees payable to Geoff Drabble for the remainder of the year when effectively

acting as Executive Chair for this period.

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The following table provides salary and total remuneration information in respect of the employees at each quartile:

Year Element of pay

25th percentile

employee

Median

employee

75th percentile

employee

2025 Salary £26,625 £29,263 £33,500

Total remuneration £28,516 £31,358 £36,865

The ratio is consistent with the Group’s wider policies on employee pay, reward and progression. There is a decrease in the CEO pay ratio for 2025. This reflects the fact that there was no bonus payout for 2025, no

long-term incentive value reported and the change in executive leadership during the year, with Geoff Drabble as Executive Chair receiving a fee that was set at a discount to the former CEO’s salary and no pension

entitlement. There are no changes attributable to changes in the Group’s employment model nor in the methodology used to calculate the ratio.

Change in remuneration of Directors

The following table sets out the year-on-year percentage change in remuneration for the Executive and Non-executive Directors relative to the wider workforce.

Percentage change in salary/fee earned Percentage change in bonus earned Percentage change in taxable benefits received

2025 2024 2023 2022 2021 2020 2025 2024 2023 2022 2021 2020 2025 2024 2023 2022 2021 2020

Comparative employee group

3.1% 5.9% 5.8% 5.2% 1.5% 1.7% 42.8% (10.8%) (72.9%) (74.8%) 69.0% (38.0%) 25.4% 5% 4% 13% (8.5%)

8.4%

Executive Directors

CFO – Duncan Cooper

3.3% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a 5.9% n/a n/a n/a n/a n/a

Former Executive Directors

CEO – Pete Redfern

3, 4

(32.7%) n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a (40.0%) n/a n/a n/a n/a n/a

Non-executive Directors

Geoff Drabble

3, 6

3718.2% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Marianne Culver 1.6% – 4.9% 1.7% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Heath Drewett

1.2% 1.2% 2.5% 71.7% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Jora Gill

– 1.3% 7.0% 184.0% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Louise Hardy 6.1% 27.7% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Jez Maiden

(53.4%) 386.7% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

1 The comparator group is all colleagues within the Merchanting and Toolstation businesses and central functions. Travis Perkins plc is a non-employing entity and so is not used for comparative purposes.

2 During 2021, the Group began to replace the company car fleet with a cash allowance. The reduction reflects the difference between the P11d value and the cash allowance.

3 Geoff Drabble, Pete Redfern and Duncan Cooper were appointed during 2024 and, therefore no prior-year comparison is shown for these Directors. Pete Redfern stepped down from the Board and ceased employment on 10 March 2025.

4 The change in remuneration for Pete Redfern for 2025 reflects the comparison between successive part years during his tenure as CEO between 16 September 2024 and 10 March 2025.

5 Jez Maiden was appointed Interim Chair for part of 2024 and the increase in his fees for 2024 reflects that appointment. Similarly, the decrease in his fees for 2025 is reflective of Jez stepping down as Interim Chair on 31 January 2025.

6 Geoff Drabble’s responsibilities expanded on 10 March 2025 and the increase in his fees for 2025 reflects this. The higher fees received in 2025 also reflect the comparison of a full year to a part year.

7 Heath Drewett and Jora Gill were appointed during 2021 and, therefore, the higher fees received in 2022 reflect the comparison of a full year to a part year.

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Relative importance of spend on pay

Capital expenditure is shown, for comparison, as an indicator of investment by the Group in future growth. It includes funds invested in the purchase of property, plant and equipment. Corporation tax is included as an

indicator of wider societal contribution facilitated by the Group’s operations and is the actual amount of corporation tax paid in the relevant reporting periods.

2025 2024

Distribution to shareholders 29 23

Capital expenditure 87 76

Corporation tax 22 21

Employee remuneration 655 640

Governance

During the year the Committee comprised Louise Hardy (Committee Chair until 21 October 2025, following which she remained a member of the Committee), Marianne Culver, Heath Drewett and, from 21 October 2025,

Jez Maiden as Interim Committee Chair. All members of the Committee were independent on appointment and remain so.

Korn Ferry were appointed by the Committee in December 2024 to provide independent advice on executive remuneration. Korn Ferry are founding members of the Remuneration Consultants Code of Conduct and

adhere to this Code in its dealings with the Committee. The Committee is satisfied that the advice provided by Korn Ferry is objective and independent. The Committee is comfortable that the Korn Ferry engagement

partner and team that provides remuneration advice to the Committee do not have connections with the Group or its Directors that may impair their independence. The Committee reviewed the potential for conflicts of

interest and judged that there were appropriate safeguards against such conflicts.

Korn Ferry provided additional services to the Group in relation to remuneration including support in developing and implementing remuneration proposals and compensation benchmarking. Fees are charged on a time

and materials basis. During the year Korn Ferry was paid £86,111 (excluding VAT) for advice provided to the Committee.

In addition Pete Redfern, Duncan Cooper and other members of executive management have assisted the Committee in its work and attended Committee meetings where appropriate. No individual is involved in the

setting of their own remuneration.

Responsibilities

The Remuneration Committee is responsible for developing and implementing the remuneration policy within the Group. It determines and agrees with the Board the policy for the remuneration and benefits of the Chair,

Executive Directors and Group Leadership Team members and other senior executives. The Committee also oversees the administration of the Group’s share plans. The Committee’s terms of reference are available on

the Travis Perkins plc website (www.travisperkinsplc.co.uk) or on request from the Company Secretary.

DIRECTORS’ REMUNERATION REPORT CONTINUED

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GOvERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Key items discussed in 2025 meetings

The Remuneration Committee held four routinely scheduled meetings during the year, with five additional meetings. The Remuneration Committee discussed the following matters:

Date Key issues considered

13 January • Approval of 2025 annual bonus plan design and targets for Executive Directors and the Group Leadership Team (“GLT”)

• Review options for new long-term incentive plan & remuneration policy for 2025 awards

20 January • Approval of remuneration for new MD of Specialist Merchants and MD of Toolstation/interim MD of BSS, following GLT role changes

27 January • Approval of annual salary review for 2025 for Executive Directors and the GLT

• Review design proposal and targets for new long-term incentive plan (“PSP”) for 2025 awards

28 February • Approval of PSP design and proposed amendment to remuneration policy under resolution at the 2025 AGM

• Approval of vesting for CFO buyout award

12 March • Approval of outturn of 2024 annual bonus scheme and 2025 deferred share bonus plan awards

• Approval of vesting outcome of 2022 long-term incentive awards (“RSP”)

• Approval of 2024 Directors’ remuneration report

• Review of shareholding vs requirement for the GLT

8 May • Approval of remuneration for the new Chief Executive Officer

• Approval of temporary fee adjustment for Chair whilst acting as Executive Chair

17 June • Approval of remuneration adjustments for three members of the GLT

• Approval of grant of 2025 PSP awards, including consideration of windfall gains

29 September • Review of vesting outlook for RSP awards made in 2021, 2022, 2023 and 2024

• Review of annual bonus design for 2026

9 December • Performance update on the 2025 annual bonus scheme

• Approval of CEO buyout award

• Review of 2025 Directors’ remuneration report

• Approval of remuneration adjustments for two members of the GLT

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Shareholder voting

The following resolutions in relation to remuneration were put to the Group’s AGM (2024 Directors’ remuneration report and amendment to 2025 Policy):

Resolution Votes for For (%) Votes against Against (%) Votes withheld

To receive and approve the 2024 Directors’ remuneration report (2025 AGM) 160,827,902 99.80% 323,587 0.20% 27,319

To receive and approve, an amendment to the Remuneration policy to enable performance share awards to be granted in the year ending

31 December 2025 (2025 AGM) 154,192,403 95.67% 6,980,798 4.33% 5,607

The Directors’ remuneration report has been approved by the Board of Directors and is signed on its behalf by:

Jez Maiden

Interim Chair of the Remuneration Committee

16 March 2026

DIRECTORS’ REMUNERATION REPORT CONTINUED

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GOvERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

DIRECTORS’ REPORT

The Directors present their Annual

Report and audited Accounts

of Travis Perkins plc and its

subsidiaries (the “Group”) for the

year ended 31 December 2025. The

report sets out information required

to be included by the Companies

Act 2006 (the “Act”), and the

applicable Financial Conduct

Authority (“FCA”) UK Listing Rules

(UKLR 6.6) and Disclosure Guidance

and Transparency Rules (the “DTR”).

Certain information is incorporated

into this report by reference and can

be located in the sections outlined

as follows.

Disclosure Page

Corporate Governance report 64-67

Directors’ details 62-63

Directors’ interests 78-98

Future business developments 12-21

Greenhouse gas emissions 15

Climate change risk management

and governance 43-49

Principal risks and uncertainties 52-59

Financial risk management 24

Employee engagement 31, 36

Employee share plans 152-153

Long-term incentive schemes 78-98

Dividend waivers 100

Number of employees and related costs 151

Business review

A review of the Group’s position, developments,

activities in the field of research and development

and a review of the key events affecting the Group

in the last financial year can be found on pages

2 to 60 and is also incorporated into this report

by reference. The Group operates predominantly

in the UK with Toolstation branches also trading

in Belgium and the Netherlands. The Group also

has a sourcing office in China and a branch in the

Republic of Ireland.

Articles of Association

The Company’s Articles of Association (the “Articles”)

may only be amended by special resolution at a

general meeting of the shareholders. The Articles

can be viewed on the Group’s website at: www.

travisperkinsplc.co.uk/about-us/governance/.

Board of Directors

The names, biographies and committee

memberships of all Directors as at the date of this

Annual Report are provided in the biographies on

pages 62 to 63 and details of the Directors that

held office during the 2025 financial year are set

out within the Corporate governance report in the

table on page 66. The powers and responsibilities

of the Directors are set out in the Corporate

governance report on page 65. The appointment

and removal of Directors is regulated by the Articles,

the Act, the UK Corporate Governance Code (the

“Code”) and related legislation. Under Article 83 of

the Articles all Directors are required to retire and

seek re-election annually and, accordingly, all will do

so at the Annual General Meeting. All Directors as

at the date of the Annual Report and Accounts are

recommended for re-election on the basis of their

skills, experience and the value of their contributions

to the Board and the Company’s long-term

sustainable success.

Details of the service agreements for Executive

Directors and letters of appointment for

Non-executive Directors and the Chair of the Board

are set out in the Directors’ remuneration report on

pages 78 to 98 and are available for inspection by

appointment at the Company’s registered office.

Executive Directors have rolling 12-month notice

periods in their contracts.

Directors’ conflicts of interest

Directors have a statutory duty to avoid a situation

where they have, or may have, a direct or indirect

interest that conflicts or may conflict with the

Company’s interests. The Articles permit Directors

to authorise a potential conflict of interest to

the extent permitted by law. During the year, no

Director had any material interest in any contract of

significance of the Group’s business. The disclosable

interests of Directors at 31 December 2025, including

holdings, if any, of persons closely associated are

provided in the Directors’ remuneration report on

pages 78 to 98.

Directors’ indemnities

Article 143 of the Articles permits the Company

to indemnify any person who is, or was, a Director,

or a Director of any associated company against

any loss or liability in relation to the Company or

associated company, to the extent permitted by law.

The Company has granted such indemnities to its

Directors and directors of associated companies

and these remain in force in the year ending

31 December 2025. The Company maintains

Directors’ and Officers’ liability insurance cover in

respect of potential legal action brought against its

Directors and directors of associated companies.

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DIRECTORS’ REPORT CONTINUED

Major shareholdings

As at 31 December 2025, the Company had been advised the following significant holdings of voting rights

attached to its shares (based on the Company’s share register and on formal notification received by the

Company pursuant to DTR 5). The information below was calculated at the date on which the relevant

disclosures were made, however, the percentage of total voting rights held by each may have changed since

the Company was notified.

Direct/Indirect

Number of voting

rights held Voting rights (%)

Pzena Investment Management, Inc Indirect 15,587,458 6.9%

Ameriprise Financial, Inc Indirect 11,121,830 5.2%

Schroders Plc Indirect 11,136,777 5.2%

Silchester International Investors LLP Indirect 10,650,216 5.0%

Pursuant to UKLR 6.6.6R(2), the Company confirms that between 31 December 2025 and 8 March 2026,

there have been no further disclosures made to the Company in accordance with DTR 5.

Results and dividend

The Group’s results for the year ending 31 December 2025 are set out in the income statement on page

115 and dividends for the year ending 31 December 2025 are set out in note 21. The Directors recommend

a final dividend of 7.5 pence per share for approval at the Company’s Annual General Meeting. If approved

by shareholders, the final dividend will be paid on 28 May 2026 to those shareholders on the register at the

close of business on 17 April 2026. All arrangements where a shareholder has waived or agreed to waive

any current or future dividends fall below the 1% of total dividend disclosure threshold under UKLR 6.6.

Balance sheet and post-balance sheet events

The balance sheet on page 117 shows the Group’s financial position.

Employees

A full statement on employee matters can be found in the Sustainability report on pages 35 to 38 and

an overview of the Company’s approach to diversity can be found in the Sustainability report and the

Nominations Committee report on pages 31 and 72. The Group’s Encouraging Equal Treatment Policy

aims to ensure recruitment, employment and promotion decisions are based solely on an individual’s

ability and potential, regardless of their gender, race, colour, ethnic origin, sexual orientation, religious belief,

age, disability, marital status (including civil partnership), pregnancy, maternity or gender reassignment. In

particular, applications for employment by disabled persons are always fully and fairly considered, bearing

in mind the aptitudes of the person concerned. In the event of a member of staff becoming disabled, every

effort is made to ensure that their employment with the Group continues, including making any reasonable

adjustments to their role, and that appropriate training is arranged. It is the policy of the Company that the

training, career development and promotion of disabled persons should, as far as possible, be identical to

that of other employees.

The Group’s practices are designed to keep employees informed on matters relevant to them, including

the Group’s financial performance and strategy, through regular meetings and communications. In

September 2025, the Group conducted its latest “Your Voice Our Future” colleague engagement survey to

enable colleagues to give feedback on issues affecting them. The Company has a designated workforce

engagement Non-executive Director, Louise Hardy, to bring the colleague voice into the Boardroom. The

majority of colleagues with more than three months consecutive service are eligible to join the Group’s

Sharesave scheme, enabling them to benefit from the Group’s growth and success. Full details of employee

share plans are available in the Directors’ remuneration report on page 87.

Modern slavery

The Group recognises the harmful impact that Modern Slavery and human trafficking has on society and is

committed to ensuring its business and supply chain is free from this criminal activity. The Group produces

a slavery and human trafficking statement each financial year. The latest statement can be found on the

Company’s website at: www.travisperkinsplc.co.uk/modern-slavery-statement/.

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GOvERnAnCE FINANCIAL STATEMENTS OTHER INFORMATION

Political donations

The Group’s policy is not to make donations to political parties. The Group did not give any money for

political purposes, nor did it make any donations to political organisations or independent candidates or

incur any political expenditure during the year.

Statement on disclosure of information to the external auditor

Each of the persons who is a Director at the date of approval of this report confirms that:

• so far as the Director is aware, there is no relevant audit information of which the Company’s auditor is

unaware; and

• the Director has taken all reasonable steps that they ought to have taken as a Director in order to make

themselves aware of any relevant audit information and to establish that the Company’s auditor is aware

of that information.

This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Act.

Share capital and change of control

As at 31 December 2025, the Company had an allotted and fully paid share capital of 212,509,334 ordinary

shares of 11.205105 pence, each with voting rights and an aggregate nominal value of £23,811,894.01,

including shares owned by the Travis Perkins Employee Share Ownership Trust. The ordinary shares are

listed on the London Stock Exchange and all shares rank pari passu. As at 31 December 2025, there were

no ordinary shares of the Company held in treasury. There are no restrictions on voting rights attached to

the Company’s ordinary shares. The Company is not aware of any agreements between holders of securities

that may result in restrictions on the transfer of securities or on voting rights. The rights and obligations

attaching to its shares are set out in the Articles. Fully paid shares in the Company are freely transferable.

There are no persons that hold securities carrying special rights with regard to the control of the Company.

Details of the structure of the Company’s share capital and changes in the share capital during the year

are also included in the notes to the financial statements on page 140. As at 31 December 2025, the Travis

Perkins Employee Share Ownership Trust owned 669,123 shares in the Company (0.31% of issued share

capital) for use in connection with the Company’s share schemes. Any voting or other similar decisions

relating to those shares would be taken by the trustees, who may take account of any recommendation of

the Company. There are no rights attached to shares under employee share schemes, save for the right

to acquire shares pursuant to options granted under those schemes in accordance with, and subject to,

their rules. There are a number of agreements to which the Company is a party that may take effect, alter

or terminate upon a change of control following a takeover bid. None of these agreements are considered

significant in the context of the Company as a whole. The Company does not have agreements with any

Director or any employee that would provide compensation for loss of office or employment resulting from

a takeover except for that provisions of the Company’s share schemes and plans may cause options and

awards granted to employees under such schemes and plans to vest on a takeover.

The Directors’ report has been approved by the Board of Directors and is signed on its behalf by:

Will Lang

General Counsel and Company Secretary

16 March 2026

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101

DIRECTORS’ STATEMEnT OF RESPOnSIBILITIES

The Directors are responsible for preparing the Annual Report and the Group and Parent Company financial

statements in accordance with applicable law and regulations. Company law requires the Directors to

prepare Group and Parent Company financial statements for each financial year. Under that law, they are

required to prepare the Group financial statements in accordance with UK-adopted international accounting

standards and applicable law and have elected to prepare the Parent Company financial statements in

accordance with UK accounting standards and applicable law, including FRS 101 Reduced Disclosure

Framework. Under company law, the Directors must not approve the financial statements unless they are

satisfied that they give a true and fair view of the state of affairs of the Group and Parent Company and

of the Group’s profit or loss for that period. In preparing each of the Group and Parent Company financial

statements, the Directors are required to:

• Select suitable accounting policies and then apply them consistently.

• Make judgements and estimates that are reasonable, relevant, and reliable and, in respect of the Parent

Company financial statements only, prudent.

• For the Group financial statements, state whether they have been prepared in accordance with

UK-adopted international accounting standards.

• For the Parent Company financial statements, state whether applicable UK accounting standards have

been followed, subject to any material departures disclosed and explained in the Parent Company

financial statements.

• Assess the Group and Parent Company’s ability to continue as a going concern, disclosing, as

applicable, matters related to going concern.

• Use the going concern basis of accounting unless they either intend to liquidate the Group or the Parent

Company or to cease operations, or have no realistic alternative but to do so.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and

explain the Parent Company’s transactions and disclose with reasonable accuracy at any time the financial

position of the Parent Company and enable them to ensure that its financial statements comply with the

Companies Act 2006. They are responsible for such internal control as they determine is necessary to

enable the preparation of financial statements that are free from material misstatement, whether due to

fraud or error and have general responsibility for taking such steps as are reasonably open to them to

safeguard the assets of the Group and to prevent and detect fraud and other irregularities.

Under applicable law and regulations, the Directors are also responsible for preparing a Strategic report,

Directors’ report, Directors’ remuneration report and Corporate governance statement that complies with

that law and those regulations.

The Directors are responsible for the maintenance and integrity of the corporate and financial information

included on the Company’s website. Legislation in the UK governing the preparation and dissemination of

financial statements may differ from legislation in other jurisdictions.

Responsibility statement of the Directors in respect of the annual financial report

Each of the Directors, whose names and functions are listed in the Directors’ biographies, confirms that to

the best of their knowledge:

• The financial statements, prepared in accordance with the applicable set of accounting standards, give a

true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the

undertakings included in the consolidation taken as a whole.

• The Strategic report includes a fair review of the development and performance of the business and the

position of the issuer and the undertakings included in the consolidation taken as a whole, together with

a description of the principal risks and uncertainties that they face.

The Directors consider that the Annual Report and Accounts, taken as a whole, is fair, balanced and

understandable and provides the information necessary for shareholders to assess the Group’s position and

performance, business model and strategy.

The Statement of Directors’ responsibilities has been approved by the Board and is signed on its behalf by:

Gavin Slark Duncan Cooper

Chief Executive Officer Chief Financial Officer

16 March 2026 16 March 2026

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GOvERnAnCE FINANCIAL STATEMENTS OTHER INFORMATION

Reliable

FINANCIAL STATEMENTS

Contents

104 Independent Auditor’s report

115 Consolidated income statement

116 Consolidated statement of comprehensive income

117 Consolidated balance sheet

118 Consolidated statement of changes in equity

119 Consolidated cash flow statement

120 Notes to the consolidated financial statements

155 Company balance sheet

156 Company statement of changes in equity

157 Notes to the Company’s financial statements

162 Five-year summary

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Travis Perkins plc Annual Report and Accounts 2025Travis Perkins plc Annual Report and Accounts 2025

INDEPENDENT AUDITOR’S REPORT

to the members of Travis Perkins plc

1. Opinion

In our opinion:

• the financial statements of Travis Perkins plc (the ‘Parent Company’) and its subsidiaries (the ‘Group’)

give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at

31 December 2025 and of the Group’s loss for the year then ended;

• the Group financial statements have been properly prepared in accordance with United Kingdom

adopted international accounting standards;

• the Parent Company financial statements have been properly prepared in accordance with United

Kingdom Generally Accepted Accounting Practice, including FRS 101 “Reduced Disclosure

Framework”; and

• the financial statements have been prepared in accordance with the requirements of the Companies

Act 2006.

We have audited the financial statements which comprise:

• the Consolidated income statement;

• the Consolidated statement of comprehensive income

• the Consolidated and parent company balance sheets;

• the Consolidated and parent company statements of changes in equity;

• the Consolidated cash flow statement;

• the related notes 1 to 35, and Parent Company notes 1 to 12 including the material accounting policy

information in the respective notes.

The financial reporting framework that has been applied in the preparation of the Group financial

statements is applicable law and United Kingdom adopted international accounting standards. The financial

reporting framework that has been applied in the preparation of the Parent Company financial statements

is applicable law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure

Framework” (United Kingdom Generally Accepted Accounting Practice).

2. Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK))

and applicable law. Our responsibilities under those standards are further described in the auditor’s

responsibilities for the audit of the financial statements section of our report.

We are independent of the Group and the Parent Company in accordance with the ethical requirements that

are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council’s

(the ‘FRC’s’) Ethical Standard as applied to listed public interest entities, and we have fulfilled our other

ethical responsibilities in accordance with these requirements. We confirm that we have not provided any

non-audit services prohibited by the FRC’s Ethical Standard to the Group or the Parent Company.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our

opinion.

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3. Summary of our audit approach

Key audit matters The key audit matters that we identified in the current year were:

• Inventory provisioning;

• Recoverability of goodwill; and

• Impairment of core Merchanting branches.

Materiality The materiality that we used for the Group financial statements was £11.5 million

which was determined by considering a number of different metrics used by

investors and other readers of the financial statements. These included:

• adjusted profit before tax from continuing operations;

• revenue; and

• net assets. net assets.

Scoping The audit of the Group has been performed centrally by the group audit team,

and no component auditors were engaged. We have focused our audit procedures

on nine components, performing an audit of the specified account balances and

transactions for Travis Perkins General Merchant, CCF, Keyline, BSS, Toolstation

UK, Toolstation Benelux, Travis Perkins (Properties) Limited, TP Property Company

Limited and the Parent Company. For the remaining components, we performed

review at an aggregated group level to re-assess our evaluation that there were no

identified risks of material misstatement in any of these components.

Our audit scope covered 96% of Group revenue, 95% of Group loss before tax

and 96% of Group net assets.

First-year audit

transition

The year ended 31 December 2025 is our first year as auditor of Travis Perkins plc.

We have been independent since December 2023 and commenced our transition

activities from that date. Our work included:

• Establishing a detailed audit transition plan;

• Shadowing the previous auditor through the 31 December 2024 audit,

including attendance at key meetings, such as with the Audit Committee;

• Reviewing the previous auditor’s audit files;

• Holding transition workshops with key component finance and operational

management, including internal audit, treasury, tax, legal and Group finance

teams to inform our audit planning; and

• Considering historical accounting policies and accounting judgements.

These procedures built our understanding of the Group which informed our audit

risk assessment, through which we identified the risks of material misstatement to

the Group’s financial statements.

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INDEPENDENT AUDITOR’S REPORT continued

to the members of Travis Perkins plc

4. Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of

accounting in the preparation of the financial statements is appropriate.

Our evaluation of the directors’ assessment of the Group’s and Parent Company’s ability to continue to

adopt the going concern basis of accounting included:

• understanding the process and controls relevant to management’s going concern model and to the

preparation of forecasts used for the going concern assessment;

• evaluating the reasonableness of key assumptions within the Group’s forecasts and their consistency

with the Board approved strategic plan;

• evaluating the historical accuracy of forecasts prepared by management;

• assessing availability of financing facilities the existence and availability of financing facilities;

• assessing the Group’s liquidity forecast and performing sensitivity analysis to assess whether there is

sufficient headroom over the going concern period;

• evaluating the mitigating factors and reasonable downside scenarios identified by management in

relation to their going concern analysis;

• testing the mechanical accuracy of the going concern model; and

• assessing the appropriateness of the Group’s disclosure concerning the going concern basis

of accounting.

Based on the work we have performed, we have not identified any material uncertainties relating to

events or conditions that, individually or collectively, may cast significant doubt on the Group’s and Parent

Company’s ability to continue as a going concern for a period of at least twelve months from when the

financial statements are authorised for issue.

In relation to the reporting on how the Group has applied the UK Corporate Governance Code, we have

nothing material to add or draw attention to in relation to the directors’ statement in the financial statements

about whether the directors considered it appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in

the relevant sections of this report.

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5. Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material

misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of

the engagement team.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

5.1. Inventory provisioning

Key audit matter description How the scope of our audit responded to the key audit matter Key observations

The Group operates as a leading distributor of building materials and a retailer

of home improvement products, holding significant and diverse inventory

across its various businesses, including generalist and specialist products.

As at 31 December 2025 the Group’s inventory balance is £666.9 million

(FY24: £648.6 million), having taken account of an associated inventory

obsolescence provision of £23.5 million (3.5% of gross inventory)

(FY24: £29.0 million (4.5% of gross inventory)).

The valuation of inventory, particularly the assessment of the inventory

obsolescence, net realisable value (“NRV”) and excess provisioning, is a key

audit matter due to the inherent subjectivity and significant management

judgement involved.

The Group continues to experience challenging trading conditions in the UK, putting

significant pressure on margins, especially within the core Merchanting businesses.

As a result, there is a potential risk of management override and/or bias within key

accounting estimates impacting adjusted operating profits. These risks relate to the

use of an appropriate inventory provisioning policy in light of challenging trading

conditions and any unsupportable manual adjustments made by management to

the inventory provision calculation.

Inventory provisioning, including associated accounting policies is included in Note

12 of the financial statements. This is also discussed in the Audit Committee’s report

on page 76.

To respond to this key audit matter, we have:

Understood the process and controls: We obtained an understanding of relevant controls

over inventory valuation, including the process for calculating the inventory provision.

Assessed management’s methodology: We assessed the appropriateness of

management’s methodology for determining the inventory obsolescence provision,

including the criteria used to identify slow-moving or obsolete items (e.g., age of stock,

last sale date, expected future demand), excess inventory items, inventory items held

above their NRV and the appropriateness of provision rates.

Recalculated the inventory provision: Using management’s provisioning policy, we

recalculated the provision to test the mathematical accuracy of the calculation and

consistent application of the provisioning policy across the Group.

Tested the completeness and accuracy of inventory data: We tested the key inputs to

the provisioning calculation, to assess whether the data reconciles to the inventory

sub-ledger and sales data within the Group’s accounting system. We also tested a

sample of inventory items by agreeing the cost to supplier invoices.

Challenged key assumptions and judgements: We challenged the key assumptions used

by management in calculating their inventory provision, with reference to historical

provisioning rates and inventory write-offs. We also considered whether adjustments

were necessary to reflect the challenging trading environment in addition to the Group’s

formula driven model.

Utilised data analytics: With the involvement of our data analytics specialists, we tested

inventory ageing reports and sales data using data analytics to identify unusual trends,

significant concentrations of old stock, or items with low sales activity that may require a

higher provision. We also designed this analytic to compare all inventory items cost, to

recent sales invoices, to assess completeness and accuracy of the NRV provision.

Tested the disclosures: We assessed the adequacy of the disclosures in the financial

statements relating to inventory provisioning, including the accounting policies applied

and, the nature of significant judgements.

Based on the audit procedures performed, we are

satisfied that the valuation of the inventory

obsolescence provision is reasonable.

We are satisfied that the disclosures in the financial

statements with respect to the inventory provision

are appropriate.

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INDEPENDENT AUDITOR’S REPORT continued

to the members of Travis Perkins plc

5. Key audit matters continued

5.2. Recoverability of goodwill

Key audit matter description How the scope of our audit responded to the key audit matter Key observations

The Group carries significant goodwill, primarily arising from past acquisitions.

As of 31 December 2025, the total carrying value of goodwill in the Group is

£720.8 million (FY24: £821.3 million), after recording goodwill impairments of

£60.1 million (FY24: Nil) relating to Toolstation Benelux and £43.6 million (FY24: Nil)

relating to CCF.

The recoverability of goodwill is a key audit matter due to the material value of

impairment recorded in the current year, and the significant management

judgement and estimation uncertainty involved in the annual impairment

assessment, including compliance with IAS 36 Impairment of Assets. The Group

continues to experience challenging trading conditions in the UK and Europe, putting

additional pressure on margins and increasing the level of judgement and sensitivity

linked to their key assumptions.

As set out in Note 28, management have fully impaired the goodwill in relation to

Toolstation Benelux and CCF within the current financial year, resulting in the

sensitivity of these models to changes in key assumptions being reduced, with no

reasonably possible change having a material impact on impairment.

Management use a value in use (VIU) model to assess the recoverable amount of

goodwill, with the Travis Perkins General Merchant and Keyline models being highly

sensitive to the following key assumptions:

• Future revenue growth rates;

• Operating margins assumptions; and

• Discount rate (pre-tax WACC) applied to future cash flows.

The recoverable amount is sensitive to changes in these assumptions, given the

cyclical nature of the construction and home improvement markets, and the

ongoing competitive landscape. Changes to these key assumptions could have a

material impact on the carrying value of the associated goodwill.

