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Renishaw plc
Annual Repor t
2026
About us
Who we are
We are a world leader in sensors and
systems for measurement and manufacturing.
Our purpose
Transforming
Tomorrow
Together
We innovate with our customers to make
theproducts of the future, transforming
theircapabilities through unparalleled levels
of precision, productivity and practicality.
Our strategy
– Deliver innovation-led organic growth
through disciplined investment and
focused execution.
– Focus on attractive markets with durable
growth potential, enabled by long-term
customer relationships.
– Build a manufacturing technology
powerhouse by growing our market-
leading positions, scaling our emerging
product lines, and diversifying into
close-adjacent markets.
– Accelerate growth through targeted
acquisitions.
Our culture
Our founders set out to build a company that
stood apart – proudly independent, grounded
ina love of engineering and manufacturing,
with long-term thinking and never losing sight
of doing interesting, pioneering work.
This ethos is ingrained in our culture, which
isbuilt on our values of innovation, inspiration,
integrity and involvement. Thesevalues guide
the way we behave and the decisions we
make, both as a business and as individuals.
Where we operate
We are a global business. We work closely
withour customers around the world to solve
complex engineering and science challenges
and improve their products and processes.
We have three segments: Industrial Metrology
(IM), Position Measurement (PM), and
Specialised Technologies (ST). You can find
anoverview of these on pages 14 to 20.
We operate in three regions: APAC, EMEA
andthe Americas. Most of our R&D and
manufacturing takes place in the UK, and
wehave other major manufacturing sites
inIreland and India.
Sales
locations Revenue
APAC
30 £381.9m
(FY2025: £337.7m)
EMEA
20 £214.9m
(FY2025: £207.8m)
Americas
7 £219.0m
(FY2025: £167.5m)
CONTENTS
Contents
Strategic report
2 Chair’s statement
4 Chief Executive Officer’s review
7 Our strategy for long-term growth
10 Our business model
11 Our key performance indicators
14 Segment review
21 Chief Financial Officer’s review
23 Risk management
33 Viability statement
34 How we engage with stakeholders
37 ESG review
49 Climate-related Financial Disclosures statement
56 Non-financial and sustainability
informationstatement
Governance report
58 Directors’ Corporate Governance Report
60 Board of Directors
63 Executive Committee
71 Section 172 statement
77 Nomination Committee Report
84 Audit Committee Report
90 Directors’ Remuneration Report
122 Other statutory and regulatory disclosures
125 Directors’ responsibilities
Financial statements
128 Independent Auditor’s Report
139 Financial statements contents
140 Consolidated income statement
141 Consolidated statement of comprehensive
incomeand expense
142 Consolidated balance sheet
143 Consolidated statement of changes in equity
144 Consolidated statement of cash flow
145 Notes (forming part of the Consolidated
financialstatements)
185 Company balance sheet
186 Company statement of changes in equity
187 Notes to the Company financial statements
Shareholder information
198 10-year financial record
199 Glossary
200 Shareholder information
We use abbreviations and trademarks within this document.
Forbrevity, we don’t define or identify these every time they
areused; please refer to the glossary on page 199 for this
information. In our narrative commentaries in this report,
asanexample, FY2026 means the financial year ended
30 June2026. Other dates in our narrative commentary,
suchas2026, refer to the calendar year.
FY2026 financial highlights
Record year with accelerating revenue
growth and higher operating margins
£815.8m
Revenue
(FY2025: £713.0m)
14.4%
/
17.3%
Revenue growth at actual/constant exchange rates
— Strong demand from customers in semiconductor
and aerospace and defence sectors
— Significant growth from emerging product lines
18.7%
Adjusted operating profit margin
(FY2025: 15.7%)
— Strong operating margin improvement with all
segments nowprofitable at this level
— Cost reduction and revenue growth offsetting
adverse currency impact and impairments
£168.0m
Adjusted profit before tax
(FY2025: £127.2m)
Statutory profit before tax £150.0m
(FY2025:£118.0m)
79%
Adjusted cash flow conversion from
operatingactivities
(FY2025: 91%)
— Lower capital expenditure
— Increase in working capital to support growth
17.5%
Return on invested capital
(FY2025: 13.2%)
— Higher profit after tax, and stable levels
ofinvested capital
— Benefiting from previous investments
inmanufacturing
82.0p
Total dividend per share for the year
(FY2025: 78.1p)
— Excluding special dividend of 70.0p per share
Note 29, Alternative performance measures, defines how each
ofthese measures is calculated.
1
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Chair’s statement
This has been a strong year for Renishaw, with
growing demand from key sectors driving record
sales and profit, despite the impact of ongoing
geopolitical uncertainty on international trade.
Thissuccess is a clear demonstration that Renishaw’s
strategy for long-term organic growthis working.
Atthe heart of that growth model isa strong focus on
innovation, which is helping the business to develop
more efficient, easier-to-use products that address
significant trends in our markets, while continuing
tosolve specific customerchallenges.
This year’s performance is also thanks to our talented
people, led by our Chief Executive Officer, Will Lee,
and his executives. The team and our people across
the world have reacted quickly to increased demand
from key markets, and shown great resilience and
agility in the face of supply chain pressures.
Todothis following the cost reduction programme
atthe beginning of the year istestament to their
commitment to the business, ourcustomers and
eachother, and I would like tothank everyone for
their achievements.
Continuing to evolve the Board
We made some key changes to the Board this year,
with John Shipsey appointed as our new Chief
Financial Officer and Executive Director in
April2026,after Allen Roberts stepped down in
December 2025. The Board and I would like to
thankAllen for his exemplary 46 years at Renishaw.
Also, my thanks toRob Macdonald, who served as
Interim Group Finance Director during this transition.
Rob has done an outstanding job during an extremely
important andbusy period for Renishaw.
Also in April 2026, I was honoured to accept the role
of permanent Chair of Renishaw and retain my role
asChair of the Nomination Committee.
In September 2025, we welcomed Camille Deer
tothe Board as a Non-executive Director. Like our
other founding family Board representatives, Non-
executive Director Richard McMurtry, and Observer
Ben McMurtry, Camille has approached the role with
considerable engagement, eager learning and
openness. She has also brought fresheyes and
excellent questions to the Board’s discussions this
year, reflecting the culture and valuesthat our two
founders, John Deer and the late Sir David McMurtry,
instilled in the business over many years. The Board
welcomed the formation ofa joint family holding
company in November 2025 and believes it gives
Renishaw a clear structure tobuild on David and
John’s legacy for long-termsuccess. For more
information see page 58.
I believe the Board’s evolution over the past two years
has strengthened our leadership at a time of changing
risks and opportunities in our global markets.
Anindependent review of the Board, conducted
onRenishaw’s behalf by Fidelio Partners in the year,
confirms my confidence and demonstrated that we
are working well together. This review also provided
recommendations on areas for improvement, which
we discuss in more detail on pages 81 to 82.
A clearer business structure to
accelerate growth
The Board has been impressed with the executive
team’s collaborative approach to responding tothe
rapid changes in customer demand this year.
While our performance reinforces the Board’s
confidence in Renishaw’s strategy for long-term
growth, we must ensure the business is agile
enoughto make the most of future opportunities,
whilenavigating markets that can be highly cyclical.
TheBoard has, therefore, supported the Executive
Committee’s work to reshape Renishaw’s structure
around three segments. The Board believes these
changes provide greater clarity and enable greater
efficiency across the business.
A strong Executive Committee and clearer
reportingstructure have had a positive impact
onBoard discussions, with a deeper focus on
keytopics, suchas strategy, organisation and
productivity. Thecreation of the Specialised
Technologies segment has been particularly helpful,
giving the Board a much clearer view of opportunities
and challenges in new or developing businesses.
TheBoard has also benefited from greater
engagement with our three regional presidents,
whoI’d like to thank for helping us better understand
the trends driving specific international markets.
At the beginning of the year, the Board oversaw the
implementation of acost reduction programme.
Recognising the programme’s impact on colleagues
across the Group, the Board received regular
updates on how the business has supported our
people during this period.
2
Renishaw plc Annual Report 2026
Strategic report
CONTENTS
A maturing approach to stakeholder
engagement
Our investors have welcomed Renishaw’s more
transparent reporting structure. Together with
ourstrengthened investor engagement programme,
which now includes in-person results presentations,
they see this transparency as a positive sign that the
business is evolving its approach to communicating
with key stakeholders.
This year we paid an interim dividend of 16.8p per
share (FY2025: 16.8p) and are proposing a final
dividend of 65.2p per share (FY2025: 61.3p),
resulting in a total dividend for the year of 82.0p per
share, a 5% increase on the previous year. In addition
to the final dividend, we have also approved a special
dividend of 70.0p per share as an interim dividend.
As well as our increasing engagement with investors,
Renishaw’s external profile is growing in other ways.
For example, this year Richard McMurtry, Will Lee
andI met with several key UK government department
officials, including through hosted site visits. These
meetings were an important opportunity to discuss
Renishaw’s role in the UK economy and industrial
strategy, aswell as to demonstrate some
ofourproducts.
It was also a pleasure to attend EMO Hannover
withthe founder families in September 2025.
Heldevery two years, this is a huge, five-day
manufacturing technology event. It was a great
opportunity to see our industry in action and talk
toRenishaw colleagues, business partners and
customers, some of whom have worked with us for
decades. These events give the Board a unique
insight into the business, and I was particularly proud
to be a small part of the launch of our Equator-X
gauge. Since then, Equator-X has gone on to become
one of our big success stories this year (see page 16).
I’ve also enjoyed spending time with many of our
UKengineering and manufacturing teams during
theyear. As Chair, and an engineer, I’m privileged
tosee many of the next-generation products in
development. My particular thanks to our three
business segment directors, Louise Callanan
(Specialised Technologies), Derek Marshall (Industrial
Metrology) and Steve Oakes (Position Measurement),
forintroducing me to our world-leading products,
engineers and scientists. My regular visits to our
largest manufacturing site in Miskin, Wales, have also
been exciting as volumes increased during the year,
and quality was enhanced by the use of our own
products in the production process.
Looking ahead
It has been a pleasure to work alongside my
colleagues this year, and Ibelieve we’re continuing
tobuild aBoard that blendsdeep experience in the
businesswith fresh perspectives. We will need more
ofboth in the coming year as we implement the
recommendations of the Board review, and continue
to support and challenge the Executive Committee.
Indoing so, I believe Renishaw can build on the
successes of the past year, while continuing to
navigate our customers’ changing needs and
stayingalert to the challenges and opportunities
wesee ahead of us.
Sir David Grant
Chair
22 September 2026
3
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Accelerating demand in many of our markets this
year, including the semiconductor and aerospace
and defence sectors, has helped deliver strong
revenue growth across our segments and regions,
with particular progress in our emerging product
lines. This performance reflects the strength of
ourstrategy forlong-term organic growth. It also
highlights the significant benefits of our commitment
to, and investment in, innovation to address large
structural trends, such as increasing precision in
manufacturing processes and rising industrial
automation to tackle skills shortages.
There have been challenges along the way,
withflatdemand in some of our traditional markets.
Throughout, our people have shown great resilience,
while continuing to navigate geopolitical uncertainty
and increasing trade protectionism, and supporting
our cost reduction programme. This is exemplified
byoursales, service and manufacturing teams,
whoresponded quickly to changing customer needs.
Iwould like to join Sir David in thanking all our
peoplefor their commitment this year.
Strong financial performance in FY2026
Turning to this year’s headline figures, at a Group
level, our total revenue for the year was £815.8m,
compared with £713.0m in FY2025. Revenue at
constant exchange rates*, excluding the impact
offorward contracts, increased by 17.3%.
This is our first year of reporting on our three
segments: Industrial Metrology (IM), Position
Measurement (PM) and Specialised Technologies
(ST). We saw solid growth in IM, with a substantial
proportion coming from our emerging metrology
products. In PM, we delivered strong sales growth
from our established encoder product line, and
weare seeing pleasing opportunities in our emerging
encoder products, which allow us to address
newmarkets.
Additive manufacturing (AM) products were the
keydriver of performance improvement in ST.
Aswellas achieving multiple machine orders from
existing customers, we are gaining market share,
particularly in aerospace and defence. We explain
our new structure and give more performance details
in our Segment review on pages 14 to 20.
Each of our three regions had a positive year.
InAPAC, revenue grew, by 17% at constant
exchangerates, to£381.9m, mainly driven by
demandfor position encoders from semiconductor
and electronics manufacturing equipment builders.
The semiconductor market undergoes multi-year
business cycles, and our sales and manufacturing
teams have worked hard to capitalise on thecurrent
AI-driven upturn. Demand was also strong in the
region for our Equator shopfloor gauging systems,
particularly from consumer electronics subcontract
manufacturers. Revenue forthe Americas grew,
by35% at constant exchange rates, to £219.0m,
ledby strong demand forhigh-value capital
equipment sales, suchas our 5-axis CMMs and
ourmetal AM machines. The aerospace and defence
and power generation sectors were themain drivers
here, with the automotive sector strengthening in the
second half ofthe year. InEMEA,revenue grew,
by3% atconstant exchange rates, to £214.9m,
withgood growth in revenue for AMmachines and
position encoders, while demand for IM products
waslower, especially in the automotive sector.
Adjusted* profit before tax for the year was £168.0m
(FY2025: £127.2m). Adjusted earnings per share
was179.5p (FY2025: 137.8p). Adjusted measures are
the ones the Board uses to measure our underlying
trading performance. Statutory profit before tax was
£150.0m (FY2025: £118.0m), leading to Statutory
earnings per share of 163.5p (FY2025: 115.2p).
Readmore in the Chief Financial Officer’s review
onpage 21.
Chief Executive Officer’s review
Segment
FY2026
revenue
£m
FY2025
revenue
£m
Variance at actual
exchange rates
%
Variance at constant
exchange rates
%
Industrial Metrology 447.4 430.6 3.9 6.7
Position Measurement 260.9 207.4 25.8 29.2
Specialised Technologies 107.5 75.0 43.1 45.8
Total 815.8 713.0 14.4 17.3
*Note 29, Alternative performance measures, defines how each of these measures is calculated.
4
Renishaw plc Annual Report 2026
CONTENTS
Strong strategic progress underpinned
by innovation
Everything we do at Renishaw is guided by our
purpose of Transforming Tomorrow Together and
underpinned by our strategy, which we set out on
pages 7 to 9. This year’s performance reflects
theprogress we’re making against our three strategic
priorities – growing our existing markets, increasing
the value of the technology that we sell, and extending
into new, high-growth markets – asIexplain below.
Our long-term commitment to innovation is a key
driver across these priorities, helping us to unlock
theopportunities that arise from thebig structural
trends Imentioned earlier, and, inturn, to deliver
ourstrategy.
Growing in our existing markets
We saw strong growth in our existing markets this
year driven by one of the biggest trends shaping the
world around us. The exponential growth in demand
for AI processing has triggered unprecedented
demand for semiconductors. Since our encoders are
used across the semiconductor production process,
this represents a sweet spot for Renishaw because
itrelies on increasing levels of precision and
automation, and we have worked hard to win more
customers that supply this market. Our established
calibration product line has also benefited from
growing demand for increasingly precise machinery.
We continue to see rising competition, particularly in
China, from rivals offering ‘good enough’ products at
attractive prices. We are responding by developing
strategies to compete in entry-level markets.
Increasing technology value
We also made strong progress against our second
strategic priority, where we aim to increase revenue
by capturing a greater proportion of the investment
made by our end-user customers. Market response
toour new Equator-X 500 gauging system has been
really positive, with significant orders secured
precisely because it addresses the common
shopfloor challenges we know customers are
grappling with.
Our innovation in software is also helping our
progress in increasing the value of the technology
wesell. We are developing solutions that make
iteasier for customers to use our products, and
alsomake it easier for us to sell our higher-value
technology systems. For example, this year we
launched our new MODUS IM Equator software to
help Equator and Equator-X gauging system users
maximise productivity. This software is our latest
stepin improving the functionality and customer
experience of our metrology systems.
In November 2025, I had the pleasure of attending
the launch of our new AM software at the Formnext
showin Frankfurt, Germany. Called LIBERTAS,
thesoftware enables customers to precisely print
complex shapes without the need for additional
supports. The customers I spoke to at the show were
really excited about this development, many telling
me that together with our recent TEMPUS technology,
we’ve leapfrogged the competition here. Increased
interest in AM from sectors including consumer
electronics shows the potential for Renishaw to
expand into new, high-growth markets for this line,
and validates the long-term investment we’ve
madehere.
We’re also seeing strong initial interest for our new
Strada Intelligent Raman Microscope. Its entirely
motorised system, significantly faster auto-alignment
capabilities, remote access options and seamless
workflows, means industrial and multi-user
laboratories can now access advanced
chemicalanalysis.
Extending into new markets
Our third strategic priority is to diversify into close-
adjacent markets where we have strong market
understanding and brand awareness. Our recently
launched ASTRiA inductive encoder is designed to
give precise position feedback in harsh operating
environments and is already proving popular in
arange of markets, including aerospace and
defence. This is a great example of where our
focuson R&D and a new minimum viable product
approachhas helped bring a product to market
faster, allowing us to take advantage of an exciting,
sizeable opportunity that we were not previously
ableto address.
Understanding and addressing
customerneeds
We’re proud of the long-term relationships we’ve
builtwith customers over the years. It’s always
apleasure when I get the chance to meet them,
whether visiting their factories or at the various
tradeevents that I attend during the year across
ourthree regions. Understanding our customers’
challenges is an important aspect of how we
developthe innovative solutions to address their
needs, and something that our sales and
engineeringteams do throughout the year.
One of the biggest emerging conversations is
aroundthe impact of AI. This is an area of strategic
importance toRenishaw due to our role in supporting
the manufacturing of advanced semiconductors,
andwecontinue to develop the next generation
ofposition encoders to meet the needs of this
demanding sector. AI also affects our business in
other ways, helping our people to innovate and be
more productive, while also heightening cyber risks.
Find out more
about our
MODUS IM
software and
Equator-X
gauging system
Find out more
about our
ASTRiA
inductive
encoder
Find out more
about our
Strada Raman
microscope
5
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Chief Executive Officer’s review continued
A simpler, more focused Renishaw
While the benefits of innovation are clear in this
year’sperformance, our new structure has also
helped, with three segments that are more closely
linked to our customers and end-user markets.
Aswell as giving investors a better understanding
ofour business, thechanges support the continued
delivery of our strategy, with a single leader for
eachsegment accountable for every stage of
productdelivery.
The new structure is having an impact on the
Executive Committee as well, with our new segment
directors, Louise Callanan (ST), Derek Marshall (IM)
and Steve Oakes (PM), bringing renewed focus to
ourdiscussions. At the same time, our two newest
colleagues, Group Human Resources Director,
ClareNicholls, and Chief Financial Officer,
JohnShipsey, have brought fresh external
perspectives, complementing the deep expertise
ofother Committee members to help plan the next
phase of our growth and innovation.
We continue to manage our business portfolio
tofocus on core products. During the yearwe
completed the closure of the drug delivery aspect
ofour neurological product line and we are
continuingto seek a new owner for the remaining
neurosurgical activities.
Responding to employee feedback
While restructuring the business has brought many
positives, I know this has not been the easiest year
for colleagues. The combination of our cost reduction
programme, followed by the rapid rise in demand for
some of our products, has created extra pressure
onour people and processes. So I am particularly
pleased that so many employees responded to our
latest engagement survey. A 78% participation rate
isgood in any year, as was the 85% who responded
positively when asked if they feel proud towork
forRenishaw.
We’re addressing several key points raised in
thesurvey, including helping people feel better
connected toourstrategy, developing clearer
careerpathways, and making it easier for them to
dotheir job so that we can accelerate our growth.
Simplifying our processes to
accelerategrowth
We are committed to simplifying and clarifying our
operating model – our blueprint for what we do and
how we work – while retaining what makes us special.
Our new One Renishaw initiative is focused on
developing common processes in our sales, logistics
and finance functions, supported by our new global
ERP solution, Microsoft Dynamics 365. While we
havefaced challenges with deploying this system,
our dedicated team has worked incredibly hard and
hasdone afantastic job supporting our customers
during theyear.
Refreshing our ESG strategy
I’ve spent time this year working with colleagues
torefresh our environmental, social and governance
(ESG) strategy. The purpose of this review was to
refine ourgoals, remove outdated elements and
streamline our targets while retaining the ambition of
our original strategy. We explain these changes and
provide an update on ourprogress in our ESG review
on pages 37 to 48. We continued to make progress
against our strategy this year, most notably by
reducing the emissions intensity of the aluminium
andsteel we bought in FY2026 by more than 20%
(versus FY2025), againsta target of 15%.
Looking ahead
We made excellent progress in FY2026, with growth
in all three segments. We are well positioned in
attractive markets that offer substantial through-cycle
growth opportunities. Our innovation-led strategy to
deliver outperformance is also delivering results, with
significant progress in our emerging product lines.
FY2027 has started strongly as we continue to benefit
from the current upturn in demand for semiconductor
manufacturing equipment. We expect further strong
progress on revenue and profit in the year ahead.
Will Lee
Chief Executive Officer
22 September 2026
6
Renishaw plc Annual Report 2026
CONTENTS
Our strategy for
long-term growth
We are building a manufacturing technology powerhouse, and our strategy aims
to fulfil our purpose of Transforming Tomorrow Together by creating long-term
value forall our stakeholders. We target an expanding range of high-growth
markets for our portfolio of sensor- and software-enabled systems products.
Our strategy: driving consistent
outperformanceseepage 9
Growing in
existing markets
Increasing
technology value
Extending into
new markets
STRATEGIC
PRIORITIES
Fitment levels,
cross-sales and
new customers
Systems, software
and smart
factorysolutions
Robotics
andindustrial
automation
Our ESG strategy see page 37
Our strategy is underpinned by a robust
risk management framework.
See pages 23 to 32.
We measure our progress against KPIs
thatreflect financial and non-financial
performance. See pages 11 to 13.
Manufacturing
machine
performance
Electrification, AI
anddigitalisation
Industrial
automation
Decarbonisation
and supply chain
resilience
Our opportunity: markets growing atmore than
5%
1
a year see page 8
£7bn
Total addressable
market
2
Future
R&D in
attractive
close-adjacent
markets
Emerging
3
Rapid share
gain to grow
profit %
Established
4
Number 1 or 2
market share
Profitable and
growing
PORTFOLIO
GROWTH
1 Estimated weighted average through-cycle demand growth of Renishaw’s addressable markets.
2 Unaudited management estimates from a combination of external market research and our own market knowledge.
3 Emerging portfolio products operate in more fragmented markets with significant opportunity to gain market share; they are typically below the scale needed
to generate our target level of return.
4 Established portfolio products have a strong, profitable market position (number one or two market share) in growing markets.
FOCUSED
EXECUTION
Commercial
focus
Innovation Supply chain
Targeted
acquisitions
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STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Our strategy for long-term growth continued
Our opportunity
We pursue innovation-led growth in emerging and established
markets with acombined addressable value of £7bn, and where
manufacturing and societal trends contribute to attractive
through-cycle growth rates of at least 5%.
MANUFACTURING TRENDSCHANGES IN WIDER SOCIETY
Manufacturing machine performance
A relentless drive to improve the precision,
speedand capability of manufacturing
equipment to make the advanced products
ofthe future.
Industrial automation
Industrial processes are becoming more
automated as manufacturers grapple
with skilled labour shortages and aim
tobecome more productive.
Electrification, AI and digitalisation
As the world becomes more electrified and
connected, and as AI’s capabilities expand,
weare seeing sweeping changes in the
transportation, electronics and
semiconductor industries.
Decarbonisation and supply
chainresilience
The drive to decarbonise and secure their
supply chains is forcing manufacturers to
rethink how they procure, design, make
and support future products.
Established
products:
Metrology
sensors and styli
Open encoders
Calibration
Spectroscopy
Emerging
products:
Metrology
systems and
software
Additive
manufacturing
Enclosed
encoders
Industrial
automation
Inductive
encoders
£7bn
Total addressable
market
Our opportunity: well positioned in marketsgrowing at more than 5% a year
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CONTENTS
Our three strategic focus areas
To make the most of the opportunities presented by our attractive growth markets,
we’ve identified three strategic priorities to help us create value and grow market
share ahead of ourcompetition.
Our focus on these areas is set within a rigorous risk management framework,
whichincludes our approach to climate risk (see page 26), and is underpinned
byourESG strategy (see pages 37 to 48).
Our strategy: driving consistent outperformance
STRATEGIC
PRIORITY
Growing in existing markets Increasing technology value Extending into new markets
WHY IT DRIVES
PERFORMANCE
We aim to increase revenue per
machine tool, capturing more ‘share
of wallet’ from machine tool builders
by driving up probing fitment levels
and offering higher-value sensors.
We also aim to win new machine
builder customers, particularly in
position encoders.
By building systems sales we
capture agreater proportion of
end-user investment and access
long-term servicerevenues.
We also aim to expand our software
offering, which enables systems
sales and creates a revenue stream
inits ownright.
We aim to diversify into close-
adjacent markets, seeking
opportunities where wehave market
understanding and brandtraction.
HIGHLIGHTS FROM
FY2026
Strong growth in demand for
optical encoders in the
semiconductor sector.
Introduced 1.5D optical encoders
forprecision motion applications,
such as advanced packaging
andhybrid bonding, and a next-
generation laser encoder range
providing ultra-precise motion
controlfor wafer inspection.
Developed a new generation
ofmachine tool probing systems,
enabling advanced on-machine
metrology for high-value components,
and enhanced 5-axis motorised
probe heads for CMMs.
Accelerated adoption of AM
supported by platform innovations,
including our patented TEMPUS
technology, which offers production
speeds up to three times faster than
conventional single laser systems,
and LIBERTAS, which enables
advanced laser control.
Continued to develop our range
ofshopfloor flexible gauges
withthecommercialisation of
ourEquator-X gauge and our
MODUSIMEquator software.
Strong growth in demand for our
ASTRiA inductive encoders, which
complement our magnetic andoptical
encoders to offerrobust andaccurate
position measurement inharsh
environments, including robotics,
aerospace and defence, and
medicaldevices.
9
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
V
A
L
U
E
C
R
E
A
T
I
O
N
A
N
D
C
O
M
P
E
T
I
T
I
V
E
A
D
V
A
N
T
A
G
E
Our resources Delivering value for...
Our business model
We work with our customers to understand their technological challenges, then design,
manufacture and sell innovative products and processes to solve them.
Our business model helps us focus our resources and make the most of our strengths
todeliver value for all our stakeholders.
Customer relationships
We’re able to invest in long-term relationships with our
customers. This helps us to understand their needs and
design solutions to solve their challenges.
People
Our team of more than 5,200 talented people around
theworld are committed to delivering our purpose
andstrategy.
Supplier relationships
Our global and local suppliers provide us with the
high-quality components and materials we need,
aswellassupporting our infrastructure and operations.
Research and development
Our strong IP portfolio and significant commitment to
R&Dexpenditure help set us apart from competitors
anddeliver long-term value.
Financial resources
We’ve funded our growth and infrastructure by reinvesting
our profits. We also have a strong cash position, helping
usto fund future development and deliver our strategy.
Our customers
— £114m spent on developing new products and improving
ourexistingproducts.
— 57 locations worldwide providing local customer support and
technicalexpertise.
Our shareholders
— Total dividends of £59.7m for the year (FY2025: £56.9m), excluding
special dividend of 70.0p per share.
— Continued evolving our investor relations engagement,
includingintroducing in-person results presentations in London.
Our people
— £327m in salaries, bonuses, social security and pensions contributions.
— Continued developing functional competency frameworks to support
talent reviews and succession planning.
Our suppliers
— £20m committed to global capital expenditure projects.
— More than 600 global suppliers for direct goods and services
toUKmanufacturingoperations.
Our communities
— Ongoing education outreach programme reached around
12,500students.
— £0.3m in charitable donations during the year.
Our planet
— 7% reduction in Scope 1 and 2 emissions versus FY2025.
— Self-generated 8.5% of our global electricity consumption through
renewable sources.
Innovative
engineering
Using our understanding from
ourcustomers andworld-class
engineering, wedesign
innovative products that meet
these challenges andprovide
precision, productivity
andpracticality.
Routes to market
We have local support and
technical experts based in
ourmain markets, helping
ustorespond quickly to
ourcustomers’ and
endusers’needs.
High-quality
manufacturing
We then manufacture the
majority of these products
ourselves, while sub-
contracting manufacture of
simpler versions of some
patented products.
Customer
needs
We work closely with our
customers to understand
the challenges they
faceinmanufacturing,
materialsanalysis
andhealthcare.
10
Renishaw plc Annual Report 2026
CONTENTS
Through-cycle revenue growth %
0%
2
4
6
8
12
10
9.5
2.4
3.8
7.6
6.9
FY2022 FY2023 FY2024 FY2025
FY2026
Why we measure this
Understanding revenue growth through cycles in our key markets
helps us to add context to our performance and focus on
sustainable growth.
How we measure this
Compound annual revenue growth rate over a rolling
five-yearperiod.
How we performed
Key markets have strengthened and our emerging product lines
continue to grow. Our IM segment has grown at an average rate
of more than 5% over this timeframe, while both our PM and ST
segments have grown more than 10%.
Five-year revenue compound annual growth rate Target range
Revenue £m
815.8
713.0
691.3
688.6
671.1
FY2022
FY2023
FY2024
FY2025
FY2026
Why we measure this
Revenue growth helps us to assess the relevance of our
products for solving customer problems. It also indicates growth
in market share and helps generate profits, which we reinvest in
the business and use to pay dividends to our shareholders.
How we measure this
Revenue generated from operations, at actual rates of exchange.
How we performed
Revenue grew to a record £815.8m, an increase of 14.4% from
FY2025 at actual exchange rates and 17.3% at constant exchange
rates. We achieved particularly strong growth in sales of position
encoders and additive manufacturing systems, while demand
formetrology sensors and spectroscopy systems wasflat.
Our key performance indicators
We use financial and non-financial key performance indicators (KPIs) to measure
progress against our strategy.
Adjusted operating profit & Adjusted profit before tax £m
168.0
152.9
127.2
112.3
122.6
108.7
141.0
130.4
163.7
161.4
FY2022
FY2023
FY2024
FY2025
FY2026
Why we measure this
These measures help the Board understand the underlying
trading performance of the Group.
How we measure this
Adjusted operating profit and Adjusted profit before tax are
defined in Note 29 on page 180.
How we performed
Adjusted operating profit increased by 36.2% to £152.9m and
Adjusted profit before tax increased by 32.0% to £168.0m this
year. Both metrics were boosted by increased margin from higher
sales and our cost reduction programme.
Adjusted operating profit Adjusted profit before tax
Adjusted operating profit margin %
0%
5
10
15
20
30
25
24.1
18.9
15.7 15.7
18.7
FY2022 FY2023 FY2024 FY2025
FY2026
Why we measure this
As a relative rather than absolute measure, this helps us assess
our financial efficiency. Our target is to exceed 20%.
How we measure this
Adjusted operating profit (see Note 29 on page 180),
asapercentage of revenue.
How we performed
We achieved a 3.0%pt improvement in this metric this year.
Currency headwinds of 2.2%pt and impairments of 0.7%pt
wereoffset by 5.9%pt of organic margin improvement from
acombination of cost reduction and operating leverage,
supportedby our 17.3% constant currency revenue growth.
Wecontinue to focus on productivity and organic growth
todriveour margin into our target range.
Adjusted operating profit margin Target range
11
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STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Our key performance indicators continued
Total engineering costs £m
107.8
100.9
115.7
106.8
106.8
98.1
100.6
90.2
85.8
78.6
FY2022
FY2023
FY2024
FY2025
FY2026
Why we measure this
Investing in engineering is fundamental to our growth, helping
usto develop innovative new products and evolve our existing
products to maintain their competitiveness.
How we measure this
Annual expenditure on engineering, including R&D that has been
capitalised in the year, and net of amortisation on capitalised R&D.
How we performed
Reduced spend following operating cost reductions during
theyear, excluding non-recurring costs relating to restructuring
(seeNote 4 on page 153). We continue to deliver new products
tomarket, with a strong pipeline of new products in development.
Included in Consolidated income statement Gross expenditure
Dividend per share in respect of the year pence
82.0
78.1
76.2
76.2
72.6
FY2022
FY2023
FY2024
FY2025
FY2026
Why we measure this
To track the underlying performance of the business and measure
how profit growth translates into improving shareholder returns.
How we measure this
Interim dividend paid in the year, plus the proposed final dividend.
These measurements do not include special dividends.
How we performed
We paid an interim dividend of 16.8 pence per share in FY2026
and the Directors propose a final dividend of 65.2 pence per
share. This would bring the overall dividend per share to
82.0 pence, 5% higher than the total dividend for FY2025.
In addition to the final dividend, we have also approved a special
dividend of 70.0p per share as an interim dividend.
Adjusted cash flow conversion from operating activities %
0%
20
40
60
80
120
66
70
79
91
26
100
FY2022 FY2023 FY2024 FY2025
FY2026
Why we measure this
To assess our efficiency in converting our operating profitbefore
tax into cash and cash equivalents. Our target is toexceed 70%.
How we measure this
Adjusted cash flow from operating activities as a percentage
ofAdjusted operating profit. Adjusted cash flow from operating
activities is defined in Note 29 on page 180.
How we performed
This metric fell to 79% this year from 91% in FY2025, but remained
within our target range. This reduction was driven by an increase
in working capital to support rapid growth throughout the year.
Operating cash conversion ratio Target range
Return on invested capital (ROIC) %
0%
5
10
15
20
30
26.0
18.4
13.6
13.2
17.5
25
FY2022 FY2023 FY2024 FY2025
FY2026
Why we measure this
This helps us understand how well we’re creating value from our
investments. Our target is to exceed 15%.
How we measure this
Adjusted profit after tax before post-tax net financial income,
asapercentage of invested capital. We have updated how
ROICis defined this year, resulting in prior year restatements
–seeNote 29 on page 180.
How we performed
We exceeded our ROIC target this year, improving by 4.3%pt to
reach 17.5%. This is due to higher profits after tax, offset by a small
increase in average invested capital.
Return on invested capital Target range
12
Renishaw plc Annual Report 2026
CONTENTS
Global voluntary employee turnover %
5.7
5.9
6.2
6.8
10.7
FY2022
FY2023
FY2024
FY2025
FY2026
Why we measure this
The success of our strategy relies on our people feeling that
Renishaw is a great place to work, grow and contribute.
How we measure this
The number of voluntary leavers (excluding voluntary redundancy
and mutually agreed severance, if applicable) in the year,
asapercentage of our total headcount.
How we performed
Voluntary employee turnover slightly reduced this year. This figure
excludes voluntary leavers under our cost reduction programme
during the year. We continue to pursue arange of activities to
promote employee engagement. Moreinformation can be found
on pages 34, and 43 to 46.
Statutory GHG emissions tCO
2
e per £m revenue
4.7
5.8
6.1
8.1
10.1
FY2022
FY2023
FY2024
FY2025
FY2026
Why we measure this
This helps us to ensure that we are doing business responsibly
and tracks our progress against our Net Zero targets.
How we measure this
Tonnes of Scope 1 and 2 (‘Statutory’) carbon dioxide equivalent
(CO
2
e) emissions from our operations, per £m of revenue, using
the market-based method. See how we calculate our data
onpage42.
How we performed
Our Net Zero strategy continues to reduce our GHG emissions/£m,
with a 19% reduction in emission per £m revenue in FY2026. While
thiswas largely driven by higher revenues this year, we were also
pleased to reduce our statutory emissions in absolute terms.
13
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Industrial
Metrology
Measurement and control
ofprecision component
manufacturing processes
Routes to market:
– Probes and styli mostly
through machine builders
and distributors, plus
end-user projects and
consumables.
– CMM & gauging systems
and calibration products
mostly sold to end users.
Specialised
Technologies
Novel technologies in high
growth sectors
Routes to market:
– Primarily direct sales
toendusers.
Segment review
In July 2025 we organised our business into three segments – Industrial Metrology,
PositionMeasurement and Specialised Technologies – to bring together products with similar
end-user markets and demand drivers. Together, they help Renishaw pursue innovation-led
growth in established and emerging markets with a combined addressable value of £7bn.
Each segment director is now a member of the Executive Committee, supporting Renishaw’s
strategic focus and sharing examples of good practice from their part of the Group.
Below we provide an overview of each segment, followed by a deeper review of their markets,
opportunities and performance during the year throughout the rest of this section.
Position
Measurement
Precision motion control
ofrobots, machinery and
factory automation
Routes to market:
– Encoder sales mostly to
machine builders who
integrate encoders into
their equipment.
Share of Group
revenue
FY2026
revenue growth
(at constant fx)
Five-year revenue
growth rate
FY2026
adjusted
operating profit
FY2026
adjusted operating
profit margin
Addressable
market value
Industrial Metrology 55% 6.7% 5.5% £76.7m 17.1% £3.4bn
Position Measurement 32% 29.2% 10.0% £71.5m 27.4% £2.3bn
Specialised Technologies 13% 45.8% 12.1% £4.7m 4.4% £1.3bn
Revenue for FY2026
£4 47.4m
Revenue for FY2026
£260.9m
Revenue for FY2026
£107.5m
Renishaw plc Annual Report 2026
14
CONTENTS
Industrial Metrology (IM) is our largest segment,
making sensors, measurement systems and software
that allow customers to precisely measure machines
and machined parts, generate inspection reports and
control their production machines. Our products are
used throughout the production process – directly
onmetal-cutting machines, onthe shopfloor nearby,
and in quality assurance laboratories. Our calibration
systems are used to fine-tune the production and
set-up of precision machines, and to check their
continued operation in arangeof applications.
Ourindustrial automation products enhance the
accuracy and productivity ofrobots, which are
increasingly used within machining operations.
Our customers
Our customers work in key manufacturing sectors,
including aerospace and defence, automotive, and
consumer electronics, and rely on our products to
support highly repeatable, efficient processes to
make complex parts with tight tolerances. We provide
sensors tomanufacturers of machines that service
these sectors, as well as complete metrology systems
to end users. Because of our long track record of
innovation, reliable products and excellent support,
many of our customers have been working with us
fordecades. We’re proud of the close relationships
we have with them to help develop solutions that
meet their needs and commercial goals.
Our FY2026 performance
The segment saw solid growth this year, with good
performance in our APAC and Americas regions.
Revenue for IM products increased by 3.9% to
£447.4m at actual exchange rates (FY2025: £430.6m)
and was 6.7% higher atconstant exchange rates.
This year’s performance was underpinned by strong
year-on-year revenue growth and a growing order
book for our emerging metrology systems and
software product lines. We continued to see good
demand for 5-axis AGILITY co-ordinate measuring
machines (CMMs) in the Americas, reflecting the
continuing trend towards measurement as a means
ofautomating manufacturing processes. Revenue
was also bolstered by growth inenergy infrastructure
to support AI data centres.
Sales of shopfloor gauging systems in the consumer
electronics sector in APAC increased significantly.
Our established machine calibration product line
alsodelivered strong year-on-year growth, boosted
by higher demand from semiconductor manufacturing
equipment builders.
By contrast, sales of CMM and machine tool sensors
were flat, with improved demand in APAC offset by
continued weakness in EMEA where demand from
machine tool and CMM builders supplying the
automotive sector remained subdued.
Adjusted operating profit for the segment was 1.6%
higher at £76.7m, with an adjusted operating margin
that was 0.4%pt lower at 17.1%.
Industrial Metrology
Find out more
about our
CMMs and
CMM probe
systems
Find out more
about our
probe systems
for machine
tools
Find out more
about our
machine
calibration and
optimisation
products
Find out more
about our
industrial
automation
solutions
15
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STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Segment review continued
Driving organic growth through
innovation
We had an outstanding response to the launch
ofournew Equator-X 500 gauging system and
MODUS IM Equator software at the EMOHannover
trade show in September 2025. Sincethen, interest
has surged thanks to our focus on addressingcommon
shopfloor challenges, including product variety and
frequent design changes. Our manufacturing and
sales teams are now expanding their capacity to
support growing customer demand.
In our calibration product line, we introduced our
newXK20 alignment laser system and accompanying
CARTOXK20 app, targeted at builders of large and
complex machine tools. We continue toinnovate our
products for machine tools, for example with our
third-generation NC4+ Blue laser tool setter. This
enables detection ofminute defects in cutting tools
toensure good surface finish and enhanced part
quality, with lower running costs.
At the end of the year we also introduced two new
probe systems that will help customers bring more
automated inspection processes directly onto
machine tools, saving time and reducing the
requirement for specialist off-machine equipment
andtraining. The RUP60 uses ultrasonic technology
to measure the thickness of parts on the machine,
removing the need to move parts to specialist
equipment or perform manual inspection.
TheRMP400S, meanwhile, is a versatile, multi-
purpose probe thatallows users to automatically
switch between touch-trigger, scanning and surface
finish measurement depending on the application.
Bothnew products will have their full market
introductions at trade shows in autumn 2026.
The trends affecting our markets
We are seeing significant global investment
indefence applications, as well as increased
reinvestment in internal combustion engine
manufacturing, particularly in the USA. Demand
forpower generation to run data centres is having
animpact, with more diesel and turbine generators
being manufactured to provide back-up power
sources. We continued to see lower overall demand
from machine tool builders, but with that demand
concentrated on higher-value, 5-axis machines.
Thisbenefits Renishaw since our reputation for
precision and reliability in fully automated
productionmeans our products are often
chosenforthese machines.
More broadly, the trend towards more automation
and‘smart’ factories continues to grow across our
sectors, with an increasing number of customers
incorporating measurement into shopfloor processes.
Our newer metrology software is supporting this
trend, incorporating functionality that allows data from
measurement machines and computer numerically
controlled (CNC) machines across a factory to be
used to improve the automation of process control.
Sustainability remains a growing issue as our
customers develop their own goals and targets.
Ourautomated measurement tools help, since they
improve manufacturing efficiency, which reduces
both waste material and energy use.
In a climate of geopolitical uncertainty, security of
supply remains high on the agenda and customers
continue to diversify their supply chains across
multiple regions. Our global subsidiary network helps
us respond to this trend by enabling the rapid transfer
of engineering knowledge and experience around
theworld.
Looking ahead
Incorporating our calibration products and industrial
automation products for robots into IM has helped
create efficiencies because of similar technologies,
customer applications and external demand drivers.
We have helped customers set up and maintain their
machine tools for many years and are now applying
that same knowledge and expertise to support users
of robots.
The structural changes within IM will also help us
unlock new opportunities to meet customer demand
for greater productivity, precision and automation in
the manufacture of increasingly complex products.
For example, we see significant opportunity to
develop new tools that will help increase the precision
and accuracy of robot arms in industries such as
carmanufacturing.
We will continue to work closely with our customers
across multiple industries to develop solutions
thatmeet continuing demand for manufacturing
processes with greater efficiency, flexibility and
reduced waste.
Meanwhile, the RMP400S and RUP60 probes
areimportant new high-value sensors that support
the trend towards fully integrating metrology within
manufacturing processes, as well as the rising use
of5-axis machine tools for complex components.
These will help our strategic aim to grow our existing
markets and we look forward to their successful
global introduction in the coming year.
Derek Marshall
Director of Industrial Metrology
Industrial Metrology continued
16
Renishaw plc Annual Report 2026
CONTENTS
Position Measurement (PM) makes products that
enable customers to improve control and precision
intheir machines in a wide variety of applications.
Our position encoders provide electronic feedback
on machine motion to ensure accuracy and enable
automated operation.
Our customers
Our customers work in highly demanding sectors
thatrequire speed, precision and reliability, and we
work closely with them to develop products that meet
their specific needs for a wide range of applications.
This includes semiconductor chip production,
flatpanel display manufacturing and robotics.
Our encoders are used at all stages ofthe
semiconductor production process, from
manufacturing silicon wafers to packaging and
testing individual devices. The semiconductor
sectoris highly cyclical and we are currently seeing
a‘super cycle’, which is driving very high levels of
investment across the entire supply chain.
We maintain a strong pipeline of new products to
serve these rapidly changing markets, and carefully
manage our established product lines to continuously
improve or retire them as needed.
Many of our experts have worked for Renishaw for
along time and their knowledge has helped us build
deep, longstanding relationships. Our credibility is
reinforced by the fact we use PM products to
manufacture our IM and ST products.
Our FY2026 performance
Revenue for the segment increased by 25.8% to
£260.9m at actual exchange rates (FY2025: £207.4m)
and by 29.2% at constant exchange rates.
We delivered strong sales growth from our
established open optical encoder product line,
resulting largely from AI-driven demand from the
semiconductor industry. Our magnetic position
encoder product line also grew strongly, driven
bydemand from industrial automation and robotics.
Additionally, both product lines experienced
asignificant increase in their order books.
Meanwhile, sales of laser encoders, which are
primarily used in semiconductor wafer inspection
applications, were slightly down relative to a strong
previous year. However, we saw strong growth in
ourorder book as the year progressed.
Adjusted operating profit was 53% higher at £71.5m,
resulting in an adjusted operating margin that was
4.9%pt higher at 27.4%.
Winning new customers through
innovation
We saw strong interest in our new ASTRiA product
line, which we launched in FY2025. This is our first
inductive encoder, which provides accurate and
robust position measurements in demanding
operating environments. We’re now working
closelywith prospective customers, primarily in
theaerospace and defence sector, to meet their
requirements. We launched the ASTRiA encoder as
aminimum viable product, which enabled us to bring
it to market faster. Positive reaction from customers,
the majority ofwhom are new to Renishaw, has given
us the confidence toinvest in developing additional
variants totake advantage of market opportunities.
At the end of FY2025 we introduced our next
generation of laser encoders, which offer improved
metrology performance and ‘plug-and-play’
functionality, making them easier to install and
service, and therefore reducing machine downtime.
Thenew range is suitable for a wide range
ofsemiconductor manufacturing applications,
andwhiletwo of the new encoders are direct
replacements for existing products, the RLE300
laserencoder provides even higher metrology
performance. This will enable us to target customers
supplying the most demanding applications,
including lithography. Reaction to the new range has
been very positive but given the time taken to adopt
new products and the long lead times associated
with the development of machinery for thesector,
wedo not expect to see a significant contribution
from the new range in FY2027.
Position Measurement
Find out more
about our
encoders for
position and
motion control
17
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Segment review continued
The trends affecting our markets
One of the biggest trends to affect the segment
thisyear wasthe exponential rise in demand for
AIprocessing in datacentres, which relies heavily
onmicroelectronics, semiconductors and
opticalcouplers.
We also continued to benefit from increasing levels
ofindustrial automation, including rising demand
fromthe battery manufacturing sector.
As already noted, growing global investment in
aerospace and defence applications over the past
12to 18 months has drivensignificant interest in our
new ASTRiA inductiveencoder.
More generally, the segment continues to be
affectedby broader economic and geopolitical
trends, with export control an area ofcontinued
complexity. However, these same factors present
newopportunities as industrialised nations continue
to invest in reshoring semiconductor manufacturing
toreduce their reliance on the dominant
geographicalsources ofsupply.
Similarly, competition from low-cost manufacturers,
particularly in Asia, continues to grow. Our reputation
for innovation and quality helps us but we are
committed to increasing automation in our own
production processes to meet the cost, flexibility
andlead times necessary to remain competitive.
We are using highly automated processes to
buildsome of our newer large-volume products.
Thiswill enable us to flex our manufacturing output
torespond to the inherently cyclical demand in
someof our key end markets, including
semiconductor manufacturing.
Position Measurement continued
Looking ahead
With demand in the semiconductor sector expected
to remain strong, our focus over the next year will
beto continue supporting our customers who supply
this sector, and to take advantage ofthe multiple
opportunities that we have to grow revenue.
Wecontinue, therefore, to invest in increasing
production capacity while focusing on adopting
greater levels of automation in our own processes.
Tohelp achieve this we are re-allocating resources
from other areas of our business, including short-term
secondments. Our design and purchasing teams are
also working hard to minimise the impact ofsupply
chain challenges, including redesigning some
existing products to use alternative components for
those that are in short supply.
Over the coming year, the segment will continue to
build on the early success of the ASTRiA encoder
byexpanding the range of sizes available to meet
theimmediate demands of our new customers in the
aerospace anddefence sector. We will also focus
ondesigning automated processes that will allow
ustorapidly scale manufacturing of this exciting new
product. Aspreviously mentioned there has been
apositive market reaction to our next generation of
laser encoders and a full market launch is planned
forautumn 2026 at global semiconductor exhibitions.
Over the year we will also retire some of our older
encoder products to focus on newer solutions with
more modern features, and which are easier to
produce using automated processes.
Steve Oakes
Director of Position Measurement
18
Renishaw plc Annual Report 2026
CONTENTS
Our Specialised Technologies (ST) segment provides
capital equipment and after-sales support inthree
main areas: additive manufacturing (AM),
spectroscopy and neurological.
Our AM machines incorporate high-powered lasers
tomake complex 3D metal components. They are
supported by our software solutions, whichenable
them to be integrated with other ‘smart’ manufacturing
technologies, such as computer-aided design tools.
Our spectroscopy product division designs and
manufactures high-powered Raman spectrometers
that are used to analyse the chemical and structural
properties of materials. We are a leading global
manufacturer of laboratory Raman microscopes, and
provide highly configurable products that allow our
customers to meet their specific needs. Our current
focus is on products that are versatile and easy-to-
use and targeted at maturing industrial applications.
Our neurological product division makes
neurosurgical robots, accessories and planning
software to supportclinicians in planning and
delivering neurological procedures with a high
degree of precision and predictability.
Our customers
Our AM customers primarily work in the aerospace
and defence and healthcare sectors. Cost-per-part
remains abarrier to widespread adoption in other
more price-sensitive, highly agile markets, like
consumer electronics, but interest there is growing,
thanks toour longstanding focus on manufacturing
machines that boost productivity and maximise cost
effectiveness. We aim to be a trusted partner with
scalable solutions and close relationships between
our AM application and service engineers and
keycustomers.
Our Raman spectrometers are used by customers
inarange of sectors, including academia,
pharmaceuticals, high-tech materials research
anddevelopment, forensics and cultural heritage.
We’reseeing increasing interest in industrial sectors
as we introduce new, easier-to-use instruments like
our new Strada microscope.
In neurological, we provide hospitals with faster,
moreprecise surgical products that help increase
procedural efficiency and support accurate delivery
of neurological interventions. Our products also help
surgeons to plan a procedure ahead of surgery,
saving time in the operating theatre.
Our FY2026 performance
Revenue for ST products increased by 43.1% to
£107.5m at actual exchange rates (FY2025: £75.0m)
and grew by 45.8% at constant exchange rates.
Sales of AM systems were significantly higher
thanFY2025, with a growing order book for FY2027.
Demand was particularly strong from the aerospace
and defence sector in both the Americas and
EMEAregions.
Demand for our spectroscopy systems was lower
than FY2025, with improvements in the Americas
offset by lower sales in APAC and EMEA. This is
largely a result of lower demand from government-
funded research organisations (academia).
While we completed the closure of our loss-making
drug delivery business in FY2026 and continue
toinvestigate opportunities to exit the remaining
neurosurgery activities, performance in our
neurological product line was strong, with
agrowingorder book.
We achieved adjusted operating profit for the
segment of £4.7m, with anadjusted operating profit
margin of 4.4%, from aloss of £9.9m in FY2025.
Thisimprovement was primarily due to the increase
inAM revenue.
Specialised Technologies
Find out more
about our
additive
manufacturing
systems
Find out more
about our
spectroscopy
systems
Find out more
about our
neurological
products
19
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
Segment review continued
Specialised Technologies continued
Driving greater productivity and
precision through innovation
In AM we saw strong interest in our RenAM 500
series machines, boosted by the faster production
speeds made possible by using our TEMPUS
technology. Availablein a range of specifications,
themachines give customers greater choice and
flexibility to suit their initial budget, with the
possibilityto upgrade inthe future. As a result,
wesaw accelerating interestinthe use ofAM for
high-volume manufacturing applications.
We continued to make productivity improvements
tothe series this year, previewing our new LIBERTAS
softwarethat allows customers to precisely print
complex shapes without the need for additional
supports. Thishelps reduce the quantity of material
and energyneeded to make a component. We also
introduced long-life filters, which reduce operating
and labour costs.
In spectroscopy, we launched our new Strada
Intelligent Raman Microscope, with significant
interestfrom potential customers. The Strada
systemcombines the sensitivity of our research-
grade Raman spectrometers with user-friendly
software andhighlevels of automation, giving users
the ability torapidly conduct advanced chemical
analysis inboth industrial and multi-user laboratories.
In our neurological business, we introduced a new
headholder accessory that supports accurate
alignment of the surgical plan with patient anatomy
during image-guided neurosurgical procedures.
The trends that affect our markets
We’ve seen particularly strong demand for our AM
products from the aerospace and defence sector
thisyear, where the design freedom and productivity
the technology offers makes it ideal for printing
intricate, high-value components. Demand from
themedical sector remains strong, too.
We saw rising interest in emerging AM markets,
including the consumer electronics sector. This is
particularly exciting as we see significant volume
production applications for our products. We use
AMin our own processes and therefore understand
the challenges associated with adopting AM,
including the need for a cultural shift to optimise
partdesign foradditiverather than subtractive
manufacturing. Forexample, we’re using the
technology to manufacture some of the
componentsin our Stradamicroscope.
Academia is our biggest spectroscopy market.
However, it relies heavily on government funding,
andcontinues to be affected by geopolitical
uncertainty. Industrial applications offer exciting
growth opportunities, often seeded by previous
research activities. We see increasing demand in
areas like battery development and semiconductors,
where our systems can be used to monitor production
processes. Demand is also rising in healthcare
tosupport studies for early cancer detection,
diagnosing diseases and drug discovery.
Ourbroader product portfolio is positioned to
takeadvantage of these emerging opportunities.
Demand continues to grow for image-guided and
robotic-assisted neurosurgical procedures that
support greater procedural precision and workflow
efficiency. As previously announced, we believe
these opportunities would be better realised by
finding a new, more strategically aligned owner
forthe business.
Looking ahead
While their products are different, AM and
spectroscopy are working together to address
common production challenges, share expertise
andstreamline certain day-to-day processes and
functions. We also see significant prospects for
bothin the after-sales market.
We remain excited about AM’s disruptive potential
and see significant growth opportunities to address
global megatrends like industrial automation,
decarbonisation and electrification. Productivity,
costeffectiveness and consistency remain key
challenges, particularly as customer expectations
grow. So we continue working closely with
international committees to develop standards,
andwith software partners to maximise the value
ofdigital workflows. We’re also working with our own
process and design engineers to further incorporate
AM into our own manufacturing operations.
We continue to focus on developing our next
generation system, which we believe will deliver
astep-change in the economics of AM production,
by maximising build productivity and increasing
levels of processautomation.
We see a significant opportunity for Raman
spectrometers in industrial markets. Key to this will
beramping up our production capabilities to meet
growing interest in the Strada microscope, and
developing customer relationships.
While we seek a new owner for our neurological
business, we continue to respond to opportunities
tomaximise its value, and remain focused on our
ability to meet customer demands.
Louise Callanan
Director of Specialised Technologies
20
Renishaw plc Annual Report 2026
CONTENTS
%
25.0
20.0
15.0
10.0
FY2025
adjusted
operating
profit margin
15.7%
Cost
reduction
programme
2.5%
Operating
leverage
4.4%
Impairments
(0.7%)
Gross margin
% (excluding
engineering)
(0.9%)
Currency
(2.2%)
FY2026
adjusted
operating
profit margin
18.7%
Increase Decrease Total
Adjusted operating profit margin
It is a privilege to have joined Renishaw as Chief Financial
Officer. I am grateful to my colleagues across the Group for
theirwarm welcome and support.
I take no credit for the strong FY2026 results, but I very much
look forward to contributing, with Will and the wider team,
tothenext chapter in Renishaw’s growth.
Record financial performance
We achieved another year of record revenue of£815.8m
(FY2025: £713.0m), an increase of 14.4%. SeeWill’s review
onpages 4 to 6, the Segment review on pages14 to 20,
andNote2 on pages 148 to 150 forfurther detail.
At constant exchange rates*, revenue would have been
17.3%higher than the previous year. The difference from
actualexchange rates is driven by a reduction inforward
contract income compared to H1 FY2025, where significant
gains were made from contracts taken out soon afterthe
2022UK ‘mini Budget’.
Adjusted* operating profit increased by 36.2% to £152.9m
(FY2025: £112.3m), with adjusted operating margin
increasingfrom 15.7% to 18.7% (see infographic below).
Our cost reduction programme and restructuring ofour
neurological product line in H1 delivered around £20m
ofcostsavings during FY2026, equivalent to 2.5% of
operatingmargin improvement.
Gross margin (excluding engineering costs and adjustingitems)
reduced to 59.6% of revenue, from 61.7% in the previousyear.
Excluding the impact of currency, this equated toareduction
of0.9% in operating margin, primarily driven by product and
geographic mix.
On the other hand, positive operating leverage contributed
a4.4% improvement in operating margin, as sales volumes
grewfaster than engineering, distribution and administrative
expenses (excluding adjusting items).
This improvement was net of an increase in performance
relatedbonuses of £6.9m. The impact of US tariffs, net of
refunds, has not beensignificant to our financial performance.
Impairments of £8.8m (FY2025: £2.8m) reduced operating
margin by 0.7%, of which £5.3m was due to reprioritising
resource away from a new encoder product, following
asignificant increase in demand for other encoder products.
Theremaining £3.5m relates to investment properties in
Sloveniaand the UK.
Currency had an adverse effect of 2.2% on operating margin
atactual exchange rates. Atconstant exchange rates, adjusted
operating profit would havebeen 62.6% higher than last year.
Weaim to hedge a significant proportion ofour anticipated Euro,
US Dollar, HK Dollar and Japanese Yen cash inflows over
atwo-year period. From July 2026 we removedour previous
forward rate caps that could result in unhedged periods. This
increases certainty over forward positions, although wemaintain
some flexibility over coverage. See Note 25 Financial instruments
on pages 171 to 176 for more information on our coverage
andhedging policies.
After financial income less expense (excluding adjusting items)
and share of profits of joint ventures of £15.1m (FY2025: £15.0m),
adjusted profit before tax was a record £168.0m (FY2025: £127.2m).
Statutory operating profit was £135.3m (FY2025: £107.9m), with
adjusting items mostly relating to the cost reduction programme.
Statutory profit before tax was £150.0m, compared with £118.0m
in the previous year. See Note 29 on pages 180 to 183 for
reconciliations of adjusted profit measures.
The FY2026 effective tax rate decreased to 20.7% (FY2025:
29.0%) mostly as a result of the reversal of historical and
non-recurring tax matters. The underlying effective tax rate
of22.2% was 1%pt higher than the previous year, due to
higherprofits achieved in the UK.
Adjusted earnings per share was 179.5p (FY2025: 137.8p)
andstatutory earnings per share was 163.5p (FY2025: 115.2p).
Chief Financial Officer’s review
* Note 29, Alternative performance measures, defines how each of these measures is calculated.
21
Renishaw plc Annual Report 2026
STRATEGIC REPORT
Strategic report
CONTENTS
STRATEGIC REPORT
Chief Financial Officer’s review continued
Maintaining a strong financial position
Our liquidity position further improved during the year,
withcashand cash equivalents and bank deposit balances
at30 June 2026 of £291.0m (30 June 2025: £273.6m).
Our cash conversion from operating activities fell to 79% this
year from 91% in FY2025 but remained above our target of 70%.
The reduction was driven by rising working capital required to
support rapid growth in orders through the year, with increases
in both inventories and trade receivables. We invested less in
capital expenditure this year, totalling £38.3m (FY2025: £46.3m),
which was mainly plant and equipment tosupport manufacturing
productivity and additional capacity.
Our capital allocation strategy remains to maintain a strong
financial position, generate cash to invest in organic growth,
andprovide regular returns to shareholders. Weare committed
to R&D investment in new products and processes, and may
seek to accelerate growth in the future with targeted acquisitions.
We continue to value having cash in the bank to protect from
downturns and react swiftly where investment or market capture
opportunities arise.
Our return on invested capital (ROIC) improved by 4.3%pt to
17.5% dueto higher profit after tax and stable levels of invested
capital. We have benefitted from our strong asset base following
recent investment in our manufacturing facilities, which has
enabled us topursue profitable growth opportunities.
This year we paid an interim dividend of 16.8p per share
(FY2025: 16.8p) and are proposing a final dividend of 65.2p per
share (FY2025: 61.3p), resulting in a total dividend for theyear
of82.0p per share, a 5% increase on the previousyear.
Inaddition to the final dividend, we have also approved
aspecialdividend of 70.0p per share as an interim dividend.
Looking forward
We have had another successful year, and I believe that we can
continue to build on current momentum. We are expanding the
capacity of our encoder production lines to meet customer
demand, and we expect a short-term payback on this investment.
While markets are positive, it is also vital that we enhance the
underlying performance of our business by making the right
investments in our infrastructure. Our new global ERP system
isapriority. We have strengthened the governance of this
programme to address deployment challenges, and to ensure
that planned productivity improvements are realised.
We are increasingly focused on cash generation and return
oninvestment, with opportunities to improve our performance
inboth metrics. We have changed the remuneration policy for
our senior team to include an increased weighting for annual
cash conversion, and to incentivise achievement of our ROIC
target over a three-year period.
The 2027 financial year has started strongly, and we expect
tomake further improvements to our operating margins in the
year ahead.
John Shipsey
Chief Financial Officer
22 September 2026
£m
200.0
150.0
100.0
50.0
0
Sources and uses of cash
Adjusted
operating
profit
152.9
Non-cash
items
33.3
Working
capital
(excluding
adjusting
items)
(30.7)
Capital
expenditure
(net of
proceeds)
(34.5)
Adjusted
cash flow
from
operating
activities
121.0
Interest
received
10.8
Income
taxes paid
(36.7)
Cost
reduction
programme
and other
adjusting
items
(18.2)
Dividends
paid
(56.8)
Net
increase
in cash
and cash
equivalents
and bank
deposits
16.7
Other
(3.4)
Increase Decrease Total
Adjusted cash flow conversion: 79%
22
Renishaw plc Annual Report 2026
CONTENTS
Risk management
Our approach
Risk management informs our decision-making and
isembedded in our culture. A clear understanding ofthe risks
and opportunities facing our business is central to delivering
long-term value for all our stakeholders. While we are willing
totake carefully considered risks, we focus on identifying
thosethatcould have the greatest impact on our performance
orreputation and managing them appropriately. A balanced and
agile approach is therefore fundamental, not only to minimising
potential losses and safeguarding our reputation but also to
supporting effective decision-making and our strategic goals
oninnovation and growth.
Our risk management framework is dynamic, enabling us to
respond to threats while capitalising on opportunities without
exposing the business to undue levels of risk. Accordingly,
whileour risk appetite for compliance with laws and regulations
is low, we maintain a higher risk appetite for product innovation,
reflecting our experience and longstanding investment in
thisarea.
To manage risk effectively, we apply the three-lines-of-
defencemodel:
— First line: our business segments, sales teams and functions
are responsible for identifying, evaluating and managing their
own risks, including applying our policies and procedures,
such as our Code of Conduct.