The effect of these matters results in a high degree of estimation uncertainty, with a

range of reasonably possible outcomes which results in a material change to the

impairment charge. The financial statements Note 9 and 28 discloses goodwill

impairment and associated accounting policies, including sensitivities for the key

assumptions and their impact on impairment. This is also discussed within the Audit

Committee Report on page 76.

To respond to this key audit matter, we have:

• Understood the process and controls: We obtained an understanding of relevant

controls over the impairment assessment process.

• Assessed the mathematic accuracy: Evaluated the integrity of management’s VIU

models, including the mathematical accuracy and consistency with IAS 36.

• Challenged key assumptions: We challenged key assumptions by:

• Assessing forecasted cashflows against historical performance, approved budgets,

external market forecasts, and our understanding of the business strategy.

• Challenging revenue growth rates and operating margin assumptions by assessing

the reasonableness against industry trends, economic outlook and historical

performance.

• With the involvement of our valuation specialists, independently assessing the

appropriateness of the pre-tax discount rates used and determining a reasonable

range of discount rates to be applied to the impairment models.

• Performed sensitivity analysis: We performed sensitivity analysis, on the key

assumptions, using reasonably possible downside scenarios to assess the impact on

the recoverable amount.

• Assessed the trigger for impairment: We assessed the trigger point for management

identifying goodwill impairment in the current year, understanding the cause of the

downturn in performance to verify whether it could not have been reasonably

forecasted at the prior balance sheet date.

• Tested the disclosures: We assessed the adequacy of the disclosures in the financial

statements relating to goodwill, including the accounting policies applied, the nature of

significant judgements and estimation uncertainties, and details of any impairment

losses recognised.

We are satisfied that the judgements applied,

impairment charges recorded and disclosures

within the financial statements are appropriate.

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5.3. Impairment of core Merchanting branches assets

Key audit matter description How the scope of our audit responded to the key audit matter Key observations

The Group holds a significant portfolio of Property, Plant and Equipment (PPE) and

Right-of-Use Assets (ROUAs), primarily comprising its extensive network of

merchant branches, retail stores, distribution centres, and administrative offices. As

at 31 December 2025, the carrying value of PPE is £655.0 million (FY24: £771.1

million) and ROUAs is £512.8 million (FY24: £545.5 million).

The assessment of whether these assets, referred to as branch assets, are impaired,

and if so, the measurement of any impairment loss, is a key audit matter due to the

material value of these assets and the significant management judgement and

estimation uncertainty involved. Due to the continuation of challenging trading

conditions in the UK and Benelux, the Group has identified impairment indicators, in

line with IAS 36, across the branch assets in the Travis Perkins General Merchant,

CCF, Keyline, BSS and Toolstation Benelux businesses. In the current year

management have recorded material impairments of branch assets (PPE

impairment of £75.8 million (FY24: £39.6 million), ROUA impairment of £19.7

million (FY24: £31.2 million)) highlighting the uncertainty involved in estimating the

recoverable amounts of these assets.

As set out in Note 28, management determines the branch assets’ recoverable

amount as being the higher of its fair value less costs of disposal and its value

in use (VIU).

The VIU is calculated through discounted cashflow models, which involve the

following key assumptions, including:

• Future revenue growth rates

• Operating margins assumptions.

• Discount rate (pre-tax WACC) applied to future cash flows.

The recoverable amount is sensitive to changes in these assumptions, given the

cyclical nature of the construction and home improvement markets, and the

ongoing competitive landscape. Changes to these key assumptions could have a

material impact on the carrying value of the associated branch assets.

When the carrying amount is not supported by the value in use, management

determines the fair value less costs of disposal of freehold and leasehold properties

when determining the recoverable amount.

The effect of these matters results in a high degree of estimation uncertainty, with a

range of reasonably possible outcomes which results in a material change to the

impairment charge. The financial statements note 10 and 28 discloses impairment

of Merchanting branches assets and associated accounting policies, including

sensitivities for the key assumptions and their impact on impairment. This is also

discussed within the Audit Committee Report on page 76.

To respond to this key audit matter, we have:

• Understood the process and controls: We obtained an understanding of relevant

controls over the impairment assessment process, including the identification of

impairment indicators and the preparation of impairment models.

• Challenged impairment indicators: We assessed management’s identification of

impairment indicators and the timing of impairment trigger, considering both internal

factors (e.g., actual performance against budget) and external factors (e.g., market

conditions in the construction sector, rising interest rates, changes in property values

and market rent).

• Assessed the mathematical accuracy: Evaluated the integrity of management’s VIU

models, including the mathematical accuracy and consistency with IAS 36.

• Challenged key assumptions: For branch assets where impairment indicators were

identified, we challenged key assumptions by:

• Assessing forecasted cashflows to historical performance, approved budgets,

external market forecasts, and our understanding of the business strategy.

• Challenging revenue growth rates and operating margin assumptions by assessing

the reasonableness against industry trends, economic outlook and historical

performance.

• With the involvement of our valuation specialists, independently assessing the

appropriateness of the pre-tax discount rates used and determining a reasonable

range of discount rates to be applied to the impairment models.

• Performed sensitivity analysis: We performed sensitivity analysis, on the key

assumptions, using reasonably possible downside scenarios to understand the impact

on the recoverable amount.

• Assessed the trigger for impairment: We assessed the trigger point for management

identifying branch asset impairments in the current year, understanding the cause of

the downturn in performance to verify whether it could not have been reasonably

forecasted at the prior balance sheet date.

• Tested the disclosures: We assessed the adequacy of the disclosures in the financial

statements relating to branch assets, including the accounting policies applied, the

nature of significant judgements and estimation uncertainties, and details of any

impairment losses recognised.

We are satisfied that the judgements applied,

impairment charges recorded and disclosures

within the financial statements are appropriate.

Our work highlighted that there are improvements

needed in the internal review process used by

management in forming their estimate as to the

valuation of the branch assets.

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INDEPENDENT AUDITOR’S REPORT continued

to the members of Travis Perkins plc

6. Our application of materiality

6.1. Materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable

that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We

use materiality both in planning the scope of our audit work and in evaluating the results of our work.

Based on our professional judgement, we determined materiality for the financial statements as a whole

as follows:

Group financial statements Parent Company financial statements

Materiality £11.5 million (2024: £9.5 million as used by

the predecessor auditor)

£10.3 million (2024: £7.6 million as used

by the predecessor auditor)

Basis for

determining

materiality

We considered the following metrics in the

current year:

• adjusted profit before tax from

continuing operations;

• revenue; and

• net assets.

Group materiality represents:

Metric %

Adjusted profit before tax

from continuing operations 12.1

Revenue 0.3

Net assets 0.6

We have used 3% of net assets, capped at

90% of Group materiality, as the basis for

materiality.

Rationale for

the benchmark

applied

In determining our benchmark for

materiality, we considered a number of

different metrics used by investors and

other readers of the financial statements:

Adjusted profit before tax is reconciled

to the loss before tax in note 2b of the

annual report.

Due to the nature of the Company as a

parent entity holding company, we consider

net assets to be the most appropriate

basis for materiality.

6.2. Materiality

We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate,

uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole.

Group financial statements Parent Company financial statements

Performance

materiality

65% (2024: 65% as used by the

predecessor auditor) of Group

materiality

60% (2024: 65% as used by the

predecessor auditor) of Parent Company

materiality

Basis and rationale

for determining

performance

materiality

In determining performance materiality, we considered the following factors:

• our understanding of the entity and its environment;

• our risk assessment, including our assessment of the Group’s overall control

environment;

• change in the senior leadership team during the year; and

• results of the previous years’ audits performed by the predecessor auditor,

including the value and quantum of corrected and uncorrected misstatements in

prior periods and our expectation of the likelihood of misstatements recurring in

the current period.

6.3. Error reporting threshold

We agreed with the Audit Committee that we would report to the Committee all audit differences in excess

of £0.55 million (2024: £0.5 million as used by the predecessor auditor), as well as differences below

that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit

Committee on disclosure matters that we identified when assessing the overall presentation of the

financial statements.

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7. An overview of the scope of our audit

7.1. Identification and scoping of components

Our approach to scoping the Group audit was to understand the Group and its environment, including

group-wide controls, implementing a risk-based approach by developing an appropriate audit plan for each

significant account balance and assess the risks of material misstatement at the Group level. The Group

operates over 1,400 branches across the UK and Benelux. We have focused our Group audit scope primarily

on significant trading entities and Parent Company. The audit of the Group has been performed centrally by

the Group engagement team.

In considering the risk profile, control environment, change in the Group leadership and scoping coverage,

we have focused our audit procedures on nine components, performing an audit of the specified account

balances and transactions for Travis Perkins General Merchant, CCF, Keyline, BSS, Toolstation UK,

Toolstation Benelux, Travis Perkins (Properties) Limited, TP Property Company Limited and the Parent

Company. For these components, we used component performance materiality levels determined on the

basis of their individual financial information, which ranged from £3.7m to £6.6m (2024: £4.8m to £7.6m).

For the remaining components, we performed review at an aggregated group level to re-assess our

evaluation that there were no identified risks of material misstatement in any of these components.

Our scoping and audit procedures have provided us significant coverage of the Group, representing 96%

(2024: 95%) of the Group’s revenue, 98% (2024: 97%) of the Group’s loss before tax and 96% (2024: 94%)

of the Group’s net assets.

7.2. Our consideration of the control environment

The Group’s operations utilise a range of information systems which underpin the financial reporting

process. We identified the main enterprise resource planning (ERP) systems (Oracle, Sage, Klipboard) and

other systems, including in-store transaction processing systems, warehouse management systems and

the Group consolidation tool (HFM), as relevant IT systems to our audit. The Group primarily manages its IT

systems centrally and therefore, we have involved IT specialists at the group level.

As a result of certain IT control deficiencies related to application user access management and

management of privileged access accounts, we were not able to rely on controls over the key IT systems.

We adopted a fully substantive approach to our testing, as had been planned given the significant ERP

system changes occurring within the business in the previous year, and with this being our first year as

auditors of the Group. The IT control improvements required are disclosed in the Audit Committee’s

report on page 76. As deficiencies in the control environment increase the risk of fraud and error within

the financial statements, we performed additional procedures to respond to the potential risks, including

increasing the scope and extent of audit procedures over information used as audit evidence, and utilised a

reduced threshold for our performance materiality as set out in section six of our audit report.

As set out on page 76 and 77 of the Audit Committee Report, management are working on a programme

to improve and build upon the existing controls framework, including standardisation and formalisation of

controls across the Group, ahead of Provision 29 of the updated UK Corporate Governance Code 2024

becoming applicable for the Group in 2026.

4% 4%5%

Revenue Net assetsLoss before tax

96% 96%95%

Specified account balances

and transactions

Review at group level

Specified account balances

and transactions

Review at group level

Specified account balances

and transactions

Review at group level

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INDEPENDENT AUDITOR’S REPORT continued

to the members of Travis Perkins plc

7. An overview of the scope of our audit continued

7.3. Our consideration of climate-related risks

In planning our audit, we have considered the potential impact of climate change on the Group’s businesses

and its financial statements. We made enquiries of management to understand the process they have

adopted to assess the potential impact of climate change on the financial statements. The Group have

assessed the risk and opportunities relevant to climate change, with details provided within their principal

risks (as set out on page 57). The Group currently considers climate to have limited impact over their

short-term planning horizon (as stated in the Sustainability Report on page 45). Our procedures have also

included the following:

• assessing whether the risks identified by the Group are complete and consistent with our understanding

of the Group; and

• involving our Environmental, Social and Governance (“ESG”) specialist to assist in evaluating whether

appropriate disclosures have been made in the financial statements with reference to the Task Force on

Climate-Related Financial Disclosures (“TCFD”) requirements and climate related disclosures in the

notes to the financial statements.

8. Other information

The other information comprises the information included in the annual report other than the financial

statements and our auditor’s report thereon. The directors are responsible for the other information

contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent

otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is

materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or

otherwise appears to be materially misstated.

If we identify such material inconsistencies or apparent material misstatements, we are required to

determine whether this gives rise to a material misstatement in the financial statements themselves.

If, based on the work we have performed, we conclude that there is a material misstatement of this other

information, we are required to report that fact.

We have nothing to report in this regard.

9. Responsibilities of directors

As explained more fully in the directors’ responsibilities statement, the directors are responsible for the

preparation of the financial statements and for being satisfied that they give a true and fair view, and

for such internal control as the directors determine is necessary to enable the preparation of financial

statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group’s and the Parent

Company’s ability to continue as a going concern, disclosing as applicable, matters related to going concern

and using the going concern basis of accounting unless the directors either intend to liquidate the Group or

the Parent Company or to cease operations, or have no realistic alternative but to do so.

10. Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole

are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that

includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an

audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,

they could reasonably be expected to influence the economic decisions of users taken on the basis of these

financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s

website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

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11. Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design

procedures in line with our responsibilities, outlined in section 10 in our audit report, to detect material

misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of

detecting irregularities, including fraud is detailed below.

11.1. Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and

non-compliance with laws and regulations, we considered the following:

• the nature of the industry and sector, control environment and business performance including the

design of the Group’s remuneration policies, key drivers for directors’ remuneration, bonus levels and

performance targets;

• results of our enquiries of management, internal audit, the directors and the Audit Committee about

their own identification and assessment of the risks of irregularities, including those that are specific to

the Group’s sector;

• any matters we identified having obtained and reviewed the Group’s documentation of their policies and

procedures relating to:

• identifying, evaluating and complying with laws and regulations and whether they were aware of any

instances of non-compliance;

• detecting and responding to the risks of fraud and whether they have knowledge of any actual,

suspected or alleged fraud;

• the internal controls established to mitigate risks of fraud or non-compliance with laws and

regulations;

• the matters discussed among the audit engagement team and relevant internal specialists, including tax,

valuations, pensions, IT, ESG, data analytics and industry specialists regarding how and where fraud

might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within

the organisation for fraud and identified the greatest potential for fraud in the following area: inventory

provisioning. In common with all audits under ISAs (UK), we are also required to perform specific procedures

to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the Group operates in,

focusing on provisions of those laws and regulations that had a direct effect on the determination of

material amounts and disclosures in the financial statements. The key laws and regulations we considered

in this context included the UK Companies Act, UK Listing Rules, pensions legislation and tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the

financial statements but compliance with which may be fundamental to the Group’s ability to operate or to

avoid a material penalty. These included the Group’s environmental regulations.

11.2. Audit response to risks identified

As a result of performing the above, we identified Valuation of inventory provisioning as a key audit matter

related to the potential risk of fraud. The key audit matters section of our report explains the matter in more

detail and also describes the specific procedures we performed in response to that key audit matter.

In addition to the above, our procedures to respond to risks identified included the following:

• reviewing the financial statement disclosures and testing to supporting documentation to assess

compliance with provisions of relevant laws and regulations described as having a direct effect on the

financial statements;

• enquiring of management, the audit committee, in-house and external legal counsel concerning actual

and potential litigation and claims;

• performing analytical procedures to identify any unusual or unexpected relationships that may indicate

risks of material misstatement due to fraud;

• reading minutes of meetings of those charged with governance, reviewing internal audit reports and

reviewing correspondence with HMRC; and

• in addressing the risk of fraud through management override of controls, testing the appropriateness of

journal entries and other adjustments; assessing whether the judgements made in making accounting

estimates are indicative of a potential bias; and evaluating the business rationale of any significant

transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement

team members including internal specialists, and remained alert to any indications of fraud or non-

compliance with laws and regulations throughout the audit.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

12. Opinions on other matters prescribed by the Companies Act 2006

In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in

accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

• the information given in the strategic report and the directors’ report for the financial year for which

the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors’ report have been prepared in accordance with applicable legal

requirements.

In the light of the knowledge and understanding of the Group and the Parent Company and their

environment obtained in the course of the audit, we have not identified any material misstatements in

the strategic report or the directors’ report.

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INDEPENDENT AUDITOR’S REPORT continued

to the members of Travis Perkins plc

13. Corporate Governance Statement

The UK Listing Rules require us to review the directors’ statement in relation to going concern, longer-term

viability and that part of the Corporate Governance Statement relating to the Group’s compliance with the

provisions of the UK Corporate Governance Code specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following

elements of the Corporate Governance Statement is materially consistent with the financial statements

and our knowledge obtained during the audit:

• the directors’ statement with regards to the appropriateness of adopting the going concern basis of

accounting and any material uncertainties identified set out on page 67;

• the directors’ explanation as to its assessment of the Group’s prospects, the period this assessment

covers and why the period is appropriate set out on page 25;

• the directors’ statement on fair, balanced and understandable set out on page 67;

• the board’s confirmation that it has carried out a robust assessment of the emerging and principal

risks set out on page 41;

• the section of the annual report that describes the review of effectiveness of risk management and

internal control systems set out on page 67; and

• the section describing the work of the audit committee set out on page 74.

14. Matters on which we are required to report by exception

14.1. Adequacy of explanations received and accounting records

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• we have not received all the information and explanations we require for our audit; or

• adequate accounting records have not been kept by the Parent Company, or returns adequate for our

audit have not been received from branches not visited by us; or

• the Parent Company financial statements are not in agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

14.2. Directors’ remuneration

Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of

directors’ remuneration have not been made or the part of the directors’ remuneration report to be audited is

not in agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

15. Other matters which we are required to address

15.1. Auditor tenure

Following the recommendation of the audit committee, we were appointed by the shareholders on 14 May 2025

to audit the financial statements for the year ending 31 December 2025 and subsequent financial periods.

The period of total uninterrupted engagement including previous renewals and reappointments of the firm is

therefore one year.

15.2. Consistency of the audit report with the additional report to the audit committee

Our audit opinion is consistent with the additional report to the audit committee we are required to provide

in accordance with ISAs (UK).

16. Use of our report

This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16

of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s

members those matters we are required to state to them in an auditor’s report and for no other purpose.

To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the

Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we

have formed.

As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR)

4.1.15R – DTR 4.1.18R, these financial statements will form part of the Electronic Format Annual Financial

Report filed on the National Storage Mechanism of the FCA in accordance with DTR 4.1.15R – DTR 4.1.18R.

This auditor’s report provides no assurance over whether the Electronic Format Annual Financial Report has

been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R.

Jane Makrakis FCA (Senior Statutory Auditor)

For and on behalf of Deloitte LLP

Statutory Auditor

Reading, United Kingdom

16 March 2026

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CONSOLIDATED INCOME STATEMENT

For the year ended 31 December 2025

£m	Notes	2025	2024
Revenue	1	4,564.6	4 , 6 0 7. 4
Cost of sales		(3, 372 .0)	(3,403.7)
Gross profit		1 ,1 9 2 . 6	1, 203 .7
Charge for impairment losses for trade receivables	14	(16 . 4)	(1 6 . 7)
Selling and distribution		(7 9 7. 1)	(7 7 9 . 2)
Administrative expenses – other		(2 5 9 .1)	(2 7 1 . 3)
Profit on disposal of properties		9.9	11. 3
Other operating income	4	3.5	4.0
Adjusted operating profit		133 .4	1 51 . 8
Administrative expenses – adjusting items	3	(222.2)	(13 9 .1)
Administrative expenses – amortisation of acquisition-related
intangible assets	9	(7. 8)	(10.4)
Operating (loss)/profit	2	(9 6 . 6)	2.3
Finance income	6	2 0 .1	11 .1
Finance costs	6	(5 8 . 2)	(51 . 8)
Loss before tax		(13 4 . 7)	(3 8 . 4)
Adjusting items – deferred tax	3	(2 7. 2)	–
Tax on adjusting items		13.8	2 9.0
Other tax		(2 8 . 2)	(31 . 2)
Total tax	7	(4 1 . 6)	(2. 2)
Loss from continuing operations		(17 6 . 3)	(40.6)
Loss from discontinuing operations	8	–	(3 6 . 8)
Loss for the year		(17 6 . 3)	(7 7. 4)

All loss for the year is attributable to the owners of the Company.

Earnings per share (note 20):
	2025	2024
Basic earnings per share
– from continuing operations	(8 3 . 3)p	(19 . 2)p
– total	(8 3 . 3)p	(3 6 . 6)p
Diluted earnings
– from continuing operations	(8 3 . 3)p	(19 . 2)p
– total	(8 3 . 3)p	(3 6 . 6)p
Adjusted basic earnings per share	30.8p	36.6p
Total dividend declared per share (note 21)	12 .0p	14. 5p

The accompanying notes form an integral part of these financial statements.

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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2025

£m	Notes	2025	2024
Loss for the year		(17 6 . 3)	(7 7. 4)
Items that will not be reclassified subsequently to profit and loss:
Actuarial (loss)/gain on defined benefit pension schemes	18	(4 . 2)	3 5 .1
Deferred tax credit/(charge) relating to other comprehensive income	7	1.0	(9 . 5)
Items that may be reclassified subsequently to profit and loss:
Foreign exchange differences on retranslation of foreign operations		4 .1	(2 . 3)
Fair value (loss)/gain on cash flow hedges	27	(5 .1)	0.4
Reclassification of cash flow hedges to profit or loss	27	2.2	–
Deferred tax on cash flow hedges	7	0.9	(0 .1)
Total other comprehensive (loss)/profit for the year net of tax		(1 .1)	23 .6
Total comprehensive loss for the year		( 1 7 7. 4)	(5 3 . 8)
Total comprehensive loss for the year attributable to the owners of the Company arises from:		2025	2024
Continuing operations		( 1 7 7. 4)	(1 6 . 9)
Discontinued operations	8	–	(3 6 . 9)
		( 1 7 7. 4)	(5 3 . 8)

All other comprehensive loss is attributable to the owners of the Company.

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CONSOLIDATED BALANCE SHEET

As at 31 December 2025

£m	Notes	2025	2024
Assets
Non-current assets
Goodwill	9	720 .8	821.3
Other intangible assets	9	6 5.9	86 .9
Property, plant and equipment	10	65 5.0	7 7 1 .1
Right-of-use assets	11	512 .8	545 .4
Non-current prepayments	14	12.0	15. 3
Deferred tax asset	16	–	1 7. 5
Derivative financial instruments	27	1.3	3.3
Retirement benefit asset	18	1 1 8 .1	116 .9
Total non-current assets		2,0 8 5.9	2 , 3 7 7. 7
Current assets
Inventories	12	666.9	648 .6
Trade and other receivables	14	630.7	760. 5
Tax debtor		0.4	–
Cash and cash equivalents, excluding bank overdrafts	23	426.9	24 4 . 4
Total current assets		1,724.9	1,653 .5
Total assets		3,810 .8	4 , 0 31 . 2
Equity and liabilities
Capital and reserves
Issued share capital		23.8	23. 8
Share premium account		54 5.6	545.6
Cash flow hedge reserve	27	0.5	2.5
Merger reserve		326.5	326. 5
Revaluation reserve		8.2	9.5
Own shares		(3 . 9)	( 7. 2)
Foreign exchange reserve		10. 2	6 .1
Capital redemption reserve		1.4	1.4
Retained earnings		86 4.0	1,065. 9
Total equity	19	1,7 76. 3	1 , 9 74 . 1

£m	Notes	2025	2024
Non-current liabilities
Interest-bearing loans and borrowings	22	419.4	421 .8
Lease liabilities	11	532 .7	56 0. 1
Derivative financial instruments	27	3 .1	–
Deferred tax liabilities	16	63.7	68. 3
Long-term provisions	15	14.0	21.6
Total non-current liabilities		1,032 .9	1, 07 1 . 8
Current liabilities
Interest-bearing loans and borrowings	22	7. 2	–
Lease liabilities	11	88 .7	94. 5
Overdraft	22	–	13. 2
Derivative financial instruments	27	0 .1	–
Trade and other payables	17	864.2	838. 2
Short-term provisions	15	41 .4	39.4
Total current liabilities		1,00 1.6	985.3
Total liabilities		2,034. 5	2,057 .1
Total equity and liabilities		3 ,810.8	4 , 0 31 . 2

The financial statements of Travis Perkins plc, registered number 824821, were approved by the Board of

Directors on 16 March 2026 and signed on its behalf by:

Gavin Slark Duncan Cooper

Director Director

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2025

							Foreign	Capital
	Share	Share	Cash flow	Merger	Revaluation	Own	exchange	redemption	Retained	Total
£m	capital	premium	hedge reserve	reserve	reserve	shares	reserve	reserve	earnings	equity
At 1 January 2024	23. 8	545.6	2 .9	326. 5	10. 8	(1 4 .1)	8 .4	1.4	1, 135. 0	2,040. 3
Loss for the year	–	–	–	–	–	–	–	–	( 7 7. 4)	( 7 7. 4)
Other comprehensive income for the year net of tax	–	–	0. 3	–	–	–	(2 . 3)	–	25.6	23.6
Total comprehensive loss for the year	–	–	0.3	–	–	–	(2 . 3)	–	(51. 8)	(53 . 8)
Dividends paid	–	–	–	–	–	–	–	–	(2 3 . 2)	(2 3 . 2)
Adjustments in respect of revalued fixed assets net of tax	–	–	–	–	(1 . 3)	–	–	–	1.5	0. 2
Sale of own shares	–	–	–	–	–	0 .1	–	–	–	0 .1
Own shares movement	–	–	–	–	–	6.8	–	–	(6 . 8)	–
Exercise of options over non-controlling interest	–	–	–	–	–	–	–	–	(1 . 2)	(1 . 2)
Equity-settled share-based payments net of tax	–	–	–	–	–	–	–	–	11.7	11 .7
Reclassifications	–	–	(0. 7)	–	–	–	–	–	0.7	–
At 1 January 2025	23.8	54 5.6	2.5	326 . 5	9.5	( 7. 2)	6 .1	1.4	1,065.9	1 , 9 74 .1
Loss for the year	–	–	–	–	–	–	–	–	(1 76 . 3)	(17 6 . 3)
Other comprehensive loss for the year net of tax	–	–	(2 .0)	–	–	–	4 .1	–	(3 . 2)	(1 .1)
Total comprehensive loss for the year	–	–	(2 . 0)	–	–	–	4 .1	–	(179.5)	( 1 7 7. 4)
Dividends paid	–	–	–	–	–	–	–	–	(2 8 . 6)	(28 . 6)
Adjustments in respect of revalued fixed assets net of tax	–	–	–	–	(1 . 3)	–	–	–	1 .9	0.6
Own shares movement	–	–	–	–	–	3. 3	–	–	(3. 3)	–
Equity-settled share-based payments net of tax	–	–	–	–	–	–	–	–	7. 6	7. 6
At 31 December 2025	23.8	5 4 5.6	0. 5	326.5	8.2	(3 . 9)	1 0. 2	1.4	86 4.0	1,7 76. 3

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CONSOLIDATED CASH FLOW STATEMENT

For the year ended 31 December 2025

£m	2025	2024
Cash flows from operating activities
Loss before tax	(13 4 .7)	(3 8 . 4)
Adjustments for:
Depreciation of property, plant and equipment	66.0	79. 8
Depreciation of right-of-use assets	8 7. 4	96.8
Amortisation of other intangibles	3.7	3.6
Amortisation of acquisition-related intangibles	7. 8	10.4
Share-based payments	7. 7	11. 7
Gain on disposal of property, plant and equipment	(9. 9)	(1 1 . 3)
Purchase of tool hire assets	(9. 8)	(3 . 8)
Finance income	(2 0 .1)	(11 .1)
Finance costs	58.2	51. 8
(Increase)/decrease in inventories	(24 . 5)	63.6
Decrease/(increase) in receivables	125.7	(7 6 .1)
Increase in payables	33.9	18.0
Adjusting items payments less than the charge	214.7	119. 2
Cash generated from operations	4 0 6 .1	314 . 2
Income taxes paid	(21 . 7)	(2 0 . 9)
Net cash inflow from continuing operating activities	38 4.4	293. 3
Net cash outflow from discontinued operating activities	(9 .1)	(1 5 . 9)
Net cash from operating activities	375. 3	2 7 7. 4

£m	2025	2024
Cash flows from investing activities
Interest received	11.7	5.8
Proceeds on disposal of property, plant and equipment	52 .0	63 .0
Purchases of land and buildings	(2 7. 0)	(12 . 3)
Purchases of other property, plant and equipment	(46.8)	(5 5 . 8)
Purchase/development of computer software	(3. 5)	(4 .1)
Proceeds on sale of subsidiary (note 30)	20.8	–
Net cash inflow/(outflow) from continuing investing activities	7. 2	(3 . 4)
Net cash inflow/(outflow) from investing activities	7. 2	(3 . 4)
Cash flows from financing activities
Sale of own shares	–	0 .1
Repayment of lease liabilities	(9 5 . 9)	(9 3 . 8)
Dividends paid	(28 . 6)	(2 3 . 2)
Drawdown of borrowings	250. 5	–
Repayment of bonds	(24 8 . 7)	–
Interest paid and debt arrangement fees	(3 1 . 9)	(2 5 . 3)
Interest on lease liabilities	(2 9 . 7)	(29.6)
Net cash outflow used in continuing financing activities	(1 8 4. 3)	(1 7 1 . 8)
Net cash outflow used in discontinued financing activities	(2 . 5)	(2 . 5)
Net cash used in financing activities	(186.8)	(1 74 . 3)
Net increase in cash and cash equivalents	195.7	99.7
Cash and cash equivalents at 1 January	231 . 2	131 . 5
Cash and cash equivalents at 31 December (note 23)	426.9	2 31 . 2

119

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Travis Perkins plc Annual Report and Accounts 2025

GENERAL INFORMATION

Overview

Travis Perkins plc is a Company incorporated in the United Kingdom, England and Wales, under the

Companies Act 2006. The address of the registered office is given on page 157. The nature of the Group’s

operations and its principal activities are set out in the Strategic report on pages 6 to 25.

These financial statements are presented in pounds sterling, the currency of the primary economic

environment in which the Group operates, and presented rounded to the nearest £100,000 unless

otherwise stated.

Basis of accounting

The Group financial statements have been prepared in accordance with UK-adopted international

accounting standards.

The Company has elected to prepare its Parent Company financial statements in accordance with FRS 101;

these are presented on pages 155 to 161.

Basis of preparation

The financial statements have been prepared on the historical cost basis, except that derivatives, other

financial instruments and contingent consideration arising from business combinations are stated at fair

value through profit and loss and designated financial instruments are stated at fair value through other

comprehensive income. The consolidated financial statements include the accounts of the Company and

all entities controlled by the Company (its subsidiaries, together referred to as “the Group”) from the date

control commences until the date that control ceases. Control is achieved where the Company:

• Has power over the investee.

• Is exposed or has rights to a variable return from the involvement with the investee.

• Has the ability to use its power to affect its returns.

As such, the results of subsidiaries acquired are included in the consolidated income statement from the

effective date of acquisition.

Foreign currencies

Transactions denominated in foreign currencies are recorded at the rates ruling on the date of the transaction.

At the balance sheet date, monetary assets and liabilities denominated in foreign currencies are translated

at the rate of exchange ruling at that date. Foreign exchange differences arising on translation are recognised

in the income statement.

The results of subsidiaries accounted for in foreign currencies are translated at the average monthly

exchange rate for items of profit and loss and at the closing exchange rate for balance sheet items.

The exchange differences are recorded in the foreign exchange reserve.

Going concern

After reviewing the Group’s forecasts and risk assessments and making other enquiries, the Board has

formed the judgement at the time of approving the financial statements that there is a reasonable

expectation that the Group has adequate resources to continue in operational existence for the 12 months

from the date of signing this Annual Report and Accounts. For this reason the Board continues to adopt the

going concern basis in preparing the financial statements.

In arriving at their opinion the Directors considered:

• The Group’s cash flow forecasts and revenue projections.

• The impact on trading performance of severe but plausible downside scenarios. Key assumptions

include significant reductions in revenue and limited reductions in fixed overheads, as well as mitigating

actions such as delayed capital expenditure, reduced overhead investment and dividends.

• The committed debt facilities available to the Group and the covenants thereon.

• The Group’s debt maturity profile.

• The Group’s robust policy towards liquidity and cash flow management.

• The Group’s ability to successfully manage the principal risk and uncertainties outlined on pages 52 to

59 during periods of uncertain economic outlook and challenging macroeconomic conditions.

The downside scenarios tested, outlining the impact of severe but plausible adverse scenarios based on

a severe recession and housing market weakness, show that there is sufficient headroom for liquidity and

covenant compliance purposes for at least the next 12 months from the date of approval of these financial

statements. The going concern assessment is not sensitive to estimates on inflation.

Material accounting policies

The principal accounting policies adopted in preparing the financial statements are provided throughout the

notes to the financial statements.

Key judgements and estimates

The preparation of financial statements requires the Directors to make estimates and assumptions

about future events that affect the reported amounts of assets and liabilities and disclosure of contingent

assets and liabilities. Future events and their effects cannot be determined with certainty. Therefore,

the determination of estimates requires the exercise of judgement based on various assumptions and

other factors such as historical experience and current and expected economic conditions. The Directors

frequently re-evaluate these significant factors and make adjustments as facts and circumstances dictate.

120

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Travis Perkins plc Annual Report and Accounts 2025

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2025

Key judgements and estimates, including those that have a significant risk of resulting in a material

adjustment to the carrying amount of assets and liabilities within the next financial year, are found in the

following notes:

Page Note Description

138 18 Pension liability assumptions

148 28 Impairment reviews for goodwill and for branch assets

Those listed above are key sources of estimation uncertainty for the Group.

The notes are organised into the following sections:

Income and expenses: Provides a breakdown of individual line items in the income statement and

summarises the accounting policies, judgements and estimates relevant to understanding these items.

Assets and liabilities: Provides a breakdown of individual line items in the balance sheet and summarises

the accounting policies, judgements and estimates relevant to understanding these items.

Capital: Provides information about the capital management practices of the Group and shareholder returns

for the year.

Risks: Discusses the Group’s impairment testing and the exposure to various financial risks, explains how

these affect the Group’s financial position and performance and what the Group does to manage these risks.

People: Provides information about the number of people employed by the Group and associated costs.

Other: Provides information on items which require disclosure, but are not considered critical in

understanding the financial performance or position of the Group.

INCOME AND EXPENSES

1. Revenue

Accounting policy

Revenue recognition

Revenue is recognised when the Group has satisfied its performance obligations to the customer and

the customer has obtained control of the goods or services being transferred. Performance obligations to

the customer in respect of sales of goods are satisfied on delivery or collection by customer. Payments

are typically due from credit customers not later than the last day of the month following the month of

delivery. Revenue is measured at the transaction price received or receivable and represents amounts

receivable for goods and services provided in the normal course of business, net of discounts and value

added tax. For the Group sale of services revenue comprises tool hire. Tool hire revenue is recognised

under IFRS 16 – Leases.

Customer rebates

Where the Group has rebate agreements with its customers, the value of variable income with respect

to customer rebates is calculated in accordance with the agreements in place so that the amount

recognised as revenue in the year is based on the amount which is highly probable not to reverse.

a. Revenue

£m 2025 2024

Sale of goods 4,403.6 4,439.9

Sale of services 161.0 167.5

4,564.6 4,607.4

All revenue arose in the UK except for £109.8m (2024: £109.1m) arising in Europe .

121

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Travis Perkins plc Annual Report and Accounts 2025

INCOME AND EXPENSES continued

1. Revenue continued

b. Revenue reconciliation and like-for-like sales

£m Merchanting Toolstation Total

2024 revenue 3,786.3 821.1 4,607.4

Network change (48.1) (6.8) (54.9)

Trading days (24.6) (2.1) (26.7)

2024 like-for-like revenue 3,713.6 812.2 4,525.8

Like-for-like change (4.7) 19.7 15.0

2025 like-for-like revenue 3,708.9 831.9 4,540.8

Network change 13.3 10.5 23.8

2025 revenue 3,722.2 842.4 4,564.6

Like-for-like revenue (decline)/growth (0.1%) 2.4% 0.3%

Total revenue (decline)/growth (1.7%) 2.7% (0.9%)

Like-for-like sales are a measure of underlying sales performance for two successive periods. Branches

and stores contribute to like-for-like sales once they have been trading for more than 12 months. Revenue

included in like-for-like is for the equivalent times in both years being compared. When branches close,

revenue is excluded from the prior year figures for the months equivalent to the post-closure period in the

current year. The network change adjustment removes the impact of branches opened or closed within the

last 12 months and the trading days adjustment removes the impact of different numbers of working days in

the year in order to make the periods comparable.

2. Profit

a. Operating profit

£m 2025 2024

Operating (loss)/profit (96.6) 2.3

Adjusting items (note 3) 222.2 139.1

Amortisation of acquisition-related intangible assets 7.8 10.4

Adjusted operating profit 133.4 151.8

Less: profit on disposal of properties (9.9) (11.3)

Adjusted operating profit excluding property profits 123.5 140.5

During the year the Group recognised a loss on the disposal of plant and equipment of £0.6m

(2024: Gain of £0.8m).

b. Adjusted profit

£m 2025 2024

Loss before tax (134.7) (38.4)

Adjusting items (note 3) 222.2 139.1

Amortisation of acquisition-related intangible assets 7.8 10.4

Adjusted profit before tax 95.3 111.1

Total tax (41.6) (2.2)

Adjusting tax charge (note 3) 27. 2 –

Tax on adjusting items (13.8) (29.0)

Tax on amortisation of acquisition-related intangible assets (1.9) (2.6)

Adjusted profit after tax 65.2 77. 3

Adjusted profit excludes adjusting items and amortisation of acquisition-related intangible assets.

122

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

3. Adjusting items

Accounting policy

Adjusting items are those items of income and expenditure that, individually or in aggregate, by reference

to the Group, are material in size and unusual in nature or incidence and that in the judgement of the

Directors should be disclosed separately on the face of the financial statements (or in the notes in the

case of a segment) to ensure both that the reader has a clear understanding of the Group’s underlying

financial performance and that there is comparability of financial performance between periods.

Items of income or expense that are considered by the Directors for designation as adjusting items

include, but are not limited to, significant one-year or multi-year restructuring programmes, onerous

contracts, write-downs or impairments of assets, the costs of acquiring and integrating businesses, gains

or losses on disposals of businesses and investments, re-measurement gains or losses arising from

changes in the fair value of derivative financial instruments to the extent that hedge accounting is not

achieved or is not effective, pension scheme curtailment gains and the effect of changes in corporation

tax rates on deferred tax balances.

a. Adjusting operating items

£m 2025 2024

Merchanting impairments (note 28) 111.0 62.7

Toolstation Europe impairment and restructuring 98.6 –

Restructuring 12.4 43.7

Staircraft impairment and disposal 3.0 32.7

Adjustments to prior year adjusting operating items (2.8) –

222.2 139.1

Merchanting impairments

The 2025 full branch-level impairment review identified 196 branches where the carrying value of the

branch’s assets was above the value of the discounted future cash flows generated from those assets. The

total impairment recognised in relation to these branches is £67.4m (2024: £62.7m). In the majority of

cases the branches are expected to deliver a positive contribution in 2026 with the vast majority delivering

a positive contribution in the future, based on cautious financial planning assumptions. An impairment of

£43.6m has been recognised following the annual impairment review of the CCF business as a result of

challenging trading conditions in its markets, for more information refer to note 28.

Toolstation Europe

The Toolstation Europe impairment charge relates to the write-down of goodwill, property and right-of-use

assets in the Toolstation Benelux business by £105.5m (note 28). The Toolstation Europe restructuring

charge relates to restructuring costs in Toolstation Benelux and adjustments in respect of redundancy

provisions and gains on the early exit of leases related to Toolstation France recognised in the previous year

resulting in a release of £6.9m.

Restructuring

The restructuring charge of £12.4m relates to severance payments made as a result of headcount

reductions, with these roles being in central functions or regional support teams. In 2024 there were £43.7m

of adjusting items related to central and regional restructuring, supply chain consolidation and the closure of

39 standalone Benchmarx branches.

Staircraft

The Staircraft business was sold during the year for consideration of £20.8m and resulted in a loss on

disposal of £3.0m. For more information refer to note 30. In 2024 an impairment charge of £32.7m was

recognised in respect of the annual impairment review of the Staircraft business.

Adjustments to prior year adjusting operating items

The adjustments to prior year adjusting items relates to the release of property and stock provisions

recognised as adjusting in prior periods.

b. Adjusting tax

The adjusting tax charge of £27.2m arises principally from the derecognition of the deferred tax asset

relating to the tax losses generated by the Group’s Toolstation Netherlands business (£20.2m) as the

recognition criteria of IAS 12 – Income Taxes are not met. See note 28 for further information on the

forecast cash flows of this business. The remaining charge is a prior year adjustment relating to deferred tax

on the tax treatment of prior year adjusting items .

123

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Travis Perkins plc Annual Report and Accounts 2025

INCOME AND EXPENSES continued

4. Other operating income and auditor’s remuneration

a. Other operating income

Other operating income of £3.5m (2024: £4.0m) relates to external rental income from the lease of ex-

trading properties and surplus units in trade parks owned by the Group to external tenants.

b. Auditor’s remuneration

During the year the Group incurred the following costs for services provided by the Company’s auditor:

£m 2025 2024

Fees payable to the Company’s auditor for audit services:

Audit of the Company’s annual accounts 1.3 0.5

Audit of the Company’s subsidiaries 1.5 2.2

Additional fees payable for the prior period audit 1.4 0.4

Fees paid to the Company’s auditor for other services:

Audit-related assurance services 0.1 0.1

4.3 3.2

The 2025 fees were payable to Deloitte LLP, with the exception of the additional fees payable for the prior

period audit which were payable to the Group’s previous auditor, KPMG LLP. All 2024 fees were payable to

KPMG LLP.

A description of the work of the Audit Committee is set out in the Audit Committee report on pages 74 to 77

and includes an explanation of how auditor objectivity and independence is safeguarded when the auditor

provides non-audit services.

5. Business segments

The operating segments are identified on the basis of internal reports about components of the Group

that are regularly reviewed by the Chief Operating Decision Maker (“CODM”), which is considered to be the

Board, to assess performance and allocate capital.

Both operating segments sell building materials to a wide range of customers, none of which are dominant,

and operate predominantly in the United Kingdom. The Merchanting segment sells building materials at

prices specifically negotiated with customers, with variation in the products offered in each branch. The

Toolstation segment includes both the UK and Benelux business, and sells building materials at a fixed price,

with a fixed range in each store.

Segmental operating profit represents the result of each segment without allocation of certain central costs,

finance costs and tax. Segmental adjusted operating profit is the result of each segment before adjusting

items, the amortisation of acquisition-related intangible assets and property profits. Unallocated segment

assets and liabilities comprise financial instruments, current and deferred tax, cash, borrowings and pension

scheme assets and liabilities.

For the purposes of monitoring segment performance and allocating resources between segments, the

Group’s leadership team monitors the tangible, intangible and financial assets attributable to each segment.

All assets are allocated to reportable segments with the exception of investments in associates, other

financial assets (except for trade and other receivables) and tax assets. Assets used jointly by reportable

segments are allocated on the basis of the revenues earned by individual reportable segments .

a. Segment information

£m

2025

Merchanting Toolstation Unallocated Consolidated

Revenue 3,722.2 842.4 – 4,564.6

Operating profit/(loss) 2.9 (68.4) (31.1) (96.6)

Amortisation of acquisition-related intangible assets 5.4 2.4 – 7.8

Adjusting items 123.2 99.0 – 222.2

Less property profits (9.9) – – (9.9)

Segmental adjusted operating profit 121.6 33.0 (31.1) 123.5

Adjusted operating margin 3.3% 3.9% – 2.7%

Average capital employed 2,056.0 480.5 (16.3) 2,520.2

Segmental return on capital employed 5.9% 6.9%

Segment assets 2,626.0 617.6 567.2 3,810.8

Segment liabilities (1,129.9) (385.1) (519.5) (2,034.5)

Consolidated net assets 1,496.1 232.5 47.7 1,776.3

Capital expenditure excluding property 45.2 15.0 – 60.2

Depreciation of fixed assets and software

amortisation 47.6 22.1 – 69.7

Depreciation of right-of-use assets 55.0 32.4 – 87.4

124

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

£m

2024

Merchanting Toolstation Unallocated Consolidated

Revenue 3,786.3 821.1 – 4,607.4

Operating profit 19.5 12.0 (29.2) 2.3

Amortisation of acquisition-related intangible assets 7.6 2.8 – 10.4

Adjusting items 132.6 6.5 – 139.1

Less property profits (11.3) – – (11.3)

Segmental adjusted operating profit 148.4 21.3 (29.2) 140.5

Adjusted operating margin 3.9% 2.6% – 3.0%

Average capital employed 2,232.5 564.3 12.4 2,809.2

Segmental return on capital employed 6.6% 3.8%

Segment assets 2,888.0 726.6 416.6 4,031.2

Segment liabilities (1,165.3) (380.9) (510.9) (2,057.1)

Consolidated net assets 1,722.7 345.7 (94.3) 1,974.1

Capital expenditure excluding property 51.4 12.6 – 64.0

Depreciation of fixed assets and software

amortisation 75.3 18.5 – 93.8

Depreciation of right-of-use assets 67.4 29.4 – 96.8

b. Unallocated segment assets and liabilities

Unallocated segment assets and liabilities comprise the following:

£m 2025 2024

Assets

Financial instruments 1.3 3.3

Property, plant and equipment 8.7 16.5

Cash and cash equivalents 426.9 244.4

Retirement benefit surplus 118.1 116.9

Unallocated corporate assets 11.7 18.0

Tax debtor 0.5 –

Deferred tax asset – 17. 5

567.2 416.6

Liabilities

Financial instruments (3.2) –

Deferred tax liabilities (63.7) (68.3)

Interest-bearing loans, borrowings and loan notes (426.6) (435.0)

Unallocated corporate liabilities (26.1) (7.6)

(519.6) (510.9)

Non-current assets with a carrying value of £nil (2024: £101.8m) owned by the Toolstation Europe

businesses are located in foreign countries.

125

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Travis Perkins plc Annual Report and Accounts 2025

INCOME AND EXPENSES continued

6. Net finance costs

£m 2025 2024

Items in the nature of interest:

Interest on bonds and other loans (24.6) (17.1)

Interest on bank facilities and overdrafts (1.8) (2.0)

Other interest – (1.8)

Other finance costs:

Amortisation of issue costs of bank loans (1.5) (1.3)

Remeasurement:

Net loss on remeasurement of derivatives at fair value (0.6) –

Lease interest:

Property (26.1) (26.5)

Equipment (3.6) (3.1)

Finance costs (58.2) (51.8)

Items in the nature of interest:

Interest receivable 11.7 6.0

Remeasurement:

Net gain on remeasurement of derivatives at fair value – 0.8

Gain on remeasurement of foreign exchange 0.7 –

Interest income – pension scheme 6.4 4.3

Gain on the repurchase of debt 1.3 –

Finance income 20.1 11.1

Net finance costs (38.1) (40.7)

The Group’s interest cover covenants are calculated using those items of finance income and finance cost

that are in the nature of interest, including interest on lease liabilities. In 2025 these were in total £43.1m

(2024: £44.5m).

Net finance costs relating to discontinued operations are £nil (2024: £0.4m).

7. Tax

Accounting policy

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as

reported in the income statement because it excludes items of income and expense that are taxable or

deductible in other years and it further excludes items which are never taxable or deductible. The Group’s

liability for current tax is calculated using tax rates that have been enacted or substantially enacted by the

balance sheet date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying

amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the

computation of taxable profit. This is accounted for using the balance sheet liability method.

Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets

are recognised to the extent that it is probable that taxable profits will be available against which deductible

temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary

difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction

(other than in a business combination) that affects neither the taxable profit nor the accounting profit.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled

or the asset realised based on tax laws and rates that have been enacted or substantially enacted at the

balance sheet date. Deferred tax is charged or credited in the income statement, except when it relates to

items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

a. Tax charge in the income statement

£m 2025 2024

Current tax:

Current year 31.2 34.9

Prior year (9.9) 0.6

Total current tax 21.3 35.5

Deferred tax:

Current year 3.4 (32.8)

Prior year 16.9 (0.5)

Total deferred tax 20.3 (33.3)

Total tax charge 41.6 2.2

126

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

The total tax charge in 2025 includes a credit of £13.8m relating to costs recognised as adjusting items

(2024: £29.0m) and an adjusting tax charge of £27.2m (2024: £nil), which is detailed in note 3.

The prior year adjustments on the previous page include a reclassification of a tax credit of approximately

£8.5m from deferred tax to current tax. This reclassification relates to the treatment of prior year adjusting

items on the impairment of right-of-use assets.

The differences between the total tax charge and the amount calculated by applying the standard rate of UK

corporation tax to the loss before tax for the Group is as follows:

2025 2024

£m % £m %

Loss before tax (134.7) (38.4)

Tax at the UK corporation tax rate (33.7) 25.0 (9.6) 25.0

Tax effect of expenses/credits that are not

deductible/taxable 1.2 1.2

Depreciation of non-qualifying property 11.9 3.4

Share-based payments 1.8 2.7

Losses 29.6 1.8

Property profits (2.0) (3.0)

Impairment 25.8 5.6

Prior period adjustment 7.0 0.1

Tax expense and effective tax rate for the

year 41.6 (30.9) 2.2 (5.7)

b. Tax charge in the statement of comprehensive income

The following amounts relating to tax have been recognised in other comprehensive income:

£m 2025 2024

Items that may be reclassified:

Deferred tax credit/(charge) on cash flow hedge 0.9 (0.1)

Items that may not be reclassified:

Deferred tax credit/(charge) on actuarial movement 1.0 (9.5)

Income tax credit/(charge) relating to other comprehensive income 1.9 (9.6)

c. Tax credited directly to equity

The following amounts of tax have been recognised in equity:

£m 2025 2024

Deferred tax:

Revaluation reserve 0.6 0.2

Share-based payments (0.1) 0.1

0.5 0.3

8. Discontinued operations

During 2024 the Group ceased the operations of its Toolstation France business. As this business

represented a separate geographical area of operation and was a major proportion of the Group’s loss for

the year, the Group concluded that it met the definition of a discontinued operation in IFRS 5 – Non-current

Assets Held for Sale and Discontinued Operations. Accordingly its results were presented as those of

discontinued operations.

a. Results of discontinued operations

£m 2025 2024

Revenue – 16.3

Gross profit – 8.2

Operating expenses – (44.6)

Net finance costs – (0.4)

Loss before tax and loss from discontinuing operations – (36.8)

The loss before tax in 2024 of £36.8m included costs of £22.2m relating to the closure of the business.

There were no significant profit or loss transactions related to the Toolstation France business in 2025 and

therefore no results from discontinued operations have been presented. Provisions of £8.0m have been

released primarily following the early exit of leases and former colleagues leaving the social plan and have

been presented in adjusting items.

b. Cash flows relating to discontinued operations

£m 2025 2024

Net cash outflow from operating activities (9.1) (15.9)

Net cash used in financing activities (2.5) (2.5)

Net cash flows for the year for discontinued operations (11.6) (18.4)

127

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES

9. Goodwill and other intangible assets

Accounting policy

Goodwill arising on acquisition represents the excess of the cost of acquisition over the share of the

aggregate fair value of identifiable net assets (including intangible assets) of a business or a subsidiary at

the date of acquisition. All material intangible fixed assets obtained on acquisition have been recognised

separately in the financial statements. Goodwill is initially recognised as an asset and allocated to cash-

generating units or groups of cash-generating units that are expected to benefit from the synergies of

the combination and is then reviewed at least annually for impairment. Any impairment is recognised

immediately in the income statement and is not reversed. Goodwill is accordingly stated in the balance

sheet at cost less any provisions for impairment in value. Intangible assets identified as part of the assets

of an acquired business are capitalised separately from goodwill if the fair value can be measured reliably

on initial recognition.

a. Goodwill by reportable segment

£m Merchanting Toolstation Total

At 1 January 2024 684.8 163.1 847.9

Impairment (23.8) – (23.8)

Effect of movement in exchange rates – (2.8) (2.8)

At 1 January 2025 661.0 160.3 821.3

Impairment (43.6) (60.1) (103.7)

Effect of movement in exchange rates – 3.2 3.2

At 31 December 2025 617.4 103.4 720.8

b. Other intangible assets

Accounting policy

Intangible assets are amortised to the income statement on a straight-line basis over a maximum of 20

years except where they are considered to have an indefinite useful life. In the latter instance, they are

reviewed annually for impairment.

The directly attributable costs incurred for the development of computer software controlled by and for

use within the business are capitalised and written off over their estimated useful life, which ranges from

three to ten years. Interfaces are amortised over the lower of the remaining estimated useful lives of the

systems they operate between. Costs relating to research, maintenance and training are expensed as

they are incurred.

Amounts paid to third parties in respect of the development of software and other intangible assets not

controlled by the Group are expensed over the period where the Group receives the service. The cost

of configuring and customising software is treated as a prepayment and recognised over the period the

Group benefits from the implemented software only if the configuration and customisation service is not

distinct from the provision of the software itself. Licence fees for using third-party software are expensed

over the period the software is in use.

Acquired customer relationships are amortised over their estimated useful lives, which range from five to

15 years. No amortisation is charged on computer software under construction .

128

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

£m Brand

Computer

software

Customer

relationships Total

Cost or valuation

At 1 January 2024 148.5 112.4 151.6 412.5

Additions – 4.1 – 4.1

Transfers from property, plant & equipment – 0.6 – 0.6

Disposals – (0.5) – (0.5)

At 1 January 2025 148.5 116.6 151.6 416.7

Additions – 3.5 – 3.5

Transfers from property, plant & equipment – 2.5 – 2.5

Disposals – (0.6) (9.4) (10.0)

At 31 December 2025 148.5 122.0 142.2 412.7

Amortisation

At 1 January 2024 76.0 102.7 133.9 312.6

Charged on acquisition-related intangibles 2.3 – 8.1 10.4

Charged on internally generated intangibles – 3.6 – 3.6

Impairment – – 3.4 3.4

Disposals – (0.2) – (0.2)

At 1 January 2025 78.3 106.1 145.4 329.8

Charged on acquisition-related intangibles 2.0 – 5.8 7.8

Charged on internally generated intangibles – 3.7 – 3.7

Transfers from property, plant & equipment – 0.5 – 0.5

Impairment 10.2 4.3 – 14.5

Disposals – (0.5) (9.0) (9.5)

At 31 December 2025 90.5 114.1 142.2 346.8

Net book value

At 31 December 2024 70.2 10.5 6.2 86.9

At 31 December 2025 58.0 7.9 – 65.9

Where a brand has not been established for a significant period of time the Directors do not have sufficient

evidence to support a contention that it will have an indefinite useful life. Accordingly for Toolstation the

Directors have decided it is appropriate to amortise their brand costs over their estimated useful lives. The

useful lives of those brands being amortised is 20 years.

The Directors consider that the BSS brand, which is a leading brand in its sector with significant history and

significant growth prospects, has an indefinite useful life. It is reviewed annually for impairment; details of

impairment tests are shown in note 28.

c. Cash-generating units

The Directors consider that each branch or distribution network in the Group is an individual

cash-generating unit (“CGU”). Goodwill and intangible fixed assets with indefinite useful lives have been

allocated for impairment testing purposes to groups of individual CGUs within the same brand. The

following table analyses goodwill and intangible fixed assets with indefinite useful lives by CGU grouping.

£m

CGU grouping

2025 2024

Intangibles Goodwill Total Intangibles Goodwill Total

Merchanting

Travis Perkins – 482.6 482.6 – 482.6 482.6

Keyline – 100.2 100.2 – 100.2 100.2

CCF – – – – 43.6 43.6

BSS Industrial 49.3 26.8 76.1 49.3 26.8 76.1

TF Solutions – 7.8 7.8 – 7.8 7.8

Toolstation

Toolstation UK – 103.4 103.4 – 103.4 103.4

Toolstation Benelux – – – – 56.9 56.9

49.3 720.8 770.1 49.3 821.3 870.6

129

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

10. Property, plant and equipment

Accounting policy

Property, plant and equipment is stated at cost or deemed cost less accumulated depreciation and any

impairment in value. Assets are depreciated to their estimated residual value on a straight-line basis over

their estimated useful lives as follows:

• Buildings – 50 years or, if lower, the estimated useful life of the building or the life of the lease

• Leasehold improvements – the life of the lease

• Plant and equipment – 4 to 10 years

• Freehold land is not depreciated

The estimated useful lives are estimated taking into consideration the potential impact of climate change.

The gain or loss arising on the disposal or retirement of an asset is determined as the difference between

the sale proceeds net of expenses and the carrying amount of the asset in the balance sheet and is

recognised in the income statement. Where appropriate, the attributable revaluation reserve remaining

in respect of properties revalued prior to the adoption of IFRS is transferred directly to retained earnings.

£m Freehold

Long

leasehold

Leasehold

improvements

Plant and

equipment Total

Cost or deemed cost

At 1 January 2024 487.0 51.2 221.5 740.9 1,500.6

Additions 9.6 – 32.5 28.4 70.5

Disposals (15.8) (4.7) (11.4) (45.4) (77. 3)

Reclassifications 30.5 2.2 (45.1) 18.4 6.0

Effect of movements in exchange rates – – – (0.7) (0.7)

At 1 January 2025 511.3 48.7 197.5 741.6 1,499.1

Additions 21.5 4.4 13.4 46.0 85.3

Disposals (52.1) (3.0) (1.4) (51.0) (107.5)

Reclassifications 17.1 1.3 (18.2) (0.2) –

Transfers to intangibles – – – (2.5) (2.5)

Effect of movements in exchange rates – – – 1.1 1.1

At 31 December 2025 497.8 51.4 191.3 735.0 1,475.5

£m Freehold

Long

leasehold

Leasehold

improvements

Plant and

equipment Total

Accumulated depreciation

At 1 January 2024 61.9 13.4 84.7 492.2 652.2

Charged in the year 6.7 1.0 12.6 59.5 79.8

Disposals (5.1) (1.4) (0.4) (42.1) (49.0)

Impairments – – 11.9 27.7 39.6

Reclassifications 14.8 0.3 5.5 (14.6) 6.0

Effect of movements in exchange rates – – – (0.6) (0.6)

At 1 January 2025 78.3 13.3 114.3 522.1 728.0

Charged in the year 4.8 0.7 11.8 48.7 66.0

Disposals (5.3) (1.2) (1.4) (41.5) (49.4)

Impairments 34.1 – 6.2 35.5 75.8

Transfers to intangibles – – – (0.5) (0.5)

Effect of movements in exchange rates – – – 0.6 0.6

At 31 December 2025 111.9 12.8 130.9 564.9 820.5

Net book value

At 31 December 2024 433.0 35.4 83.2 219.5 771.1

At 31 December 2025 385.9 38.6 60.4 170.1 655.0

Included within freehold property is land with a value of £229.7m (2024: £227.5m), which is not

depreciated, and property let to external tenants with a net book value of £56.5m (cost of £62.9m and

accumulated depreciation of £6.4m) (2024: net book value £55.7m, cost £61.7m, accumulated depreciation

£6.0m). Included within property, plant and equipment is £11.7m (2024: £17.5m) in respect of assets under

construction, which are not depreciated. No assets are pledged as security for the Group’s liabilities except

for freehold property with a net book value of £11.9m (2024: £12.0m) pledged as security to one of the

Group’s defined benefit pension schemes.

130

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

11. Leases

Accounting policy

Identifying a lease

At the inception of a contract, the Group assesses whether a contract contains a lease. At inception the

Group allocates the consideration in the contract to each lease component on the basis of their relative

stand-alone prices except for fleet leases for which the Group does not separate non-lease components

and accounts for the lease and non-lease components as a single lease component.

Recognition exceptions

The Group takes the lease recognition exemption for leases with a lease term of 12 months or less

and containing no purchase options and leases where the underlying asset has a low value when new.

Payments associated with short-term leases and leases of low-value assets are recognised on a straight-

line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months

or less. Low-value assets comprise mainly IT equipment, vending machines and paint-mixing machines.

Lease terms

Extension and termination options are included in a number of property and equipment leases across

the Group. These terms are used to maximise operational flexibility. The Group has applied judgement to

determine the lease term for some lease contracts that includes renewal options and break clauses. In

determining the lease term, management considers all facts and circumstances that create an economic

incentive to exercise an extension option, or not exercise a termination option. Extension options (or

periods after termination options) are only included in the lease term if the lease is reasonably certain to

be extended (or not terminated).