— Second line: our Audit Committee, overseeing the
management committees and the Internal Controls team,
reviews the effectiveness of the risk and compliance
framework and so monitors and challenges the risk profile
ofthe business.
— Third line: our Internal Audit team gives independent
assurance by reporting on the effectiveness of the first two
lines of defence in managing our risks.
Our risk management framework incorporates top-down and
bottom-up risk reviews in alternate years to support effective
oversight of principal and emerging risks, complemented by
deep dives into selected principal risks. Together, these reviews
provide important inputs for our Risk Committee and help to
ensure that we maintain an effective system for monitoring and
developing the Group’s approach to risk, as well as our wider
risk culture.
Our risk and controls governance framework
Our risk management framework is embedded throughout
theorganisation and is designed to reflect the distinctive
characteristics of our business. Our Board retains overall
responsibility for risk management and sets the tone for the
Group’s risk appetite. It is supported by our Audit Committee,
which oversees the overall risk and control framework, and by
our Risk Committee, which monitors principal and emerging
risks. At least annually, the Board, with support from the Audit
Committee, assesses the Company’s principal risks and
uncertainties and considers any emerging risks. This includes
reviewing those risks that could threaten our business model,
future performance, solvency or liquidity.
Our Audit Committee, comprising Independent Non-executive
Directors, oversees our risk management and internal
controlframework, which is designed to manage rather than
eliminate the risk of failing to achieve our strategic objectives.
The Committee receives reports on financial and non-financial
risk matters, including compliance and financial controls,
together with internal audit reports, and engages in discussion
with our external auditor.
In light of the implementation timetable for Provision 29 of the
Corporate Governance Code 2024, together with changes to
ourinternal control framework, last year we changed our Risk
Committee’s reporting arrangements. The Risk Committee now
formally reports to the Audit Committee and meets approximately
four times each year. It reviews the outcomes of the top-down
and bottom-up risk reviews, maintains the Group Risk Register,
assesses the internal controls relevant to our principal risks,
conducts our annual risk scoring process, performs deep dives
into selected principal risks, and identifies emerging risks as
appropriate. Further information is set out on page 25.
23
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
SECOND line of defenceFIRST line of defenceTHIRD line of defence
Top-down reviewBottom-up review
STRATEGIC REPORT
Risk management continued
The framework below outlines the governance of risk management within the Group.
The Board
— Has overall responsibility for our risk management and internal control framework.
— Promotes a culture of risk awareness and ensures risk management is embedded across the Group.
— Approves the Company’s principal risks and uncertainties.
— Considers any emerging risks.
— Sets risk appetite.
Audit Committee
— Reviews the effectiveness of our risk management and internal
controlframework.
— Receives reports on risks and internal controls from the Risk Committee,
Internal Controls team, and internal and external audit.
— Makes recommendations to the Board on principal risks and risk appetite.
— Considers and approves viability assessment scenarios.
Risk Committee
— Oversees risk management
processes and procedures,
including measures to mitigate
risks.
— Collects and consolidates risk
information from across the
business and maintains our
Group Risk Register.
— Identifies and monitors our
principal and non-principal
risksand recommends principal
risks to the AuditCommittee.
— Identifies and assesses
emerging risks.
Operational management
— Designs and implements key controls.
— Embeds risk management and controls, undertaking day-to-day risk
management using local and specialist knowledge.
— Monitors risks and controls, mitigating or escalating risks as appropriate.
— Ensures business activities are conducted in accordance with our risk
appetite and relevant policies.
— Identifies current and emerging risks specific to their function.
— Provides updates to the Risk Committee.
Internal Controls team
— Supports management in
thedesign, implementation
and monitoring of controls
toalign with risk and
riskappetite.
— Evaluates and reports onthe
effectiveness ofcontrols.
— Promotes a risk-aware
culture through training
andguidance.
Internal Audit
— Provides independent assurance over the effectiveness of our risk and control framework.
— Assesses the effectiveness of controls as part of the Internal Audit programme and
supports process and control enhancements.
— Shares executive summaries of its audits with the Audit and Risk Committees, where
significant findings are discussed and addressed promptly.
Executive Committee
— Is accountable for managing and mitigating
risks and maximising opportunities.
— Ensures that the Board’s risk appetite is
communicated across the business.
— Receives updates from the Risk Committee on
risk management processes and procedures.
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Overview of the year
During the year we continued embedding our updated risk
management framework. This included conducting a top-down
risk review, allowing us to better understand our principal risks.
As explained more fully below, werefocused our work on internal
controls to develop our understanding on design effectiveness.
Embedding our risk management framework
Under our risk management framework, we conduct top-down
and bottom-up reviews in alternating years. This year we carried
out a top-down review with help from our segment directors and
regional presidents. They were asked toassess the impact
ofourFY2025 principal risks on their businesses or regions.
Thisprovided valuable information on how our risks affect the
Group, as well as what we’re doing to mitigate them, giving us
amuch fuller picture and understanding of our risks. We also
considered the outcomes of the top-down review when updating
the content of our Group Risk Register, which forms the basis
ofourannual risk assessment.
Internal control framework
The Committee’s work on internal controls this year focused
ondesign effectiveness, being how well a control is designed
toprevent or detect risks. Enabled by the Board’s approval
ofadefinition of material controls, the Internal Controls team
worked with risk owners to identify controls meeting this
definition and review whether their respective material controls
are designed effectively. The Risk Committee then reviewed
theoutputs for most of our principal risks. This work not only
supports the Group’s readiness for Provision 29, but should
alsostreamline and strengthen the Risk Committee’s work going
forward by providing a more focused review of residual risk.
Risk activities during the year
We undertook a number of activities this year under our wider
risk management framework. Key activities included:
— Compliance culture: we conducted an anonymous
compliance culture survey across a significant cross-section
of the Group to understand the views and experiences of
employees on compliance across our businesses and
regions. The results of the survey will inform our priorities
andhow we develop our global compliance programme
(seepage 47).
— Cyber security: we strengthened our cyber resilience
throughadditional third-party support, including cyber
insurance with proactive services and access to specialist
cyber incident response support. We also upgraded our
phishing simulations to raise further awareness among our
colleagues of the increasing sophistication of these scams
and to strengthen our security culture. In preparation for the
EU Cyber Resilience Act, whichintroduces product security
requirements and vulnerability reporting, we are enhancing
our product design and release procedures and have
established a product security function. Both the Executive
Committee and Board received training on cyber security this
year and reviewed aninternal maturity assessment against
the UK Cyber Governance Code of Practice.
— AI: our legal and cyber security teams reported to the
Executive Committee and the Board on the risks and
opportunities of AI this year. We continue to follow an
AIgovernance process that includes conducting risk
assessments and due diligence on AI tools and
maintainingan audit trail in our AI register.
— Supply chain: to minimise our exposure to single points of
failure, plans have progressed this year to introduce greater
flexibility and reduce reliance on single source supply routes.
Where specific supplier or component risks are identified,
design owners are notified to enable focused mitigation
actions ahead of potential supply disruption. Our key site
riskdashboards, which highlight inventory position and the
potential revenue impact, help ensure inventory levels are
maintained and support the prioritisation of alternative
supplysources. The Board received an update on how
we’remanaging our supply chain during the year.
— Horizon scanning: due to the increased geopolitical
uncertainty and industry fluctuations in demand this year,
wefocused on our horizon scanning activities by tracking
market developments, including emerging trends, obtained
from various third-party sources. Regional commentaries
from our three sales regions were also presented to both
theExecutive Committee and Board on a periodic basis.
— Export control: we made significant progress this year on
customer due diligence in relation to export and sanctions
compliance, further developing our enhanced due diligence
for higher risk destinations. We have embedded these
requirements into our ERP systems with supporting process
and training to ensure risks have been identified, reviewed
and mitigated before releasing shipments.
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STRATEGIC REPORT
Risk movement
Following our annual risk assessment, Supply chain dependencies
has been identified as a principal risk. Capital products growth
isno longer considered a principal risk. Noother changes have
been made to the principal risks, although the relative rankings
of certain risks have changed.
Increased risks
— Geopolitical uncertainty: this risk has increased due to
changing tariffs and trade controls in some of our major
markets, including the USA and China, as well as the impact
of conflict in the Middle East.
— Low-price competition: the appearance of competitors in
emerging markets offering comparable products for lower
prices has accelerated this year. While these competitors
stilllargely operate within their domestic markets, and have
limited international reach, this risk has still increased.
— Industry fluctuations: we have seen a significant increase
incustomer demand since October 2025 from the
semiconductor and aerospace and defence sectors,
resultingin an increase to this risk.
— Cyber: this risk has grown with the increasing use of AI
andcontinuing state-sponsored activities associated with
ongoing geopolitical tension.
— IT transformation: this risk has increased due to challenges
experienced when deploying Microsoft Dynamics 365 in the
year. While actions are underway to address these challenges
and mitigate similar issues in future deployments, they have
not yet had time to result in the needed improvement,
resulting in an increase to this risk.
— Supply chain dependencies: the continued intensification of
geopolitical tensions and trade policy actions have increased
this risk, particularly for commodities associated with rare
earth materials and those with a high dependence on certain
regions. In parallel, the global electronics market has entered
a period of renewed demand-driven constraint.
Decreased risks
While we continued to enhance our controls and the way we
mitigate our principal risks, none of our risks have decreased
insignificance this year. This reflects the ongoing complexity
ofthe external environment as well as the inherent nature of
ourbusiness.
Our emerging risks
By their nature, emerging risks are risks where the impact and
probability are difficult to assess and quantify but that could
affect our performance in the future – which is why we review these
risks each year. As part of our risk management process, the Risk
Committee monitors the emerging risks identified in the previous
year and developments in the internal and external environments.
The Committee will continue to strengthen this process in future
years, using findings from our top-down and bottom-up reviews
tohelp the Board identify any new emerging risks. Thishelps us
stay ahead of change and put in place pre-emptive mitigation
measures where possible. While emerging risks may increase
the likelihood and impact of our principal risksoccurring, we do
not currently expect them to become future principal risks.
The pace of technological change, particularly in AI and
quantum computing, has been identified as an emerging risk.
Ifadvances in AI outpace our ability to reskill, recruit and
redeploy talent, this could impair innovation, decision-making
and productivity. Inadequate controls or policies governing AI
use may also introduce security vulnerabilities, while increasingly
capable models could be exploited to identify weaknesses in IT
systems, heightening the risk of cyber attacks. Developments
inquantum and other advanced computing may also increase
longer-term cyber and intellectual property risks, including the
need for post-quantum protection of sensitive data such as R&D,
product designs and customer information, as well as potential
expectations from customers and regulators for a defined
transition roadmap. In addition, competitors’ adoption of new
technologies in design and manufacturing may give them a
competitive advantage through shorter development cycles,
lower production costs, and enhanced capabilities in pricing,
forecasting and customer targeting. We continue to closely
monitor this emerging risk via our AI governance process and
the Board and Executive Committee have considered the risks
and opportunities of AI this year.
While the climate-related opportunities facing our business
outweigh the risks, there are still limited risks, which will increase
as the effects of climate change continue to rise, and this year
we have classified climate change as an emerging risk. These
risks cover both physical risks and transitional risks. Physical
risks include exposure of our sites and operations as well as
ourvalue chain partners to extreme weather events and chronic
shifts in climate patterns. We have mature plans in place to
prepare for and mitigate these risks, such as short leases, and
several sites inareas where we have a strong regional footprint,
stock contingency plans, sourcing from established supply
chains, and reinstating production at other manufacturing
locations. Ourtransitional risks include legislation and market
pressures. With growing demand for automation and resource
efficiency in manufacturing, we could risk losing market share
and our position as an industry leader if competitors develop
more energy- or resource-efficient products. More information
onourclimate-related risks and opportunities can be found
inthe Climate-related Financial Disclosures statement on
pages49 to 55.
Priorities for the year ahead
In FY2027, we will seek to focus on the following areas:
— addressing the outputs from our material controls testing;
— developing reporting to both the Audit Committee and Board
to include material control effectiveness;
— analysing the results of the compliance culture survey and
addressing the findings;
— enhancing our third-party due diligence programme;
— developing our capital allocation framework and further
enhancing our M&A assessment and planning capability; and
— strengthening our production planning process to help better
deal with significant changes in demand.
Risk management continued
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CONTENTS
Velocity
VERY LOW
Very slow impact.
Response time
adequate to
mitigateeffects
LOW
Slow impact. Robust
response to strategy
may mitigate effects
MEDIUM
Moderate time to
impact. Swift and
robust response may
mitigate effects
HIGH
Fast impact. Immediate
or near-term response
may mitigate effects
VERY HIGH
Very rapid impact with
little or no warning.
Notime, or very limited
time, to respond and
mitigate effects
Appetite
VERY LOW
Following a marginal-risk, marginal-
reward approach that represents the
safest strategic route available
LOW
Seeking to integrate sufficient
controland mitigation methods to
accommodate a low level of risk,
although this will also limit
rewardpotential
BALANCED
An approach that brings a high chance
of success, considering the risks,
along with reasonable rewards,
economic and otherwise
HIGH
Willing to consider bolder opportunities,
with higher levels of risk, in exchange
for increased business pay-offs
VERY HIGH
Pursuing high-risk, unproven
optionsthatcarry the potential
forhigh-level rewards
1 Geopolitical uncertainty
Velocity
VERY HIGH
Appetite
BALANCED
Link to strategy
All
Risk owner
Chief Executive
Officer
Risk description
We are unable or slow to respond to geopolitical changes that may affect the delivery of our growth plans.
Potential impact
— Reduced addressable market.
— Increased sales concentration
in fewer regions.
— Capital losses from stranded
assets.
— Reputational damage if key
markets become inaccessible.
— Reduced margins or
competitiveness.
— Decline in overall demand.
— Disruption to supply chain.
What we are doing to manage this risk
— Horizon scanning is undertaken to monitor market, geopolitical and
regulatory developments, with reporting to the Executive Committee
continuing to be enhanced.
— A rolling five-year strategic plan is maintained and updated to reflect
developments in the business environment.
— Scenario modelling supports the planning process, with further work
underway to simulate the impact of financial and operational crises.
— A Crisis Management Policy is in place and continues to be developed to
support crisis preparedness and response.
— Manufacturing business continuity plans are in place, supported by supply
chain risk assessments and procurement measures, and are subject to
ongoing review.
— The operating model is reviewed periodically to support alignment with the
Group’s strategy and risk appetite.
Risk movement
Increased risk
Decreased
risk
Stable risk
Link to strategy
G
Growth in
existing
markets
I
Increasing
technology
value
E
Extending into
newmarkets
Principal risks and uncertainties
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STRATEGIC REPORT
2 Low-price competition
Velocity
MEDIUM
Appetite
BALANCED
Link to strategy
G, I
Risk owner
Chief Executive
Officer
Risk description
We are disrupted by emerging rivals that offer comparable products for lower prices in our markets, leading
tomargin erosion and market share loss, compounded by market access issues in markets such as China.
Potential impact
— Reduced revenue, profit and
cash generation.
— Loss of market share and/or
pricing power, but also
provides an opportunity to
expand into new market
segments.
— Reduced operatingmargins.
— Loss of reputation as
aleaderin innovation.
What we are doing to manage this risk
— Protection of intellectual property through registration, monitoring and
enforcement activities, including the safeguarding of copyrights.
— Use of distribution agreements, including arrangements providing for
exclusivity or other commercial protections.
— Key account management for major customers to support strong customer
relationships and ensure the Group’s value proposition, products and
service offering are clearly understood.
— Development of localised manufacturing strategies for selected products
and markets to support market access, reduce lead times and improve
cost competitiveness.
— Application of targeted pricing strategies for selected entry-level products
in emerging markets.
— Ongoing cost-reduction initiatives across manufacturing, supported by
product and process design improvements, including automation
whereappropriate.
— Leveraging the Renishaw brand and reputation to emphasise the
importance of quality and performance and support appropriate margins.
3 Industry fluctuations
Velocity
HIGH
Appetite
BALANCED
Link to strategy
G, I
Risk owner
Chief Executive
Officer
Risk description
We fail to respond in an agile manner to industry fluctuations in demand, leading to erosion of market position and
customer relationships (in an upturn), and margins (in a downturn).
Potential impact
— Loss of market share.
— Erosion of customer
relationships.
— Restriction on long-term
growth.
— Reduced revenue, profit and
cash generation.
What we are doing to manage this risk
— Horizon scanning uses internal and external data to monitor market
conditions and trends, supported by Executive Committee updates and
theBoard’s annual strategy review.
— The daily activity report process supports the maintenance of monthly
andfull-year forecasts, with formal quarterly reviews at regional and
Grouplevel.
— Forecasts are reviewed regularly to support decision-making and maintain
an up-to-date view of expected demand.
— Production planning reflects historical product mix, demand forecasts,
inventory levels and new product introductions.
— Annual cost budgets are set across the business and monitored monthly
byGroup Finance.
— Workforce planning includes contingency arrangements to respond to
changes in demand.
Risk management continued
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4 Cyber
Velocity
VERY HIGH
Appetite
LOW
Link to strategy
All
Risk owner
Chief Financial
Officer
Risk description
Cyber attacks against our business are increasing in number, complexity, and the degree to which they are
personally targeting Renishaw and our employees. We continue to face other data security threats. A successful
cyber attack or a significant data loss could severely affect our ability to operate, or lead to the loss of personal
and commercially sensitive data and expose us to reputational and financial damage.
Potential impact
— Inability to operate normal
processes for a potentially
significant period.
— Loss of intellectual property
and/or commercially sensitive
and/or personal data.
— Financial loss and reputational
damage.
— Reduced customer service.
— Diversion of management time
and an impact on business
decision-making.
What we are doing to manage this risk
— The Group maintains an information security management system certified
to ISO/IEC 27001:2022, providing a recognised framework for identifying,
assessing and managing information security, cyber security and privacy
risks. The standard comprises 93 controls across four categories:
1 Organisational controls, including governance arrangements, defined
roles and responsibilities, policies and risk assessment processes.
2 People controls, including employee training, awareness and related
personnel security measures.
3 Physical controls, including secure areas, access controls, equipment
security and environmental protection measures.
4 Technological controls, including network security, malware protection,
data encryption, data-loss prevention, monitoring and logging, and
incident response capabilities.
— Quarterly quality management reviews are undertaken by the IT & Security
leadership team to consider emerging internal and external risks, service
performance, newly identified vulnerabilities and the actions required to
address them. These reviews also monitor progress against actions arising
from internal and external assurance activities.
— Third-party penetration testing on a perpetual basis, as well as periodic
targeted exercises to find any residual gaps in our systems.
— The Board receives quarterly information security updates covering key
risks, initiatives to strengthen the cyber security framework, and the status
of assurance activities.
5 IT transformation
Velocity
MEDIUM
Appetite
LOW
Link to strategy
All
Risk owner
Chief Financial
Officer
Risk description
We fail to successfully implement Microsoft Dynamics 365 ahead of obsolescence of our existing system or with
the anticipated productivity benefits. Technical issues or poor integration with existing systems could negatively
affect our ability to operate and could mean that we do not realise productivity aspirations, leading to manual
intervention and slowing us down.
Potential impact
— Major systems disruption
causing operational delays.
— Delays in processing or issuing
invoices and customer orders,
or in procuring goods and
services.
— Increased costs, including
costs to fix technical issues
and restore or upgrade other
affected systems.
What we are doing to manage this risk
— Given the deployment challenges we encountered during the year,
wehavepaused the rollout of the existing Microsoft Dynamics 365 solution,
to assess our system configuration, our business processes, and our
programme governance. We recently re-organised our resources to better
set us up forsuccess, including through the creation of global process
owners and leads. Additionally, we are engaging third-party advisers to
undertake adiagnostic on our core solution, which we aim to configure
toallow ustoscale at pace after our pause. A programme structure
hasbeen implemented to support the management and delivery of
Microsoft Dynamics 365, which isbased on a recognised project
management framework.
— Our programme Steering Committee, which includes the CFO and Group
Operations Director, meets regularly to provide strategic direction and
oversee projectprogress.
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6 Product innovation
Velocity
MEDIUM
Appetite
HIGH
Link to strategy
G, I
Risk owner
Chief Executive
Officer
Risk description
Failure to develop our competitive position and derive value from our investment in product innovation.
Potential impact
— Failure to lead the market with
innovative products in our core
and adjacent sectors.
— Gradual loss of market share.
— Reduced revenue, profit and
cash generation.
— Inability to differentiate
ourselves from our
competitors.
— Failure to hit business plan
targets and recover investment
in R&D.
What we are doing to manage this risk
— Intellectual property protection through the registration, monitoring and
enforcement of rights, together with broader protection of the Group’s
proprietary technology and copyrights.
— A strategic plan aligned to the Group’s product innovation priorities,
including regular review and refresh to support effective capital and
resource allocation across business segments.
— A structured product innovation process incorporating feasibility
assessments, product roadmaps, stage-gate reviews and testing
procedures to support commercial viability and expected returns.
— Annual Group targets for the commercial launch of new products,
supported by performance measures and marketing activity designed
topromote growth from innovation.
— Quarterly reviews of ‘flagship’ (strategically important) projects involving
segment directors and the CEO, focusing on objectives, milestones,
resourcing, key decisions and risks.
— Regular review of market and customer insights, competitor developments
and broader industry trends, including the use of AI to develop new
products and to enhance their performance.
— Reporting to the Executive Committee and Board to inform our intellectual
property strategy.
7 Supply chain dependencies (new)
Velocity
HIGH
Appetite
LOW
Link to strategy
All
Risk owner
Group Operations
Director
Risk description
Disruption to supply of products to our customers because of interruption to or loss of a critical supplier,
leadingtoerosion of market position and customer relationships.
Potential impact
— Loss of future business and
reduced revenue, profit and
cash generation.
— Reduced margins or
competitiveness.
— Loss of market share.
— Reduced operating margins.
— Erosion of customer and
supplier relationships.
What we are doing to manage this risk
— Dual sourcing options where possible.
— Risk-based inventory policy that promotes a multi-site strategy.
— Dashboards that highlight inventory positions and potential revenue
impacttohelp maintain inventory levels and support prioritisation of
alternative supply sources.
— Product design owners are notified of supply risks to enable mitigation
actions ahead of potential supply disruptions.
— Onboarding vendor assessment procedures including a review process
toevaluate high-risk suppliers before production handover.
— Product development and innovation processes include requirements for
key supplier risk assessment and mitigations for new products and solutions.
— Supplier relationship and performance management framework in place.
Risk management continued
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8 Non-compliance with laws and regulations
Velocity
HIGH
Appetite
LOW
Link to strategy
All
Risk owner
Group General
Counsel &
Company
Secretary
Risk description
Failure to comply with applicable laws and regulations could result in criminal or civil liabilities for the Company and
its employees, damaging our reputation. It could also result in a breach of other contracts, including insurance and
banking arrangements, hampering our ability to operate.
Potential impact
— Potential penalties and fines,
and cost of investigations.
— Damage to reputation and loss
of future business.
— Management time and
attention diverted to deal with
reports of non-compliance.
— Inability to attract and
retaintalent.
What we are doing to manage this risk
— The Group maintains policy frameworks covering key compliance and
operational risk areas, including anti-bribery and corruption, competition
law, export controls, fraud, tax, and environmental, health and safety.
— These frameworks are supported by the Code of Conduct, policies and
procedures, risk assessments, due diligence on relevant third parties,
contractual protections, and defined approval and delegation processes.
— Mandatory e-learning and targeted training are given to employees
accordingto role and risk exposure, supported where appropriate by
specialist external advisers.
— Monitoring activities include management information, compliance
reporting, gifts and hospitality controls, whistleblowing arrangements,
auditactivity, andred-flag monitoring in selected areas.
— Board and management oversight is supported by periodic reporting,
internalreview activity, and ongoing enhancement programmes
designedtostrengthen the effectiveness and consistency of controls
across the Group.
9 Exchange rates
Velocity
MEDIUM
Appetite
BALANCED
Link to strategy
G, I
Risk owner
Chief Financial
Officer
Risk description
Exchange rate fluctuations can affect our Consolidated income statement, balance sheet and cash flow, affecting
near-term management and planning, investor understanding, and long-term performance.
Potential impact
— Significant variations inprofit.
— Reduced cash generation.
— Increased competition on
product prices.
— Increased costs.
— Adverse impact on
management decision-making.
What we are doing to manage this risk
— A Board-approved market risk management policy is in place. The strategy
isreviewed annually by Group Finance, with support from external
advisers, and its effectiveness and operating limits are monitored quarterly
by the Group Treasury Committee.
— Board-approved business plans are used to forecast future net cash flows
and determine forward contract requirements.
— Forward contract dealings and portfolios are subject to management
review and controls.
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10 People
Velocity
MEDIUM
Appetite
BALANCED
Link to strategy
All
Risk owner
Group Human
Resources
Director
Risk description
Failure to recruit, develop and retain a diverse, engaged workforce with the right talent and skills for now, and the
future, will limit our ability to achieve our strategic objectives.
Potential impact
— Delays in product delivery
andability to deliver strategic
objectives because of loss of
expertise and specialist talent.
— Loss of innovative
edgebecause of
insufficientdiversity.
— Failure to develop future
leaders and insufficient
talentprogression to
supportRenishaw’s future.
— Loss of market share,
reducedrevenue, poor
customer service and
reducedprofit.
— Reputational damage and
increase in attrition rates
because of a failure to
upholdethical standards
andbehaviours.
What we are doing to manage this risk
— We continue to review our reward strategy for all employees to ensure
remuneration practices remain competitive, support talent retention and
mitigate workforce-related risks.
— We are revising incentive arrangements for senior leaders tobetter align
activity and performance.
— An annual performance management cycle supports objective setting,
progress reviews, feedback and year-end evaluation, with reference to
defined competencies and behaviours.
— Employee potential is reviewed annually and development plans are
established where appropriate, supported by talent assessment tools.
— Roles and grades are periodically benchmarked against relevant external
markets to support the Group’s reward framework.
— Succession plans are maintained for defined management grades and
business-critical roles.
— A Group-wide employee engagement survey informs actions at both Group
and local level.
— The Group maintains policies and procedures to promote clear standards
of behaviour and support the appropriate management of issues, including
the Code of Conduct, Conflict of Interest, Diversity and Inclusion,
Grievance and Speak Up policies.
Risk management continued
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CONTENTS
The Directors have assessed our prospects and viability
inaccordance with the UK Corporate Governance Code.
Thisassessment took account of our current position and
principal risks, and the details of the assessment and the
conclusion reached are set out below.
Context
In making the assessment, the Directors considered the
following factors that they felt provided important context:
Financial resources – we have significant financial resources,
with cash and cash equivalents and bank deposits at the
startofthe viability assessment period of £291.0m. We have
astronghistory of creating cash for the business. The only
external source of finance included in the viability assessment
isfinancing for a property in Japan (see Note 20 on page 164),
the repayments for which are not material. We have
nodebtcovenants.
Business model and markets – our business model includes
designing and manufacturing products ourselves, giving us the
flexibility to respond to customers’ needs and control over where
we direct our manufacturing resources. We can also direct our
sales and marketing resources where needed, should market
trends and conditions change. In addition, we are also diversified
over a range of markets, as explained on pages 14 to 20.
Business planning – our business planning process uses
atop-down approach (the ‘corporate view’), as well as detailed
forecasts from our segments and our sales regions, toensure
weconsider a range of perspectives. We also use external
sources of information, such as market trends and economic
growth rates, in our business planning process.
Risk management – we have a robust risk assessment and
management process, as set out on pages 23 to 26. As we
explain in the scenarios section below, the crystallisation of our
principal risks has been considered in the viability assessment.
Assessment period
The Directors used a three-year period, to the end of December
2029, to make their viability assessment. While a five-year business
plan has been prepared, the Directors feel that a three-year period
is more suitable for this assessment and better reflects our
business model – where we typically have short-term contracts
with customers and a short order book, and can adapt our
manufacturing to meet demand in months rather than years.
Principal risks
The Directors reviewed our principal risks and considered
whichof them could have a significant effect on the Group’s
financial position, business model and/or future performance
ifthey were to crystallise within the period to 31 December 2029.
Financial models, described below, were used to assess the
potential impact.
Financial modelling
Each of our scenarios used the same starting point, being
thepessimistic version of our five-year business plan
(withtherevenue in this pessimistic forecast also referred to
asthe ‘highlyprobable’ revenue forecast for hedge accounting).
Forcontext, revenue in the first year of this pessimistic base
scenario is lower than the FY2026 revenue of £815.8m,
whilecosts and other cash outflows still reflect ambitious
growthplans.
The three scenarios then took this same starting point and
revised the forecasts to reflect:
Scenario Summary
1
A significant reduction in revenue, incorporating:
— a worsening of the global economy and increasing
trade barriers;
— a disruptive event that causes both short-term
disruption and a sustained significant loss of revenue
from key customers after the event;
— a disruptive event that causes manufacturing
difficulties for certain products;
— increasing competition in China from emerging
localcompetitors;
— a strengthening of Sterling; and
— reduced growth from emerging capital equipment.
2
A significant increase in costs, incorporating:
— a significant fine or penalty;
— a sustained increase in inflation;
— higher import tariffs that cannot be passed on
tocustomers;
— an increase in professional fees;
— reduced operating profit margins on the sale
ofcapital equipment; and
— additional costs to respond to disruptive events.
3
— A combined reduction in profitability, with a reduction
in revenue less significant than scenario one and an
increase in costs less significant than scenario two.
We incorporated appropriate, realistic mitigating actions into
each scenario, such as reducing capital expenditure, bonuses
and dividends relative to the revised financial performance and
position in these scenarios.
This modelling showed that cash and cash equivalents balances
remained positive in all three scenarios and exceeded £87m
atthe end of the assessment period (31 December 2029)
ineach scenario.
We also performed a ‘reverse stress test’, identifying the
reduction in profit, after mitigating actions, needed to exhaust
cash in the assessment period. This identified a trading level
solow that the Directors felt that the events that could trigger
thiswould be highly unlikely. The Directors also concluded
thataone-off cash outflow that would exhaust the Group’s
cashandcash equivalents in the assessment period was
alsohighlyunlikely.
Outcomes, mitigating actions and upsides
The financial modelling demonstrated that, should the Group
experience ‘severe but plausible’ conditions in the period
to31 December 2029, positive cash and cash equivalents
andbank deposit balances can be maintained throughout.
Asavertically integrated business that typically funds future
growth through cash reserves, we have a good degree of control
on how we use cash, and a range of mitigating actions we can
take to respond to challenging conditions.
Conclusion
Based on this assessment, incorporating a review of the current
position, the scenarios, and our principal risks and mitigation,
theDirectors have a reasonable expectation that we will be able
to continue operating and meet our liabilities as they fall due
overthe period to 31 December 2029.
Viability statement
33
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
The success of our business relies on good
relationships with our various stakeholders, and
engaging with them helps us run our business and
achieve our strategic goals. We recognise that our
operations can have a significant impact – both positive
and negative – on many of them, which iswhy it’s
essential we consider their views when making
business decisions.
Over the following pages, we summarise our
stakeholder groups and give a snapshot of how
weengage with them, as well as specific activities
thisyear that helped inform our thinking. Highlights
include expanding our supplier engagement
programme to reduce emissions in our raw metals
supply chain, andincreased participation in our
latestemployee engagement survey.
For more information on how we considered our
stakeholders in some of our principal decisions this
year, see our Section 172 statement on pages 71 to 73.
Our employees
We aim to attract and retain people with the right skills to help
ussucceed, including designing and making the products our
customers need. Since diversity of thought is one of the best
ways of encouraging innovation and creativity, we are committed
to inspiring and supporting people from all backgrounds to
unlock their full potential. We are proud to bea responsible
employer and expect the same from our partners. Our employees
have shown great commitment and resilience during organisational
changes this year, and we continue to review and improve our
processes tosupport effective and sustainable ways of working.
How we engage with our employees
We want our people to tell us what we’re doing well and where
we can improve, and are committed to ensuring we have the
channels in place to help them do that. These channels also help
us communicate the steps we’re taking inresponse, and give
greater clarity about our strategic objectives. They include:
— our global employee engagement survey, which we run
in23languages;
— ‘Transforming Tomorrow Together’ hybrid webinars to
encourage two-way discussion on topics, such as design
foradditive manufacture and our ESG strategy;
— regular engagement between employees and their managers
todiscuss performance and career development;
— Board member site visits to learn more about day-to-day
operations and hear directly from employees;
— our network of UK employee resource groups;
— information screens across our sites to share key messages
with colleagues without daily access to alaptop;
— Works Forums for UK sites, with representation from different
business areas; and
— one-to-one engagement between Board members and some
senior leaders to help the Board stay connected with
employee views and support succession planning.
Outcomes from the year
— Participation in our annual global employee engagement
survey rose for the second consecutive year, with 78%
ofpeople responding (2025: 74%).
— Refreshed our internal ‘Channel R’ video leadership
communications to help employees better understand our
strategy and their role and introduced regular leadership
short videos highlighting key activities and updates from
across thebusiness.
— Executive Committee members attended internal early
careers showcase events during the year. These included one
tocelebrate National Apprenticeship Week in February 2026
and our Industrial Placement showcase in June 2026,
recognising the valuable contributions of apprentices and
placement students across the business.
— Held employee resource group roadshows in the UK inApril
and May 2026 to raise awareness, encourage greater
employee participation, and highlight each group’s
contribution to Renishaw’s Social ambition under our
ESGstrategy.
— Our Chief Executive Officer, Will Lee, Non-executive Director,
CamilleDeer, and Group Human Resources Director,
ClareNicholls, met withemployees during a visit to China
inOctober 2025.
Learn more about our focus areas on pages 43 to 46.
How we engage with stakeholders
34
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Strategic report
CONTENTS
Our shareholders
Our shareholders are the owners of our business. We recognise
the trust they place in us and in return we aimto provide
sustainable, long-term growth. It is essential that our Board and
Executive Committee understand and consider the views of our
shareholders when making key strategic decisions.
How we engage with our shareholders
Our targeted shareholder engagement programme continues
tomature, with ongoing support from our joint corporate
brokers, UBS and Peel Hunt. Will Lee and our Group Strategy
Director, Marc Saunders, regularly engage with investors
onaone-to-one basis to discuss Renishaw’s performance,
strategy and culture, and hear their feedback. Will and Marc
share this feedback with our Board. We also receive monthly
analysis of our shareholder register from UBS. Some of the key
events in our investor relations calendar include:
— half- and full-year financial results roadshows attended
byWill, our CFO John Shipsey,and Marc to discuss
performance and strategic progress with key investors;
— our annual Capital Markets Day, attended by the Board,
alternating between London and a Renishaw site;
— conference calls and face-to-face meetings with key
shareholders, potential investors, analysts and bank
salesdesks; and
— post-results meetings with advisers to discuss market
response to our financial performance.
Outcomes from the year
— Held our first in-person interim results presentation
inLondon.
— Met with 51 institutions during our roadshows, both in
personand via conference calls. Topics included our new
segments, margin improvement, currency hedging policy
andcapital allocation.
— Held 31 one-to-one meetings with institutional investors,
including six in person. Four of these were attended
byWillLee.
— Sought targeted feedback from significant shareholders on
our plans for a new long-term incentive plan for ourleaders,
aswell as a new three-year Directors’ Remuneration Policy.
The feedback was generally supportive of the proposals,
which seek to bring our remuneration more in line with
benchmark comparators.
— Increased engagement with sell-side analysts to improve
market understanding of our business and to support
moreinformed, up-to-date consensus on key
performancemetrics.
— Held a presentation on additive manufacturing as part
ofthis year’s Capital Markets Day in June 2026 to address
specific investor questions and interest.
— Attended key investor-focused events, including the UBS
European Investor Conference in November 2025 and
PeelHunt Industrials Conference in January 2026.
Duringtheyear, Will Lee participated in ‘fireside chats’
organised by Deutsche Numis and Panmure Liberum.
Our Chief Executive Officer, Will Lee, shares his thoughts on
the year on pages 4 to 6.
Our customers
We work closely with our customers to understand their production
processes and the challenges they face so that we can make the
precise, productive and practical products they need. The fact
that many customers have been with us for decades is testament
to our team’s expertise and ability to speaktheir language.
Understanding their expectations has been more important than
ever this year as we responded to growing demand in some of
our key sectors.
How we engage with our customers
We have three different types of customers – machine builders
who fit our products, end users who buy from us directly, and
distributors/channel partners who sell our products. We carefully
select this third group based on their sector-specific experience.
While we tailor our engagement to suit the specific needs of each
customer group, our approach includes:
— our channel partner programmes in APAC and EMEA.
Theprogrammes aim to make it easier for end users to
access our products and to strengthen our customer service
and product support. Our EMEA programme hasthree
different levels of commercial partnership andadedicated
partner portal that includes up-to-date technical, marketing
and sales support materials;
— our global technology centres, which enable us to directly
support customers where they are based;
— customer visits to our UK manufacturing facilities to show how
we use our own technologies to support efficient, high-quality
production processes; and
— gathering feedback via face-to-face and digital sessions,
andevents.
Outcomes from the year
— Board members attended the biennial industrial manufacturing
trade show, EMO, held in Hannover, Germany, in September
2025. This was an opportunity to witness firsthand significant
customer interest in Renishaw’s Equator-X gauging system,
which welaunched at the event.
— Will Lee met customers in China and Japan during his most
recent visit to Asia. This included attending the Laser World
ofPhotonics China and SEMICON China trade shows.
— Hosted an EMEA sales partner conference in Germany
inOctober 2025 to discuss planning and growth with
65partner delegates from 16 EMEA countries.
— Held seminars in India for almost 400 attendees todiscuss
common shopfloor challenges anddemonstrate how our
products enable greater automationin a cost-effective way.
— Hosted more than 130 customers and partners at our
Solutions Network 2026 event in Germany in March 2026.
Theevent included live demonstrations and customer
sessions sharing insights on using our products. Feedback
was positive, with participants commenting onthe opportunity
to build new connections.
Learn more about our products and customers on pages 14 to 20.
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How we engage with stakeholders continued
Our suppliers
We aim to build effective long-term relationships with our
suppliers to access the goods and services we need
tomanufacture our products (direct suppliers), run our
operations (indirect suppliers) and support new product
development. We continue to work with suppliers to help
them adopt more responsible practices and strengthen
supply chain resilience. Our supplier engagement
programme focuses on working with key suppliers to
reducethe greenhouse gas emissions in our supply
chaintosupport our ESG ambitions.
How we engage with our suppliers
While most of our buyers are based in the UK, we also
have teams in the countries where our suppliers are
based so we can regularly engage with them in their local
time zone and language. And because we rely on tens of
thousands of different raw materials and components from
thousands of suppliers, we can’t take a ‘one-size-fits-all’
approach. Instead, we prioritise our engagement based
on certain criteria, including how much we spend with
asupplier, their risk profile and quality. We also continue
to map suppliers’ credentials against our sustainability
and compliance requirements. We focus the majority of
our day-to-day relationship management on around 250
key suppliers. Someof the ways that we engage include:
— self-assessments for all new direct – and selected
indirect– suppliers;
— regular communication via our procurement and
engineering teams to ensure a consistent, timely
supply ofquality goods and services. When a problem
occurs, we work with a supplier to ensure they have
improvement programmes and training in place;
— compliance, audit and risk management policies
andprocesses;
— awareness campaigns on compliance topics, such as
human rights, health and safety, conflict minerals and
sanctions;and
— frequent discussions with suppliers about the
challenges and supply chain risks they face.
OurBoard also receives updates on significant
mattersthat could affect our supplychain.
Outcomes from the year
— Achieved a reduction in the emissions intensity of
aluminium and steel purchased in FY2026 that
exceeded our Executive Committee target of 15%
versus FY2025.
— Building on the in-house methodology we developed
inFY2025, we created a new carbon calculator to help
more suppliers calculate and address their emissions.
— Continued using our supplier relationship management
platform to map suppliers against modern slavery and
conflict mineral risk and assess evidence from
suppliers in the UK, Ireland, India and Germany.
Wealso rolled outa new global internal review protocol
to the UK, Indiaand Ireland.
— Incorporated our new Supplier Code of Conduct into
our onboarding process for all new and reactivated
suppliers. We are now exploring options to share with
existing keysuppliers.
Learn more about the success of our supplier engagement
programme on pages 40 to 41.
Our communities
We are committed to creating positive impacts for society byinspiring
andsupporting our communities. This includes conducting business
inasocially responsible way and taking an open, honest approach
tocommunity relationships. Our science, technology, engineering and
mathematics (STEM) outreach programme is a key part of this work,
encouraging the next generation of engineers and scientists to continue
their STEM studies.
How we engage with our communities
While each country tailors its approach to suit the local area’s culture
andneeds, we focus our efforts on three keyareas:
— delivering STEM education through our outreach programme;
— participating in local community and business initiatives; and
— financial and communications support for charities and not-for-
profitorganisations.
Outcomes from the year
— Continued to deliver our STEM outreach programme by:
• delivering more than 250 outreach events reaching more than
12,500 students across 125 schools and colleges in the UK.
Thisincluded a dedicated STEMoutreach stand at MACH 2026,
amajor UKmanufacturing and engineering exhibition;
• offering week-long engineering and software work experience
places for more than 70 students;
• launching new virtual work experience to give a ‘bitesize’
introduction to working in a global engineering business;
• sponsoring students from ESF Discovery College, Hong Kong,
inthe STEM Racing Hong Kong & Macau competition.
Thecompetition brings together students to apply engineering,
design and project management skills tocreate and race
aminiature Formula 1 car.
• engaging with students at the École de technologie supérieure
inMontréal, Canada, to demonstrate our solutions and software
toengineering students; and
• participating in the 2025 National HTEC (Haas Technical Educators)
Conference at Southwestern Illinois College, USA, as well as running
technical demonstrations at colleges across the USA.
— Participated in a range of community and business
initiatives,including:
• renewing our technical partnership with British Cycling to help the
team prepare for the 2028 Olympic Games in Los Angeles, USA;
• sponsoring the Gromit Unleashed charity trail in Bristol, UK,
tosupport local hospitals;
• sponsoring a local Pride event close to our UK headquarters
inJune 2026;
• donating essential equipment, including blood collection mixers,
tothe Janakalyan Blood Bank in Pune, India;
• funding building renovations at Renuka Swarup Memorial Girls High
School for children from families on lower incomes in Pune, India;
• providing financial support to India’s RESQ Charitable Trust to
purchase vital equipment for wildlife rescue and rehabilitation; and
• employees in São Paulo, Brazil, participating in the 24th GRAACC
(Support Group for Adolescents and Children with Cancer) run
andwalk.
— Donated almost £0.3m to charitable and not-for-profit organisations.
This included £0.1m from our India charities committee to support
localorganisations.
Learn more about the new communities objective we’ve set at part of our
Social goal on pages 43 to 44.
36
Renishaw plc Annual Report 2026
CONTENTS
Refining our ESG strategy
The external environment has evolved significantly since we
launched our ESG strategy two years ago, growing increasingly
complex and uncertain. Our commitment to upholding high
environmental, social and governance standards remains
unchanged and we must remain agile in our response to the
changing external landscape. This year, our ESG Steering
Committee oversaw work to review our strategy and update
theambitions and targets that underpin it.
This work included engaging with key ESG stakeholders,
including some of our newest senior leaders, to hear their
viewson what is working well and where we need to simplify
ornarrow our focus. While many of the changes reflect our
growing maturity in key ESG areas, some are intended to
removeoutdated elements and refresh and streamline
ourtargets.
We also reassessed the outcomes of the double materiality
assessment we conducted in FY2024, for changes in the
business and progress made since then. This reassessment
helped inform the refinements to our ESG strategy, condensing
some of the topics originally identified.
Throughout, we have aimed to retain the ambition of our original
strategy, while creating a clear, concise set of targets focused
onour most material topics. This will enable us to track and
report on our progress with greater clarity in the years ahead.
The most significant changes have been made within our
Socialambition and supporting targets. Appointing anew
GroupHuman Resources Director this year gave us the
opportunity to reflect on our progress and ensure we have the
right tools and processes in place to create a culture where
every employee, supplier and local community can thrive.
Wegive more detailonthese changes – as well as those in other
areas of ourstrategy – within the relevant sections of this review.
Our refreshed
ESGambitions
Environment
Innovate with our customers and suppliers
toachieve more with less, workingtowards
netzero carbon emissions while minimising
allenvironmental sustainability impacts.
Social
To inspire and support people from all backgrounds
to unlock their full potential. Weare proud to be
aresponsible employer and expect the same from
our partners.
Governance
To strengthen the culture of doing business
responsibly through transparent and effective
risk-based decision-making, supported by our
corporate governance framework.
Our approach to ESG
ESG review
A strategy guided by the UN SDGs
We have aligned our ESG strategy
with the three UN SDGs that are
most material to our business.
Find out more
about our
approach to
corporate
responsibility.
Our ESG strategy is a fundamental part of doing
business responsibly. It guides day-to-day decisions
about how to lowerthe environmental impact of our
products, and how to support our employees, supply
chain partners and local communities. It alsoensures
wegovern our work in ways that deliver our purpose
ofTransforming Tomorrow Together.
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Renishaw plc Annual Report 2026
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CONTENTS
STRATEGIC REPORT
ESG review continued
How we govern our approach to ESG
Our commitment to doing business responsibly underpins
everything we do. This starts at the top with our Board and
Executive Committee, who have ultimate responsibility for
overseeing ESG-related matters. We formed ourESGSteering
Committee in FY2024 to oversee our Group ESGstrategy.
TheCommittee is chaired by our Chief Executive Officer,
WillLee, and members include our Independent Non-executive
Director, Stephen Wilson, and representatives from our larger
product divisions and commercial functions, Sustainability, HR,
Manufacturing, Legal and Finance. Asamember of our Audit
and Remuneration Committees, Stephen provides continuity
andliaison between our Board andmanagement committees.
Our Climate-related Financial Disclosures statement
onpages49to 55 describes how our Board, Executive
Committee and other committees oversee climate-related
risksand opportunities.
Good governance is essential for robust decision-making,
andprovides the foundation for delivering our environmental
andsocial ambitions. It underpins the quality and integrity of
ourdisclosures, ensuring that our ESG ambitions, targets and
performance are reported transparently and responsibly. In the
face of an increasingly complex and uncertain geopolitical
climate, it has never been more important that we stand firm on
our standards of governance andon our commitment to doing
business responsibly. Wegivea detailed illustration of our
governance frameworkonpage 68 of our Governance report.
Adapting to changing regulation
The regulatory landscape is evolving rapidly, and it’s
essentialthat we keep our reporting up-to-date and accurate.
The European Parliament’s decision to simplify and delay
implementing the EU’s Corporate Sustainability Reporting
Directive (CSRD) means we no longer fall within the legislation’s
scope. Nevertheless, the work we did to prepare for it, including
conducting a double materiality assessment, helped us better
understand our impacts and inform revisions to our ESG strategy.
In the meantime, we continue to prepare for reporting against the
International Sustainability Standards Board’s first two standards.
We also continue to monitor upcoming guidance from
organisations like the Science Based Targets initiative and
GHGProtocol, as well as the UK’s forthcoming Carbon Border
Adjustment Mechanism, to ensure our targets, actions and
reporting remain in line with requirements.
Working with others to accelerate progress
The transition to a lower-carbon future isn’t something one
company can achieve on its own. We’re proud of our track
record of working collaboratively with customers and suppliers
todrive innovation in our products and supply chain, and we’re
using that experience to form partnerships that will help deliver
our ESG strategy. We can also help accelerate the transition
byworking alongside other institutions to support collective
action. For example, we are active members of the Additive
Manufacturer Green Trade Association (AMGTA) and the
UK’sManufacturing Technologies Centre (MTC).
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Renishaw plc Annual Report 2026
CONTENTS
Our environment ambition
Innovate with our customers and suppliers to
achieve more with less, working towards net
zero carbon emissions while minimising all
environmental sustainability impacts.
Our environmental targets are:
— Reduce Scope 1 and 2 emissions to
NetZeroby FY2028.
— Reduce Scope 3 emissions across our
valuechain by 50% by FY2030.
— Ensure a year-on-year reduction in total
operational energy use per £1m revenue
byFY2030.
— Reduce climate-related risks across our
globalsupply chain by FY2028.
Environment
A refreshed strategy for reaching net zero
For more than 50 years, our products and solutions have
helpedcustomers solve technological and scientific challenges.
We have also helped them lower their impact on the planet
withproducts that reduce manufacturing cycle times, scrap
andwaste. We’re also drawing on our longstanding supplier
relationships to tackle the emissions embedded within the
wholevalue chain.
We refreshed our environmental targets (see box) as part
ofreviewing our ESG strategy this year. Ourrevised targets
create a simpler, more focused plan of actionthat concentrates
on our three most material issues: energy associated with using
our products, our own operational energy consumption and
emissions from purchased goods.
As a result, we have retired our specific customer solutions
target, updated our supply chain target and created a new
operational energy reduction target. Our net zero targets, which
we set in FY2021 and have been validated by the Science Based
Targets initiative (SBTi), remain the same. They are:
— 90% reduction in absolute Scope 1 and 2 emissions by
FY2028, from an FY2020 baseline.
— 50% reduction in absolute Scope 3 emissions by FY2030
from an FY2020 baseline.
— 90% reduction in absolute Scope 3 emissions by FY2050,
from an FY2020 baseline.
We have also developed detailed climate transition plans that
setout the roadmap for achieving our ambitions. These plans
areavailable on our website at www.renishaw.com/en/climate-
related-risks-and-opportunities--48236
Our Scope 1 and 2 emissions
Scope 1 and 2 emissions make up 3% of our total GHG
emissions footprint. Reducing them means improving the
waywerun our operations – from our manufacturing facilities
toour vehicle fleet.
Our FY2026 performance
We reduced our Scope 1 and 2 emissions by 7% this year,
versus FY2025. This is the fifth consecutive fall since setting
ourscience-based targets in FY2021.
Our Scope 1 emissions fell by 8% versus FY2025. This is thanks
to our ongoing programme to switch more of our vehicle fleet
from traditional combustion engines to electric and hybrid
options. We continue to look for opportunities to keep lowering
our Scope 1 emissions by switching more of our fleet to ultra-low
emission vehicles (ULEVs), although this is a bigger challenge
insomeof the countries we work in. We’re also investigating
options to use alternative refrigerant gases in our heating and
cooling systems.
We have made significant progress in our Scope 2 emissions
since setting our science-based targets, with a 97% reduction
since our FY2020 baseline. This is largely due to the steady
increase in the proportion of renewable electricity we use at our
facilities around the world. This is via self-generated sources at
some of our manufacturing facilities in the UK, Ireland and India,
and renewable electricity contracts or certificates (RECs) that
cover the majority of our other operations. This year we saw
asmall, expected increase in our electricity consumption due
towork to electrify our transport fleet.
We have also developed our Energy Savings Opportunity
Scheme (ESOS) action plan, in line with UK government
requirements for businesses to assess and reduce their
energyuse. This has supported the delivery of several initiatives,
including the installation of rapid roller doors at our UK sites
inMiskin and Woodchester. We also continued the rollout of
sub-metering at Miskin – this gives us more granular information
about energy use and so strengthens energy monitoring and
management. The plan will help us deliver our new strategic
target to ensure a year-on-year reduction in total operational
energy use per £1 million revenue by FY2030.
While we remain committed to reducing our Scope 1 and 2
emissions, we recognise this will become increasingly
challenging, partly because our transition plan relies on
theavailability of RECs and ULEVs, adequate charging
infrastructure and a low-carbon electricity grid.
In some cases, the available reductions in Scope 1 and 2
emissions will represent a low return on the investment needed
toachieve them, compared to the potential reductions we could
make in our Scope 3 emissions from the same investment.
Where this is the case, we will prioritise activities that have
thegreatest impact on reducing our global GHG emissions.
The table overleaf shows how this work in lowering our emissions
has progressed over time.
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STRATEGIC REPORT
ESG review continued
Our Scope 3 emissions
Our Scope 3 emissions make up 97% of our total GHG
emissions footprint. Since they are indirect emissions, they are
more complex to address than our Scope 1 and 2 emissions.
Our largest source of Scope 3 emissions comes from the energy
that our products use during their service life, followed by
emissions from the materials, services and equipment needed
tomake and transport our products. Together, these sources
represent more than 87% of our total Scope 3 emissions.
Tackling our Scope 3 emissions remains a big challenge,
because reductions depend partly on decarbonising electricity
grids. Since establishing our ESG strategy, we have learnt the
importance of aligning efforts across industries. While our
products can support the transition to a lower-carbon economy,
our footprint is likely to grow as other industries rely on our
products to reduce the impact of their own operations. Andas
we work towards reducing our products’ energy consumption in
use, we will also need grid decarbonisation to keep pace with
our efforts to achieve our targets.
While some of these issues need significant societal change,
weremain focused on the areas within our control. This includes
designing products with sustainability in mind and collaborating
with key supply chain partners to gather accurate data and
implement GHG emissions reduction initiatives.
Looking ahead, we will assess the SBTi’s new Corporate
Net-Zero Standard to ensure we remain aligned with global
bestpractice and able tomaximise the impact of our emissions
reduction work.
Our FY2026 performance
Our Scope 3 emissions increased 6% versus FY2025.
Thiswaslargely due to increased sales (use of sold products)
and purchased goods and services. Our other Scope 3
categories remained consistent with previous years.
Meanwhile, we reduced the emissions intensity of the aluminium
and steel we bought in FY2026 by 20.5%. This meant we
exceeded a new internal Executive Committee target to reduce
that intensity by 15% versus FY2025. This was due to growing
maturity in our supplier engagement programme and
improvements in primary data collection, allowing us to
replaceassumptions with supplier-specific emissions data.
Designing products with sustainability in mind
We remain committed to designing and manufacturing
productsthat help our customers increase their energy
efficiencyand reduce running costs and waste.
We continue to embed sustainability into our product design
andinnovation processes, which this year included running
webinars for employees to learn more about our Design for
Sustainability guidance document and product-level carbon
calculator. Our engineers also used the calculator to assess
andaddress the cost of ownership for a number of product
development projects.
We always look for opportunities to work with our customers
andpeers to support more sustainable manufacturing, which
thisyear included strengthening our engagement with AMGTA.
This is a global, independent organisation that brings together
stakeholders from across the additive manufacturing value chain
to promote evidence-based understanding of the environmental
and resource efficiency performance of thesetechnologies.
We’ve been an AMGTA member since FY2023, and this year
contributed technical expertise and data insights to support
theresponsible adoption of additive manufacturing. We also
participated in working groups and industry forums to share
examples of good practice with our peers and promote early
consideration of sustainability in decision-making.
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
FY2021FY2020 FY2022 FY2023 FY2024
FY2026
FY2025
Trajectory of Scope 1 and 2 emissions since our FY2020 baseline year
Total Scope 1 and 2 (tCO
2
e)
40
Renishaw plc Annual Report 2026
CONTENTS
Working in partnership for a more responsible
supplychain
Given that our Scope 3 emissions represent the majority of
ourfootprint, we focus our supplier engagement programme
onreducing the indirect emissions of the products and
serviceswebuy.
This programme took a significant step forward in FY2025,
whenwe identified that raw metal procurement accounts for
around 29% of our purchased goods and services emissions,
with aluminium and steel being the commodities with the
highestembodied emissions. Wethen partnered with our main
metals supplier to use our in-house methodology to identify an
opportunity to transition themajority of aluminium we buy from
75% to 100% recycledcontent.
This year, we significantly expanded that work, partnering
withseven other aluminium and steel suppliers to help them
calculate their emissions and transition to lower-carbon supply
chains for these raw metals. As a result, we exceeded the
Executive Committee target mentioned above. We want to
buildon this success and have identified further opportunities
toexpand the programme, and apply lessons learnt, to other
commodities and their suppliers.
While the number of suppliers who are engaging with us is
growing, some are not as far into their sustainability journey.
Sowe continue to focus on education and engagement with
oursupply chain, and this year launched a new carbon
calculator to help more suppliers determine their footprint.
As well as giving us access to more primary data to make
moreinformed decisions, partnering with suppliers helps
increase ourresilience in an unpredictable economic climate.
For example, the work we’ve done with our aluminium and steel
suppliers has helped lower our exposure to certain tariffs.
Continuing to refine and strengthen our data
Accurate, reliable data remains essential for clear reporting,
andwe continue to strengthen the way we capture, analyse and
report on our key data. This includes integrating environmental
data into our business-as-usual processes, and increased
automation and streamlined data processes to improve the
quality and consistency of our data and free up people’s time
tofocus on achieving our targets. We also established a major
project to improve the way we capture data on the goods and
services we buy to enable more accurate Scope 3 emissions
reporting. This data is improving all the time, enabling us to
transition to lower emitting supply chains.
It’s important that our own data is as accurate and clear
aspossible as well, so we have continued working with our
manufacturing teams to help them monitor manufacturing waste
and ensure we focus on the areas where we can make the most
impact on our GHG emissions. This year, that work included
launching new calculators to help our teams map their emissions
and sources of waste more accurately.
Together with improvements in governance and calculation
methodologies, the work we’re doing in this area continues to
enhance the accuracy, consistency and clarity of our reporting,
while supporting better decision-making across the business.
Each year, as our data quality, emissions factors and
methodologies improve, we recalculate previous years so
thatwecan assess, and report on,our progress consistently
overtime. Details of any restatements and their impact are
disclosed inour ISO 14064 Greenhouse Gas Report, available
onour website.
Priorities for the coming year
Our focus over the next year will be on continuing to embed our
sustainability tools into our day-to-day operations and finding
new ways to automate and streamline some of our processes.
Aswell as looking to expand our supplier engagement
programme to other commodities we’ll explore options to feed
more aluminium waste back into the supply chain to support
amore circular economy. We will also continue to monitor and
assess guidance from key organisations, including SBTi and the
GHG Protocol to ensure our metrics – and the way we report
them – remain in line with their requirements and expectations.
Inaddition to monitoring absolute GHG emissions against our
science-based targets, we’re developing an emissions intensity
measure covering Scope 1, 2 and 3 emissions. Finally, mindful
ofthe potential environmental impacts of AI, wewill continue to
engage internally and with suppliers to understand and control
the impact of our AI usage.
41
Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
ESG review continued
Read more
about our
commitment
toNet Zero
How we calculate our data
In line with our Group Environmental Data Policy,
we calculate our GHG emissions using the GHG
Protocol Corporate Accounting and Reporting
Standard (revised edition) and the GHG Protocol
Corporate Value Chain (Scope 3) Accounting and
Reporting Standard.
To calculate our emissions, we use the latest
IPCCGWP 100-year horizon conversion factors,
DESNZ, GHG Protocol, supplier-specific factors
and other factors taken from a respective country’s
National Inventory Report or national government/
agency/regulator. We base as much data as we
can on primary sources, such as meter readings
and utility bills. We use estimated figures for
June’s Scope 1 and 2 emissions each year to
ensure timely data capture, then update this
datain the next Annual Report.
Data for previous years has been subject to
arefinement due to improvements in data
capturemethodologies, official retrospective
updates to carbon emissions factors, and the
correction of historical data errors.
Our ‘statutory emissions’ mean our Scope 1 and 2
emissions, and we use the market-based
methodology to account for our efforts in
generating and purchasing low-carbon energy.
The location-based method is provided for
disclosure only. All our emissions data for FY2023,
FY2024 and FY2025 has been externally assured
and received limited assurance against the
ISO14064-1:2019 standard – which means our
data has been deemed as accurate, materially
correctand a fair representation of GHG data
andinformation.
Total statutory emissions tCO
2
e
FY2026
3.8k 0.07k 3.8k
FY2025
4.2k 0.06k 4.2k
FY2024
4.1k 0.09k 4.2k
FY2023
4.4k 1.1k 5.5k
FY202
0
*
Scope 1 Scope 2
4.2k 2.8k
7.0k
Group energy consumption kWh
FY2026
42.2m 16.8m 59.0m
FY2025
40.6m 17.4m 58.0m
FY2024
38.7m 17.9m 56.6m
FY2023
38.5m 18.7m 57.2m
FY202
0
*
33.9m 18.4m 52.3m
UK Non-UK
Total measured Scope 2 GHG emissions tCO
2
e location-based
FY2026
10.3k
FY2025
10.4k
FY2024
10.2k
FY2023
9.5k
FY202
0
*
9.9k
Energy source kWh
FY2026
46.5m 12.5m 59.0m
FY2025
45.6m 12.5m 58.0m
FY2024
41.6m 12.5m 56.7m
FY2023
37.2m 20.0m 57.2m
FY202
0
*
Renewable Non-renewable
29.8m 22.5m 52.3m
Statutory GHG emissions tCO
2
e per £m revenue
FY2026
4.7
FY2025
5.8
FY2024
6.1
FY2023
8.1
FY202
0
*
13.3
Our emissions and energy data
The Companies Act 2006 (Strategic Report and
Directors’ Report) Regulations 2013 required
quotedcompanies to report their annual emissions
and an intensity ratio in their Directors’ Report.
The2018 Regulations added requirements to
disclose annual energy use and GHG emissions,
andrelated information.
*Baseline year.
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CONTENTS
Our social ambition
To inspire and support people from all
backgrounds to unlock their full potential.
Weare proud to be a responsible employer
andexpect the same from our partners.
Our social targets are:
— 40% women in global senior management.
— 10% of UK senior management to be from
ethnicminorities.
— Identify and mitigate human rights risk, within
our own operations and within Tier 1 supply
chains, globally by 2028.
— To develop a global employee and community
engagement programme.
Social
Refreshing our social ambition and
peopleagenda
Our financial and strategic success this year would not have
been possible without our talented people. Thanks to their
expertise, we have continued to manufacture products that
deliver precision, productivity and practicality to our customers,
whilenavigating an increasingly complex geopolitical landscape.
This, together with work to reorganise ourbusiness and reduce
costs, has also made it achallenging year, and we’re proud of
the resilience and care they have shown – for our business,
customers and each other – throughout the period.
Employee wellbeing has remained a key focus during the year,
supported by our well-established network of mental health
firstaiders. This included access to confidential counselling
foremployees to discuss personal or work-related challenges
and dedicated wellbeing resources, including digital tools and
webinars. We run frequent communications campaigns to raise
awareness of and encourage conversations about important
wellbeing topics, aswell as to highlight the resources available
tosupport our people. We also held a dedicated event for
earlycareers employees in January 2026 tohighlight the
importance of wellbeing in supporting performance,
resilienceand engagement.
Following the appointment of our new Group Human Resources
Director, Clare Nicholls, we took time this year to reflect on our
social ambition, targets and broader people agenda, alongside
awider review ofour ESG strategy. In some cases this meant
pausing certain activities, such as our UK employee listening
sessions, to apply what we’ve learnt and refine our priorities,
given the changes we’ve made to the business.
A simpler set of social targets
We have now refreshed our social ambition around three key
areas: our employees, people working in our supply chain,
andour communities, both within our workforce and in the
areaswhere we operate. These changes better reflect our
evolving business, while remaining ambitious and true to the
values and the vision first set out by our founders.
Throughout the rest of this section, we explain the steps we’ve
taken to refresh our social goal and strategic targets, followed
byinformation about our broader, ongoing work to support,
protect and engage with our people.
Helping people from all backgrounds unlock
theirpotential
As innovators, we have always viewed difference as a strength.
But diversity of thought can only thrive in a culture where
everyone has an equitable chance of realising their full potential.
Setting diversity targets are a helpful way of tracking and
reporting on progress and we remain committed to the two
aspirational targets we set in our original ESG strategy:
— women to globally represent 40% of our senior management;
and
— people from ethnic minority backgrounds to represent
10%ofour UK-based senior management, with senior
management and ethnic minority defined by the Parker
Review Guidance for Companies: June 2025.
Currently 22% of our senior management roles are filled
bywomen and 1.8% by employees from ethnic minority
backgrounds. Diversity at senior leadership level decreased
slightly during the year due to changes in Executive Committee
composition and reporting structures, rather than a reduction in
ethnic minority representation. These targets were benchmarked
externally and improving representation remains a priority.
We have made progress in some areas: women represent
40%of our Board, while our early careers programme is
thriving,with good representation across gender, ethnic
andsocioeconomic backgrounds.
However, we always knew our targets were ambitious, and we
stillhave more to do to break down barriers at other levels of the
business. So we will continue to review barriers to progression
and opportunities to support greater diversity across the
workforce during FY2027. We will also commission aspecialist
gender equity consultancy to help assess barriers and
recommend actions for achieving our aspirational targets.
Byfocusing on gender first, we believe we can make the
biggest, fastest impact against our ambition and then apply
thelessons we learn to other aspects of diversity, including our
ethnicity target.
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STRATEGIC REPORT
ESG review continued
Our employee
resource groups
Our UK network of employee-led
resource groups are essential in
helpingus achieve our social ambition.
These groups meet regularly. We have
the following four groups:
— LGBTQIA+ network
— Progress (Women’s health network)
— Neurodiversity network
— Culture network
While we’ve taken time to refine our approach, we’ve also
continued to introduce new measures to support our ambitions,
including further enhancing our paternity leave in response
tofeedback from our FY2025 listening sessions.
Our gender diversity statistics*
Women % Men % Undisclosed %
Board
1
4 40 6 60 – –
Executive Committee
1
2 20 8 80 – –
Senior managers
2
14 22 49 78 – –
Senior managers
3
and
subsidiary directors
4
16 15 91 85 – –
All employees 1,340 26 3,788 72 126 2
*All figures as at 30 June 2026.
1 Including the Executive Directors.
2 As defined by the Parker Review Guidance for Companies: June 2025.
3 As defined by the Companies Act 2006.
4 Means statutory directors.
Identifying and mitigating human rights risks
We operate in a complex global value chain, with around
5,200employees and 3,000 suppliers. Asaresponsible
businesswe want to help make that value chainmore
sustainable, which includes a commitment to respecting
humanrights, set out inourupdated target (seeboxon
page43).
For our own operations, this year we introduced new due
diligence checks in our global recruitment and payroll
processes, launched mandatory modern slavery awareness
training and a global communications campaign to help our
employees recognise and report modern slavery concerns.
As well as strengthening our own operations, we have continued
addressing risks in our supply chain. This includes introducing
anew Supplier Code of Conduct to our onboarding process for
all new and reactivated suppliers.
Meanwhile, our global supplier relationship management
platform has become an invaluable tool in engaging with
suppliers on key supply chain compliance topics. For example,
as well as mapping suppliers against modern slavery risks,
we’renow using the platform to store assessment records,
providing evidence of our due diligence approach, and to
assess and rate the evidence provided by suppliers. To date,
we’ve mapped 100% of our UK and Ireland suppliers, with
84%of those in scope now assessed. We have also assessed
100% of our suppliers in India, and more than half in Germany.
We’re also mapping suppliers against conflict mineral risk,
sincesome of our products rely on critical minerals that are
oftenlocated in parts of the world that are at higher risk of
humanrights abuses and conflict.
We are proud of the longstanding relationships we’ve built
withmany of our supply chain partners, and, wherever possible,
wework with them to address specific risks when they arise.
Weare supported in this work by new ‘health check’ dashboards
on our supplier relationship management platform.
Inspiring and supporting our local communities
One of the best ways that we can deliver our purpose of
Transforming Tomorrow Together is by creating positive
impactsfor society and inspiring and supporting our
communities. Our new target to develop a global employee
andcommunity engagement programme formalises the work
we’ve done over many years to support our people and the
communities where we operate.
Our science, technology, engineering and mathematics (STEM)
outreach programme is key to this work, helping to inspire the
next generation of engineers and scientists. In the UK, this
included hosting all-female STEM sessions for International
Women in Engineering Day 2026 at our site in Miskin, Wales,
andrunning outreach in some Gloucestershire libraries.
We also have a thriving community outreach programme in India.
While originally developed in response to requirements for public
limited companies to donate a certain percentage of profits to
community activities, the way the team has developed the
programme is one of the best demonstrations of Renishaw’s
values and purpose. This includes developing long-term
partnerships with charities and community-based organisations
to support projects that fund infrastructure improvements and
provide essential equipment. For example, this year we provided
funds for key equipment at a specialist cancer hospital and
donated essential equipment to a blood bank, and to non-profit
healthcare organisations. We also supported infrastructure
upgrades for academic institutions, provided sewing equipment
to help local women build new skills and income, and supported
a new sewing machine training unit for a school in Pune
dedicated to helping underprivileged and socially excluded
children. Our employees also get involved, sharing their expertise.
We intend to build on these great examples of supporting our
communities to create a more formal programme, and will share
progress in future annual reports.
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An evolving people agenda
Our people, their expertise and ideas, are at the core of our
reputation for innovation, manufacturing and customer service.
Unlocking their full potential requires more than social targets
– itrequires us to create an environment where individuals and
teams can perform at their best. This means clear expectations,
effective leadership, meaningful development opportunities
anda culture where people feel valued, supported and able
tocontribute.
Listening and responding to employee feedback
In April 2026, we ran our third annual global employee
surveyand were pleased to see participation increase to
78%(FY2025: 74%). This level of participation provides
astrongfoundation forunderstanding employee experience
andidentifying where we need to improve. Employees
continuetoshow pride in our products, services and values,
saytheyexperience high levels of trust and respect at work,
andspeakhighly of our caring and ethical culture. However,
ourengagement score fell slightly to 71% (FY2025: 74%), with
feedback reinforcing themes that are critical toour long-term
success. Employees said they wanted greater clarity about
career development, stronger collaboration acrossteams,
simpler processes and a clearer understanding ofhow they
improve their reward and pay. They also want leaders
tocommunicate more openly about our business priorities
andstrategy.
We are committed to making sure that our people see visible,
effective change as a result of the feedback. We communicated
the results from the survey in all geographies by the end of June
and are finalising action plans to address root cause issues.
Managers have been given training and guidance on how to
interpret their results and identify simple, actionable changes
intheir area that make a real difference to the experience of
theirpeople.
We continued to strengthen our approach to internal leadership
communications to encourage stronger, more authentic
connections between employees and leaders. For example,
several senior leaders participated in conversational ‘Channel R’
videos during the year, sharing insights on issues that matter to
our employees in plain language, such as our business strategy
and celebrating key successes. Employees at all levels of the
business can share progress on their work via our internal social
media channels.
Our Board continues to engage with employees during site
visits.For example, our Non-executive Director, Camille Deer,
visited China with our Chief Executive Officer, Will Lee, and
Group Human Resources Director, Clare Nicholls, inOctober
2025. Camille met senior leaders, joined sales colleagues on
customer visits, and attended a team meeting where she shared
insights into her Non-executive Director role. The visit provided
opportunities to hear employee views, with keythemes shared
with the Board.
Developing capability for the future
Creating opportunities for people to grow and progress is
essential to attracting, retaining and developing talent, and
weknow from employees that we still have work to do here.
Overthe past few years, we have established global reward,
development and performance management tools and
processes and so we have taken time this year to review
whatisworking well, and where we have gaps.
We have continued to make progress during this review, including:
— embedding a regular cycle of performance management
conversations to give employees more opportunities to
discuss their aspirations, strengths and areas for
improvement with their manager;
— conducting succession planning for key roles in our
globalbusinesses;
— expanding our leadership development programmes globally,
starting with training for first-line leaders as they take on
greater responsibility; and
— appointing a Head of Talent & People Development to lead
the creation of an effective, global approach to capability
development and career growth.
Our early careers programme remains an important source
offuture talent. During the year, we refined our approach to
workforce planning and intake forecasting to ensure we are
recruiting a sufficient and sustainable pipeline of early careers
talent for the future needs of the business. We have continued
toinvest in support for our early careers cohorts, including
dedicated coordinators who providementoring and pastoral
support, helping participants successfully transition from
education into employment andbuildlong-term careers at
Renishaw. Furthermore, we introduced a new work-readiness
programme covering topics such as responsible AI use,
resilience, financial wellbeing and communication skills.
Startingbefore onboarding, this builds engagement and
asenseof belonging before and during the early careers journey.
Our engineering apprenticeship programme was recently
awarded the NextGen Makers Gold Kitemark, recognising
excellence in apprenticeship delivery (incorporating positive
feedback from colleagues across England and Wales).
Keeping people safe and healthy in ouroperations
We recognise the importance of providing and promoting safe
and healthy working practices, and integrate health and safety
into our daily activities through a robust management system.
Weare committed to identifying potential hazards and making
sure we have effective controls to minimise their risk.
We review our high-risk areas every year and low-risk areas
every two years. Every site, regardless of activity, is assessed
against our occupational environmental, health and safety policy.
We also monitor incident and accident data to identify and
address trends.
45
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CONTENTS
STRATEGIC REPORT
ESG review continued
This year our accident statistics indicate that the leading cause
of injury was minor cuts and abrasions to hands, caused by
contact with tools and equipment. So, in the coming year we will
focus on designing and implementing a hand injury behavioural
safety programme to deliver across our high-risk areas.
We recorded 239 accidents (FY2025: 197) against a year-end
headcount of 5,254 (FY2025: 5,342), giving us an accident
frequency rate of 27.32 per million hours worked (FY2025: 22.15).
This remains very low compared to the average for the UK
manufacturing sector of 241.20 per million hours worked.
Wehadeight reportable accidents under the UK RIDDOR
reporting requirements during the year. This equates to a rate
of0.09 per 100,000 workers. This is slightly higher than FY2025
and reflects the challenges our people have had to navigate this
year. Nonetheless, it remains significantly lower than the UK
manufacturing sector, which has an average rate of 490 per
100,000 workers.
Many of this year’s incidents were minor near misses,
withourpeople reporting 354 near misses (FY2025: 349).
Proactive near-miss reporting is an essential part of a strong
healthand safety culture. However, on assessing this year’s
reports we found that almost all of them were the result of human
factors rather than a lack of policy or process. So in the coming
year, weplan to increase our focus on behavioural safety to help
reduce this trend.
Priorities for the coming year
Meaningful change takes time and we are committed to
continuously improving our people approach while delivering
oursocial targets.
Our focus in FY2027 and beyond will be on delivering against
employee engagement action plans while continuing to build
thepeople capabilities needed for the long-term success
ofRenishaw.
Starting with our senior leaders, we will simplify, clarify and
strengthen the connection between company performance,
individual contribution and reward outcomes. As a proud
‘talentbuilder’, we will continue to invest in both our early careers
and adult talent pipelines, identifying and removing barriers to
progression and focusing on conversations and tools that help
managers unlock the potential in their people.
We will continue to strengthen our internal culture and
community by helping leaders at all levels to communicate
welland connect teams as we continue to grow.
Protecting the health, safety and wellbeing of our people
remainsa fundamental priority and we will further our journey
towards a zero harm workplace by strengthening a behavioural
safety approach in our manufacturing areas.
46
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CONTENTS
Our governance ambition
To strengthen the culture of doing business
responsibly through transparent and effective
risk-based decision-making, supported by our
corporate governance framework.
Our governance targets are:
— Promote transparency and accountability in
decision-making throughout the organisation.
— Embed developments to our risk and internal
control framework during FY2027.
— Continue to evolve and embed our Code of
Conduct to support our values and purpose.
— Maintain a zero-tolerance policy on bribery
andcorruption.
— Continue to embed a compliance culture of
doingbusiness responsibly.
Download
ourCode of
Conduct
Governance
Continuing to refine our governance approach
Strong governance is at the heart of our business strategy,
including our approach to ESG, and is more important than
everas we continue navigating a complex and uncertain
geopolitical landscape. As a global business with96% of
salesoutside the UK, we need a clear, robust governance
framework that supports agile decision-making, while protecting
our valuesand purpose. The revisions we made to our strategic
governance targets – alongside our wider ESG strategy review
– are designed to support that aim (see above).
Strengthening our compliance culture
A strong governance framework is only truly effective if people
understand the expectations it sets out, how to use it and what
todo if they have a concern. While our global employee
engagement survey provides a snapshot of employee
understanding of key compliance topics, we wanted to better
understand the day-to-day barriers and opportunities our
peoplecome across in relation to compliance.
In June 2026, we asked a significant cross-section of our global
workforce to take part in an independent, anonymous survey to
share their understanding ofour compliance culture and ideas
for how we can improve across all businesses and regions.
Thesurvey has given us a deeper understanding of howwe can
empower our people to continue to strengthen ourcompliance
culture and mitigate the challenges they face.
The results of the compliance culture survey indicated strong
employee awareness of compliance policies. However, employees
were less clear on how to navigate compliance processes in
practice. The findings also highlighted a supportive, values-led
culture, with little evidence of resistance to compliance
requirements. Both the qualitative and quantitative feedback
indicated a desire for more regular compliance training and
practical examples tailored to employees’ day-to-day roles.
Proposed actions include developing team-specific compliance
guidance and process maps, incorporating more regular
compliance updates into departmental communications,
andsimplifying policies where possible.
Managing our risks and controls
As we explain on pages 23 to 26, this year our approach torisk
and control has continued to mature. Building on previous work
todesign our framework, this year we agreed a definition
ofmaterial controls and our approach to testing them.
Reviewingtheir design is well underway, and will be followed
bya pilot process for testing and documenting how well these
controls areworking in practice (their ‘operating effectiveness’).
Cyber security is a principal risk for Renishaw and remains
akeyarea of focus as we continue to prepare for the introduction
of the European Cyber Resilience Act (CRA). While the CRA
represents a significant change in terms of legal requirements
onproducts, it is a good illustration of how we are weaving
compliance into our commercial strategy, ensuring we provide
our customers with efficient, yet cyber-secure hardware and
software. As well as retiring certain products, we have
enhancedour cyber-security controls on others to prepare
forCRA compliance.
The accelerating use of AI has led us to implement more robust
digital security controls, including the maintenance of a Group-
wide AI register. We have a strict governance process in place,
blocking AI sites by default, maintaining an AI register and
arobust approvals process for specific use cases. We continue
to monitor this rapidly evolving area to ensure we comply with
emerging laws and risks.
Other key areas of focus this year included our anti-fraud
programme and export control framework. In the former,
wehavebegun anew assessment to better understand our
fraud risks and how they are evolving. In the latter, we refreshed
our policy for ‘high-risk’ destinations to respond toongoing
geopolitical uncertainty and UK government advice,
andenhanced our customer due diligence in these locations.
As well as helping us navigate an increasingly complex global
supply chain, these steps help support our Know Your Customer
procedures and our target of maintaining a zero-tolerance policy
to bribery and corruption.
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STRATEGIC REPORT
Revising our Code of Conduct
Our Code of Conduct (Code) sets out our expectations onanyone
whoworks for and with Renishaw. Translated into 14languages,
itexplains what we mean by ‘doing business responsibly’, and
gives guidance on how to make good decisions, behaviours
towatch out for and our supportingpolicies.
We ask all new employees to acknowledge that they have read
and understood the Code as part of their onboarding process.
The results of our compliance culture survey indicate
avaluesled culture supportive of doing business responsibly.
While thisis reassuring, we need to support our Code and the
associated policies with practical process maps to ensure our
colleagues identify and understand the requirement relevant
fortheir roles.
We are currently refreshing our Code to ensure our expectations
remain clear and the guidance on how to do business
responsibly is fit for purpose. We plan to publish the revised
Code in early2027.
Whistleblowing
Our Code is supported by our Speak Up Policy, which sets
outour commitment to ensuring everyone feels able to raise
aconcern, and what to do if they witness or suspect unlawful
orunethical behaviour, without fear of retaliation. The policy
includes details of our independent, confidential whistleblowing
portal and global hotline, Speak Up, and anyone working
fororwith Renishaw can raise a concern. This year, we logged
29 cases (FY2025: 27). No significant trends were identified from
the cases reported, although a small cluster of conduct-related
reports was noted in Mexico and China, with a majority ofclosed
cases found to be unsubstantiated.
In FY2026, we also launched a new Supplier Code of Conduct
for ourUK suppliers. As part of our broader supplier
engagement programme, the Supplier Code of Conduct sets
outour expectations of our suppliers covering key compliance
topics such as bribery and corruption. We have incorporated the
Supplier Code of Conduct into our onboarding process for all
new and reactivated suppliers and are now exploring options
toshare with existing key suppliers.
Number of Speak Up cases reported
FY2022
FY2023
FY2024
FY2025
FY2026
29
27
36
18
13
Priorities for the coming year
As a responsible business, we will continue to strengthen our
governance and compliance framework by progressing our
workon material control design and effectiveness testing,
launching our revised Code of Conduct, and responding
tofeedback from our compliance culture survey.
In particular, we will focus on enhancing our Know Your
Customer procedures and improving decision-making
processes to strengthen clarity and accountability.
We will also continue preparing for the introduction of the
European CRA, and monitoring cyber security and the
rapidlyevolvingAI landscape.
ESG review continued
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Renishaw plc Annual Report 2026
CONTENTS
Climate-related Financial
Disclosuresstatement
Renishaw recognises the climate emergency and understands that both physical changes to the climate and the transition to
alower-carbon economy pose risks and opportunities for our business. This statement provides information on how we identify,
assess and manage those risks and opportunities. The disclosures below meet the expectations of our stakeholders and the
requirements of UKLR 6.6.6R(8) and are broadly aligned with IFRS S2 Climate-related Disclosures.
Recommended disclosures table
The table below provides an index on where to find more information on key disclosure requirements throughout this Annual Report,
in line with the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD).
TCFD recommendations and recommended disclosures Progress* Read more
Governance
a. Describe the Board’s oversight of climate-related risks and opportunities pages 53, 59, and 68
b. Describe management’s role in assessing and managing climate-related risks
and opportunities
pages 53, 59, and 68
Strategy
a. Describe the climate-related risks and opportunities the organisation has
identified over the short, medium and long term
pages 50 to 53
b. Describe the impact of climate-related risks and opportunities on the
organisation’s businesses, strategy and financial planning
pages 53 to 55
c. Describe the resilience of the organisation’s strategy, taking into consideration
different climate-related scenarios, including a 2°C orlowerscenario
pages 53 to 54
Risk
management
a. Describe the organisation’s processes for identifying and assessing climate-
related risks
page 50; see more
onpages23 to 32
b. Describe the organisation’s processes for managing climate-related risks page 50; see more
onpages23 to 32
c. Describe how processes for identifying, assessing and managing climate-
related risks are integrated into the organisation’s overall riskmanagement
page 54
Metrics and
targets
a. Disclose the metrics used by the organisation to assess climate-related risks
andopportunities in line with its strategy and risk management process
page 55; see more
onpages30 to 42
b. Disclose Scope 1, Scope 2 and, if appropriate, Scope 3 emissions, andthe
related risks
page 55, see more
onpage42
c. Describe the targets used by the organisation to manage climate-related risks
and opportunities against targets
page 55
*Consistent with the TCFD recommendations
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CONTENTS
STRATEGIC REPORT
Climate-related Financial Disclosures statement continued
Updating our climate-related scenario analysis
As part of ongoing work to strengthen the way we identify, assess and manage our climate-related risks and opportunities
wecarried out a new deep-dive assessment this year. The basis for this assessment was a series of scenario analysis workshops
with stakeholders from across the business, including representatives from our sales regions, product divisions, manufacturing and
procurement, as well as corporate functions such as HR, Finance, Legal and Sustainability. During the sessions, we considered
threescenarios, over three time horizons, to assess the climate-related physical and transitional risks and opportunities facing
ourbusiness. As a result, we identified 68 climate-related risks and opportunities, which we consolidated into consistent themes.
Wescored each theme based on geography, likelihood of occurrence and potential impact, to create a shortlist of five risks and
fiveopportunities. This shortlist was approved by our ESG Committee and then financially quantified, with support from our finance
and strategy colleagues, to assess affected revenue projections based on a range of factors.
How we conducted our scenario analysis
The tables below set out the scenarios, time horizons and types of risks and opportunities that we considered.
Scenario Description
1.5°C Paris-aligned
scenario
— RCP1.9/SSP1-1.9, PRI IPR: 1.5°C Required Policy Scenario
— Action is taken around the world to align with the aims set out in the 2015 Paris Agreement,
limitingtemperature increases to as close to 1.5°C compared to pre-industrial levels as possible.
— There are some physical changes, however they are largely controlled, but achieving this goal has
required substantial shifts in policy and behaviour.
— Net zero is achieved by 2050.
2°C Paris upper limit
scenario
— RCP3.4/SSP2-4.5, PRI IPR: Forecast Policy Scenario
— Some of the ambitions set by the Paris Agreement are met, with slow, incremental improvements but
noconsistent action or commitment globally.
— Physical impacts are clearer to see, and there is greater inconsistency in policy directions around the
world, increasing burden on multinational companies.
— Emissions start to fall around 2050.
3+°C Business as usual
scenario
— RCP6.0/ SSP3-7.0
— Economies around the world continue to be powered by fossil fuels and promises made by global
leaders and businesses have been largely ignored.
— Global warming has accelerated and is well past key tipping points by 2035. Physical consequences
are tangible, and increasingly catastrophic.
— Emissions keep rising and have doubled by 2100.
Time horizon Timeframe Link to business-planning horizons
Short term 0 to 2 years (to 2028)
Aligned with Group risk management framework and analyst
financialforecasts.
Medium term 2 to 10 years (to 2036)
Aligned with timeframes used for longer-term internal business
planningpurposes.
Long term More than 10 years
(Beyond 2037)
Aligned with planning horizons for long-lived infrastructure assets, andinline
with our global target for reaching net zero.
Category Description
Physical risks
Risks related to the physical impacts of climate change, both event-driven (acute) and longer-term (chronic)
shifts in climate patterns, which may have financial implications for companies.
Transition risks
Growing external pressures to transition to a lower-carbon economy result in changes to the regulatory
ormarket environment, in ways that could negatively affect company costs, revenue or market share.
Opportunities
A shifting business landscape in a changing world that opens new markets and investment opportunities
or allows revenue growth.
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CONTENTS
Assessing our opportunities and risks
Below we give details on four of the climate-related opportunities and one risk that we assessed, including our approach and
assumptions, as well as the likely impact and our response. The results are presented as a percentage of our current Group
revenueas shown in the following key:
Negligible <1% Low 1 to 3% Medium 3 to 10% High >10%
Opportunity: Increased importance of Renishaw technology for manufacturing continuity and efficiency
Increasing need for automation and flexibility in manufacturing drives growth
forRenishaw, as resource efficiency and greater disruptions to supply chains
increase pressures on the manufacturing sector.
Scenario 1.5°C 2°C 3+°C
Timeframe
Short (0-2 yrs)
Medium (2-10 yrs)
Long (10+ yrs)
How we assessed the
opportunity
We projected revenue tied directly to manufacturing from Industrial Metrology (IM), and estimated
the scale of the opportunity by considering the proportion of revenue assumed attributable to
climate-related factors.
Key assumptions
The proportion of IM revenue influenced by the following customer considerations:
— increased scrutiny on waste;
— automation;
— flexibility across a global footprint;
— material competition; and
— decarbonisation.
Impact on Renishaw
Growing demand for more automation in manufacturing presents global growth opportunities
forRenishaw.
Our response
We continue to invest in research and development for our IM technologies, and maintain our close
ties to manufacturing customers and original equipment manufacturers to ensure we provide them
with the products they need to adapt to a changing world.
Opportunity: Market shifts due to the adoption of green technologies
Increasing sales to customers from industries such as battery technology, carbon
capture, clean energy production, electric vehicle manufacturing andother green
industries offset potential losses in existing markets suchastraditional internal
combustion engine manufacturing and aeronauticalindustries.
Scenario 1.5°C 2°C 3+°C
Timeframe
Short (0-2 yrs)
Medium (2-10 yrs)
Long (10+ yrs)
How we assessed the
opportunity
We assessed revenue from customers in green technologies and those that serve them, including
semiconductors, energy, precision manufacturing and automotive sectors, against accelerated
adoption ofgreen technology projections.
Key assumptions
The proportion of relevant revenue that is open to new bidding and the following growth factors:
— increased growth in green technologies as a result of a global shift to decarbonisation; and
— the proportion of sales driven by Renishaw’s position as a trusted leader in these areas.
Impact on Renishaw
Growth in green technologies that Renishaw already supports offset any potential losses from
existing industries that are harder to decarbonise and that may shrink under scenarios 1 and 2.
Our response
We continue to invest in research and development and maintain close relationships with customers
driving the global transition to net zero.
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Climate-related Financial Disclosures statement continued
Opportunity: Growth in additive manufacturing
Increased sales of our AM products, as global adoption increases, driven by
agrowing need for flexibility as customers navigate increasingly localised and
frequently disrupted supply chains. Sales also driven bythe unique advantages
of AM to enable novel technologies and applications.
Scenario 1.5°C 2°C 3+°C
Timeframe
Short (0-2 yrs)
Medium (2-10 yrs)
Long (10+ yrs)
How we assessed the
opportunity
We assessed revenue projections from our AM product line against the proportion of sales driven by
climate-related impacts.
Key assumptions
The proportion of relevant revenue affected by the need for:
— novel solutions that are only possible through AM; and
— increased flexibility due to supply chain disruptions, localisation of, and rising demand for
faster,manufacturing.
Impact on Renishaw
We expect growth in AM to drive a large proportion of our future growth.
Our response
We continue to invest in research and development in our leading AM products, as well as
expanding our own use of AM and engaging with industry peers through our membership of AMGTA.
Opportunity: Reshoring and relocation of global manufacturing
Increased sales in EMEA and Americas as well as emerging markets in APAC
asmanufacturing moves closer to the point of consumption, or towards the
location of key commodities, due to greater disruption of logistics or customers’
desire to improve supply chain resilience.
Scenario 1.5°C 2°C 3+°C
Timeframe
Short (0-2 yrs)
Medium (2-10 yrs)
Long (10+ yrs)
How we assessed the
opportunity
We compared revenue projections for manufacturing sales in IM, Position Measurement (PM) and
AM against climate-related factors.
Key assumptions
The proportion of relevant revenue that is affected by:
— the proportion of sales that are for new customers, and not tied to existing machine tool designs;
and
— the proportion of new sales driven by relocation of manufacturing away from centralised global
hubs as a result of primary or secondary impacts of climate change:
• For scenario 1, this is an increased drive to relocate for efficiency gains.
• For scenarios 2 and 3 this is driven largely by a need to shore up supply chains and avoid
global disruptions.
Impact on Renishaw
As manufacturing becomes more localised, the growth in manufacturing facilities creates more
opportunities to sell our products, as customers look for flexible systems that can support production
anywhere in the world.
Our response
We continue to invest in research and development for our manufacturing customers, and retain
aglobal footprint to ensure we can work alongside customers wherever they are located.
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Risk: Cost of ownership
Losing out to competitors who might offer more energy- or resource-efficient
products that are cheaper, simpler or more sustainable to operate.
Scenario 1.5°C 2°C 3+°C
Timeframe
Short (0-2 yrs)
Medium (2-10 yrs)
Long (10+ yrs)
How we assessed the
opportunity
We combined revenue from product lines that are open to tender and identified as at risk from
acompetitor product that is outperforming ours in terms of resource or energy efficiency.
Key assumptions
The proportion of relevant revenue that is affected by:
— the proportion of sales that are new, and not tied to existing designs; and
— the proportion of potential sales volume considered at risk from a competitor potentially
outperforming a Renishaw product on energy or resource efficiency.
Impact on Renishaw
We could lose market share and our position as an industry leader as a result of a more energy-
orresource-efficient competitor product.
Our response
We continue to invest in research and development for new and existing products and are
committed to designing and manufacturing products that help our customers increase their energy
efficiency and reduce running costs and waste. We continue to embed sustainability into our product
design and innovation processes, which include Design for Sustainability guidance and aproduct-
level carbon calculator (see page 40).
Governance
We have a robust governance structure in place to ensure that we effectively assess and manage our climate-related risks and
opportunities at the appropriate levels of the business, as shown on page 24.
Our Board is ultimately responsible for overseeing Renishaw’s ESG strategy (see our ESG review on pages 37 to 48), which includes
reviewing and approving our climate-related risks and opportunities. The Board delegates day-to-day oversight to ourESGSteering
Committee. The Committee is chaired by our Chief Executive Officer, Will Lee, and includes our Independent Non-executive Director,
Stephen Wilson, and representatives from across Renishaw with relevant skills and experience. TheESGCommittee is also
responsible for sharing information and expertise with our Audit Committee and Risk Committee tosupport themwith our climate-
related responsibilities.
Our Audit Committee reviews the effectiveness of our risk management and climate-related assurance across the Group (page84).
Our Risk Committee supports the Group in identifying and managing our climate-related risks and opportunities (pages23 to 32).
Our Remuneration Committee ensures that our remuneration policies are aligned with our strategic objectives, which include
specific ESG objectives that form part of the incentive opportunity for Executive Directors and the Senior Leadership Team
(pages112 to 115).
Strategy
Renishaw has complied with the recommendations of the TCFD since FY2023, with year-on-year improvements in our disclosures
ever since. This year we conducted a new deep-dive assessment of our climate-related risks and opportunities to prepare for
changes tothe UK listing rules that are expected to replace the now disbanded TCFD’s recommendations with the UK Sustainability
Reporting Requirements S2 (see page 50).
Impact of climate-related risks and opportunities on our business
As the climate-related opportunities facing our business outweigh the risks, we remain focused on ensuring we are well positioned
tocapitalise on them while remaining competitive. This is best demonstrated through our longstanding commitment to innovation
and investment in research and development to create products that reduce manufacturing cycle times, scrap and waste to help
customers reduce their impact on the planet.
We constantly monitor the legislative landscape to ensure we are prepared for any climate-related changes, and maintain close
relationships with customers to ensure we understand the impact that market shifts have on their business. We are seeing
increasedgrowth in new markets, as wider technology shifts occur. For example, we’re seeing increasing sales for encoders in
areas like battery technology and electric vehicle production. We also continue to enjoy growth in our AM product line as more
customers recognise the benefits of AM, including minimising material waste and localising production to cut shipping emissions.
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CONTENTS
STRATEGIC REPORT
Climate-related Financial Disclosures statement continued
While we are aware of planned and existing carbon taxation schemes, such as the UK Carbon Border Adjustment Mechanism
(CBAM), our current financial calculations suggest they will not have a material financial impact on the business.
Despite Renishaw’s global footprint, our exposure to physical risks is limited. This is because our major manufacturing sites are
located in the UK, where we have mature plans in place to prepare for and mitigate the impact of any climate-related disruption to
our operations. Our non-manufacturing sites located in the most exposed geographies are typically short leases, giving us flexibility
to adapt to changes in the frequency or severity of climate-related events. Sites that are not on short leases are in areas where we
have a strong regional footprint, so our customers would still have access to our sales and support teams in the event of disruption.
Our highest-risk manufacturing site is Pune, India, which could be affected by wildfires and heat stress. This, in turn, could affect
ourability to produce the volume of cables and tool-setting arms we need. To mitigate this risk, we have implemented an inventory
contingency plan, ramping up sourcing from other established supply chains and drawing on our experiences during the COVID-19
pandemic to quickly reinstate production at our other manufacturing locations.
We have continued to develop our climate transition plans, which describe our net zero targets and our strategy for successfully
transitioning to a lower-carbon economy (www.renishaw.com/en/climate-related-risks-and-opportunities--48236).
Resilience of our business strategy
We are committed to developing products that help the world reach net zero and have aligned our business strategy and planning
with a 1.5°C to 2°C scenario as set out under the Paris Agreement. This ensures we can adapt to changing government and market
requirements as the global transition to net zero occurs, regardless of pace or shifts in public opinion. We continue to invest in new
products and upgrading existing product lines to deliver the most efficient manufacturing possible for our customers globally.
While our physical risks increase under a 3+°C scenario, as well as over a longer time horizon, we believe we have the capacity
toadjust our business strategy if these risks become more extreme and frequent. We have already taken steps to mitigate against
potential impacts. For example, we have equipped our UK manufacturing sites with flood defences and early warning systems,
aswell as ensuring we have some duplication of manufacturing to ensure continuity in the event of climate-related disruption.
We believe our business strategy is robust and considers the potential impacts of these climate-related trends. Our strategy will
continue to be informed by the work we are doing to identify, assess and manage climate-related risks and opportunities.
Risk management
Our Risk Committee is responsible for overseeing the management of our climate-related risks. The Committee uses top-down
andbottom-up reviews to score all risks, including climate-related risks. Since FY2025, we have included risk velocity in our
management and identification process.
The Committee has reviewed our CFD assessment of climate-related risks and opportunities, and this year upgraded ‘climate
change risk’ to emerging. Climate change is considered alongside a grouped sustainability risk category, which includes risks
associated with legislation. This year, climate change has been upgraded to an emerging risk by the Risk Committee. More details
on this risk can be found on page 26.
Our Director of Group Strategy, Marc Saunders, is the owner of the Sustainability risk category. We do not currently consider
Sustainability a principal risk due to the time horizon we consider for core risk assessment. Our risk register details the riskswe have
identified at an organisational level; more information about organisational risks is available in our Risk report on pages 23 to 32.
Managing supply chain climate risk
We continue to integrate climate-related risks into our procurement strategy. We are implementing a supplier risk assessment
programme to assess climate-related risk alongside other factors, such as financial health, political uncertainty or exclusive
sourcingstatus. We will begin with our highest-value suppliers, meaning suppliers who provide materials for our high-revenue-
generating products. We will use our supplier engagement programme (see page 36) to work with suppliers located in a country
identified as high risk by the Notre Dame Global Adaptation Initiative’s country rankings (https://gain.nd.edu/our-work/country-index/
rankings/), to help them identify therisks they face and ensure they have appropriate mitigation plans in place. These plans could
include dual sourcing, orarequirement to hold a certain level of inventory.
Assessing risk at our sites
Alongside assessing our supply chain risk, we are refining how we assess risk in our owned and leased sites, informed by previous
chronic or acute events that have affected those sites, as well as their existing mitigations and disaster relief plans. Our aim is to
equip site teams with the information they need, rather than maintaining a centralised database that doesn’t inform site-level
decision-making.
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Metrics and targets
Having reassessed our climate-related risks and opportunities, we can now quantify and monitor the financial value associated with
them. We will continue to update and review our quantifications, and use them to guide business strategy to ensure we maximise the
opportunities presented to us, and minimise risk exposure.
We have set targets to reduce our greenhouse gas emissions across our full value chain, which have been validated by the Science
Based Target initiative (SBTi). Our approved targets, which are aligned to a 1.5°C scenario, are summarised in the table below:
Near-term
50% reduction in absolute Scope 3 emissions by FY2030 from an FY2020 baseline
Net zero
90% reduction in absolute Scope 1 and 2 emissions by FY2028 from an FY2020 baseline
90% reduction in absolute Scope 3 emissions by FY2050 from an FY2020 baseline
We use the following cross-industry TCFD metrics to track and report on our climate-related risks and opportunities:
— Scope 1, 2 and 3 GHG emissions – pages 39 to 42;
— energy use – pages 39 to 42;
— climate-related executive management remuneration – pages 111 to 115;
— potential revenue associated with climate-related trends – pages 51 to 53;
— strategic objectives for the FY2026 annual incentive opportunity for our Executive Directors and Senior Leadership Team,
including progress against the Executive Committee’s target to reduce Scope 3 emissions, centred on our purchased metals
(Cat. 1) – page 114.
Our climate-related risk metrics
Climate-related risk metrics FY2026 FY2025 FY2020
Scope 1 emissions (CO
2
e)
3,774
4,090 4,155
Scope 2 emissions (CO
2
e) (market-based)
72
63 2,822
Scope 2 emissions (CO
2
e) (location-based)
10,345
10,421 9,885
Scope 3 emissions (CO
2
e)
128,687
121,364 94,512
Total statutory emissions (CO
2
e)
3,846
4,153 6,977
Statutory GHG emissions (tCO
2
e per £m revenue)
4.7
5.8 13.7
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Renishaw plc Annual Report 2026
STRATEGIC REPORT
CONTENTS
STRATEGIC REPORT
We are required by sections 414CA and 414CB of the Companies Act 2006 to include in our Annual Report certain non-financial
andsustainability information. The table below shows where this information can be found in this report.
Our business model is set out on page 10 and our non-financial KPIs are disclosed on page 13.
Reporting
requirement(s) Further information Policies Related principal risk(s)
Climate-related
financial
disclosures
— Climate-related Financial Disclosures
statement (pages 49 to 55)
— n/a — Product innovation (page 30)
— Low-price competition (page28)
— Non-compliance with laws and
regulations (page 31)
— Supply chain dependencies
(page30)
Environmental
matters
— ESG review – Environment
(pages39to42)
— How we engage with stakeholders
(pages 34 to 36)
— Group Environmental Data Policy
— Group Management of
WastePolicy
— Code of Conduct
— Product innovation (page 30)
— Low-price competition (page28)
— Non-compliance with laws and
regulations (page 31)
— Supply chain dependencies
(page30)
Our employees
— How we engage with stakeholders
(page 34)
— ESG review – Social (pages 43 to 46)
— Directors’ Corporate Governance
Report (pages 66 to 67)
— Section 172 statement (pages 72 to 73)
— Other statutory and regulatory
disclosures (page 123)
— Equality, Diversity and
InclusionPolicy
— Speak Up Policy
— Group Occupational Health
andSafety Policy
— Code of Conduct
— People (page 32)
Social matters
— How we engage with stakeholders
(pages 34 to 36)
— ESG review – Social (pages 43 to 46)
— Directors’ Corporate Governance
Report (pages 66 to 67)
— Section 172 statement (pages 72 to73)
— Other statutory and regulatory
disclosures (page 123)
— Equality, Diversity and
InclusionPolicy
— Speak Up Policy
— Group Environmental Health
andSafety Policy Manual
— Code of Conduct
— People (page 32)
Respect for
human rights
— How we engage with stakeholders
(pages 34 to 36)
— ESG review – Social (page 44)
— Directors’ Corporate Governance
Report (page 67)
— Group Modern Slavery and
HumanTrafficking Policy
— Equality, Diversity and
InclusionPolicy
— Speak Up Policy
— Code of Conduct
— People (page 32)
— Non-compliance with laws and
regulations (page 31)
Anti-corruption
and anti-bribery
— ESG – Governance (pages 47 to 48)
— Directors’ Corporate Governance
Report (page 67)
— Group Anti-Bribery and
CorruptionPolicy
— Gifts and Hospitality Policy
— Code of Conduct
— Non-compliance with laws and
regulations (page 31)
— Supply chain dependencies
(page30)
The Strategic Report on pages 2 to 56 was approved by the Board on 22 September 2026 and signed on its behalf by:
Sir David Grant
Chair
Section 172 statement
Our Section 172 statement on pages 71 to 73 describes how the Directors have had regard to stakeholders’ interests and other
matters when discharging Directors’ duties set out in Section 172 of the Companies Act 2006. It includes examples of how
stakeholders’ interests were considered in the principal decisions taken during the year. Details of our engagement with
stakeholders are in the How we engage with stakeholders section on pages 34 to 36.
Non-financial and sustainability information statement
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Renishaw plc Annual Report 2026
Strategic report
CONTENTS
58 Directors’ Corporate Governance Report
60 Board of Directors
63 Executive Committee
71 Section 172 statement
77 Nomination Committee Report
84 Audit Committee Report
90 Directors’ Remuneration Report
122 Other statutory and regulatory disclosures
125 Directors’ responsibilities
Governance report
Renishaw plc Annual Report 2026
GOVERNANCE REPORT
57
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport
The year in review
The Board had another busy and productive year in FY2026,
supporting and challenging the Executive Committee and
evolving our composition. In this Governance Report,
weoutlineour key activities and outcomes, the work of our
Committees, theCompany’s governance structures, and how
wecomplied with regulatory requirements – including the
UKCorporate Governance Code 2024 (Governance Code),
whichapplies tothe Company for the first time this year
(exceptProvision 29, which will apply from FY2027).
Although Board attention this year was often on the changing
and complex international geopolitical events that influence
ourcustomers and markets, we ensured that governance,
leadership and resources remained effective. The Board
addressed leadership succession, shareholder engagement,
business productivity, risk management, material controls,
ESGmatters, people and culture, and the ongoing development
of our resilient strategy tosustain long-term success.
As part of that long-term success, and as announced on
26 November 2025, the families of the Company’s founders –
thelate Sir David McMurtry and current Non-executive Director
John Deer – established a joint family holding company,
DeltamHoldings Limited (Deltam), to hold 50.25% of the
issuedshare capital of Renishaw. Establishing Deltam
facilitatesagenerational transfer of the business within the
families, reaffirming their commitment to Renishaw and their
intention to be long-term shareholders of the Company, which
Ivery much support. The discretionary trusts established for the
benefit of Richard McMurtry, Ben McMurtry and Yvette Pridmore
have a72.12% interest in Deltam and the Deer parties 27.88%
inaggregate. More information is set out on pages 123 to 124.
A summary of the Board’s activities during the year and its
principal decisions can be found on pages 70 to 73.
Changes to the Board
Appointing a Chief Financial Officer
Following a comprehensive search process, more details of
which can be found in the Nomination Committee Report on
page 83, John Shipsey joined the Company as Chief Financial
Officer (CFO) and Executive Director with effect from 13 April
2026. John brings significant board and executive leadership
experience, having held the role of CFO at various listed
andprivate companies, including 12 years at Dyson Limited,
fiveyears at Smiths Group plc and two years at Featurespace
Limited. John also held finance and strategy rolesat Diageo plc
earlier in his career and served as a non-executive director of
Dechra Pharmaceuticals PLC.
John’s deep understanding of the industrials sector and its
associated performance drivers will be key to supporting the
Board’s increased focus on strategy and risk, as will his strong
track record of leading high-performing finance functions.
Welook forward to him strengthening both the Board and
Executive Leadership team.
Appointing a permanent Chair
I was honoured to accept the role of permanent Chair from
8 April 2026, for a period of up to two years, and so also retain
my role as Chair of the Nomination Committee. I look forward
tocontinuing to work with the rest of the Board through this
important period of evolution for the Company and to helping
provide stability, along with our new Senior Independent Director.
Appointing a Senior Independent Director
Following my appointment, the Board appointed Juliette Stacey
as our new Senior Independent Director, from 8 April 2026.
Juliette first joined Renishaw as an Independent Non-executive
Director in January 2022. As well as Chair of the Audit
Committee, she is also a member of the Nomination and the
Remuneration Committees.
Appointing Camille Deer as a Non-executive Director
We also announced the appointment of Camille Deer as
aNon-executive Director, with effect from 1 September 2025.
Camille has been an excellent addition to the strength of our
Board, enriching discussions this year. I am confident that her
appointment will prove to be invaluable in helping to guide the
strategic direction of the business, while – in addition to the
jointfamily holding company, Deltam – also demonstrating the
continued commitment of the founding families to the future
ofRenishaw.
Overseeing risk and controls
I was pleased with the progress made in developing the Group’s
risk and control maturity, moving from framework design to
embedding. We achieved key milestones in progressing towards
Provision 29 by defining what a material control is for the Group,
setting the standard for effectiveness of these controls and how
they’ll be tested, and have focused the risk owners on whether
the controls they are responsible for are designed effectively.
Embedding the desired culture
We continue to monitor and embed our desired culture, including
doing business responsibly. Weundertook work this year to
refresh our Code of Conduct, with a target launch date of
January 2027, and conducted our first Group compliance culture
survey and third employee engagement survey – see more on
pages 47 to 48, and 45 respectively. We also recruited a new
Group Human Resources Director, Clare Nicholls, who is
reassessing key priorities.
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Refreshing the ESG strategy
ESG has become increasingly important across Renishaw in
thepast few years. This year our ESG strategy was refreshed
torefine our goals, remove outdated elements and streamline
our targets while retaining the ambition of our original strategy.
The Board approved the refreshed ESG strategy, and the
ESGSteering Committee continues to oversee progress
againstit. More details on delivery against the refreshed
strategyare given in the ESG Review on page 37.
Building relationships with stakeholders
Long-term success depends on strong relationships with all
ourstakeholders. In the UK, Board members attended our
2025AGM at our headquarters in November 2025 and the
Capital Markets Day in London in June 2026, giving us the
chance to meet with shareholders and other market participants.
The Board monitors the Company’s increased interaction with
the investment community, which we discuss on page 35.
Visits by Board members to China this financial year provided
important industry context for strategic Board decisions in our
largest market. We held a Board meeting at our site in Miskin,
Wales, and our Directors took time to visit trade shows,
includingEMO Hannover – the largest machine tool and
factoryautomation conference in the world – in September 2025.
Theyalsoattended some of our productdivisions’ showcase
events, where there was an opportunity to interact with our
employees. These visits providedthe Board with valuable
insights into the experiences ofour people, suppliers,
customersand competitors, complementing
management’sinsights.
Our engagement with stakeholders, including our people,
provides the Board with enhanced context and background
when making decisions. Pages 34 to 36 of our Strategic Report
explain more about how we engage with stakeholders, while our
Section 172 statement on pages 71 to 73 explains more about
how we consider the views of our stakeholders in ourdecision-
making process.
External Board performance review
This year we commissioned an externally facilitated Board
performance review, conducted by Fidelio, in accordance
withthe Governance Code. The review confirmed that the
Boardand its Committees operate effectively, with Directors
demonstrating strong commitment and constructive challenge.
Actions identified will inform our next cycle of development
andour improvement agenda. Details of the performance review,
including the areas identified for improvement, and the progress
made against last year’s actions, can be found in the Nomination
Committee Report on pages 81 to 82.
Focusing on diversity and inclusion
We continued to focus on diversity and inclusion this year,
through our Board-approved global Equality, Diversity
andInclusion (EDI) Policy. This includes the Board’s
responsibilities in relation to EDI and reflects the Financial
Conduct Authority’s (FCA) requirements for diversity
atBoardand Board Committee level.
Looking ahead
In FY2027, the Board will focus on:
— continuing to support the Group’s growth plans by
overseeingits key strategic focus areas for growth and
supporting management with the development of our
operating model;
— continuing the search for the Company’s next Chair, with the
aim of making an appointment by 2028;
— implementing the Board effectiveness action plan;
— continuing to increase engagement with investors;
— overseeing our talent pipeline at Executive Committee level
and one level below;
— overseeing climate change and ESG matters, including
improving ourdiversity across all levels of the business; and
— complying with Provision 29, and monitoring how culture
supports the way of operating throughout the Group.
The progress we have made in the past couple of years
providesus with a sound platform from which we look forward
with confidence. The 2026 AGM will be held on 25 November
2026, and I look forward to meeting many of you then.
Sir David Grant
Chair
22 September 2026
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GOVERNANCE REPORT
CONTENTS
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
N*
Sir David Grant
Chair
Date appointed to the Board April 2012
(Independent Non-executive Director from April 2012 to
October 2013; Senior Independent Director from October
2013 to June 2024; Interim Non-executive Chair from
June2024 to April 2026)
Areas of expertise
Engineering, people, science/technology
Contribution, skills and experience
— Various previous leadership positions at international
engineering companies and government-related science
and technology bodies.
— Extensive engineering experience andrecognised for his
contributions toindustry.
— Contributes to talent recruitment, increasing diversity
anddevelopment ofthe workforce.
External appointments None
Will Lee
Chief Executive Officer
Date appointed to the Board August 2016 (Group Sales and
Marketing Director from August2016 to February 2018)
Areas of expertise
Sales and marketing, strategy, engineering,operations
Contribution, skills and experience
— Effective and strong leadership and management, both
technical and commercial, with an acute awareness
oftheindustry and its opportunities andchallenges.
— Maintains a wide breadth of knowledge, aswell as
strongstakeholder relationships that continue to develop
the business.
— Joined in 1996 and since then has held various senior
management positions in engineering, operations, and
sales and marketing, resulting in an in-depth understanding
of the Group’s business, products and markets.
External appointments None
John Deer
Non-executive Director
Date appointed to the Board July 1974
(Executive Deputy Chairman from July 1974 to January 2020)
Areas of expertise
Manufacturing, strategy, international development
andoperations
Contribution, skills and experience
— Co-founder of Renishaw, contributes toBoard leadership
and strategic decisions for growing the business.
— Extensive manufacturing and quality experience, contributes
to the delivery ofefficient, high-quality manufacturing.
— Strategic vision, and commercial and international
experience.
External appointments None
John Shipsey
Chief Financial Officer
Date appointed to the Board April 2026
Areas of expertise
Finance, IT, strategy, risk and controls
Contribution, skills and experience
— Extensive international financial leadership experience
across global listed and private companies.
— Deep expertise in capital allocation, business
transformation, governance and investor engagement.
— Strong track record of improving financial performance,
strengthening controls and supporting complex strategic
transactions, including acquisitions and divestments.
External appointments None
Board of Directors
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A*
N
R
Juliette Stacey
Senior Independent Director
Date appointed to the Board January 2022 (Independent
Non-executive Director from January 2022 to April 2026)
Areas of expertise
Finance, M&A, strategy, corporate governance,
internalcontrols, compliance
Contribution, skills and experience
— Qualified as a chartered accountant with an in-depth
understanding of finance, M&A andstrategy.
— Career experience in finance, as well asexecutive roles
inboth listed and non-listed company environments.
— Roles as chair of audit committees at other listed
companies brings a wider industry perspective.
External appointments
— Senior independent director and audit committee chair
ofFuller, Smith & Turner plc.
— Non-executive director and audit committee chair of
Sanderson Design Group plc.
— Non-executive director of Hardwicke Investments Limited.
— Non-executive director and audit committee chair of
Willmott Dixon Holdings Limited.
A
N
R*
Catherine Glickman
Independent Non-executive Director
Date appointed to the Board August 2018
Areas of expertise
People, remuneration, pensions, strategy
Contribution, skills and experience
— Breadth of human resources experience in other listed
companies is particularly valued by the Board.
— Skilled at developing reward structures thatalign
leadership motivation with Groupstrategy.
— Extensive HR, remuneration and pensions experience,
aswell as previous international experience with
Genusplc and Tesco plc.
External appointments
Non-executive director of East of England Ambulance
Service NHS Trust.
A
N
R
Professor Dame Karen Holford
Independent Non-executive Director
Date appointed to the Board September2023
Areas of expertise
Engineering, research and development, science/technology,
people and diversity
Contribution, skills and experience
— Engineering experience across industry
andhighereducation.
— Leadership and strategic advisory positions, including
within government-related science and technology bodies.
— Skilled at advancing diversity in theworkforce.
External appointments
Chief executive and vice-chancellor of Cranfield University.
A
N
R
Stephen Wilson
Independent Non-executive Director
Date appointed to the Board June 2022
Areas of expertise
Software, finance, strategy, business development,
ITtransformation, internationaldevelopment
Contribution, skills and experience
— Extensive experience in the software sector, including
strategic, financial, business development and
ITtransformation.
— Career experience in finance and businessdevelopment,
including inglobalbusinesses.
— Executive and non-executive roles inlisted
companyenvironments.
External appointments
— Non-executive director and audit committee chair of
Canonical Holdings Ltd.
— Member of the Council of the University of Cambridge.
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CONTENTS
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
A
Audit Committee
N
Nomination Committee
R
Remuneration Committee
*
Committee Chair
Board of Directors as at
22September 2026
Read more extensive Board biographies at
www.renishaw.com/directors
Former officers during FY2026
Allen Roberts
Group Finance Director
Appointed October 1980
Stepped down November 2025
Board of Directors continued
Richard McMurtry
Non-executive Director
Date appointed to the Board July 2024
Areas of expertise
Engineering, robotics, product development
Contribution, skills and experience
— Highly experienced director of various businesses.
— Career experience in overseeing and developing the
future of innovation.
— Trained as an engineer with significant involvement in
product development and robotic systems.
External appointments
Director at Leviathan Engineering Limited and
MoorendLimited.
Kasim Hussain
Group General Counsel & CompanySecretary
Appointed July 2024
Areas of expertise
Risk, compliance, corporate governance, M&A
Contribution, skills and experience
— Adviser to the Board and senior leadership on all matters
of risk andgovernance.
— Responsible for leading the global Legal, Compliance
and Company Secretarial teams.
— Specialist in M&A and strategy.
— Substantial experience in a listed environment.
External appointments None
Camille Deer
Non-executive Director
Date appointed to the Board September 2025
Areas of expertise
IP strategy, innovation pipeline, riskmanagement
Contribution, skills and experience
— IP strategy and portfolio management, innovation pipeline
management, IP due diligence and risk management.
— Purpose-driven innovation and processes and
frameworks topromote IP awareness inthe workplace.
— Experienced in licensing revenue models and related
commercial negotiations.
External appointments
Senior IP Manager at VividQ Ltd.
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Dave Wallace
Group Operations Director
Appointed January 2008
Contribution, skills and experience
— Responsible for global manufacturing and supply,
Groupcommercial development, quality and product
compliance, engineering and intellectual property.
— Deep insight into Renishaw’s products, markets
andproduct development, aswell as strong
managementskills.
— Worked in various functions of the business, including
asDirector and General Manager for the CMM Products
Division, and previously held Executive Committee
responsibility for industrial metrology products.
Clare Nicholls
Group Human Resources Director
Appointed September 2025
Contribution, skills and experience
— Responsible for defining and overseeing the
implementation of our people strategy, and developing
talent, culture and capability. Also responsible forHR
services, internal communications, and health and
safetyglobally.
— Globally experienced HR leader in the manufacturing
andengineering sector, skilled in business transformation,
culture and engagement, and talent development.
— 25 years’ experience working for companies aligned to
Renishaw’s chosen markets. Joined from TT Electronics,
where she most recently held the post of EVP Human
Resources. Before TT, worked atBoeing across its
non-US business and for Tata Steel and its predecessors
across Europe.
Marc Saunders
Group Strategy Director
Appointed April 2024
Contribution, skills and experience
— Responsible for Group strategy, M&A, investorrelations,
sustainability and external communications.
— Experienced leader of strategic planning processes for
listed businesses.
— Worked in various technical, commercial and
corporatefunctions atRenishaw, including leadership
ofadditive manufacturing applications, UKSales and
Group Marketing.
Executive Committee
Louise Callanan
Director of Specialised Technologies
Appointed October 2025
Contribution, skills and experience
— Leads Renishaw’s Specialised Technologies segment
(additive manufacturing, spectroscopy and neurological).
— Brings extensive experience in driving the Group’s
strategic vision and long-term growth.
— Held a range of senior technical and commercial roles
during a 30-year career at Renishaw, including
Operations Manager to the CEO.
— Supports the Group in delivering world-class product
design, applications and service that meet evolving
global technology demands.
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CONTENTS
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
Other members of the Executive Committee
Will Lee* (Chair)
Chief Executive Officer
See page 60 for biography
John Shipsey*
Chief Financial Officer
See page 60 for biography
Kasim Hussain
Group General Counsel & Company Secretary
See page 62 for biography
* These members of the Executive Committee were also
BoardDirectors during FY2026.
Former Executive Committee members
during FY2026
Allen Roberts
Group Finance Director
Stepped down November 2025
Diane Canadine
Group HR Director
Stepped down August 2025
Executive Committee continued
Rob Macdonald
Interim Group Finance Director
Appointed December 2025
(stepping down 30 September 2026)
Contribution, skills and experience
— Joined Renishaw as UK Finance Manager in June 1999
and has since held a range of senior roles within the
Finance team.
— Has led the finance function on most of Renishaw’s
acquisitions and divestments, working closely with
subsidiaries worldwide.
— Is a qualified chartered accountant and a member
oftheInstitute of Chartered Accountants in England
andWales (ICAEW).
Steve Oakes
Director of Position Measurement
Appointed October 2025
Contribution, skills and experience
— Leads the Position Measurement segment, driving
innovation and strategic growth in optical, magnetic,
inductive and laser encoder systems.
— Joined Renishaw in 1987 as an engineering student and
has since held key operational, commercial and business
management roles across the CMM, machine tools and
encoder divisions.
— Serves as a Board Director at RLS d.o.o. Slovenia,
aRenishaw associate company.
— Acts as the Senior Leadership Team’s sponsor for EDI,
championing inclusive practices across the organisation.
Derek Marshall
Director of Industrial Metrology
Appointed October 2025
Contribution, skills and experience
— Leads Renishaw’s Industrial Metrology segment, with
teams across our range of application and product
development disciplines.
— More than 20 years’ experience at Renishaw, spanning
software and electronics development, business
management and strategic operations.
— Serves as a Board Director of Metrology Software
Products Limited, which contributes to the Group’s
software portfolio.
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CONTENTS
Reporting against the Governance Code
To avoid duplication in this report, the table below provides cross-references to explanations
elsewhere in this report on how we have sought to apply the principles and comply with the
provisions of the Governance Code. We report against other relevant Governance Code principles
and provisions within this Directors’ Corporate Governance Report.
Topic Page(s)
Company purpose (Principle B) IFC
Values (Principle B and Provision 2) IFC, 33, 44, 45
Culture (Principle B and Provision 2) IFC, 33, 44, 45, 47, 48
Workforce engagement (Principle D and Provision 5) 34, 45, 47, 66, 81
Other stakeholder engagement (Principle D and Provision 5) 35 to 36
Strategy and business model (Principle A and Provision 1) 7 to 10
Board decisions and outcomes (Principle C) 71 to 73
Sustainability (Principle A and Provision 1) 37 to 56
Capital allocation 22
Workforce policies and practices (Principle E and Provisions 2 and 6) 43 to 46, and 56
Risk management (Principle O and Provisions 28 and 29) 23 to 32
Scope of disclosures
In this Directors’ Corporate Governance Report, we have
incorporated:
— the Audit Committee Report (page 84);
— the Nomination Committee Report (page 77); and
— the Directors’ Remuneration Report (page 90).
This report is structured in accordance with the five sections of
the Governance Code, and we describe how we have applied its
principles. The 2024 Governance Code applied to the Company
for the first time in FY2026, except for Provision 29, which will
apply from FY2027. Accordingly, Provision 29 of the 2018
Governance Code continued to apply in respect of this financial
year. The Governance Code can be viewed at www.frc.org.uk.
We report on the operation of our business in the following ways:
The Group’s business and likely future developments
The Chair’s statement (pages 2 to 3), the Chief Executive
Officer’s review (pages 4 to 6) and other sections of the Strategic
Report give a review of the Group’s business and likely future
developments. Results are also reported by segment in Note 2
tothe Financial statements, together with an analysis of revenue
by geographical market.
Management Report
The Strategic Report includes a management report, as required
by the FCA’s Disclosure Guidance and Transparency Rules (DTR).
Directors’ Report
The Directors’ Corporate Governance Report and Other statutory
and regulatory disclosures, as set out on pages 122 to 124,
together form the Directors’ Report. The Company has chosen
toinclude matters in the Strategic Report that are required to be
included in the Directors’ Report. These are cross-referred to in
the Directors’ Corporate Governance Report and Other statutory
and regulatory disclosures as applicable and are incorporated
by reference into the Directors’ Report.
Directors’ Corporate Governance Report
The Company’s corporate governance practices are set out in
the Directors’ Corporate Governance Report (on pages 58 to 76),
which forms part of the Directors’ Report, as required by the DTR.
Shareholder information
Certain information, which the FCA’s UK Listing Rules (UKLR)
require that the Company provides to its shareholders,
iscontained in the Directors’ Corporate Governance Report
(pages58 to 76), the Directors’ Remuneration Report (pages90
to121), and Other statutory and regulatory disclosures (pages
122 to 124). This includes information relatingto arrangements
with controlling shareholders.
65
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GOVERNANCE REPORT
CONTENTS
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
Stakeholder engagement, including the AGM
Shareholders
The AGM takes place at the Company’s headquarters or one of
our other main sites, and we send our shareholders appropriate
advance notice of the meeting. The Chairs of the Audit, the
Remuneration and the Nomination Committees are available
forquestions during and after the meeting.
Each year, different resolutions are proposed for each
substantially separate issue, and all resolutions are taken on
apoll. We report on the number of votes lodged in respect of
each resolution, the balance for and against each resolution,
andthe number of votes withheld. This information is published
via a Regulatory Information Service (RIS) and on our website
following the meeting.
At our 2025 AGM, the Board greatly appreciated the opportunity
to speak with attending shareholders. We also have a Q&A
facility, which allows shareholders to submit questions via email
before the meeting. This helps them to engage with the Board,
even when they cannot attend the AGM. At the 2025 AGM, the
Board was pleased that all resolutions were passed with a high
level of support from shareholders. Details of this year’s AGM
can be found in the Notice of Annual General Meeting.
The Company’s overall approach to shareholder engagement is
set out on page 35. Renishaw has continued to strengthen this
engagement, including working with our joint corporate brokers,
UBS and Peel Hunt, to develop a targeted engagement
programme with key existing and potential investors. This year
this included half- and full-year financial results roadshows
attended by our Chief Executive Officer and Director of Group
Strategy, as well as a Capital Markets Day in London attended
by the Board. Feedback from investor discussions is shared
withthe Board. The Board continues to monitor progress with
engagement mechanisms and regularly reviews our evolving
approach to investor relations.
Wider stakeholders
The Board remains committed to engaging effectively with wider
stakeholders to ensure we continue delivering value for them.
Our Independent Non-executive Director Catherine Glickman
remains our designated employee engagement ambassador.
Catherine has extensive HR and remuneration experience, and
the Board believes her background and expertise make her
ideally suited for this role, ensuring our employees’ views reach
the boardroom. Catherine gives the Board helpful feedback from
workforce engagement activities, including joining employee
briefings. Clare Nicholls, our Group Human Resources Director,
and Catherine are working on strengthening the Board’s
employee engagement programme. The Board receives regular
briefings on recruitment, retention and the progress of our key
people projects. In light of this, the Board considers that this
engagement mechanism remains the most appropriate
forRenishaw.
1 Board leadership and
Companypurpose
Purpose, values and culture
Renishaw’s purpose of Transforming Tomorrow Together, as well
as its values of innovation, inspiration, integrity and involvement,
help guide the Board and our people when making decisions.
These principles will help Renishaw grow and evolve without
losing focus on what is important.
A strong culture is needed to ensure Renishaw can achieve its
purpose. The Board is responsible for monitoring and assessing
culture. The Chair sets the culture for the Board, promoting
openness and debate. This informs the culture that the Chief
Executive Officer embeds throughout the business with the
support of the Directors.
Our Code of Conduct (Code) is our global guide on how to
dobusiness responsibly, addressing issues that might arise
forour stakeholders. It is aligned with our core values, acts as
atop-level summary of our key policies, and sets out how we
expect our employees, and other key stakeholders, to act in
theirdaily working lives. Throughout FY2026, the Board received
updates on key issues related to the Code and monitored
compliance, including via the Company’s whistleblowing facility.