For property leases the most relevant is normally the profitability of the leased branch or warehouse and

future plans for the business. If there are significant penalties to terminate or not extend, the Group is

typically reasonably certain to not terminate or extend.

Lessee accounting

Initial measurement

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease

liability adjusted for any lease payments made at or before the commencement date and any initial

direct costs incurred, less any lease incentives received.

The lease liability is initially measured at the present value of the lease payments payable over the lease

term, discounted at the rate implicit in the lease if that can be readily determined and otherwise at the

incremental borrowing rate.

Subsequent measurement

After lease commencement, the Group measures right-of-use assets at cost less accumulated

depreciation and accumulated impairment.

The lease liability is subsequently remeasured to reflect changes in the lease term, the assessment

of a purchase option and future lease payments resulting from a change in an index or a rate used to

determine those payments. The remeasurements are matched by adjustments to the right-of-use asset.

Lease modifications may also prompt remeasurement of the lease liability unless they are determined to

be separate leases.

Depreciation

The right-of-use asset is subsequently depreciated using the straight-line method to the earlier of the end

of the useful life of the right-of-use asset or the end of lease term. Estimated useful lives are determined on

the same basis as those of property, plant and equipment. In addition, the right-of-use asset is

reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

Dilapidations

The Group recognises provisions for the cost of reinstating certain Group properties at the end of their

lease term. These are recognised either as part of the right-of-use asset where applicable, or directly to

the profit or loss for costs related to wear and tear.

Sale and leaseback transactions

If an asset transfer satisfies the requirements of IFRS 15 – Revenue from Contracts with Customers to

be accounted for as a sale, the Group measures the right-of-use asset at the proportion of the previous

carrying amount that relates to the right-of-use retained. Accordingly, the Group only recognises the

amount of gain or loss that relates to the rights transferred to the buyer.

a. Amounts recognised in the balance sheet

All right-of-use assets relate to land and buildings except for £53.2m in respect of plant and equipment

(2024: £58.4m). Additions to right-of-use assets in 2025 were £90.1m (2024: £152.1m).

Lease liability maturity analysis – contractual undiscounted cash flows:

£m 2025 2024

Less than one year 121.9 119.9

One to five years 363.4 369.3

More than five years 315.1 336.2

Total undiscounted lease liabilities at 31 December 800.4 825.4

131

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

11. Leases continued

b. Amounts recognised in the statement of profit and loss

The statement of profit and loss shows the following amounts relating to leases:

£m 2025 2024

Expense relating to short-term leases 3.7 4.4

Expense relating to leases of low-value assets 3.2 3.5

Impairment of right-of-use assets 19.7 31.2

An impairment right-of-use assets has been recognised with respect to land and buildings of £19.7m

(2024: £17.9m) and plant and equipment of £nil (2024: £13.3m). Total depreciation of right-of-use assets

of £87.4m (2024: £96.8m) represents £73.3m in respect of land and buildings (2024: £83.6m) and £14.1m

in respect of plant and equipment (2024: £13.2m). The total cash outflow for leases in 2025 was £128.1m

(2024: £131.3m).

The Group’s profit on the disposal of properties includes £7.4m (2024: £7.2m) arising from sale

and leaseback transactions. Cash proceeds of £35.1m (2024: £43.1m) were received as a result

of these transactions.

c. The Group’s leasing activities

The Group leases various properties, motor vehicles and equipment. Rental contracts are typically made for

fixed periods but may have extension options. Lease terms are negotiated on an individual basis and contain

a wide range of different terms and conditions. Extension and termination options are included in a number

of property and equipment leases across the Group and are used to provide operational flexibility.

The Group routinely enters into sale and leaseback transactions as part of its property management and

investment strategy. The requirement of IFRS 16 – Leases to, in transfers that are accounted for as a sale,

only recognise the amount of any gain or loss that relates to the rights transferred to the buyer-lessor,

results in differences between the recognition of cash proceeds from the disposal of property, plant and

equipment and the recognition of profit from these disposals.

d. The Group as lessor

The Group leases a number of ex-trading properties and surplus units in trade parks owned by the Group to

third parties. At the balance sheet date, the Group had contracts with lessees for the following undiscounted

future minimum lease payments:

£m 2025 2024

Within one year 4.8 4.7

One to two years 7.5 8.3

Two to three years 6.4 7. 5

Three to four years 3.3 3.5

Four to five years 2.1 2.1

After five years 5.6 5.0

29.7 31.1

12. Inventories

Accounting policy

Inventories, which consist of goods for resale, are stated at the lower of average weighted cost and net

realisable value. Cost comprises direct materials and, where applicable, direct labour costs and those

overheads that have been incurred in bringing the inventories to their present location and condition.

Net realisable value is the estimated selling price less the estimated costs of disposal.

£m 2025 2024

Inventories 666.9 648.6

Inventories are stated net of inventory provisions of £23.5m (2024: £29.0m).

The cost of inventories recognised as an expense in 2025 was £3,276.4m (2024: £3,328.9m). A credit of

£5.5m (2024: charge of £5.2m) was recognised as a result of the movement of provisions against inventory.

132

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

13. Supplier income

Accounting policy

Supplier income comprises fixed price rebates, volume rebates and customer sales support.

Fixed price and volume rebates received and receivable are initially deducted from the cost of inventory

and therefore reduce cost of sales when the goods are sold. The cost of inventory held on the balance

sheet reflects the impact of these rebates.

The Group receives customer sales support payments that are made entirely at the supplier’s option,

that are requested by the Group when a specific product is about to be sold to a specific customer

and for which payment is only received after the sale has been completed. All customer sales support

receipts received and receivable are deducted from cost of sales when the sale to the third party has

been completed, i.e. when the customer sales support payment has been earned.

Supplier income receivable is netted off against trade payables when there is a legally binding

arrangement in place and it is management’s intention to do so, otherwise amounts are included in other

receivables in the balance sheet.

Supplier income balances included within the Group balance sheet are as follows:

£m 2025 2024

Other receivables 96.4 99.0

Trade payables 89.1 73.0

Inventories (59.3) (53.0)

Net balance sheet position 126.2 119.0

14. Trade and other receivables

Accounting policy

Trade and other receivables

The Group’s trade and other receivables at the balance sheet date comprise principally amounts

receivable from the sale of goods, amounts due in respect of rebates in relation to unbilled work in

progress and sundry prepayments.

Impairment of financial assets

Trade and other receivables are subject to the expected credit loss model in IFRS 9 – Financial

Instruments. The Group applies the IFRS 9 – Financial Instruments simplified approach to measuring

expected credit losses. This uses a lifetime expected loss allowance for all trade receivables. To

measure the expected credit losses trade receivables have been grouped based on shared credit risk

characteristics and the days past due.

Trade receivables are written off when there is no reasonable expectation of recovery. Indicators that

there is no reasonable expectation of recovery include the failure of a debtor to engage in a repayment

plan with the Group and the commencement of legal proceedings. A receivable is classified as credit

impaired when it exceeds 120 days overdue or when the debtor enters administration or liquidation or is

subject to other legal proceedings.

£m 2025 2024

Current:

Trade receivables 515.6 598.1

Allowance for doubtful debts (32.6) (29.8)

483.0 568.3

Other receivables 105.0 111.8

Prepayments 26.7 33.7

Accrued income 16.0 46.7

Total current trade and other receivables 630.7 760.5

Non-current:

Prepayments 12.0 15.3

Total non-current trade and other receivables 12.0 15.3

133

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

14. Trade and other receivables continued

The Directors consider that the only class of asset containing material credit risk is trade receivables. The

average credit term taken for sales of goods is 56 days (2024: 59 days). No interest is charged on the trade

receivable from the date of the invoice until the date the invoice is classified as overdue according to the

trading terms agreed between the Group and the customer. Thereafter, the Group retains the right to charge

interest at 4% p.a. (2024: 4%) above the clearing bank base rate on the outstanding balance.

Movement in the allowance for doubtful debts

£m 2025 2024

At 1 January 29.8 21.5

Amounts written off during the year (13.6) (8.4)

Charge for impairment losses for trade receivables 16.4 16.7

At 31 December 32.6 29.8

Expected credit loss assessment

Loss rates are based on actual credit loss experience over the past ten years and existing market conditions,

as well as forward-looking estimates at the end of each reporting period.

The following table provides information about the exposure to credit risk and expected credit losses for

trade receivables as at 31 December 2025.

£m

Gross

carrying

amount

Weighted

average

loss rate

Net loss

allowance

Credit

impaired

Current (not past due) 408.7 0.8% (2.7) No

Days overdue:

1–30 46.9 6.4% (2.5) No

31–60 20.3 14.1% (2.4) No

61–90 3.3 22.8% (0.6) No

91–120 1.7 41.5% (0.6) No

More than 120 34.7 82.5% (23.8) Yes

515.6 (32.6)

The following table provides information about the exposure to credit risk and expected credit losses for

trade receivables as at 31 December 2024.

£m

Gross

carrying

amount

Weighted

average

loss rate

Net loss

allowance

Credit

impaired

Current (not past due) 530.7 0.8% (3.7) No

Days overdue:

1–30 24.2 7. 2% (1.5) No

31–60 8.5 19.7% (1.4) No

61–90 3.9 28.0% (0.9) No

91–120 1.4 53.3% (0.6) No

More than 120 29.4 88.6% (21.7) Yes

598.1 (29.8)

15. Provisions

Accounting policy

A provision is recognised in the balance sheet when the Group has a present legal or constructive

obligation because of a past event, and it is probable that an outflow of economic benefits will be required

to settle the obligation. Provisions are measured at the Directors’ best estimate of the expenditure required

to settle the obligation at the balance sheet dates, and are discounted to present value.

Should a provision ultimately prove to be unnecessary then it is credited back into the income statement.

Where the provision was originally established as an adjusting item, any significant release is shown as

an adjusting credit.

The Group has a number of vacant and partly sublet leased properties. Where necessary a provision has

been made for the residual commitments, after taking into account existing and anticipated subtenant

arrangements. The Group recognises provisions for the cost of reinstating certain Group properties at

the end of their lease term, based on the conditions set out in the terms of the individual leases. The

timing of the outflows will match the ends of the relevant leases, which range from two to 25 years.

It is Group policy to self-insure using policies with a high excess against claims arising in respect of

damage to third party assets, or due to employers or public liability claims. Whilst the Group does not

have a contractual right to defer payment, the nature of insurance claims means they may take some

time to be settled. The insurance claims provision represents management’s best estimate, based upon

external advice of the value of outstanding claims against it where the final settlement date is uncertain,

in line with IAS 37 .

134

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

£m Property Insurance Restructuring Total

At 1 January 2024 17.1 21.1 4.9 43.1

Charge to income statement 17. 5 3.1 17. 2 37.8

Utilisation of provision (6.4) (4.3) (9.2) (19.9)

At 31 December 2024 28.2 19.9 12.9 61.0

Charge to income statement 2.5 2.2 2.0 6.7

Utilisation of provision (0.6) (3.9) (7.8) (12.3)

At 31 December 2025 30.1 18.2 7.1 55.4

Included in current liabilities 16.1 18.2 7.1 41.4

Included in non-current liabilities 14.0 – – 14.0

30.1 18.2 7.1 55.4

The restructuring provision relates to restructuring activities treated as adjusting items and discussed in note

3. It excludes property-related provisions and inventory amounts which are separately classified.

The following table details the Group’s liquidity analysis of its provisions, based on the undiscounted net

cash outflows. The impact of discounting is not material for the Group’s provisions.

£m 0–1 year 1–2 years 2–5 years 5+ years Total

2025:

Property 16.1 3.6 2.9 7. 5 30.1

Insurance 18.2 – – – 18.2

Restructuring 7.1 – – – 7.1

41.4 3.6 2.9 7.5 55.4

2024:

Property 6.6 7.5 5.9 8.2 28.2

Insurance 19.9 – – – 19.9

Restructuring 12.9 – – – 12.9

39.4 7.5 5.9 8.2 61.0

16. Deferred tax

The following are the major deferred tax assets and liabilities recognised by the Group and movements

thereon during the current and prior reporting periods.

£m

(Asset)/liability:

At 1 January

2025 Disposal

Recognised in

income

Recognised in

equity

Recognised

in other

comprehensive

income

At 31 December

2025

Trading losses (17.5) – 1 7.5 – – –

Deferred tax asset (17.5) – 17.5 – – –

Capital allowances 11.4 (1.7) (6.9) – – 2.8

Revaluation of property 2.7 – – (0.6) – 2.1

Share-based payments (2.2) – – 0.1 – (2.1)

Provisions 4.7 – (2.2) – – 2.5

Property assets acquired

in business combinations 8.0 (3.3) (0.8) – – 3.9

Brand 15.3 – 0.2 – – 15.5

Pension scheme asset 29.2 – 1.3 – (1.0) 29.5

Deferred gains on

property disposals 28.6 – (1.7) – – 26.9

Lease liability (163.7) – 18.2 – – (145.5)

Right-of-use asset 133.5 – (5.3) – – 128.2

Cash flow hedge 0.8 – – – (0.9) (0.1)

Deferred tax liability 68.3 (5.0) 2.8 (0.5) (1.9) 63.7

Net deferred tax 50.8 (5.0) 20.3 (0.5) (1.9) 63.7

135

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

16. Deferred tax continued

£m

(Asset)/liability:

At 1 January

2024

Recognised in

income

Recognised in

equity

Recognised

in other

comprehensive

income

At 31 December

2024

Trading losses (18.0) 0.5 – – (17. 5)

Deferred tax asset (18.0) 0.5 – – (17.5)

Capital allowances 21.1 (9.7) – – 11.4

Revaluation of property 2.9 – (0.2) – 2.7

Share-based payments (2.9) 0.8 (0.1) – (2.2)

Provisions 4.4 0.3 – – 4.7

Property assets acquired in

business combinations 8.8 (0.8) – – 8.0

Brand 21.8 (6.5) – – 15.3

Pension scheme asset 25.1 (5.4) – 9.5 29.2

Deferred gains on property

disposals 29.3 (0.7) – – 28.6

Lease liability (151.0) (12.7) – – (163.7)

Right-of-use asset 132.6 0.9 – – 133.5

Cash flow hedge 0.7 – – 0.1 0.8

Deferred tax liability 92.8 (33.8) (0.3) 9.6 68.3

Net deferred tax 74.8 (33.3) (0.3) 9.6 50.8

Deferred tax of £20.2m in respect of trading losses primarily relating to the Toolstation Netherlands

business was previously recognised by the Group. Following a review of forecasts based on the existing

Netherlands store network, the Group concluded that the recognition criteria of IAS 12 – Income Taxes are

no longer met and derecognised the deferred tax asset on its unused trading losses.

No deferred tax asset has been recognised on the losses of £122.7m (2024: remaining losses of £21.7m) in

the Group’s Toolstation Europe businesses as there is currently insufficient evidence that these losses would

be utilised.

All deferred tax assets and liabilities are assessed within the relevant jurisdiction and no amounts are

offset inappropriately.

17. Trade and other payables

Accounting policy

Trade and other payables principally comprise amounts outstanding for trade purchases and ongoing

costs and are measured at amortised cost. The Directors consider that the carrying amount of trade

payables approximates to their fair value. The Group has financial risk management policies in place to

ensure that all payables are paid within the credit time frame.

£m 2025 2024

Trade payables 682.6 532.9

Other taxation and social security 22.4 79.0

Other payables 66.5 92.8

Accruals 81.4 120.6

Deferred income 11.3 12.9

Trade and other payables 864.2 838.2

Included in trade payables at 31 December 2025 are amounts of £94.8m (2024: £88.4m) which are due for

settlement under supplier financing arrangements with third-party banks, of which suppliers had received

payments for £57.4m (2024: £57.5m). Suppliers choose to enter into these arrangements which provide

access to the option of early settlement of invoices at interest rates based on Travis Perkins’ credit rating.

If suppliers do not elect for early payment, invoices are settled on the date agreed in the existing payment

terms. In some cases, Travis Perkins has agreed extensions to payment terms with suppliers who regularly

access the scheme, with the longest payment terms 107 days (2024: 107 days), an extension of 45 days

(2024: 45 days). The total net amount outstanding where terms have been extended at 31 December 2025

was £9.2m (2024: £9.7m). Liabilities that are part of the arrangement had a range of payment dates of 52

– 107 days with trade payables that are not part of an arrangement having a range of 45 – 75 days (2024:

52 – 107 days compared to 45 – 75 days). These arrangements do not provide the Group with a significant

benefit of additional financing and have been put in place for the benefit of the Group’s suppliers, providing

them with access to cost-efficient third-party funding. As such, outstanding balances are classified as trade

payables and form part of the operating cash flows movement in the consolidated cash flow statement.

There were no non-cash transfers from trade payables to finance payables in 2025 (2024: none). There are

no significant judgements applied in the calculation of supplier finance balances.

136

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

18. Pension arrangements

The Group has a number of historical defined benefit pension schemes, all of which are closed to new

members and future accruals. The Group operates four final salary schemes being The Travis Perkins

Pensions and Dependants’ Benefit Scheme (“the TP DB scheme”), the BSS Defined Benefit Scheme

(“the BSS DB Scheme”), the immaterial Platinum pension scheme and the immaterial BSS Ireland Defined

Benefit Scheme. The reconciliations and disclosures are presented as an aggregation of all schemes

as each scheme is subject to similar risk characteristics.

Accounting policy

The cost of providing benefits under defined benefit pension schemes is determined using the projected

unit credit method with actuarial valuations being carried out at the end of each reporting period.

Remeasurement comprising actuarial gains and losses, the effects of asset ceilings and minimum

funding payments and the return on scheme assets (excluding interest) are recognised immediately in

the balance sheet with a charge or credit to the statement of comprehensive income. Remeasurement

recorded in the statement of comprehensive income is not recycled. Net interest is calculated by

applying a discount rate to the net defined benefit liability or asset. Net interest expense or income is

recognised within finance costs or finance income.

a. Expected future cash flows

The Directors have agreed with the BSS DB Scheme’s Trustees and the TP DB Scheme’s Trustees that,

following the elimination of the deficits in these schemes, no further contributions from the Group are

currently required. Both schemes fund their management and administrative expenses.

b. Balance sheet position and movements during the year

The amount included in the balance sheet arising from the Group’s obligations in respect of all of its defined

benefit schemes and the movements during the year:

£m

2025 2024

Gross

assets

Gross

obligations Net

Gross

assets

Gross

obligations Net

Gross pension asset as

at 1 January 971.1 (854.2) 116.9 1,096.9 (996.3) 100.6

Amounts recognised in income:

Administration expenses (1.7) (0.1) (1.8) (3.0) (0.1) (3.1)

Interest income/(cost) 52.0 (45.6) 6.4 48.7 (44.2) 4.5

Other movements:

Contributions from sponsoring

companies 0.2 – 0.2 0.4 – 0.4

Foreign exchange 0.9 (0.3) 0.6 (0.5) 0.4 (0.1)

Withdrawal of assets – – – (23.2) – (23.2)

Benefits paid (47.4) 47.4 – (49.8) 49.8 –

Balance sheet reclassifications – – – – 2.7 2.7

Amounts recognised in other

comprehensive income:

Return on plan assets (excluding

amounts in net interest) (4.0) – (4.0) (98.4) – (98.4)

Actuarial loss from changes in

demographic assumptions – (7. 2) (7.2) – (4.7) (4.7)

Actuarial gain from changes in

financial assumptions – 14.1 14.1 – 100.4 100.4

Actuarial (loss)/gain from

experience adjustments – (7.1) ( 7.1) – 37.8 37.8

Gross pension asset as

at 31 December 971.1 (853.0) 118.1 971.1 (854.2) 116.9

The asset valuation of £971.1m (2024: £971.1m) at 31 December 2025 consists of the TP DB Scheme

£739.9m (2024: £738.2m) and the BSS DB Scheme £231.2m (2024: £232.9m). The obligation valuation

of £853.0m (2024: £854.2m) consists of the TP DB Scheme £644.7m (2024: £645.1m) and the BSS DB

Scheme £208.3m (2024: £209.1m).

137

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

18. Pension arrangements continued

b. Balance sheet position and movements during the year continued

The actual gain on scheme assets of £48.0m (2024: loss of £49.7m) is represented by the interest income

and return on plan assets (excluding amounts net interest) figures on the previous page.

The withdrawal of assets in 2024 represented the unwind of a Group-controlled special purpose vehicle

(“SPV”) used to fund the historical deficit in the TP DB Scheme.

The deferred tax liability of £29.5m (2024: £29.2m) has been recognised at the standard rate of corporation

tax, as this rate best reflects the rate at which the liability will unwind. The pension surplus, net of deferred

tax, as at 31 December 2025 is £88.6m (2024: £87.7m).

There are no restrictions on the current realisability of the pension surplus. The Group has an explicit right

to a surplus in respect of the TP DB Scheme and, based on the operation of trust law in a winding up of the

BSS DB Scheme following a gradual settlement, has an unconditional right to receive any surplus in the BSS

DB Scheme.

c. Defined benefit scheme obligations

i. Valuation of scheme obligations

Full actuarial valuations of the TP DB scheme and the BSS DB scheme have been carried out as at

30 September 2023. The IAS 19 valuations have been based upon the results of the 30 September 2023

valuations, updated to 31 December 2025 by a qualified actuary.

The defined benefit pension schemes expose the Group to actuarial risks such as investment risk, interest

rate risk and longevity risk. A summary of the risks and the management of those risks is given below and

continued overleaf.

Investment risk The present value of the defined benefit liabilities of the schemes is calculated using a

discount rate predetermined by reference to high-quality corporate bond yields. If the return

on scheme assets is below this rate it may create a plan deficit.

Interest risk A decrease in corporate bond yields will increase the schemes’ liabilities, but the effect will

be partially offset by an increase in the return on the schemes’ bond and gilt assets.

Longevity risk The present value of the liabilities of the schemes is calculated by reference to the best

estimate of mortality of pension scheme members both during and after their employment.

An increase in the life expectancy of the schemes’ members will increase the schemes’

liabilities.

ii. Major actuarial assumptions

At 31 December

2025

At 31 December

2024

Rate of increase of pensions in payment (post 2006 entitlement) 2.80% 2.95%

Discount rate 5.55% 5.50%

Inflation assumption – RPI 2.85% 3.05%

Inflation assumption – CPI 2.45% 2.55%

The yield curve used in setting the discount rate, which includes bonds with an average AA rating and excludes

bonds which are sub-sovereign or issued by universities to reflect the credit risk of the defined benefit

schemes. In respect of longevity, the valuation adopts the S4PA year of birth tables with improvements in life

expectancy to continue in the medium term, with base year appropriate to the member’s date of birth.

The weighted average life expectancy of 65-year-old members for the mortality tables used to determine

pension liabilities at 31 December 2025 was 21.9 years for men and 24.0 years for women (2024: 21.6

years for men and 23.8 years for women).

iii. Maturity profile of obligations

The weighted average duration of the obligations of the defined benefit pension schemes is 12 years, with

approximately 90% of the obligations expected to mature by 2060.

iv. Sensitivities

Key estimate over pension assumptions

The Group has chosen to adopt assumptions that the Directors believe are generally in line with

comparable companies. If the difference between actual inflation is greater than assumed, or if long-term

interest rates are lower than assumed, or if the average life expectancy of pensioners increases, then the

pension surplus could be materially greater/lower than currently stated in the balance sheet.

The estimated effects of reasonably possibly changing the key assumptions (discount rate, inflation and

life expectancy) on the IAS 19 – Employee Benefits balance sheet position of the Group’s defined benefit

pension schemes as at 31 December 2025 is given below.

Assumption £m

Discount rate Increase of 0.25% (24.8)

Decrease of 0.25% 25.6

Inflation Increase of 0.25% 15.3

Decrease of 0.25% (14.9)

Longevity Increase of 1 year 25.6

Decrease of 1 year (26.2)

138

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

d. Scheme assets

i. Scheme assets and investment strategy

The assets of the TP DB Scheme and the BSS DB Scheme are held separately from those of the Group in

funds under the control of the schemes’ Trustees.

The investment strategy for the UK schemes are controlled by the Trustee in consultation with the

Company. The scheme assets do not include any of the Group’s own financial instruments. In accordance

with the schemes’ derisked investment strategy, a high proportion of the largest two pension schemes’

assets are invested in gilts and corporate bonds (“liability-driven investments”).

All fair values are provided by the fund managers. Where available, the fair values are quoted prices

(e.g. listed equity, sovereign debt and corporate bonds). Unlisted investments are included at values in

accordance with relevant guidance. Other significant assets are valued based on observable inputs such as

yield curves. The liability-driven investments, which comprise fixed-interest and index-linked gilts, futures,

interest and inflation rate swaps, repurchase agreements and liquidity funds, are all daily priced and traded.

In June 2023, the High Court handed down a decision in the case of Virgin Media Limited v NTL Pension

Trustees II Limited and others relating to the validity of certain historical pension changes due to the lack of

actuarial confirmation required by law. In July 2024, the Court of Appeal dismissed the appeal brought by

Virgin Media Ltd against aspects of the June 2023 decision. The conclusions reached by the court in this

case may have implications for other UK defined benefit plans. The Company and Trustees are currently

considering the implications of the case for the TP DB Scheme and the BSS DB scheme. The defined

benefit obligation has been calculated on the basis of the pension benefits currently being administered,

and at this stage the Directors do not consider it necessary to make any adjustments as a result of the

Virgin Media case.

ii. Fair value of scheme assets

The major categories and fair values of scheme assets at the end of the reporting period for each category

are as follows:

£m

At 31 December

2025

At 31 December

2024

Level 1:

Cash 165.0 71.8

Level 2:

Equities 1.1 0.9

Secured finance 44.6 34.1

Corporate bonds 471.7 522.6

Diversified growth fund 1.4 1.4

Liability driven investments 692.2 876.6

Repurchase agreements (467.7 ) (633.8)

Level 3:

Secured finance income fund 62.8 97.5

971.1 971.1

e. Defined contribution schemes

The Group operates two defined contribution schemes for all qualifying colleagues. The pension cost, which

represents contributions payable by the Group, amounted to £19.3m in the year (2024: £19.0m).

f. Pension scheme contributions for the year

The total charge to the income statement disclosed in note 31 of £21.1m (2024: £22.1m) comprises defined

benefit scheme current service costs of £1.8m (2024: £3.1m) and £19.3m (2024: £19.0m) of contributions

payable to the defined contribution schemes.

139

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

19. Share capital and reserves

Accounting policy

Equity instruments represent the ordinary share capital of the Group and are recorded at the proceeds

received, net of directly attributable incremental issue costs.

Consideration paid by the Group for its own shares is deducted from total shareholders’ equity. Where

such shares vest to colleagues under the terms of the Group’s share incentive schemes or the Group’s

Sharesave schemes or are sold, any consideration received is included in shareholders’ equity.

a. Share capital

Ordinary shares

Authorised, issued and fully paid

No. £m

At 1 January and 31 December 2025 212,509,334 23.8

The Company has one class of ordinary share that carries no right to fixed income. The holders of ordinary

shares are entitled to receive dividends as declared and are entitled to one vote per share at meetings of the

Company. All shares rank equally with regard to the Company’s residual assets.

b. Own shares

No. 2025 2024

At 1 January 1,192,183 1,668,682

Reissued (523,060) (476,499)

At 31 December 669,123 1,192,183

The own shares are held by the Employee Share Ownership Trust to satisfy options under the Group’s share

option schemes. None of the own shares have been allocated to grants of executive options and all rights

attaching to the shares are suspended until the shares are reissued.

c. Reserves

A description of the nature and purpose of each reserve is given below:

• The share premium represents the amounts above the nominal value received for shares sold.

• The cash flow hedge reserve represents the cumulative gain or loss on the fair value of effective hedging

instruments used in cash flow hedges which have not yet been reclassified to profit or loss.

• The merger reserve represents the premium on equity instruments issued as consideration for the

acquisition of BSS.

• The revaluation reserve represents the revaluation surplus that arose from property revaluations in 1999

and prior years.

• The own shares reserve represents the cost of shares purchased in the market and held by the

Employee Share Ownership Trust to satisfy options under the Group’s share option schemes.

• The foreign exchange reserve represents the exchange differences recognised on translation of the

assets and liabilities of the operations that have a functional currency different from the Group.

• The capital redemption reserve arises as a result of the share buybacks and the subsequent cancellation

of shares.

• Retained earnings represents cumulative results for the Group less cumulative dividends paid.

140

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

20. Earnings per share

a. Basic and diluted earnings per share

£m 2025 2024

Loss attributable to the owners of the parent

– from continuing operations (176.3) (40.6)

– from discontinued operations – (36.8)

Weighted average number of shares for the purposes of basic earnings

per share 211,697,889 211,106,493

Dilutive effect of share options on potential ordinary shares 3,686,346 3,794,915

Weighted average number of ordinary shares for the purposes of

diluted earnings per share 215,384,235 214,901,408

Loss per share

– from continuing operations (83.3)p (19.2)p

– from discontinued operations – (17.4)p

– total (83.3)p (36.6)p

Diluted loss per share

– from continuing operations (83.3)p (19.2)p

– from discontinued operations – (17.4)p

– total (83.3)p (36.6)p

A total of 1,823,148 share options (2024: 159,768 share options) had an exercise price in excess of the

average market value of the shares during the year. As a result, these share options were excluded from the

calculation of diluted earnings per share.

b. Adjusted earnings per share

Adjusted earnings per share is calculated by excluding the effect of adjusting items, the amortisation of

acquisition-related intangible assets from earnings and the loss from discontinued operations .

£m 2025 2024

Loss for the purposes of earnings per share (176.3) (77.4)

Adjusting items 222.2 139.1

Amortisation of acquisition-related intangible assets 7.8 10.4

Tax on adjusting items (13.8) (29.0)

Tax on amortisation of acquisition-related intangible assets (1.9) (2.6)

Adjusting tax 27. 2 –

Loss from discontinued operations – 36.8

Earnings for adjusted earnings per share 65.2 77. 3

Adjusted earnings per share 30.8p 36.6p

21. Dividends

Accounting policy

Dividends proposed by the Board of Directors and unpaid at the period end are not recognised in the

financial statements until they have been approved by shareholders at the Annual General Meeting.

Amounts were recognised in the financial statements as distributions to equity shareholders as follows:

£m 2025 2024

Final dividend for the year ended 31 December 2024 of 9.0 pence

(2023: 5.5 pence) per ordinary share 19.1 11.6

Interim dividend for the year ended 31 December 2025 of 4.5 pence

(2024: 5.5 pence) per ordinary share 9.5 11.6

Total dividend recognised during the year 28.6 23.2

The Directors are recommending a final dividend of 7.5 pence in respect of the year ended 31 December

2025. The anticipated cash payment in respect of the proposed final dividend is £15.8m (2024: £19.1m).

141

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

22. Borrowings

Accounting policy

Interest-bearing bank loans and overdrafts, loan notes and other loans are recognised in the balance

sheet at amortised cost. Finance charges associated with arranging non-equity funding are recognised in

the income statement over the life of the facility. All other borrowing costs are recognised in the income

statement in accordance with the effective interest rate method.

A summary of the Group’s objectives, policies, procedures and strategies with regard to financial

instruments and capital management can be found in the Strategic report on page 24.

a. Summary

£m 2025 2024

Bonds – 250.0

Term loan 75.0 75.0

Senior unsecured notes 348.2 100.0

Overdraft – 13.2

Finance charges netted off borrowings (3.8) (3.2)

Accrued interest 7. 2 –

426.6 435.0

Current liabilities 7.2 13.2

Non-current liabilities 419.4 421.8

426.6 435.0

The Group’s term loan, senior unsecured notes and committed revolving credit facility are subject to two

financial covenants:

• Leverage: Net debt / Adjusted EBITDA < 4.0x

• Interest cover: Adjusted operating profit / Net interest payable > 2.0x

At 31 December 2025, the following facilities were in place:

• £75m term loan (2024: £75m) repayable in 2027 incurring interest at a weighted average rate of 4.6%

(2024: 4.6%).

• £100m 2023 senior unsecured notes repayable between 2029 and 2031 incurring interest at a

weighted average rate of 6.2% (2024: 6.2%).

• £93m and US$40m 2025 senior unsecured notes repayable between 2028 and 2035 incurring

interest at a weighted average rate of 6.4%, issued on 13 March 2025.

• £76m, US$25m and €36m 2025 senior unsecured notes repayable between 2029 and 2037 incurring

interest at a weighted average rate of 6.2%, issued on 10 November 2025.

The £250m bond held at 31 December 2024, incurring interest at a rate of 3.8% (2024: 3.8%), was fully

repaid in the year. On 10 April 2025, the Group repurchased £125.0m of the sterling bond at a price of

98.964 per cent. On 19 December 2025, the Group repurchased the remaining £125.0m of the sterling

bond at a price of 100.00 per cent.

The variable interest rate on the term loan is hedged by an interest rate swap and parts of the 2025 senior

unsecured notes that are denominated in US dollars and euros are hedged by currency swaps. Details of the

swaps are disclosed in note 27.

The Group’s £15.0m overdraft facility and the Group’s £375.0m revolving credit facility were undrawn as at

31 December 2025. The overdraft balance of £13.2m on 31 December 2024 was presented as part of current

liabilities and formed part of the Group’s notional cash pool and its aggregate cash position of £231.2m.

b. Fair values

The book values of financial liabilities have been determined based on amortised cost. Their fair values are

approximately equal to their carrying amounts.

Details of the fair values of derivatives are given in note 27.

c. Guarantees and security

There are cross guarantees on the overdrafts between Group companies.

Travis Perkins Trading Company Limited, Travis Perkins (Properties) Limited, TP Property Company

Limited, CCF Limited, Keyline Civils Specialist Limited, Toolstation Limited and The BSS Group Limited are

guarantors of the following facilities advanced to Travis Perkins plc:

• £75m term loan

• £100m 2023 senior unsecured notes

• £93m and US$40m March 2025 senior unsecured notes

• £75.5m, US$25m and €36m November 2025 senior unsecured notes

• £375m revolving credit facility (2024: £375m)

• Currency derivatives (note 27)

The Group companies have entered into other guarantee and counter-indemnity arrangements in respect

of guarantees issued in favour of Group companies by several banks amounting to approximately £28.9m

(2024: £31.8m).

The interest rate and currency swaps are guaranteed by Travis Perkins Trading Company Limited, Travis

Perkins (Properties) Limited, CCF Limited, Keyline Civils Specialist Limited, The BSS Group Limited and

Toolstation Limited.

23. Net debt

Accounting policy

Cash and cash equivalents comprise cash balances and cash deposits with an original maturity of three

months or less held by the Group and Company, net of overdrafts. Cash collected through card payments

is recognised upon transaction. The carrying amount of these assets approximates to their fair value.

142

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

Movement in net debt

Net debt is defined as the sum of current and non-current debt, and leases, less cash and cash equivalents.

Liabilities from financing activities Other assets and liabilities Total

£m Term loan

Senior

unsecured

notes

Liability to

pension

scheme Subtotal

Cash and cash

equivalents,

including

overdraft Leases

At 1 January 2024 71.5 349.0 24.6 445.1 (131.5) 608.4 922.0

Additions to leases – – – – – 152.1 152.1

Disposals of leases – – – – – (8.6) (8.6)

Cash flow – – – (99.7) (127.4) (227.1)

Finance charges and fees 0.9 0.4 – 1.3 – – 1.3

Loan settlement – – (24.6) (24.6) – – (24.6)

Discount unwind on

lease liabilities – – – – – 30.1 30.1

At 31 December 2024 72.4 349.4 – 421.8 (231.2) 654.6 845.2

Additions to leases – – – – – 90.1 90.1

Disposals of leases – – – – – (24.9) (24.9)

Cash flow – 1.8 – 1.8 (195.7) (128.1) (322.0)

Finance charges and fees 0.2 (2.2) – (2.0) – – (2.0)

Foreign exchange

retranslation of foreign

currency debt – (2.2) – (2.2) – – (2.2)

Discount unwind

on lease liabilities – – – – – 29.7 29.7

Reclassification 1.5 5.7 – 7. 2 – – 7. 2

31 December 2025 74.1 352.5 – 426.6 (426.9) 621.4 621.1

Cash and cash equivalents comprises short-term deposits of £392.0m (2024: £200.0m), cash of £34.9m

(2024: £44.4m) and overdraft of £nil (2024: £13.2m). Net cash before lease liability was £0.3m (2024: net

debt of £190.6m).

The £1.8m (2024: £nil) cash flow movement in the senior unsecured notes balance represents the net cash

movement comprising repayment of the £250.0m bond, which was repaid at the discounted amount of

£248.7m, and the issuance of the £250.5m private placement debt.

24. Cash flow metrics

Free cash flow is defined as net cash flow before dividends, freehold property purchases and disposals,

pension deficit repair contributions, adjusting and discontinued cash flows and the issuance and repayment

of debt. Adjusted operating cash flow is defined as free cash flow before capital expenditure excluding

freehold purchases and the disposal of plant and equipment.

£m 2025 2024

Loss before tax (134.7) (38.4)

Less: Net interest 38.1 40.7

Adjusting items 222.2 139.1

Amortisation of acquisition-related intangible assets 7.8 10.4

Profit on disposal of properties (9.9) (11.3)

Adjusted operating profit excluding property profits 123.5 140.5

Movement on working capital 135.1 5.5

Depreciation of property, plant and equipment 66.0 79.8

Amortisation and impairment of internally-generated intangibles 3.7 3.6

Share-based payments 7.7 11.7

Interest on lease liabilities (29.7) (29.6)

Other net interest paid (20.2) (19.5)

Income tax paid (21.7) (20.9)

Adjusted operating cash flow 264.4 171.1

Capital expenditure excluding freehold purchases (60.2) (63.8)

Disposal of plant and equipment 0.7 1.2

Free cash flow 204.9 108.5

The figure for ‘cash payments on adjusting and discontinued items’ presented in the Uses of Free Cash Flow

table in the Strategic report on page 23 includes £10.9m of payments on leases where the right-of-use

asset has been impaired through an adjusting item. This cash outflow is included in repayments of lease

liabilities in the cash flow statement.

143

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

25. Net debt to adjusted EBITDA

Net debt to adjusted EBITDA is defined as the ratio of net debt (note 23) to earnings before interest, tax, depreciation,

amortisation and adjusting items (“adjusted EBITDA”) and is used in one of the Group’s debt covenants.

£m 2025 2024

Operating (loss)/profit (96.6) 2.3

Depreciation and amortisation 164.9 190.5

Adjusting items 222.2 139.1

Adjusted EBITDA 290.5 331.9

Net debt 621.1 845.2

Net debt to adjusted EBITDA 2.1x 2.5x

26. Return on capital employed

Average capital employed is calculated as follows:

£m 2025 2024

Opening net assets 1,974.1 2,040.3

Net pension surplus (87.7) (75.5)

Net debt 845.2 922.0

Opening capital employed 2,731.6 2,886.8

Closing net assets 1,776.3 1,974.1

Net pension surplus (88.6) (87.7)

Net debt 621.1 845.2

Closing capital employed 2,308.8 2,731.6

Average capital employed 2,520.2 2,809.2

Group return on capital employed is calculated as follows:

£m 2025 2024

Adjusted operating profit (note 2) 133.4 151.8

Average capital employed 2,520.2 2,809.2

Return on capital employed 5.3% 5.4%

27. Financial instruments and risk management

Accounting policy

Investments and other financial assets classification

The Group classifies its financial assets in the following measurement categories:

• Those to be measured subsequently at fair value (either through Other Comprehensive Income

‘‘FVOCI’’, or through profit or loss “FVTPL”)

• Those to be measured at amortised cost

The classification depends on the business model for managing the financial assets and the contractual

terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For

investments in equity instruments that are not held for trading, this will depend on whether the Group

has made an irrevocable election at the time of initial recognition to account for the equity investment at

FVTPL or at FVOCI.

The Group reclassifies debt investments when and only when its business model for managing those

assets changes.

Measurement

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial

asset not at FVTPL, transaction costs that are directly attributable to the acquisition of the financial asset.

Transaction costs of financial assets carried at FVTPL are expensed in profit or loss.

Debt instruments

Subsequent measurement of debt instruments depends on the Group’s business model for managing

the asset and the cash flow characteristics of the asset. There are two measurement categories into

which the Group classifies its debt instruments:

• Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows

represent solely payments of principal and interest are measured at amortised cost. Interest income

from these financial assets is included in finance income using the effective interest rate method.

Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in

finance income or finance costs, together with foreign exchange gains and losses. Impairment losses

are presented as a separate line item in the income statement.

• FVTPL: Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVTPL. A

gain or loss on a debt instrument that is subsequently measured at FVTPL is recognised in profit or

loss and presented net within other gains and losses in the period in which it arises .

144

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

Impairment

The Group assesses on a forward-looking basis the expected credit losses associated with its debt

instruments carried at amortised cost and FVOCI. The impairment methodology applied depends on

whether there has been a significant increase in credit risk. For trade receivables, the Group applies the

simplified approach permitted by IFRS 9 – Financial Instruments, which requires expected lifetime losses

to be recognised from initial recognition of the receivables.

Derivative financial instruments

The Group uses derivative financial instruments to hedge its exposure to interest rate and foreign

exchange risks arising from financing activities. The Group does not enter into speculative financial

instruments. In accordance with its treasury policy, the Group does not hold or issue derivative financial

instruments for derivative trading purposes.

Derivative financial instruments are stated at fair value. The fair value of derivative financial instruments

is the estimated amount the Group would receive or pay to transfer to a market participant the derivative

at the balance sheet date, taking into account current interest and exchange rates and the current

creditworthiness of the counterparties.

Where derivatives do not qualify for hedge accounting, any gains or losses on re-measurement are

immediately recognised in the Statement of Comprehensive Income. Where derivatives qualify for hedge

accounting, recognition of any resultant gain or loss depends on the nature of the hedge relationship and

the items being hedged.

In order to qualify for hedge accounting, the Company is required to document from inception, the

relationship between the item being hedged and the hedging instrument. The Company is also required to

document and demonstrate an assessment of the relationship between the hedged item and the hedging

instrument, which shows that the hedge will be highly effective on an on-going basis. This effectiveness

testing is performed at each reporting date to ensure that the hedge remains highly effective.

Derivative financial instruments are classified as cash flow hedges when they hedge the Company’s

exposure to variability in cash flows that are either attributable to a particular risk associated with a

recognised asset or liability, or a highly probable forecasted transaction. The effective element of any

gain or loss from re-measuring the derivative instrument is recognised directly in equity.

The associated cumulative gain or loss is removed from equity and recognised in the Statement of

Comprehensive Income in the same period during which the hedged transaction affects the Statement

of Comprehensive Income. The classification of the effective portion when recognised in the Statement

of Comprehensive Income is the same as the classification of the hedged transaction. Any element of

the re-measurement criteria of the derivative instrument which does not meet the criteria for an effective

hedge is recognised immediately in the Statement of Comprehensive Income.

Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated or

exercised, or no longer qualifies for hedge accounting. At that point in time, any cumulative gain or loss

on the hedging instrument recognised in equity is retained in equity until the forecasted transaction

occurs or the original hedged item affects the Statement of Comprehensive Income. If a forecasted

hedged transaction is no longer expected to occur, the net cumulative gain or loss recognised in equity is

transferred to the Statement of Comprehensive Income.

Foreign currency forward contracts are marked-to-market at the balance sheet date, with any gains or

losses being taken through the income statement. Derivatives embedded in commercial contracts are

treated as separate derivatives when their risks and characteristics are not closely related to those of the

underlying contracts, with unrealised gains or losses being reported in the income statement.

a. The carrying value of categories of financial instruments

£m 2025 2024

Financial assets:

Mandatorily at FVTPL – 0.5

Loans and receivables (including cash and cash equivalents) at amortised

cost 1,030.9 958.0

Designated instrument-by-instrument at FVOCI 1.3 3.3

1,032.2 961.3

Financial liabilities:

Mandatorily at FVTPL 0.1 –

Borrowings at amortised cost 426.6 435.0

Trade and other payables (including overdrafts) at amortised cost 828.9 753.0

Designated instrument-by-instrument as either FVTPL or FVOCI 3.1 –

Leases 621.4 654.6

1,880.1 1,842.6

Loans and receivables exclude prepayments of £38.7m (2024: £49.0m). Trade and other payables exclude

taxation and social security and deferred income and accruals relating to employee benefits totalling

£35.3m (2024: £85.2m). The carrying amount of financial assets recorded in the financial statements,

which is net of impairment losses, represents the Group’s maximum exposure to credit risk. The Group has

considered the impact of credit risk on its financial instruments and because the counterparties are banks

with strong credit ratings considers its impact to be immaterial. The issuer credit ratings of the banks and

financial institutions where the Group’s deposits are held ranges from A to AAA (S&P), A1 to Aa2 (Moody’s),

and A to AA- (Fitch).

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

27. Financial instruments and risk management continued

b. Fair value of financial instruments

Financial assets and financial liabilities measured at fair value comprise foreign currency forward contracts,

interest rate swaps and currency swaps. The fair value of these derivative financial instruments was

calculated using discounted cash flows analysis and the following inputs: interest rate and foreign exchange

forward curves and GBP, EUR and USD benchmark rates. These instruments were classified as level 2 in

the fair value hierarchy because all inputs used in the valuation techniques were based on observable

market data.

There were no transfers between levels during the year.

The carrying value of the financial assets and financial liabilities measured at amortised cost approximates

their value either due to short maturities or because these are floating rate instruments and the credit risk

did not change significantly since initial recognition.

c. Risk management

Derivatives

During 2022 the Group obtained a five-year term loan facility for £75m and at the same time entered into

an equal interest rate swap arrangement to hedge the full variable component of the interest rate for the life

of the instrument.

The £125m of US private placement notes issued in March 2025 included a dollar tranche of $40m on

a three-year term. The £125m of US private placement notes issued in November 2025 included a euro

tranche of €36m on a four-year term and USD tranches of $5m, $10m and $10m on four-year, five-year

and seven-year terms respectively. The Group entered into currency swap arrangements to mitigate the risk

arising from movements in exchange rate.

The risk management objective is to hedge against the volatility of cash flows of the variable interest rate

and foreign exchange elements of the loan facility. Interest rate swaps and currency swaps were designated

as hedging instruments in their entirety. Since all critical terms matched during the year, there is an

economic relationship. The only source of ineffectiveness of the designated hedges is expected to be credit

risk and foreign currency basis risk. Hedge ineffectiveness in relation to the swaps was negligible for 2025

and 2024.

The Group has the following derivative financial instruments in the balance sheet:

£m 2025 2024

Non-current assets

Interest rate swap – cash flow hedge 1.3 3.3

Total non-current derivative financial instrument assets 1.3 3.3

Non-current liabilities

Currency swaps – cash flow hedge 3.1 –

Total non-current derivative financial instrument liabilities 3.1 –

Current liabilities

Foreign currency forward contracts 0.1 –

Total current derivative financial instrument liabilities 0.1 –

The Group’s hedging reserve relates to the combined hedge instruments:

£m 2025 2024

At 1 January 2.5 2.2

Change in fair value of hedging instrument recognised in OCI (5.1) 0.4

Reclassified from OCI to profit or loss 2.2 –

Deferred tax recognised in OCI 0.9 (0.1)

At 31 December 0.5 2.5

Interest rate swaps currently in place cover 100% of the term loan principal outstanding. The fixed interest

rate of the swap is 2.673%. The interest rate of the term loan consists of a variable element based on the

Sterling Overnight Index Average (“SONIA”) and a margin between 1.8% – 2.4%. The swap contracts require

settlement of the net interest receivable or payable every six months and coincides with the dates on which

payment is due on the underlying term loan.

146

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

The effects of the interest rate swaps of the Group’s financial position and performance are as follows:

£m 2025 2024

Carrying amount (non-current assets) 1.3 3.3

Notional amount 75.0 75.0

Maturity date 15 August 2027 15 August 2027

Hedge ratio 1:1 1:1

Loss on fair value remeasurement

of hedging instruments for the year (2.0) 0.4

Weighted average hedged rate for the year 4.2% 5.1%

Currency swaps currently in place cover 100% of the principal outstanding. The Group swapped the

US$40m tranche of its March 2025 debt issuance for £32m at the prevailing market rate on a term equal

to the principal term. At each semi-annual interest date, interest at 6.07% is received in USD and interest of

6.06% is paid in GBP. The Group swapped the €36m and US$25m tranches of its November 2025 debt

issuance for £50m at the prevailing market rate on a term equal to the principal term. At each semi-annual

interest date, for the euro tranches, interest at 3.97% is received in EUR and interest of 5.79% is paid in GBP,

and for the USD tranches, interest at 5.53% is received in USD and interest of 6.10% is paid in GBP. The

semi-annual interest dates on the swaps coincide with the dates on which interest payments are due on the

underlying facility.

The effects of the exchange rate swaps on the Group’s financial position and performance are as follows:

£m 2025

Carrying amount (non-current assets) (3.1)

Notional amount US$65m and €36m

Maturity date Between 13 March 2028 and 10 Nov 2032

Hedge ratio 1:1

Loss on fair value remeasurement

of hedging instruments for the year

(3.1)

Weighted average hedged rate for the year 5.8% (EUR tranches)

6.1% (USD tranches)

The following amounts were recognised in the Group’s profit and loss:

£m 2025 2024

Net (loss)/gain on foreign currency forwards not qualifying

as hedges included in interest (expense)/income (0.6) 0.8

Interest risk management

The Group is exposed to interest rate risk as the Group borrows funds at both fixed and floating interest

rates. The risk is managed by the Group by maintaining an appropriate mix between fixed and floating

rate borrowings and by the use of interest rate swap contracts and forward interest rate contracts when

appropriate. Hedging activities are evaluated regularly to align with interest rate views and defined risk

appetite, ensuring optimal hedging strategies are applied, by either positioning the balance sheet or

protecting interest expense through different interest rate cycles.

Currency risk management

The Group is exposed to exchange rate risk as entities in the Group borrow funds in both US dollars and

euros. The risk is managed by the Group by the use of both currency and sterling debt and by the use of

currency swap contracts when appropriate. Hedging activities are evaluated regularly to align with exchange

rate views and defined risk appetite, ensuring optimal hedging strategies are applied.

The Group acquires goods for sale from overseas which, when not denominated in sterling, are paid for

principally in US dollars and euros. The Group has entered into forward foreign exchange contracts (all of

which are less than one year in duration) to buy US dollars and euros to hedge the exchange rate risk arising

from these anticipated future purchases. At the balance sheet date the total notional value of contracts to

which the Group was committed was €0.5m and US$28.5m (2024: €nil and US$24.0m). The fair value

of these derivatives was £0.1m liability (2024: £0.5m asset). These contracts are not designated cash flow

hedges and accordingly the fair value movement has been reflected in the income statement.

Interest rate sensitivity analysis

A sensitivity analysis has been determined based on the exposure to interest rates for both derivatives and

non-derivative financial instruments at the balance sheet date. The analysis is prepared assuming that the

balances at the balance sheet date were constant for the whole year. A 1.0% increase or decrease is used

when reporting interest rate risk internally to key management personnel.

At 31 December 2025 the Group had no floating rate liabilities except for its £75m five-year term loan

facility for which the Group entered into an interest rate swap arrangement to hedge the full variable

component of the interest rate for the life of the instrument. There was £392m on short-term deposit at

31 December 2025 (2024: £200m). A 1.0% increase or decrease in interest rates, with all other variables

held constant, would have the following impact:

• Profit before taxation for the year ended 31 December 2025 would have increased or decreased by

£3.9m (2024: increased or decreased by £2.0m) due to the short-term deposits

• Net equity would have increased or decreased by £2.9m (2024: increased or decreased by £1.5m)

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

27. Financial instruments and risk management continued

c. Risk management continued

Exchange rate sensitivity analysis

At 31 December 2025 the Group had no currency liabilities except for its US private placement notes for which

the Group entered into currency swap arrangements to hedge the full amount for the life of the instrument.

d. Liquidity analysis

The following table details the Group’s liquidity analysis for its derivative financial instruments and other

financial liabilities. The table has been drawn up based on the undiscounted net cash flows on the derivative

instruments that settle on a net basis and the undiscounted gross cash flows on those derivatives that

require gross settlement. When the amount payable or receivable is not fixed, the amount disclosed has

been determined by reference to the projected interest and foreign currency rates as illustrated by the yield

curves existing at the reporting date.

£m

2025

0–1 year 1–2 years 2–5 years 5+ years Total

Gross settled:

Foreign exchange forward contracts (21.7) – – – (21.7)

Currency swaps cash outflows – cash

flow hedge (4.9) (4.9) (82.3) (8.4) (100.5)

Currency swaps cash inflows – cash flow

hedge 4.1 4.1 78.5 8.3 95.0

Net settled:

Interest rate swap – cash flow hedge 0.8 0.5 – – 1.3

Total derivative financial instruments (21.7) (0.3) (3.8) (0.1) (25.9)

Net settled:

Borrowings (23.0) (101.2) (248.2) (189.8) (562.2)

Trade and other payables at amortised

cost (828.9) – – – (828.9)

Leases (121.9) (204.3) (159.0) (315.1) (800.3)

Total financial instruments (973.8) (305.5) (407. 2) (504.9) (2,191.4)

£m

2024

0–1 year 1–2 years 2–5 years 5+ years Total

Gross settled:

Foreign exchange forward contracts (18.7) – – – (18.7)

Net settled:

Interest rate swap – cash flow hedge 1.1 0.9 0.7 – 2.7

Total derivative financial instruments (17.6) 0.9 0.7 – (16.0)

Net settled:

Borrowings (30.6) (270.6) (132.7) (72.2) (506.1)

Trade and other payables at amortised

cost (753.0) – – – (753.0)

Leases (119.9) (208.0) (161.3) (336.2) (825.4)

Total financial instruments (903.5) (478.6) (294.0) (408.4) (2,084.5)

28. Impairment

Accounting policy

Impairment of tangible and intangible assets

The carrying amounts of the Group’s tangible and intangible assets with a definite useful life are reviewed

at each balance sheet date to determine whether there is any indication of impairment to their value.

If such an indication exists, the asset’s recoverable amount is estimated and compared to its carrying

value. Where the asset does not generate cash flows that are independent from other assets, the Group

estimates the recoverable amount of the CGU to which the asset belongs. The Group’s CGUs are the

branches of its Merchanting and Toolstation businesses. The recoverable amount of an asset is the

greater of its fair value less disposal cost and its value-in-use (the present value of the future cash flows

that the asset is expected to generate). In determining value in use the present value of future cash flows

is discounted using a pre-tax discount rate that reflects current market assessments of the time-value of

money in relation to the period of the investment and the risks specific to the asset concerned.

Where the carrying value exceeds the recoverable amount a provision for the impairment loss is

established with a charge being made to the income statement. When the reasons for an impairment

no longer exist the impairment is reversed in the income statement up to the net book value that the

relevant asset would have had if it had not been impaired and if it had been depreciated, except in

respect of goodwill for which impairments are not reversed.

For intangible assets that have an indefinite useful life the recoverable amount is estimated on

an annual basis.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

a. Measuring recoverable amounts

The recoverable amounts of the goodwill and other non-monetary assets with indefinite useful lives are

determined for all CGUs and CGU groupings from value-in-use calculations. Where a potential impairment has

been identified, the fair value less costs of disposal has been determined for individual assets. The valuations are

considered to be level 3 in the fair value hierarchy due to unobservable inputs used in the valuation.

The key financial assumptions for the value-in-use models are those regarding the discount rate and the

terminal growth rate. The key operating assumptions for these models are sales growth and operating

margin percentage. Management estimates pre-tax discount rates that reflect current market assessments

of the time-value of money and the risks specific to the CGU groupings that are not reflected in the cash

flow projections.

In developing these assumptions, management has considered the possible impacts of climate risks. This

has included consideration of the impact of climate risks on the Group’s required capital expenditure, on

energy costs directly in the business and the supply chain and the impact of the changes on the Group’s

markets and customers. The assessment was completed as at 30 September 2025.

Key financial assumptions

The key financial assumptions used in the estimation of the recoverable amount are set out below. The values

assigned to the key financial assumptions represent management’s assessment of current market conditions

and future trends and have been based on historical data from both external and internal sources.

2025 2024

Pre-tax discount rate 9.4 – 12.8% 11.7 – 12.9%

Terminal growth rate 1.3 – 2.0% 1.6 – 2.0%

The pre-tax discount rate used in the estimation of the recoverable amount for the Travis Perkins General

Merchant, TFS, Keyline and CCF CGU groupings was 12.8% and for the Toolstation Benelux CGU grouping

was 9.4%.

Management determined the values assigned to these financial assumptions as follows:

• Pre-tax discount rates: These are calculated by adjusting the weighted average cost of capital (“WACC”)

of the Group for the impact of tax and reflect specific risks relating to the Group’s industries and the

countries in which the Group operates. The pre-tax discount rate is adjusted for risks not adjusted for in

the cash flow forecasts, including risks related to the industry of each CGU.

• Terminal growth rate: This is the weighted average growth rate used to extrapolate cash flows beyond

the budget period. For the UK CGUs, this represents the forecast inflation growth for the final year

considered in the Bank of England’s long-term inflation target. For Toolstation Benelux, this represents

the GDP growth forecast for the Netherlands in the final available forecast year in the IMF’s World

Economic Outlook Database.

Key operating assumptions

Cash flow forecasts are derived from the most recent Board-approved strategic plans, updated for

changes in current trading conditions and adjusted for risks relevant to the cash flows. The key operating

assumptions used in the estimation of future cash flows for the UK CGUs and CGU groupings are:

• Sales growth rates on which the approved corporate plans are based and which are derived from a

variety of sources that provide market volume forecasts, including construction and consumer outlook

reports, current and forecast housing-market transaction numbers and mortgage-approval levels. The

Directors consider this to be the principal operating assumption as it determines management’s

approach to the interlinked factors underlying the operating margin percentage.

• Operating margin percentages are forecast in the context of the sales growth assumptions and are

based on historical experience of operating margins, adjusted for the impact of changes to product costs

and cost-saving initiatives.

For the less-mature Toolstation Benelux CGU grouping, the key operating assumption is future sales growth.

This assumption is set in the context of the store opening profile and historical data from the Toolstation UK

and Toolstation Benelux businesses on the store maturity profile.

Cash flows beyond the strategic plan periods (2030 and beyond for the UK CGUs and 2031 and beyond for

the Toolstation Benelux CGU) have been determined using the terminal growth rate. The longer period used

for the Toolstation Benelux CGU is consistent with market practice for valuing high-growth loss-making

businesses. Corporate costs are allocated to CGUs on a pro-rata basis per each CGU’s sales.

Results

The recoverable amount of goodwill and intangible assets with indefinite useful lives was in excess of their

book value in all CGUs and CGU groupings and therefore no impairments have been recognised in respect

of these CGUs and CGU groupings, except for the Toolstation Benelux CGU and CCF Limited in respect of

which a £105.5m and £43.6m impairment charge has been recognised respectively.

There are no reasonably possible changes in the key assumptions used in the impairment reviews that

would cause the recoverable amounts to be lower than the carrying amounts except in respect of the Travis

Perkins General Merchant, TFS and Keyline CGU groupings. Sensitivity disclosures are provided for these

CGU groupings.

Toolstation Benelux Impairment

Following the annual impairment review of goodwill and intangible assets, an impairment of £105.5m has

been recognised in respect of the Toolstation Benelux CGU. Trading conditions in its market have been

challenging and as a consequence a lower value in use has been recognised in the impairment model. This

impairment charge relates to £22.2m of right-of-use assets, £8.7m of tangible fixed assets, £60.1m of

goodwill and £14.5m of other acquisition-related intangible fixed assets. There are no reasonably possible

changes in the assumptions used in this impairment review that would result in a materially different

impairment charge.

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Travis Perkins plc Annual Report and Accounts 2025

ASSETS AND LIABILITIES continued

28. Impairment continued

a. Measuring recoverable amounts continued

CCF

Following the annual impairment review of goodwill and intangible assets, an impairment of £43.6m has

been recognised in respect of the CCF CGU. Trading conditions in its market have been challenging and as

a consequence a lower recoverable amount has been recognised in the VIU model. A further impairment

charge of £2.9m of right-of-use and tangible fixed assets has also been recognised as part of the branch

impairment review. The recoverable amount of these fixed assets relating to the CCF business is now

£56.6m. There are no reasonably possible changes in the assumptions used in this impairment review that

would result in a materially different impairment charge.