Communications and activities continue around theGroup to
engage and educate employees on how to use the Code in
day-to-day business conduct. See pages 47 and 48 for more
information about the Code.
Employees are invited to share their feedback on compliance
through our employee engagement survey. This year wealso
conducted our first Group compliance culture survey. Gathering
feedback is an integral part of how we monitor, reassess and
embed an appropriate culture, so this feedback isshared with
senior leadership to help shape future communications and
workprogrammes. Engagement with employees and
management continues to help the Board understand
Renishaw’s culture. Some of the ways in which the Board
hasengaged with employees, and the outcomes of that
engagement, are set out on page 34.
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The Board also takes a close interest in the Group’s customers,
the challenges they face and how best Renishaw can support
them. The Board receives regular updates on conversations
thatWill Lee, our Chief Executive Officer, and senior colleagues
have with our customers. In FY2026, members of the Board
visited China and held a Board meeting at our facility in Miskin,
Wales. Directors also visited trade shows, including EMO
Hannover inSeptember 2025, as well as some ofour product
divisions’ showcase events, where there was an opportunity
tointeract withour employees.
More details on other stakeholder engagement activities can be
found on pages 34 to 36. Details of how the Board considered
stakeholders in discussions and decision-making can be found
on pages 71 to 73.
Anti-bribery and corruption
Renishaw is committed to acting professionally, fairly and with
integrity in all its business dealings and relationships wherever
we operate, and to implementing and enforcing effective
systemsto counter bribery and corruption. Renishaw’s policy
isto conduct all its business in an honest and ethical manner.
We take a zero-tolerance approach to bribery and corruption,
which is communicated to third parties with whom we do
business. Our Group Anti-Bribery and Corruption Policy prohibits
the offering, paying, solicitation and receipt of bribes in any form.
In addition, Renishaw’s Gifts and Hospitality Policy requires any
giving or receipt of gifts, benefits or hospitality to be reasonable
and proportionate. We maintain a Gifts and Hospitality Register
and have a straightforward process for employees to seek
approval when needed.
We require third parties to sign up and adhere to anti-bribery
andcorruption clauses, and to comply with anti-bribery and
corruption laws, in all relevant Group companies’ standard terms
and conditions, and standard form and negotiated agreements
(including relationship agreements such as agency, distribution
and consultancy agreements). Anti-bribery and corruption
training is mandatory for all employees.
The Group has due diligence procedures for onboarding
third-party agents and distributors designed to address bribery
and corruption risks, which includes third-party screening.
Employee whistleblowing
The Board encourages our people to raise concerns about
suspected unlawful or unethical behaviour and outlines
itsexpectations in our whistleblowing policy. The Group’s
confidential whistleblowing hotline service, Speak Up, is there
forpeople to raise any concerns about suspected unlawful
orunethical behaviour. The service is also available to officers,
suppliers, customers, consultants, contractors, volunteers and
job applicants, and any third parties who provide services for
oron behalf of the Group. This year we logged 29 cases,
compared with 27 in FY2025, all of which were promptly
followedup.
All cases are reviewed by our triage coordinators (currently the
Interim Group Finance Director and the Group General Counsel
& Company Secretary), unless the matter is about them. In this
instance, a case is allocated to an appropriate investigator.
Everymatter reported is investigated, unless it is considered
outside the scope of Speak Up (for example, if someone raises
an issue that falls under our Grievance Policy). Regular
meetingsare held with key stakeholders to track the progress
ofinvestigations to help ensure cases are closed in a timely
manner. The Board monitors the operation of this policy and
concerns raised.
Conflicts of interest
The Board has a Conflicts of Interest Policy and a Register
ofSituational Conflicts. This includes procedures for the
disclosure and review of any conflicts and potential conflicts,
andauthorisation by the Board (if considered appropriate).
TheBoard reviews all authorisations granted, and their
associated terms, every year. New disclosures are made
whereapplicable.
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GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
2 Division of responsibilities
Governance structure
While the Board has overall responsibility for governance across the Group, it delegates certain matters to its three
formally constituted Committees: the Audit Committee, the Remuneration Committee and the Nomination Committee.
Our Executive Committee is responsible for the operational management of our businesses. It meets once a month and
is chaired by the Chief Executive Officer. The Executive Committee also comprises the Chief Financial Officer and other
members of senior management, as noted on pages 63 and 64. It considers the performance and strategic direction of
our business segments, performance against objectives and other matters of general importance to the Group.
The following chart outlines the governance structure.
Our governance framework
Board Committees
Board
Management Committees
Accountable to shareholders for the long-term sustainable success of the Group. Sets Renishaw’s strategy and priorities and oversees their
delivery to enable sustainable long-term growth. Maintains a balanced approach to risk within a framework of effective internal controls and
considers the interests of our diverse stakeholder groups. Oversees alignment of Renishaw’s purpose, vision, values and evolving culture
and risk with the Group strategy.
Risk Committee
Will Lee, Chair
Supports the Board, together with the
AuditCommittee, to provide oversight and
control of all significant risks across the
Group and to develop its risk management
strategy. Oversees the current and future
risk exposures and risk strategy, develops
and monitors the effectiveness of the risk
management framework, including risk
appetite, risk policies, and key processes
and controls, and promotes a risk-aware
cultureacross the Group.
Read more in the Risk management
section from page 23.
Executive Committee
Will Lee, Chair
Responsible for facilitating and ensuring
the development, implementation and
execution of our strategy, as set by the
Board, through the day-to-day operational
and functional management of thebusiness.
Read more about the Executive
Committeeabove.
ESG Steering Committee
Will Lee, Chair
Responsible for developing and
overseeingthe Group’s ESG strategy
andreporting. Accountable for our ESG
ambitions and targets, and for regularly
reviewing and scrutinising our progress
against them. Defines actions to mitigate
climate-related risks and to maximise
opportunities.
Read more in the ESG review from
page37.
Nomination Committee
Sir David Grant, Chair
Keeps under review the composition,
structure and size of, and succession to,
the Board and its Committees. Oversees
succession planning for senior executives
and the Board, leading the process for
allBoard appointments. Evaluates the
balance of skills, knowledge, experience
and diversity on the Board.
Read more in the Nomination Committee
Report from page 77.
Remuneration Committee
Catherine Glickman, Chair
Recommends the Group’s policy on
executive remuneration, determining
thelevels of remuneration for Executive
Directors, the Chair and senior
management. Oversees remuneration
andworkforce policies and considers
these when setting policy for Directors’
remuneration.
Read more in the Directors’ Remuneration
Report from page 90.
Audit Committee
Juliette Stacey, Chair
Supports the Board to discharge its
financial reporting responsibilities,
including reviewing the Group’s annual
andhalf-year financial statements, and
accounting policies. Oversees internal
andexternal audits, and risk management
and controls.
Read more in the Audit Committee Report
from page 84.
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Board and Committee meetings
The table below shows the number of meetings of the Board and its Committees, alongside Directors who
attended and the number of meetings they were eligible to attend, during FY2026.
Director Board
Audit
Committee
Nomination
Committee
Remuneration
Committee
Sir David Grant 11/11 N/A 7/7 N/A
John Deer 8/11
1
N/A N/A N/A
Will Lee 11/11 N/A N/A N/A
John Shipsey 3/3
2
N/A N/A N/A
Juliette Stacey 10/11
3
5/5 7/7 6/6
Catherine Glickman 11/11 5/5 6/7
4
6/6
Stephen Wilson 10/11
5
5/5 7/7 6/6
Professor Dame Karen Holford
6
9/11 4/5 7/7 6/6
Richard McMurtry 11/11 N/A N/A N/A
Camille Deer 10/10
7
N/A N/A N/A
Allen Roberts 4/4
8
N/A N/A N/A
1 John Deer was unable to attend certain Board meetings due to health issues.
2 John Shipsey was appointed with effect from 13 April 2026 and so was not eligible to attend any meetings held between 1 July 2025
and 12 April 2026.
3 Juliette Stacey was unable to attend an unscheduled Board meeting that was convened at short notice and for which her feedback
was collated ahead of the meeting.
4 Catherine Glickman was unable to attend a Nomination Committee meeting due to an unavoidable commitment.
5 Stephen Wilson was unable to attend an unscheduled Board meeting that was convened at short notice and for which his feedback
was collated ahead of the meeting.
6 Professor Dame Karen Holford was unable to attend two Board meetings (one being an unscheduled meeting that was convened
atshort notice and for which her feedback was collated ahead of the meeting) and one Audit Committee meeting due to
unavoidablecommitments.
7 Camille Deer was appointed with effect from 1 September 2025 and so was not eligible to attend any meetings held between
1 July2025 and 31 August 2025.
8 Allen Roberts stepped down as a Director with effect from 26 November 2025.
The table below sets out the Board and Committee meetings that occurred in FY2026.
July 2025
A
N
August 2025
B
A
N
R
September 2025
B
A
N
R*
October 2025
B
N
R
November 2025
B
R
December 2025
January 2026
B
N
February 2026
B
A
March 2026
B
N
R
April 2026
B*
B*
May 2026
B
A
June 2026
B
N
R
Key
B
Board
A
Audit Committee
N
Nomination Committee
R
Remuneration Committee
*
Unscheduled meeting
The formal schedule of matters reserved for the Board includes:
— the approval of half- and full-year results, and trading statements;
— company and business acquisitions and disposals;
— major capital expenditure;
— borrowing facilities;
— reviewing the effectiveness of workforce engagement mechanisms;
— reviewing whistleblowing policy and processes;
— maintaining a sound and effective risk management and internal
controlframework;
— forecasts, business plans and budgets;
— material agreements;
— director and company secretary appointments and removals;
— patent-related disputes and other material litigation; and
— major product development projects.
The formal schedule of matters reserved for the
Board and the terms of reference for each of the
Audit Committee, Nomination Committee and
Remuneration Committee are available at
www.renishaw.com/corporategovernance.
Theseterms of reference are reviewed annually
andupdated where necessary.
A framework of delegated authorities maps out
thestructure below the Board and includes the
matters reserved to the Executive Committee.
Italso includes the level of authorities given to
management below the Executive Committee.
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CONTENTS
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
The Board’s key activities during the year
Below is a high-level summary of the activities of the Board during the year. For an in-depth look into some
key decisions made by the Board in FY2026, see our Section 172 statement on pages 71 to 73.
Risk management and internal control
— Approved our 2026 principal risks and considered
emergingrisks.
— Considered reports on compliance with financial,
regulatory, corporate responsibilities and
sustainability commitments.
— Received regular updates on cases arising from the
confidential whistleblowing hotline.
— Considered the results of our FY2026 global
employee engagement survey and the introduction
ofthe Group compliance culture survey.
— Reviewed global supply chain resilience.
Governance and stakeholders
— Oversaw the FY2026 externally facilitated Board
performance review by Fidelio and approved the
subsequent action plan.
— Considered the implications of the establishment of
ajoint family holding company, Deltam Holdings
Limited, by the families of the Company’s founders,
thelate Sir David McMurtry and current Non-executive
Director John Deer.
— Received updates on key governance matters,
including the EU Cyber Resilience Act, AI, revision
ofUK Listing Rules, the new Economic Crime and
Corporate Transparency Act and Directors’ duties.
— Reviewed an internal maturity assessment against the
UK Cyber Governance Code of Practice.
— Received externally facilitated training by Herbert Smith
Freehills Kramer LLP.
— Reviewed our registers of Directors’ situational
conflicts and related parties.
— Considered investor relations practices and engaged
with theinvestor community on Capital Markets Day.
— Approved our Modern Slavery Statement.
— Considered cyber risk and received regular updates
on the threat landscape and mitigations.
— Received updates from our corporate broker UBS
oninvestor relations.
Strategy
— Guided the process for divesting the drug
deliverybusiness.
— Reviewed and approved our strategic objectives.
— Received updates from the Executive Committee
onprogress towards the FY2026 objectives.
— Reviewed the sales and competition strategy
duringthe Board Strategy Day.
— Directors visited China and attended trade fairs/shows
to better understand dynamic geographical markets
andsectors.
Operational/commercial
— Received regular flagship project updates as well as
key innovation pipeline updates.
— Received regular regional sales and Group
manufacturing capacity updates because of
strongdemand.
— Received updates on the global ERP implementation
programme.
Financial
— Approved our half- and full-year results, as well as our
interim and final dividends, and a special dividend to
be paid on 3 December 2026.
— Reviewed and approved our tax strategy.
— Reviewed and approved trading updates, including
revenue and profit ranges.
— Reviewed and updated our five-year financial plan.
— Approved the revised hedging strategy.
Leadership and people
— Approved the appointment of a permanent Chair,
CFO, new Senior Independent Director and new
Group Human Resources Director.
— Reviewed plans for Board-level succession planning.
— Developed a new Remuneration Policy including
aLong-Term Incentive Plan, both subject to
shareholder approval at the 2026 AGM, following a key
shareholder consultation exercise conducted in 2026.
— Reviewed and approved the employee pay increase
and bonus proposal for FY2026.
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Section 172 statement
Directors are required by Section 172 of the Companies Act
2006 to act in a way that they consider, in good faith, is most
likely to promote the success of the Company for the benefit
ofits members as a whole. In doing so, they must also have
regard to wider responsible business behaviour, including:
— the likely consequences of any decision in the long term;
— the interests of the Company’s employees;
— the need to foster the Company’s business relationships
withsuppliers, customers and others;
— the impact of the Company’s operations on the community
and the environment;
— the desirability of the Company maintaining a reputation for
high standards of business conduct; and
— the need to act fairly between members of the Company.
Not only is this the Directors’ statutory duty, but it is also
therightway to conduct business to achieve long-term,
sustainable success. Effective and inclusive decision-making
isat the heart of Renishaw’s governance structures and is
afoundation for effective value creation over the longer term.
During this financialyear, with continuing global economic
uncertainty andgeopolitical conflicts, balancing the needs
andexpectationsofstakeholders has continued to be an
importantand challenging task.
The Board takes its role of fulfilling its obligations to those
affected by Renishaw’s business very seriously, through
stakeholder consideration and engagement. It has ensured
thatsuch consideration is embedded throughout the business,
with the Executive Committee and senior management actively
engaged in communication and engagement initiatives.
How has the Board had regard to
Section172matters?
Engagement with employees, suppliers and customers during
the year is explained on pages 34 to 36. Details of how the
Board operates, and matters considered by the Board, are
setout in the Directors’ Corporate Governance Report from
page58. The Directors regularly consider reports on health
andsafety, the environment and security. This supports the
Directorsin their decision-making, helping them understand
theimpact those decisions have on local communities and the
environment. It is critical to Renishaw’s success that high
standards of business conduct are promoted.
The Legal and Secretariat, Quality, Compliance, HR and
Sustainability teams also report regularly to the Board.
Thenon-financial and sustainability information statement on
page 56 identifies policies and guidelines governing Renishaw’s
approach to climate-related financial disclosures, environmental
matters, people, anti-corruption and anti-bribery, social matters
and human rights. Considering the long-term effect of the
decisions made by the Board is an integral part of the approval
of strategy, and strategic progress this year is disclosed
onpage9.
How did the Directors discharge their Section
172 duty during the year?
The Directors recognise that the decisions they make today
willaffect the business in the long term. It is acknowledged that
different stakeholders have different needs, so the Board tries
tounderstand these needs and priorities through engagement
toinform its decision-making. This, together with considering
thelong-term consequences of decisions and maintaining
ourvalues and reputation for high standards of business
conduct, underpins the way the Board operates and its
governance framework.
In understanding the needs and priorities of stakeholders,
theBoard also acknowledges that situations may arise where
stakeholder groups have conflicting priorities. When this
happens, the Board considers the priorities of each group.
TheBoard assesses them individually and collectively from
theperspective of the strategic objectives and the continued
long-term sustainable success of the business.
This statement, together with pages 66 and 67, explains how
theDirectors have:
— engaged with employees, shareholders, customers,
suppliersand communities; and
— considered:
• employees’ interests;
• the need to act fairly between members of the Company;
• the need to foster business relationships with suppliers,
customers and communities;
• the impact of Renishaw’s operations on the community
and environment;
• Renishaw’s reputation for high standards of business
conduct; and
• the outcomes of those considerations on the principal
decisions taken during the financial year.
In this statement, principal decisions of the Board are defined
asthose taken in this financial year, which relate to matters of
keystrategic importance, and which are significant to any of
Renishaw’s key stakeholders.
Principal decisions in FY2026
The following pages set out three examples of how the Board
considered key stakeholders, Section 172 duties and other
matters when making its principal decisions in FY2026.
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GOVERNANCE REPORT
Chief Financial Officer appointment
What was the principal decision? Which stakeholders and matters were considered?
Appointing a new CFO. Shareholders and investors, customers, suppliers, our
companies, people and business partners, as well as the
long-term sustainable success of the Company.
How were the above stakeholders and matters considered?
Strong talent and leadership are key to Renishaw’s ongoing success and delivering our strategy. Ensuring
succession ofkey leadership roles will position Renishaw to continue producing strong returns and growth for our
shareholders and wider stakeholders, while implementing our strategy. The Board considered a range of factors
during the process of finding and recruiting a CFO, including ongoing alignment with the Group’s purpose, culture
and strategy. The Board was mindful throughout its decision-making of the long-term impact that such a decision
would have on the future success of the Company, including through investor and employee sentiment.
What was the outcome?
The Company was pleased to announce that, following a comprehensive search process, the Board had
appointed JohnShipsey as Chief Financial Officer and Executive Director, with effect from 13 April 2026.
For more information on the CFO’s appointment, see page 83.
Long-Term Incentive Plan
What was the principal decision? Which stakeholders and matters were considered?
Proposed changes to the Directors’ Remuneration
Policy including the introduction of a Long-Term
Incentive Plan (LTIP).
Shareholders and other market participants, our
companies, regulators, employees, customers, suppliers
and the long-term sustainable success of the Company.
How were the above stakeholders and matters considered?
The Board reviewed the current Remuneration Policy including the alignment of reward design with the Company
strategy. Inconsidering changes it considered:
— feedback provided by shareholders and shareholder representative agencies via a consultation exercise;
— the views of Non-executive Directors;
— our business and talent strategy;
— prevailing market practice; and
— remuneration arrangements in place for the wider Renishaw workforce.
The Board discussed potential changes with the Company’s advisers, including its remuneration advisers and
joint brokers. Italso listened to feedback provided in the 2026 employee engagement survey.
What was the outcome?
As part of the design of a new Directors’ Remuneration Policy, the Board approved changes to introduce an LTIP
– subject toshareholder approval at the 2026 AGM and effective from FY2027. The aim is to strengthen alignment
of reward to the Company strategy and ensure ongoing market competitiveness, contingent on business
performance delivery.
The changes to the Directors’ Remuneration Policy (including the introduction of LTIP awards cascaded to senior
leaders across the business) are intended to ensure we can continue to attract and retain high-calibre executives
and align them to sustained performance delivery.
For more information on the LTIP, see pages 98 and 103.
Directors’ Corporate GovernanceReport continued
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ERP implementation
What was the principal decision? Which stakeholders and matters were considered?
Commissioning an external review of our programme
to implement a new enterprise resource planning
(ERP) system.
Employees, shareholders, customers and the long-term
sustainable success of the Company.
How were the above stakeholders and matters considered?
With our current ERP system near the end of its supported life, it is critical that we successfully implement
itssuccessor.
Renishaw UK Sales Limited went live on the new ERP system in October 2025, but encountered significant
difficulties. Thanksto the dedication and professionalism of our employees there was no material impact on
customers, but productivity gains have not been realised.
Given the importance of the programme, the Board commissioned a third-party expert to conduct a review.
What was the outcome?
The recommendations of the third-party expert were approved by the Board, and are already being applied to
theprogramme. We have reorganised our resources, including establishing global process owners and leads,
and developed our project management framework.
Project governance has been strengthened and a steering committee, which includes the CFO and Group
Operations Director, will oversee the revised implementation framework.
For more information on our IT transformation, see pages 26 and 29 of the Risk management section.
73
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CONTENTS
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
This year’s external Board performance review concluded that
the Board remains effective. More details can be found on
pages81 and 82.
The terms of appointment of the Non-executive Directors set
outthe expected time commitment, as well as the requirement
todiscuss any changes to other significant commitments with
the Chair and Chief Executive Officer in advance. The terms
areavailable for inspection at the Company’s AGM and its
registered office on written request.
Neither of the Executive Directors hold a directorship in
aFTSE100 company.
The Board considers that Renishaw’s Non-executive Directors
demonstrate commitment to their roles and dedicate sufficient
time to their Company duties. Each of the Independent Non-
executive Directors provides support to the Board, particularly
on areas related to their skills and experience, which for
Catherine Glickman is HR matters, for Juliette Stacey is finance,
for Stephen Wilson is the software sector, global business and
investor relations, and for Professor Dame Karen Holford is
engineering and research and development. More details of
theircontribution, skills and experience are summarised in their
biographies on pages 60 to 62.
Senior Independent Director and Non-executive Directors
Juliette Stacey was appointed as the Company’s Senior
Independent Director on 8 April 2026 and is available to discuss
material concerns with shareholders, or, where this channel has
failed to resolve concerns or this contact is inappropriate, the
Company Secretary may be contacted, who will direct enquiries
to the appropriate Director. Juliette was originally appointed
asan Independent Non-executive Director of the Company on
1 January 2022 and has been Chair of the Audit Committee and
served as a member of the Nomination and the Remuneration
Committees since her appointment.
During the year, the Non-executive Directors and Chair met
without the Executive Directors on several occasions in private
sessions to discuss performance, corporate governance and
other matters. The Independent Non-executive Directors
alsoregularly met in private sessions without the other
Directorspresent.
2 Division of responsibilities
continued
Composition and commitment of the Board
The Governance Code provides that at least half a board,
excluding the chair, should be independent non-executive
directors. At the date of this report, the Board comprises 10
Directors: the Chair, two Executive Directors, four Independent
Non-executive Directors and three Non-executive Directors.
Accordingly, four of the nine Directors excluding the Chair (44%)
are considered to be independent. More details are set out in
theCompliance statement on page 76.
Catherine Glickman, Juliette Stacey, Stephen Wilson and
Professor Dame Karen Holford are the Non-executive Directors
considered to be independent in character and judgement,
andthere are no relationships or circumstances that are likely
toaffect their judgement. Sir David Grant was considered
independent on appointment as Chair.
Sir David Grant’s tenure
Sir David Grant was first appointed to the Board as
anIndependent Non-executive Director in April 2012.
FollowingSir David McMurtry’s decision to step down as
Executive Chairman of the Company in 2024, the Board
concluded that it was in the best interests of the Company
for Sir David Grant, as the then Senior Independent Director,
to remain on the Board as Interim Chair to provide continuity
and facilitate succession planning. In April 2026, the Board
decided to appoint Sir David as its permanent Chair,
foraperiod of up to two years. The Board considered that
Sir David had consistently demonstrated the competencies
and leadership required of the Chair and that his permanent
appointment isin the best interests of the Company and its
shareholders at this time.
Before his appointment as permanent Chair, the Nomination
Committee conducted a rigorous review of Sir David Grant’s
independence, effectiveness and commitment given his
service on the Board for 14 years. Sir David did not
participate in these discussions. Following recommendation
by the Nomination Committee, the Board concluded that
SirDavid continued to be independent in character
andjudgement, and there were no relationships or
circumstances that are likely to affect, or could appear
toaffect, his judgement. Considering this assessment,
SirDavid Grant was considered to be independent on
appointment as permanent Chair for the purposes of
Provision 9 of the Governance Code.
The Board considers that the appointment of Sir David
aspermanent Chair for a period of up to two years while
anew independent Chair is identified will provide continuity
and stability during an important period of evolution for the
Company. Inaddition tohis deep understanding of the
Company’s business and his expertise in engineering,
SirDavid will be able to serve as a mentor to the newly
appointed Directors.
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CONTENTS
Division of responsibilities
There was a clear division of responsibilities at Board level
throughout FY2026. This ensured that there was an appropriate
balance of power and authority, so there is no one person
withunfettered powers of decision-making. The Board and
ExecutiveCommittee each meet on a regular basis to make
decisions of significance to our business segments and review
management actions.
You can find written statements of the key responsibilities of our
Chief Executive Officer, Chair and Senior Independent Director
at www.renishaw.com/corporategovernance.
Director development
The Company offers its Directors the opportunity to attend
formaltraining courses regarding their duties. The Company also
provides them with guidance notes, papers and presentations on
changes to law and regulations, as appropriate. Non-executive
Directors are invited to attend internal events, which are a great
way to keep up to date with product development and marketing
initiatives. These events are also an opportunity for the Non-
executive Directors to engage with business units and functions.
This year, members of the Board received two external training
sessions. The first, from Herbert Smith Freehills Kramer LLP,
covered updates on audit and corporate governance, reforms
tothe UK listing regime and recent developments in directors’
duties. The second training session was led by UBS and
covered relevant updates on investor relations and
marketsentiment.
Business leaders – including from the finance and legal
functions, segments and sales regions – give regular
presentations at Board meetings to update the Directors
ontheirareas of responsibility, including updates regarding
products, performance, legal compliance and business
strategies. These also give the Directors the chance to
discusslatest developments, and currentand future initiatives.
As new Directors joining us this year, Camille Deer and
JohnShipsey were given tailored induction packs and bespoke
induction programmes. These inductions included subsidiary
and site visits, as well as briefings by both senior managers
andexternal advisers. As part of our continuing development
programme, we also offer opportunities to attend external
tradeshows and make visits to overseas subsidiaries.
Information and support
Board members receive business updates, financial information
and forecasts with relevant commentaries in advance of each
Board meeting. These allow the Directors to review financial
performance, current trading and key business initiatives.
Directors also have access to the Company Secretary, who
advises the Board on all governance matters. Where necessary,
the Directors have access to independent professional advice,
atthe Company’s expense, to discharge their responsibilities
asDirectors. The Company maintains liability insurance for
theDirectors and officers and has entered into indemnities,
asdisclosed in Other statutory and regulatory disclosures
onpage122.
3 Composition, succession
andevaluation
Nomination Committee
A description of the membership and activities of the
NominationCommittee, as well as the Board’s commitment
todiversity, can be found on pages 77 to 83.
Election and re-election of Directors
In accordance with the Governance Code, all the Directors
retirefrom the Board at each AGM and continuing Directors offer
themselves for re-election or, in the case of any Director who was
first appointed to the Board since the last AGM, election to office.
4 Audit, risk and internal control
Audit Committee
A description of the membership and activities of the Audit
Committee is set out on pages 84 to 89.
Financial and business reporting
The respective responsibilities of the Directors and auditor in
connection with the financial statements are set out in Directors’
responsibilities on page 125 and the Independent Auditor’s
Report on pages 128 to 138.
Risk management and internal control
The Board is responsible for risk management and internal
control, and for reviewing the effectiveness of this framework.
The Group has an established process for the review of business
risks throughout the Group, which includes the Risk Committee.
More information on Renishaw’s risk management and internal
controls can be found in the Risk management section on
pages23 to 26. Any framework of internal control is designed
tomanage rather than eliminate the risk of failure to achieve
business objectives and can only give reasonable, but not
absolute, assurance against material misstatement or loss.
The Board has overseen a robust assessment of the principal
and emerging risks that Renishaw faces, including those that
would threaten the Group’s business model, future performance,
solvency or liquidity. Renishaw’s principal risks and uncertainties,
and information on how these are being managed or mitigated,
as well as the procedures in place to identify and manage
emerging risks, can be found on pages 27 to 32. The Board
issatisfied that thereis an ongoing process for identifying,
evaluating and managing the significant risks that the Group
faces. This is regularly reviewed and accords with the FRC
Corporate Governance Code Guidance (2024). The Board
verifies thatnecessary action has been or is being taken to
remedy anysignificant failings or weaknesses identified from
itsreview.
The Board reviews the effectiveness of the Company’s risk
management and internal control framework via the Audit
Committee. See pages 84 to 89 for more information on the
AuditCommittee’s work.
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CONTENTS
GOVERNANCE REPORT
Directors’ Corporate GovernanceReport continued
Going concern
The Directors have assessed the Group’s position as a going
concern and updated the assessment before signing this report.
The Board considered the Group’s forecast profits and cash
flows for the period from the date of approval of the Annual
Report to 31 December 2027 (the ‘going concern period’).
TheBoard is satisfied that the Group has adequate resources
tocontinue operating as agoingconcern for the foreseeable
future, and that no material uncertainties exist with respect to
thisassessment. The Board therefore considers it appropriate
tocontinue to adopt the goingconcern basis in preparing the
consolidated financial statements. For more information,
seepages 87 and 147.
Viability statement
The Board approved the Company’s viability statement on
page33.
5 Remuneration
The methods used to apply the Governance Code principles
relating to remuneration are set out in the Directors’
Remuneration Report. A description of the membership and
activities of the Remuneration Committee is set out on page 110.
Compliance statement
The Board considers that it has complied with the provisions
ofthe Governance Code throughout FY2026, except in relation
to the following matters:
— Provision 19 (that the chair should not remain in post beyond
nine years from the date of their first appointment). As noted
on page 74, Sir David Grant was first appointed to the Board
as an Independent Non-executive Director in April 2012 and
has now served on the Board for more than 14 years. He was
appointed as Interim Non-executive Chair on 1 July 2024 and
as permanent Chair on 8 April 2026 for a period of up to two
years. The Board concluded that it was in the Company’s
best interests for Sir David to take on this role to provide
continuity and stability during an important period of evolution
for the Company. The Board considered that Sir David had
consistently demonstrated the competencies and leadership
required of the Chair. In addition to his deep understanding
ofthe Company’s business and his expertise in engineering,
Sir David will be able to serve as a mentor to newly appointed
Directors and support the recruitment of a new independent
Chair. As noted on page 74, the Nomination Committee
conducted a rigorous review of Sir David’s independence,
effectiveness and commitment before his appointment as
permanent Chair, and concluded that he continued to be
independent in character and judgement for the purposes
ofProvision 9 of the Governance Code.
— Provision 11 (that at least half the board, excluding the chair,
should be non-executive directors whom the board considers
to be independent). As at the date of this report, four of the
nine Directors excluding the Chair (44%) are Independent
Non-executive Directors, down from 50% following Camille
Deer’s appointment as a Non-executive Director on
1 September 2025. The Board acknowledges this shortfall
butconsiders that at all times there has been sufficient
Independent Non-executive Director oversight on the Board.
— Provision 12 (that the board should appoint one of the
independent non-executive directors to be the senior
independent director). As noted on page 74 and reported
lastyear, as a result of Board changes that took place
in2024and the Board’s intention to appoint a new Senior
Independent Director once a new Chair was appointed, there
was no Senior Independent Director in post until 8 April 2026,
when Juliette Stacey was appointed to the role, coinciding
with Sir David Grant’s appointment as permanent Chair.
Sir David Grant
Chair
22 September 2026
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CONTENTS
Our priorities for FY2027
Over the coming year, our focus will be on:
— succession plans for senior management and strengthening
the pipeline of future talent atExecutive Committee level
andbelow;
— monitoring the diversity initiatives and progress against
Boardand senior management diversity targets;
— continuing our search for a new Chair;
— continuing to monitor progress against the outcomes of the
Board performance review in relation to the Committee; and
— reviewing the Board composition and skills, backgrounds
andexperience.
Sir David Grant
Chair of the Nomination Committee
22 September 2026
The year in review
FY2026 was an important year for Renishaw for Board and
Executive Committee succession.
John Shipsey joined the Board as Chief Financial Officer and
Executive Director; Juliette Stacey was appointed to the role
ofSenior Independent Director; Camille Deer, granddaughter
ofJohn Deer, joined the Board as a Non-executive Director;
andIaccepted the role of permanent Chair for a period of up
totwo years. More information on Board changes during the
yearis set out onpage 58.
The Executive Committee was further strengthened during the
year with the appointment of Clare Nicholls as our new Group
Human Resources Director. Clare succeeds Diane Canadine
who retired inAugust 2025. Our three segment directors,
LouiseCallanan (Specialised Technologies), Derek Marshall
(Industrial Metrology) and Steve Oakes (Position Measurement)
were also appointed as Executive Committee members.
Meeting Board diversity targets
We improved Board diversity during FY2026. Following the
appointment of Camille Deer as a Non-executive Director on
1 September 2025, the proportion of female Directors increased
from 33% to 40%. We also appointed Juliette Stacey as Senior
Independent Director on 8 April 2026. As a result, the Board
meets the UK Listing Rules targets of at least 40% female
representation and one senior Board position held by a woman.
As part of our future Board recruitments, we will ensure
candidates from broad and diverse backgrounds are included
inthe shortlist, while continuing to appoint on merit against
objective criteria.
External Board performance review
During the year, we engaged Fidelio to conduct an independent
review of the Board. I outline the process and results in detail
onpages 81 to 82. I am pleased to report that the review
confirmed that the Board and its Committees have operated
effectively inaperiod of transition, with Directors demonstrating
strong commitment, constructive challenge and an openness
tofurther enhance effectiveness. It also confirmed that the
Boardhas provided the right support to the founder families’
representative Directors as they build their understanding
oftheCompany.
The review provided recommendations on areas for
improvement, too, including stronger emphasis on topics like
strategy and risk. The recommendations are a good opportunity
to challenge ourselves to go further, and I’m particularly keen
toensure that we continue to deepen our strategic discussions.
By doing so, we can better support the Executive Committee
through the shifts in Renishaw’s competitive, geopolitical and
digital landscape and provide the appropriate challenge to
ensure the business is set up for long-term success.
Nomination Committee Report
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CONTENTS
GOVERNANCE REPORT
Nomination Committee Report continued
Key activities
The Committee’s key areas of focus during FY2026 included:
Skills assessment and succession planning
— Oversaw the selection process and recommended the
appointment of John Shipsey as Chief Financial Officer,
following Allen Roberts stepping down from his role as Group
Finance Director in November 2025.
— Recommended the appointment of Sir David Grant as
permanent Chair from 8 April 2026, following a process led
by Catherine Glickman as the longest-serving Independent
Non-executive Director. Sir David Grant did not participate
inthe Committee’s decision relating to his appointment.
— Recommended the appointment of Juliette Stacey to the role
of Senior Independent Director from 8 April 2026.
— Continued the search for a new independent Chair of the
Board, under the leadership of Juliette Stacey following her
appointment as Senior Independent Director.
— Recommended the appointment and oversaw the induction
of Camille Deer as a Non-executive Director.
— Recommended the reappointment of John Deer.
— Reviewed the structure, size and composition of the Board
and its Committees.
— Considered succession planning for the Board and
Executive Committee.
— Considered the appointment of a new Group Human
Resources Director, along with the appointment to the
Executive Committee of the Director of Specialised
Technologies, Director of Position Measurement and Director
of Industrial Metrology.
— Reviewed and supported the creation of a new Group Sales
and Marketing Director role on the Executive Committee.
— Reviewed talent and succession plans for key senior
operational and executive roles.
Governance
— Reviewed the Committee’s terms of reference.
— Reviewed the time commitment required of the Non-
executive Directors and evaluated whether sufficient time
was being committed to deliver their duties.
— Assessed the independence of each Non-executive Director,
agreeing that all Non-executive Directors (excluding
JohnDeer, Richard McMurtry and Camille Deer)
wereindependent.
— Recommended the Board support Directors standing for
election or re-election at the 2025 AGM.
— Reviewed and approved the FY2025 Nomination
CommitteeReport.
Board performance review
— Arranged the FY2026 external Board performance review.
— Reviewed the results of the performance review in relation
tothe Committee’s own performance, and any items relating
tothe composition of the Board and succession planning.
Role and responsibilities
The Committee operates under terms of reference, which
arepublished at www.renishaw.com/corporategovernance.
TheCommittee is primarily responsible for:
— reviewing the size, structure and composition – including
thebalance of skills, knowledge, experience and diversity
– of the Board and its Committees (taking into consideration
the outcome of the Board performance review), and
recommending changes to the Board, as appropriate;
— overseeing succession planning for the Board and other
senior management. In doing so, it considers how to create
apipeline for succession that promotes diversity, inclusion
and equal opportunity. The Committee also takes into
account the leadership skills and expertise required in the
future to achieve the Group’s strategic goals;
— recommending to the Board its policy on equality, diversity
and inclusion (EDI) as it applies to the Board and its
Committees, objectives, appointments and link tostrategy;
— leading the process for new Board appointments and
nominating candidates for appointment;
— reviewing the performance of Directors, and making
recommendations to the Board on their re-election at the
AGM; and
— overseeing the annual Board performance review process.
Members and attendance
The Committee is chaired by Sir David Grant. The other four
members are the Independent Non-executive Directors. Only
Committee members are entitled to attend meetings, although
the Committee Chair regularly invites the CEO to attend, unless
discussions are due to take place about his role. The Committee
met on seven occasions during FY2026.
Attendance for each of the members at these meetings is set
outin the table below:
Committee member Attended
Sir David Grant (Chair) 7/7
Juliette Stacey 7/7
Catherine Glickman 6/7
Stephen Wilson 7/7
Professor Dame Karen Holford 7/7
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CONTENTS
Board composition
The Committee has considered the composition of the Board,
including the tenure and independence of the Non-executive
Directors, together with the balance of skills, experience
anddiversity.
Additionally, the external Board performance review conducted
during the year included an assessment of Board composition
and the Board’s skills. The review confirmed that the Board
hasstrong finance, engineering and innovation expertise,
andidentified opportunities to further strengthen experience
inmanufacturing, customer industry anddigital technology.
TheCommittee will seek to address these areas through
futureBoard recruitment. The Committee believes there is
ahealthy mix of tenure lengths that balance experience with
fresh perspectives.
The Committee recognises the importance of independent
Non-executive Directors in providing effective challenge and
oversight. While less than half of the Board are currently
independent, this will be taken into account as part of ongoing
Board composition and succession planning.
Time commitments
The Committee recognises the importance of all the Directors
having the time needed to perform their roles effectively and
avoiding overboarding. At its meeting held in September 2025,
the Committee reaffirmed the expected time commitment for
non-executive roles and considered the external commitments
ofthe Directors, including the number and nature of the roles.
The Committee also considered the external commitments of
Camille Deer and John Shipsey before their appointments.
The Committee concluded that the Directors were dedicating
sufficient time to their roles, as evidenced by their Board and
Committee attendance record, time spent mentoring senior
management and, in the case of Catherine Glickman, engaging
with employees. A register of Directors’ external commitments
isalso maintained by the Company, which is monitored during
the year.
Diversity
The Committee appreciates the benefits that all forms of diversity
(including aspects beyond gender and ethnicity) can bringto
Board discussions, through wide-ranging perspectives and
experience. The Committee recognises that for the engineering
sector to achieve its full potential, it is important that it mirrors
thesociety in which it operates.
The Group’s Equality, Diversity and Inclusion (EDI) Policy and
standards are applied when reviewing the composition of the
Board and its Committees, overseeing succession planning,
recommending changes totheBoard and Senior Leadership
Team, and nominating candidates for appointment. Recruitment
consultants hired bythe Company are chosen on the basis that
they will present adiverse list of candidates, including women
and people from ethnic minority backgrounds.
Under the Group’s EDI Policy, the Board is responsible for
developing a diverse pipeline for succession to senior
management and Board roles, which it does with the help
oftheCommittee. The Board is also responsible for working
towards greater diversity atBoard level, having regard to the
targets set out in the UK Listing Rules (UKLR), being:
(i) at least 40% of the individuals onthe Board are women;
(ii) at least one of the positions of Chair, Chief Executive Officer,
Senior Independent Director or Chief Financial Officer is held
by a woman; and
(iii) at least one individual on the Board is from a minority ethnic
background.
The Committee will continue to focus on improving all forms
ofdiversity at senior management level across the Group and
monitor the EDI initiatives taking place throughout the Group,
including policies to support a diverse intake into the industry.
Renishaw’s approach to diversity across the Group more widely
is set out on pages 43 to 44.
For the purposes of the UKLR, the gender identity and
ethnicbackground of the Board and executive management
(asat 30 June 2026) is reported in the tables on the following
page. Thedata was collected by a combination of pre-existing
internal records and asking each member of the Board and
executive management to indicate their gender and ethnicity
according tothe categories presented in the tables. References
to executive management include the members of the Executive
Committee (including the Executive Directors).
79
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CONTENTS
GOVERNANCE REPORT
Nomination Committee Report continued
2
8
Role
Executive
Non-executive
4
6
Gender
Female
Male
4
3
3
Tenure
0-3 years
4-8 years
9+ years
Information regarding Board members (as at 30 June 2026)
Gender representation of the Board and executive management as at 30 June 2026
Gender identity
Number
of Board
members
Percentage of
the Board
Number of senior
positions on the
Board (Chair, CEO,
SID ,CFO)
Number in
executive
management
Percentage of
executive
management
Men 6 60 3 8 80
Women 4 40 1 2 20
Not specified/prefer not to say – – – – –
Ethnic representation of the Board and executive management as at 30 June 2026
Ethnic background
Number
of Board
members
Percentage of
the Board
Number of senior
positions on the
Board (Chair, CEO,
SID ,CFO)
Number in
executive
management
Percentage of
executive
management
White British or other White
(includingminority-white groups) 10 100 4 9 90
Mixed/Multiple ethnic groups – – – – –
Asian/Asian British – – – 1 10
Black/African/Caribbean/Black British – – – – –
Other ethnic group – – – – –
Not specified/prefer not to say – – – – –
Board diversity
As shown in the table below, during FY2026 the proportion
ofwomen Directors increased from 33% to 40% following the
appointment of Camille Deer as a Non-executive Director on
1 September 2025, while Juliette Stacey was appointed as
Senior Independent Director on 8 April 2026. Asaresult, the
Company met the UKLR targets of 40% women and having
oneof the senior Board positions (Chair, Chief Executive Officer,
Senior Independent Director or Chief Financial Officer) held
byawoman. However, the Company has not yet met the
UKLRtarget of having a director on the Board from aminority
ethnic background.
The Committee remains committed to ensuring candidates
frombroad and diverse backgrounds (including candidates
whomay not have prior listed-company experience) are
includedin shortlists in current and future recruitment searches
while continuing to appoint on merit against objective criteria.
Byensuring a diverse range of candidates are included on
shortlists for Board appointments, the Committee is hopeful
thatthe Board will align with the remaining UKLR target in
duecourse.
The Committee believes that the current Directors bring
adiverse range of perspectives, and that they continue
tofulfiltheir roles effectively considering their experience,
skillsandcompetencies.
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CONTENTS
Board performance review
The Board conducts an annual review of its performance
andeffectiveness to identify opportunities for improvement.
TheBoard last conducted an external review in FY2023.
Internalreviews were subsequently undertaken in FY2024
andFY2025. Accordingly, an external review was conducted
inFY2026, inlinewith the Governance Code.
Progress on key findings from the FY2025 review
The 2025 Annual Report reported on the FY2025 internal
Boardperformance review. Progress on the main outcomes
isoutlined in the table below.
FY2026 Board performance review
The Nomination Committee commissioned an external
performance review of the Board and its Committees during
FY2026, in line with the Governance Code. The Chair, supported
by the Group General Counsel & Company Secretary, led the
selection process for anindependent board evaluator, meeting
with a number of specialist providers. Following this process,
theBoard approved the appointment ofFidelioPartners LLP
(Fidelio) to undertake the review. Fideliohas no other connection
with the Company or its Directors and had not previously been
engaged by Renishawtoconduct a Board performance review.
Senior management diversity
There were some changes in the Executive Committee
duringthe year. Clare Nicholls joined as theGroup Human
Resources Director on 1 September 2025. InOctober 2025,
Louise Callanan, Director of Specialised Technologies,
SteveOakes, Director of Position Measurement, and
DerekMarshall, Director ofIndustrial Metrology were appointed
to the Executive Committee. As a result, as shown inthe table
onpage 80, asat30 June 2026 the proportion ofwomen on
theExecutive Committee increased to 20% (30 June 2025: 17%),
while the ethnic diversity representation onthe Executive
Committee decreased to 10%.
Senior management, being the Executive Committee (including
Executive Directors) and their direct reports (excluding those
inadministrative or non-managerial roles), is made up of 49 men
and 14 women (22%). UK-based senior management consisted
of 57 people, of whom 1 (1.8%) self-identified as being from an
ethnic minority.
Renishaw has set a target of 40% women in senior management
across the Group, and an ethnic-minority target of 10% of
UK-based senior management. However, we always knew
ourtargets were ambitious. In FY2027 we will commission
aspecialist gender equity consultancy to recommend actions
forachieving our targets. These targets are also part of our ESG
strategy, which is monitored by the ESG Steering Committee. It is
hoped this increased focus and greater accountability at various
levelsof the business will result in more diversity in our senior
management in the coming years. See page 43 for more details.
Key findings from the FY2025 Board performance review
Strategy Culture and workforce engagement Board composition
Actions
forFY2026
Hold two strategy sessions
annually, usingexternal
facilitators where
appropriate.
Non-executive Directors to have higherlevels of workforce
engagement through an increased number of
communication sessions.
Focus on broadening the
range of skills and expertise
on the Board as part of new
Director recruitment.
Progress
made in
FY2026
A full-day strategy session
was held in March 2026.
More actions have
beenincorporated into
thebroader strategy
discussions underpinning
the FY2026 Action Plan.
Clare Nicholls, Group Human Resources Director, and
ourdesignatedemployee engagement ambassador
andRemuneration Committee Chair, Catherine Glickman,
areworking on strengthening the Board’s employee
engagement programme.
Following conversations with employees duringa visit
toChina in October 2025, our Non-executive Director
Camille Deer shared common themes with theBoard.
The Board has appointed
JohnShipsey as Chief
Financial Officer, who
bringsadeep understanding
of the industrials sector
andits associated
performance drivers.
Key findings and actions from the FY2026 Board performance review
Strategy
Strengthen Board and Executive
succession planning Board’s oversight of risk Strengthen stakeholder engagement
Actions
for FY2027
Continuing to evolve the
process for development
of corporate strategy
between the Executive
and Non-executive
Directors.
Review and strengthen key
capability areas within the
Board and Executive skills
matrix, to support future
succession requirements.
Strengthen Board oversight
of risk through scheduled
deep-dive reviews of key
principal risks, as well as
through enhanced risk
reporting to theBoard.
Develop and review amap
ofour stakeholder groups,
agree who is responsible for
engaging with each group, and
establish a consistent, effective
approach to that engagement.
81
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GOVERNANCE REPORT
CONTENTS
GOVERNANCE REPORT
Nomination Committee Report continued
Succession planning
Succession planning, both for the Board and senior
management, has been a priority for the Committee this year,
asdescribed on page 77.
The Committee continues to prioritise the appointment of
anewChair. Theappointment of an appropriate new Chair in
due course will be critical in preserving the culture andvalues
established bySir David McMurtry and John Deer, while guiding
the Board through the opportunities and challenges ahead.
During the year, the Executive Committee was strengthened
through a number of new appointments, as detailed on page77.
The Committee is also supporting the recruitment ofaGroup
Sales and Marketing Director.
Building on the diversity targets for senior management
onpage43, the Committee has increased its focus on
improvingthe diversity of the talent pool. With the help of the
Chief Executive Officer, the Committee has been reviewing
succession plans and leadership development initiatives for
theExecutive Committee and the senior management pipeline.
This has led to identifying development areas and individuals
who show potential as possible future leaders.
In reviewing the length of each Director’s tenure, the Committee
was mindful that several Directors have held their positions for
significant periods of time. This was taken into consideration
when looking at succession plans. Despite Sir David Grant
having served on the Board since April 2012, the Board
considers it in the Company’s best interests for him to continue
as Chair in the period of transition before a new Chair joining
theGroup in due course. In addition to his deep understanding
of the Company’s business and his expertise in engineering,
SirDavid will be able to serve as a mentor to the newly appointed
Directors. More details of the rationale for SirDavid’s appointment
as permanent Chair are set out on page74.
The review was conducted between January and May 2026
andwas facilitated by Gillian Karran-Cumberlege, Head
ofBoardAdvisory, and Alistair Stranack, Partner at Fidelio.
Thescope andobjectives of the review were agreed with
Fideliofollowingconsultation with the Chair and the Group
General Counsel & Company Secretary. Fidelio was asked
toconduct acomprehensive assessment of the effectiveness
oftheBoard and its Committees due to a period of significant
transition, driven primarily by internal leadership changes and
evolving market dynamics.
The review methodology included a detailed questionnaire
completed by each Director, followed by individual interviews
guided by the responses. Fidelio also conducted interviews
withthe Group General Counsel & Company Secretary,
Executive Committee members, Remuneration Committee
adviser and jointcorporate brokers, UBS and Peel Hunt.
Fidelioobserved theoperation of the Board and its Committees
by attending meetings, as well as a Board strategy session,
assilent observers. In addition, it reviewed Board and
Committee papers and key governance documentation.
TheGroup General Counsel & Company Secretary ensured
thatFidelio had full access to information and appropriate
support throughout the process. Fidelio presented its findings
and recommendations tothe Board in May 2026.
A board effectiveness action plan (FY2026 Action Plan) was
compiled and agreed by the Committee forrecommendation to
the Board based on the performance review’s recommendations.
A phased implementation plan was then developed, with progress
to be reported periodically to the Board and acomprehensive
review of delivery against the plan scheduled as part of the
FY2027 internal Board effectiveness review.
The external review concluded that the Board operates
effectively in discharging its responsibilities. In particular,
ithighlighted the Chair’s steady and effective leadership
duringaperiod of transition at shareholder, Board and Executive
Committee level. The review also identified a number of areas,
asset out in the table on page 81, where further enhancements
could be made to support continued Board effectiveness,
aswellas highlighting the importance of continued progress
inareas identified in previous reviews, notably succession
planning and employee engagement.
The Group General Counsel & Company Secretary is
responsible for tracking the actions and reporting back to the
Board periodically on progress made. Fidelio has reviewed
thedisclosures made in this Annual Report regarding the
Company’s Board performance reviewexercise.
82
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CONTENTS
Board appointment process
The Board has an established process for identifying and
evaluating candidates for appointment to the Board and senior
management roles. Equally, Board and senior management
appointments are subject to the principles set outin the EDI
Policy, which formalises the Group’s commitment to diversity at
all levels (more information on this policy is set out on page 79).
The EDI principles are discussed with recruitment consultants
toensure they are accounted for when preparing a longlist of
candidates for discussion.
Appointing a Chief Financial Officer
Allen Roberts stepped down from his position as Group
Finance Director at the end of the 2025 AGM. Overseen by
the Committee, a search for a Chief Financial Officer
wasundertaken.
Having identified the desired skills and experience sought
from the new Chief Financial Officer, the Committee engaged
Russell Reynolds Associates as external search consultants.
Russell Reynolds Associates does not have any other
connection with the Company or the Directors, except where
ithas undertaken previous recruitment processes for other
Board positions. It is a signatory of the Voluntary Code of
Conduct for Executive Search Firms.
A shortlist of candidates was compiled and, following
acomprehensive interview and referencing process,
JohnShipsey’s appointment was recommended to the Board.
TheBoard approved John’s appointment as Chief Financial
Officer and Executive Director with effect from 13 April 2026.
John was given a tailored induction pack and bespoke
induction programme, as described on page 75.
These established processes are being used to support
futurerecruitment.
An external search consultancy was not used in connection
withthe appointment of Camille Deer. Also, our standard
procedure for Board appointments was adapted for her
appointment. The Nomination Committee carefully considered
her appointment and concluded that her judgement and
experience would add value to the Board and its discussions.
Information regarding the inductions for Camille and John is set
out on page 75.
All Non-executive Directors are appointed to the Board for an
initial three-year period subject to annual performance review
and re-election by shareholders at the AGM.
Sir David Grant
Chair of the Nomination Committee
22 September 2026
Engaging external recruitment consultants to assist
with the recruitment
Agreeing role specifications for the proposed
appointment
Consultants reviewing a longlist of candidates and
reducing to a shortlist
Reviewing a shortlist of diverse candidates provided
by the consultants
Inviting the preferred candidate to meet the
wholeBoard
Recommending the preferred candidate to
the Board
Preparing a bespoke induction programme based on
the individual’s role and experience
Interviewing the candidate or candidates who best fit
the role specification against objective criteria, with
due regard to the benefits of diversity on the Board
Appointing a subcommittee of the Board to oversee
the process
Evaluating the balance of skills, knowledge, experience
and diversity on the Board, including considering the
skills and experience required of the candidates
The Committee’s standard procedure for Board
appointments includes the following steps
83
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CONTENTS
GOVERNANCE REPORT
The role of the Committee and how it works
The Audit Committee has an important role in providing assurance
over effective internal controls and financial reportingonbehalf
ofthe Board and shareholders. TheCommittee fulfils this role by
focusing on:
— external reporting, including the Annual Report;
— the risk management and internal control framework;
— the internal audit process; and
— the external audit process.
The Committee’s relationship with the Board is an important part
of how it fulfils its responsibilities, and the Board receives regular
and timely reports from the Committee Chair on these activities.
More details of the Committee’s work in these areas during the
year is set out in this report, and its terms of reference can be
found at www.renishaw.com/corporategovernance.
Committee membership and meetings
The Committee members are the Independent Non-executive
Directors. The Board considers that, as a whole, the Committee
has competencies appropriate to Renishaw’s sector and to
finance with which to fulfil its responsibilities, including relevant
professional qualifications and experience in senior finance
roles. The Independent Non-executive Directors’ biographies
can be found on page 61.
Committee member Attended
Juliette Stacey (Chair) 5/5
Catherine Glickman 5/5
Stephen Wilson 5/5
Professor Dame Karen Holford 4/5
Committee effectiveness
The effectiveness of the Audit Committee formed part of the
Board performance review described on pages 81 to 82.
Thisfound the Audit Committee to be thorough in its approach,
with robust discussions regarding Provision 29 and the rollout
ofMicrosoft Dynamics 365 in particular.
Introduction
In what was a strong and productive year for the business,
theAudit Committee continued to oversee the preparation
ofourfinancial statements and developments to our risk
andcontrol environment.
We welcomed the implementation of the updated global
financestrategy, including the consolidation of the global
financeorganisation. We were pleased to welcome our new
CFO,JohnShipsey, and anticipate further development of our
approach to strategy and risk, and of our finance organisation,
withhis input.
The Committee continued to review and challenge
management’s approach to financial reporting. In particular,
wefocused on employee benefits and tax provisioning, and
theimpact of implementing an enterprise resource planning
(ERP) system.
Building on last year’s work to oversee the development of
theGroup’s internal control framework, the Committee has
thisyearmonitored the shift from developing to embedding,
andweachieved key milestones in our programme towards
Provision29 reporting in FY2027.
The Committee monitored the evolution of the Internal Audit
strategy, as the scope of the Internal Audit function increased
tocover more of the Group’s risks, and as we seek to meet the
Global Internal Audit Standards.
We led a competitive external audit tender process this year,
which resulted in reappointing EY as Renishaw’s external auditor.
We continue to work closely with our lead audit engagement
partner and are satisfied with the effectiveness of the external
audit during the year.
We expect the continued progress made in risk and controls
toposition us well in FY2027, as we embed material control
assessments and reporting.
Juliette Stacey
Chair of the Audit Committee
22 September 2026
Audit Committee Report
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Governance report
CONTENTS
Key activities
External reporting, including
the Annual Report
Risk management and
internal control Internal audit External audit
— Reviewing the Annual Report
and Interim Report before
publication.
— Discussing and challenging
management’s assessment
ofsignificant judgements,
estimates and financial
reporting topics.
— Assessing whether the Annual
Report is fair, balanced and
understandable.
— Reviewing the assumptions
and financial modelling for the
viability and going concern
assessments.
— Reviewing the Risk
Committee’s assessment of
principal and emerging risks.
— Reviewing the effectiveness
of internal controls.
— Reviewing management’s
work in preparing for the
reporting requirements of
Provision 29, including
approving the definition of
‘material controls’.
— Monitoring the introduction
of a new global ERP system,
Microsoft Dynamics 365.
— Monitoring and informing
the continued evolution of
the Internal Audit strategy.
— Agreeing the scope and
resourcing of Internal
Audit’s work.
— Evaluating Internal Audit’s
findings and monitoring
the responses from
management.
— Conducting a review
onthe effectiveness of
Internal Audit.
— Reviewing EY’s audit plan,
including its scope and
methodology, ahead of the
FY2026 audit.
— Discussing with EY its
progress and findings
throughout the audit.
— Conducting a review of the
effectiveness of EY and its
audit process.
— Reviewing any non-audit
services and the
corresponding policy.
— Conducting a competitive
external audit tender process.
The Committee also oversaw the implementation of the new finance strategy, approved in the previous financial year.
External reporting
Our Committee regularly reviews significant financial reporting matters and judgements made in preparing the financial statements.
We also carefully consider the full Annual Report. In all instances, our Committee provides its opinion to the Board and makes
recommendations for approval as appropriate, in line with its terms of reference.
Our work this year on these areas of external reporting is set out below.
Significant accounting judgements and estimates
Research and development projects
Description Our review and conclusions
The Group undertakes a significant amount of R&D work each
year, and two key decisions are needed to determine the
appropriate accounting treatment for related costs.
The first decision is a judgement as to whether expenditure
duringthe year on R&D activities meets the requirement for this
expenditureto be capitalised.
The second decision, for projects that have met the criteria for
capitalisation, is to estimate the discounted future cash flows of
theproject and compare this to its capitalised development costs.
Ifthe future cash flows are lower than the capitalised development
cost, animpairment should be recognised.
We reviewed the costs of the projects capitalised in the year, and
agreed that they had been capitalised at the appropriate point
intheir development.
We also reviewed the discounted future cash flows for these
projects and the ones that had previously been capitalised,
together with the key assumptions behind these forecasts.
Wethenreviewed the headroom between the capitalised costs
andthe discounted future cash flows.
We agreed with management’s assessment that an impairment
of£3.8m was needed in respect of an encoder project, following
areprioritisation of engineering resource to other encoder projects
and products in high demand.
Inventories
Description Our review and conclusions
The Group holds a significant amount of inventory (£181.7m
at30 June 2026). Estimates of future demand are used to
determine the provision needed for slow-moving and potentially
obsolete inventory, so that inventory is appropriately valued
atthelower ofactual cost and net realisable value.
At 30 June 2026, the inventory provision was £27.4m.
We reviewed the year-end provision in both absolute terms and
asaproportion of gross inventory, and also compared this to
previous periods.
Overall, we concluded that the provision was appropriate.
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CONTENTS
GOVERNANCE REPORT
Audit Committee Report continued
Uncertain tax positions
Description Our review and conclusions
The Group is subject to a range of tax legislation that varies
byjurisdiction and can be complex. There can also be
uncertainties arising from tax-related case law.
There are instances where judgement needs to be applied
astowhether torecognise a tax liability.
We reviewed management’s assessment of tax risks and conclusions
on uncertain tax positions, and discussed management’s tax
governance framework.
We also reviewed where external advisers were used to ensure that
management had sought appropriate advice.
We agreed with management’s assessment that provisions for tax
liabilities of £6.6m were required (FY2025: £9.2m), with related
interest of £5.3m (FY2025: £4.9m).
Defined benefit pension schemes
Description Our review and conclusions
To determine the value of the defined benefit (DB) pension
schemes’ liabilities, management needs to estimate the present
value of the future obligations. Assumptions of discount rates,
inflation rates and mortality rates are used in this estimate
andaredetermined by management in consultation with
independent actuaries.
Management also needs to determine the appropriate
accounting treatment for past service costs.
We reviewed the assumptions of discount rates, inflation rates and
mortality rates, including the movement in these since FY2025.
Wealso confirmed with management that these assumptions had
been determined in consultation with independent actuaries.
We reviewed management’s accounting treatment for matters that
may affect past service costs, including discussing professional
advice obtained by management.
We also reviewed the findings of a detailed review of all schemes
across our Group, given the complexity of this area, and concluded
that these are being appropriately accounted for at 30 June 2026.
Adjusting items in Alternative Performance Measures
Description Our review and conclusions
The Group’s Alternative Performance Measures (APM) policy
allows for specific items to be excluded from APMs, and also
forother ‘infrequently occurring events’ that can significantly
affect profit and earnings. This year, management needed to
apply significant judgement in determining which items should
be ‘adjusted for’ inthe APMs.
We reviewed management’s treatment of significant events during
the year, including whether they were ‘infrequently occurring’
andwhether they significantly affect profit and earnings. We also
reviewed whether the adjusting items met the principles of the
Group’s APM policy.
We agreed with management’s assessment. The ‘adjusting items’
areshown on page 180.
We agreed with management’s assessment that key estimates and judgements relating to cash flow hedges, goodwill and the
recognition of redundancy costs reported in FY2025 no longer represent key judgements or estimates in FY2026. This is for three
reasons, respectively:
— our hedging policy largely protects against ineffectiveness and we have not experienced hedge ineffectiveness for several years;
— goodwill is no longer considered to carry a significant risk of material adjustment to the carrying value in the financial year;
— our redundancy costs were fully recognised in FY2026.
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Going concern and viability
Our Committee reviewed the financial modelling undertaken
bymanagement and used by the Board in making its going
concern and viability assessments. This review included
assessing the basis of the severe-but-plausible downside
scenarios and how they addressed the principal risks, and
thekey assumptions and main mitigating actions included
ineach scenario. We confirmed with management that cash
balances were positive in each month in the assessment period.
We also reviewed the reverse stress tests that management
hadpreparedfor the period to 31 December 2027 and
31 December 2029 for going concern and viability respectively,
noting that the sustained falls in revenue (and therefore profit
andoperating cash flows) in the reverse stress tests are so low
as to be highlyunlikely.
We also considered the lack of significant external borrowing,
the absence of covenants and the current trading performance
of the Group. Overall, we concluded that the use of the going
concern basis for preparing the financial statements is
appropriate, and supported the viability assessment that the
Board reviewed and authorised.
Accounting policies and disclosures
Our Committee reviewed significant accounting policies
andchallenged management’s approach to employee
benefitsand tax provisioning. Following the restatement
requiredin the previous year to recognise a defined benefit
pension scheme, wehave reviewed management’s updated
assessment on post-employment benefits in every country.
Weare satisfied thatthe FY2026 financial statements reflect
these benefits appropriately.
We also reviewed management’s approach to presentation and
disclosures, including the appropriateness ofthe APMs.
Climate risk and Climate-related Financial Disclosures
We reviewed this year’s Climate-related Financial Disclosures
reporting. This included receiving an update from the ESG
Steering Committee on its review process and reviewing
management’s work in assessing the impact of climate
changeon the financialstatements.
Fair, balanced and understandable assessment
The Audit Committee reviewed whether the FY2026
AnnualReport, taken as a whole, was fair, balanced and
understandableand also whether it provided the information
necessary for shareholders to assess the Company’s position
and performance, business model and strategy. In making its
assessment, the Committee considered:
— that the fair, balanced and understandable requirements
werea key part of the Annual Report project team’s focus;
— the involvement of senior management and the Board in
preparing and reviewing the Annual Report, and explicitly
asking whether they felt that the Annual Report was fair,
balanced and understandable;
— the use of corporate reporting specialists to support the
drafting and review of the Strategic Report and Corporate
Governance Report; and
— the engagement of our remuneration and legal advisers,
andcorporate reporting specialists, in reviewing the
AnnualReport.
Following its review, the Audit Committee confirmed to the
Boardthat the FY2026 Annual Report was fair, balanced
andunderstandable, and the Board’s statement is set out
onpage125.
Risk and internal controls
The Board has overall responsibility for the Group’s approach
torisk management and internal control. The Risk Committee
has operational responsibility for risk management, and the
Board has delegated responsibility to the Audit Committee
forthe oversight of this work and the effectiveness of
internalcontrols.
Following the publication of the UK Corporate Governance Code
2024 and the development of our risk and control framework
inrecent years, preparations are well under way to ensure
compliance with the requirements of Provision 29 for the
year ending 30 June 2027. During the year, the Committee:
— approved management’s definition of a material control;
— discussed and approved a preliminary list of material
controls;
— reviewed the outputs of testing the design effectiveness for
asample of material controls;
— approved the methodology for determining material control
effectiveness;
— approved the assurance strategy across each principal risk,
with highest levels of assurance agreed for cyber security,
ITtransformation, compliance with laws and regulations,
andfinancial reporting.
We also reviewed updates to key compliance policies, including
an updated financial controls manual, a new tax governance
framework and a draft anti-fraud policy, and reviewed
management’s progress with the implementation of the new
ERPsystem.
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CONTENTS
GOVERNANCE REPORT
Audit Committee Report continued
External audit
Appointment, reappointment and tendering
As a ‘public interest entity’, we are required to put our
externalaudit contract out to tender at least every 10 years.
Having reviewed external requirements and guidance at the
May2025 Committee meeting, we approved a project plan
attheJuly 2025 meeting. Management supported the
Committee’s work here, and the tender process is set outbelow.
— A desktop review of potential firms was conducted in
September and October 2025, which included a review
ofthelatest FRC Audit Quality Reports.
— From this review, four firms received a request for proposal
(RFP) in November 2025, including the incumbent and
one‘challenger’ firm.
— The RFP outlined the selection criteria, audit scope,
keymilestones in the process, and more information
suchasmeetings and access to a secure data room.
— Meetings were held between the participating firms and
theAudit Committee Chair, and with members of the
FinanceLeadership Team,in November and December
2025, and each firm alsotouredour site in Miskin, Wales.
— Management received proposals in early January 2026
andprepared a comparison of these, which was sent to
theCommitteealongside the proposals themselves.
— Fee proposals, and management’s scoring on the
agreedassessment criteria, were provided separately so
thatthe Committee could review the proposals in isolation.
The assessment criteria covered audit approach, audit
service, capability and competence, and behaviour and
deliverables. Fees were considered from the perspective
ofwhether they supported the proposed auditapproach
andscope, and whether they were transparent.
— Following review of the proposals, a shortlist of three firms
was invited to in-person interviews with the selection panel
ofthree Committee members. These interviews took place in
London in February 2026 and were supported by the Interim
Group Finance Director and Group Financial Controller.
— The selection panel carefully considered the proposals
andthe in-person interviews, and we kept theother
Committee member informed of progress. Afterrobust
discussions, we agreed recommendations fortheBoard.
— At the March 2026 Board meeting, the Committee
recommended two of the shortlisted firms, and the
Boardagreed to reappoint EY for the FY2027 audit.
EY’sproven audit quality was a key factor in this decision.
For internal controls over financial reporting (ICFR), the Committee
oversees the effectiveness of the approach through areview of
thenow twice-yearly ICFR self-assessments, and anew testing
programme carried out by the Internal Controlsteam.
For non-financial controls, we oversee the effectiveness of
theapproach through principal risk owners providing self-
assessments to the Committee to say that they are not aware
ofany significant deficiencies in the key controls for their
respective risks. This year we also reviewed the pilot testing
forasample of material controls under the new definition
andmethodology. Following this review, we challenged
management to improve our Know Your Customer and IT
programme controls.
A consolidated review of design and operational effectiveness
ofall material controls will be the basis of the Committee’s
oversight in FY2027 and beyond. This revised approach has
been enabled by the progress made this year in embedding the
risk and control framework, and by ensuring that management
and the Risk Committee are focused on material controls and
allworking to a common definition and testing approach.
Whistleblowing
The Committee oversees the Group’s whistleblowing process.
This is set out in more detail on page 67, with the Committee
reviewing significant whistleblowing incidents and their outcomes.
Internal audit
Internal Audit work is performed in-house, led by the Group
Internal Audit Manager. The Internal Audit strategy was updated
last year, which included a wider remit across business risks.
Internal Audit’s work was integrated into the Risk Committee
during the year, with the work plan partly informed by that
committee. The Audit Committee agreed the team’s work plan
atthe start of the financial year, checking progress against
oragreeing changes to this plan during Committee meetings.
This year, the Internal Audit team reviewed our product
innovationprincipal risk, completed its review of production
planning processes and reviewed certain legal compliance
areas. Risk owners have considered the outcomes of
thesereviews and integrated them into work streams
whereappropriate.
The Committee has continued to monitor progress against the
updated Global Internal Audit Standards, and acknowledge
thatmore work is needed to reach these Standards.
At the end of each financial year, the Committee assesses
theeffectiveness of the Internal Audit function. In this review,
theCommittee considers whether the quality, experience and
expertise of the function is appropriate for the business. It also
considers the actions management has taken to implement
Internal Audit’s recommendations. This year’s review concluded
that while there was no material ineffectiveness of the function in
the context of the Group’s risk management and internal control
framework as a whole, there were areas for improvement and the
Committee will oversee progress on these matters in FY2027.
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CONTENTS
After considering these matters, our Committee was satisfied
with the effectiveness of the external audit process, and
recommended to the Board that EY be reappointed at the
Company’s AGM on 25 November 2026.
Juliette Stacey
Chair of the Audit Committee
22 September 2026
Independence and objectivity
Both the Group and EY act to ensure that EY is independent
andobjective. The Group has a non-audit services policy,
whichwas reviewed during the year to confirm its continued
appropriateness. Some non-audit work is permitted by the
policyin line with the FRC’s Guidance on Audit Committees and
the requirements of the FRC’s Revised Ethical Standard 2019.
EY requires non-audit work to be approved by the Group’s
leadaudit partner before the work starts; approval is not
grantedif the lead audit partner concludes there is a risk to the
independence and objectivity of the audit. Separation of EY’s
specialist teams also ensures that members of the audit team
donot perform non-audit work for the Group.
This year, EY’s fees for non-audit work were £46,000. This was
for four engagements: Wotton Travel Limited’s annual ABTA
reporting, a tax assurance engagement for Renishaw Metrology
Systems Limited as required by local law, a limited statutory
examination for Renishaw AG, and review procedures for VAT
s56a certification for Renishaw UK Sales Limited.
Quality and effectiveness
The external auditor is invited to attend our Audit Committee
meetings and report its plan for the full-year audit and interim
results review. As the Committee Chair, I meet with the lead
auditpartner on a regular basis. The Committee meets with
thelead audit partner at least annually, without management
present, to allow both Committee members and the external
auditor to raise any issues directly.
The FRC’s Audit Committees and the External Audit: Minimum
Standard (Standard) sets out how the Committee should assess
the effectiveness of the external audit, in the context of the
Group’s circumstances. The Committee’s review of the
effectiveness of the FY2026 external audit reflects the points
thata Committee should undertake in line with the Standard,
andconsidered:
— the quality and scope of EY’s audit plan, and an evaluation
ofdelivery and performance against the plan;
— EY’s identified risks to audit quality and how these had
beenaddressed;
— the skills, mindset, efficiency and performance of the
auditteam;
— the communication between the Group and EY;
— EY’s understanding of the Group’s business and industry
sector; and
— the FRC’s Annual Review of Audit Quality, published in
July2026.
The Committee also confirms that it met all the relevant
requirements of the Standard in FY2026.
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CONTENTS
GOVERNANCE REPORT
Our current and previous Remuneration Policies reflected
thefact that the founders of the business – John Deer and
thelate Sir David McMurtry – were Executive Directors prior
tobecoming Non-executive Directors in 2020 and 2024
respectively, with direct controlling shareholding of the business.
The context for our current Executive Directors is different to
ourhistoric founder appointments: we wanted to ensure that our
reward design encouraged leaders to take a long-term mindset
to investing in research and development, bringing profitable
new technologies to the market.
Finally, we reviewed the shareholding in Renishaw of our CEO,
Will Lee. The current incentive approach – an annual bonus
coupled with some mandatory share deferral – has enabled Will
to align to the shareholder experience through Renishaw share
ownership, but the level held was below our stated guideline
level at the end of FY2025 (81% of salary vs aguideline of
200%). For an executive who has been in role foreight years,
wewould like a structure that generates a stronger
alignmentthrough shareholding, subject toassociated
performance delivery.
Proposed changes
These findings meant that we believed that changes
wererequired to support us in achieving our stated goals.
Wedeveloped a number of alternative approaches andevolved
a straw-model for amendments to our Policy, mostimportantly
tointroduce a Long-Term Incentive Plan for oursenior leaders.
This was something already allowable under ourPolicy for new
joiners, but not permissible for incumbent Executive Directors.
We discussed these proposals across our shareholder base;
thisreport shows the range of feedback we received and how
we have used it to evolve and shape our final proposed Policy.
Iwould like to thank all shareholders and proxy voting agencies
who contributed to ourengagement process and who shared
their views and perspectives on proposed changes.
In summary, our key proposed changes are:
— Introduction of a Long-Term Incentive Plan (LTIP) for senior
leaders in the business. This will take the form of awards
ofPerformance Shares with vesting based on Company
performance against defined targets over a three-year
period, with a holding period post-vesting for Executive
Directors of two years. Maximum awards permissible would
be 225% of salary. We do not intend to usethis level for
awards in FY2027, maintaining headroom within our Policy
forthe future, as needed. Our intention is to cap awards
forFY2027at 200% and 175% of salary for the CEO and
CFOrespectively.
— Reduction in annual bonus opportunity permissible under
thePolicy. This is currently 225% of salary and will reduce to
175%. Again, we do not intend to use this full opportunity for
FY2027, with maximum awards for each Executive of 150%
ofsalary. (Thisrepresents a reduction from 200% of salary
forWill compared to FY2026, alongside the introduction
ofthe LTIP).
I am pleased to present the report of the Remuneration
Committee for the year ended 30 June 2026.
Introduction and context
Our Directors’ Remuneration Policy was last approved by
shareholders in November 2023 and is scheduled for renewal
atthe forthcoming AGM. As a Committee, we have spent
significant time over the past year considering the current policy
design and evaluating how effectively it aligns executives with
driving business performance and sharing in success through
their reward. Our conclusion is that changes to the Policy are
required to drive sustained growth, to encourage long-term
decision-making in pursuit of shareholder value creation,
andtoensure our Policy is capable of securing and retaining
theright calibre of talent for future success.
Full details of our activities to consider changes to our current
Remuneration Policy are summarised in this letter and are
explained in further detail on pages 94 to 98, followed by
theproposed new Policy, whichwe will be asking shareholders
to support at the AGM.
Our Remuneration Policy review
We identified three goals to underpin our Policy review process:
1 Strengthen the linkage of reward to our strategy.
Renishawisa business founded on innovation, and our
ability to accelerate innovation to drive future growth is key
tofuture success.
2 Ensure market competitiveness. We wanted to assess
thecompetitiveness of our existing arrangements and
understand any quantum and/or structural variations
toprevailing market practice.
3 Drive alignment of executives with the shareholder
experience. We believe that executives should be materially
aligned to the business they lead and wanted to understand
the progress of our current approach in developing and
maintaining appropriate levels of shareholding.
Our findings and reference points
Our existing Policy already acknowledges differences
comparedto prevailing market norms, in particular the
absenceof a long-term incentive plan within our reward
structure. Market insight – provided by our remuneration
consultants – confirmed that a structure solely reliant on an
annual bonus was highly unusual, but also that the overall
resultant target levels of reward were materially below market
practice against each of the different comparator groups we
considered. Full details of the market insight we reviewed are
provided later in this report.
These findings were also borne out by our own experience
ofbringing external talent into the business.
Directors’ Remuneration Report
Committee Chair’s statement
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CONTENTS
We are pleased that this superior profit delivery was also
accompanied by robust performance against the strategic
metrics we set (which are disclosed in detail later within the
report). These covered key areas such as successful delivery
ofproduct launches during the year, operational excellence
delivery and arange of ESG-linked metrics. Our final
assessment for strategic metrics was an award of 15.5% out
ofthe 20%, resulting in total awards of 95.5% of maximum,
thehighest seen for a number ofyears.
Will Lee was the only Executive Director who participated in
theAnnual Bonus during FY2026. Senior Leadership Team
members are aligned in the same way toCompany performance
and experienced similar outcomes (asa percentage of maximum
opportunity available).
We were satisfied that the formulaic outcomes under our annual
incentive were a fair reflection of actual business performance
and no discretion was used by the Committee to modify them.
Additionally, we have comprehensive malus and clawback
policies in place, as expected under the UK Corporate
Governance Code. These were not used over the reporting
period and would be subject to disclosure in the event they
wereused in the future.
As required under our existing Policy, 62.5% of the total award
will be deferred into shares for three years for Will, with half
subject to enhanced recovery provisions. This will be considered,
as in prior years, through a subjective assessment by the
Committee, considering business and personal performance over
the three-year deferral period. We will make this determination
looking to ensure that awards made following theend of FY2026
are a fair reflection of underlying performance of the business
over the next three years.
Wider workforce reward and bonus awards
We reviewed the latest gender pay gap disclosure covering
ourUK employees and noted a further reduction in our pay
gapyear on year. Our mean pay gap currently stands at 16.1%
having reduced from 25.6% in 2018. We see growing numbers
ofwomen in our upper pay quartiles, and while there is more
progress to be made in Renishaw (and across our industry
sector more broadly), these are positive steps in the right
direction. Ensuring higher participation levels of women in
middleand senior levels of the business is a key driver of
furtherreductions in our pay gap.
The business continues to invest in reward and seeks to drive
fairness in the way people are remunerated. During the year
theCommittee received updates on reward, highlighting current
competitiveness of certain employee groups, and reviewing
proposals for future changes.
The Committee reviewed proposals for investment in base pay
with reviews effective for most employees from January 2026.
The overall average investment was 3.8%, ahead of the increase
made to our CEO of 3%.
Illustrations of the expected impact on target levels of
remuneration are shown on the following pages. They increase
our target reward position from below lower quartile against
identified comparator groups to around market median,
conditional on delivery against the performance targets
wehaveset.
We have discussed with shareholders the absolute change
inthelevel of target reward for the CEO under the new Policy,
and the expected associated cash flow impact as a recipient
under the Policy. We have looked to adopt a path to support
change that isfair to the incumbent, combining a reduction in
annual bonus quantum with reduction (but ongoing mandating)
of bonusdeferral into deferred shares, all alongside the
introduction of anLTIP. Our approach rebalances the overall
reward package towards sustained long-term delivery without
anexpected cash flow disadvantage to incumbents.
Our assessment is that the revised target remuneration levels
areappropriate, and note that any value realised from LTIP
awards is only realisable five years from the point of grant.
Weconsidered whether any additional actions were required
through a transition, such as interim additional awards of shares
or a staged approach to quantum change. Both approaches
were discounted by the Committee having heard feedback from
shareholders, and a belief that a five-year horizon was already
asubstantial timeframe for changes to be realised.
The new Policy consciously includes additional potential
headroom within the incentive opportunity, which will not be
usedduring FY2027. This allows us to further evolve quantum
ifneeded to ensure ongoing market competitiveness over the
lifeof the next Policy or to reflect significant increases in
business scale and complexity.
We have also taken the opportunity to strengthen our
shareholding guideline through the new Policy. It will remain
at200% of salary for each Executive Director for FY2027,
andwill be increased further to align with LTIP award levels
if,atany stage over the life of the Policy, an award level of
greaterthan 200% (up to the Policy limit of 225%) was
awardedto an Executive.
We will also use the introduction of the LTIP to simplify some
other aspects of our Policy; full descriptions of these changes
are provided on page 94. Many changes reflect the previous
absence of an LTIP, and were design variations to prevailing
market practice that we no longer feel are needed, given the
rebalancing of overall reward design.
Reward outcomes for FY2026 for Executive
Directors and Senior Leadership Team members
FY2026 has been a strong year for the business. We experienced
high demand from semiconductor and electronics manufacturing,
and aerospace and defence, resultingin revenue growth over
FY2025 of 14.4% and Adjusted profit before tax growth of 32.1%.
The annual incentive was weighted 80% towards Adjusted PBT
and 20% against defined strategic metrics. Our final Adjusted
PBT outcome of £168.0m exceeded the maximum profit
targeton the scale set at the start of the year, resulting in
maximum awards under this metric (80% out of a possible 80%).
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Directors’ Remuneration Report continued
Conclusion
The proposed Remuneration Policy has been considered in
depthby theCommittee and through shareholder discussions.
We believe it strengthens the alignment of our executive
leadership to our strategy and encourages them to make
long-term decisions in the interest of shareholders, accelerating
innovation into future returns. We have heard clear support for
the proposed changes to our Policy. I would like to thank all
shareholders for their constructive input to our process and
forenabling us to evolve and finalise our Policy proposals,
whichIhope you will support at our forthcoming AGM.
Catherine Glickman
Chair of the Remuneration Committee
22 September 2026
In line with our historic practice, the business sets aside an
agreed share of our profits to award to eligible employees
through our profit share arrangement, which was reviewed and
discussed with the Committee. Given our superior profit delivery
in FY2026 overall awards are materially higher than in FY2025,
with a minimum award for UK colleagues of £1,000 (prorated),
exceeding the minimum applied in the prior year of £900.
Wemade the decision to increase the formulaic profit share
calculation to recognise the contribution of staff to the impressive
performance across the global business. Individual awards
under the profit share are determined based on the seniority
ofindividuals and their respective performance during FY2026.
Proposed implementation of Policy for
FY2027and beyond
Current salaries as at end of FY2026 for Will Lee and
JohnShipsey were £787,470 and £525,000, respectively.
Thesewill next be reviewed in December 2026, with any
changes effective from 1 January 2027. Changes will be
considered with reference to the wider level of pay investment
across our UK employees.
We have used our Policy review to simplify the implementation
ofthe Annual Bonus, and reflect changes informed by
feedbackwe received through shareholder consultation.
Keychanges include:
— adjusted profit delivery will continue to be our primary
performance metric (60% of overall assessment);
— increased weighting linked to the cash conversion metric
(from 2% to20%);
— use of fewer strategic metrics, each with a larger
minimumweighting than in prior years, covering ESG
andproduct launches;
— adjustments to deferral levels to drive consistency and
interaction with our shareholding guideline for Executive
Directors; and
— reduction in opportunity level for our CEO (from 200%
ofsalary to 150%).
Subject to shareholder approval at the November AGM,
wewillmake the first awards of Performance Shares under
ourLTIP linked to the three-year performance period beginning
1 July 2026 and ending 30 June 2029 (FY2027–FY2029
inclusive). Targets have been set covering Adjusted earnings
pershare (EPS), Return on invested capital (ROIC) and Strategic
metrics. Details of the choice of performance metrics, associated
weightings and the targets are included in the Annual Report
onRemuneration.
We are also seeking approval at this year’s AGM for a new
shareplan to enable the granting of LTIP awards andfuture
deferred bonus share awards to senior leaders in the business.
This reflects the new Policy and typical practice. A summary
oftheprincipal terms ofthe new rules will be included in the
Notice of Annual General Meeting.
Committee Chair’s statement continued
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Remuneration at a glance FY2026
Reward outcomes for FY2026 – alignment of pay and performance
FY2026 annual bonus
Details show annual bonus outcomes for Will Lee, Chief Executive Officer. He was the only Executive Director participating in the
Annual Bonus duringFY2026.
— Overall award 95.5% of maximum
— Overall Bonus outcome = £1,482k
— In line with current Policy, 62.5% of award deferred into shares for three years, with half subject to enhanced recovery provisions.
Financial
80%
Strategic
20%
Adjusted PBT
FY2026
Weighting 80%
Threshold
(10% of max)
Point A
(20% of max)
Point B
(60% of max)
Maximum
(100% of max)
Actual
(100% of max)
£115m £127m £145m £160m £168m
Threshold Target Maximum
ESG – Responsible business (Weighting 6%)
Actual
(77.5% of max)
Product innovation (Weighting 8%)
Operational excellence (Weighting 6%)
Outcomes vs Policy Scenarios (CEO) £k
Maximum
776 84 1,552 2,412
Single Figure FY2026
776 1,482 84 2,342
Target
776 776 84 1,636
Fixed
776 84 860
Salary Annual bonusBenefits and pension
Shareholding progression (CEO)
Target = 200%
FY2019
22%
26%
FY2020
32%
FY2021
41%
FY2022
43%
FY2023
99%
FY2024
81%
FY2025
180%
FY2026
Single Figure history
Single Figure – CEO
FY2026 FY2025
Base Salary £776k £752k
Pension and benefits £84k £105k
Annual Bonus £1,482k £619k
Total £2,342k £1,478k
Reduction in benefit values reflect alignment of pension contribution
to prevailing rate of UK workforce effective 1 January2025.
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Remuneration at a glance FY2026 continued
Directors’ Remuneration Report continued
Proposed remuneration design for FY2027
Policy implementation for FY2027 – Executive Directors
Details show planned implementation of our Remuneration Policy during FY2027. Introduction of Long-Term Incentive Plan awards
are subject to approval by shareholders of revised Remuneration Policy at 2026 AGM.
Fixed remuneration
CEO CFO
Salary
CEO salary as at 1 July 2026 = £787,470 CFO salary as at 1 July 2026 = £525,000
(Salaries will next be reviewed effective 1 January 2027.)
Pension
9% of salary, aligned to the prevailing rate of the UK workforce.
Benefits
Range of benefits including car allowance, private health care, permanent health insurance and life assurance.
Nochanges to core benefits provided from FY2026.
Variable remuneration
CEO CFO
Annual bonus
Maximum 150% of salary
Assessment:
Financial metrics (80% weighting) and Strategic (20% weighting).
Delivery:
Mandatory deferral of part of awards into shares for three years: 50% deferral (reducing to 33% when
shareholding requirement is met at point of award).
Performance
SharePlan
(PSP)awards
Award of 200% of salary Award of 175% of salary
Assessment:
Financial metrics (80% weighting) and Strategic metrics (20%).
Delivery:
Vesting after three years, with shares subject to further two-year holding period.
Linkage of performance measures to strategy
Strategic theme Performance measure
Annual
bonus PSP
Product innovation
Launch and commercialise new products
tostrengthen our market position.
Product launch delivery
Driving innovation
Operational excellence
Well-run business with efficient processes. ‘One Renishaw’
ESG
Responsible business that takes care
ofour people and planet in line with
ourvalues.
CO
2
e intensity reduction
Employee engagement
Growth
Organic growth generates the profits forus
to reinvest in our future.
Adjusted operating profit growth
Cash conversion
Return on invested capital (ROIC)
Adjusted earnings per share growth
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Remuneration Policy
Approaching our Policy review
The Committee acknowledges our existing Remuneration Policy differs in approach to prevailing market practice. The current policy
reflects the history of Renishaw as a business led by its founders who were Executive Directors, became Non-executive Directors
and were direct controlling shareholders. This changed with the sad passing of Sir David McMurtry in December 2024 and the
establishment of Deltam Holdings Limited, a joint family holding company, in November 2025.
Whilst the existing Policy contains provisions to make changes for new appointments, we believe that it is important to consider the
design and competitiveness of reward for all participants, including incumbent Executive Directors.
We agreed a set of guiding principles to support our discussions and considerations:
Guiding principles
Design Evaluation Implementation
— Align and motivate leaders towards
collective goals and enable them
toshare in success generated.
— Support investment in innovation for
the future to drive growth.
— Encourage a long-term performance
mindset, built around creation of
shareholder value.
— Understand market competitiveness of
existingreward structure and current variations
tomarket practice.
— Have honest and open conversations around
performance metrics, including our ability to set
long-term targets with confidence.
— Engage and listen to our shareholders carefully,
understand their views and preferences, and
beguided by what we ultimately believe is right
for Renishaw.
— Ensure future Policy motivates incumbents but
could also attract the right calibre of talent when
needed (whether from within or externally).
— Look for simplicity: to ensure
understanding and build trust
ofleaders.
— Ensure that future design motivates
leaders both annually and over the
longer term.
— Manage any change for incumbent
employees openly and sensitively.
Finally, we determined that any change should fulfil the following goals:
Appropriate link with strategy Ensuring market competitiveness Alignment with shareholders
Seek opportunities to strengthen the
alignment of reward to our stated strategy,
rewarding sustained businessdelivery.
Ensure our reward is appropriately placed
against the market.
Continued belief that senior leaders
shouldhave significant alignment to the
shareholder experience through material
shareholding in thebusiness.
Context for goal
Existing use of Annual Bonus (only) has
scope to incentivise short-term delivery
and not prioritise investment in pursuit of
future sustained growth.
Context for goal
Absence of long-term incentive plan for
incumbent Executive Directors (but with
existing scope within current Policy for
inclusion for a newhire).
Current target reward package for CEO
below lowerquartile against identified
comparatorgroups.
Context for goal
Actual shareholding level for existing CEO
isbelow the stated guideline of 200%.
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Directors’ Remuneration Report continued
Remuneration Policy continued
Defining comparator groups
We considered two comparator groups to understand the competitiveness of current Renishaw Executive Director reward against
the market, both in terms of expected quantum and the underlying mix of elements of the reward package.
Existing CEO remuneration vs comparators
Industrial peers group FTSE 250 subset
Group
characteristics
An original group reviewed contained 19 UK listed
industrialcompanies, including some both far larger
andsmaller than Renishaw.
We evolved this to look at a subset of 11 companies between
one third and three times the scale of Renishaw (based on
average market capitalisation overthe prior 12months).
Renishaw was placed just below the median of this group
based on market capitalisation. The companies were:
— Renishaw, Chemring, Rotork, Vesuvius,
OxfordInstruments, Spirax, Bodycote, Weir Group,
IMI,Qinetiq,Spectris and Babcock.
Contained FTSE 250 companies with 12-month
average market capitalisation between £1.5bn
and£3bn, excluding financial services companies.
Renishaw’s 12-month market capitalisation
average at point of analysis was £2.2bn,
justabovethe median ofthe group (£2.1bn).
1
Renishaw CEO
(target reward)
Target reward level of £1,645,000 (based on annual salary of £787,000, pension contribution level of 9% and
target annual bonus of 100% of salary, with no LTIP).
Resulting market
insight (target
reward)
2
Target level of
reward (£’000)
Lower quartile 1,792
Median 2,273
Upper quartile 2,552
Target reward for Renishaw CEO (£1,645,000) was
thelowestof any company in the comparator group,
around£150,000 below the lower quartile level.
Target level of
reward (£’000)
Lower quartile 1,751
Median 2,368
Upper quartile 3,001
Target reward for Renishaw CEO was also below
thelower quartile of this group.
Structural
observations
(Renishaw vs
comparator group)
— CEO base salary (£787,470) placed between median
(£771,000) andupper quartile (£811,000).
— Existing target annual bonus level around upper
quartileagainst group (median = 87.5% of salary,
upperquartile = 98%).
— Renishaw was the only company without a long-term
incentive in place, resulting in total reward positioned
below lower quartile.
— Base salary just below market median of
£797,000.
— Target bonus: median = 75% of salary,
upperquartile= 100% of salary.
— Target long-term incentive for identified group:
median= 100% of salary, upper quartile =
145%ofsalary.
Overall insight Target reward levels for CEO were below desired positioning, and with a heavy skew towards annual performance
only, in contrast to prevailing market practice.
1 We took a long-term approach to considering the market capitalisation of Renishaw against comparators, using 12-month averages through to December 2025.
Itis noted that the current market capitalisation of Renishaw is well in excess of these levels, and was £3.7bn at 30 June 2026.
2 This was defined as the value of annual salary and pension, plus the expected or target value of annual bonus awards and long-term incentives (where used).
Insight for CFO Role
Similar conclusions were found when reviewing reward arrangements of the previous CFO against market data, and were used to
inform the design and implementation of the package for our current CFO (John Shipsey) when he joined the business in April 2026.
Full details of his reward arrangements are covered within the Annual Report on Remuneration. We noted that, of the shortlisted
external candidates for the CFO position, all had been participants in long-term incentive plans in previous companies, and this
wasan expected constituent of a potential reward package.
Our conclusions and goals of change
Our conclusion was that changes were required to enable us to address our desired goals. While we had some flexibility under
ourcurrent Policy to support CFO recruitment (or that of another Executive Director), we were concerned around the overall target
remuneration levels for our CEO vs market comparators, and the potential for subsequent package variation across our executive
team. Our vision was for something that united people towards common business goals. We believe that we should make changes
to the Policy to recognise the change in the Executive Director roles, and that of the Executive Leadership team more broadly.
Thenew Policy will reinforce the vision and values of the founders, with the focus on long-term innovation of products that are
valuedby our customers, responsible investment and cash management, delivering organic growth and sustained profitability.
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Shareholder engagement
We discussed our proposed changes with family members, including the Directors of Deltam Holdings Limited, and
alsoapproached our top 13 institutional shareholders. In total, this covered around 75% of our issued share capital.
Additionally,weengaged with shareholder proxy agencies to discuss our proposals.
To support discussions, we shared an outline of proposed changes for discussion and input including:
— introduction of a performance-based LTIP, delivered in shares with vesting subject to performance against targets;
— rebalancing of CEO reward (lowering Annual Bonus opportunity alongside introduction of an LTIP);
— standardised deferral of 50% of Annual Bonus award earned for Executive Directors into Company shares
(reducingto33%where shareholding guidelines were met or exceeded).
What we heard through consultation
Themes through
consultation
Key discussion topics The way we have reflected shareholder discussions within our
proposedPolicy
LTIP introduction
— Change for incumbent CEO.
— Transition to combination of
Annual Bonus and LTIP.
Reduction in Annual Bonus opportunity for CEO for FY2027 to 150% of
salary (from 200% in FY2026), with a reduced level of deferral into shares
(from 62.5% to50%, or 33% where shareholding requirement met).
This is designed to preserve cash flow to Will through the change,
subjectto performance delivery.
Overall target levels of reward increase to around market median levels.
First PSP performance period is FY2027–FY2029 inclusive, with shares
vesting subject to further two-year holding period.
Strategic assessment
within Annual Bonus
— Use of strategic metrics
(including ESG).
— Removal of formal underpin
requiring threshold profit
attainment before any awards
made under strategic
elements.
Some investors sought confirmation that ESG metrics would remain
withinincentive assessment. We will include this within Annual Bonus
assessment for FY2027.
Another theme was a desire to have fewer metrics within the overall
design, sothat key deliverables were highlighted rather than a very
detailed scorecard. We have reduced the number of metrics within the
Annual Bonus for FY2027, witha minimum weighting of 5% of the total
opportunity for any individual metric.
We will continue to retain an overriding ability for the Committee to adjust
award outcomes and override formulaic outcomes.
Long-term assessment
metrics
— Choice of metrics.
— Approach to strategic
assessment.
— Absence of Total Shareholder
Return (TSR) as a proposed
performance metric.
Shareholders were supportive of the range of metrics and the balance
this created. We heard endorsement for the respective combination of
EPS and ROIC performance and agreed an EPS weighting of 50% and
afinal ROIC weighting of 30% as part of our implementation for FY2027
(an increase from the 25% weighting weinitially discussed).
Several shareholders highlighted a desire for inclusion of a TSR metric,
which would align with typical market practice. We have discussed this
point in depth as a Committee and have decided not to include this within
the proposed structure. We want metrics where delivery is based on
achievement within the control of Renishaw participants, rather than by
reference to relative performance against others. We believe this will be
motivational for participants, and, through analysis, have found very few
companies that would represent effective comparators to Renishaw for
TSR assessment.
We have decided to use two strategic elements to determine assessment
for the FY2027 PSP awards: covering innovation and operational
excellence. More details are provided later in the report, andwe believe
that these are aligned with our stated strategy and provide the right
balance of motivation to senior leaders across the business.
Long-term assessment
targets
— Performance through the
economic cycle.
We discussed the way we set targets for EPS delivery with a desire to
reward sustained earnings growth over the medium term in line with our
stated growth aspirations. We will look to set targets in line with our
external guidance, while recognising that volatility of EPS outcomes in
particular years may make some three-year performance periods more
stretching than others, reflecting the base-year performance.
We will assess ROIC delivery based on the average performance over
therespective three-year performance period, with actual targets set with
reference to our externally stated guidance.
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Directors’ Remuneration Report continued
Remuneration Policy continued
What we heard through consultation continued
Themes through
consultation
Key discussion topics The way we have reflected shareholder discussions within our
proposedPolicy
Deferral into shares of
Annual Bonus awards
— Extent of deferral of bonus
awards into shares.
— Interaction with minimum
shareholding requirement.
— Removal of ‘enhanced
recovery provisions’ for share
awards to CEO from FY2027.
Conversations covered evolving market practice around reductions and,
in some cases, waiving of deferral requirements once minimum
shareholder guidelines had been met. Many shareholders werekeen
thatdeferral remained in place, and we heard support for anapproach
whereby deferral levels were standardised with further reduction where
shareholding guidelines were met. Shareholders indicated this felt
arobust balance alongside the introduction of anewLTIP.
Our proposals maintain and standardise deferral into shares at 50% ofthe
bonus earned (with a reduction to 33% where shareholding guidelines are
met or exceeded by the individual).
Post-cessation Policy
— Tapering of post-cessation
holding requirement within
existing Policy.
Removal of tapering of post-cessation requirements after 12 months.
Therefore any future Executive Director leavers will be required to
maintain their shareholding requirement for two years post-cessation
ofemployment (or actual shareholding at exit if lower).
Key changes of our proposed new Policy
Proposed Policy change Intended route to implement for FY2027
Introduction of an LTIP for all Executive Directors.
Maximum permitted awards of 225% of salary.
Vestingafterthree years with vested shares subject
tofurther two-year holding period.
Awards made as Performance Shares, with vesting
linkedtoattainment against targets set at start of
performance period.
Malus and Clawback provisions attached to awards
(asdisclosed in more detail within notes to thePolicytable).
— Subject to approval from shareholders at the November 2026 AGM,
we will make first award with performance targets based on the
three-year period beginning 1 July 2026 (FY2027–FY2029).
— LTIP award levels for CEO of 200% of salary, and 175% of salary
forCFO.
— The long-term incentive award will be made following the November
AGM. Wewill make this using prevailing salaries of participants at the
time of award and use the same share price as was used to determine
the deferred annual bonus award for Will in respect of his deferred
Annual Bonus award from FY2026 (scheduled to be awarded in
October 2026).
— These awards will vest (to the extent of performance achieved) in
October2029 (aligned to the vesting date of the Annual Bonus award)
and wethen expect to align all grants and vestings to occur at the
same point in future years.
— Any awards vesting from the Long-Term Incentive Plan will be subject
to further two-year holding period before scheduled release.
Reduction in maximum level of Annual Bonus permissible
under Policy (from 225% to 175%).
— Maximum award level of 150% for FY2027 for both Executive Directors.
Deferral of Annual Bonus into shares standardised for
Executive Directors at 50% of award (reducing to33%
where shareholding guideline met at point ofaward).
— 50% of Annual Bonus earned deferred into Company shares for three
years (reduced to 33% if shareholding guideline met at point of award).
Removal of formal underpin whereby no awards couldbe
made under strategic metrics ifathresholdlevel of profit
isnot met.
— We will remove this underpin but continue to retain overriding
abilityforthe Committee to adjust award outcomes and override
formulaicoutcomes.
Clarification of shareholding guideline. — Requirement of 200% of salary (or level of PSP award in event this
ishigher during the life of the Policy).
— Assessed based on average share price over last quarter of the
respective financial year (rather than year-end share price).
There are a number of additional changes we have made to the way we will implement the Policy (not to the Policy itself) designed
todrive simplicity, transparency and operational efficiency. These are described within the Annual Report on Remuneration.
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How our proposals reposition target reward levels for our CEO
These changes mean that the reward structure more closely aligns with our strategy and wider market practice, with the majority
ofvariable reward linked to three-year performance delivery. The reduction in Annual Bonus combined with the introduction of
along-term incentive plan means that overall target levels of reward are higher, with target reward levels moving to around median
against the comparator groups we identified, as shown below.
Renishaw
858
667
638
705
783
839
858
911
879
803
961
999
1,026
100%
75%
88%
75%
100%
88%
75%
75%
75%
88%
75%
100%
100%
100%
90%
1,645
1,674
1,691
88%
1,825
100%
2,025
100%
2,175
100%
2,235
100%
2,371
120%
2,431
125%
2,439
125%
2,891
125%
3,024
125%
3,032
Current
Company
1
Fixed: Base and pension Target annual bonus % Target LTI %
Company
2
Company
3
Company
4
Company
5
Renishaw
Proposed
Company
6
Company
7
Company
8
Company
9
Company
10
Company
11
CEO Target Remuneration
Current and Proposed Vs Comparator Group £k.
Shows industrial group comparator companies 1/3rd to 3 x Renishaw market cap.
CEO Target
Remuneration
Industrials
group £k
FTSE 250 excluding
Financial Service £k
(market cap £1.5-3bn)
Lower quartile 1,792 1,751
Median 2,273 2,368
Upper quartile 2,552 3,001
Notes/assumptions
— Renishaw target reward assumes 50% of Annual Bonus opportunity
and50%vesting of PSP award
— Shows reduction of Annual Bonus opportunity for CEO from
200%to150%from FY2027, alongside introduction of PSP award
— Renishaw current CEO target reward = £1,645k. Proposed target
reward=£2,235k
— Market data was analysed in December 2025 and does not reflect
anysubsequent changes to reward within comparator organisations.
Incentive design for CEO – FY2027
Introduction of long-term incentive from FY2027, coupled with reduction in annual bonus opportunity.
Current – FY2026
Annual Bonus only
FY2027 Implementation
Balance of Annual Bonus + Performance Share Plan Award
Annual Bonus:
Maximum = 200% of salary
Assessment weighted 80%to profit
delivery, 20% to annual strategic metrics
Compulsory deferral of 62.5% of award
into shares
Annual bonus:
Maximum = 150% of salary
Weighting: 80% financial metrics,
20%strategic
50% of award deferred into Company
shares for three years (reduced to 33%
where shareholding requirement met)
Performance Shares (PSP):
Grant = 200% of salary
Weighting: 80% financial metrics,
20%strategic
Shares vest after three years, followed
by two-year holding period
Current target total
Remuneration £1,645k
Future target total
Remuneration £2,235k
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GOVERNANCE REPORT
Directors’ Remuneration Report continued
Remuneration Policy continued
Remuneration Policy
Introduction
This section of the Directors’ Remuneration Report sets out the proposed Directors’ Remuneration Policy of the Company
(seepages100 to 109 inclusive), to be approved at the 2026 AGM. If approved by shareholders, this Policy will come into force
afterthe 2026 AGM, for a period of up to three years. The 2026 Policy was determined by the Committee after reviewing market
practice and the alignment of the existing Policy to Company strategy, and after an extensive consultation exercise with
shareholdersearlier in 2026.
To ensure conflicts of interest are managed, the Committee ensures no Director determines the Policy regarding their own
remuneration. The specific way we propose to implement this Policy for FY2027, subject to Shareholder approval at our AGM
inNovember 2026, is provided in our Annual Report on Remuneration, beginning on page 110.
Policy objectives
Our objectives are to ensure that our Remuneration Policy:
— can attract and retain Directors of the calibre needed to lead a complex and international business such as Renishaw;
— avoids unnecessary complexity, so that all stakeholders (including participants) are clear on any performance targets set and
what they need to do to achieve them;
— encourages a long-term mindset and associated decision-making, designed to link reward outcomes to sustainable growth
delivery and value creation for shareholders, consistent with the Company’s purpose and values;
— considers and is commensurate with pay and reward across the Group; and
— has appropriate mechanisms to ensure that reward outcomes are determined and finalised in the context of wider business
performance and the shareholder experience.
Proposed Remuneration Policy table for Executive Directors
Base salary
Purpose and link tostrategy
To provide a competitive remuneration package tomotivate and retain Executive Directors of the
required calibre tohelp the Group meet its objectives to deliver the Group’s strategy.
Operation
Salaries are normally reviewed and set annually and effective from 1 January in line with the effective
date forthe wider workforce. Base salary is set in the context of pay for similar roles in industrial peers
and in UK-listed companies of similar sizeand complexity.
Opportunity
Base salary increases will normally be capped at the level of salary increases for the broader workforce
in the Executive Director’s home market, unless the Committee in its absolute discretion determines that
circumstances warrant ahigher increase.
Example circumstances include:
— to reflect a significant change in aDirector’s role or responsibilities;
— if (in shareholders’ interests) a Director was intentionally appointed on asalary that is below what the
Committee considers to be the appropriate level of market salary and their subsequent performance
in the role warrants a higher salary increase; or
— if a Director's salary is no longer market competitive due to significant market movements.
The rationale for any such higher increase will be disclosed in the relevant annual report on remuneration.
Performance measures
Not applicable.
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CONTENTS
Proposed Remuneration Policy table for Executive Directors
Benefits
Purpose and link tostrategy
To provide market-competitive benefits thatmotivate and retain Executive Directors and enable them to
give maximum attention totheir role.
Operation
Benefits provided on an ongoing basis include:
— a car or car allowance;
— private medical insurance;
— life assurance; and
— long-term disability cover.
If, on the appointment of a new Executive Director, relocation is required to the Director’s place of work,
reasonable and proportionate relocation support may beprovided.
Additional benefits may be provided in the future taking into account individual circumstances,
includingbut not limited to payment of financial and adviser fees, expatriate allowances, housing
allowances and tax equalisation. This may include a gross up to reflect any tax or social security due
toreimbursed expenses.
If the Company establishes an ‘all employee’ share plan, any Executive Director may participate on the
same basis as any other qualifying employee.
Opportunity
The maximum level of benefits will be set at alevel that the Committee considers appropriate, taking into
account the nature and location of the role and the individual circumstances of the Executive Director.
Benefits in respect of the year under review are disclosed in the Annual Report on Remuneration.
Performance measures
Not applicable.
Pension
Purpose and link tostrategy
To provide a pension contribution/allowance inline with the wider workforce of the local market of the
Executive Director and to motivate and retain Executive Directors of the required quality to meet the
Group’s objectives.
Operation
Executive Directors receive pension contributions into the Company’s defined contribution scheme,
orallor part delivered asa cash allowance paidin lieu.
Will Lee is a deferred member of the Company’s defined benefit scheme, which closed for future
accruals on 5 April 2007.
Opportunity
The maximum contribution to the defined contribution scheme or, where applicable, additional salary
payment inlieu of contributions, is set at a level not exceeding that available to the majority of the wider
UK workforce or the local market of the Executive Director (currently 9% of base salary in the UK).
The Committee retains discretion to determine the approach and calculation of the wider workforce
pension level, including, if relevant, the methodology for international directors.
Performance measures
Not applicable.
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CONTENTS
GOVERNANCE REPORT
Directors’ Remuneration Report continued
Remuneration Policy continued
Proposed Remuneration Policy table for Executive Directors
Annual bonus
Purpose and link tostrategy
To incentivise and reward achievement of the Group’s financial goals and delivery of strategic aims.
Deferral of part of any award into shares enhances alignment with shareholders.
Operation
Targets are normally reviewed annually, and any payout is determined by the Committee after the
year end, taking into account performance achieved against the stated targets.
To the extent that the performance criteria has been met, 50% of the bonus earned will be compulsorily
deferred into Company shares for three years, reducing to 33% where the shareholding guideline is met
at the end of the financial year to which the reward relates.
Dividends may accrue on deferred shares over the deferral period and, if so, will be paid as additional
shares on vesting. Thenumber of additional shares may be calculated assuming reinvestment into
shares on such basis as the Committee determines.
The Committee sets Group performancetargets.
In the case of financial measures, for achieving an appropriately stretching levelof threshold
performance, up to 25% of the maximum opportunity is earned, increasing typically on a straight-line
basis to a target at which 50% of the maximum opportunity would be earned, and to acap at which the
maximum opportunity could be earned.
For strategic measures, payouts are determined by the Committee between 0% and 100% based on
theCommittee’s assessment of the extent to which the relevant metric or objective has been met.
Malus and Clawback provisions apply to both the cash and deferred portion of the Annual Bonus
(assetout in the Notes to the Policy table from page 104).
Opportunity
Maximum of up to 175% of salary ispermissible forExecutive Directors under the Policy.
Performance measures
Based on Group performance.
The Committee may introduce other metrics (financial and strategic) to reflect the Group’s priorities
oradjust or substitute performance measures applying to existing annual incentive opportunities to
appropriately reflect underlying performance.
Any strategic metrics shall not form more than 25% of the overall bonus opportunity.
Changes from existing Policy
Reduction in maximum opportunity permissible under the Policy to175% of salary (currently 225%).
Thismaximum applies to all Executive Directors.
Deferral of awards into shares for three years standardised at 50% of bonus earned (currently 62.5% for
CEO and 50% for other Executive Directors), with further reduction to 33% if the shareholding guideline
is met atthe end of the performance year to which awards relate.
Removal of ‘Enhanced recovery provisions’ applying to part of Annual Bonus delivered in shares,
withcontinued protection existing through malus and clawback provisions.
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CONTENTS
Proposed Remuneration Policy table for Executive Directors continued
Long-term incentive
Purpose and link tostrategy
To align the interests of senior leaders and shareholders in growing the value of the Group over the
longterm.
Encourages sustained performance delivery over time.
Operation
Executive Directors are able to receive annual awards of Renishaw plc shares either in the form of
conditional shares or nil-cost options.
Awards granted will normally have a performance period of three years.
Vesting will occur to the extent that performance has been achieved against the targets usually
determined priorto grant. Targets are set to ensure that they are appropriately stretching and aligned
tothe Group’sstrategy.
Dividends may accrue on deferred shares over the deferral period and, if so, will be awarded as
additional shares on vesting. The number of additional shares may be calculated assuming reinvestment
into shares on such basis as the Committee determines.
Shares that vest are normally subject to a further two-year holding period for Executive Directors.
Theholding period may operate on the basis of (i) the LTIP award vesting following the assessment
ofperformance but that, other than as regards sales of shares to cover tax and social security liabilities,
the shares acquired must be retained until the end of the holding period; or (ii) release of the shares
being deferred until the end of the holding period.
Malus and Clawback provisions apply to the long-term incentive in certain circumstances (as set out in
the Notes to the Policy table from page 104).
Opportunity
Maximum of up to 225% of salary for Executive Directors in respect of a financial year.
Awards will typically be expressed against a stated performance range, describing performance
required to deliver threshold, and maximum awards, and the way vesting outcomes are determined
between these points.
For financial measures, a maximum of up to 25% vesting will apply for achievement of
thresholdperformance.
For strategic measures, payouts are determined by the Committee between 0% and 100% based on
theCommittee’s assessment of the extent to which the relevant metric or objective has been met.
Performance measures
Details of specific metrics used for each award and the performance scale adopted will be disclosed
within the relevant annual report on remuneration.
Changes from existing Policy
Introduction of new reward element within Policy.
Shareholding guidelines
Purpose and link tostrategy
Supports the alignment of Executive Director and shareholder interests.
Operation
Each Executive Director is expected to build up and maintain a level of share ownership of at least 200%
of base salary, or level of long-term incentive award (expressed as a percentage of salary) ifhigher.
Executive Directors’ shareholdings are reviewed annually by the Committee to ensure progress is being
made towards achievement of the guideline level of shareholding.
Until the prevailing minimum shareholding guideline is met, all released vested share awards (after sales
to meet estimated tax liabilities) must be retained.
Progress against the guideline is calculated annually as at 30 June, using shares held by the
individual(orspouse). Additionally, deferred bonus shares and LTIP awards for which the performance
assessment has been carried out (i.e. LTIP shares in a holding period and/or LTIP awards which are
exercisable but that have not been exercised) count towards the guideline on a net of assumed tax basis.
Thecalculation ordinarily uses the average ofthe Company share price over the three months prior
to30 June toallow for any short-term share price volatility.
The Committee retains the discretion to modify the application of this guideline in appropriate circumstances.
Opportunity
Not applicable.
Performance measures
Not applicable.
Changes from existing Policy
Amendment such that shareholding guideline would be increased in the event that a PSP award in
respect of a financial year in excess of200% wasmade to the participant.
Confirmation that calculation against guideline will be performed using an average share price of the last
quarter ofthe financial year.
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CONTENTS
GOVERNANCE REPORT
Directors’ Remuneration Report continued
Remuneration Policy continued
Proposed Remuneration Policy table for Executive Directors continued
Post-employment shareholding Policy
Purpose and link tostrategy
Supports the principle of long-term share ownership that is promoted by the UK Corporate
GovernanceCode.
Operation
Executive Directors will be required to maintain a personal shareholding in Renishaw at a level of at least
the lower of their actual shareholding and the level of their minimum shareholding guideline for two years
following cessation of employment.
The Committee retains the discretion to modify the post-employment shareholding requirement in
appropriate circumstances – for example, on a change of control, or if a conflict of interest arises with
anExecutive Director’s next appointment, or in compassionate circumstances.
Opportunity
Not applicable.
Performance measures
Not applicable.
Changes from existing Policy
Post-employment holding of prevailing shareholding requirement (or lower if actual holding is lower)
foraperiod of two years post-cessation of employment, with removal of tapering after one year
contained in existing Policy.
To support ongoing administration, any unvested deferred bonus shares for good leavers would be
vested on the second anniversary of cessation of employment (aligned to the post-employment Policy).
Notes to the Policy table
Malus and clawback
In line with the Governance Code, the Committee has agreed
malus and clawback provisions for incentive awards, which
areincluded within associated participant communication and
associated documentation and Plan rules. These provisions
apply to the Annual Bonus, deferred bonus shares and
LTIPawards.
The Committee retains discretion to amend payouts should
anyformulaic outcome not reflect the Committee’s assessment
ofoverall business performance, or if the Committee
considersthe formulaic outturn is not appropriate in the
contextof circumstances that were unexpected, unforeseen,
orinappropriate for any other reason.
Part or all of any awards made under the Annual Bonus or
LTIP(whether paid in cash or deferred/awarded in shares)
maybe subject to these provisions in the event of any:
— material financial misstatement;
— error in calculation;
— gross misconduct on the part of the participant;
— corporate failure;
— material loss;
— reputational damage; and/or
— other exceptional circumstance as determined by the
Remuneration Committee.
The timing of potential application of these provisions is shown
below and is designed to reflect the timing of determination
ofawards under the respective Plans, and the underlying
performance periods upon which awards were based.
These provisions are set to reflect a timeframe in which the
Company's financial reporting, audit and risk procedures would
typically identify one of the malus and clawback trigger events.
The Committee retains the discretion to extend the clawback
period in the event of an ongoing investigation.
Malus Clawback
Annual Bonus
– cash award
Up to point of cash
payment (usually in
September following
completion of
performance year).
Aligned to annual
bonus share
deferral period.
Annual Bonus
– deferred shares
Up to the end of
thedeferral period
(threeyears after
awardof shares
following completion
ofthe respective
performance period).
None post end of
the deferral period.
Shares awarded
under LTIP
During vesting period. To the end of the
holding period.
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Policy for the remuneration of employees
moregenerally
The Group aims to provide a remuneration package that is
competitive in an employee’s country of employment, which
isappropriate to promote the long-term success of the Group.
The Company intends to apply this Policy fairly and consistently
ensuring that it can compete successfully in the marketplace
andsufficiently retain and motivate employees. In respect
oftheExecutive Directors, a greater proportion of the
remuneration package is ‘at risk’ and determined by reference
toperformance conditions.
The Committee does not consult directly with employees as part
of the determination of the Policy for Executives but does receive
regular oversight and updates on wider workforce reward
policies and practices.
Approach to performance metric selection and target
setting under variable reward plans
The Committee reviews the use of performance metrics at the
start of each respective performance period. Metrics chosen
typically align with the strategic KPIs of the Group (see pages
11to 13). On occasion, we may complement these with other
metrics designed to focus leadership on specific themes or
objectives, aligned to the overall pursuit of our stated strategy.
Metrics and weightings between them may change over
successive awards and this will be disclosed in the Annual
Report on Remuneration along with an associated rationale
forthe change.
Our long-term metrics are intended to drive alignment between
strategic execution and long-term value creation for our
shareholders. We use multiple metrics, designed to reflect
sustained delivery of financial and strategic performance.
Targets are set against a performance scale. The way these
willbe set may differ (depending on the specific metric) but
willbe informed by a combination of internal and external
forecasts ofthe business itself, and on occasion with reference
to performance ranges adopted for companies of similar size
and/or complexity. We set targets designed to be achievable, but
where maximum awards represent superior levels of performance.
Weretain the right to vary or adjust or substitute measures
ortargets in the event that material events happen during the
performance period that were not foreseen when the targets or
measures were set, with agoal of ensuring that revised targets
ormeasures are no less difficult to satisfy than the original
targets when set.
Use of discretion
The Committee has the ability to apply discretion to amend
thePolicy with regard to minor or administrative matters where
itwould, in the opinion of the Committee, be inappropriate to
seek or await shareholder approval. Additionally, it has the ability
to apply discretion to ensure that the actual implementation is
consistent with the guiding aims set out in this report.
Examples include (but are not limited to):
— Amendment to formulaic outcomes under incentive plans.
The Committee retains the right to adjust overall formulaic
outcomes (up or down) to ensure resultant awards are
afairreflection of overall Company achievement and
thestakeholder experience over the respective
performanceperiod.
— Honouring of legacy commitments to individuals. Example
situations could include the ability for the Committee to
makeremuneration payments and payments for loss of
officewhere the terms were agreed before this Policy
cameinto effect orat a time when the individual was not
aDirector of the business, provided these terms were not
agreed in anticipation of the individual becoming a Director
ofthebusiness.
— Minor changes to the Policy. This could include minor
changes such as in response to regulatory, exchange
control,administrative or tax purposes to take account of
achange in legislation, where making a change would be
disproportionate to the level of discretion being exercised.
Any use of discretion would be fully disclosed to shareholders,
usually within the next published Annual Report on Remuneration.
All discretions under any share plan established by the
Companywill be available to the Committee under this Policy,
except where explicitly limited by this Policy. Share plan awards
may be settled, in whole or in part, in cash, although the
Committee would only settle an Executive Director’s award
incash in appropriate circumstances, such as where there is
aregulatory restriction on the delivery of shares or in respect
ofthe tax liability arising in connection with an award.
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GOVERNANCE REPORT
Directors’ Remuneration Report continued
The Committee will not offer non-performance-related incentive
payments (for example a ‘guaranteed sign-on bonus’).
Salary, pension and benefits
For an external hire, base salary will be set in line with the
factorsset out in the Policy table, taking into account the
individual’s experience and the amount required to attract the
individual to join the Company. Pension and benefits will be
provided in line with the Policy table.
Where a new Executive Director is required to relocate from
theirhome location to take up their role, the Committee may
provide reasonable relocation assistance and other appropriate
allowances if business needs require it.
Variable remuneration
Variable remuneration will ordinarily be provided in accordance
with the Policy table and up to a maximum of 400% of salary. Any
award in respect of forfeited remuneration asdescribed below is
excluded from the maximum permitted variable remuneration.
Forfeited remuneration
The Committee may make payments or awards to buyout
remuneration forfeited by new hires in connection with leaving
aprevious employer. Any such buyout awards would ordinarily
have a fair value no higher than that of the awards being
replaced and would be structured as far as possible to
replicatethe remuneration being forfeited, in terms of any
vestinghorizons or performance linkage.
Approach to recruitment remuneration
When agreeing the remuneration package for a new Executive
Director, the Committee will ordinarily apply the Policy for
existingExecutive Directors to ensure a consistent approach.
The Committee retains discretion to award other elements of
paythat it considers are appropriate. However, this discretion
iscapped and is subject to the limits referred to below.
Circumstances in which these other elements may be
awardedinclude:
— an interim appointment being made to fill an Executive
Director role on a short-term basis;
— if exceptional circumstances require that the Chair or
aNon-executive Director takes on an executive function
onashort-term basis; and
— if an Executive Director is recruited at a time in the year when
it would be inappropriate to provide a bonus for that year as
there would not be sufficient time to assess performance.
Subject to the limit on variable remuneration set out in the text
to the right, the quantum in respect of the months employed
during the year may be transferred to the subsequent year so
that reward is provided on a fair and appropriate basis.
The Committee may also alter the performance criteria and
deferral period applicable to the annual incentive opportunity
ifthe Committee considers that the circumstances of the
recruitment merit such alteration. Any use of this discretion
wouldbe accompanied by a full rationale in the relevant annual
report on remuneration.
Minimum
100%
880
39%
25%
35%
2,257
24%
32%
43%
3,634
20%
27%
53%
4,421
Target
Fixed pay Annual bonus Long-term (PSP)
Maximum Maximum plus
50% share
price growth
Minimum
100%
592
41%
27%
32%
1,445
26%
34%
40%
2,299
21%
29%
50%
2,758
Target Maximum Maximum plus
50% share
price growth
CFO (£k)CEO (£k)
Assumptions
Fixed – Shows the value of fixed pay using a salary value of £787k for the CEO and £525k for the CFO, with expected benefit values based
onour Policy. Pension contributions reflect wider workforce levels in the UK of 9% of salary. Assumes no awards under variable plans.
Target – Calculation as per fixed with awards of 50% of maximum under the Annual Bonus and PSP. Annual bonus opportunity for both
CEOand CFO of 150%. PSP award for the CEO of 200% of salary with an award to the CFO of 175% of salary.
Maximum – Calculation as per fixed with full awards under Annual Bonus and PSP.
Maximum plus share price growth – As maximum, but assumes a 50% share price increase between award and vesting for the PSP award.
Illustrations of application of Remuneration Policy
The bar charts below for each Executive Director show illustrative remuneration for the financial year ending 30 June 2027 under
different performance scenarios, subject to approval of the revised Policy at the 2026 AGM.
Illustration of the application of Remuneration Policy
Remuneration Policy continued
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CONTENTS
Provision Policy
Notice period
12 months’ notice by either party. No obligation to pay a specific amount in compensation for loss of office.
Pension
Pension will continue to apply until the termination date. Payment in lieu of notice will be considered up to a period
of12 months. Payments in lieu of notice include base salary, pension and benefits and may be paid in instalments
and subject to mitigation. The Committee may determine that certain benefits should be continued instead of
making apayment in lieu of them.
Benefits
Benefits will continue to apply until the termination date; payment in lieu of notice will be considered up to a period
of12 months. The Committee has discretion to determine that certain benefits should continue to be provided rather
than making a payment in lieu of notice.
If the Company establishes an ‘all employee’ share plan, the treatment of any awards under it on cessation
ofemployment and on a change of control of the Company or other relevant event would be determined in
accordance with the rules of the plan.
In appropriate circumstances, the Committee may continue the provision of certain benefits (for example,
privatemedical insurance) for a period following cessation.
Treatment of
annual incentive
plan awards
No annual incentive is payable for the financial year, unless the Committee determines otherwise in certain
‘goodleaver’ circumstances. These include ill health, death, disability, retirement in agreement with the Committee,
redundancy or any other reason as the Committee in its absolute discretion may determine. For ‘good leavers’,
anypayment would normally be prorated for time and reflect the Company’s performance against the targets
setatthe start of the year. It would also take into account the circumstances of the individual’s loss of office.
TheCommittee retains discretion to pay any bonus earned for the year of cessation wholly in cash, but would
dosoonly in circumstances it considers compassionate, such as in the event of death or ill health.
Unvested deferred share awards normally lapse, unless the Committee determines otherwise for a ‘good leaver’.
Insuch cases, unvested awards would normally vest on the earlier of their scheduled vesting date or two years post
leaving with no proration, although theCommittee may elect to apply time-proration adjusting awards to reflect the
time employed during the deferral period. The Committee has discretion to determine that deferred bonus share
awards will vest at cessation of employment in appropriate circumstances.
Unvested awards normally vest early on a change of control of the Company or other relevant event in accordance
with the rules of the Plan.
Treatment of
LTIPawards
Awards usually lapse on cessation of employment, unless the Committee determines otherwise for a ‘good leaver’.
In such cases the number of shares would normally be prorated to reflect the period employed within the three-year
performance period, with vesting usually occurring on the scheduled vesting date and subject to the original
performance conditions set by the Committee. Vested LTIP awards would be released at the end of the originally
envisaged holding period or, at the discretion of the Committee, on the later of the end of the performance period
and two years post cessation.
The Committee has discretion to determine that LTIP awards will vest/are released at cessation and/or to amend
time pro-rating in appropriate circumstances.
On a change of control or other relevant event, LTIP awards will be treated in accordance with the Plan rules.
Other payments
In appropriate circumstances, payments may also be made to a departing Director in respect of accrued
holidaypay, and outplacement and legal fees.
Exit Payments Policy
The Executive Directors’ service contracts reflect the Company’s
Policy regarding notice periods. No payment will be made for
atermination by the Company for a breach by the Executive
Director of their service contract. In other cases, payment in
lieuofnotice will be considered up to the 12 months’ notice
period tocover base salary, benefits and pension contributions.
Ifadditional compensation is required to be considered,
suchason a settlement agreement, the Committee will consider
all relevant commercial factors affecting the specific case.
Where a buyout or other one-off award is made, the leaver
provisions would be determined at the time of the award. The
Committee reserves the right to make additional exit payments
where such payments are made in good faith in discharge of
anexisting legal obligation (or by way of damages for breach of
such an obligation) or by way of settlement or compromise of any
claim arising in connection with the termination of a Director’s
office or employment. Asummary of the key elements of the
approach for cessation ofemployment is set out below.
Existing obligations
When an internal appointment is made, any pre-existing
obligations will be honoured, and payment will be permitted
under the Policy.
Service contracts
The Executive Directors’ service contracts are for an indefinite
period and require 12 months’ notice of termination by either
party. There are no obligations in any Executive Director’s
servicecontract, or Non-executive Director’s letter of
appointment, that would require the Company to pay
aspecificamount of compensation for loss of office.
Directors’ service contracts are available for inspection at
theCompany’s registered office upon written request to the
Company Secretary.
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CONTENTS
GOVERNANCE REPORT
Directors’ Remuneration Report continued
Remuneration Policy continued
Legacy remuneration arrangements
The Committee reserves the right to make remuneration
payments and payments for loss of office notwithstanding that
they are not in line with the provisions set out on page 107 where
the terms of payments were agreed:
— before the Policy came into effect (provided that, in the case
of any payments agreed on or after 16 October 2014 they
arein line with any applicable shareholder-approved
Directors’ Remuneration Policy in force at the time they were
agreed or were otherwise approved by shareholders); or
— at a time when the relevant individual was not a Director
ofthe Company and, in the opinion of the Committee,
thepayment was not in consideration for the individual
becoming a Director of the Company.
For these purposes, ‘payments’ includes the satisfaction of
variable remuneration and, in relation to an award over shares,
the terms of the payment are ‘agreed’ no later than the time the
award is granted.
Statement of consideration of employment conditions
elsewhere in the Group
The Committee takes into account the pay and employment
conditions of the Group in the country in which the Executive
Director resides and is satisfied that the approach taken is fair
and reasonable based on market conditions and practice, and
the best interests of shareholders. When considering the annual
salary review, the average base salary increases awarded to
employees provide a guide when determining the salaries ofthe
Executive Directors (located in the same country).