Branch impairments

Indications of impairment were identified for some Merchanting branches, each of which is a CGU, and as a

result of the impairment reviews performed for these branches an impairment charge of £67.4m has been

recognised, principally in respect of certain Travis Perkins General Merchant, BSS, TFS, Keyline and CCF

branches. All these impairments relate to the Merchanting segment. The annual impairment reviews for

branches in the Group’s other businesses did not result in any impairments.

The impairment reviews for branches in the Merchanting businesses have resulted in an impairment charge

of £67.4m being recognised. This charge consists of £60.2m in respect of Travis Perkins General Merchant

branches, £3.1m in respect of CCF branches and £4.1m in respect of other Merchanting CGUs. It reflects

the challenging trading conditions and extended period of low market volumes in the UK construction

sector. The impairment charge relates to £0.3m of right-of-use assets, £33.8m of tangible fixed assets and

£33.3m of freehold property.

In 2024 an impairment charge of £32.7m was recognised in respect of the Staircraft CGU and of £62.7m

in respect of some Merchanting branches, principally in respect of certain Travis Perkins General Merchant

and CCF branches.

There are no reasonably possible changes in the key assumptions used in the impairment reviews that

would cause the recoverable amounts to be lower than the carrying amounts except in respect of the Travis

Perkins General Merchant, TFS and Keyline CGU groupings. Sensitivity disclosures are provided for these

CGU groupings.

Sensitivity disclosures

The recoverable amounts calculated in the impairment reviews of the Travis Perkins General Merchant, TFS

and Keyline CGU groupings exceeded the carrying amounts as below.

Carrying amount Headroom

Travis Perkins General Merchant 993.7 297.0

TFS 24.6 0.2

Keyline 182.7 4.0

Whilst the Directors believe the assumptions are realistic, there are reasonably possible changes in the

key assumptions that would cause the recoverable amounts of these CGUs to be lower than the carrying

amounts. The key variables applied to the value-in-use calculations for Travis Perkins General Merchant

and Keyline, and the value at which the recoverable amount would be equal to the carrying amount for each

CGU, were:

Travis Perkins General Merchant TFS Keyline

Assumption Sensitivity Assumption Sensitivity Assumption Sensitivity

Pre-tax discount rate 12.8% 15.9% 12.8% 12.8% 12.8% 13.0%

Average sales growth 4.9% 3.5% 12.7% 12.7% 6.6% 6.4%

Operating margin in the

terminal year 5.5% 4.1% 2.9% 2.9% 3.7% 3.6%

The average sales growth assumptions, which are compound annual growth rates, reflect an expectation

that the significant reduction in construction market volumes in the UK since 2021 will be partially reversed

over the forecast period. These impairment reviews are not sensitive to reasonably possible changes to the

terminal growth rate. All other variables have been held equal.

There are no reasonably possible changes in the assumptions used in the impairment reviews of Toolstation

Benelux, CCF, Toolstation and BSS that would result in a materially different impairment charge.

While there is not a significant risk of an adjustment to the carrying amount of any one branch cash-

generating unit that would be material to the Group as a whole in the next financial year, the following table

summaries the reasonable possible changes in key assumptions which most impact the impairment of the

Group’s entire portfolio of branch cash-generating units, presenting in aggregate due to the large number

of individually immaterial branch cash-generating units. The reasonable possible change on the next page

applies the corresponding change to the base scenario.

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Travis Perkins plc Annual Report and Accounts 2025

Reasonably possible scenario Impact on Impairment 2025

Pre-tax discount rate Increase of 100bps for each branch Increase 0.7

Decrease of 100bps for each branch Decrease 0.5

Sales growth Increase of 5% for each branch Decrease 1.7

Decrease of 5% for each branch Increase 1.7

Operating margin in the

terminal year Increase of 50bps for each branch Decrease 2.4

Decrease of 50bps for each branch Increase 2.9

Key estimates over assumptions used in value-in-use calculations

In testing for impairment, the recoverable amounts of the Travis Perkins General Merchant, TFS and Keyline

CGU groupings have been determined by reference to their value-in-use. In producing these estimates,

the Directors have made certain estimates concerning discount rates, future cash flows and the future

development of the businesses that are consistent with the 2025 strategic plans and the businesses’

2026 budgets. Whilst the Directors consider the assumptions to be realistic, should actual results, including

those for future sales growth, be different from expectations, for instance due to a worsening of the British

economy, then it is possible that the value of goodwill and other intangible and tangible assets included in

the balance sheet could become impaired or the impairment charge could be different. The range

of reasonably possible outcomes includes the headroom movements detailed in the scenarios in the

table below.

Pre-tax discount rate Sales growth

Operating margin in the

terminal year

-100bps +100bps -5% +5% -50bps +50bps

£m £m £m £m £m £m

Travis Perkins General Merchant 153.0 (128.6) (819.9) 902.1 (102.8) 102.8

TFS 2.1 (2.9) (24.2) 26.6 (4.1) 4.1

Keyline 22.1 (17.9) (91.3) 100.7 (22.3) 22.3

29. Capital commitments

£m 2025 2024

Contracted for but not provided in the accounts 11.2 26.4

30. Disposals

The Staircraft business was sold on 30 April 2025 for cash consideration of £20.8m. As this business did

not represent a separate major line of business or geographical area of operations, it has not been presented

as a discontinued operation in the income statement. A loss has been recognised on the sale of the business

of £2.4m. The revenue of £24.9m and adjusted operating loss of £0.5m in the period to 30 April 2025 are

presented in the Group’s financial statements as part of the Merchanting segment.

PEOPLE

31. Staff costs

a. Average number of persons employed

The average monthly number of persons employed (including Executive Directors):

No. 2025 2024

Sales and distribution 16,105 16,243

Administration 1,281 1,351

17,386 17,594

b. Aggregate remuneration

£m 2025 2024

Wages and salaries 574.0 565.1

Social security costs 62.6 52.5

Pension costs (note 18) 21.1 22.1

Share-based payments (note 32) 7.7 11.7

665.4 651.4

Director’s remuneration, including pension contributions and Long-Term Incentive plan awards, is set out in

the Single Total Figure of Remuneration table in the Directors’ remuneration report on pages 88 to 89.

The total amounts received or receivable by Directors under long-term incentive schemes in respect of

qualifying service in the year is £33,000 (2024: £1,000). The aggregate of gains made by the Directors in

the year on the exercise of share options equated to £nil (2024: £nil). Details with respect to share options

exercised in the year are set out on page 92.

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Travis Perkins plc Annual Report and Accounts 2025

PEOPLE continued

32. Share-based payments

Accounting policy

The Group issues equity-settled share-based payments to colleagues: long-term incentives, executive

share options and Save As You Earn (“SAYE”). These payments are measured at fair value at the date

of grant taking into account the terms and conditions upon which the options were granted.The cost of

equity-settled awards is recognised on a straight-line basis over the vesting period, based on the Group’s

estimate of the number of shares that will eventually vest.

a. Fair value of options

A pricing model is used to calculate the fair value of the options and the amount to be expensed. The

probability of the performance conditions being achieved was included in the fair-value calculations. The

inputs into the model for options granted in the year expressed as weighted averages are as follows:

2025 2024

SAYE

Nil-price

options SAYE

Nil-price

options

Share price at grant date (pence) 635.5 621.3 729.0 729.0

Option exercise price (pence) 483.0 – 724.0 –

Volatility (%) 30.3% 32.4% 32.4% 37.7%

Option life (years) 3.4 3.0 3.3 2.6

Risk-free interest rate (%) 3.7% 3.9% 4.0% 4.4%

Expected dividends as a dividend yield (%) 2.5% 2.5% 2.1% 3.3%

Volatility is based on historic share prices over a period equal to the vesting period. Option life used in the

model has been based on options being exercised in accordance with historical patterns. For executive share

options the vesting period is three years.

If options remain unexercised after a period of ten years from the date of grant, these options expire.

Options are forfeited if the colleague leaves the Group before options vest. SAYE options vest after three or

five years and expire three and a half or five and a half years after the date of grant.

The risk-free interest rate of return is the yield on zero-coupon UK Government bonds on a term consistent

with the vesting period. Dividends used are based on actual dividends where data is known and future

dividends estimated using a dividend cover of three times (within the Board’s target range).

The expected life of options used in the model has been adjusted, based upon management’s best estimate,

for the effect of non-transferability, exercise restrictions and behavioural considerations.

There are no cash-settled share schemes. All share schemes are equity-settled.

b. Income statement charge and shares granted

A description of the share schemes operated by the Group is contained in the Remuneration report on page

78. The estimated fair values of the shares under option granted under the Group’s share schemes in 2025

are as follows:

Share scheme Grant date

Fair value for the

Group

£m

Performance Share Plan (nil-price options) 19 June 2025 7. 2

Save As You Earn 25 Sep 2025 7.4

c. Share options for the Group

The number and weighted average exercise price of share options is as follows:

In thousands of options

The Group

2025 2024

Weighted

average

exercise price

(pence)

Number of

options

Number of nil

price options

Weighted

average

exercise price

(pence)

Number of

options

Number of nil

price options

Outstanding at the

beginning of the year 474 4,509 2,356 527 5,132 2,229

Forfeited during the year 462 (2,835) (757) 542 (1,644) (481)

Exercised during the year – – (523) 706 (19) (458)

Granted during the year 483 3,313 1,191 724 1,040 1,066

Outstanding at the end of

the year 569 4,987 2,267 474 4,509 2,356

Exercisable at the end of

the year 488 252 152 547 39 75

The weighted-average share price on the date of exercise of options exercised in the period was 529 pence

(2024: 896 pence).

152

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

Details of the options outstanding at 31 December are as follows:

2025 2024

SAYE

Nil price

options

Executive

options SAYE

Nil price

options

Range of exercise

prices (pence) 483 – 1,411 – 898 – 1,958 690 – 1,411 –

Weighted average

exercise price (pence) 567 – 1,304 717 –

Number of shares

(thousands) 4,979 2,267 14 4,530 2,349

Weighted average

expected remaining

life (years) 2.7 1.7 – 2.1 1.6

Weighted average

contractual remaining

life (years) 3.2 11.7 – 2.6 11.6

d. Impact of vesting and exercise

If all SAYE shares are acquired on the first possible day, 4.7m of shares will be issued for a consideration of

£23.8m in the years below:

No. m £m

2026 2027 2028 2029 2030 2026 2027 2028 2029 2030

Options 0.5 0.5 1.2 – – – – – – –

SAYE 0.7 0.6 2.7 0.1 0.6 5.0 4.4 13.4 0.5 0.5

The previous table shows theoretical amounts. For the Group to receive the cash indicated in the periods

shown, the following must occur:

• All performance conditions on executive share options must be fully met.

• Options must be exercised on the day they vest (option holders generally have a seven-year period post

vesting to exercise the option).

• The share price at the exercise date for SAYE options must exceed the exercise price and every holder

must exercise.

• All option/SAYE holders must remain with the Group, or leave on good terms.

If none of the requirements are met then the Group will receive no consideration.

33. Key management personnel

The remuneration of the key management personnel of the Group is set out below in aggregate for each of

the categories specified in IAS 24 – Related Party Disclosures.

£m 2025 2024

Short-term employee benefits 9.1 10.9

Post-employment benefits 0.5 0.5

Share-based payments 0.8 3.8

10.4 15.2

34. Related party transactions

The Group has a related party relationship with its subsidiaries, its Directors and with its pension schemes

(note 18). Transactions between Group companies, which are related parties, have been eliminated on

consolidation and are not disclosed in this note.

153

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Travis Perkins plc Annual Report and Accounts 2025

OTHER

35. Impact of new standards and interpretations

A number of new or amended standards became applicable for the current reporting period and as a result

the Group has applied the following standards:

• Amendments to IAS 21 – Lack of exchangeability.

The above requirements did not have a material impact on the Group and have been adopted without

restating comparatives.

At the date of the approval of these financial statements, the following standards and interpretations, which

have not been applied in these financial statements, were in issue, but not yet effective:

• IFRS 18 – Presentation and disclosure in financial statements (effective for annual periods beginning on

or after 1 January 2027)

• IFRS 19 – Subsidiaries without Public Accountability: Disclosures (effective for annual periods beginning

on or after 1 January 2027)

• Annual improvements to IFRS – Volume 11 (effective for annual periods beginning on or after

1 January 2026)

• Amendments to IFRS 9 and IFRS 7: Contract Referencing Nature-dependent Electricity (effective for

annual periods beginning on or after 1 January 2026)

• Amendments to IFRS 9 and IFRS 7: Amendments to the Classification and Measurement of Financial

Instruments (effective for annual periods beginning on or after 1 January 2026)

The Directors anticipate that adoption of these standards and amendments in future periods will not have a

significant impact on the financial statements of the Group with the exception of IFRS 18 and amendments

to IFRS 9 as explained below.

IFRS 18 – Presentation and disclosure in financial statements was issued in April 2024 and formally

adopted for use in the UK in December 2025 by the UK Endorsement Board (UKEB). The standard replaces

IAS 1 – Presentation of Financial Statements with restatement required for comparatives. There is no impact

on the Group’s 2025 Annual Report and Accounts.

The impact of the standard is currently being assessed and while recognition and measurement will remain

the same, key areas of presentation which will be impacted are:

• The presentation of the income statement will require all items of income and expense to be classified

into one of five categories: investing, financing, operating, income taxes and discontinued operations,

along with revised mandatory sub-totals.

• The cash flow statement will use operating profit as a starting point following the addition of this as a

required income statement sub-total.

• Enhanced disclosure requirements around management-defined performance measures.

• Revised principals for aggregation and disaggregation in the financial statements.

• In the transition year a reconciliation disclosure is required for each line in the income statement for the

comparative period, from amounts previously presented under IAS 1 to the revised presentation under

IFRS 18.

An amendment effective to IFRS 9 – Financial Instruments has been introduced focusing on the

derecognition of financial assets and liabilities that are settled through electronic payments. The introduction

of this standard will affect the timings of the Group’s derecognition of certain financial assets. Had it been in

effect as at 31 December 2025, the Group’s trade receivables balance would have been £8.2m higher and

the Group’s cash and cash equivalents balance would have been £8.2m lower.

154

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2025

Travis Perkins plc Annual Report and Accounts 2025

COMPANY BALANCE SHEET

As at 31 December 2025

£m Notes 2025 2024

Assets

Non-current assets

Investment in subsidiaries 2 2,450.1 2,416.7

Derivative financial instruments 8 1.3 3.8

Total non-current assets 2,451.4 2,420.5

Current assets

Debtors 4 123.9 200.5

Cash and cash equivalents, excluding bank overdrafts 395.6 201.1

Total current assets 519.5 401.6

Total assets 2,970.9 2,822.1

Equity and liabilities

Capital and reserves

Issued capital 23.8 23.8

Share premium account 545.6 545.6

Cash flow hedge reserve 0.5 2.5

Merger reserve 326.5 326.5

Own shares (3.9) (7. 2)

Capital redemption reserve 1.4 1.4

Accumulated profits 1,451.2 1,269.6

Total equity 5 2,345.1 2,162.2

Non-current liabilities

Interest-bearing loans and borrowings 6 419.4 421.8

Derivative financial instruments 3.1 –

Total non-current liabilities 422.5 421.8

£m Notes 2025 2024

Current liabilities

Interest-bearing loans and borrowings 6 7.2 13.2

Derivative financial instruments 8 0.1 –

Amounts due to subsidiaries 7 191.9 209.2

Other creditors 9 4.1 15.7

Total current liabilities 203.3 238.1

Total liabilities 625.8 659.9

Total equity and liabilities 2,970.9 2,822.1

The Company’s profit for the year was £205.9m (2024: loss of £28.8m), and total comprehensive income

for the year was £203.9m (2024: loss of £28.5m).

The accompanying notes form an integral part of these financial statements.

The financial statements of Travis Perkins plc, registered number 824821, were approved by the Board of

Directors on 16 March 2026 and signed on its behalf by:

Gavin Slark Duncan Cooper

Director Director

155

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Travis Perkins plc Annual Report and Accounts 2025

COMPANY STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2025

£m

capital

premium

Merger

reserve

Hedging

reserve

Own

Capital

redemption

reserve

Retained

earnings

Total

equity

At 1 January 2024 23.8 545.6 326.5 2.9 (14.1) 1.4 1, 317. 2 2,203.3

Loss and total comprehensive loss for the year – – – 0.3 – – (28.8) (28.5)

Dividends – – – – – – (23.2) (23.2)

Sale of own shares – – – – 0.1 – – 0.1

Own shares movement – – – – 6.8 – (6.8) –

Equity-settled share-based payments net of tax – – – – – – 11.7 11.7

Exercise of options over non-controlling interest – – – – – – (1.2) (1.2)

Reclassifications – – – (0.7) – – 0.7 –

At 31 December 2024 23.8 545.6 326.5 2.5 ( 7. 2) 1.4 1,269.6 2,162.2

Profit and total comprehensive income for the year – – – (2.0) – – 205.9 203.9

Dividends – – – – – – (28.6) (28.6)

Own shares movement – – – – 3.3 – (3.3) –

Equity-settled share-based payments net of tax – – – – – – 7.6 7.6

At 31 December 2025 23.8 545.6 326.5 0.5 (3.9) 1.4 1,451.2 2,345.1

156

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Travis Perkins plc Annual Report and Accounts 2025

NOTES TO THE COMPANY’S FINANCIAL STATEMENTS

For the year ended 31 December 2025

GENERAL INFORMATION

Overview

Travis Perkins plc is the ultimate parent of the Travis Perkins plc Group (“the Group”). The nature of the

Group’s operations and its principal activities are set out in the Strategic report on pages 6 to 25. The

Company is incorporated and is domiciled in the United Kingdom, England and Wales, as a public limited

company under the Companies Act 2006. The address of the registered office is Ryehill House, Rye Hill

Close, Lodge Farm Industrial Estate, Northampton, NN5 7UG.

These financial statements are presented in pounds sterling, the currency of the primary economic

environment in which the Group operates.

Basis of accounting

The Company meets the definition of a qualifying entity under Financial Reporting Standard 100 and as

such these financial statements have been prepared in accordance with Financial Reporting Standard

101 Reduced Disclosure Framework (“FRS 101”). In preparing these financial statements, the Company

applies the recognition, measurement and disclosure requirements of UK-adopted international accounting

standards, but makes amendments where necessary in order to comply with Companies Act 2006 and has

set out below where advantage of the FRS 101 disclosure exemptions has been taken.

As permitted by section 408 of the Companies Act 2006, the income statement of the Company has not

been presented.

The Company has taken advantage of the following disclosure exemptions under FRS 101:

• The requirements of IFRS 2 “Share Based Payments” in respect of group settled share-based payments

• The requirements of IFRS 7 “Financial Instruments: Disclosures”.

• The requirements of paragraphs 91 to 99 of IFRS 13 “Fair Value Measurement”.

• The requirement in paragraph 38 of IAS 1 “Presentation of Financial Statements” to present comparative

information in respect of paragraph 79(a)(iv) of IAS 1.

• The requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134

to 136 of IAS 1 “Presentation of Financial Statements”.

• The requirements of IAS 7 “Statement of Cash Flows”.

• The requirements of paragraphs 30 and 31 of IAS 8 “Accounting Policies, Changes in Accounting

Estimates and Error”.

• The requirements of paragraphs 17 and 18A of IAS 24 “Related Party Disclosures”.

• The requirements in IAS 24 “Related Party Disclosures” to disclose related party transactions entered

into between two or more members of a group, provided that any subsidiary which is a party to the

transaction is wholly owned by such a member.

• The requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d) to 134(f) and 135(c) to 135(e) of IAS 36

“Impairment of Assets”.

Where required, equivalent disclosures are given in the consolidated financial statements of Travis Perkins plc.

Basis of preparation

The financial statements have been prepared on the historical cost basis, except that derivative and other

financial instruments and contingent consideration arising from business combinations are stated at fair

value through profit and loss and also designated financial instruments are stated at fair value through other

comprehensive income.

Foreign currencies

Transactions denominated in foreign currencies are recorded at the rates ruling on the date of the transaction.

At the balance sheet date, monetary assets and liabilities denominated in foreign currencies are translated

at the rate of exchange ruling at that date. Foreign exchange differences arising on translation are recognised

in the income statement.

Going concern

After reviewing the Group’s forecasts and risk assessments and making other enquiries, the Board has

formed the judgement at the time of approving the financial statements that there is a reasonable

expectation that the Company has adequate resources to continue in operational existence for the 12

months from the date of signing this Annual Report and Accounts. For this reason the Board continues to

adopt the going concern basis in preparing the financial statements.

In arriving at their opinion the Directors considered:

• The Group’s cash flow forecasts and revenue projections.

• The impact on trading performance of severe but plausible downside scenarios. Key assumptions

include significant reductions in revenue and limited reductions in fixed overheads, as well as mitigating

actions such as delayed capital expenditure, reduced overhead investment and dividends.

• The committed debt facilities available to the Group and the covenants thereon.

• The Group’s debt maturity profile and the successful issuance of £125m of new debt in March 2025 and

£125m in November 2025.

• The Group’s robust policy towards liquidity and cash flow management.

• The Group’s ability to successfully manage the principal risk and uncertainties outlined on pages 52 to

59 during periods of uncertain economic outlook and challenging macroeconomic conditions.

The downside scenarios tested, outlining the impact of severe but plausible adverse scenarios based on

a severe recession and housing market weakness, show that there is sufficient headroom for liquidity and

covenant compliance purposes for at least the next 12 months from the date of approval of these financial

statements. The going concern assessment is not sensitive to estimates on inflation.

157

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Travis Perkins plc Annual Report and Accounts 2025

NOTES TO THE COMPANY’S FINANCIAL STATEMENTS continued

For the year ended 31 December 2025

GENERAL INFORMATION continued

Material accounting policies

The principal accounting policies adopted in preparing the financial statements are provided throughout the

notes to the financial statements.

Material accounting policies

Key judgements and estimates, including those that have a significant risk of resulting in a material

adjustment to the carrying amount of assets and liabilities within the next financial year, are found in the

following notes:

Page Note Description

158 2 Impairment review for investments in subsidiaries

Those listed above are key sources of estimation uncertainty for the Group.

Standards issued but not yet effective

New standards, amendments and interpretations which are in issue but not yet effective are not expected to

have a material impact on the Company’s financial statements.

1. Income statements disclosures

The audit fee for the Company and the consolidated financial statements is disclosed in note 4(b) of the

Group consolidated financial statements. Fees payable to Deloitte LLP for audit and non-audit services to

the Company are not required to be disclosed because the Group financial statements disclose such fees

on a consolidated basis. Details of the Company’s policy on the use of auditors for non-audit services, the

reasons why the auditor was used rather than another supplier and how the auditor’s independence and

objectivity were safeguarded are set out in the Audit Committee report.

Staff costs (including Directors):

£m 2025 2024

Wages and salaries 5.2 5.7

Social security costs 0.5 0.7

Other pension costs 0.1 0.2

Share-based payments (note 11) 0.7 4.3

6.5 10.9

The average monthly number of persons employed including Directors during the year was 51 (2024: 50).

2. Investments in subsidiaries

Accounting policy

Investments in subsidiaries are carried at cost less impairment.

£m 2025 2024

Cost

At 1 January 3,642.6 3 ,147. 8

Additions 33.4 494.8

At 31 December 3,676.0 3,642.6

Provision for impairment

At 1 January & 31 December (1,225.9) (1,225.9)

Net book value at 31 December 2,450.1 2,416.7

The additions to investments in 2025 represent the capitalisation of intercompany loans as part of the

Group’s ongoing project to simplify its legal structure.

The investment balance principally relates to the Company’s investment in Travis Perkins Group Holdings

Limited, which indirectly holds all of the Group’s operating businesses, the investment balance is therefore

supported by the recoverable amounts calculated in the impairment reviews (note 28 to the consolidated

financial statements), resulting in headroom of £259.4m.

Whilst the Directors believe the assumptions used within the impairment reviews are realistic, there are

reasonably possible changes in the key assumptions that would cause the recoverable amount of the

Company’s investment in Travis Perkins Group Holdings Limited to be lower than the carrying amount.

Consistent with the sensitivity disclosures on key assumptions within note 28 to the consolidated financial

statements, if pre-tax discount rate increased by 100bps, sales growth reduced by 5% and operating margin

reduced by 50 bps within the value in use calculations, the carrying amount of the Company’s investment in

Travis Perkins Group Holdings Limited would be impaired by £939.0m.

A full listing of all related undertakings is provided in note 10.

158

STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS OTHER INFORMATION

Travis Perkins plc Annual Report and Accounts 2025

3. Deferred tax

£m

(Asset)/liability:

At 1 Jan

2025

Recognised

in income

Recognised in

equity

Recognised in other

comprehensive

income

At 31 Dec

2025

Share-based payments (1.5) 0.2 0.1 – (1.2)

Cash flow hedge 0.8 – – (0.9) (0.1)

Other timing differences (0.2) – – – (0.2)

(0.9) 0.2 0.1 (0.9) (1.5)

£m

(Asset)/liability:

At 1 Jan

2024

Recognised

in income

Recognised in

equity

Recognised in other

comprehensive

income

At 31 Dec

2024

Share-based payments (2.0) 0.6 (0.1) – (1.5)

Cash flow hedge 0.7 – – 0.1 0.8

Other timing differences (0.2) – – – (0.2)

(1.5) 0.6 (0.1) 0.1 (0.9)

4. Debtors

Accounting policy

Debtors are originally recognised at fair value. Subsequent to the initial recognition they are measured at

amortised cost using the effective interest rate method.

£m 2025 2024

Current:

Amounts owed by subsidiaries 90.4 155.9

Other financial assets – loan notes – 1.7

Other debtors 33.5 42.9

123.9 200.5

Amounts owed by subsidiaries include loans and other balances. The loans are interest-free and repayable

on demand and expected to be settled within the next 12 months. Intercompany receivables are measured

at amortised cost.

Management considers that the intercompany balances have low credit risk. This judgement is based on

the related parties’ strong capacity to meet their contractual cash flow obligations in the near term and

an assessment of the support available to them within the wider Group. Consequently, impairment loss is

considered to be highly immaterial.

5. Share capital and reserves

Accounting policy

Equity instruments represent the ordinary share capital of the Company and are recorded at the

proceeds received, net of directly attributable incremental issue costs.

a. Share capital

Ordinary shares of 11.2p (authorised, issued and fully paid) No. £m

At 1 January and December 2025 212,509,334 23.8

The Company has one class of ordinary share that carries no right to fixed income. The holders of ordinary

shares are entitled to receive dividends as declared and are entitled to one vote per share at meetings of the

Company. All shares rank equally with regard to the Company’s residual assets. See Group note 19 for the

explanation of movements in share capital and own shares.

b. Own shares

2025 2024

At 1 January 1,192,183 1,668,682

Reissued (523,060) (476,499)

At 31 December 669,123 1,192,183

The own shares held by the Employee Share Ownership Trust are to satisfy options under the Group’s share

option schemes. None of the own shares have been allocated to grants of executive options and all rights

attaching to the shares are suspended until the shares are reissued.

c. Reserves

A description of the nature and purpose of each reserve is given below:

• The share premium represents the amounts above the nominal value received for shares sold.

• The cash flow hedge reserve represents the cumulative gain or loss on the fair value of effective hedging

instruments used in cash flow hedges which have not yet been reclassified to profit or loss.

• The merger reserve represents the premium on equity instruments issued as consideration for the

acquisition of BSS.

• The own shares reserve represents the cost of shares purchased in the market and held by the

Employee Share Ownership Trust to satisfy options under the Group’s share option schemes.

• The capital redemption reserve arises as a result of the share buybacks and the subsequent cancellation

of shares.

• Retained earnings represents cumulative results for the Company.

159

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Travis Perkins plc Annual Report and Accounts 2025

NOTES TO THE COMPANY’S FINANCIAL STATEMENTS continued

For the year ended 31 December 2025

GENERAL INFORMATION continued

5. Share capital and reserve continued

c. Reserves continued

Distributable reserves

The distributable reserves accessible to the Company broadly approximate its accumulated profits.

When required the Company can receive dividends from its subsidiaries to increase the available

distributable reserves.

6. Interest-bearing loans and borrowings

Accounting policy

Interest-bearing bank loans and overdrafts, loan notes and other loans are recognised in the balance

sheet at amortised cost. Finance charges associated with arranging non-equity funding are recognised in

the income statement over the life of the facility. All other borrowing costs are recognised in the income

statement in accordance with the effective interest rate method.

Details of the interest-bearing loans and borrowings are given in note 22 to the consolidated

financial statements.

7. Amounts due to subsidiary undertakings

Amounts due to subsidiary undertakings of £191.9m (2024: £209.2m) relate to loans and other

balances and are classified as current liabilities. These loans are interest-free and repayable on demand.

Intercompany payables are measured at amortised cost.

8. Financial instruments and risk management

The Company’s derivative financial instruments that are measured at fair value are as disclosed in note 27 to

the consolidated financial statements. All interest rate swaps and cross currency swaps were designated in cash

flow hedges. For details of the Group’s hedging instruments see note 27 of the Group financial statements.

9. Other creditors

Accounting policy

Other creditors are measured at amortised cost. The Company has financial risk management policies

in place to ensure that all payables are paid within the credit time frame.

£m 2025 2024

Other creditors 1.9 11.0

Accruals 2.2 4.7

4.1 15.7

10. Related undertakings

The registered office of all subsidiary undertakings is Ryehill House, Rye Hill Close, Lodge Farm Industrial Estate,

Northampton, NN5 7UG, except for companies with a superscript where the registered office is given after

the list of subsidiary companies and investments.