Statement of consideration of shareholder views
The Committee undertook an extensive shareholder
engagementexercise with key stakeholders during 2026 and
used feedback and insight from this engagement (including
frommeetings and written responses) to finalise the design
oftheproposed Policy as described on pages 97 to 98.
Thefeedback indicated broad support for the proposals
presented and gave an opportunity to discuss specificpoints
within the Policy in more detail.
We remain committed to meaningful shareholder engagement
onremuneration and are grateful to all who engaged with us
andthe feedback we received. We will continue to monitor
trends and developments in corporate governance and market
practice to ensure the structure of executive remuneration
remains appropriate for Renishaw and aligned to the objectives
ofour Remuneration Policy.
External appointments held by Executive Directors
Subject to approval from the Board, Executive Directors may
hold non-executive director positions with other organisations
and may retain fees paid for such a role. Details of any
appointment and associated fees will be included within the
Annual Report on Remuneration.
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CONTENTS
Non-executive Directors’ Policy table
The fees for any Non-executive Chair would be determined by the Committee and the fees for other Non-executive Directors
aredetermined by the Chair and the Executive Directors. Set out below is a table summarising the approach to fees for the
Non-executive Directors.
The Non-executive Directors are appointed for an initial three-year period subject to annual performance review and re-elections at
subsequent AGMs, unless terminated earlier by either party on one month’s written notice. Appointments will not normally continue
beyond nine years in office, although there may be exceptions where a certain skillset is difficult to replace and/or to allow Renishaw
to conduct a comprehensive recruitment exercise. In the event of the appointment of a Non-executive Chair, a longer notice period
may be agreed of up to six months.
Non-executive Director fees
Purpose and link tostrategy
To provide a competitive fee to attract and retain Non-executive Directors of the required calibre to meet
the Group’s objectives.
Operation
Fees are set taking into account the responsibilities of the role, the expected time commitment and
prevailing market rates.
Additional fees will be payable for chairing of Board Committees and assuming the role of Senior
Independent Director.
Additional fees may also be paid for other Board responsibilities, roles or time commitments, if this is
considered appropriate.
Non-executive Directors cannot participate in any of the Company’s performance-based share plans
orannual incentive schemes although their fees may be paid in cash or shares (which may include
anon-performance based nil or nominal cost award over Company shares, which may incorporate
aright to dividend equivalents over the award’s vesting period).
Fees are reviewed at appropriate intervals, usually on an annual basis, with reference to fees payable
tonon-executive directors of companies of a similar size and complexity.
Non-executive Directors do not receive incentive pay or share awards and do not currently receive any
benefits or pension arrangements.
Travel and other reasonable expenses (including fees incurred in obtaining professional advice in
thefurtherance of their duties) incurred in the course of performing their duties are reimbursed to
Non-executive Directors (including any associated tax liability).
Opportunity
Maximum: basic fees are subject to the aggregate limit set in accordance with the Company’s Articles
ofAssociation, as amended by shareholder approval from time to time.
Performance measures
Not applicable.
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CONTENTS
GOVERNANCE REPORT
Directors’ Remuneration Report continued
Advisers
The Committee uses independent advisers as needed and our
current adviser is Deloitte LLP (Deloitte). Deloitte is a founder
member of the Remuneration Consultants Group and, as such,
voluntarily operates under the code of conduct in relation to
executive remuneration consulting in the UK. The Committee
hasundertaken a review and continues to believe that the
advicereceived from Deloitte is objective and independent
andis satisfied that Deloitte does not have any connections
withtheCompany or any individual Directors that may impair
itsindependence.
Total professional fees and expenses paid to Deloitte for advice
received was £47,850.
Deloitte was appointed by the Committee in March 2021
following a competitive tender process and has provided
otherremuneration and tax advice during FY2026.
Key activities of Committee during FY2026
Governance
— Reviewed and approved the Directors’ Remuneration Report.
— Reviewed external adviser relationship and contribution.
— Undertook effectiveness evaluation/process.
— Reviewed the Committee’s terms of reference.
Remuneration Policy and its operation
— Discussed proposals for changes to the existing Remuneration
Policy and approved changes to be discussed with
shareholders through consultation.
— Considered shareholder feedback and finalised design of
revised Policy to be tabled for approval at the 2026 AGM.
— Approved the Executive Directors’ and Senior Leadership
Teamsalaries.
— Finalised performance outcomes for FY2025, considering
financial and strategic outcomes against targets.
— Determined targets and incentive structure for FY2026.
— Approved grants of deferred shares in respect of FY2025
Annual Bonus awards.
— Determined remuneration arrangements for appointment
ofCFO.
— Approved the structure of the Annual Bonus plan for FY2027
and ongoing approach to target setting.
— Approved intended application of LTIP within the business and
the way this will be introduced and communicated.
People
— Received update on elements of remuneration available to the
wider workforce.
— Approved people objectives for FY2026.
— Reviewed the gender pay gap statistics.
— Approved the wider employee pay review.
— Approved the employee bonus proposal for FY2026, including
changes to Annual Bonus design for senior leaders for FY2027.
What does the Committee do?
The Committee is responsible for setting competitive
remuneration arrangements and incentive structures that attract,
retain and motivate talented people. These responsibilities are
set by the Board and formally recorded in the terms of reference,
which are available at www.renishaw.com/corporategovernance.
Specifically, the Committee is responsible for:
— designing the framework and policy for executive
remuneration;
— determining the remuneration for each of the Executive
Directors and other senior management;
— ensuring that suitable financial and strategic objectives
underpin reward structures and encourage strong
performance; and
— reviewing workforce remuneration and related policies.
To avoid duplication, the table below cross-refers to
disclosuresgiven elsewhere of how we have sought to
complywith Provision 41 of the Governance Code.
Topic Page(s)
An explanation of the strategic rationale for executive
directors’ remuneration policies, structures and any
performance metrics.
90-92
Reasons why the remuneration is appropriate using
internal and external measures, including pay ratios
and pay gaps.
118-119
Whether the remuneration policy operated as intended
in terms of company performance and quantum,
and,if not, what changes are necessary.
90-92
What engagement has taken place with shareholders
and the impact this has had on remuneration policy
andoutcomes.
97-111
What engagement with the workforce has taken place
toexplain how executive remuneration aligns with
wider company pay policy.
111
To what extent discretion has been applied to
remuneration outcomes and the reasons why.
115
Members
All members of the Committee are Independent Non-executive
Directors: Catherine Glickman (Chair), Juliette Stacey, Stephen
Wilson and Professor Dame Karen Holford. The Committee met
six times in FY2026, and we set out in Key activities on this page
a summary of the topics discussed in those meetings.
During FY2026, Kasim Hussain, Group General Counsel &
Company Secretary, acted as secretary to the Committee.
Executive Directors and other individuals including the Group
Human Resources Director may attend Committee meetings
byinvitation (toadvise on the remuneration and performance
ofsenior management and to take part in specific discussions),
although they do not take part in any specific discussions that
directly relate to their own remuneration.
Annual Report on Remuneration
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CONTENTS
Statement of consideration of shareholder views
The Committee continues to value insight from shareholders on
remuneration. During FY2026 we have carried out an extensive
consultation process to discuss proposed changes to our
Remuneration Policy. We are proposing material changes to
ourPolicy at the 2026 AGM to strengthen the alignment of our
reward structure with our business strategy, and to ensure
market competitiveness. Full details of our proposed changes,
and the way we have consulted with shareholders, is included
onpages 94 to 98.
Committee meeting attendance record
Committee member Attended
Catherine Glickman (Chair) 6/6
Juliette Stacey 6/6
Stephen Wilson 6/6
Professor Dame Karen Holford 6/6
Statement of consideration of employment conditions
elsewhere in the Group
The Terms of Reference for the Committee mean that the
Committee also directly determine reward for the Senior
Leadership Team.
The Committee receives an annual update on reward across
thebusiness including wider remuneration policies in operation.
Through reviewing these the Committee is able to ensure
alignment between the wider workforce and the Executive
Directors. This enables the Committee to satisfy itself that any
approach taken or changes considered for Executive Director
reward are fair and reasonable, reflect wider market conditions,
are in the interest of shareholders and align with the culture and
wider reward approach in operation. This was particularly
important when considering proposed future changes to our
Remuneration Policy described elsewhere within this disclosure.
We are comfortable that the broader reward framework continues
to operate well, and that there is clear progression in reward
where people progress into larger roles within the business.
The expected balance between fixed and variable reward
changes at more senior roles, with a higher component linked to
delivery of performance outcomes. Our Senior Leadership team
participate in an annual bonus arrangement, using the same
performance metrics as those used for Executive Directors,
andincluding mandatory deferral of part of any award earned
into company shares.
Most employees below our Senior Leadership Team participate
in our Profit Share arrangement. The application of our standard
formula would have led to material increases in award levels for
participants over FY2025. We discussed and agreed further
investment in respect of FY2026 to recognise the superior
performance during the year, with a minimum award of £1,000
(prorated) for any participant. Final awards are a combination
ofseniority of the individual and their respective performance
during the year.
During the year the Committee discussed the average base
salary increases for employees in the UK, and this was used as
aguide when determining pay increases for Will Lee and other
Senior Leadership Team members. Contributions to a pension
plan for Executive Directors have mirrored the prevailing rate
forUK employees since 1 January 2025 (currently 9%).
We continue to monitor the impact of our current reward policies
and practices, such as through our gender pay gap disclosure
inthe UK. The Company continues to focus on benchmark
activity to assess competitiveness of reward against other
companies and the way that transparent job-grading systems
and frameworks can provide career pathways for colleagues.
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CONTENTS
GOVERNANCE REPORT
Directors’ Remuneration Report continued
Annual Report on Remuneration continued
Remuneration Policy: Implementation in FY2026
Ahead of the Annual Report on Remuneration, we have summarised below the key remuneration outcomes for FY2026. The current
Policy (under which reward was implemented for FY2026) can be found at www.renishaw.com/en/financial-reports--22583. Toensure
conflicts of interest are managed, the Committee ensures no Director determines the Policy regardingtheir ownremuneration.
Summary for Executive Directors
Purpose and link to strategy Implementation in FY2026
Base salary
To provide a competitive remuneration
package to motivate and retain Executive
Directors of the required calibre to help
theGroup meet its objectives to deliver
theGroup’s strategy.
The salary level for Will Lee was reviewed in November 2025, and increases were effective
from 1 January 2026. Will Lee received an increase of 3% (to £787,466). This was slightly
lower than the average increase effective January 2026 for the wider workforce of 3.8%.
The joining salary for John Shipsey was £525,000.
Benefits
To provide market-competitive benefits
thatmotivate and retain Executive
Directors and enable them to give
maximum attention to their role.
Benefits provided this year included a car allowance and private medical insurance.
Thetotal values are set out in the Annual Report on Remuneration on page 114.
Pension
To provide a pension contribution/
allowance in line with the wider workforce
of the home country of the Executive
Director, and to motivate and retain
Executive Directors of the required
qualityto meet the Group’s objectives.
From 1 January 2025 Executive Directors are entitled to receive contributions or cash
equivalents available to the majority of the UK wider workforce (currently 9% of salary).
Annual incentive
To incentivise and reward execution
oftheGroup’s objectives, reward
outperformance and encourage
ExecutiveDirector share ownership.
Assessment is based 80% against Adjusted PBT and 20% against strategic objectives,
which this year were focused on product innovation; environmental, social and governance,
including targets on carbon intensity reduction; and operational excellence, including cash
conversion. These drive long-term growth, new product development and our work on
sustainability, specifically on our environmental targets, and are all linked to the strategy
andvalues of the Group, which underpin our culture and drive behaviours consistent with
ourpurpose.
Neither Allen Roberts (former Group Finance Director) nor John Shipsey (incoming CFO
whojoined the business in April 2026) participated in the annual incentive arrangements
forFY2026.
Maximum opportunity for Will Lee was 200% of salary, with 62.5% deferred into Company
shares for three years.
FY2026 Adjusted PBT was £168.0m: this was above the threshold, paying out at 80% of
the80% maximum. Strategic performance was strong, with a formulaic outturn of 15.5%
ofapossible 20%. Given the high weighting towards profit delivery, the overall outcome
wasanannual bonus award of 95.5% of maximum. See page 93 for full details ofthe
targetsandawards.
Minimum shareholding guideline
Supports the alignment of Executive
Director and shareholder interests.
Each Executive Director is expected to build up and maintain a level of share ownership
ofatleast 200% of base salary. Neither Executive Director currently meets the minimum
shareholding guideline.
Post-employment shareholding policy
Supports the principle of long-term share
ownership and alignment of interests with
shareholders.
Executive Directors will be required to maintain a personal shareholding in Renishaw
atalevel of at least the lower of their actual shareholding and the level of their minimum
shareholding guideline for one year after they step down from the Board, and 50% of
thatlevel for another year.
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Remuneration of the Directors in FY2026
This section of the report sets out the remuneration of the Directors in FY2026. Details of how the Committee intends to implement
the revised Remuneration Policy for FY2027 are set out on pages 94 to 95. During FY2026, the Policy operated as intended in terms
of performance and quantum. The information on pages 113 to 121 has been audited where required under the regulations and is
indicated as audited where applicable.
This Directors’ Remuneration Report has been prepared in accordance with Schedule 8 to the Large and Medium-sized Companies
and Groups (Accounts and Reports) Regulations 2008 (as amended), UKLR 6.6 of the UK Listing Rules and the Governance Code.
Single total figure table (audited) – Executive Directors
Salary Benefits Pension Annual Bonus
1
Total remuneration
FY2026
£’000
FY2025
£’000
FY2026
£’000
FY2025
£’000
FY2026
£’000
FY2025
2
£’000
FY2026
£’000
FY2025
£’000
FY2026
£’000
FY2025
£’000
Will Lee 776 752 22 22 62 83 1,482 619 2,342 1,476
Allen Roberts
3
241 476 10 20 17 52 – 294 268 842
John Shipsey
4
115 – 5 – 10 – – – 130 –
Total 1,132 1,228 37 42 89 135 1,482 913 2,740 2,318
1 The value of the bonus includes both the value of the annual cash bonus and the face value of deferred shares to be awarded in respect of the relevant financial
year. Deferred shares will normally vest on the third anniversary of grant, subject to continued employment and, for Will Lee, enhanced recovery provisions, where
applicable. The treatment of Allen Roberts’ deferred shares in connection with his departure from the business is described on page 121.
2 Due to an error in the administration of the pension arrangements, pension contributions were overpaid in the FY2025 year. Accordingly, pension contributions
were adjusted during FY2026 to ensure that the total pension allowance payable reflects alignment with the contributions made to the majority of the UK
workforce at 9% from 1 January 2025.
3 Allen Roberts stepped down from his position as Group Finance Director on 26 November 2025 and was employed until 31 December 2025 to enable an
effectivetransition of responsibilities. Payments in the above table show salary and benefits through to 31 December 2025. He received further payments linked
to cessation of employment that are disclosed on page 121.
4 John Shipsey commenced employment on 13 April 2026. The values in the single figure table show his salary and benefits for the period of joining through to
30 June2026.
Single total figure table (audited) – Non-executive Directors
Fees Expenses Total remuneration
1
FY2026
£’000
FY2025
£’000
FY2026
£’000
FY2025
£’000
FY2026
£’000
FY2025
£’000
John Deer 83 80 1 1 84 81
Catherine Glickman 85 80 0 0 85 80
Sir David Grant 325 325 3 1 328 326
Juliette Stacey 87 80 1 1 88 81
Stephen Wilson 83 80 5 1 88 81
Professor Dame Karen Holford 83 80 1 0 84 80
Richard McMurtry 83 80 0 0 83 80
Camille Deer
2
69 – 0 – 69 –
Total 899 807 11 4 910 811
1 The Non-executive Directors are not eligible for any variable remuneration and only receive fixed remuneration.
2 Camille Deer was appointed to the Board effective 1 September 2025.
Summary for Non-executive Directors
Purpose and link to strategy Implementation in FY2026
Non-executive Directors’ fees
To provide a competitive fee to attract
andretain Non-executive Directors of
therequired calibre to meet the
Group’sobjectives.
Basic fees were subject to the aggregate limit set in accordance with the Company’s Articles
of Association, as amended by shareholder approval from time to time. Fees were reviewed
in December 2025 and increased by 3% to £84,360 with effect from 1 January 2026.
Therewas no increase to the Chair’s fee of £325,000.
Additionally, in line with the provisions of the existing Policy, the Board agreed that an
additional fee would be payable with effect from 7 April 2026 for those performing the role
ofChair of the Remuneration Committee, Chair of the Audit Committee or Senior Independent
Director. This fee will be £8,000 per annum, and the prorated value for the FY2026 year is
shown within the data tables below for the respective Directors. The Board further agreed that
the basic fees for Non-executive Directors would remain unchanged until 1 January 2029.
None of the Non-executive Directors received any additional fees or bonuses.
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CONTENTS
GOVERNANCE REPORT
Directors’ Remuneration Report continued
Annual Report on Remuneration continued
Benefits (audited)
Car allowance
£’000
Other
£’000
Will Lee 20 2
Allen Roberts 10 0
John Shipsey 4 0
Total pension entitlements (audited)
Will Lee is a member of our closed UK defined benefit scheme. The normal retirement age is 65. On death, pension benefits would
pass to that member’s dependants.
Since the closure of the defined benefit scheme, contributions have been made to a defined contribution scheme or paid in cash.
At 30 June 2026
Value of defined benefit
pension entitlement
£’000 per year
Pension
contributions in
respect of FY2026*
£’000 per year
Will Lee 12 62 (paid in cash)
*As disclosed in the single figure table.
Annual incentive outcomes for FY2026
The incentive opportunity is based on financial and strategic objectives, although the award is only payable provided the financial
threshold is met (irrespective of performance against the strategic objectives). The financial objective, based on stretching Adjusted
PBT targets, comprised 80% of the award, while the strategic objectives comprised 20%.
Full details of the financial objectives, strategic objectives and performance against them are set out in the following tables.
Financial objectives
Threshold Profit point A Profit point B Maximum Achieved in FY2026
Adjusted PBT £115m £127m £145m £160m £168m
% of bonus payable for Adjusted PBT performance 10%
(12.5% of
maximum)
20%
(25% of
maximum)
60%
(75% of
maximum)
80%
(100% of
maximum)
80%
(100% of
maximum)
Bonus awards calculated on a straight-line basis between the points in the above table.
Strategic objectives
Strategic metrics were worth up to 20% of the total annual bonus opportunity. Performance against the targets set is shown in the
table below with associated outcomes as determined by the Committee, resulting in 15.5% awarded out of a possible 20%.
Strategic objective Performance outcome against targets
% of bonus
payable
Outcome
(%of bonus
paid out)
Product innovation
— Product launches
— Emerging product line
profitability
— Three major product launches during year (Modus IM for Equator,
Stradaand RMP400S) – at top of range set by the Committee.
— Profitability of the emerging CMM and gauging systems product line
improved substantially during the year, exceeding the stretch target
forthis metric.
8% 8%
Environmental, social and
governance(ESG)
— CO
2
e reduction from
purchased metals
— Employee engagement
— Significant non-conformances
— CO
2
e reduction was at the top of set performance range (20% actual
reduction against target of 15%).
— Engagement score reduction during year (below threshold level set by
Committee) with no award for this metric.
— No significant non-conformances during year, achieving maximum award
for this metric.
6% 4%
Operational excellence
— Delivery performance
— Cash conversion
— Cost of product quality
(CoPQ)
— Delivery performance was below the target range, with no award for
thismetric.
— Outcome of 79% was at the target level with the range set by the
Committee, resulting in a partial award for this metric.
— Quality costs fell throughout the year and represents superior performance
to the range set by the Committee, leading to amaximum award.
6% 3.5%
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Final Annual Bonus outcome
The maximum opportunity for FY2026 was 200% of salary for Will Lee with 62.5% of any bonus earned to be deferred into shares
forthree years. Half of the deferred shares will be subject to continued employment, while the other half will be subject to continued
employment and the enhanced recovery provisions described in the Committee Chair’s statement. Neither Allen Roberts nor
JohnShipsey participated in the Annual Bonus forFY2026.
Performance for FY2026 has resulted in the following awards:
Executive Director
Cash bonus
£’000
Deferred into shares
£’000
Total
£’000
Will Lee 556 926 1,482
When considering the outcomes, the Committee has taken a holistic view, including in relation to the employee and wider
stakeholder experience, in addition to performance relative to the targets and objectives set. The Committee considers that the
levelof payout reflects the overall performance of the Group in the year and is appropriate. The Committee has not exercised any
discretion in relation to remuneration outcomes for Executive Directors.
Proposed Implementation of Policy for FY2027: Executive Directors
Base salary – Salaries for both Will Lee and John Shipsey will next be reviewed during FY2027 with any changes effective from
1 January 2027. This timing aligns to pay review activity across the wider business.
Benefits – No changes are proposed to the range of benefits provided.
Pension – Both Executive Directors receive pension contributions of 9% in line with the contributions available to the majority of the
wider UK workforce.
Annual Bonus
Maximum award opportunity for each Executive Director is 150% of salary. Calculations will be determined using annual salary as
at1 April 2027. Targets have been set for each of the metrics below, and these and the associated performance achieved against
them will be disclosed in the following Annual Report on Remuneration.
Metric Link to strategy Weighting
Adjusted operating profit at constant currency Growth 60%
Cash conversion Growth 20%
Product launch delivery Product Innovation 10%
CO
2
e intensity reduction ESG 5%
Employee engagement ESG 5%
Approach to Annual Bonus for FY2027
We have made some changes to the way we will implement our Annual Bonus for FY2027, alongside the introduction of our
proposed new Remuneration Policy.
— Reduction in opportunity level for CEO (from 200% in FY2026 to 150% for FY2027). This opportunity level will apply to both
Executive Directors.
— Reduced number of metrics, with minimum weighting for any metric of 5%. This has been done to simplify the design and
focus participants on key deliverables.
— Increase in weighting of a cash metric (cash conversion) to represent 20% of the total bonus opportunity.
— Use of an amended metric to assess profit delivery: Adjusted operating profit at constant currency. This is an existing
Alternative Performance Measure and aligns to our desire to measure annual performance at constant rates, and excludes
bank interest, aligning participants to core trading performance.
— Removal of rigid underpin requiring achievement of threshold profit performance before any awards under the annual bonus
are payable. (Malus and clawback provisions will remain unchanged, along with Committee ability to overwrite or amend
formulaic outcomes.)
— A deferral level into shares of 50% of the bonus earned (previously 62.5% for CEO), with a reduction in deferral to 33% where
Executive Directors meet or exceed the minimum shareholding requirement.
— Dividend equivalent shares will be added at the point of vesting.
— Bonuses calculated with reference to annualised salary as at 1 April 2027.
The overall balance between financial and strategic metrics will remain unchanged at 80% financial and 20% strategic.
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GOVERNANCE REPORT
Directors’ Remuneration Report continued
Annual Report on Remuneration continued
Long-Term Incentive Plan
This element will be awarded subject to approval from shareholders for our revised Remuneration Policy at the 2026 AGM. The value
of awards that will be made in FY2027 will be 200% of salary for the CEO and 175% of salary for the CFO. Awards will bemadeover
Company shares with vesting linked to Company performance over the three-year period ending 30 June 2029 (FY2027–FY2029
inclusive). Awards will be made based on prevailing annual salary at the point of award.
Subject to shareholder approval, awards will be made following the AGM. These awards will vest in October 2029 following the
assessment of the performance conditions and a two-year holding period will apply. We will use the same share price as used
forthedeferred Annual Bonus award to determine the number ofshares awarded to participants under the LTIP following the
2026AGM.
In future years we expect to make all share awards (both deferred Annual Bonus awards and LTIP grants) at the same time.
Dividend-equivalent shares will be added on vesting (to the extent performance targets are achieved).
Performance targets for FY2027 grants
Targets for the FY2027 grant are shown in the table below. In line with our proposed Policy, the Committee will retain overall
discretion to adjust the level of vesting generated by performance against the targets up or down to ensure alignment with business
performance over the period.
Metric Weighting Choice of metric, target determination and commentary
Adjusted Earnings per share
(EPS)
50%
Why EPS?
Measures our ability to grow earnings in a sustained way over time and align with the
shareholder experience.
Threshold Stretch
EPS growth
1
3% 13%
Award level 0% 100%
Straight-line vesting between points in the above table.
1 Growth in adjusted earnings per share over the FY2026 value, expressed as acompound annual
growth rate.
Return on Invested Capital
(ROIC)
30%
Why ROIC?
Assessing our efficiency in allocating capital to profitable investments.
Threshold Stretch
ROIC
1
13% 19%
Award 0% 100%
Straight-line vesting between points in the above table.
1 ROIC is an existing KPI as shown on page 12. ROIC will be calculated for each of the years in the
performance period and then averaged to determine awards against the performance scale shown.
Product Innovation
10%
Why Innovation?
Progression of defined products categorised as emerging in maturity over the
three-year period covering all major parts of the business.
The outcome will be a subjective assessment by the Committee at the end of three
years against performance metrics and an assessment scale set in advance.
(Thespecific targets will not be disclosed in advance for commercial sensitivity reasons.)
See page 94 for more details of how this will be assessed.
Operational Excellence
10%
Why Operational Excellence?
Encouraging and aligning the business to improve efficiency in the way it operates,
manage the cost base and deliver key change initiatives.
As with Product Innovation, defined targets were set at the start of the three-year period,
being to achieve key milestones in the One Renishaw programme. Overall outcomes will
be determined by the Committee against set criteria, and full details will be provided in
the Annual Report onRemuneration following determination of outcomes. This will
describe the targets set, actual performance realised and factors used by the
Committee to make their awarddetermination.
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A similar methodology will be adopted to assess operational excellence against predefined targets that will not be disclosed in
advance due to commercial sensitivity.
Proposed implementation of Policy for FY2027 – Non-executive Directors
Basic fees for Non-executive Directors will remain unchanged until 1 January 2029. We will continue to pay an additional fee
of£8,000 a year for those Directors who chair a Board Committee or who assume the role of Senior Independent Director.
TSR performance graph
The graph below shows our TSR performance, compared with the FTSE 250 Index. The Committee believes this is the
mostappropriate broad index for comparison, because Renishaw is a member of this index. TSR performance was rebased
to100at30 June 2016.
TSR performance
100
150
200
250
300
2016 2017 2018 2019 2020 2021 2022 2023 2024 20262025
RenishawValue of £100 invested on 30 June 2016 FTSE 250 Financial year ended 30 June
Spotlight on product innovation within PSP assessment
Why is innovation so important for us as a business?
Since its inception, Renishaw has been an innovator in measuring and manufacturing systems, developing world-leading products
ofhigh accuracy and precision. Accelerating the rate of innovation is a fundamental driver of future shareholder value creation.
Ourrecent focus has been on profitability within our emerging product lines, and we want this to be a strategic lever within our
incentivedesign to unite leaders.
What criteria will the Committee use to assess performance over the three years?
The Committee will make an assessment based on the progression of a defined group of key products of emerging maturity
categorisation over a three-year period across all major parts of the business. Progress will consider key performance
indicatorsincluding:
— aggregate product-line profitability of defined group achieved vs plan over the three years;
— status of identified group of products at end of year three (including reaching number one or two in market share, or profitability ≥20%)
Nil award Threshold (2–4%) Target (5–7%) Stretch (8–10%)
— Progress behind target
ineach product.
— Limited market
shareimprovement.
— Improved aggregate
profitability but below
forecast plan.
— Strong market share
progression across individual
products, withslower
progression elsewhere.
— Overall profitability of
basketin line with plan.
— Solid gains in profitability.
— Growth in key accounts.
— Profitability ahead of
agreedplan.
— Strong market share growth.
— Superior individual product
performance within overall
identified group of products.
117
Renishaw plc Annual Report 2026
GOVERNANCE REPORTGOVERNANCE REPORT
CONTENTS
GOVERNANCE REPORT
Annual Report on Remuneration continued
Directors’ Remuneration Report continued
Chief Executive Officer total remuneration
The table below sets out information relating to the remuneration of the Chief Executive Officer for each of the years in question:
Year
FY
2016
FY
2017
FY
2018
1
FY
2019
FY
2020
FY
2021
FY
2022
FY
2023
FY
2024
FY
2025
FY
2026
Will Lee (from 1 February 2018)
Single figure of total remuneration (£’000) 594 653 601 1,488 1,770 802 821 1,476 2,342
Annual incentive award (includes annual cash
bonus and deferred equity incentive) % of maximum 95 0 0 100 100 0 0 41 95.5
Long-term incentive vesting % of maximum n/a n/a n/a n/a n/a n/a n/a n/a n/a
Sir David McMurtry (until 31 January 2018)
Single figure of total remuneration (£’000)
2
668 1,207 818
Annual bonus payout % of maximum 0 77 100
Long-term incentive vesting % of maximum n/a n/a n/a
1 The remuneration shown is on a prorated basis for the period when Sir David McMurtry stepped down and Will Lee took office to the end of the financial year.
2 Represents the total remuneration received by Sir David McMurtry in relation to this role.
Chief Executive Officer pay ratio
The tables below and on the next page set out the Chief Executive Officer pay ratios as at 30 June in the financial years 2020 to 2026.
The report will build up over time to show a rolling 10-year period. The ratios compare the single total figure of remuneration of the
Chief Executive Officer with the equivalent figures for the lower-quartile (P25), median (P50) and upper-quartile (P75) employees.
Ratiosare presented based on the UK workforce.
We believe that the ratio values are consistent with the Company’s approach to pay and reward. Values have been calculated on the
same basis as for the CEO’s single figure table, with no adjustments made. Overall remuneration for the employees ranked at P25,
P50 and P75 has increased, recognising continued investment in base pay and higher outcomes under the Company profit share
scheme. The increase in the CEO ratio value from the prior year reflects the higher weighting towards variable pay within the
rewardpackage compared to the identified comparator employees, and the corresponding strong performance outcomes for the
year ending 30 June 2026 resulting in a higher overall single figure value. The Committee will continue to monitor the ratios on an
annual basis.
Total remuneration
Financial year Method Employee remuneration Pay ratio
P25 P50 P75 P25 P50 P75
FY2026 Method A
1
£35,734 £46,567 £61,441 65.5 50.3 38.1
FY2025 Method B £33,140 £45,735 £58,070 44.5 32.3 25.4
FY2024
1
Method B £30,551 £42,363 £56,783 26.9 19.4 14.5
FY2023 Method B £27,484 £45,554 £55,940 29.2 17.6 14.3
FY2022 Method B £31,099 £42,246 £48,457 56.9 41.9 36.5
FY2021 Method B £28,438 £37,720 £45,170 52.3 39.4 32.9
FY2020 Method B £27,476 £35,619 £51,563 21.9 16.9 11.6
1 We have elected to move to Method A to determine this calculation from FY2026. This is a more statistically robust approach and provides consistency
betweenthe reporting basis for Executive Directors and employees, calculating total remuneration for all UK employees on the same single figure basis as the
Executive Directors.
118
Renishaw plc Annual Report 2026
CONTENTS
Base salary
Financial year Employee remuneration Pay ratio
P25 P50 P75 P25 P50 P75
FY2026 £31,740 £41,178 £52,450 24.4 18.8 14.8
FY2025 £29,918 £40,675 £52,145 25.1 18.5 14.4
FY2024 £27,035 £38,153 £49,750 26.7 18.9 14.5
FY2023 £24,134 £39,10 0 £48,205 2 9.1 18.0 14.6
FY2022 £27,213 £36,276 £41,331 24.6 18.5 16.2
FY2021 £24,420 £32,670 £42,480 23.0 17.2 13.2
FY2020
1
£24,650 £32,634 £47,092 20.5 15.5 10.7
1 Where necessary, adjustments were made to the underlying data to reflect a reduction in working hours during April 2020 to June 2020 in connection with the
COVID-19 pandemic. The reductions in salary and employer pension contributions during this time have been added back to give a full-time equivalent figure.
Noother adjustments were made to the underlying data.
Statement of Directors’ shareholding and share interests
The interests of Directors who have served on the Board at any time during the year and their connected persons in the Company’s
ordinary shares as at 30 June 2026 are set out below. There have been no changes to those interests between 30 June 2026 and
the date of signing of this Annual Report.
Number of ordinary
shares of 20p each
beneficially owned
Unvested and
subject to continued
employment
(awarded under the DAEIP)
Minimum
shareholding
guideline
Current
shareholding
1
(% salary)
Minimum
shareholding
guideline met
Will Lee 22,16 3 10,544 2x salary 180.4% Below
Allen Roberts
2
15,732 4,010 2x salary n/a n/a
John Shipsey – – 2x salary 0% Below
John Deer 1,878,161
3
n/a n/a n/a n/a
Catherine Glickman 675 n/a n/a n/a n/a
Sir David Grant – n/a n/a n/a n/a
Juliette Stacey – n/a n/a n/a n/a
Stephen Wilson 1,500 n/a n/a n/a n/a
Professor Dame Karen Holford – n/a n/a n/a n/a
Richard McMurtry 4,988 n/a n/a n/a n/a
Camille Deer – n/a n/a n/a n/a
Total 1,923,219 14,554
1 Current shareholdings for comparison with the shareholding requirements for Executive Directors are calculated based on annualised salary as at 30 June 2026
and by reference to the closing share price on 30 June 2026 (5,120p), and, in line with the Policy, include the net-of-assumed-tax shares subject to DAEIP awards.
2 Allen Roberts ceased employment on 31 December 2025, and his shareholding is shown at this point. He continues to have alignment to Renishaw share
performance through deferred awards under the DEAIP and post-cessation shareholding obligations as disclosed within this report.
3 These interests were non-beneficially held by John Deer but in respect of which he has voting rights.
119
Renishaw plc Annual Report 2026
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CONTENTS
GOVERNANCE REPORT
Directors’ Remuneration Report continued
Annual Report on Remuneration continued
DAEIP awards granted during the year
Will Lee and Allen Roberts were eligible to receive share awards under the DAEIP in respect of deferred awards under the Annual
Bonus from FY2025 as summarised in the table below.
Director Date of grant Number awarded Award price
1
Award value
£’000
% of FY2025
Annual Bonus award Vesting date
Will Lee 22 October 2025 10,544 £36.71 387 62.5% 23 October 2028
Allen Roberts 22 October 2025 4,010 £36.71 147 50% 23 October 2028
2
1 Award price based on average closing middle market price over the five business days preceding the award date.
2 Awards for Allen Roberts will vest in line with the ordinary vesting date in 2028, consistent with his disclosed leaving arrangements.
Summary of scheme interests
At the end of FY2026 the Executive Directors had the following beneficial interests in share awards:
Will Lee
Grant date Award Vesting period
Share price
at grant
Number
at 30 June
2025
Granted
in year
Lapsed
in year
Dividend
equivalents
added in year
Exercised
in year
Number
at 30 June
2026
26 October 2022 DAIEP 26 October 2022
to27 October 2025 £35.08 14,324 – – 881 (15,205)
2
Nil
22 October 2025 DAIEP 22 October 2025
to23 October 2028 £36.71 – 10,544 – – 10,544
Total 14,324 10,544 881 (15,205) 10,544
1 Dividend equivalents were added at 24 October 2025 in shares ahead of scheduled vesting on 27 October 2027.
2 On vesting, 7,172 shares were sold to cover an estimate of tax and national insurance liabilities, with the remaining shares retained by the individual.
John Shipsey (commenced employment 13 April 2026)
John recently joined the business and does not hold any shares in Renishaw as at 30 June 2026.
Allen Roberts (ceased employment 31 December 2025)
Grant date Award Vesting period
Share price
at grant
Number
at 30 June
2025
Granted
in year
Lapsed
in year
Dividend
equivalents
added in year
Exercised
in year
Number
at 30 June
2026
26 October 2022 DAIEP 26 October 2022
to27 October 2025 £35.08 9,115 – – 560 (9,675)
1
Nil
22 October 2025 DAIEP 22 October 2025
to23 October 2028 £36.71 – 4,010 – – 4,010
Total 9,115 4,010 560 (9,675) 4,010
1 On vesting, 4,370 shares were sold to cover an estimate of tax liabilities, with the remaining shares retained by the individual.
Executive Directors serving as non-executive directors of other companies
During the year, none of the Executive Directors were paid to serve as a non-executive director of any other company.
Relative importance of spend on pay
The following table sets out the total amount spent in FY2026 and FY2025 on remuneration to all Group employees and on dividends
to shareholders:
FY2026
£’000
FY2025
£’000
Change
%
Employee remuneration 326,614 306,853 6%
Shareholder dividends paid* 56,842 55,424 3%
*Excludes dividends declared but not yet paid.
Except as shown above, no other distributions have been made to shareholders, or other payments or uses of profit or cash flow,
which affect the understanding of the relative importance of spend on pay.
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Renishaw plc Annual Report 2026
CONTENTS
Payments to past Directors and loss-of-office payments (audited)
Allen Roberts stood down from his position as Group Finance Director on 26 November 2025 after 46 years of service, and ceased
employment on 31 December 2025. Details of the determination of his leaving terms were disclosed in our 2025 Annual Report and
there have been no subsequent changes to these arrangements. The respective treatment and associated payments, where
applicable, are disclosed within this Annual Report and summarised below.
Value Disclosure
Salary and benefits to date
ofcessation of employment
duringFY2026
Breakdown: Salary = £241.k, Benefits = £10.8k, Pension = £16.9k.
Total = £268.7k.
Included within single
figure table.
Annual bonus for FY2025
(cashelement)
£147,000 Paid through payroll
inOctober 2025,
disclosed in 2025 Annual
Report on Remuneration.
Pay in lieu of salary and
contractualbenefits for 12 months
£54 6,197 Paid through payroll
inJanuary 2026.
Annual bonus award linked to
FY2025 performance deferred
intoshares
Face value of shares of £147,000 on award (50% of total FY2027
annual bonus value).
Award of 4,010 shares
1
granted on 22 October
2025, with vesting on
23 October 2028.
FY2026 Annual Incentive
Allen was not eligible to participate in the Annual Bonus for FY2026. n/a
Additional compensation for
lossofoffice
Allen received an additional payment of £1,179,543. This payment
includes £733,407 calculated on a basis consistent with Renishaw’s
enhanced redundancy package terms, £266,593 agreed as part of
the overall settlement of the arrangements relating to his departure
from the business and £179,543 in lieu of an annual bonus for the
period of his active service to 31 December 2025.
Paid through payroll in
January 2026.
Accrued holiday/legal fees/
privatemedical insurance
Accrued holiday = £22,456
Legal fees = £9,000
Ongoing private medical cover will be provided to
31 December2029.
Accrued holiday and legal
fees paid through payroll
in January 2026.
1 The post-employment shareholding requirement will continue to apply to shares acquired pursuant to deferred annual equity awards granted after 30 September
2020. The recovery provisions (covering malus and clawback) under the Policy will continue to apply to relevant remuneration (whether paid in cash or deferred
into shares).
No other payments to past Directors or other loss-of-office payments were made during the year.
Statement of voting at general meeting
At the AGM held on 29 November 2023, votes cast in respect of the Directors’ Remuneration Policy were as follows:
Resolution Votes for % for
Votes
against % against
Total
votes cast
Votes
withheld
Approval of Remuneration Policy 61,006,328 95.50 2,875,973 4.50 63,882,301 15,204
At the AGM held on 26 November 2025, votes cast in respect of the Directors’ Remuneration Report were as follows:
Resolution Votes for % for
Votes
against % against
Total
votes cast
Votes
withheld
Approval of Remuneration Report 61,452,801 95.57 2,849,504 4.43 64,302,305 118,644
This report was approved by the Board and has been signed on its behalf by:
Catherine Glickman
Chair of the Remuneration Committee
22 September 2026
121
Renishaw plc Annual Report 2026
GOVERNANCE REPORTGOVERNANCE REPORT
CONTENTS
GOVERNANCE REPORT
Directors and their interests
The Directors who served on the Board during the year are
listedon pages 60 to 62. In accordance with the provisions of
the Governance Code, all Directors will retire and, being eligible,
offer themselves for re-election to office or, in the case ofany
Director who was first appointed to the Board since thelast
AGM, election to office at the AGM to be held on Wednesday,
25 November 2026. Details of these Directors areshown on
pages 60 to 62 and full biographical details are available at
www.renishaw.com/directors.
The rules on appointment, reappointment and retirement
byrotation of the Directors and their powers are set out in the
Company’s Articles of Association. There are no powers given
tothe Directors that are regarded as unusual.
The Directors’ interests in our share capital (with the equivalent
number of voting rights), as notified to the Company, are listed
onpage 119. There has been no change in the holdings shown
on page 119 in the period 1 July 2026 to 22 September 2026.
Directors’ and officers’ indemnity insurance
andDirectors’ indemnities
Subject to the provisions of the Companies Act 2006, the
Company’s Articles of Association provide for the Directors
andofficers of the Company to be appropriately indemnified.
Inaccordance with the Company’s Articles of Association and
tothe extent permitted by law, Directors (excluding John Deer)
have been granted an indemnity in respect of loss and liability
incurred because of their office. Neither the Company’s
indemnity nor insurance provides cover if a Director is proven
tohave acted dishonestly, fraudulently or negligently. Copies
ofall indemnities granted are available for inspection at the
Company’s registered office.
The Company also maintains insurance for its Directors and
officers in respect of their acts and omissions during the
performance of their duties.
Responsibility statement
As required under the Financial Conduct Authority’s (FCA)
Disclosure Guidance and Transparency Rules (DTR), astatement
made by the Board regarding the preparation of the financial
statements is set out on page 125.
Share capital and change of control
Details of the Company’s share capital, including rights and
obligations, is given in Note 26 to the financial statements.
TheCompany is not a party to any significant agreements
thatmight terminate on a change of control.
A shareholder authority for the purchase by the Company of
amaximum of 10% of its own shares existed during FY2026.
However, the Company did not purchase any of its own
sharesduring that time.
Auditor
A resolution to reappoint Ernst & Young LLP as the auditor
oftheCompany will be proposed at the forthcoming AGM.
Review of the business
A review of the business and likely future developments is
givenin the Chair’s statement, the Chief Executive Officer’s
review and other sections of the Strategic Report. Segmental
information by geographical market is given inNote2 to the
financial statements.
The principal activities of the Company are the design,
manufacture, sale, distribution and service of manufacturing
technologies products and services, and analytical instruments
and medical devices, as outlined on pages 14 to 20 of the
Strategic Report. The Group has overseas subsidiaries to
manufacture, market and distribute some of the Group’s
products and to support customers in the following major
markets outside the UK:
— Americas: Brazil, Canada, Mexico and USA;
— APAC: Australia, China, Hong Kong, India, Japan, Malaysia,
Singapore, South Korea and Taiwan; and
— EMEA: Austria, Czech Republic, Finland, France, Germany,
Hungary, Ireland, Israel, Italy, the Netherlands, Poland,
Spain,Sweden, Switzerland, Turkey and UAE.
There are also representative offices in Indonesia, Slovakia,
Thailand and Vietnam.
In addition, in Slovenia the Group has a joint venture, RLS Merilna
tehnika d.o.o. (RLS), and a subsidiary that designs andarranges
the procurement of application-specific integrated circuits.
More information is available at www.renishaw.com.
Research and development
The Group continues to invest significantly in developing future
technologies, with R&D activities located primarily in the UK.
Wedevelop technologies that lead to patented products and
methods to help deliver our strategy. More information on R&D
expenditure is contained in Note 4 to the financial statements.
The amount of R&D expenditure capitalised, the amount
amortised and impairment charges in the year are given
inNote12.
Dividends
The Directors propose a final dividend of £47.5m or 65.2p per
share, which, together with the interim dividend of £12.2m
or16.8p per share, gives a total dividend for the year of £59.7m
or 82.0p per share. Last year, the Board agreed a total dividend
for the year of £56.9m or 78.1p.
In addition, a special dividend of 70.0p per share has been
approved by the Directors as an interim dividend. Shareholder
approval for this special dividend is not required.
As of 30 June 2026, 31,085 shares were held by the Renishaw
plc Employee Benefit Trust (EBT). These shares may be used
tosatisfy awards made to employees under the Company’s
employee share plan – namely, the Renishaw Deferred Annual
Equity Incentive Plan (DAEIP). Under the terms of the EBT,
anydividends payable on these shares are waived.
Other statutory and
regulatorydisclosures
122
Renishaw plc Annual Report 2026
CONTENTS
There are no agreements with employees providing for
compensation for any loss of employment that may occur
because of a takeover bid.
Suppliers, customers and other stakeholders
Details on how the Directors have had regard to the need to
promote the Group’s relationships with suppliers, customers
andothers are set out on pages 71 to 73. The effect of that
consideration on the Directors’ principal decisions during
FY2026 is also contained in that section.
Political donations and expenditure
No political donations were made or expenditure incurred
duringthe year.
Events after the balance sheet date
For material events affecting the Company since the
year end(30 June 2026), see Note 26 on page 177
(relatingtothe approval of a special dividend).
Financial risk management, objectives
andpolicies
Descriptions of the following can be found in Note 25 to the
Consolidated financial statements on pages 171 to 176:
— the use of financial instruments;
— the Group’s financial risk management objectives
andpolicies;
— policies in relation to hedge accounting; and
— exposure to market risk, including credit and liquidity risk.
Controlling shareholders
The UK Listing Rules (UKLR) contain certain requirements for
listed companies with controlling shareholders. A controlling
shareholder is a shareholder who individually or with any of
theirconcert parties exercises or controls 30% or more of the
votes that may be cast on all or substantially all the matters
atacompany’s general meeting.
As announced on 26 November 2025, the families of the
Company’s founders, the late Sir David McMurtry and John Deer
(Non-executive Director), have established a joint family holding
company, Deltam Holdings Limited (Deltam), to hold 50.25%
ofthe issued share capital of Renishaw. Deltam is therefore
acontrolling shareholder for the purposes of the UKLRs.
The Company has been informed that the families have
enteredinto arrangements to govern the operation of Deltam,
which include provisions relating to the exercise of voting rights
attached to the Renishaw shares held by Deltam. Under those
arrangements, the Deer family representatives on the Deltam
board can require all such shares to be voted against any
specialresolution of the Company, and the McMurtry family
representatives can require all such shares to be voted in favour
ofany ordinary resolution of the Company. In other circumstances,
ifthe Deltam board of directors cannot agree onhow to vote the
Renishaw shares held by Deltam, then the Deltam board shall
cast the votes as it sees fit. This may include casting some votes
in favour and some votes against the relevant resolution.
Disclosure of information to auditor
The Directors who held office at the date of approval of this
statement confirm that, so far as they are each aware, there is
norelevant audit information of which the Company’s auditor
isunaware. Each Director has taken all the steps that they
oughttohave taken as a director to make themselves aware
ofany relevant audit information and to establish that our
auditoris aware of that information.
Annual General Meeting
The notice convening the AGM is enclosed with an explanation
of our proposed resolutions. At the meeting, the Company will
seek shareholder approval for, among other things, the ability
tomake market purchases of its ordinary shares, up to a total
of10% of the issued share capital.
Substantial shareholdings
The table below discloses the voting rights that have been
notified to the Company under the requirements of the FCA’s
DTR 5 as at 30 June 2026. Please note that these holdings may
have changed since being notified to the Company. However,
notification of any change is not required until an applicable
threshold is crossed.
Substantial shareholdings
% of issued
share capital
Number
of shares
Deltam Holdings Limited 50.25% 36,575,098
There have been no changes notified to the Company in
theholdings shown above in the period 1 July 2026 to
22 September 2026.
Employees
The retention of our highly skilled people is essential to our future.
The Directors place great emphasis on continuing the Company’s
training programmes and competitive rewards. Health and safety
matters are another key area of focus, and well-established
systems of safety management are in place throughout the
Groupto safeguard employees, customers andothers.
Employment policies are designed to provide equal
opportunities irrespective of race, religion, gender, age,
socioeconomic background, disability or sexual orientation.
TheCompany gives full and fair consideration to applications
foremployment from people with disabilities, where suitable,
forappropriate vacancies. Employees who become disabled
while with the Company will be given every opportunity to
continue their employment through reasonable adjustments
totheir working conditions and equipment. Where this is not
possible, the Company offers retraining for other positions.
Theywill also be afforded opportunities to continue training
andgain promotion on the same basis as any other employee.
Details on how the Directors have engaged with employees
andhad regard to their interests are set out in various sections
ofthis Annual Report, including pages 34, 45, 47, 66 and 81.
Information provided to employees on the performance of the
business, consultation with employees and performance
incentives is set outin various sections of the Annual Report,
including page 111.
123
Renishaw plc Annual Report 2026
GOVERNANCE REPORT
CONTENTS
GOVERNANCE REPORT
One of the requirements for companies with controlling
shareholders is that the election or re-election of independent
directors at the AGM is subject to a dual vote of (i) the
shareholders as a whole; and (ii) the independent shareholders,
being any person entitled to vote on the election of directors
whois not a controlling shareholder of the company. Another
requirement is that the listed company is able to carry on the
business that it carries out as its main activity independently
from its controlling shareholders at all times.
For the purposes of UKLR 6.6.1(13), the Board confirms that the
Company continues to carry on the business that it carries out as
its main activity independently from its controlling shareholders
at all times.
Greenhouse gas emissions and energy
consumption
Disclosures concerning GHG emissions and energy
consumption are set out on page 42.
Other statutory and regulatory disclosures continued
Disclosure of information under UKLR 6.6.1R
The information that fulfils the reporting requirements under this rule can be found on the pages identified in the table below:
Section Topic Location
(1) Interest capitalised Not applicable
(2) Publication of unaudited financial information Not applicable
(3) Details of long-term incentive schemes for individual directors Directors’ Remuneration Report, starting on page 90
(4) Waiver of emoluments by a director Not applicable
(5) Waiver of future emoluments by a director Not applicable
(6) Non-pre-emptive issues of equity for cash Not applicable
(7) As item (6), in relation to major subsidiary undertakings Not applicable
(8) Parent participation in a placing by a listed subsidiary Not applicable
(9) Contracts of significance Not applicable
(10) Provision of services by a controlling shareholder Not applicable
(11) Shareholder waivers of dividends Other statutory and regulatory disclosures, starting on page 122
(12) Shareholder waivers of future dividends Other statutory and regulatory disclosures, starting on page 122
(13) Statement in relation to controlling shareholders Other statutory and regulatory disclosures, starting on page 122
Signed on behalf of the Board.
Kasim Hussain
Group General Counsel & Company Secretary
22 September 2026
Renishaw plc
Registered number 01106260
England and Wales
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CONTENTS
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.
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 comply with the relevant laws and regulations.
Directors’ confirmations
Each of the Directors, whose names and functions can be
foundon pages 60 to 62, 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 Group and of the Company and the undertakings
included in the consolidation taken as a whole; and
— the Strategic Report and the Directors’ Report include a fair
review of the development and performance of the business
during the year and the position of the Group and of the
Company at the year end, together with a description of
theprincipal risks and uncertainties that they face.
The Directors consider that the Annual Report, 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.
Signed on behalf of the Board.
John Shipsey
Chief Financial Officer
22 September 2026
Statement of Directors’ responsibilities
inrespect of the Annual Report and
Financialstatements
The Directors are responsible for preparing the Annual Report
and the Group and Company Financial statements in accordance
with applicable law and regulations.
Company law requires the Directors to prepare Group
andCompany Financial statements for each financial year.
Underthat law the Directors are required to prepare the
Groupfinancial statements in accordance with UK-adopted
international accounting standards, and have elected to prepare
the Parent company financial statements in accordance with
United Kingdom Generally Accepted Accounting Practice
(United Kingdom Accounting Standards and applicable law)
including Financial Reporting Standard 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 the
Company and of their profit or loss for that period.
In preparing each of the Group and Company Financial
statements, the Directors are required to:
— select suitable accounting policies and then apply
themconsistently;
— make judgements and accounting estimates that are
reasonable and prudent;
— state whether they have been prepared in accordance
withapplicable accounting standards; and
— prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Group and the
Company will continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company’s
transactions and disclose with reasonable accuracy at any
timethe financial position of the Group and the Company and
enable them to ensure that the financial statements comply
withthe Companies Act 2006. They are also responsible for
safeguarding the assets of the Group and the Company and
hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
Directors’ responsibilities
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CONTENTS
CONTENTS
128 Independent Auditor’s Report
139 Financial statements contents
140 Consolidated income statement
141 Consolidated statement of comprehensive
incomeand expense
142 Consolidated balance sheet
143 Consolidated statement of changes in equity
144 Consolidated statement of cash flow
145 Notes (forming part of the
Consolidatedfinancialstatements)
185 Company balance sheet
186 Company statement of changes in equity
187 Notes to the Company financial statements
Financial statements
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
127
FINANCIAL STATEMENTS
Independent Auditor’s Report to the members of
Renishawplc
Opinion
In our opinion:
— Renishaw plc’s Group financial statements and Parent company financial statements (the “financial statements”) give a true and
fair view of the state of the Group’s and of the Parent company’s affairs as at 30 June 2026 and of the Group’s profit for the year
then ended;
— the Group financial statements have been properly prepared in accordance with UK adopted international accounting standards;
— the Parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted
Accounting Practice; and
— the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of Renishaw plc (the ‘Parent company’) and its subsidiaries (the ‘Group’) for the
year ended 30 June 2026 which comprise:
Group Parent company
Consolidated income statement for the year then ended Balance sheet as at 30 June 2026
Consolidated statement of comprehensive income and expense for
theyear thenended
Statement of changes in equity for the year then ended
Consolidated balance sheet as at 30 June 2026 Related notes C31 to C52 to the financial statements including
material accounting policy information
Consolidated statement of changes in equity for the year then ended
Consolidated statement of cash flow for the year then ended
Related notes 1 to 30 to the financial statements, including material
accounting policy information
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law
andUK 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).
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide
abasis for our opinion.
Independence
We are independent of the Group and Parent in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, including the FRC’s Ethical Standard (‘FRC ES’) as applied to listed public interest entities,
andwehave fulfilledour other ethical responsibilities in accordance with these requirements.
Non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Group nor the Parent company, with the
following inconsequential exceptions and we remain independent of the Group and the Parent company in conducting the audit.
These exceptions related to the provision of XML formatting services of the local audited statutory financial statements for the
year ending 30 June 2021 and translation of the German GAAP financial statements, including the audit opinion, for the years
ended30 June 2022, 30 June 2023 and 30 June 2024 to a subsidiary in Germany.
For audit periods covering 30 June 2021 to 30 June 2025, we note this is a breach under FRC ES 2019 as the service is not
permitted under paragraph 5.40. For the audit period ending 30 June 2026, we note this is a breach under FRC ES 2024
paragraph5.40.
The services were performed by EY Germany with a total fee across all the six years of service delivery of less than £5k.
Weconsidered that the provision of the service did not create a self-review threat as the prohibited service could only be
deliveredonce the audit has been completed and there was therefore no risk of self-review. Appropriate mitigation also existed
asthe individuals who performed the prohibited services were not part of the audit engagement team. We informed the Audit
Committee of the inadvertent breach in September 2026. We considered this to be a minor breach of the FRC ES and we consider
that an objective, reasonable and informed third party would not conclude that our independence was impaired, and we remain
independent of Renishaw plc in conducting the audit.
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CONTENTS
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 and Parent
company’s ability to continue to adopt the going concern basis of accounting included the following procedures:
— Understanding the process undertaken by management to perform the going concern assessment including the evaluation
ofthe ongoing impact of current global macro-economic factors.
— Obtaining management’s going concern assessment, including the cash flow forecasts for the going concern period, which
covers the period to 31 December 2027. We verified these forecasts were consistent with the Board-approved forecasts ensuring
the operating profit, working capital adjustments and resultant cashflows in the going concern assessment matched those in the
forecasts. The Group has modelled a base scenario, based on the pessimistic version of the business plan; and three ‘severe
but plausible’ downside scenarios linked to the principal risks identified by management reflecting: a significant reduction in
revenue; a significant increase in costs; and a combined reduction in profitability. The Group has also modelled a reverse stress
test based on liquidity in order to determine how much additional downside in trading could be absorbed before the Group
exhausted its cash and cash equivalents and bank deposit balances.
— Assessing the appropriateness of the duration of the going concern assessment period being the period to 31 December 2027;
— Evaluating the key assumptions underpinning the Group’s cash flow forecasts. In particular we compared the revenue growth
projections to external industry forecasts and latest economic data to search for indicators of contradictory information;
— Considering the results of management’s reverse stress test, assessing whether such a scenario was remote with reference
tomanagement’s forecasts, the Group’s historic trading and other information obtained throughout the audit, such as how the
Group has responded to market challenges;
— Assessing the historical accuracy of management’s forecasting for the past 3 years, by comparing the Group’s actual results
toBoard approved budgets and re-forecasts to further challenge the prospective financial information included in the going
concern assessment;
— Testing the clerical accuracy of the model used to prepare the Group’s going concern assessment and the appropriateness
ofthe model for this purpose; and
— Assessing the appropriateness of the Group’s disclosures regarding the going concern basis of preparation.
We observed that the Group held cash and cash equivalents and bank deposits of £291.0m and had borrowings of £2.0m at
30 June 2026 which are not subject to financial covenants. Management’s reverse stress test indicated the Group would have to
suffer a trading level so low, before it depleted its cash and cash equivalents and bank deposit balances, that the Directors consider
that the probability of the events occurring that could trigger this would be remote. The Directors also concluded that the risk of
aone-off cash outflow, that would exhaust the Group’s cash and cash equivalents and bank deposit balances in the assessment
period, was also remote.
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 and Parent company’s ability to continue as a going concern
forthe period to 31 December 2027.
In relation to the Group and Parent company’s reporting on how they have 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. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the
Group’s ability to continue as a going concern.
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CONTENTS
FINANCIAL STATEMENTS
Overview of our audit approach
Audit scope
— We performed an audit of the complete financial information of five components and audit procedures
onspecific balances for a further four components and specified procedures on three other components.
— The components where we performed full, specific or specified audit procedures accounted for 93%
ofAdjusted profit before tax, 88% of Revenue and 86% of Total assets.
— We performed centralised procedures on the following accounts and/or transactions: goodwill, elimination
of intercompany balances and intercompany transactions during the year, dividends and distributable
reserve testing and consolidation journals.
— For certain accounts the audit procedures were completed by a combination of ourselves, as the primary
team, and by component auditors. These included cash and cash equivalents, borrowings, right of use
assets and lease liabilities, finance lease receivables, investment properties, derivatives, reimbursement
right, pension asset and liabilities, current tax assets and liabilities, deferred tax assets and deferred
taxliabilities.
Key audit matters
— Revenue recognition – the risk of management override through inappropriate manual journals to revenue
— Valuation of the defined benefit pension liabilities
— Completeness of provision for uncertain tax positions and related tax disclosures
Materiality
Overall Group materiality of £8.4m which represents 5% of Adjusted profit before tax.
An overview of the scope of the Parent company and Group audits
Tailoring the scope
We have followed a risk-based approach when developing our audit approach to obtain sufficient appropriate audit evidence on
which to base our audit opinion. We performed risk assessment procedures, with input from our component auditors, to identify
andassess risks of material misstatement of the Group financial statements and identified significant accounts and disclosures.
When identifying components at which audit procedures needed to be performed to respond to the identified risks of material
misstatement of the Group financial statements, we considered our understanding of the Group and its business environment,
thepotential impact of climate change, the applicable financial framework, the Group’s system of internal control at the entity level,
the existence of centralised processes, applications and any relevant internal audit results.
We determined that centralised audit procedures can be performed on all components in the following audit areas goodwill,
elimination of intercompany balances and transactions during the year, dividends and distributable reserve testing, and
consolidation journals.
We then identified five components as individually relevant to the Group due to: (i) relevant events and conditions underlying the
identified risks of material misstatement of the Group financial statements being associated with the reporting components or
(ii)apervasive risks of material misstatement of the Group financial statements or (iii) a significant risk or an area of higher assessed
risk of material misstatement of the Group financial statements being associated with the components. Additionally, we assessed
afurther four components of the Group as individually relevant due to materiality or financial size of the component relative
totheGroup.
For all nine of these individually relevant components, we identified the significant accounts where audit procedures needed to be
performed at these components by applying professional judgement, having considered the Group significant accounts on which
centralised procedures will be performed, the reasons for identifying the financial reporting component as an individually relevant
component and the size of the component’s account balance relative to the Group significant financial statement account balance.
We then considered whether the remaining Group significant account balances not yet subject to audit procedures, in aggregate,
could give rise to a risk of material misstatement of the Group financial statements. We selected three components of the Group
toinclude in our audit scope to address these risks.
Having identified the components for which work will be performed, we determined the scope to assign to each component.
Of the 12 components selected, we designed and performed audit procedures on the entire financial information of five components
(“full scope components”). For four components, we designed and performed audit procedures on specific significant financial
statement account balances or disclosures of the financial information of the component (“specific scope components”). For the
remaining three components, we performed specified audit procedures to obtain evidence for one or more relevant assertions.
Our scoping to address the risk of material misstatement for each key audit matter is set out in the Key audit matters section of
ourreport.
Independent Auditor’s Report to the members of Renishawplc continued
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CONTENTS
Involvement with component teams
In establishing our overall approach to the Group audit, we determined the type of work that needed to be undertaken at each of the
components by us, as the Group audit engagement team, or by component auditors operating under our instruction.
The primary audit team continued to follow a programme of planned visits that has been designed to ensure that the Senior Statutory
Auditor or her delegate visits key locations on a rotational basis. During the current year’s audit cycle, visits were undertaken by the
primary audit team to the component teams in China, Hong Kong, Japan, India and Ireland. These visits involved discussing the
audit approach with the component team and any issues arising from their work, meeting with local management, attending
planning and closing meetings and reviewing relevant audit working papers on risk areas. The primary audit team interacted
regularly with the component teams where appropriate during various stages of the audit, reviewed relevant working papers and
were responsible for the scope and direction of the audit process. Where relevant, the section on key audit matters details the level
of involvement we had with component auditors to enable us to determine that sufficient audit evidence had been obtained as
abasis for our opinion on the Group as a whole.
This, together with the additional procedures performed at Group level, gave us appropriate evidence for our opinion on the Group
financial statements.
Climate change
Stakeholders are increasingly interested in how climate change will impact Renishaw plc. The Group has determined that the
mostsignificant future impacts from climate change on its operations will be from extreme weather events, increasing competitive
pressures for more energy and resource efficient products, and the growing adoption of additive manufacturing and other
technologies supporting decarbonisation and electrification. These are explained on pages 49 to 55 in the required Climate-related
Financial Disclosures statement and on page 26 in the Risk management section, including principal risks and uncertainties.
TheGroup has also explained its climate commitments on pages 37 to 42. All of these disclosures form part of the “Other information,”
rather than the audited financial statements. Our procedures on these unaudited disclosures therefore consisted solely of
considering whether they are materially inconsistent with the financial statements or our knowledge obtained in the course of the
audit or otherwise appear to be materially misstated, in line with our responsibilities on “Other information”.
In planning and performing our audit we assessed the potential impacts of climate change on the Group’s business and any
consequential material impact on its financial statements.
Note 1 of the financial statements explains how management reflected the impact of climate change in the financial statements
including how this aligns with their commitment to the aspirations of the Paris Agreement to achieve net zero emissions by 2050.
TheGroup has concluded that climate change did not have a material effect on the accounting judgements and estimates, nor on
the carrying value of assets and liabilities for the year ended 30 June 2026 but recognises that climate change may pose a greater
risk to the Group over time.
Our audit effort in considering the impact of climate change on the financial statements was focused on evaluating management’s
assessment of the impact of climate risk, physical and transition, their climate commitments and the effects of material climate
risksdisclosed on pages 37 to 42. We also evaluated management’s assessment of the impact of climate change on the significant
judgements and estimates disclosed in Note 1. This assessment considered whether the impact of climate change has been
appropriately reflected in asset values, including goodwill, capitalised development costs, and deferred tax assets, where these
aresensitive to future cash flows, as well as in inventories, right-of-use assets, and the useful economic lives and residual values
ofproperty, plant and equipment, in accordance with the UK-adopted International Accounting Standards. As part of this evaluation,
we performed our own risk assessment, supported by our climate change internal specialists, to determine the risks of material
misstatement in the financial statements from climate change which needed to be considered in our audit.
We also challenged the Directors’ considerations of climate change risks in their assessment of going concern and viability and
associated disclosures. Where considerations of climate change were relevant to our assessment of going concern, these are
described above.
Based on our work we have not identified the impact of climate change on the financial statements to be a key audit matter or to
impact a key audit matter.
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CONTENTS
FINANCIAL STATEMENTS
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 our opinion thereon, and we do not provide a separate opinion on these matters.
Risk
Revenue recognition – the risk of management override through inappropriate manual journals to revenue
(2026: £815.8 million, 2025: £713.0 million)
Refer to the Accounting policies (page 148); and Note 2 of the Consolidated Financial Statements (page 148)
As revenue is a key performance indicator for external communication and an input into management’s earnings considerations, there
isan incentive for management to manipulate the revenue recognised through manual journals posted throughout the year, to improve
financial performance.
We consider that the vast majority of the Group’s revenue transactions are non-complex by nature, with revenue recognised at a point
intime with no significant judgement required to be exercised by management.
The risk level is consistent with prior year.
Our response to the risk
We obtained an understanding of the processes and assessed the design and implementation of key controls for each of the material
revenue streams.
To test the appropriateness of revenue recognition throughout the period, we performed the following audit procedures:
— For components which together contributed 80% of total Group revenue, we used data analytics on all in scope components to
analyse all of the revenue transactions recorded in the year at those components. We also tested the correlation between revenue,
trade receivables and cash and performing tests of detail over non-correlated transactions.
— For one in-scope component contributing approximately 8% of Group revenue, where we did not use data analytics, we performed
substantive testing by selecting samples of revenue transactions recorded throughout the year and agreeing them to supporting
documentation and cash receipts, thereby assessing whether the relevant revenue recognition criteria had been met.
— Verified that cash receipts that correlate to trade receivables are recorded accurately, and relate to revenue, through testing a sample
of cash journal entries to cash received during the period and testing a sample of trade receivable balances at year end to debtor
confirmations or cash received post year end or evidence of delivery of goods to the customer.
— For all in scope components, we obtained and reviewed breakdowns of all manual journals and for all material revenue journals and
asample of non-material revenue journals we agreed the journal entries to underlying documentation to verify the appropriateness
ofthe revenue being recognised.
— Assessed for evidence of management bias by testing all material manual journals either side of the year end and agreeing journal
entries to appropriate supporting evidence.
— For in scope components, we performed analytical procedures to compare revenue recognised with our expectations, management’s
forecasts and, where possible, external market data.
— Used data analytics to identify potential instances of management override, by performing searches for:
i. manual journals based on the transaction type
ii. journals recorded outside of normal working hours
iii. journals posted by inappropriate individuals
These journals were then agreed to underlying supporting documentation and business rationale, selecting those journals based
onrisk and materiality considerations.
Revenue at the in scope components where these procedures were performed represents 88% of the total revenue balance.
In addressing this key audit matter, audit procedures were performed by a combination of the Primary Team and each of the component
audit teams under our supervision.
Key observations communicated to the Audit Committee
Based on the procedures performed, revenue recognised in the period is appropriate. Our procedures performed did not identify any
unsupported manual adjustments to revenue nor any unexplained anomalies from our revenue analytics.
Our procedures did not identify instances of inappropriate management override across the Group.
Independent Auditor’s Report to the members of Renishawplc continued
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CONTENTS
Valuation of the defined benefit pension liability (2026: £166.0 million, 2025: £151.3 million)
Refer to the Audit Committee Report (page 86); Accounting policy (page 166); and Note 23 of the Consolidated Financial Statements
(page 166)
There is an increased risk of material misstatement relating to the valuation of the Group’s UK, Ireland and Germany defined benefit
pension obligations due to the size and nature of the schemes, the level of judgement involved in estimating the key assumptions
tocalculate the liability and the fact that relatively small movements in these assumptions can result in a material impact to the
financialstatements.
At the time of the buy-in transaction for the UK scheme, a drafting error was identified in the 2015 trust deed relating to the Defined
Contribution (DC) underpin, which requires further evaluation to determine whether it affects the valuation of defined benefit liabilities
inthe current our prior years.
Our response to the risk
We obtained an understanding of the processes and assessed the design and implementation of key controls for estimating the defined
benefit pension liability.
To test the appropriateness of the defined benefit pension liability, our audit procedures included:
— Evaluating the competence and objectivity of management’s external actuarial specialists.
— Assessing the completeness and accuracy of the member data used by the actuaries to estimate the scheme liabilities, by testing
theclerical accuracy of the member data schedules, checking changes to the participants in the year and performing an analytical
review of the year-on-year movements in the data.
— Involving EY actuarial specialists as part of our audit team to:
i independently estimate an acceptable range for each of the significant assumptions used in estimating the UK, Irish and German
scheme liabilities, which included the discount rate; rate of inflation; and mortality assumptions. We compared each of the
significant assumptions used by management’s actuarial specialist to our independent acceptable range.
ii Perform a roll forward of the UK, Ireland and Germany scheme liabilities from 30 June 2025 to 30 June 2026 and independently
reconcile the output to the amounts calculated by management’s external actuarial specialist.
— Evaluating the legal advice obtained by management in relation to the drafting error in the trust deed related to the defined
contribution underpin. We challenged management’s assessment regarding the potential impact, if any, of this matter in relation to the
value of the pension liability recorded in the financial statements. This included obtaining legal confirmation directly from
management’s specialist.
— We evaluated the completeness of the Group’s defined benefit pension liabilities through a review of employee benefit arrangements
across the Group, challenging management’s assessment of scheme classifications and assessing whether any additional
obligations required recognition under IAS 19.
— Evaluating whether the disclosures in the Group financial statements are in accordance with those required by IAS 19.
We performed centralised procedures, which covered 93% of the defined benefit pension liability balance. In addressing this key audit
matter, audit procedures were performed by the Primary Team alongside EY specialists from the UK and Germany.
Key observations communicated to the Audit Committee
Our audit procedures did not identify evidence of material misstatement regarding the valuation of the defined benefit pension liability.
We concluded that the disclosures provided in Note 23 to the Group financial statements are in accordance with those required by IAS 19,
Employee Benefits.
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CONTENTS
FINANCIAL STATEMENTS
Completeness of provision for uncertain tax positions and related tax disclosures
Refer to the Audit Committee Report (page 86); Accounting policy (page 152); and Note 7 of the Consolidated Financial Statements
(page152)
The group has recognised an uncertain tax position provision of £7.1m (FY2025: £9.2m) and associated interest of £5.8m (FY2025: £4.9m)
relating to specific legacy arrangements.
The Group is subject to a range of tax legislation that can vary by jurisdiction and tax compliance for global businesses is
increasinglycomplex.
There is judgement in relation to (i) whether a provision is required for an uncertain tax position; (ii) the quantum of the associated
provision; and (iii) whether the provision and related interest should be disclosed as “adjusting items”.
The risk level is consistent with prior year.
Our response to the risk
In responding to the identified key audit matter, we completed the following audit procedures:
— Obtained management’s assessment paper regarding potential uncertain tax positions and reviewed the underlying evidence
toconclude on management’s key judgements set out in their paper, including advice received from management’s specialist
— Reviewed correspondence between the Group and relevant tax authorities in relation to open tax matters
— Involved our tax specialists to perform a review of the specialist advice obtained by management alongside a review of underlying
documents associated with the uncertain tax positions
— Assessed the level of provision recorded for uncertain tax positions in light of third-party evidence obtained and the views of our tax
specialists who developed their own point estimates
— Read the related disclosures in the Annual Report and Accounts and evaluated the adequacy of these in light of whether it was
appropriate for these matters to be included as ‘adjusting items’ and whether the associated disclosure was clear.
In addressing this key audit matter, audit procedures were performed by a mix of the Primary Team, UK and overseas tax specialists and
overseas component teams under our supervision.
Key observations communicated to the Audit Committee
Based on our procedures, we concluded that the provisions for uncertain tax positions and the disclosures in the Annual Report and
Accounts for the year ended 30 June 2026 are appropriate.
Independent Auditor’s Report to the members of Renishawplc continued
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Our application of materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the
audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to influence the
economic decisions of the users of the financial statements. Materiality provides a basis for determining the nature and extent of our
audit procedures.
We determined materiality for the Group to be £8.4 million (2025: £6.4 million), which is 5% (2025: 5%) of Adjusted profit before tax.
We believe that Adjusted profit before tax provides us with the metric which is used most prevalently by Group management in their
internal and external reporting and is the most relevant performance measure to the stakeholders of the Group.
We determined materiality for the Parent company to be £9.1 million (2025: £8.4 million), which is 1% (2025: 1%) of Equity.
During the course of our audit, we reassessed initial materiality to reflect actual results being higher than the forecast used to
calculate planning materiality and performed our testing at this revised level.
Performance materiality
The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level
the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality.
On the basis of our risk assessments, together with our assessment of the Group’s overall control environment, our judgement was
that performance materiality was 75% (2025: 75%) of our planning materiality, namely £6.3 million (2025: £4.7 million). We have set
performance materiality at this percentage due to our expectation of misstatements being low.
Audit procedures were undertaken at component locations for the purpose of responding to the assessed risks of material
misstatement ofthe Group financial statements. The performance materiality set for each component is based on the relative
scaleand risk of the component to the Group as a whole and our assessment of the risk of misstatement at that component. In the
current year, the range of performance materiality allocated to components was £0.4m to £3.9m (2025: £0.3 million to £3.2 million).
Reporting threshold
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit Committee that we would report to them all uncorrected audit differences in excess of £0.4 million
(2025:£0.3 million), which is set at 5% of planning materiality, as well as differences below that threshold that, in our view,
warrantedreporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light
ofother relevant qualitative considerations in forming our opinion.
Starting basis
— Statutory profit before tax – £150.0m
Adjustments
— Adjust for non-recurring items – £18.0m, comprising:
• Cost reduction programme – £14.9m
• Loss of office – £2.0m
• Closure of drug delivery business – £0.7m
• Interest payable on historical tax matters – £0.4m
Materiality
— Totals £168.0m adjusted profit before tax
— Materiality of £8.4m (5% of materiality basis)
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CONTENTS
FINANCIAL STATEMENTS
Other information
The other information comprises the information included in the Annual Report, including the Strategic report set out on pages 2 to 56,
the Governance report set out on pages 57 to 125 and Shareholders’ information set out on pages 198 to 200, 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this 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 the other information, we are required to report that fact.
We have nothing to report in this regard.
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.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the Parent company and its environment obtained in the course
ofthe audit, we have not identified material misstatements in the Strategic report or the Directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report
toyouif, in our opinion:
— 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 and the part of the Directors’ Remuneration Report to be audited are not in agreement
with the accounting records and returns; or
— certain disclosures of Directors’ remuneration specified by law are not made; or
— we have not received all the information and explanations we require for our audit
Corporate Governance Statement
We have reviewed the Directors’ statement in relation to going concern, longer-term viability and that part of the Corporate
Governance Statement relating to the Group and Company’s compliance with the provisions of the UK Corporate Governance Code
specified for our review by the UK Listing Rules.
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 or our knowledge obtained during the audit:
— Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material
uncertainties identified set out on page 76;
— Directors’ explanation as to its assessment of the Company’s prospects, the period this assessment covers and why the period
isappropriate 76;
— Directors’ statement on whether it has a reasonable expectation that the Group will be able to continue in operation and meets
itsliabilities 76;
— Directors’ statement on fair, balanced and understandable set out on page 125;
— Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 75;
— The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems set
out on page 75; and
— The section describing the work of the Audit Committee set out on page 84.
Independent Auditor’s Report to the members of Renishawplc continued
136
Renishaw plc Annual Report 2026
CONTENTS
Responsibilities of directors
As explained more fully in the Directors’ responsibilities statement set out on page 103, 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 and 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.
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.
Explanation as to what extent 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 above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud
is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery
or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities,
including fraud is detailed below.
However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the
Company and management.
— We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group and determined that the
most significant are those that relate to the reporting framework (UK adopted international accounting standards, United Kingdom
Generally Accepted Accounting Practice, the Companies Act 2006, the UK Corporate Governance Code) and the relevant tax
compliance regulations in the UK and overseas jurisdictions in which the Group operates. In addition, we concluded that there
are certain significant laws and regulations which may have an effect on the determination of the amounts and disclosures in the
financial statements being the Listing Rules of the London Stock Exchange, the Bribery Act 2010, UK Economic Crime and
Corporate Transparency Act including the Failure to Prevent Fraud Legislation, Occupational Health and Safety Regulations,
General Data Protection Regulation and export controls as well as, for the Group’s overseas components, thenon-UK equivalent
of these legislative frameworks.
— We understood how Renishaw plc is complying with those frameworks by reading internal policies and codes of conduct and
assessing the entity level control environment, including the level of oversight of those charged with governance. We made
enquiries of management, internal audit, the Group’s legal counsel and those responsible for legal and compliance procedures.
We corroborated our enquiries through our review of board minutes and papers provided to the Audit Committee and noted that
there was no contradictory evidence.
— We assessed the susceptibility of the Group’s financial statements to material misstatement, including how fraud might occur
byconsidering the programmes and controls that the Group has established to address risks identified by the entity, or that
otherwise prevent, deter and detect fraud; how senior management monitor those programs and controls, evaluating conditions
in the context of incentive and/or pressure to commit fraud, considering the opportunity to commit fraud and the potential
rationalisation of the fraudulent act, and by making enquiries of senior management, including the Chief Financial Officer, Interim
Group Finance Director, GroupFinancial Controller, Group Internal Audit Manager, Group Head of Internal Controls, Regional
Presidents, Group Company Secretary & General Counsel and Chair of the Audit Committee. We planned our audit to identify
risks of management override, tested higher risk journal entries and performedaudit procedures to address the potential for
management bias, particularly over areas involving significant estimation. Further discussion of our approach to address the
identified risk of management override, related to revenue recognition, is set out in the key audit matters section of our report.
— Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations.
Ourprocedures involved making enquires of management, including the Group’s internal and external legal counsel, internal
audit, internal controls and component management, of known instances of non-compliance or suspected non-compliance with
laws and regulations; attendance at audit committee meetings; review of committee and board meeting minutes, including board
meeting minutes for full scope components to identify any known or potential non-compliance with laws and regulations; journal
entry testing, with a focus on journals meeting our defined risk criteria based on our understanding of the business; and review of
the volume and nature of matters reported through the whistleblowing hotline during the year and post year end period. We also
completed procedures to conclude on the compliance of significant disclosures in the Annual Report with the requirements of
the relevant accounting standards, UK legislation and the UK Corporate Governance Code. We communicated regularly with the
full scope and specific scope component teams and attended key meetings with the component audit teams and local
management in order to identify and communicate any instances of non-compliance with laws and regulations.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s
website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
137
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
Other matters we are required to address
— Following the recommendation from the Audit Committee we were appointed by the Parent company on 13 October 2016 to audit
the financial statements for the year ending 30 June 2017 and subsequent financial periods.
The period of total uninterrupted engagement including previous renewals and reappointments is ten years, covering the years
ending 30 June 2017 to 30 June 2026.
— The audit opinion is consistent with the additional report to the Audit Committee.
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.
Helen McLeod-Jones (Senior statutory auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
Bristol
22 September 2026
Independent Auditor’s Report to the members of Renishawplc continued
138
Renishaw plc Annual Report 2026
CONTENTS
Introduction
The Directors are responsible for preparing the Annual Report and the Group and Company financial statements in accordance with
applicable law and regulations. The full statement of Directors’ responsibilities can be found on page 125.
The notes (forming part of the financial statements) provide additional information required by statute, accounting standards or other
regulations to assist in a more detailed understanding of the primary financial statements.
Financial statements contents
Consolidated financial statements
Primary statements
140 Consolidated income statement
141 Consolidated statement of comprehensive income and expense
142 Consolidated balance sheet
143 Consolidated statement of changes in equity
144 Consolidated statement of cash flow
Notes (forming part of the financial statements)
145 1. Accounting policies
148 2. Revenue disaggregation and segmental analysis
150 3. Employee costs
151 4. Cost of sales
151 5. Financial income and expenses
152 6. Profit before tax
152 7. Ta xation
155 8. Earnings per share
155 9. Property, plant and equipment
156 10. Right-of-use assets
157 11. Investment properties
158 12. Intangible assets
161 13. Investments in joint ventures
162 14. Leases (as lessor)
162 15. Cash and cash equivalents and bank deposits
163 16. Inventories
163 17. Provisions
164 18. Contract liabilities
164 19. Other payables
164 20. Borrowings
165 21. Leases (as lessee)
166 22. Changes in liabilities arising from financing activities
166 23. Employee benefits
170 24. Share-based payments
171 25. Financial instruments
177 26. Share capital and reserves
178 27. Capital commitments
179 28. Related parties
180 29. Alternative performance measures
184 30. Business combinations
Company financial statements
Primary statements
185 Company balance sheet
186 Company statement of changes in equity
Notes to the Company financial statements
187 C.31. Accounting policies
189 C.32. Property, plant and equipment
190 C.33. Right-of-use assets
190 C.34. Investment properties
191 C.35. Long-term loans to Group undertakings
191 C.36. Intangible assets
191 C.37. Investments in subsidiaries
191 C.38. Investments in joint ventures
192 C.39. Deferred tax
192 C.40. Inventories
192 C.41. Trade receivables
192 C.42. Other receivables
193 C.43. Provisions
193 C.44. Leases (as lessee)
193 C.45. Other payables
193 C.46. Employee benefits
194 C.47. Share capital
194 C.48. Related parties
194 C.49. Capital commitments
195 C.50. Subsidiary undertakings
197 C.51. Joint ventures
197 C.52. Ultimate parent undertaking
Financial statements
139
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
Adjusted AdjustingStatutory Adjusted Adjusting Statutory
total itemstotaltotalitemstotal
2026 2026 2026 2025 2025 2025
from continuing operations
notes
£’000£’000 £’000£’000£’000£’000
Revenue
2
8 15 , 7 7 9
–
8 15 , 7 7 9
713 , 0 4 4
–
713 , 0 4 4
Cost of sales
4
(4 3 0 , 4 2 3)
(9,63 5)
(440,058)
(3 7 9, 6 5 0)
(4 , 3 7 9)
(384, 029)
Gross profit
385,356
(9,6 35)
3 75 ,7 21
333,394
(4 , 3 7 9)
3 2 9 , 015
Distribution costs
(15 6 ,13 5)
(3, 3 5 0)
(1 59, 48 5)
(14 4 , 0 3 1)
–
(1 4 4 , 0 3 1)
Administrative expenses
(76 ,3 25)
(4, 5 8 6)
(8 0 , 911)
( 7 7, 0 9 9)
–
(7 7, 0 9 9)
Operating profit
152,896
(17, 5 7 1)
13 5 , 3 2 5
112 , 2 6 4
(4 , 3 7 9)
1 0 7, 8 8 5
Financial income
5
13 ,1 7 9
2 ,45 0
15 , 6 2 9
16 , 517
–
16 , 51 7
Financial expenses
5
(2 ,1 6 1)
(2 , 8 69)
(5,030)
(5, 0 8 8)
(4 , 8 5 2)
(9 , 9 4 0)
Share of profits of joint ventures
13
4,040
–
4,04 0
3,5 38
–
3,53 8
Profit before tax
1 67 ,954
(17, 9 9 0)
14 9 , 9 6 4
1 2 7, 2 3 1
(9, 23 1)
1 1 8, 000
Income tax expense
7
(3 7, 2 6 1)
6, 257
(3 1, 0 0 4)
(27 ,01 0)
(7, 2 3 3)
(3 4, 24 3)
Profit for the year
130,693
(11,7 3 3)
118 ,9 6 0
10 0 , 2 21
(16 ,4 6 4)
8 3 ,75 7
Profit attributable to:
Equity shareholders of the parent company
118 , 9 6 0
8 3 ,7 5 7
Non-controlling interest
26
–
–
Profit for the year
118 , 9 6 0
8 3 ,7 5 7
pence
pence
pence
pence
pence
pence
Dividend per share arising in respect of the year
26
82.0
7 8 .1
Dividend per share paid in the year
26
7 8 .1
76 . 2
Earnings per share (basic and diluted)
8
17 9 . 5
(16 . 0)
16 3 . 5
13 7. 8
(2 2 . 6)
115 . 2
See Note 29 Alternative performance measures for more details on Adjusting items.
Dividend per share arising in respect of the year excludes the special dividend of 70.0p per share.
Consolidated income statement
for the year ended 30 June 2026
140
Renishaw plc Annual Report 2026
CONTENTS
Adjusted AdjustingStatutory Adjusted Adjusting Statutory
total itemstotaltotalitemstotal
2026 2026 2026 202520252025
notes£’000£’000 £’000£’000£’000£’000
Profit for the year
130,693
(11,7 3 3)
118 ,9 6 0
10 0 , 2 21
(16 ,4 6 4)
8 3 ,75 7
Other items recognised directly in equity:
Items that will not be reclassified to the
Consolidated income statement:
Remeasurement of defined benefit pension scheme
assets/liabilities/reimbursement right
23
7, 6 9 2
–
7, 6 9 2
2, 777
–
2, 777
Deferred tax on remeasurement of defined benefit
pension scheme assets/liabilities/reimbursement right
(1, 6 15)
–
(1, 6 15)
(3 74)
–
(3 74)
Total for items that will not be reclassified
6,077
–
6,077
2,4 0 3
–
2,4 0 3
Items that may be reclassified to the
Consolidated income statement:
Exchange differences in translation of
overseasoperations
26
(4 7 3)
–
(47 3)
(6 , 2 9 5)
–
(6, 2 9 5)
Exchange differences in translation of overseas
jointventure
26
19 0
–
19 0
16 9
–
16 9
Changes in fair value of cash flow hedges
25,26
(12 , 2 0 8)
–
(12 , 2 0 8)
5,80 4
–
5,8 04
Deferred tax on changes in fair value of
cashflowhedges
7,26
3,052
–
3,0 52
(1,4 51)
–
(1, 4 51)
Total for items that may be reclassified
(9,4 3 9)
–
(9, 4 3 9)
(1, 7 7 3)
–
(1, 7 7 3)
Total other comprehensive income and expense,
net of tax
(3, 3 6 2)
–
(3 , 3 62)
630
–
630
Total comprehensive income and expense for
theyear
1 2 7, 3 3 1
(11, 7 3 3)
115 , 5 9 8
1 0 0, 8 51
(1 6 ,4 6 4)
84 ,3 87
Attributable to:
Equity shareholders of the parent company
115 , 5 9 8
8 4, 3 87
Non-controlling interest
26
–
–
Total comprehensive income and expense for
theyear
115 , 5 9 8
84, 3 87
Consolidated statement of comprehensive
incomeandexpense
for the year ended 30 June 2026
141
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
20262025
notes£’000£’000
Non-current assets
Property, plant and equipment
9
3 3 7, 9 4 7
3 3 8, 2 87
Right-of-use assets
10
10 , 9 6 6
12 , 2 18
Investment properties
11
19 , 5 8 3
11, 5 6 6
Intangible assets
12
52 ,2 24
50,550
Investments in joint ventures
13
2 6 ,1 2 5
2 7, 6 9 2
Finance lease receivables
14
10 ,7 6 4
11 , 9 5 0
Employee benefits
23
12 ,12 8
11 , 4 4 3
Reimbursement right
23
14 , 5 6 6
12 , 9 0 9
Deferred tax assets
7
2 2, 879
22,4 32
Derivatives
25
1, 6 5 2
7, 8 7 8
Total non-current assets
508,834
5 0 6,925
Current assets
Inventories
16
18 1,74 3
15 9 ,4 6 5
Trade receivables
25
16 1, 5 5 4
12 8 , 4 6 4
Finance lease receivables
14
7, 1 8 7
5 ,1 9 5
Current tax
18 , 3 2 8
6,4 5 3
Other receivables
25
49,9 52
4 0 ,7 3 2
Derivatives
25
7,1 5 0
14 , 3 4 5
Bank deposits
15, 25
14 2 , 6 4 9
1 86,226
Cash and cash equivalents
15, 25
14 8 , 3 0 1
87,420
Total current assets
71 6,864
628,30 0
Current liabilities
Trade payables
25
38, 238
25,94 3
Contract liabilities
18
2 6 , 3 11
14,669
Current tax
11 , 6 9 2
11 , 3 0 3
Provisions
17
9, 58 8
8, 978
Derivatives
25
1,073
15 0
Lease liabilities
21
4 , 315
3,992
Amounts payable to joint venture
13
15 , 9 4 8
14 , 5 3 0
Borrowings
20
670
76 4
Other payables
19
68, 000
5 7,1 3 2
Total current liabilities
17 5 , 8 3 5
1 3 7, 4 6 1
Net current assets
54 1, 029
49 0, 83 9
Non-current liabilities
Lease liabilities
21
7, 2 0 3
8 ,7 6 9
Borrowings
20
1, 316
2 ,12 0
Employee benefits
23
20,201
2 1 ,1 3 1
Deferred tax liabilities
7
36 ,971
3 8 ,7 8 4
Derivatives
25
40
1, 0 9 6
Total non-current liabilities
65 ,7 31
71, 9 0 0
Total assets less total liabilities
9 8 4 ,13 2
9 25,8 64
Equity
Share capital
26
14 , 5 5 8
14 , 5 5 8
Share premium
42
42
Own shares held
26
(1, 0 9 4)
(2 ,1 4 0)
Currency translation reserve
26
(3 ,9 2 9)
(3 ,6 4 6)
Cash flow hedging reserve
26
6 ,10 8
15 , 2 6 4
Retained earnings
969 ,365
9 0 1 ,17 0
Other reserve
26
(3 4 1)
1 ,1 9 3
Equity attributable to the shareholders of the parent company
9 8 4 ,70 9
926,441
Non-controlling interest
26
(57 7)
(57 7)
Total equity
9 8 4 ,13 2
9 25,8 64
These financial statements were approved by the Board of Directors on 22 September 2026 and were signed on its behalf by:
Will Lee John Shipsey
Chief Executive Officer Chief Financial Officer
Consolidated balance sheet
at 30 June 2026
142
Renishaw plc Annual Report 2026
CONTENTS
OwnCurrencyCash flowNon-
ShareSharesharestranslationhedgingRetainedOthercontrolling
capitalpremiumheldreserve reserveearningsreserveinterestTotal
Year ended 30 June 2025£’000£’000£’000£’000£’000£’000£’000£’000£’000
Balance at 1 July 2024
14, 5 5 8
42
(2 , 9 6 3)
2,48 0
10 , 911
870,4 3 4
1, 3 8 0
(57 7)
896,265
Profit for the year
–
–
–
–
–
8 3 ,7 57
–
–
8 3 ,75 7
Other comprehensive income andexpense
(net of tax)
Remeasurement of defined benefit pension
schemeassets/liabilities/reimbursement right
–
–
–
–
–
2,4 0 3
–
–
2,4 0 3
Foreign exchange translation differences
–
–
–
(6 , 2 9 5)
–
–
–
–
(6 , 2 9 5)
Foreign exchange related to joint venture
–
–
–
16 9
–
–
–
–
16 9
Changes in fair value of cash flow hedges
–
–
–
–
4,3 5 3
–
–
–
4,35 3
Total other comprehensive income
and expense
–
–
–
(6,126)
4,3 5 3
2,4 03
–
–
630
Total comprehensive income
and expense
–
–
–
(6,126)
4,3 5 3
8 6 ,1 6 0
–
–
8 4,3 87
Share-based payments charge
–
–
–
–
–
–
79 0
–
79 0
Distribution of own shares
–
–
97 7
–
–
–
(97 7)
–
–
Purchase of own shares
–
–
(15 4)
–
–
–
–
–
(15 4)
Dividends paid
–
–
–
–
–
(5 5 , 4 2 4)
–
–
(5 5 , 4 2 4)
Balance at 30 June 2025
14 , 5 5 8
42
(2 ,14 0)
(3,646)
15, 2 6 4
9 01,17 0
1,1 9 3
(57 7)
925,864
Year ended 30 June 2026
Profit for the year
–
–
–
–
–
118 , 9 6 0
–
–
11 8 , 9 6 0
Other comprehensive income andexpense
(net of tax)
Remeasurement of defined benefit pension
schemeassets/liabilities/reimbursement right
–
–
–
–
–
6 ,07 7
–
–
6, 077
Foreign exchange translation differences
–
–
–
(47 3)
–
–
–
–
(4 7 3)
Foreign exchange related to joint venture
–
–
–
19 0
–
–
–
–
19 0
Changes in fair value of cash flow hedges
–
–
–
–
(9, 156)
–
–
–
(9, 156)
Total other comprehensive income
andexpense
–
–
–
(2 8 3)
(9,156)
6 ,07 7
–
–
(3,362)
Total comprehensive income
and expense
–
–
–
(2 8 3)
(9,156)
12 5 , 0 37
–
–
115 , 5 9 8
Share-based payments charge
–
–
–
–
–
–
4 91
–
4 91
Distribution of own shares
–
–
2,02 5
–
–
–
(2, 0 2 5)
–
–
Purchase of own shares
–
–
(97 9)
–
–
–
–
–
(97 9)
Dividends paid
–
–
–
–
–
(5 6 , 8 4 2)
–
–
(56 , 8 4 2)
Balance at 30 June 2026
14 , 5 5 8
42
(1, 0 9 4)
(3, 92 9)
6 ,1 0 8
969,365
(3 41)
(57 7)
9 8 4 ,1 3 2
Consolidated statement of changes in equity
for the year ended 30 June 2026
143
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
20262025
notes£’000£’000
Cash flows from operating activities
Profit for the year
118 , 9 6 0
8 3 ,7 5 7
Adjustments for:
Depreciation and impairment of property, plant and equipment, right-of-use assets,
andinvestment properties
9,10,11
3 3 ,7 19
2 9,0 57
Loss/(profit) on sale of property, plant and equipment
9
10 7
(1 ,083)
Amortisation and impairment of intangible assets
12
8,65 3
6,68 9
Loss on disposal of intangible assets
12
1, 0 17
–
Share of profits from joint ventures
13
(4 , 0 4 0)
(3 , 5 3 8)
Defined benefit pension schemes service and administrative costs
23
2,4 38
1 ,833
Financial income
5
(15 , 6 2 9)
(1 6 , 517)
Financial expenses
5
5,030
9,9 4 0
Fair value gain on acquisition of subsidiary
30
(35 9)
–
Share-based payment expense
24
4 91
79 0
Tax expense
7
31, 0 0 4
3 4, 24 3
62 , 4 31
61, 414
(Increase)/decrease in inventories
(2 2 , 2 3 1)
2,4 6 3
Increase in trade, finance lease and other receivables
(47 ,709)
(11, 0 2 5)
Increase in trade and other payables
38,548
16 , 52 5
Increase in provisions
71
1 ,1 2 9
(3 1, 3 2 1)
9, 0 9 4
Defined benefit pension scheme contributions
23
(2 ,8 5 9)
(16 2)
Income taxes paid
(3 6 , 6 8 1)
(6 , 2 07)
Cash flows from operating activities
110 , 5 3 0
1 4 7, 8 9 6
Investing activities
Purchase of property, plant and equipment, and investment properties
9,11
(3 8 , 3 4 2)
(4 6 , 2 7 3)
Sale of property, plant and equipment
3,885
4 ,8 87
Development costs capitalised
12
(9,896)
(9, 999)
Purchase of other intangibles
12
(5 0)
(28 6)
Decrease/(increase) in bank deposits
15
43 ,57 7
(9 0 , 6 8 4)
Interest received
5
10 , 7 7 3
12 , 2 16
Acquisition of a subsidiary, net of cash acquired
30
1, 9 6 0
–
Dividends received from joint ventures
13
9 57
1, 5 0 0
Cash flows from investing activities
1 2,864
(12 8, 6 3 9)
Financing activities
Repayment of borrowings
20
(7 3 1)
(7 9 4)
Amounts received as deposit from joint venture
13
1,3 04
5,98 3
Interest paid
5
(938)
(1,140)
Repayment of principal of lease liabilities
22
(4 , 9 6 0)
(4 , 2 8 4)
Own shares purchased
26
(9 79)
(1 5 4)
Dividends paid
26
(56 , 8 4 2)
(5 5 , 4 24)
Cash flows from financing activities
(6 3,14 6)
(5 5, 813)
Net increase/(decrease) in cash and cash equivalents
60, 248
(3 6 , 5 5 6)
Cash and cash equivalents at the beginning of the year
87 ,420
12 2 , 2 9 3
Effect of exchange rate fluctuations on cash held
633
1, 6 8 3
Cash and cash equivalents at the end of the year
15
14 8 , 3 0 1
87,420
Cash and cash equivalents and bank deposits at the end of the year were £291.0m (2025: £273.6m). See Note 15 for more details.
Consolidated statement of cash flow
for the year ended 30 June 2026
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1. Accounting policies
This section sets out our principal accounting policies that relate to the financial statements as a whole, along with the
critical accounting judgements and estimates that management has identified as having a potentially material impact on
the Group’s consolidated financial statements. Where an accounting policy is applicable to a specific note in the financial
statements, the policy is described within that note.
Basis of preparation
Renishaw plc (the Company) is a company incorporated in England and Wales. The Group financial statements consolidate those
of the Company and its subsidiaries (together referred to as the Group, and ‘we’) and equity account the Group’s interest in joint
ventures. The parent company financial statements present information about the Company as a separate entity and not about
the Group.
The Group financial statements have been prepared and approved by the Directors in accordance with UK-adopted International
Accounting Standards (IAS). The parent company financial statements have been prepared in accordance with Financial Reporting
Standard 101 ‘Reduced Disclosure Framework’.
The consolidated financial statements are presented in Sterling, which is the Company’s functional currency and the Group’s
presentational currency, and all values are rounded to the nearest thousand (£’000).
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these Group
financial statements. Page 147 sets out the critical estimates (that have a significant risk of material adjustment in the next year) and
key judgements (that have a significant effect on the financial statements) made by the Directors in applying the accounting policies.
Basis of consolidation
Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control,
the Group takes into consideration potential voting rights that are exercisable. The acquisition date is the date on which control is
transferred to the acquirer. The financial statements of subsidiaries are included in the consolidated financial statements from the
date that control commences until the date that control ceases. Losses applicable to the non-controlling interests in a subsidiary
are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance.
Joint ventures are accounted for using the equity method (equity-accounted investees) and are initially recognised at cost.
The Group’s investments include goodwill identified on acquisition, net of any accumulated impairment losses.
The consolidated financial statements include the Group’s share of the total comprehensive income and equity movements of equity
accounted investees, from the date that significant influence commences until the date that significant influence ceases. When the
Group’s share of losses exceeds its interest in an equity accounted investee, the Group’s carrying amount is reduced to £nil and
recognition of further losses is discontinued (except to the extent that the Group has incurred legal obligations or made payments
on behalf of an investee).
Intragroup balances and transactions, and any unrealised income and expenses arising from intragroup transactions, are eliminated
on consolidation. Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment
to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only
to the extent that there is no evidence of impairment.
Foreign currencies
On consolidation, overseas subsidiaries’ results are translated into Sterling at weighted average exchange rates for the year
by translating each overseas subsidiary’s monthly results at exchange rates applicable to the respective months. Assets and
liabilities denominated in foreign currencies at the balance sheet date are translated into Sterling at the foreign exchange rates
prevailing at that date. Differences on exchange resulting from the translation of overseas assets and liabilities are recognised
in Other comprehensive income and expense and are accumulated in equity.
Monetary assets and liabilities denominated in foreign currencies are reported at the rates prevailing at the time, with any gain or
loss arising from subsequent exchange rate movements being included as an exchange gain or loss in the Consolidated income
statement. Foreign currency differences arising from transactions are recognised in the Consolidated income statement.
Notes (forming part of the consolidated financial statements)
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FINANCIAL STATEMENTS
Notes continued
1. Accounting policies continued
New, revised or changes to existing accounting standards
The following accounting standards and amendments became effective as at 1 January 2025 and has been adopted in the
preparation of these financial statements, with effect from 1 July 2025:
— amendments to IAS 21, Lack of exchangeability.
This has not had a material effect on these financial statements.
At the date of these financial statements, the following standards and amendments that are potentially relevant to the Group,
and which have not been applied in these financial statements, were in issue but not yet effective:
— IFRS 18 Presentation and Disclosures in Financial Statements (endorsed by the UK); and
— IFRS 19 Subsidiaries without Public Accountability: Disclosures (not yet endorsed by the UK); and
— amendments to IFRS 9 and IFRS 7 – Contracts Referencing Nature-dependent Electricity; and
— amendments to IFRS 9 and IFRS 7 – Classification and Measurement of Financial Instruments; and
— amendments to IAS 21 – Translation to a Hyperinflationary Presentation Currency; and
— annual improvements to IFRS – Volume 11.
The adoption of these standards and interpretations in future periods is not expected to have a material impact on the financial
statements of the Group.
The Group has applied the temporary exception issued by the International Accounting Standards Board from the accounting
requirements for deferred taxes in IAS 12 arising from the Organisation for Economic Co-operation and Development’s (OECD)
international tax reform. Accordingly, the Group neither recognises nor discloses information about deferred tax assets and liabilities
related to Global Minimum Tax income taxes.
Alternative performance measures
The financial statements are prepared in accordance with UK-adopted International Accounting Standards (IAS) and applied in
accordance with the provisions of the Companies Act 2006. In measuring our performance, the financial measures that we use
include those which have been derived from our reported results, to eliminate factors which distort year-on-year comparisons.
These are considered non-GAAP financial measures. We believe this information, along with comparable GAAP measurements,
is useful to stakeholders in providing a basis for measuring our operational performance. The Board uses these financial measures,
along with the most directly comparable GAAP financial measures, in evaluating our performance (see Note 29).
Business combinations
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate
of the consideration transferred, which is measured at acquisition date fair value, and the amount of any non-controlling interest in
the acquiree. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at
fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred
and included in administrative expenses.
The Group determines that it has acquired a business when the acquired set of activities and assets includes an input and
a substantive process that together significantly contribute to the ability to create outputs. The acquired process is considered
substantive if it is critical to the ability to continue producing outputs, and the inputs acquired include an organised workforce
with the necessary skills, knowledge, or experience to perform that process or it significantly contributes to the ability to continue
producing outputs and is considered unique or scarce or cannot be replaced without significant cost, effort, or delay in the ability
to continue producing outputs.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and
designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.
This includes the separation of embedded derivatives in host contracts by the acquiree.
If the business combination is achieved in stages, any previously held equity interest is remeasured at its acquisition date fair value
and any resulting gain or loss is recognised in the Consolidated income statement.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised
for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the
fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group reassesses whether it has
correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the
amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired
over the aggregate consideration transferred, then the gain is recognised in profit or loss.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment
testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating
units that are expected to benefit from the combination.
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1. Accounting policies continued
Critical accounting judgements and estimation uncertainties
The preparation of financial statements in conformity with UK-adopted IAS requires management to make judgements, estimates
and assumptions which affect the application of policies and reported amounts of assets and liabilities, income and expenses.
The estimates and associated assumptions are based on historical experience and other factors that are believed to be reasonable
under the circumstances. The results of this form the basis of making judgements about carrying values of assets and liabilities that
are not readily apparent from other sources. Actual results may therefore differ from these estimates. The estimates and underlying
assumptions are reviewed on an ongoing basis.
The areas of critical accounting judgements and estimation uncertainties that have a significant risk of causing a material adjustment
to the carrying amount of assets and liabilities in the next financial year are summarised below with further details included within
accounting policies as indicated.
Item
Key judgements (J) and estimates (E)
Page
Taxation
J – Whether uncertain tax positions need to be recognised
152
Research and development costs
J – Whether a project meets the criteria for capitalisation
158
Capitalised development costs
E – Estimates of future cash flows for impairment testing
158
Inventories
E – Determination of net realisable value
163
Defined benefit pension schemes
E – Valuation of defined benefit pension schemes’ liabilities
166
Defined benefit pension schemes
J – Whether past service costs need to be recognised
166
Adjusted performance measures
J – Whether items are appropriate to exclude from adjusted measures
180
Climate change
We have considered the potential effect of physical and transitional climate change risks when preparing these consolidated
financial statements and have also considered the effect of our own Net Zero commitments. Our consideration of the potential effect
of climate change on these consolidated financial statements included reviewing:
— discounted cash flow forecasts, used in accounting for goodwill, capitalised development costs, and deferred tax assets;
— useful economic lives and residual values of property, plant and equipment;
— planned use of right-of-use assets; and
— expected demand for inventories.
We also considered the estimated capital expenditure needed in the next five years to deliver our Net Zero plan.
Overall, we do not believe that climate change has a material effect on our accounting judgements and estimates, nor on the
carrying value of assets and liabilities in the consolidated financial statements for the year ended 30 June 2026. We will continue
to review this, and update our accounting and disclosures if the position changes.
Going concern
In preparing these financial statements, the Directors have adopted the going concern basis. The decision to adopt the going
concern basis was made after considering:
— the Group’s strategy and business model, disclosed on pages 7 to 10;
— the Group’s financial resources and strategies, disclosed on pages 21 to 22;
— the Group’s risk management processes and principal risks, disclosed on pages 23 to 32; and
— the process undertaken to review the Group’s viability, including scenario testing, disclosed on page 33.
The financial models for the viability review were based on the pessimistic version of the five-year business plan, but covering
a period to 31 December 2029. For context, revenue in the first year of this pessimistic base scenario is lower than the FY2026
revenue of £815.8m, while costs and other cash outflows still reflect ambitious growth plans. In the going concern assessment,
the Directors reviewed this same version of the business plan but to 31 December 2027, as well as the ‘severe but plausible’
scenarios used in the viability review, again to 31 December 2027. These scenarios reflected a significant reduction in revenue,
a significant increase in costs, and a third scenario incorporating both a reduction to revenue and an increase in costs but to
a lesser degree than the first two scenarios. In each scenario the Group’s cash balances remained positive throughout the period
to 31 December 2027.
The Directors also reviewed a reverse stress test for the period to 31 December 2027, identifying what would need to happen
in this period for the Group to deplete its cash and cash equivalents and bank deposit balances. This identified a trading level
so low that the Directors feel that the events that could trigger this would be remote. The Directors also concluded that the risk of
a one-off cash outflow that would exhaust the Group’s cash and cash equivalents and bank deposits balances in the assessment
period was also remote.
Based on this assessment, incorporating a review of the current position, the scenarios, the principal risks and mitigation, the
Directors have a reasonable expectation that the Group will be able to continue operating and meet its liabilities as they fall due
over the period to 31 December 2027, being the going concern period.
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FINANCIAL STATEMENTS
Notes continued
2. Revenue disaggregation and segmental analysis
As previously announced, and disclosed on Page 14, the Group has reorganised into three new segments, which
have replaced the Manufacturing technologies and Analytical instruments and medical devices segments. The new
segments group together product lines with similar end-user markets, which more closely align reporting segment
performance with external market data and demand drivers. Our new reporting segments are Industrial Metrology,
Position Measurement and Specialised Technologies. We also manage our business by geographical region.
The results of these segments and regions are regularly reviewed by the Board to assess performance and allocate
resources, and are presented in this note.
Accounting policy
The Group generates revenue from the sale of goods, capital equipment and services. These can be sold both on their own
and together.
a) Sale of goods, capital equipment and services
The Group’s contracts with customers consist both of contracts with one performance obligation and contracts with multiple
performance obligations.
For contracts with one performance obligation, revenue is measured at the transaction price, which is typically the contract value
except for customers entitled to volume rebates, and recognised at the point in time when control of the product transfers to the
customer. This point in time is typically when the products are made available for collection by the customer, collected by the
shipping agent, or delivered to the customer, depending upon the shipping terms applied to the specific contract.
Contracts with multiple performance obligations typically exist where, in addition to supplying products, we also supply services
such as user training, servicing and maintenance, and installation. Where the installation service is simple, does not include
a significant integration service and could be performed by another party then the installation is accounted for as a separate
performance obligation. Where the contracts include multiple performance obligations, the transaction price is allocated to each
performance obligation based on the relative stand-alone selling prices. The revenue allocated to each performance obligation
is then recognised when, or as, that performance obligation is satisfied. For installation, this is typically at the point in time when
installation is complete. For training, this is typically the point in time when training is delivered. For servicing and maintenance,
the revenue is recognised evenly over the course of the servicing agreement except for ad-hoc servicing and maintenance which
is recognised at the point in time when the work is undertaken.
b) Sale of software
The Group provides software licences and software maintenance to customers, sold both on their own and together with
associated products. For software licences, where the licence and/or maintenance are provided as part of a contract that
provides customers with software licences and other goods and services, then the transaction price is allocated on the same
basis as described in a) above.
The Group’s distinct software licences provide a right of use, and therefore revenue from software licences is recognised at the
point in time when the licence is supplied to the customer. Revenue from software maintenance is recognised evenly over the
term of the maintenance agreement.
c) Extended warranties
The Group provides standard warranties to customers that address potential latent defects that existed at point of sale and
as required by law (assurance-type warranties). In some contracts, the Group also provides warranties that extend beyond the
standard warranty period and may be sold to the customer (service-type warranties).
Assurance-type warranties are accounted for by the Group under IAS 37 ‘Provisions, Contingent Liabilities and Contingent
Assets’. Service-type warranties are accounted for as separate performance obligations and therefore a portion of the transaction
price is allocated to this element, and then recognised evenly over the period in which the service is provided.
d) Contract balances
Contract assets represent the Group’s right to consideration in exchange for goods, capital equipment and/or services that have
been transferred to a customer, and mainly includes accrued revenue in respect of goods and services provided to a customer
but not yet fully billed. Contract assets are distinct from receivables, which represent the Group’s right to consideration that
is unconditional.
Contract liabilities represent the Group’s obligation to transfer goods, capital equipment and/or services to a customer for which
the Group has either received consideration or consideration is due from the customer.
e) Disaggregation of revenue
The Group disaggregates revenue from contracts with customers between: goods, capital equipment and installation, and
aftermarket services; reporting segment; and geographical location.
Management believe these categories best depict how the nature, amount, timing and uncertainty of the Group’s revenue
is affected by economic factors.
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CONTENTS
2. Revenue disaggregation and segmental analysis continued
Our Industrial Metrology reporting segment consists of our sensors, measurement systems and software that allow customers to
precisely measure machines and machined parts, generate inspection reports and control their production machines. Our Position
Measurement reporting segment consists of encoders that enable customers to improve control and precision in their machines.
Our Specialised Technologies reporting segment represents all other product lines within the Group, which consists of additive
manufacturing (AM), spectroscopy and neurological product lines. The Industrial Metrology and Position Measurement reporting
segments aggregate product offerings with similar economic characteristics, similar production processes and similar customer
bases. More details of the Group’s products and services are given in the Strategic Report.
Industrial Position Specialised
Metrology Measurement Technologies Total
Year ended 30 June 2026 £’000 £’000 £’000 £’000
Revenue
447,446
260,940
107,393
815,779
Depreciation, amortisation and impairment
20,031
18,358
3,983
42,372
Research and development expenditure
35,906
17,911
11,298
65,115
Statutory operating profit
66,357
67,230
1,738
135,325
Cost reduction programme
9,098
3,833
1,994
14,925
Loss of office payable to an Executive Director
1,244
416
320
1,980
Closure of drug delivery business
–
–
666
666
Adjusted operating profit
76,699
71,479
4,718
152,896
Share of profits of joint ventures
432
3,608
–
4,040
Net financial income
–
–
–
11,018
Adjusted profit before tax
–
–
–
167,954
Industrial Position Specialised
Metrology Measurement Technologies Total
Year ended 30 June 2025 £’000 £’000 £’000 £’000
Revenue
430,565
207,43 0
75,049
713,044
Depreciation, amortisation and impairment
22,768
8,219
4,759
35,746
Research and development expenditure
41,480
17,766
9,664
68,910
Statutory operating profit/(loss)
74,130
46,010
(12,255)
107,88 5
Closure of drug delivery business
–
–
2,059
2,059
Closure of Edinburgh research facility
1,378
618
324
2,320
Adjusted operating profit/(loss)
75,508
46,628
(9,872)
112,264
Share of profits of joint ventures
488
3,050
–
3,538
Net financial income
–
–
–
11,429
Adjusted profit before tax
–
–
–
127,231
There is no allocation of assets and liabilities to the segments identified above. Depreciation, amortisation and impairments are
allocated to segments on the basis of the level of activity, unless a specific adjustment relates to a segment.
The following table shows the analysis of non-current assets, excluding deferred tax, derivatives, employee benefits, and reimbursement
right by geographical region:
2026 2025
£’000 £’000
UK
285,555
286,14 5
APAC
35,687
38,797
EMEA
91,051
86,445
Americas
45,316
40,876
Total non-current assets
457,609
452,263
No overseas country had non-current assets amounting to 10% or more of the Group’s total non-current assets.
The following table shows the disaggregation of Group’s revenue by category:
2026 2025
£’000 £’000
Goods, capital equipment and installation
739,355
642,378
Aftermarket services
76,424
70,666
Total Group revenue
815,779
713,044
Aftermarket services include repairs, maintenance and servicing, programming, training, extended warranties, and software
licences and maintenance. The Group’s revenue by category includes £11.3m (2025: £19.2m) of forward currency contract gains.
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CONTENTS
FINANCIAL STATEMENTS
2. Revenue disaggregation and segmental analysis continued
The analysis of revenue by geographical market was:
2026 2025
£’000 £’000
APAC
381,911
337,721
UK (country of domicile)
29,986
34,017
EMEA, excluding UK
184,871
173,751
EMEA
214,857
207,768
Americas
219,011
167,555
Total Group revenue
815,779
713,044
Revenue in the previous table has been allocated to regions based on the geographical location of the customer. Countries with
individually significant revenue figures in the context of the Group were:
2026 2025
£’000 £’000
China
220,106
186,495
USA
192,912
142,860
Germany
59,253
55,682
Japan
50,964
49,273
There was no revenue from transactions with a single external customer which amounted to more than 10% of the Group’s total revenue.
3. Employee costs
The remuneration costs of our people account for a significant proportion of our total expenditure.
The aggregate employee costs for the year were:
2026 2025
£’000 £’000
Wages and salaries
262,976
247,070
Compulsory social security contributions
33,129
30,514
Contributions to defined contribution pension schemes
30,509
29,269
Share-based payment charge
491
790
Total payroll costs
327,105
307,6 4 3
Wages and salaries and compulsory social security contributions include £18.0m (2025: £11.1m) relating to performance bonuses,
£16.1m (2025: £3.2m) relating to redundancy costs, and £2.0m (2025: £nil) relating to loss of office payable to an Executive Director.
Redundancy costs include £14.9m (2025: £nil) related to the cost reduction programme, initiated in FY2025. The cost of the
voluntary and compulsory redundancies have been recognised in FY2026 based on relevant accounting standards.
The average number of people employed by the Group during the year was:
2026 2025
Number Number
UK
3,251
3,491
Overseas
1,806
1,848
Average number of employees
5,057
5,339
Key management personnel have been assessed to be the Directors of the Company and the Senior Leadership Team (SLT), which
was an average of 23 people (2025: 22 people).
The total remuneration of the Directors and the SLT was:
2026 2025
£’000 £’000
Short-term employee benefits
9,263
6,322
Post-employment benefits
521
489
Share-based payment charge
491
790
Total remuneration of key management personnel
10,275
7,601
Short-term employee benefits include £1.9m (2025: £0.8m) relating to performance bonuses payable in cash and £1.7m (2025: £nil)
related to loss of office payable to an Executive Director (excluding employer social security contributions).
The share-based payment charge relates to share awards granted in previous years, not yet vested. Shares equivalent to £2.3m
(2025: £0.9m) are to be awarded in respect of FY2026. See the Directors’ Remuneration Report for further details.
Notes continued
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CONTENTS
4. Cost of sales
Our cost of sales includes the costs to manufacture our products and our engineering spend on existing and new
products, net of capitalisation and research and development tax credits.
Accounting policy
We receive both government grants and RDEC (tax credits) for research and development projects. For research projects,
where the costs have not been capitalised, we recognise a deduction against expenditure within Cost of sales in the
Consolidated income statement (having initially recognised the grant in the Consolidated balance sheet if it was received in
advance of the related expense). Where a grant or RDEC is received for capitalised development costs, we initially recognise
it in the Consolidated balance sheet and then release it to match the amortisation within Cost of sales. Both types are only
recognised when we have reasonable assurance that any grant conditions will be met.
Included in cost of sales are the following amounts:
Adjusted Adjusting Statutory Adjusted Adjusting Statutory
total items total total items total
2026 2026 2026 2025 2025 2025
£’000 £’000 £’000 £’000 £’000 £’000
Production costs
329,506
2,609
332,115
272,814
–
272,814
Research and development expenditure
61,622
3,493
65,115
68,910
–
68,910
Other engineering expenditure
46,171
2,617
48,788
46,770
4,379
51,149
Gross engineering expenditure
107,793
6,110
113,903
115,680
4,379
120,059
Development expenditure capitalised (net of amortisation)
(5,441)
–
(5,441)
(5,574)
–
(5,574)
Development expenditure impaired
3,804
–
3,804
1,818
–
1,818
Development expenditure disposed
–
916
916
–
–
–
Research and development tax credit
(5,239)
–
(5,239)
(5,088)
–
(5,088)
Total engineering costs
100,917
7,026
107,943
106,836
4,379
111,215
Total cost of sales
430,423
9,635
440,058
379,650
4,379
384,029
Production costs include raw materials and components, labour, subcontractor costs, and allocated overheads associated with
manufacturing our products.
Research and development expenditure includes the payroll costs, material costs and allocated overheads attributed to projects
identified as relating to new products or processes. Other engineering expenditure includes the payroll costs, material costs and
allocated overheads attributed to projects identified as relating to existing products or processes.
5. Financial income and expenses
Financial income mainly arises from bank interest on our deposits. We are exposed to realised currency gains and losses
on translation of foreign currency denominated intragroup balances and offsetting financial instruments.
Included in financial income and expenses are the following amounts:
2026 2025
Financial income £’000 £’000
Bank interest receivable
9,419
11,741
Currency gains
3,208
–
Fair value gains from one-month forward currency contracts
–
3,360
Interest on pension schemes’ assets
552
503
Other interest income
2,450
913
Total financial income
15,629
16,517
2026 2025
Financial expenses £’000 £’000
Currency losses
–
3,899
Fair value losses from one-month forward currency contracts
895
–
Lease interest
617
685
Interest payable on amounts owed to joint ventures
282
371
Interest on pension schemes’ liabilities
173
–
Interest payable on borrowings
35
49
Other interest payable
3,028
4,936
Total financial expenses
5,030
9,940
Currency losses relate to revaluations of foreign currency-denominated balances using latest reporting currency exchange rates.
The gain recognised in FY2026 largely relates to a depreciation of Sterling relative to the US dollar, affecting US dollar-denominated
intragroup balances in the Company. Rolling one-month forward currency contracts are used to offset currency movements on
certain intragroup balances, with fair value gains and losses being recognised in financial income or expenses (see Note 25).
The net currency movement of foreign currency-denominated balances and one-month forward currency contracts was a gain
of £2.3m (2025: loss of £0.5m). Other interest income includes a credit of £2.5m (2025: £nil) and interest payable includes a charge
of £2.9m (2025: £4.9m) for historical and non-recurring tax matters (see Note 7).
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FINANCIAL STATEMENTS
6. Profit before tax
Detailed below are other notable amounts recognised in the Consolidated income statement.
Included in the profit before tax are the following costs/(income):
2026 2025
notes £’000 £’000
Depreciation and impairment of property, plant and equipment, right-of-use assets,
and investment properties
9,10,11
33,719
29,057
Loss/(profit) on sale of property, plant and equipment
9
107
(1,083)
Amortisation and impairment of intangible assets
12
8,653
6,689
Loss on disposal of intangible assets
12
1,017
–
Fair value gain on acquisition of subsidiary
30
(359)
–
Grant income
–
(2,001)
(3,280)
These costs/(income) can be found within cost of sales, distribution costs and administrative expenses in the Consolidated income
statement. Further detail on each element can be found in the relevant notes.
Costs within Administrative expenses relating to auditor fees are:
2026 2025
£’000 £’000
Audit of these financial statements
985
899
Audit of subsidiary undertakings pursuant to legislation
606
589
Other assurance
–
–
All other non-audit fees
46
33
Total auditor fees
1,637
1,521
7. Taxation
The Group tax charge is affected by our geographic mix of profits and other factors explained in this note. Our expected
future tax charges and related tax assets are also set out in the deferred tax section, together with our view on whether
we will be able to utilise the tax assets in the future.
Accounting policy
Tax on the profit for the year comprises current, deferred and global minimum taxes. Tax is recognised in the Consolidated
income statement except to the extent that it relates to items recognised directly in Other comprehensive income, in which case
it is recognised in the Consolidated statement of comprehensive income and expense. Current tax is the expected tax payable
on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any
adjustment to tax payable in previous years.
Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for taxation purposes. The following temporary differences are not provided for:
— the initial recognition of goodwill;
— the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business
combination; and
— differences relating to investments in subsidiaries, to the extent that they will probably not reverse in the foreseeable future.
The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of
assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.
Deferred tax assets are recognised to the extent it is probable that future taxable profits (including the future release of deferred
tax liabilities) will be available, against which the deductible temporary differences can be used, based on management’s
assumptions relating to the amounts and timing of future taxable profits. Estimates of future profitability on an entity basis are
required to ascertain whether it is probable that sufficient taxable profits will arise to support the recognition of deferred tax
assets relating to the corresponding entity.
Key judgement – Whether uncertain tax positions need to be recognised
The Group is subject to a range of tax legislation that can vary by jurisdiction, and tax compliance for global businesses is
increasingly complex. The objective of our tax strategy is to comply with all applicable tax laws and regulations in the territories
that the Group operates in. However sometimes the tax treatment of transactions and events can be uncertain.
Where this is the case, judgement is needed in how these uncertain tax treatments should be reflected in preparing the financial
statements, particularly as such topics are often complex and can take several years to resolve. The nature and potential value
of the issues under review were significant and were a key judgement for management.
Notes continued
152
Renishaw plc Annual Report 2026
CONTENTS
7. Taxation continued
The following table shows an analysis of the tax charge:
2026 2025
£’000 £’000
Current tax:
UK corporation tax on profits for the year
15,022
7,550
UK corporation tax – prior year adjustments
(2,324)
2,778
Overseas tax on profits for the year
18,612
16,018
Overseas tax – prior year adjustments
(376)
6,166
Global minimum tax
803
757
Total current tax
31,737
33,269
Deferred tax:
Origination and reversal of temporary differences
(667)
2,077
Prior year adjustments
81
(1,203)
Derecognition of previously recognised tax losses and excess interest
202
323
Recognition of previously unrecognised tax losses and excess interest
(349)
(223)
(733)
974
Tax charge on profit
31,004
34,243
The effective tax rate for the year is lower (2025: higher) than the UK standard rate of corporation tax of 25.0% (2025: 25.0%).
The differences are principally due to differences in tax rates in overseas subsidiaries and prior year adjustments explained
as follows:
2026 2025
£’000 £’000
Profit before tax
149,964
118,000
Tax at 25.0% (2025: 25.0%)
37,491
29,500
Effects of:
Different tax rates applicable in overseas subsidiaries
(5,800)
(4,648)
Permanent differences
1,493
1,439
Global minimum tax
803
757
Companies with unrelieved tax losses
29
7
Share of profits of joint ventures
(1,010)
(885)
Tax incentives
(7)
(123)
Prior year adjustments
(2,619)
7,741
Recognition of previously unrecognised tax losses and excess interest
(349)
(223)
Derecognition of previously recognised tax losses and excess interest
202
323
Irrecoverable withholding tax
286
720
Deferred tax on unremitted earnings
471
(425)
Other differences
14
60
Tax charge on profit
31,004
34,243
Effective tax rate
20.7%
29.0%
We operate in many countries around the world and the overall effective tax rate (ETR) is a result of the combination of the varying
tax rates applicable throughout these countries. The FY2026 ETR has reduced mainly due to a prior year adjustment of £2.6m
(2025: £7.7m charge) relating to historical and non-recurring tax matters. The tax matters relate to specific legacy arrangements
which we would not expect to recur. Applicable accounting standards require a provision for tax and the associated interest of £5.3m,
however, we continue to seek resolution to these matters which would reduce these amounts.
The Group’s future ETR largely depends on the geographic mix of profits and whether there are any changes to tax legislation in
the Group’s most significant countries of operations.
The Finance (No 2) Bill 2023, that includes Pillar Two legislation, was substantively enacted on 20 June 2023 for IFRS purposes.
The Pillar Two rules came into effect for accounting periods beginning on or after 1 January 2024. The rules continue to apply to
the Group.
The Group has accrued Global minimum tax of £0.8m (2025: £0.8m) in respect of Ireland. This is due to the statutory corporate
income tax rate of 12.5% on trading income being lower than the global minimum tax rate of 15%. The impact on the effective tax
rate of the Group was 0.5% for FY2026 (2025: 0.6%). The Group will continue to assess the future impact of Pillar Two based on the
latest guidance and law changes of each jurisdiction in which it operates, to ensure compliance.
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FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
7. Taxation continued
Deferred tax assets and liabilities are offset where there is a legally enforceable right of offset and there is an intention to net settle
the balances. After taking these offsets into account, the net position of £14.1m liability (2025: £16.4m liability) is presented as
a £22.9m deferred tax asset (2025: £22.4m asset) and a £37.0m deferred tax liability (2025: £38.8m liability) in the Consolidated
balance sheet.
Where deferred tax assets are recognised, the Directors are of the opinion, based on recent and forecast trading, that the level of
profits in current and future years make it more likely than not that these assets will be recovered.