Active subsidiary companies (100% ownership and UK registered)

CCF Limited TP Property Company Limited

Keyline Civils Specialist Limited

Travis Perkins (Properties) Limited

The BSS Group Limited Travis Perkins Trading Company Limited

The Cobtree Scottish Limited Partnership

Toolstation Europe Limited

Tools & Fastener Solutions Limited Toolstation Limited

Dormant & non-trading subsidiary companies (100% ownership and UK registered)

Benchmarx Kitchens and Joinery Limited TP Directors Ltd

British Steam Specialties (International) Limited (The) TP General Partner (Scotland) Limited

BSS (UK) Limited TPG Management Services Limited

Builders Mate Limited Travis Group Limited

E. East & Son Limited Travis & Arnold Limited

JS Towell Limited

Travis Limited

Terant Supplies Limited Travis Perkins Capital Partner Limited

Tile Giant Holdings Limited Travis Perkins Financing Company No.3 Limited

Toolstation Holdings Limited Travis Perkins Merchant Holdings Limited

Travis Perkins Group Holdings Limited Travis Perkins P&H Group Holdings Limited

* Companies in voluntary liquidation .

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Travis Perkins plc Annual Report and Accounts 2025

Other subsidiary companies (100% ownership and non-UK registered)

Company Name Registered % Ownership Status

BSS (Ireland) Limited

Ireland 100 Active

Toolexpert Benelux BV

Netherlands 100 Active

Toolstation BV

Netherlands 100 Active

Toolstation NV/SA

Belgium 100 Active

Toolstation Europe BV

Netherlands 100 Active

Toolstation Netherlands BV

Netherlands 100 Dormant

Toolstation SAS

France 100 Active

Travis Perkins Hong Kong Limited

Hong Kong 100 Active

Travis Perkins Sourcing (Shanghai) Ltd

Shanghai 100 Active

Investments

Company Name Registered % Ownership Status

Hermitage Park Management Company Limited

United Kingdom 25 Active

Registered offices (not Ryehill House)

1 50 Mauchline Street, Glasgow, G5 8HQ, United Kingdom

2 C/O Forvis Mazars LLP, 1st Floor Two Chamberlain Square, Birmingham, B3 3AX, United Kingdom

3 White Heather Industrial Estate, South Circular Road, Dublin, 8, Ireland

4 Brandpuntlaan Zuid 12, 2665NZ, Bleiswijk, Netherlands

5 Boomsesteenweg 58, 2630 Aarlselaar, Belgium

6 61 Route de Grenoble, 69800 Saint Priest, Lyon, France

7 Suite 2401, 24/F, China Insurance Group Building, 141 Des Voeux Road, Central, Hong Kong

8 Building No.17, No. 800 Changde Road, JingAn District, Shanghai 200040

9 C/O Bruton Knowles Llp 2 Paris Parklands, Railton Road, Guildford, Surrey, United Kingdom, GU2 9JX

11. Share-based payments

The Company operates a number of share incentive plans. A description of the share schemes operated by

the Group, including that of the Company, is contained in the Remuneration report on page 78 and pages 91

to 92 and in note 32 to the consolidated financial statements.

12. Related party transactions

The Company has a related party relationship with its subsidiaries, its Directors and with its pension

schemes. In addition the remuneration of the Directors, and the details of their interests in the share capital

of the Company are provided in the audited part of the Remuneration report on pages 88 to 92. Other than

the payment of remuneration there have been no related party transactions with Directors.

Details of balances outstanding with subsidiary companies are shown in notes 4 and 7 and in the balance

sheet on page 155.

161

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Travis Perkins plc Annual Report and Accounts 2025

FIVE-YEAR SUMMARY

CONSOLIDATED INCOME STATEMENT

2025

£m

2024

£m

2023

£m

2022

£m

2021

£m

Revenue 4,564.6 4,607.4 4, 837.1 4,994.8 4,568.7

Adjusted operating profit 133.4 151.8 198.1 295.3 352.8

Amortisation of acquisition-related intangible assets (7.8) (10.4) (10.5) (10.5) (11.1)

Adjusting items – operating (222.2) (139.1) (26.9) – 6.8

Operating (loss)/profit (96.6) 2.3 160.7 284.8 348.5

Net finance costs (38.1) (40.7) (39.3) (39.8) (42.9)

(Loss)/profit before tax (134.7) (38.4) 121.4 245.0 305.6

Adjusting items – deferred tax (2 7. 2) – – – (4.7)

Other tax (14.4) (2.2) (31.9) (52.8) (60.1)

Net (loss)/profit from continuing operations (176.3) (40.6) 89.5 192.2 240.8

Net (loss)/profit from discontinued operations – (36.8) (51.4) – 38.1

(Loss)/profit for the period (176.3) ( 7 7.4) 38.1 192.2 278.9

Basic (loss)/earnings per share from continuing operations (83.3)p (19.2)p 42.5p 90.8p 103.9p

Basis (loss)/earnings per share from discontinued operations – (17.4)p (24.4)p – 16.4p

Adjusted earnings per share 30.8p 36.6p 54.4p 94.6p 107. 3p

Dividend declared per ordinary share 12.0p 14.5p 18.0p 39.0p 73.0p

Number of branches at 31 December (includes branches of associates) 1,426 1,421 1,507 1,484 1,513

Average number of colleagues 17,386 17,594 18,831 19,956 18,833

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CONSOLIDATED FREE CASH FLOW STATEMENT

£m

2025

£m

2024

£m

2023

£m

2022

£m

2021

£m

Profit/(loss) before tax (134.7) (38.4) 121.4 245.0 305.6

Less: Net interest 38.1 40.7 39.3 39.8 42.9

Adjusting items 222.2 139.1 26.9 – (6.8)

Amortisation of acquisition-related intangible assets 7.8 10.4 10.5 10.5 11.1

Profit on disposal of properties (9.9) (11.3) (15.1) (25.3) (48.9)

Adjusted operating profit excluding property profits 123.5 140.5 183.0 270.0 303.9

Depreciation of property, plant and equipment 66.0 79.8 79.1 73.6 69.2

Amortisation of internally generated intangibles 3.7 3.6 4.6 6.5 9.7

Share-based payments 7.7 11.7 14.6 17.0 19.1

Movement on working capital 135.1 5.5 (22.6) (76.5) (151.8)

Other net interest paid (20.2) (19.5) (25.0) (16.9) (13.6)

Interest on lease liabilities (29.7) (29.6) (25.6) (21.5) (21.2)

Income tax paid (21.7) (20.9) (40.7) (57.6) (59.9)

Capital expenditure excluding freehold purchase (60.2) (63.8) (107. 2) (110.0) (95.0)

Disposal of plant and equipment 0.7 1.2 2.0 10.1 4.4

Free cash flow 204.9 108.5 62.2 94.7 64.8

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FIVE-YEAR SUMMARY continued

CONSOLIDATED BALANCE SHEET

2025

£m

2024

£m

2023

£m

2022

£m

2021

£m

Assets

Non-current assets

Property, plant and equipment 655.0 771.1 848.4 8 47.3 800.1

Goodwill and other intangible

assets 786.7 908.2 947. 8 974.9 978.7

Right-of-use assets 512.8 545.4 530.4 451.7 439.8

Other receivables 12.0 15.3 14.2 17. 2 0.7

Retirement benefit asset 118.1 116.9 100.6 135.9 275.8

Derivative financial instruments 1.3 3.3 2.9 4.3 –

Deferred tax asset – 17. 5 18.0 15.0 13.9

Current assets

Inventories 666.9 648.6 727.6 727.8 724.4

Trade and other receivables 630.7 760.5 689.6 725.9 706.7

Tax debtor 0.4 – 14.5 0.7 –

Derivative financial instruments – – – – 0.2

Cash and cash equivalents 426.9 244.4 131.5 235.7 459.8

Total assets 3,810.8 4,031.2 4,025.5 4,136.4 4,400.1

Capital and reserves

Issued capital 23.8 23.8 23.8 23.8 25.2

Share premium account 545.6 545.6 545.6 545.6 545.6

Merger reserve 326.5 326.5 326.5 326.5 326.5

Own shares (3.9) (7.2) (14.1) (34.3) (61.4)

Other reserves 20.3 19.5 23.5 27.4 14.6

Accumulated profits 864.0 1,065.9 1,135.0 1,213.2 1,387.3

Total equity 1,776.3 1,974.1 2,040.3 2,102.2 2,237. 8

2025

£m

2024

£m

2023

£m

2022

£m

2021

£m

Non-current liabilities

Interest-bearing loans and

borrowings 419.4 421.8 445.1 349.1 575.2

Lease liability 532.7 560.1 518.8 438.3 414.7

Derivative financial instruments 3.1 – – – –

Long-term provisions and other

payables 14.0 21.6 3.8 4.9 6.8

Deferred tax liabilities 63.7 68.3 92.8 96.0 140.4

Current liabilities

Interest-bearing loans and

borrowings 7.2 – – 192.5 –

Lease liability 88.7 94.5 89.6 74. 3 74.5

Overdraft – 13.2 – – –

Derivative financial instruments 0.1 – 0.4 0.2 –

Trade and other payables 864.2 838.2 795.4 852.4 921.1

Tax liabilities – – – – 0.4

Short-term provisions 41.4 39.4 39.3 26.5 29.2

Total liabilities 2,034.5 2,057.1 1,985.2 2,034.2 2,162.3

Total equity and liabilities 3,810.8 4,031.2 4,025.5 4,136.4 4,400.1

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OTHER INFORMATION

Contents

166 ESG data report (including SASB data)

169 Other shareholder information

Wide

product

range

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Travis Perkins plc Annual report and Accounts 2025

ESG DATA REPORT (INCLUDING SASB DATA)

Unit of measure SASB reference 2025 2024 2023 2022 2021

Energy and fuel

total energy consumed kWh n/A (SECr

compliance)

260,009,437 276,611,054 311,809,636 322,116,912 364,826,976

total UK energy consumed kWh 255,410,517 267,508,323 306,260,839 313,744,004 358,494,358

total non-UK energy consumed kWh 4,598,920 9,102,731 5,548,797 8,372,908 6,332,618

total energy consumed

Gigajoules

(GJ) CG-mr-1.30a.1 936,034 995,792 1,122,515 1,080,095 1,313,377

Grid energy % CG-mr-1.30a.1 34.01 35.98 34.58 34.67 28.35

renewable energy % CG-mr-1.30a.1 22.83 23.84 21.85 23.50 5.83

Fuel consumption litres n/A 16,434,092 17,05 4,583 19,600,396 20,680,219 22,650,200

Waste

non-hazardous waste tonnes n/A 22,810 26,624 28,149 27, 238 28,175

Hazardous waste tonnes n/A 247 143 252 297 229.0

landfilled waste tonnes n/A 403 508 1,075 1,622 1,492

recycled waste tonnes n/A 7,833 10,290 10,837 8,656 10,084

incinerated waste tonnes n/A 14,821 15,969 16,237 16,960 16,829

total waste tonnes n/A 23,057 26,767 28,401 27,535 28,404

Data Security

Data breaches # CG-mr-230a.2 2 – – – –

involving Personally identifiable information (“Pii”) % CG-mr-230a.2 100% – – – –

Customers affected # CG-mr-230a.2 2 – – – –

Description of approach to identifying and addressing data security risks text CG-mr-230a.1

Labour practices

Average hourly wage £ CG-mr-310a.1 14.42 13.81 13.21 13.54 12.8

in-branch colleagues earning minimum wage by region % CG-mr-310a.1 0.0% 0.0% 0.0% 0.0% 0.7%

voluntary turnover rate for in-branch colleagues rate CG-mr-310a.2 14.7% 15.6% 17. 3% 20.6% 19.6%

involuntary turnover rate for in-branch colleagues rate CG-mr-310a.2 5.8% 6.1% 7.1% 5.7% 4.2%

total amount of monetary lossesas a results of legal proceedings associated with labour lawviolations £m CG-mr-310a.3 – – – – –

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Unit of measure SASB reference 2025 2024 2023 2022 2021

Workforce diversity and inclusion

Gender

Management

Female % CG-mr-330a.1 22.6% 22.6% 21.6% 23.6% 20.6%

male % CG-mr-330a.1 77.4% 7 7.4% 78.4% 76.4% 79.4%

not available or not disclosed % CG-mr-330a.1 – – 0% 0% 0%

All other employees

Female % CG-mr-330a.1 25.0% 25.1% 25.0% 25.6% 25.7%

male % CG-mr-330a.1 75.0% 74.9% 75.0% 74.4% 74.3%

not available or not disclosed % CG-mr-330a.1 – – 0% 0% 0%

Ethnic group

Management

Asian % CG-mr-330a.1 2.7% 2.3% 2.4% 2.5% 1.9%

Black or African American % CG-mr-330a.1 0.6% 0.5% 0.7% 0.7% 0.5%

Hispanic or latino % CG-mr-330a.1 1.0% 0.9% 0.9% 0.8% 0.9%

White % CG-mr-330a.1 72.6% 76.2% 80.0% 80.1% 82.5%

Other % CG-mr-330a.1 4.9%

0.2% 0.3% 0.3% 0.4%

not available or not disclosed % CG-mr-330a.1 18.2% 19.9% 15.7% 15.7% 13.7%

All other employees

Asian % CG-mr-330a.1 3.3% 3.2% 2.7% 2.5% 2.6%

Black or African American % CG-mr-330a.1 1.7% 1.8% 1.3% 1.2% 1.0%

Hispanic or latino % CG-mr-330a.1 1.7% 1.8% 1.5% 1.5% 1.6%

White % CG-mr-330a.1 65.3% 62.7% 64.0% 65.1% 64.3%

Other % CG-mr-330a.1 4.0% 5.8% 2.5% 0.5% 0.7%

not available or not disclosed % CG-mr-330a.1 24.0% 24.7% 28% 29.3% 29.8%

total amount of monetary lossesas a result of legal proceedings associated with

employeediscrimination £m CG-mr-330a.2 0.00 0 0.01 0 0

Product sourcing, packaging and marketing

revenue from products third-party certified to environmental and/or social sustainability standards £m CG-mr-410a.1 474 399 407 538 555

Description of processes to assess and manage risks and/or hazards associated with chemicals in

product text CG-mr-410a.2

Discussion of strategies to reducethe environmental impactofpackaging text CG-mr-410a.3

Water consumption

Water consumption m3 n/A 263,866 270,146 27 7,610 258,321 316,852

5 Where ethnicity is assigned as Belgium or netherlands these are now listed under the ‘Other’ category.

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167

CG-MR-230a.1: Description of approach to identifying and addressing data security risks

travis Perkins Group identifies and manages vulnerabilities within its information systems through an

integrated approach involving people, processes, and technology. the Group adopts the niSt Cybersecurity

Framework to assess cybersecurity maturity, aligning closely with iSO 27001, Cyber Essentials, and PCi

DSS standards.

it systems are built, procured, deployed, operated, and managed under a defined set of policies and

standards. these are routinely reviewed to ensure they remain effective and relevant. Any deviations from

established policies are subject to a structured risk assessment and approval process, involving both system

and data owners.

Dedicated funding is allocated to security-focused initiatives aimed at strengthening cybersecurity maturity

and ensuring risks remain within acceptable thresholds.

Cybersecurity and data protection training is embedded into every colleague’s learning plan, including

mandatory modules on PCi DSS and cyber awareness. in addition, colleagues are regularly engaged with

phishing simulation campaigns designed in line with leading industry practices.

to safeguard the it environment, a range of technologies are deployed across the infrastructure for threat

prevention, detection, and response. this includes firewalls, proxies, data loss prevention tools, extended

detection and response (XDr), and continuous monitoring through a Security information and Event

management (SiEm) system. Security operations are monitored 24/7/365 to ensure rapid threat detection

and incident response.

From a testing standpoint, the Group conducts continuous penetration testing and vulnerability scanning

across its it landscape to proactively identify potential weaknesses. Any vulnerabilities identified are

assessed, addressed, and tracked based on risk severity and business impact.

incident response readiness is validated through regular tabletop exercises, designed to test the

effectiveness of response plans and playbooks.

this comprehensive security framework forms a core part of the Group’s internal control and assurance

structure. Ongoing reviews, as outlined in the internal Audit Plan, ensure that cybersecurity risks are

appropriately managed and mitigated.

CG-MR-410a.2: Description of processes to assess and manage risks and/or hazards

associated with chemicals in product

the Group requires its suppliers to adhere to its published ‘Supplier Commitments’ (https://www.

travisperkinsplc.co.uk/sustainability/social-and-governance/sourcing-responsibly/). Suppliers are required

to notify immediately where any product supplied contains substances of very high concern (SvHCs),

explosives precursors or poisons or has other restrictions on sale and to take steps to replace any products

that contain restricted substances or SvHCs with suitable alternatives. For such products, suppliers are

required to provide a Safety Data Sheet (SDS). the business undertakes supplier assessments either

via an Online risk Assessment or via factory audits, based on risk, to assess adherence to the Supplier

Commitments. the supplier assessment programme covers both private label and branded product

suppliers. restricted products are flagged within the business systems, triggering processes at point of sale

to ensure they’re not sold to underage customers. this includes, for example,

• corrosive products, under the Offensive Weapons Act 2019, including acids and chemicals which may

burn the skin but not normal strength household bleach and cleaners); and

• solvents, under the Psychoactive Substances Act 2016, including glues and adhesives, flammable

products such as fire lighter fluid, solvent cement, paint stripper, thinners, essentially any substances

which are capable of producing a psychoactive effect in a person who consumes it and it is not an

exempted substance; and

• spray paint and aerosols; under the Anti-Social Behaviour Act 2003.

there is a requirement in the Group Supplier manual (https://www.travisperkinsplc.co.uk/sustainability/

social-and-governance/sourcing-responsibly/) for suppliers delivering to the Group’s sites to provide a

safety data sheet for all substances delivered which are harmful to health.

CG-MR-410a3: Description of strategies to reduce the environmental impact of packaging

the Group is committed to reducing its environmental impact relating to packaging. For more information

on objectives and progress, please refer to page 34. throughout 2025 the Group continued to work

with own brand suppliers to optimise the amount of material used, achieving packaging reductions and

improvements. the Group continued to work with Ecosurety its packaging compliance partner, to ensure

smooth transition to the Extend Producer regulations, and obtain packaging data from its suppliers which is

differentiated by packaging levels; primary, secondary and tertiary, and by material type.

With regards to influencing others, the Group will continue its work with the Supply Chain Sustainability

School (“SCSS”) to raise awareness and share best practice on packaging reductions and transitioning to

more sustainable packaging solutions. travis Perkins and BSS branches continue to backhaul cardboard,

plastic and wood packaging to their distribution centres where it is processed and sent for reprocessing.

ESG DATA REPORT (INCLUDING SASB DATA) CONTINUED

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168

OTHER SHAREHOLDER INFORMATION

Financial diary

Ex-dividend date 16 April 2026

record date 17 April 2026

trading statement 28 April 2026

Annual General meeting 21 may 2026

Payment of final dividend 28 may 2026

Annual General Meeting (“AGM”)

the AGm will be held on 21 may 2026 at 9.30am.

Registrars

For information about shareholdings and dividends and to report changes to your address, bank details or

any other account information please contact the Company’s registrars (“mUFG”):

mUFG Corporate markets

Central Square

29 Wellington Street

leeds lS1 4Dl

Shareholder portal provided by mUFG: www.travisperkins-shares.com

Email: shareholderenquiries@cm.mpms.mufg.com

telephone: +44 (0) 371 664 0300*

Shareholder portal

You can view and manage your shareholder account online via the shareholder portal provided by mUFG

(www.travisperkins-shares.com). You will need to register to use this service and to do so you will require

your unique investor code which can be found on your share certificate or dividend confirmation (and which

you may see abbreviated as “ivC”).

Dividends

it is more secure to have your dividends paid directly into your bank account than by cheque. if you do

not already have your dividends paid directly into your account and would like to do so, you can do this on

the mUFG shareholder portal or you can contact mUFG, who will send you the relevant form to complete.

Shareholders outside the United Kingdom may be able to make use of mUFG’s international Payment Service

facility to have dividends converted into your chosen currency. For further details please contact mUFG or visit

https://www.mpms.mufg.com/en/for-individuals/uk/shareholders/international-payment-service/.

Shareholder communications

travis Perkins plc Annual reports and other information pertinent to investors, including results, other

reports and presentations and regulatory news, are available on the investors section of our Company

website (www.travisperkinsplc.co.uk).

Annual Report

the Annual report is published on our Company website and a hard copy will be posted to shareholders

who have requested it. All other shareholders will be notified by letter or email when the Annual report is

available on our website. A hard copy of the Annual report can be requested by writing to:

the Company Secretary

travis Perkins plc

ryehill House

rye Hill Close

lodge Farm industrial Estate

northampton

nn5 7UA

or by email to: cosec@travisperkins.co.uk

Electronic shareholder communications

the Company encourages you to consider if receiving your shareholder communications by email would work

best for you. this is a faster, more environmentally friendly and more effective way to communicate with you.

if you have received a paper copy of this report or notification of its availability by post and would like to

receive fully electronic communication, please register your preference on the mUFG shareholder portal.

Other shareholder services provided by our registrars

mUFG provide a number of other services that, as a shareholder, might be useful to you:

Duplicate share register accounts

if you are receiving more than one copy of our report, or notification by post of its availability online, it may

be that your shares are registered in two or more accounts on our register of members. if that is not your

intention you may wish to consider merging the accounts into one single entry. Please contact mUFG who

will be pleased to help you.

Dividend Re-Investment Plan (“DRIP”)

this is a facility provided by mUFG which allows shareholders resident in the United Kingdom, Channel islands

and isle of man to use their dividends to buy further shares in the Company. Full details are available by calling

mUFG on +44 (0) 371 664 0300, or you can sign up for this service on the mUFG shareholder portal (by clicking

on “manage your account” followed by “Dividend payments” and following the on-screen instructions).

Share-dealing services

Share-dealing services are available to shareholders resident in the UK, Channel islands and isle of man

from mUFG:

On-line dealing: https://sharedeal.cm.mpms.mufg.com/

telephone dealing: +44 (0) 371 664 0445*

these services are only available to private shareholders resident in theUK.

* Calls will be charged at the standard geographic rate and will vary by provider. Calls from outside the United Kingdom will be charged at the

applicable international rate; lines are open 9.00am to 5.30pm, monday to Friday with the exception of share-dealing lines which are open from

8.00am to 4.30pm.

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NOTES

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NOTES CONTINUED

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172

Notice of Annual General Meeting 2026

Thursday, 21 May 2026, at 9.30 am

at Linklaters, 20 Ropemaker Street,

London, EC2Y 9AR

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you have any doubt about what to do with this document, you should immediately consult an appropriately authorised independent adviser. If you

are resident in the UK, this may be your stockbroker, bank manager, solicitor, accountant or other professional adviser authorised under the Financial

Services and Markets Act 2000.

If you have recently sold or transferred all of your shares in Travis Perkins plc, please send this notice and the accompanying documents as soon as

possible to the purchaser or transferee or to the stockbroker, bank or other agent who arranged the sale or transfer, so they can pass these

documents to the person who now holds the shares.

If you have sold or otherwise transferred only part of your holding of shares in Travis Perkins plc, you should keep this document.

A copy of this Notice, and other information required by section 311A of the Companies Act 2006, can be found in the Investors section at

www.travisperkinsplc.co.uk

Dear Shareholder

I am pleased to announce that Travis Perkins plc (the “Company”) will be holding its 2026 Annual General Meeting (“AGM”) at Linklaters, 20

Ropemaker Street, London, EC2Y 9AR on Thursday 21 May 2026 at 9.30 am.

You will be able to attend the AGM in person. The venue is accessible by public transport and please note there is no parking at the venue. Doors will

open from 9.00 am ready for a 9.30 am start.

The formal Notice of Meeting is attached to this letter, together with the usual explanatory notes which provide full details of the resolutions that will be

put to shareholders. All of the resolutions are recognisable from prior years, save that our new Chief Executive Officer Gavin Slark has been appointed

to the Board since the last AGM, so Gavin will stand for his first election at this year’s AGM.

Voting

Your vote is important to us. Your Board strongly encourages you to vote in advance by appointing the Chair of the AGM as your proxy, who will

exercise your right to vote at the AGM in accordance with your instructions. Information on how to appoint a proxy is set out in General Information on

pages 7 to 9. Alternatively, you can vote at the meeting if you prefer.

Recommendation

Your Board believes that all of the resolutions set out in the Notice are in the best interests of both the Company and its shareholders as a whole. Your

Directors will be voting all of the ordinary shares they hold in favour of all the resolutions and unanimously recommend that you do so as well.

The Annual Report and Accounts 2025 and this Notice are available on our website www.travisperkinsplc.co.uk. If you have not already done so, we

encourage you to sign up to receive future shareholder communications electronically by visiting https://uk.investorcentre.mpms.mufg.com/ or via the

Investor Centre app.

Geoff Drabble

Chair

27 March 2026

LETTER FROM THE CHAIR OF TRAVIS PERKINS PLC

Travis Perkins plc Annual General Meeting 2026

Notice is hereby given that the 2026 Annual General Meeting of Travis Perkins plc will be held at Linklaters, 20 Ropemaker Street, London, EC2Y 9AR,

on Thursday, 21 May 2026 commencing at 9.30 am for the transaction of the business set out below.

You will be asked to consider and, if thought fit, to vote on the resolutions below. Resolutions 1 to 14 will be proposed as ordinary resolutions and

Resolutions 15 to 17 will be proposed as special resolutions. For each ordinary resolution to be passed, more than half of votes cast must be in favour

of the resolution. For each special resolution to be passed, at least three quarters of votes cast must be in favour of the resolution.

RESOLUTIONS

Report and Accounts

1. To receive the Company’s annual accounts and the reports of the Directors and auditor thereon for the financial year ended 31 December 2025.

Directors’ remuneration

2. To approve the Directors’ remuneration report (excluding the Directors’ remuneration policy) which is set out on pages 78 to 98 of the Annual

Report and Accounts for the financial year ended 31 December 2025.

Dividend

3. To declare a final dividend for the financial year ended 31 December 2025 of 7.5 pence per ordinary share, payable to shareholders on the register

at the close of business on 17 April 2026.

Election and re-election of Directors

4. To elect Gavin Slark as a Director of the Company.

5. To re-elect Duncan Cooper as a Director of the Company.

6. To re-elect Marianne Culver as a Director of the Company.

7. To re-elect Geoff Drabble as a Director of the Company.

8. To re-elect Heath Drewett as a Director of the Company.

9. To re-elect Jora Gill as a Director of the Company.

10. To re-elect Louise Hardy as a Director of the Company.

11. To re-elect Jez Maiden as a Director of the Company.

Auditors

12. To reappoint Deloitte LLP, Chartered Accountants, as auditor of the Company to hold office from the conclusion of this meeting until the conclusion

of the next general meeting of the Company at which accounts are laid.

13. To authorise the Audit Committee of the Board to fix the remuneration of the Company’s auditor.

Authority to allot securities

14. That the Directors be generally and unconditionally authorised in accordance with section 551 of the Companies Act 2006 to exercise all the

powers of the Company to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company:

(a) up to an aggregate nominal amount of £7,937,298 (such amount to be reduced by the nominal amount of any allotments or grants made under

paragraph (b) of this Resolution 14 in excess of £7,937,298); and

(b) comprising equity securities (as defined in section 560(1) of the Companies Act 2006) up to an aggregate nominal amount of £15,874,596

(such amount to be reduced by the aggregate nominal amount allotted or granted under paragraph (a) of this Resolution 14) in connection with

a fully pre-emptive offer:

(i) to holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings; and

(ii) to holders of other equity securities as required by the rights of those securities or as the Directors otherwise consider necessary,

but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional

entitlements, record dates, legal, regulatory or practical problems in or under the laws of any territory or the requirements of any regulatory body or

stock exchange.

The authorities conferred on the Directors under paragraphs (a) and (b) of this Resolution 14 shall, unless renewed, varied or revoked by the

Company expire at the end of the Company’s next Annual General Meeting after this Resolution 14 is passed (or, if earlier, at the close of business

in London on 21 June 2027) save that the Company may, before such expiry, make offers and enter into agreements which would or might require

shares to be allotted or rights to subscribe for or to convert any security into shares to be granted and the Directors may allot shares or grant rights

to subscribe for or convert securities into shares in pursuance of such offer or agreement notwithstanding that the authority conferred by this

Resolution 14 has expired.

This Resolution 14 revokes and replaces all unexercised authorities previously granted to the Directors to allot shares or grant rights to subscribe for or

convert securities into shares but without prejudice to any allotment of shares or grant of rights already made, offered or agreed to be made pursuant

to such authorities.

NOTICE OF ANNUAL GENERAL MEETING

Travis Perkins plc Annual General Meeting 2026

Disapplication of pre-emption rights

15. That, if Resolution 14 granting authority to allot shares is passed and in place of all existing powers to the extent unused, the Directors be authorised

to allot equity securities (as defined in section 560 of the Companies Act 2006) for cash under the authority conferred by Resolution 14 and/or to

sell shares held by the Company as treasury shares for cash as if section 561 of the Companies Act 2006 did not apply to any such allotment or

sale, such authority to be limited to:

(a) The allotment of equity securities or sale of treasury shares in connection with an offer of securities (but in the case of the authority granted

under paragraph (b) of Resolution 14 above by way of a fully pre-emptive offer only):

(i) to the holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings;

(ii) to holders of other equity securities as required by the rights of those securities or as the Directors otherwise consider necessary,

but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional

entitlements, record dates, legal or practical problems in or under the laws of any territory or the requirements of any regulatory body or stock

exchange; and

(b) The allotment of equity securities or sale of treasury shares (otherwise than under paragraph (a) of this Resolution) to any person up to a

nominal value of £2,381,189.

The authority granted by this Resolution will expire at the end of the next Annual General Meeting of the Company (or, if earlier, at the close of

business in London on 21 June 2027) save that the Company may, before such expiry make offers or agreements which would or might require

equity securities to be allotted (or treasury shares to be sold) after the authority expires and the Directors may allot equity securities (or sell treasury

shares) in pursuance of any such offer or agreement as if the authority had not expired.

Purchase of own shares

16. That the Company be and is hereby generally and unconditionally authorised to make one or more market purchases (within the meaning of

section 693(4) of the Companies Act 2006) of ordinary shares of 11.205105 pence each in the capital of the Company (“ordinary shares”),

provided that:

(a) the maximum aggregate number of ordinary shares authorised to be purchased is 21,250,933;

(b) the minimum price (exclusive of expenses) which may be paid for an ordinary share is its nominal value of 11.20510 pence;

(c) the maximum price (exclusive of expenses) which may be paid for an ordinary share is the higher of (i) 105% of the average of the middle

market quotations for an ordinary share as derived from The London Stock Exchange Daily Official List for the five business days immediately

preceding the day on which that ordinary share is contracted to be purchased; and (ii) an amount equal to the higher of the price of an ordinary

share quoted for the last independent trade and the highest current independent bid for an ordinary share on the trading venues where the

purchase is carried out;

(d) this authority (unless previously renewed, varied or revoked by the Company in general meeting) expires at the conclusion of the next Annual

General Meeting of the Company or until the close of business in London on 21 June 2027, whichever is the earlier; and

(e) the Company may make a contract to purchase ordinary shares under this authority before the expiry of such authority, which will or may be

executed wholly or partly after the expiry of such authority, and may make a purchase of ordinary shares pursuant to any such contract.

General meetings

17. That a general meeting other than an Annual General Meeting may be called by notice of not less than 14 clear days.

By Order of the Board

Will Lang

Company Secretary

27 March 2026

Registered Office: Ryehill House, Rye Hill Close, Lodge Farm Industrial Estate, Northampton, NN5 7UA

Registered in England & Wales

Company No. 824821

NOTICE OF ANNUAL GENERAL MEETING CONTINUED

Travis Perkins plc Annual General Meeting 2026

The purpose of these explanatory notes is to explain the business to be considered at the AGM.

The Board considers that all of the resolutions proposed are in the best interests of the Company and of its shareholders as a whole and unanimously

recommends that shareholders vote in favour of all resolutions put before the AGM, as they intend to do in respect of their own beneficial

shareholdings.

Resolution 1: Accounts and reports

The Chair will present the accounts and reports of the Directors for the year ended 31 December 2025 to the meeting.

Resolution 2: Directors’ remuneration report

• The Directors’ remuneration report (excluding the Directors’ remuneration policy) contains: (i) the annual remuneration report; and (ii) the annual

statement by the Chair of the Remuneration Committee.

• The vote upon the Directors’ remuneration report (excluding the Directors’ remuneration policy) is advisory and therefore no entitlement to

remuneration is conditional on the passing of the Resolution.

• The Directors’ remuneration policy was approved by shareholders at the AGM held on 22 April 2024 and then amended by resolution at the AGM

held on 14 May 2025 to introduce the Performance Share Plan (in place of the Restricted Share Plan), since which date it remains unchanged and

the authority granted by shareholders remains in place.

Resolution 3: Dividend

A final dividend of 7.5 pence per ordinary share for the year ended 31 December 2025 is recommended by directors for payment. If shareholders

approve the recommended final dividend, this will be paid on Thursday, 28 May 2026 to all ordinary shareholders on the register of members at the

close of business on 17 April 2026.

Resolutions 4 to 11: Election and re-election of Directors

• In accordance with the requirements of the UK Corporate Governance Code 2024 and the Company’s Articles of Association, all Directors are

standing for election or re-election as appropriate.

• The Board has confirmed, following an internally conducted performance review, that all Directors standing for election or re-election perform

effectively and demonstrate commitment to their roles.

• The Board has considered whether each of the Non-executive Directors is free from any relationship that could materially interfere with the exercise

of his or her independent judgement and has determined that each continues to be independent.

• Biographies of each of the Directors can be found on pages 10 to 11 of this Notice, and provide a summary of the skills, experience and contribution

of each Director proposed for re-election. The skills and experience of all of the Directors together with the independent character and judgement

of the Non-executive Directors combine to provide an appropriate balance of skills and knowledge and, in the Board’s view, illustrate why each

Director’s contribution is, and continues to be, important to the Company’s long-term sustainable success.

Resolution 12: Auditor

• The Company is required to reappoint its external auditor at each general meeting at which accounts are presented, to hold office until the end of

the next meeting of that type. On the recommendation of the Audit Committee, the Board is recommending to shareholders the reappointment of

Deloitte LLP as the Company’s auditor.

• The Audit Committee reviews the fee structure, resourcing and terms of engagement for the external auditor annually. Fees paid to the external

auditor for the year were £2.8m (2024: £3.1m) for audit-related work and £0.1m (2024: £0.1m) for non-audit work (see note 4 in the Annual Report

and Accounts).

Resolution 13: Auditor’s remuneration

• This Resolution gives authority to the Audit Committee to determine the auditors’ remuneration.

Resolution 14: Renewal of authority to allot shares

• This Resolution deals with the Directors’ authority to allot shares and grant rights to subscribe for, or to convert any securities into, shares in

accordance with section 551 of the Companies Act 2006. The equivalent authority granted to Directors at last year’s AGM will expire at the end of

this year’s AGM.

• This Resolution complies with the Investment Association Share Capital Management Guidelines issued in February 2023.

• If passed, the Resolution will authorise the Directors to allot shares and grant rights to subscribe for or convert any security into shares:

• up to an aggregate nominal amount equal to £7,937,298 (representing 70,836,444 ordinary shares of 11.205105 pence each), as reduced by

allotment or grant of rights under paragraph (b) of Resolution 14 in excess of this amount. This amount (before any reduction) represents

approximately one-third of the issued ordinary share capital of the Company as at 27 March 2026, the latest practicable date prior to

publication of this Notice; and

• comprising equity securities in connection with a fully pre-emptive offer only, up to a nominal amount equal to £15,874,596 (representing

141,672,889 ordinary shares of 11.205105 pence each), as reduced by any allotments or grant of rights under paragraph (a) of this Resolution.

This amount (before any reduction) represents approximately two-thirds of the issued ordinary share capital of the Company as at 27 March

2026, the latest practicable date prior to publication of this Notice.

• As at close of business on 27 March 2026, the Company did not hold any treasury shares.

• The authorities granted by this Resolution will expire at the conclusion of the next AGM of the Company or, if earlier, on 21 June 2027.

• The Directors have no present intention of allotting new ordinary shares. However, the Directors consider it appropriate to maintain the flexibility

that this authority provides.

EXPLANATORY NOTES TO THE RESOLUTIONS

Travis Perkins plc Annual General Meeting 2026

Resolution 15: Disapplication of statutory pre-emption rights

• Resolution 15 will be proposed as a special resolution, which requires a majority of at least 75% to be passed. The Resolution will, if passed, give the

Directors the authority to allot equity securities or sell treasury shares for cash without first offering them to existing shareholders pro rata to their

existing shareholdings.

• The authority in Resolution 15 is limited to allotments or sales:

(i) in connection with pre-emptive offers and offers to holders of other equity securities if required by the rights of those securities or as the

Directors otherwise consider necessary, up to a maximum nominal amount of £7,937,298 which represents approximately 33.3% of the

Company’s issued ordinary share capital (excluding treasury shares) as at 27 March 2026 (being the latest practicable date prior to publication

of this document) and, in relation to fully pre-emptive offers only, up to a maximum additional amount of £7,937,298 which represents

approximately 33.3%, of the Company’s issued ordinary share capital (excluding treasury shares) as at 27 March 2026 (being the latest

practicable date prior to the publication of this document);

(ii) (otherwise than pursuant to (i) above) up to a maximum nominal amount of £2,381,189 which represents approximately 10% of the total issued

ordinary share capital of the Company (excluding treasury shares) as at 27 March 2026 (being the latest practicable date prior to publication of

this document). On that date the Company did not hold any shares in treasury.

• This Resolution is in line with the Pre-Emption Group’s Statement of Principles 2022, the template resolutions published by the Pre-Emption Group

in 2022 and the Share Capital Management Guidelines published by the Investment Association (as updated in February 2023).

• In compliance with the Pre-Emption Group’s Statement of Principles 2022, the Directors confirm that they intend to follow the shareholder

protections as set out in paragraph 1 of Part 2B of the Statement of Principles 2022.

• The authority set out in Resolution 15 will expire at the conclusion of the next Annual General Meeting of the Company or, if earlier, on 21 June 2027.

• The Directors do not, however, at this time seek authority for any broader disapplication of pre-emption on the basis supported under the

Pre-Emption Group’s Statement of Principles 2022 beyond that described in Resolution 15.

• Please note that the Directors do not have any present intention to exercise the allotment authority under Resolution 14 or the disapplication

authority under this Resolution 15 but the Directors consider it appropriate to seek the flexibility that these authorities provide and that these

authorities are in the best interests of the Company.

Resolution 16: Authority to purchase own shares

• Resolution 16 will be proposed as a special resolution, which requires a majority of at least 75% to be passed. The authority for the Company to

purchase its own shares of 11.205105 pence each granted at last year’s AGM will expire on the date of the forthcoming AGM. The Directors wish to

renew this authority to give the Company the authority to purchase its own ordinary shares in the market as permitted by the Companies Act

2006. The authority limits the number of shares that could be purchased to a maximum of 21,250,933 (representing approximately 10% of the

issued ordinary share capital of the Company as at 27 March 2026, the latest practicable date prior to publication of this Notice) and sets minimum

and maximum prices. This authority will expire at the conclusion of the next AGM of the Company or, if earlier, on 21 June 2027.

• The Directors consider that it is in the best interests of the Company to have this authorisation available in case circumstances arise when it would be

appropriate to use it. The authority would only be used after consideration of the effect on earnings per share and the longer-term benefit for the

Company and shareholders generally. The fact that such authorisation is being sought should not be taken to imply that shares would be purchased

at any particular price or indeed at all. Any ordinary shares purchased pursuant to this authority may either be held as treasury shares or cancelled

by the Company, depending on which course of action is considered by the Directors to be in the best interests of shareholders at the time.

• As at 16 March 2026, being the latest practicable date prior to the publication of this Notice, there were options under the Company’s employee

share schemes to subscribe for 3,323,255 ordinary shares in the capital of the Company, which represents 1.56% of the Company’s issued

ordinary share capital (excluding any treasury shares). The Company intends to satisfy these options with shares purchased in the market. However,

if the full authority to purchase own shares were to be used, and the shares cancelled, these outstanding options would represent approximately

1.74% of the Company’s issued ordinary share capital (excluding any treasury shares) as at that date. As at 16 March 2026, the latest practicable

date prior to publication of this Notice, the Company held 0 (zero) shares as treasury shares in the Company and no warrants over ordinary shares

in the capital of the Company existed.

Resolution 17: General Meetings

• Resolution 17 will be proposed as a special resolution, which requires a majority of at least 75% to be passed. The Companies Act 2006 requires

that the notice period for general meetings of a listed company is 21 days unless certain requirements are satisfied, including that shareholders

approve a shorter notice period. The notice period cannot be less than 14 clear days. This Resolution is proposed to allow the Company to continue

to call general meetings (other than Annual General Meetings) on 14 clear days’ notice.

• The Directors believe it is in the best interests of the shareholders of the Company to preserve the shorter notice period. The shorter notice period

would not be used as a matter of routine for general meetings, but only where the flexibility is merited by the business of the meeting and is

thought to be to the advantage of shareholders as a whole. Examples of when it might be appropriate to call a general meeting at 14 days notice

include when emergency capital raising proposals or other price sensitive transactions are being put to shareholders for approval.

• The approval will be effective until the Company’s 2027 Annual General Meeting, when it is expected that a similar resolution will be proposed.

Under the Companies Act 2006, in order to be able to call a general meeting on less than 21 clear days’ notice, the Company must make a means

of electronic voting available to all shareholders.

EXPLANATORY NOTES TO THE RESOLUTIONS CONTINUED

Travis Perkins plc Annual General Meeting 2026

GENERAL INFORMATION

Meeting Format

The AGM will not be broadcast this year. We will continue to maximise value to shareholders by avoiding unnecessary costs while also looking out for

any increase in demand for remote participation in respect of our future AGMs.

Attendance

Only registered shareholders, proxies and corporate representatives will be allowed entry to the AGM. If you are attending on the day you will be asked

to provide a copy of your Investor Code, which you’ll find on your share certificate or by contacting MUFG Corporate Markets, or produce some

adequate form of identification (for example a passport or photographic driving licence).

Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of the same powers as the

corporation could exercise if it were an individual member. However, any member that is a corporation is encouraged by the Board to appoint the Chair

of the AGM as its proxy to exercise its right to vote at the AGM in accordance with its instructions.

How you can attend if you hold shares through a broker or nominee

If you hold your shares through a broker or in a nominee, you will need to ask your broker or nominee to appoint you as either a proxy or as a corporate

representative. If they appoint you as a proxy, the appointment must be notified to the Company’s registrar, MUFG Corporate Markets, by 9.30 am on

Tuesday, 19 May 2026. If they appoint you as a corporate representative, they will need to write a letter to MUFG Corporate Markets, setting out the

details of the appointment and of your shareholding, and you will need to bring the letter with you to the meeting along with photographic proof of

identity. If you do not have such a letter as a corporate representative, or MUFG Corporate Markets has not been notified of your appointment as a

proxy, you may be denied entry to the meeting. Please note that proxies and corporate representatives may not bring guests to the meeting.

The Company welcomes constructive dialogue; however, we maintain a zero-tolerance approach for disruptive behaviour. Any individual who remains

disruptive after a warning from the Chair may be required to leave the meeting. The use of cameras, sound recording equipment, or cell phones to

record the proceedings is strictly prohibited without prior written consent from the Board.

Right to vote at the AGM

You have the right to vote at the AGM if you are on the register of members of the Company at 6.00 pm on Tuesday, 19 May 2026 or, if the meeting is

adjourned, 48 hours (excluding non-working days) before the time fixed for the adjourned meeting. Changes to the register of members after this time

will be disregarded in determining the rights of any person to attend, to speak and to vote at the meeting.

Your vote is important. You can use any of the methods listed below to submit your voting instructions in advance. If you choose to use any of the

methods below, this will not prevent you from subsequently attending, voting and speaking at the AGM in person, in which case any proxy votes will be

superseded. All of the following will be available from the date this Notice is published until 9.30 am on Tuesday, 19 May 2026 (or 48 hours (excluding

non-working days) before the time fixed for any adjourned AGM):

• Logging into your Investor Centre account at https://uk.investorcentre.mpms.mufg.com/ or via the Investor Centre app or register if you have not

previously done so. You will require your Investor Code (IVC) to add your shareholding. You can find your IVC on your share certificate or by

contacting our Registrar, MUFG Corporate Markets.

• Downloading a proxy form from the Investor section of the Company’s website at https://www.travisperkinsplc.co.uk/investors/ and sending it to

MUFG Corporate Markets to be received by 9.30 am on Tuesday, 19 May 2026 (or 48 hours (excluding non-working days) before the time fixed

for any adjourned AGM). Completed proxy forms should be sent to MUFG Corporate Markets at PXS 1, Central Square, 29 Wellington Street,

Leeds LS1 4DL.

• Using the service offered by Euroclear UK & International Limited for members of CREST.

• Using Proxymity for institutional investors who wish to appoint a proxy electronically.

More details regarding how you may use these methods is provided below (see relevant heading).

If you cannot locate any of the documents on the Company’s website, if you need help with voting online, or require a paper proxy form to be sent to

you, please contact our registrar, MUFG Corporate Markets, by email at shareholderenquiries@cm.mpms.mufg.com or by telephone on +44 (0)371

664 0300. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the

applicable international rate. Lines are open between 9.00 am – 5.30 pm, Monday to Friday excluding public holidays in England and Wales.

Submission of a proxy vote shall not preclude a member from attending and voting in person at the meeting in respect of which the proxy is appointed

or at any adjournment thereof.

Voting on all resolutions at the AGM will be by way of a poll. The results of the poll held at the meeting will be announced through a Regulatory Information

Service and will be published on our website www.travisperkinsplc.co.uk on Thursday, 21 May 2026 or as soon as reasonably practicable thereafter.

Any shareholder who has not otherwise received confirmation that their vote on the polls at the AGM has been validly recorded and counted and has no

other reasonable means of confirming this, may, within 30 days from the date of the meeting, request information from the Company allowing them to

confirm that their vote on the polls at the meeting has been validly recorded and counted, by using the contact details of MUFG Corporate Markets.

Travis Perkins plc Annual General Meeting 2026

GENERAL INFORMATION CONTINUED

Asking questions

The AGM is an important opportunity for all shareholders to ask questions. Your participation in this annual event continues to be very important to us.

You may put questions to the meeting at the appropriate time, which will be indicated by the Chair of the meeting, by raising your hand if you are

attending in person.

Questions may not be answered at the AGM if they are deemed not to be in the interests of the Company or the good order of the AGM, or would

interfere unduly with the preparation for the AGM, or involve the disclosure of confidential information, or if the answer has already been given on a

website in the form of an answer to a question. The Chair may also nominate a Company representative to answer a specific question after the AGM or

refer the response to the Company’s website.

If you are unable to attend, you can still submit a question on the business of the meeting in advance. Please write to the Company Secretary at Ryehill

House, Rye Hill Close, Lodge Farm Industrial Estate, Northampton NN5 7UA or email: cosec@travisperkins.co.uk. You may submit questions related to

the business of the AGM up until 9.30 am on 19 May 2026 and we will provide answers to any questions received as if they had been asked at the

AGM and where we would have been required to do so pursuant to section 319A of the Companies Act 2006. We will consider all questions received

and, if appropriate and relating to the business of the AGM, provide a written response and post a response on the Investors section of the Company’s

website.

Proxies

A member of the Company is entitled to appoint a proxy to exercise all or any of that member's rights to attend, speak and vote at an annual general

meeting of the Company. A member may appoint more than one proxy, provided that each proxy is appointed to exercise the rights attaching to

different shares. A proxy need not be a member. The appointment of a proxy will not of itself prevent a member from subsequently attending, voting

and speaking at the AGM in which case any votes of the proxy will be superseded. Unless otherwise indicated on the Form of Proxy, CREST, Proxymity

or any other electronic voting instruction, the proxy will vote as they think fit or, at their discretion, withhold from voting.

Shareholders can vote electronically via the Investor Centre, a free app for smartphone and tablet provided by MUFG Corporate Markets (the

company's registrar). It allows you to securely manage and monitor your shareholdings in real time, take part in online voting, keep your details up to

date, access a range of information including payment history and much more. The app is available to download on both the Apple App Store and

Google Play, or by scanning the relevant QR code below. Alternatively, you may access the Investor Centre via a web browser at: https://uk.

investorcentre.mpms.mufg.com/.

You will need to log into your Investor Centre account or register if you have not previously done so. Once you have setup your account you will need to

add your shareholding by clicking ‘Add Holding’ in the ‘Portfolio’ section and following the on-screen instructions. You will require your Investor Code

(IVC) to add your shareholding. You can find your IVC on your share certificate or by contacting our Registrar, MUFG Corporate Markets

Alternatively, you may download, complete and return a paper proxy form from the Company’s website (or request a copy from the Company’s

Registrar) and return a hard copy. To be effective, the instrument appointing a proxy and any authority under which it is signed (or a notarially certified

copy of such authority) for the AGM to be held at Linklaters 20 Ropemaker Street, London, EC2Y 9AR, at 9.30 am on Thursday, 21 May 2026 and any

adjournment(s) thereof must be submitted online or returned to MUFG Corporate Markets at PXS 1, Central Square, 29 Wellington Street, Leeds LS1

4DL, by 9.30 am on Tuesday, 19 May 2026 (or 48 hours (excluding non-working days) before the time fixed for any adjourned AGM). If you return

paper and electronic instructions, those received last by the Registrar before 9.30 am on Tuesday, 19 May 2026 will take precedence.

In the case of joint holders, where more than one of the joint holders completes a proxy appointment, only the appointment submitted by the most

senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company’s register of

members in respect of the joint holding (the first-named being the most senior).

The right to appoint a proxy does not apply to persons whose shares are held on their behalf by another person and who have been nominated to

receive communication from the Company in accordance with section 146 of the Companies Act 2006 (“nominated persons”). Nominated persons

may have a right under an agreement with the registered shareholder who holds shares on their behalf to be appointed (or to have someone else

appointed) as a proxy. Alternatively, if nominated persons do not have such a right, or do not wish to exercise it, they may have a right under such an

agreement to give instructions to the person holding the shares as to the exercise of voting rights.

You may terminate a proxy instruction, but to do so you will need to inform the Company in writing by sending a signed hard copy notice clearly stating

your intention to revoke your proxy appointment to MUFG Corporate Markets at PXS 1, Central Square, 29 Wellington Street, Leeds LS1 4DL or by

sending an email to cosec@travisperkins.co.uk. In any case the revocation notice must be received by MUFG Corporate Markets before 9.30 am on

Tuesday, 19 May 2026. If you attempt to revoke your proxy appointment but the revocation is received after the time specified, your original proxy

appointment will remain valid unless you attend the meeting and vote in person.

Travis Perkins plc Annual General Meeting 2026

Appointment of proxies through CREST

CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so by using the procedures

described in the CREST Manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a

voting service provider(s) should refer to their CREST sponsors or voting service provider(s), who will be able to take the appropriate action on their behalf.

In order for a proxy appointment made by means of CREST to be valid, the appropriate CREST message (a “CREST Proxy Instruction”) must be

properly authenticated in accordance with Euroclear UK & International Limited’s specifications and must contain the information required for such

instructions, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or an amendment to

the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the Company’s agent (ID RA10)

by the latest time(s) for receipt of proxy appointments (9.30 am on Tuesday, 19 May 2026) (or 48 hours (excluding non-working days) before the time

fixed for any adjourned AGM). For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the

message by the CREST Application Host) from which the Company’s agent is able to retrieve the message by enquiry to CREST in the manner

prescribed by CREST. After this time, any change of instructions to proxies appointed through CREST should be communicated to the appointee

through other means.

CREST members and, where applicable, their CREST sponsors and voting service providers should note that Euroclear UK & International Limited does

not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the

input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member

or sponsored member or has appointed a voting service provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) such

action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST

members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual

concerning practical limitations of the CREST system and timings. The CREST Manual can be reviewed at www.euroclear.com. The Company may

treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.

Appointment of proxies through Proxymity

If you are an institutional investor you may be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by

the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged

by 9.30 am on Tuesday, 19 May 2026 (or 48 hours (excluding non-working days) before the time fixed for any adjourned AGM) in order to be

considered valid. Before you can appoint a proxy via this process you will need to have agreed to Proxymity’s associated terms and conditions. It is

important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy. An electronic

appointment via the Proxymity platform may be revoked completely by sending an authenticated message via the platform instructing the removal of

your proxy vote.

Documents available for inspection

Copies of the Executive Directors’ service contracts and Non–executive Directors’ letters of appointment are available for inspection during normal

business hours at Ryehill House, Rye Hill Close, Lodge Farm Industrial Estate, Northampton NN5 7UA and will be available for inspection on the day of

the meeting at Linklaters, 20 Ropemaker Street, London, EC2Y 9AR, from 9:00 am until the conclusion of the AGM.

Total voting rights

As at 27 March 2026 (being the latest practicable date before publication of this Notice) the issued share capital of the Company consisted of

212,509,334 ordinary shares, carrying one vote each. The Company holds 0 (zero) shares in Treasury. Therefore, the total voting rights in the

Company as at 27 March 2026 were 212,509,334.

The Company’s website will include information on the number of shares and voting rights.

Requisition rights

Members meeting the threshold requirements set out in section 527 of the Companies Act 2006 have the right to require the Company to publish a

statement on its website in relation to the audit of the Company’s accounts that are to be laid before the meeting or any circumstances connected with

an auditor of the Company ceasing to hold office since the previous AGM. The Company may not charge the requesting shareholders for website

publication of such a statement. The Company must also forward the statement to the Company’s auditor not later than the time when it makes the

statement available on the website. The business which may be dealt with at the meeting includes any website statement relating to audit concerns.

Under sections 338 and 338A of the Companies Act 2006, members meeting the threshold requirements in those sections have the right to require

the Company: (i) to give, to members of the Company entitled to receive notice of the AGM, notice of a resolution which those members intend to

move (and which may properly be moved) at the AGM; and; (ii) to include in the business to be dealt with at the AGM any matter (other than a

proposed resolution) which may properly be included in the business at the AGM, provided in each case that the requirements of those sections are

met and that the request is received by the Company not later than six weeks before the AGM or, if later, the time at which notice is given of the AGM.

Travis Perkins plc Annual General Meeting 2026

BOARD OF DIRECTORS

Gavin Slark will be standing for election for the first time at this year’s AGM. All other Directors will be standing for re-election. A description of the

skills and experience of each Director standing for election or re-election is set out in their biographies below.

Geoff Drabble

Chair

Appointment date

October 2024

Committee membership:

Skills and experience

Geoff has unrivalled leadership experience from

publicly listed businesses across the building

materials distribution, equipment hire and tools

markets nationally and internationally. He has

gained this from both executive and non-executive

roles, and is currently non-executive chair of

multinational plumbing and heating products

distributor, Ferguson Enterprises Inc. Until

February 2025, he was non-executive chair of

international packaging company, DS Smith Plc.

He previously served as Senior Independent

Director of Howden Joinery Group plc and was

CEO of Ashtead Group plc during a period of

unprecedented growth. He has also been

Executive Director of The Laird Group plc and

held a number of senior management positions

at Black & Decker.

External appointments

• Ferguson Enterprises Inc (Chair)

Gavin Slark

Chief Executive Officer

Appointment date

January 2026

Committee membership: None

Skills and experience

Gavin is a highly experienced public company

CEO and Board Director with significant

experience of the building materials and

merchanting industry in the UK and Europe, most

recently as CEO of SIG plc and Non-executive

Director of Galliford Try Holdings plc.

Prior to SIG, Gavin was CEO of Grafton Group plc

for over a decade, and CEO of BSS before its

acquisition by Travis Perkins plc in 2010.

He brings to the Group a strong track record of

delivering shareholder value through operational

excellence and resilience through strategic

developments and portfolio transformations with

a focus on long-term growth and adaptability in

the face of industry changes.

Duncan Cooper

Chief Financial Officer

Appointment date

January 2024

Committee membership: None

Skills and experience

Duncan is a Chartered Accountant and, in addition

to having a strong finance background, has

experience in corporate communications, strategy

design and implementation and large-scale

technology change. Duncan joined the Group from

Crest Nicholson plc, where he was appointed

Chief Financial Officer in 2019. He formerly

worked at J. Sainsbury plc where he held multiple

roles since 2010, culminating in Director of Group

Finance. Prior to that Duncan held finance roles at

BSkyB plc and GlaxoSmithKline plc after

qualifying at Deloitte LLP.

Jez Maiden

Senior Independent Non-executive Director

Appointment date

June 2023

Committee membership:

Skills and experience

A qualified accountant (FCMA), Jez is a proven Senior Independent Director with diverse sector

experience spanning household FMCG, management consultancy, food manufacturing, transport and

chemicals. He has extensive finance and audit, public company and capital markets expertise and has

held a number of Executive Director CFO positions, most recently as Group Finance Director for Croda

International Plc. He has previously served as a Non-executive Director at PZ Cussons plc and

Synthomer plc and is currently a Non-executive Director, Chair of the Audit Committee and a member of

the Remuneration Committee of Smith & Nephew plc, and a Non-executive Director and member of the

Audit Committee at Intertek Group plc

External appointments

• Centre for Process Innovation Ltd (Non-executive Director)

• Smith & Nephew plc (Non-executive Director)

• Intertek Group plc (Non-executive Director)

Travis Perkins plc Annual General Meeting 2026

Marianne Culver

Non-executive Director

Appointment date

November 2019

Committee membership:

Skills and experience

Marianne has extensive executive and board

experience in the global distribution and logistics

sectors. She has served as Chief, Global Supply

Chain with Premier Farnell plc and as Chief

Executive (UK & Ireland) of TNT. Marianne was

latterly Global President of RS Components,

(formerly Electrocomponents plc). Her

non-executive career to date has included

membership of the boards of Rexel SA (listed on

Euronext Paris), The British Quality Foundation

and EDS Corporation. She is a current member of

the Supervisory Board of BME B.V., where she

serves as the Chair of the Remuneration

Committee.

External appointments

• BME B.V (Supervisory Board)

Louise Hardy

Non-executive Director

Appointment date

January 2023

Committee membership:

Skills and experience

Louise has over thirty years of business and

leadership experience in the construction and

infrastructure industry, with senior roles at London

Underground, Bechtel, and Laing O’Rourke, where

she was Infrastructure Director for the London 2012

Olympic Park.

Most recently, she served as European Project

Excellence Director for AECOM. Louise is currently

a Non-executive Director of Crest Nicholson

Holdings plc and Balfour Beatty plc, and is the

independent Chair of Oriel. Louise remains a keen

volunteer within the construction industry as a

STEM ambassador and diversity champion.

External appointments

• Crest Nicholson Holdings plc

(Non-executive Director)

• Balfour Beatty plc (Non-executive Director)

• Oriel (Chair)

Committee membership key:

Audit

Nominations

Remuneration

Stay Safe Chair

Heath Drewett

Non-executive Director

Appointment date

May 2021

Committee membership:

Skills and experience

Heath is an experienced CFO and currently Chief

Financial Officer for Aggreko; a global provider of

engineered energy and temperature solutions.

He also has extensive experience in the

engineering, leisure and transportation and

industrial sectors having previously worked for

WS Atkins, British Airways, Morgan Advanced

Materials and PwC. Heath brings a wealth of

financial and commercial acumen to the Board at

Travis Perkins based on his experience across a

number of markets and sectors adjacent to the

construction industry.

External appointments

• Aggreko (Chief Financial Officer)

Jora Gill

Non-executive Director

Appointment date

August 2021

Committee membership:

Skills and experience

Jora has extensive data and digital experience having held a number of Chief Information Technology

Officer and Chief Digital Officer roles in significant organisations, including Standard and Poors, Elsevier,

The Economist, and latterly SHL Group Ltd where he served as Chief Digital Officer until December 2021.

Jora is now the CEO and Co-founder of an AI company, Insights Driven. In addition, he serves as a

Non-executive Director of the Phoenix Life Limited, a role he has held since June 2023.

External appointments

• Insights Driven (CEO)

• Phoenix Life Ltd (Non-executive Director)

Travis Perkins plc Annual General Meeting 2026

Travis Perkins plc,

Ryehill House, Rye Hill Close, Lodge Farm Industrial Estate,

Northampton, NN5 7UA, United Kingdom

01604 752424