Deferred tax balances at the end of the year were:
2026
2025
Assets Liabilities Net Assets Liabilities Net
£’000 £’000 £’000 £’000 £’000 £’000
Property, plant and equipment
1,023
(35,336)
(34,313)
574
(33,086)
(32,512)
Intangible assets
–
(5,071)
(5,071)
–
(4,655)
(4,655)
Intragroup trading (inventories)
20,470
–
20,470
16,262
–
16,262
Intragroup trading (fixed assets)
1,143
–
1,143
1,12 9
–
1,129
Defined benefit pension schemes
5,671
(2,345)
3,326
6,128
(2,380)
3,748
Reimbursement right
–
(4,224)
(4,224)
–
(3,744)
(3,744)
Derivatives
–
(2,036)
(2,036)
–
(5,088)
(5,088)
Tax losses
1,156
–
1,156
1,545
–
1,545
Other
7,110
(1,653)
5,457
7,66 3
(700)
6,963
Balance at the end of the year
36,573
(50,665)
(14,092)
33,301
(49,653)
(16,352)
Other deferred tax assets include temporary differences relating to inventory provisions totalling £2.4m (2025: £2.6m), other provisions
(including bad debt provisions) of £1.2m (2025: £0.6m), and employee benefits relating to Renishaw plc £0.6m (2025: £1.0m) and
Renishaw KK of £nil (2025: £0.7m), with the remaining balance relating to several other smaller temporary differences.
The movements in the deferred tax balance during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
(16,352)
(13,233)
Movements in relation to property, plant and equipment
(1,801)
(3,115)
Movements in relation to intangible assets
(416)
(588)
Movements in relation to intragroup trading (inventories)
4,208
1,115
Movements in relation to intragroup trading (fixed assets)
14
28
Movements in relation to defined benefit pension scheme assets/liabilities/reimbursement right
713
146
Movements in relation to tax losses
(389)
(278)
Movements in relation to other
(1,596)
1,718
Movements in the Consolidated income statement
733
(974)
Movements in relation to the cash flow hedging reserve
3,052
(1,451)
Movements in relation to the defined benefit pension scheme assets/liabilities/reimbursement right
(1,615)
(374)
Movements in the Consolidated statement of comprehensive income and expense
1,437
(1,825)
Currency adjustment
90
(320)
Balance at the end of the year
(14,092)
(16,352)
Deferred tax assets of £1.2m (2025: £1.5m) in respect of losses are recognised where it is considered likely that the business will
generate sufficient future taxable profits. Deferred tax assets have not been recognised in respect of tax losses carried forward of
£5.5m (2025: £5.0m), due to uncertainty over their offset against future taxable profits and therefore their recoverability. These
unrecognised losses are held by Group companies in Brazil, the UAE and the USA, where there is no time limitation on their utilisation.
In determining profit forecasts for each Group company, the key variable is the revenue forecast, which has been estimated using
consistently applied external and internal data sources. Sensitivity analysis indicates that a reduction of 5% to relevant revenue
forecasts would result in an impairment to deferred tax assets recognised in respect of losses and intragroup trading (inventories)
of around £nil. An increase of 5% to relevant revenue forecasts would result in additions to deferred tax assets in respect of tax
losses not recognised of around £0.3m.
It is likely that the majority of unremitted earnings of overseas subsidiaries would qualify for the UK dividend exemption.
However, £88.0m (2025: £73.7m) of those earnings may still result in a tax liability principally as a result of withholding taxes
levied by the overseas jurisdictions in which those subsidiaries operate. These tax liabilities are not expected to exceed £6.0m
(2025: £5.2m), of which £0.5m (2025: £nil) has been provided on the basis that the Group expects to remit these amounts.
Notes continued
154
Renishaw plc Annual Report 2026
CONTENTS
8. Earnings per share
Basic earnings per share is the amount of profit generated in a financial year attributable to equity shareholders,
divided by the weighted average number of shares in issue during the year.
2026
2025
Statutory profit after tax attributable to shareholders (£’000)
118,9 60
83,757
Number of shares (72,788,543 allotted, called-up and fully paid ordinary shares)
72 ,757,446
72,734,797
Basic earnings per share
163.5p
115.2p
Diluted earnings per share
163.5p
115.2p
The number of shares excludes 31,097 (2025: 53,746) shares held by the Employee Benefit Trust (EBT). On this basis, earnings per
share (basic and diluted) is calculated as 163.5 pence (2025: 115.2 pence).
There is no difference between the weighted average earnings per share and the basic and diluted earnings per share. For the
calculation of adjusted earnings per share see Note 29.
9. Property, plant and equipment
The Group makes significant investments in distribution and manufacturing infrastructure. During the year we have
invested in our capital equipment to support manufacturing output and the rapid growth in our order book.
Accounting policy
Freehold land is not depreciated. Other assets are stated at cost less accumulated depreciation and accumulated impairment
losses, if any. Depreciation is provided to write off the cost of assets less their estimated residual value on a straight-line basis
over their estimated useful economic lives as follows: freehold buildings, 50 years; building infrastructure, 10 to 50 years; plant
and equipment, 3 to 25 years; and vehicles, 3 to 4 years.
Freehold Assets in the
land and Plant and Motor course of
buildings equipment vehicles construction Total
Year ended 30 June 2026 £’000 £’000 £’000 £’000 £’000
Cost
At 1 July 2025
274,628
309,054
5,962
34,539
624,183
Additions
4,088
23,492
580
10,182
38,342
Acquisition of a subsidiary
1,466
289
51
–
1,806
Transfers
24,892
7,175
–
(32,067)
–
Transfers to Investment properties
(14,090)
(453)
–
–
(14,543)
Disposals
(1,735)
(31,057)
(1,187)
–
(33,979)
Currency adjustment
411
1,039
62
–
1,512
At 30 June 2026
289,660
309,539
5,468
12,654
617, 321
Depreciation
At 1 July 2025
53,790
227,715
4,391
–
285,896
Charge for the year
5,463
17,5 63
446
–
23,472
Acquisition of a subsidiary
134
276
38
–
448
Impairment
–
1,500
–
–
1,500
Transfers to Investment properties
(2,692)
(322)
–
–
(3,014)
Disposals
(170)
(28,818)
(999)
–
(29,987)
Currency adjustment
369
668
22
–
1,059
At 30 June 2026
56,894
218,582
3,898
–
279,374
Net book value
At 30 June 2026
232,766
90,957
1,570
12,654
337,947
At 30 June 2025
220,838
81,339
1,571
34,539
338,287
Loss on disposals of Property, plant and equipment amounted to £0.1m (2025: £1.1m profit).
The Group has recognised an impairment of £1.5m (2025: £1.0m). This year’s charge relates to tangible assets used in producing
a new encoder product following a reprioritisation of resource, resulting from the significant increase in demand for our other
encoder products.
Additions to assets in the course of construction comprise £7.9m (2025: £11.2m) for land and buildings and £2.3m (2025: £4.2m)
for plant and equipment.
At 30 June 2026, properties with a net book value of £nil (2025: £48.7m) were subject to a fixed charge to secure the UK defined
benefit pension scheme liabilities (see Note 23 for further information on the release of the charges).
Transfers to investment properties of net book value £11.5m (2025: £1.8m) were made during the year (see Note 11).
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FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
9. Property, plant and equipment continued
Freehold Assets in the
land and Plant and Motor course of
buildings equipment vehicles construction Total
Year ended 30 June 2025 £’000 £’000 £’000 £’000 £’000
Cost
At 1 July 2024
255,536
278,189
6,099
56,593
596,417
Additions
6,374
23,258
1,220
15,421
46,273
Transfers
19,032
18,443
–
(37,475)
–
Transfers to Investment properties
(2,795)
(597)
–
–
(3,392)
Disposals
(725)
(7,819)
(1,206)
–
(9,750)
Currency adjustment
(2,794)
(2,420)
(151)
–
(5,365)
At 30 June 2025
274,628
309,054
5,962
34,539
624,183
Depreciation
At 1 July 2024
49,460
216,838
5,079
–
271,377
Charge for the year
5,275
17,497
470
–
23,242
Impairment
989
–
–
–
989
Transfers to Investment properties
(1,179)
(439)
–
–
(1,618)
Disposals
(270)
(4,619)
(1,057)
–
(5,946)
Currency adjustment
(485)
(1,562)
(101)
–
(2,148)
At 30 June 2025
53,790
227,715
4,391
–
285,896
Net book value
At 30 June 2025
220,838
81,339
1,571
34,539
338,287
At 30 June 2024
206,076
61,351
1,020
56,593
325,040
10. Right-of-use assets
The Group leases distribution properties, plant and equipment, and cars from third parties and recognises an associated
right-of-use asset where we are afforded control and economic benefit from the use of the asset.
Accounting policy
At the commencement date of a lease arrangement the Group recognises a right-of-use asset for the leased item and a lease
liability for any payments due. Right-of-use assets are initially measured at cost, being the present value of the lease liability plus
any initial costs incurred in entering the lease and less any incentives received. See Note 21 for further detail on lease liabilities.
Right-of-use assets are subsequently depreciated on a straight-line basis from the commencement date to the earlier of the end
of the useful life or the end of the lease term.
Leasehold Plant and Motor
property equipment vehicles Total
Year ended 30 June 2026 £’000 £’000 £’000 £’000
Net book value
At 1 July 2025
8,653
74
3,491
12,218
Additions
564
7
2,870
3,441
Depreciation
(2,316)
(39)
(2,642)
(4,997)
Currency adjustment
256
1
47
304
At 30 June 2026
7,157
43
3,766
10,966
Leasehold Plant and Motor
property equipment vehicles Total
Year ended 30 June 2025 £’000 £’000 £’000 £’000
Net book value
At 1 July 2024
9,899
66
4,781
14,746
Additions
1,746
49
841
2,636
Reductions
–
–
(12)
(12)
Depreciation
(2,541)
(43)
(2,049)
(4,633)
Currency adjustment
(451)
2
(70)
(519)
At 30 June 2025
8,653
74
3,491
12,218
Notes continued
156
Renishaw plc Annual Report 2026
CONTENTS
11. Investment properties
The Group’s investment properties consist of properties in India, Ireland, Slovenia, Spain, Switzerland and the UK,
which are occupied by rent-paying third parties. During the year, we have transferred properties from Property,
plant and equipment to Investment properties following a change in use in Slovenia, Spain and the UK.
Accounting policy
Where property owned by the Group is held to earn rentals or for long-term capital growth it is recognised as investment property.
Where a property is part-occupied by the Group, portions of the property are recognised as investment property if they meet
the above description and if these portions could be sold separately and reliably measured. If the portions could not be sold
separately, the property is recognised as an investment property only if a significant proportion is held for rental or
appreciation purposes.
The Group has elected to value investment properties on a cost basis, initially comprising of the purchase price and any directly
attributable expenditure. Depreciation is provided to write off the cost of assets on a straight-line basis over their estimated useful
economic lives, being 50 years. Amounts relating to freehold land are not depreciated.
2026 2025
£’000 £’000
Cost
Balance at the beginning of the year
15,211
12,103
Transfers from Property, plant and equipment
14,543
3,392
Acquisition of a subsidiary
350
–
Currency adjustment
(109)
(284)
Balance at the end of the year
29,995
15,211
Depreciation
Balance at the beginning of the year
3,645
1,818
Charge for the year
247
193
Transfers from Property, plant and equipment
3,014
1,618
Impairment
3,503
–
Currency adjustment
3
16
Balance at the end of the year
10,412
3,645
Net book value
19,583
11,566
The Group has recognised impairments of £3.5m (2025: £nil) following a market value assessment of properties in Slovenia and
the UK.
The Group has no restrictions on the realisability of its investment properties and no contractual obligations to purchase,
construct or develop investment properties.
Amounts recognised in the Consolidated income statement relating to investment properties:
2026 2025
£’000 £’000
Rental income
1,249
945
Direct operating expenses (including repairs and maintenance)
(334)
(218)
Profit
915
727
The fair value of the Group’s investment properties totalled £27.8m at 30 June 2026 (2025: £18.4m). Fair values of each investment
property have been determined within the last three years by independent valuers who hold recognised and relevant professional
qualifications and have recent experience in the location and category of each investment property being valued. These valuations
have been assessed to be materially appropriate at 30 June 2026.
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FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
12. Intangible assets
Our Consolidated balance sheet contains significant intangible assets, mainly goodwill (which arises when we acquire
a business and pay a higher amount than the fair value of its net assets) and capitalised development costs. We make
significant investments in the development of new products, a key part of our business model, and some of these costs
are initially capitalised and then written off over the lifetime of future sales of that product.
Accounting policy
Goodwill arising on acquisition represents the difference between the cost of the acquisition and the fair value of the net
identifiable assets acquired, net of deferred tax. Identifiable intangibles are those which can be sold separately or which arise
from legal rights regardless of whether those rights are separable.
Goodwill is stated at cost less any accumulated impairment losses. It is not amortised but is tested annually for impairment or
earlier if there are any indications of impairment. The annual impairment review involves comparing the carrying amount to the
estimated recoverable amount and recognising an impairment loss if the recoverable amount is lower. Impairment losses are
recognised in the Consolidated income statement.
Intangible assets such as customer lists, patents, trademarks, know-how and intellectual property that are acquired by the Group
are stated at cost less amortisation and impairment losses. Amortisation is charged to the Consolidated income statement on
a straight-line basis over the estimated useful lives of the intangible assets. The estimated useful lives of the intangible assets
included in the Consolidated balance sheet reflect the benefit derived by the Group and vary from five to 10 years.
Expenditure on research activities is recognised in the Consolidated income statement as an expense as incurred. Expenditure on
development activities is capitalised if: the product or process is technically and commercially feasible; the Group intends and has
the technical ability and sufficient resources to complete development; future economic benefits are probable; and the Group can
measure reliably the expenditure attributable to the intangible asset during its development.
Development activities involve a plan or design for the production of new or substantially improved products or processes.
The expenditure capitalised includes the cost of materials, direct labour and an appropriate proportion of overheads.
Other development expenditure is recognised in the Consolidated income statement as an expense as incurred.
Capitalised development expenditure is amortised over the useful economic life appropriate to each product or process, ranging
from five to 10 years, and is stated at cost less accumulated amortisation and less accumulated impairment losses. Amortisation
commences when a product or process is available for use as intended by management. Capitalised development expenditure
is removed from the balance sheet 10 years after being fully amortised.
All non-current assets are tested for impairment whenever there is an indication that their carrying value may be impaired.
An impairment loss is recognised in the Consolidated income statement to the extent that an asset’s carrying value exceeds
its recoverable amount, which represents the higher of the asset’s fair value less costs to sell and its value-in-use. An asset’s
value-in-use represents the present value of the future cash flows expected to be derived from the asset or from the cash-
generating unit to which it relates. The present value is calculated using a discount rate that reflects the current market
assessment of the time value of money and the risks specific to the asset concerned.
Goodwill and capitalised development costs are subject to an annual impairment test.
Key judgement – Whether a project meets the criteria for capitalisation
Product development costs are capitalised once a project has reached a certain stage of development, being the point at which
the product has passed testing to demonstrate it meets the technical specifications of the project and it satisfies all applicable
regulations. Judgement is required to assess whether the new product development has reached the appropriate point for
capitalisation of costs to begin. These costs are subsequently amortised over their useful economic life once ready for use.
If a product becomes obsolete, the accumulated capitalised development costs would need to be immediately written off in the
Consolidated income statement.
Key estimate – Estimates of future cash flows used for impairment testing
Determining whether capitalised development costs are impaired requires an estimation of the value-in-use of the project.
To calculate the value-in-use we need to estimate the future cash flows of the project and select the appropriate discount rate
for each project.
Notes continued
158
Renishaw plc Annual Report 2026
CONTENTS
12. Intangible assets continued
Internally Intellectual
generated property and
development Software other intangible
Goodwill costs licences assets Total
Year ended 30 June 2026 £’000 £’000 £’000 £’000 £’000
Cost
At 1 July 2025
19,882
189,572
12,505
4,879
226,838
Additions
1,095
9,896
7
43
11,041
Disposals
–
(19,038)
(3,637)
–
(22,675)
Currency adjustment
278
–
(40)
6
244
At 30 June 2026
21,255
180,430
8,835
4,928
215,448
Amortisation
At 1 July 2025
9,028
152,407
11,956
2,897
176,288
Charge for the year
–
4,455
179
215
4,849
Impairment
–
3,804
–
–
3,804
Disposals
–
(18,122)
(3,536)
–
(21,658)
Currency adjustment
–
–
(41)
(18)
(59)
At 30 June 2026
9,028
142,544
8,558
3,094
163,224
Net book value
At 30 June 2026
12,227
37,886
277
1,834
52,224
At 30 June 2025
10,854
37,165
549
1,982
50,550
Internally Intellectual
generated property and other
development Software intangible
Goodwill costs licences assets Total
Year ended 30 June 2025 £’000 £’000 £’000 £’000 £’000
Cost
At 1 July 2024
20,258
187,941
12,197
4,864
225,260
Additions
–
9,999
286
–
10,285
Disposals
–
(8,368)
–
–
(8,368)
Currency adjustment
(376)
–
22
15
(339)
At 30 June 2025
19,882
189,572
12,505
4,879
226,838
Amortisation
At 1 July 2024
9,028
154,531
11,751
2,607
177,917
Charge for the year
–
4,426
191
254
4,871
Impairment
–
1,818
–
–
1,818
Disposals
–
(8,368)
–
–
(8,368)
Currency adjustment
–
–
14
36
50
At 30 June 2025
9,028
152,407
11,956
2,897
176,288
Net book value
At 30 June 2025
10,854
37,165
549
1,982
50,550
At 30 June 2024
11,230
33,410
446
2,257
47,3 4 3
159
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
12. Intangible assets continued
Goodwill
Goodwill has arisen on the acquisition of several businesses and has an indeterminable useful life. It is therefore not amortised
but is instead tested for impairment annually and at any point during the year when an indicator of impairment exists.
During the year, the Group acquired the remaining 30% of Metrology Software Products Limited (MSP) increasing its ownership
percentage to 100%. The acquisition resulted in goodwill of £1.1m being recognised (see Note 30 for more information on the
business combination).
In FY2026, the Group has reorganised into three new segments (see Note 2). In accordance with IAS 36.87, goodwill has been
reallocated to the revised cash generating units (CGUs) that are expected to benefit from the business combination in which the
goodwill arose. The CGUs used for goodwill impairment testing have been reallocated to the product lines, namely Industrial
Metrology (IM), Position Measurement (PM), Additive manufacturing (AM), Spectroscopy (SPD) and Neurological (NPD), as set
out below.
The reallocation was performed using a relative value approach, consistent with IAS 36. The product lines represent the lowest
level at which goodwill is monitored for internal management purposes and are not larger than our segments before aggregation.
The reallocation of goodwill is not a change in accounting policy under IAS 8, with no retrospective impairment test performed.
The analysis of goodwill according to CGU is:
2026 2025
£’000 £’000
Industrial Metrology (IM)
10,008
n/a
Neurological (NPD)
2,219
n/a
Total goodwill
12,227
10,854
Goodwill has arisen principally on the acquisitions of Renishaw Fixturing Solutions, LLC (IM), itp GmbH (IM), Renishaw Mayfield
SARL (NPD) and Metrology Software Products Limited (IM).
The recoverable amounts of acquired goodwill are based on value-in-use calculations. These calculations use cash flow projections
based on the financial business plans approved by management for the next five financial years. The cash flows beyond this
forecast are extrapolated to perpetuity using a nil growth rate on a prudent basis, to reflect the uncertainties over forecasting
beyond five years.
The following pre-tax discount rates have been used in discounting the projected cash flows:
2026 2025
2026 Long-term 2025 Long-term
CGU Discount rate growth rate Discount rate growth rate
Industrial Metrology (IM)
15.8%
0.0%
n/a
n/a
Neurological (NPD)
22.4%
0.0%
n/a
n/a
The Group’s post-tax weighted average cost of capital, calculated at 30 June 2026, is 12.1% (2025: 11.6%). Pre-tax discount rates
for the IM CGU are calculated from this basis, given that they are aligned with the wider Group’s industries, markets and processes.
The NPD CGU has a higher risk weighting, reflecting the less mature nature of this product group.
CGU specific five-year business plans have been used in determining cash flow projections. Within these plans, revenue forecasts
are calculated with reference to external market data, past performance, and new product launches, consistent with revenue forecasts
across the Group. Production costs, engineering costs, distribution costs and administrative expenses are calculated based on
management’s best estimates of what is required to support revenue growth and new product development. Estimates of capital
expenditure and working capital requirements are also included in the cash flow projections. The key estimate within these business
plans is the forecast revenue growth, given that the cost bases of the businesses can be flexed in line with revenue performance.
Given the average revenue growth assumptions included in the five-year business plans, management’s sensitivity analysis involves
modelling a reduction in the forecast cash flows utilised in those business plans and therefore into perpetuity.
For there to be an impairment in the IM or NPD CGUs, the pre-tax discount rate would need to increase to at least 727% and 40%
respectively, or there would need to be a reduction to forecast cash flows of 98% and 50% respectively.
Internally generated development costs
The key assumption in determining the value-in-use for internally generated development costs is the forecast unit sales over the
useful economic life, which is determined by management using their knowledge and experience with similar products and the
sales history of products already available in the market. Resulting cash flow projections over five to 10 years, the periods over which
product demand forecasts can be reasonably predicted and internally generated development costs are written off, are discounted
using pre-tax discount rates, which are calculated from the Group post-tax weighted average cost of capital of 12.1% (2025: 11.6%).
There were impairments of internally generated development costs in the year of £3.8m (2025: £1.8m). This includes a £3.7m
impairment of a new encoder product following a reprioritisation of resource, resulting from the significant increase in demand for
our other encoder products.
In addition, there was a £0.9m loss on disposal of the drug delivery intangible asset, following the decision to close the drug delivery
business. For the largest projects, comprising 98% of the net book value at 30 June 2026, a 10% reduction to forecast unit sales,
or an increase in the discount rate by 1%, would not result in an impairment.
Notes continued
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13. Investments in joint ventures
Where we make an investment in a company which gives us joint control but not full control, we account for our share
of their post-tax profits in our financial statements. We have one remaining joint venture arrangement, RLS, following the
acquisition of the remaining 30% interest in MSP.
The Group’s investments in joint ventures (all investments being in the ordinary share capital of the joint ventures), whose accounting
years end on 30 June, were:
Country of incorporation and 2026 2025
principal place of business Ownership % Ownership %
RLS Merilna tehnika d.o.o. (RLS) – joint venture
Slovenia
50.0
50.0
Metrology Software Products Limited (MSP) – joint venture
England & Wales
100.0
70.0
During the year, the Company acquired the remaining 30% of MSP, increasing its ownership percentage to 100%. In accordance
with IFRS 10, the control requirements have now been met and MSP has been consolidated in the Group’s financial statements as
at 30 June 2026; see Note 30 for more information on the business combination.
Movements during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
27,692
25,485
Dividends received
(957)
(1,500)
Share of profits of joint ventures
4,040
3,538
Acquisition of subsidiary
(4,840)
–
Currency adjustment
190
169
Balance at the end of the year
26,125
27,6 92
Renishaw International Limited (RIL) has a 14-day notice deposit agreement with RLS. Interest is payable by RIL to RLS at a market
rate on a monthly basis. Under this agreement, RIL held EUR 18.5m (£15.9m equivalent) as at 30 June 2026 (2025: £14.5m).
The amount is recognised as ‘Amounts payable to joint venture’ in the Consolidated balance sheet.
Summarised financial information for joint ventures:
RLS
MSP
2026 2025 2026 2025
£’000 £’000 £’000 £’000
Assets
58,795
52,093
–
6,258
Liabilities
(6,546)
(5,526)
–
(532)
Net assets
52,249
46,567
–
5,726
Group’s share of net assets
26,125
23,284
–
4,008
Revenue
44,885
38,045
3,431
3,389
Profit for the year
7,216
6,10 0
617
697
Group’s share of profit for the year
3,608
3,050
432
488
For the nature of the activities, see Other statutory and regulatory disclosures.
The financial statements of RLS have been prepared on the basis of Slovenian Accounting Standards.
The financial statements of MSP have been prepared on the basis of FRS 102.
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FINANCIAL STATEMENTS
14. Leases (as lessor)
The Group acts as a lessor for Renishaw-manufactured equipment on finance and operating lease arrangements.
This is mainly for high-value capital equipment such as our additive manufacturing machines.
Accounting policy
Where the Group transfers the risks and rewards of ownership of lease assets to a third party, the Group recognises a receivable
in the amount of the net investment in the lease. The lease receivable is subsequently reduced by the principal received, while an
interest component is recognised as financial income in the Consolidated income statement. Standard contract terms are up to
five years and there is a nominal residual value receivable at the end of the contract.
Where the Group retains the risks and rewards of ownership of lease assets, it continues to recognise the leased asset in Property,
plant and equipment. Income from operating leases is recognised on a straight-line basis over the lease term and recognised
as revenue, rather than other revenue, as such income is not material. Operating leases are on one to five year terms.
The total future lease payments are split between the principal and interest amounts below:
2026
2025
Gross Net Gross Net
investment Interest investment investment Interest investment
£’000 £’000 £’000 £’000 £’000 £’000
Receivable in less than one year
8,253
1,066
7,187
6,027
832
5,19 5
Receivable between one and two years
7,812
951
6,861
5,416
572
4,844
Receivable between two and three years
3,689
271
3,418
4,120
317
3,803
Receivable between three and four years
417
16
401
2,669
154
2,515
Receivable between four and five years
87
3
84
803
15
788
Total future minimum lease payments receivable
20,258
2,307
17,951
19,035
1,890
17,145
Finance lease receivables are presented as £10.8m (2025: £11.9m) non-current assets and £7.2m (2025: £5.2m) current assets in
the Consolidated balance sheet.
The total of future minimum lease payments receivable under non-cancellable operating leases were:
2026 2025
£’000 £’000
Receivable in less than one year
1,508
1,13 8
Receivable in more than one year
2,580
1,323
Total future minimum lease payments receivable
4,088
2,461
During the year, £1.3m (2025: £1.4m) of operating lease income was recognised in revenue.
15. Cash and cash equivalents and bank deposits
We have always valued having cash in the bank to protect the Group from downturns and enable us to react swiftly to
investment or market capture opportunities. We currently hold significant cash and cash equivalents and bank deposits,
mostly in the UK and spread across several banks with high credit ratings.
Accounting policy
Cash and cash equivalents comprise cash balances, and deposits with an original maturity of less than three months or with an
original maturity date of more than three months where the deposit can be accessed on demand without significant penalty for
early withdrawal and where the original deposit amount is recoverable in full.
Cash and cash equivalents
An analysis of cash and cash equivalents at the end of the year was:
2026 2025
£’000 £’000
Bank balances and cash in hand
148,092
87,138
Short-term deposits
209
282
Balance at the end of the year
148,301
87,420
Bank deposits
Bank deposits at the end of the year amounted to £142.7m (2025: £186.2m), of which £22.0m matures in July 2026, £1.8m
in August 2026, £26.0m in September 2026, £1.8m in October 2026, £50.0m in December 2026, £20.0m in January 2027,
£1.0m in February 2027 and £20.0m in March 2027.
During the year bank deposits of £186.2m matured, of which £60.0m in July 2025, £20.0m in September 2025, £65.0m in
December 2025 and £30.0m in May 2026.
Notes continued
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16. Inventories
We increased our inventories during the year to support rapid growth in orders, and remain committed to high customer
delivery performance.
Accounting policy
Inventory and work in progress is valued at the lower of actual cost on a first-in, first-out (FIFO) basis and net realisable value.
In respect of work in progress and finished goods, cost includes all production overheads and the attributable proportion of
indirect overhead expenses that are required to bring inventories to their present location and condition. Overheads are absorbed
into inventories on the basis of normal capacity or on actual hours if higher.
Key estimate – Determination of net realisable inventory value
Determining the net realisable value of inventory requires management to estimate future demand, especially in respect of
provisioning for slow-moving and potentially obsolete inventory. When calculating an inventory provision, management generates
an estimate of future demand for individual inventory items (capped at 3 years) based upon the higher of 12 months of historical
usage or 12 months of demand from customer orders and manufacturing build plans. A 50% provision is calculated where actual
holdings represent between 3 to 5 years’ worth of future demand, and 100% is calculated where actual holdings represent over
5 years’ worth of future demand. Adjustments are made where needed, for example where it is highly likely that there will be an
increase in sales beyond the 12-month demand period or where there are obsolescence programmes.
An analysis of inventories at the end of the year was:
2026 2025
£’000 £’000
Raw materials
62,440
56,911
Work in progress
37,758
31,623
Finished goods
81,545
70,931
Balance at the end of the year
181,743
159,465
At the end of the year, the gross cost of inventories which had provisions held against them totalled £27.4m (2025: £29.4m).
During the year, the amount of write-down of inventories recognised as an expense in the Consolidated income statement was
£0.1m (2025: £1.0m).
Inventories in Renishaw plc account for 61% (2025: 61%) of the total Inventories of the Group. A 10% reduction in the estimate of
future demand for all Renishaw plc inventory items would result in an increase in the inventory provision of £0.3m (2025: £0.4m).
17. Provisions
A provision is a liability recorded in the Consolidated balance sheet, where there is uncertainty over the timing or amount
that will be paid.
Accounting policy
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable
that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be
made of the amount of the obligation.
The Group provides a warranty from the date of purchase, except for those products that are installed by the Group where the
warranty starts from the date of completion of the installation. This is typically for a 12-month period, although up to three years
is given for a small number of products. A warranty provision is calculated on the basis of historical returns and internal quality
reports and is included in the Group financial statements.
Warranty provision and other provision movements during the year were:
Warranty
Other
2026 2025 2026 2025
£’000 £’000 £’000 £’000
Balance at the beginning of the year
2,826
2,997
6,152
–
Created during the year
2,783
3,281
3,505
6,152
Unused amounts reversed
–
(924)
(2,450)
–
Utilised in the year
(1,928)
(2,528)
(1,300)
–
855
(171)
(245)
6,152
Balance at the end of the year
3,681
2,826
5,907
6,152
The warranty provision has been calculated on the basis of historical return-in-warranty information and other internal reports.
It is expected that most of this expenditure will be incurred in the next financial year and all expenditure will be incurred within three
years of the balance sheet date.
Other provisions comprises interest payable liabilities of £5.3m (2025: £4.9m) for historical and non-recurring tax matters (see Note 7
for further details) and other provisions of £0.6m (2025: £1.3m). The £1.3m onerous contract provision recognised in FY2025 has
been fully utilised.
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CONTENTS
FINANCIAL STATEMENTS
18. Contract liabilities
Contract liabilities represent the Group’s obligation to transfer goods, capital equipment and/or services to a customer
for which the Group has either received consideration or consideration is due from the customer. Our balances mostly
comprise advances received from customers and payments for services yet to be completed.
Balances at the end of the year were:
2026 2025
£’000 £’000
Goods, capital equipment and installation
2,087
813
Aftermarket services
9,405
8,251
Deferred revenue
11,492
9,064
Advances received from customers
14,819
5,605
Balance at the end of the year
26,311
14,669
The aggregate amount of the transaction price allocated to performance obligations that are unsatisfied at the end of the year is
£23.2m (2025: £14.7m). Of this, £1.7m (2025: £1.5m) is not expected to be recognised in the next financial year.
19. Other payables
Separate from our trade payables and contract liabilities, which directly relate to our trading activities, our Other payables
mostly comprises amounts payable to employees, or relating to employees, and payroll taxes and social security.
Balances at the end of the year were:
2026 2025
£’000 £’000
Payroll taxes and social security
7,905
7,484
Performance bonuses
18,055
11,047
Holiday pay and retirement accruals
5,792
11,091
Indirect tax payable
6,548
5,278
Deferred research and development tax credit (RDEC)
2,473
1,131
Tariff refund payable
5,680
–
Other creditors and accruals
21,547
21,101
Total other payables
68,000
57,132
Holiday pay accruals are based on a calculation of the number of days’ holiday earned during the year, but not yet taken.
Deferred research and development tax credit relates to amounts received for capitalised development costs which cannot
be recognised (see Note 4). Certain retirement accruals have been transferred to Employee benefits (see Note 23).
Other creditors and accruals includes a number of other individually smaller accruals.
20. Borrowings
The Group’s only source of external borrowing is a fixed-interest loan facility entered into to directly finance the purchase
of a distribution facility in Japan in FY2019.
Third-party borrowings at 30 June 2026 consist of a loan entered into on 31 May 2019 by Renishaw KK, with original principal
of JPY 1,447m (£10.5m). Principal of JPY 12m is repayable each month, with a fixed interest rate of 0.81% also paid on monthly
accretion for the first five years. This loan was extended for an additional five years in May 2024, with a fixed interest rate of 1.41%
payable for the remaining term, at which time the principal will have been repaid in full. There are no covenants attached to this loan.
Movements during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
2,884
3,522
Interest
35
49
Repayments
(731)
(794)
Currency adjustment
(202)
107
Balance at the end of the year
1,986
2,884
Borrowings are held at amortised cost. There is no significant difference between the book value and fair value of borrowings.
This is estimated by discounting contractual future cash flows, which represents level 2 of the fair value hierarchy defined in Note 25.
Notes continued
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21. Leases (as lessee)
The Group leases distribution properties and cars from third parties and recognises an associated lease liability for the
total present value of payments to which the lease contracts commit us to.
Accounting policy
At the commencement date of a lease arrangement the Group recognises a right-of-use asset for the leased item and a lease
liability for the value of lease payments to be made over the lease term. Lease liabilities are initially measured at the present
value of the lease payments that are not paid at the commencement date, discounted using the incremental borrowing rate of
the applicable entity. The lease liability is subsequently measured at amortised cost using the effective interest method. It is
remeasured if there is a change in future lease payments arising from a change in an index or rate (such as an inflation-linked
increase), or if there is a change in the Group’s assessment of whether it will exercise an extension or termination option.
When this happens, there is a corresponding adjustment to the right-of-use asset. Where the Group enters into leases with
a lease term of 12-months or less, these are treated as ‘short-term’ leases and are recognised on a straight-line basis as an
expense in the Consolidated income statement. The same treatment applies to low-value assets, which are typically IT equipment
and office equipment.
Undiscounted future lease liabilities are analysed as below:
Leasehold Plant and Motor
property equipment vehicles Total
2026 £’000 £’000 £’000 £’000
Due in less than one year
2,431
18
2,259
4,708
Due between one and two years
1,913
13
1,218
3,144
Due between two and three years
1,220
11
495
1,726
Due between three and four years
219
4
159
382
Due between four and five years
104
–
6
110
Due in more than five years
4,275
–
–
4,275
Total future minimum lease payments payable
10,162
46
4,137
14,345
Effect of discounting
(2,611)
(2)
(214)
(2,827)
Lease liabilities
7,5 51
44
3,923
11,518
Leasehold Plant and Motor
property equipment vehicles Total
2025 £’000 £’000 £’000 £’000
Due in less than one year
2,490
34
1,985
4,509
Due between one and two years
2,110
18
1,303
3,431
Due between two and three years
1,667
12
501
2,180
Due between three and four years
1,135
11
80
1,226
Due between four and five years
182
4
2
188
Due in more than five years
4,358
–
–
4,358
Total future minimum lease payments payable
11,942
79
3,871
15,892
Effect of discounting
(2,916)
(4)
(211)
(3,131)
Lease liabilities
9,026
75
3,660
12,761
Lease liabilities are also presented as a £4.3m (2025: £4.0m) current liability and a £7.2m (2025: £8.8m) non-current liability in the
Consolidated balance sheet.
Amounts recognised in the Consolidated income statement relating to leases were:
2026 2025
£’000 £’000
Depreciation of right-of-use assets
4,997
4,633
Interest expense on lease liabilities
617
685
Expenses relating to short-term and low-value leases
76
395
Total expense recognised in the Consolidated income statement
5,690
5,713
Total cash outflows for leases
5,653
5,364
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CONTENTS
FINANCIAL STATEMENTS
22. Changes in liabilities arising from financing activities
£’000
1 July 2025
Cash flows
Other
Currency
30 June 2026
Lease liabilities
12,761
(4,960)
3,388
329
11,518
Borrowings
2,884
(731)
35
(202)
1,986
Amounts payable to joint venture
14,530
1,022
282
114
15,948
30,175
(4,669)
3,705
241
29,452
£’000
1 July 2024
Cash flows
Other
Currency
30 June 2025
Lease liabilities
15,022
(4,284)
2,564
(541)
12,761
Borrowings
3,522
(794)
49
107
2,884
Amounts payable to joint venture
8,475
5,612
371
72
14,530
27,019
534
2,984
(362)
30,175
See Notes 20, 21 and 13 for further details on borrowings, leasing activities and amounts payable to joint venture.
23. Employee benefits
The Group operates a number of retirement benefit schemes for its employees, including both defined benefit and defined
contribution. The Group’s three principal contributory pension schemes are in the UK, Ireland and Germany. The three
schemes represent 93% and 96% of liabilities and assets, including reimbursement right, respectively.
Accounting policy
Defined benefit pension schemes are managed by trustees who are independent of the Group. Investment assets of the schemes
are measured at fair value using the bid price of the unitised investments, quoted by the investment manager, at the reporting
date. For buy-in insurance contracts, where the income received from a policy matches exactly the benefit payments due to the
members it is covering, the value attributable to the contract to be recognised as an asset is the equivalent IAS 19 value of the
corresponding liabilities. Reimbursement assets are measured at fair value, quoted by the insurance company, at the reporting
date. Reimbursement assets are not classified as a plan asset as they are not a qualifying insurance policy.
Pension scheme liabilities are measured using a projected unit method and discounted at the current rate of return on a high-
quality corporate bond of equivalent term and currency to the liability. Remeasurements arising from defined benefit schemes
comprise actuarial gains and losses, the return on scheme assets (excluding interest) and the effect of the asset ceiling (if any,
excluding interest). The Company recognises them immediately in Other comprehensive income and all other expenses related
to defined benefit schemes are included in the Consolidated income statement.
The pension schemes’ surpluses, to the extent that they are considered recoverable, or deficits are recognised in full and presented on
the face of the Consolidated balance sheet under Employee benefits. Where a guarantee is in place in relation to a pension scheme
deficit, liabilities are reported in accordance with IFRIC 14 ‘The Limit on a Defined Benefit Asset, Minimum Funding Requirements and
their Interaction’. To the extent that contributions payable will not be available as a refund after they are paid into the plan, a liability is
recognised at the point the obligation arises, which is the point at which the minimum funding guarantee is agreed. Overseas-based
employees are covered by a combination of state, defined benefit and private pension schemes in their countries of residence.
For defined contribution schemes, the amount charged to the Consolidated income statement represents the contributions
payable to the schemes in respect of the accounting period.
Key estimate – Valuation of defined benefit pension schemes’ liabilities
Determining the value of the future defined benefit obligation requires estimation in respect of the assumptions used to determine
the present values. These include future mortality, discount rate and inflation. Management makes these estimates in consultation
with independent actuaries.
Key judgement – Whether past service costs need to be recognised
Management also need to determine the appropriate accounting treatment for past service costs, and do so in consultation with
independent legal advisers and actuaries.
Defined contribution schemes
The total pension cost of the Group for the year was £30.5m (2025: £29.3m), of which £0.1m (2025: £0.1m) related to Directors and
£6.9m (2025: £6.2m) related to overseas schemes.
The Renishaw pension fund
The Renishaw pension fund (UK scheme) was closed to new members on 5 April 2007, at which time the scheme ceased any future
accrual for existing members.
At 30 June 2026, the UK scheme was in a net surplus position of £6.6m (2025: surplus £7.6m), and is therefore presented in
non-current assets in the Consolidated balance sheet. The Trust Deed and Rules allow the UK scheme to recognise an
unconditional right to a refund of any surplus.
The Trustees of the UK scheme previously undertook a buy-in and insured around 99% of the UK scheme’s liabilities by purchasing
an insurance policy. This contract was effective from 19 October 2023 and is held in the name of the Trustee. The value of the contract
is recognised as a UK scheme asset for the purposes of IAS 19. In line with IAS 19.115, for a buy-in insurance contract such as this,
the income received from the policy matches exactly the benefit payments due to the members it is covering, the value attributable
to the contract to be recognised as an asset is the equivalent IAS 19 value of the corresponding liabilities.
Notes continued
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23. Employee benefits continued
The latest full actuarial valuation of the UK scheme was carried out as at 30 September 2024 and updated to 30 June 2026 by
a qualified independent actuary.
The latest full actuarial report prepared in September 2024 showed a surplus of £3.2m, which is based on funding to self-sufficiency
and uses prudent assumptions. IAS 19 requires best estimate assumptions to be used, resulting in the IAS 19 net surplus being
higher than the actuarial surplus.
The previous deficit funding plan for the UK scheme has ended, as the actuarial deficit (calculated on a self-sufficiency basis)
has been eliminated. The net book value of properties subject to fixed charges under this agreement at 30 June 2026 was £nil
(2025: £48.7m). The charge was released on 5 January 2026, following completion of the latest full actuarial valuation for the
period ending 30 September 2024.
The Renishaw (Ireland) Limited pension fund
The Renishaw (Ireland) Limited pension fund (Ireland scheme) was closed to new members on 31 December 2007, at which time
the scheme ceased any future accrual for existing members.
At 30 June 2026, the Ireland scheme was in a net asset position of £5.5m (2025: £3.8m), and is therefore presented in non-current
assets. The rules of the Ireland scheme do not restrict the recognition of any surplus.
Under the Ireland defined benefit pension scheme deficit funding plan, a property owned by Renishaw Ireland (DAC) is subject to
a registered fixed charge to secure the Ireland defined benefit pension scheme’s deficit.
The Renishaw GmbH pension fund
The Renishaw GmbH pension fund (Germany scheme) was closed to new members on 30 June 2012. The scheme is open to future
accrual for existing members.
At 30 June 2026, the Germany scheme had an actuarial value for liabilities of £14.6m (2025: £21.1m), which is presented gross
in non-current liabilities. The Germany scheme does not have any plan assets, rather a reimbursement right asset of £14.6m
(2025: £12.9m) which is separately disclosed in the Consolidated balance sheet in assets. The Germany scheme presented
a surplus of £0.3m (2025: £8.2m deficit) before an asset ceiling adjustment recognised to restrict the reimbursement right asset.
Other plans
Other plans of the Group include various pension plans, other post-employment and long-term employee benefit plans in several
countries of operation. Some of the plans are funded, with assets backing the obligations, whilst others are operated on an unfunded
basis. The benefits provided, the approach to funding and the legal basis of the plans reflect their local territories.
The results of the most recent actuarial valuations for the various plans have been updated to 30 June 2026 to determine the
amounts to be included in the Group’s consolidated financial statements.
Assumptions
Major assumptions used by actuaries for the UK, Ireland and Germany schemes were:
30 June 2026
30 June 2025
UK Ireland Germany UK Ireland Germany
scheme scheme scheme scheme scheme scheme
Discount rate
5.90%
4.30%
4.40%
5.55%
4.00%
3.90%
Rate of increase in pension payments
2.85%
2.25%
2.30%
2.85%
2.25%
2.00%
Rate of increase in salary
n/a
n/a
2.80%
n/a
n/a
2.50%
Inflation rate (RPI)
3.05%
2.25%
n/a
3.05%
2.25%
n/a
2.05%
1
2.05%
1
Inflation rate (CPI)
3.05%
2
2.25%
2.30%
3.05%
2
2.25%
2.00%
Retirement age
65
65
67
65
65
67
Scheme duration
14
22
17
15
22
19
1 Pre-2030 2 Post-2030
The life expectancies from the retirement age for these schemes implied by the mortality assumption at age 65 and 45 are:
30 June 2026
30 June 2025
UK Ireland Germany UK Ireland Germany
scheme scheme scheme scheme scheme scheme
Male currently aged 65
22.3
21.7
n/a
21.1
21.0
n/a
Female currently aged 65
24.5
24.0
n/a
23.5
23.5
n/a
Male currently aged 45
23.0
22.7
n/a
21.8
21.9
n/a
Female currently aged 45
25.3
25.1
n/a
24.4
24.6
n/a
For the UK scheme, the mortality assumption used for FY2026 is the SAPS4 base tables and CMI 2025 model, with long-term
improvements of 1% per annum. Adjustments have been made to both the core base tables and CMI 2025 model to allow for the
scheme’s membership profile and best estimate assumptions of future mortality improvements.
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FINANCIAL STATEMENTS
23. Employee benefits continued
Assets and liabilities recognised in the Consolidated balance sheet
The assets and liabilities in the defined benefit pension schemes were:
30 June % of 30 June % of
2026 total 2025 total
£’000 assets £’000 assets
Market value of assets:
Insurance contract
127,680
81
118,158
83
Index-linked gilts
8,709
6
5,815
4
Credit and fixed income funds
7,635
5
7,924
6
Equities
5,614
4
4,295
3
Multi-asset funds
4,582
3
4,640
3
Cash and other
3,712
1
781
1
157,932
100
141,613
100
Actuarial value of liabilities
(166,005)
–
(151,301)
–
Deficit in the schemes
(8,073)
–
(9,688)
–
Deferred tax thereon
3,326
–
3,748
–
Note C.46 gives the analysis of the UK scheme.
The reimbursement right asset is not classified as a plan asset as it is not a qualifying insurance policy. It is not included in the
table above.
Equities are held in externally-managed funds and primarily relate to UK and US equities. Credit and fixed income funds, and
index-linked gilts, relate to UK, US and Eurozone government-linked securities, again held in externally-managed funds. The fair
values of these equity and fixed income instruments are determined using the bid price of the unitised investments, quoted by the
investment manager, at the reporting date and therefore represent level 2 of the fair value hierarchy defined in Note 25. Multi-asset
funds are also held in externally-managed funds, with active asset allocation to diversify growth across asset classes such as
equities, bonds and money-market instruments. The fair value of these funds is determined on a comparable basis to the equity
and fixed income funds, and therefore these funds are level 2 assets. Cash and other at 30 June 2026 mostly comprises amounts
held in a Sterling and Swiss Franc bank account, in which the principal is preserved and same day liquidity is available.
No scheme assets are directly invested in the Group’s own equity.
Movements in the schemes’ assets, liabilities and reimbursement right
The net surplus of the Group’s defined benefit pension schemes, including the reimbursement right, on an IAS 19 basis,
has increased from £3.2m at 30 June 2025 to £6.5m at 30 June 2026, primarily as a result of actuarial movements.
The movements in the schemes’ assets, liabilities and reimbursement right were:
Reimbursement
right Assets Liabilities Total
Year ended 30 June 2026 £’000 £’000 £’000 £’000
Balance at the beginning of the year
12,909
141,613
(151,301)
3,221
Transfers in
–
1,300
(6,520)
(5,220)
Contributions paid by employer
1,769
1,090
–
2,859
Contributions paid by employee
–
68
(68)
–
Current service cost
–
–
(1,160)
(1,160)
Past service cost
–
–
(202)
(202)
Interest on pension schemes
502
7,586
(7,709)
379
Remeasurement gain/(loss) under IAS 19
(325)
14,622
(6,605)
7,692
Scheme administration expenses
–
(1,076)
–
(1,076)
Benefits paid
(289)
(7, 271)
7,560
–
Balance at the end of the year
14,566
157,932
(166,005)
6,493
‘Transfers in’ represent other plans which were previously recognised in Other payables, within Holiday pay and retirement accruals.
The prior period comparative has not been restated as the schemes are not material to the Group.
Notes continued
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CONTENTS
23. Employee benefits continued
Reimbursement
right Assets Liabilities Total
Year ended 30 June 2025 £000 £’000 £’000 £’000
Balance at the beginning of the year
12,116
153,134
(163,638)
1,612
Contributions paid
–
162
–
162
Interest on pension schemes
–
7,4 65
(6,962)
503
Remeasurement gain/(loss) under IAS 19
1,498
(12,267)
13,546
2,777
Scheme administration expenses
(705)
(1,128)
–
(1,833)
Benefits paid
–
(5,753)
5,753
–
Balance at the end of the year
12,909
141,613
(151,301)
3,221
The analysis of the amount recognised in the Consolidated statement of comprehensive income and expense was:
2026 2025
£’000 £’000
Actuarial gain/(loss) arising from:
Changes in demographic assumptions
(2,887)
–
Changes in financial assumptions
9,057
14,857
Experience adjustment
(12,775)
187
Return on plan assets excluding interest income
13,961
(12,267)
Adjustment for the asset ceiling
336
–
Total amount recognised in the Consolidated statement of comprehensive income and expense
7,692
2,777
The cumulative amount of actuarial gains and losses recognised in the Consolidated statement of comprehensive income and
expense was a loss of £56.3m (2025: loss of £63.9m).
Sensitivity analysis for key assumptions
For the three schemes, a guide to the sensitivity of the value of the respective liabilities is as follows:
Approximate effect on liabilities
UK scheme
Ireland scheme
Germany scheme
Discount rate: Increase/decrease by 0.5%
-£9.3m/+£10.3m
-£1.1m/+£1.3m
-£1.1m/+£1.2m
Inflation: Increase/decrease by 0.5%
+£8.0m/-£6.9m
+£1.3m/-£1.1m
+£0.9m/-£0.8m
Mortality: Increased/decreased life by one year
+£3.9m/-£4.0m
+£0.3m/-£0.4m
n/a
Reimbursement right
The Group has recognised a reimbursement right in respect of its pension obligation for the Germany scheme. At 30 June 2026,
the value of the reimbursement right was £14.6m (2025: £12.9m). This asset relates to an insurance policy that reimburses the Group
for pension payments made to scheme members. The reimbursement right is not classified as a plan asset as it is not a qualifying
insurance policy. The insurance policy is held with a regulated insurer and covers a portion of the pension benefits payable under
the plan. The reimbursement right is considered virtually certain and has been measured at fair value.
Contingent liabilities
Benefits in the UK scheme are subject to a defined contribution (DC) underpin at the point of retirement or transfer out. Historically,
this has been allowed for in the accounts in a consistent manner to current administrative practice and the triennial funding
valuations. During the buy-in process, it was identified that the drafting of the DC underpin in the UK Fund Rules may require that the
DC underpin is applied in a manner which is different to the current administrative practice. The Trustee and Company are currently
seeking legal clarification and advice on this issue, with the intention of correcting the Rules to match current administrative practice.
No provision for this matter has been made at 30 June 2026, as management continue to assess that it is unlikely that there will be
an increase in liabilities, and due to the uncertainty of legal treatment and therefore any potential impact on liabilities.
In June 2023, the High Court ruled that certain historic amendments made to the rules of the Virgin Media pension scheme were
invalid without the scheme’s actuary having provided the associated Section 37 certificates. This judgment was upheld by the Court
of Appeal in July 2024, which has implications on other schemes that were contracted-out on a salary-related basis, and made
amendments between 6 April 1997 and 5 April 2016. The UK scheme was contracted out until 5 April 2007 and amendments were
made during the relevant period and as such the ruling could have implications for the UK scheme. Under the Pensions Schemes
Act 2026, which came into force on 29 April 2026, the Trustees will be able to retrospectively validate amendments if required.
The Company and the Trustees have commenced a review of all amending documents between 6 April 1997 and 5 April 2016 for
the scheme to determine whether proper procedures were undertaken at the time of the amendments by the Trustees, actuaries
and administrators. The Trustee and Company continue to seek legal advice on this matter and will act appropriately to obtain
retrospective actuarial confirmation where appropriate. At the date of approving these financial statements, the possible
implications, if any, for the UK scheme not having all Section 37 certificates have not been investigated in detail. Accordingly, no
amendments for this matter have been included in the IAS 19 actuarial valuation as the impact, if any, cannot be reliably assessed.
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FINANCIAL STATEMENTS
24. Share-based payments
During FY2026, the Group provided share-based payment arrangements to certain employees in accordance with the
Renishaw plc deferred annual equity incentive plan. As set out in the Remuneration Committee’s Chair statement on
page 90, we will be seeking shareholder approval for a new share plan at the 2026 AGM to enable the Group to grant
Long-term incentive plan awards and deferred bonus share awards to senior leaders in the business.
Accounting policy
Renishaw shares are granted in accordance with the Renishaw plc deferred annual equity incentive plan (DAEIP). Other than
DAEIP awards granted to Executive Directors, the share awards are subject only to continuing service of the employee and are
equity settled. For Executive Directors, if an opportunity of more than 150% of salary is awarded, half of the deferred shares will
be subject to continued employment, while the other half will be subject to continued employment and the enhanced recovery
provisions described in the Committee Chair’s statement. The fair value of the awards at the date of grant, which is estimated to
be equal to the market value, is charged to the Consolidated income statement on a straight-line basis over a three-year vesting
period, with appropriate adjustments made to reflect expected or actual forfeitures. The corresponding credit is to Other reserve.
The number of shares to be awarded is calculated by dividing the relevant amount of annual bonus under the DAEIP by the
average price of a share during a period determined by the Remuneration Committee. The period cannot be more than five
dealing days, ending on the dealing day before the award date. These shares must be purchased on the open market and
cannot be satisfied by issuance of new shares or transfer of existing treasury shares.
The Renishaw Employee Benefit Trust (EBT) is responsible for purchasing shares on the open market on behalf of the Company
to satisfy the DAEIP awards. These are held by the EBT until transferring to the employee, which will normally be on the third
anniversary of the award date, subject to continued employment. Malus and clawback provisions can be operated by the
Committee within three years of the award date. During the vesting period, no dividends are payable on the shares. However,
upon vesting, employees will be entitled to additional shares or cash, equivalent to the value of dividends paid on the awarded
shares during this period. This amount is accrued over the vesting period.
Own shares held are recognised as an element in equity until they are transferred at the end of the vesting period, and such
shares are excluded from earnings per share calculations.
The total cost recognised in the FY2026 Consolidated income statement in respect of the DAEIP was £0.5m (2025: £0.8m).
See Note 26 for reconciliations of amounts recognised in Equity.
Shares equivalent to £2.3m (2025: £0.9m) are to be awarded in respect of FY2026. See the Directors’ Remuneration Report for
further details.
Notes continued
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25. Financial instruments
The Group has exposure to credit risk, liquidity risk and market risk arising from its use of financial instruments.
This note presents information about the Group’s exposure to these risks, along with the Group’s objectives, policies
and processes for measuring and managing the risks.
Accounting policy
The Group measures financial instruments such as forward exchange contracts at fair value at each balance sheet date
in accordance with IFRS 9 ‘Financial Instruments’. Fair value, as defined by IFRS 13 ‘Fair Value Measurement’, is the price that
would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date. This note provides detail on the IFRS 13 fair value hierarchy.
Trade and other current receivables are initially recognised at fair value and are subsequently held at amortised cost less any
allowance for expected credit losses according to IFRS 9. Trade and other current payables are initially recognised at fair value
and are subsequently held at amortised cost.
Financial liabilities in the form of loans are initially recognised at fair value and are subsequently held at amortised cost.
Financial liabilities are assessed for embedded derivatives and whether any such derivatives are closely related. If not closely
related, such derivatives are accounted for at fair value in the Consolidated income statement.
Foreign currency derivatives are used to manage risks arising from changes in foreign currency rates relating to overseas sales
and foreign currency-denominated assets and liabilities. The Group does not enter into derivatives for speculative purposes.
Foreign currency derivatives are stated at their fair value, being the estimated amount that the Group would pay or receive to
terminate them at the balance sheet date, based on prevailing foreign currency rates.
Changes in the fair value of foreign currency derivatives which are designated and effective as hedges of future cash flows are
recognised in Other comprehensive income and in the Cash flow hedging reserve, and subsequently transferred to the carrying
amount of the hedged item or the Consolidated income statement. Realised gains or losses on cash flow hedges are therefore
recognised in the Consolidated income statement within revenue in the same period as the hedged item.
Hedge accounting is discontinued when the hedging instrument expires or when the hedging instrument or hedged item
no longer qualifies for hedge accounting. If the forecast transaction is still expected to occur, but is no longer highly probable,
the cumulative gain or loss in the cash flow hedge reserve remains in that reserve until the transaction occurs. If the forecast
transaction is no longer expected to occur, the cumulative gain or loss in the cash flow hedge reserve is immediately reclassified
to the Consolidated income statement.
Changes in fair value of foreign currency derivatives, which are ineffective or do not meet the criteria for hedge accounting in
IFRS 9, are recognised in the Consolidated income statement within Gains/losses from the fair value of financial instruments.
In addition to derivatives held for cash flow hedging purposes, the Group uses short-term derivatives not designated as hedging
instruments to offset gains and losses from exchange rate movements on foreign currency-denominated assets and liabilities.
Gains and losses from currency movements on underlying assets and liabilities, realised gains and losses on these derivatives,
and fair value gains and losses on outstanding derivatives of this nature are all recognised in Financial income and expenses
in the Consolidated income statement.
Fair value
There is no significant difference between the fair value of financial assets and financial liabilities and their carrying value in the
Consolidated balance sheet. All financial assets and liabilities are held at amortised cost, apart from the forward foreign currency
exchange contracts, which are held at fair value, with changes going through the Consolidated income statement unless the
contracts are subject to hedge accounting.
The fair values of the forward foreign currency exchange contracts have been calculated by a third-party expert, discounting
estimated future cash flows on the basis of market expectations of future exchange rates, representing level 2 in the IFRS 13 fair
value hierarchy. The IFRS 13 level categorisation relates to the extent the fair value can be determined by reference to comparable
market values. The classifications are: level 1 where instruments are quoted on an active market; level 2 where the assumptions
used to arrive at fair value have comparable market data; and level 3 where the assumptions used to arrive at fair value do not have
comparable market data.
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CONTENTS
FINANCIAL STATEMENTS
25. Financial instruments continued
Credit risk
The Group’s liquid funds are substantially held with banks with high credit ratings and the credit risk relating to these funds is
therefore limited. The Group carries a credit risk relating to non-payment of trade receivables by its customers. The Group’s policy
is that credit evaluations are carried out on all new customers before credit is given above certain thresholds. Risk is spread across
a large number of customers with no significant concentration on one customer or one geographical area. The Group establishes
an allowance for impairment in respect of trade receivables where recoverability is considered doubtful.
An analysis by currency of the Group’s financial assets at the year end is as follows:
Trade and finance Cash and cash equivalents
lease receivables
Other receivables
and bank deposits
2026 2025 2026 2025 2026 2025
Currency £’000 £’000 £’000 £’000 £’000 £’000
Pound Sterling
15,788
17,076
29,650
30,438
229,882
223,491
US Dollar
84,894
50,034
9,975
970
9,235
11,322
Euro
32,764
30,669
3,712
3,525
21,784
5,153
Chinese Yuan
11,910
13,592
1,001
512
14,741
17,069
Japanese Yen
8,992
13,181
81
136
4,788
2,730
Other
25,157
21,057
5,533
5,151
10,520
13,881
179,505
145,609
49,952
40,732
290,950
273,646
The above Trade and finance lease receivables, Other receivables and Cash and cash equivalents and bank deposits are
predominantly held in the functional currency of the relevant entity, with the exception of £26.1m (2025: £13.2m) of US Dollar-
denominated trade receivables being held in Renishaw (Hong Kong) Limited and £1.3m (2025: £1.6m) of Euro-denominated
trade receivables being held in Renishaw UK Sales Limited, along with some foreign currency cash balances which are of
a short-term nature.
The ageing of trade receivables past due at the end of the year was:
2026 2025
£’000 £’000
Past due zero to one month
20,155
13,601
Past due one to two months
9,039
5,935
Past due more than two months
10,421
8,538
Balance at the end of the year
39,615
28,074
Movements in the provision for impairment of trade receivables during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
5,894
4,479
Changes in amounts provided
5,015
3,215
Amounts used
(452)
(1,800)
Balance at the end of the year
10,457
5,894
The Group applies the simplified approach when measuring the expected credit loss for trade receivables, with a provision matrix
used to determine a lifetime expected credit loss.
For this provision matrix, trade receivables are grouped into credit risk categories, with category 1 being the lowest risk and
category 5 the highest. Risk scores are allocated to the customer’s country of operation, their type (such as distributor, end user and
OEM), their industry and the proportion of their debt that was past due at the year end. These scores are then weighted to produce
an overall risk score for the customer, with the lowest scores being allocated to category 1 and the highest scores to category 5.
The matrix then applies an expected credit loss rate to each category, with this rate being determined by adjusting the Group’s
historical credit loss rates to reflect forward-looking information.
Notes continued
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CONTENTS
25. Financial instruments continued
Where certain customers have been identified as having a significantly elevated credit risk these have been provided for on
a specific basis. Both elements of expected credit loss are shown in the matrix below and have been shown separately so as not
to distort the expected credit loss rate.
Risk category 1 Risk category 2 Risk category 3 Risk category 4 Risk category 5
2026
Total
Year ended 30 June 2026 £’000 £’000 £’000 £’000 £’000 £’000
Gross trade receivables
15,016
44,558
105,987
5,749
701
172,011
Expected credit loss rate
0.79%
0.86%
0.93%
1.00%
1.07%
0.89%
Expected credit loss allowance
119
382
968
57
7
1,533
Specific loss allowance
6
–
7, 352
1,566
–
8,924
Total loss allowance
125
382
8,320
1,623
7
10,457
Net trade receivables
14,891
44,176
97,667
4,126
694
161,554
Risk category 1 Risk category 2 Risk category 3 Risk category 4 Risk category 5
2025
Total
Year ended 30 June 2025 £’000 £’000 £’000 £’000 £’000 £’000
Gross trade receivables
14,397
31,663
82,780
5,518
–
134,358
Expected credit loss rate
0.55%
0.61%
0.66%
0.71%
–
0.65%
Expected credit loss allowance
80
192
531
39
–
842
Specific loss allowance
–
–
4,730
322
–
5,052
Total loss allowance
80
192
5,261
361
–
5,894
Net trade receivables
14,317
31,471
77,519
5,157
–
128,464
Finance lease receivables are subject to the same approach as noted above for trade receivables.
Derivative assets are assessed with reference to the credit risk of the banks that are counterparties to the forward contracts.
Other receivables include mostly prepayments and indirect tax receivables. Prepayment balances are reviewed at each reporting
date to confirm that prepaid goods or services are still expected to be received, while tax balances are reviewed for recoverability.
Other receivables at the year end comprised:
2026 2025
£’000 £’000
Indirect tax receivable
13,403
10,959
Software maintenance
9,238
10,181
Bank interest receivable
3,436
4,790
Tariff refund receivable
8,556
–
Grants
1,130
885
Research and development tax credit recoverable
263
1,224
Contract assets
2,523
1,509
Other prepayments
11,403
11,18 4
Total other receivables
49,952
40,732
The maximum exposure to credit risk is £526.1m (2025: £482.2m), comprising the Group’s trade, finance and other receivables,
cash and cash equivalents and bank deposits, and derivative assets.
The maturities of non-current other receivables, being only derivatives, at the year end were:
2026 2025
£’000 £’000
Receivable between one and two years
1,652
7,878
1,652
7,878
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CONTENTS
FINANCIAL STATEMENTS
25. Financial instruments continued
Liquidity risk
Our approach to managing liquidity is to ensure, as far as possible, that we will always have sufficient liquidity to meet our liabilities
when due, without incurring unacceptable losses or risking damage to the Group’s reputation. We use monthly cash flow forecasts
on a rolling 12-month basis to monitor cash requirements.
With Cash and cash equivalents and bank deposits at 30 June 2026 totalling £291.0m, and £110.5m cash flows generated from
operating activities in the year, the Group remains in a strong liquidity position.
In respect of Cash and cash equivalents and bank deposits, the carrying value is materially the same as fair value because of the
short maturity of the bank deposits. Bank deposits are exposed to interest rate risk as both fixed and floating rates may fluctuate
over time, impacting the Group’s interest income. A decrease of 1% in interest rates would result in a reduction in interest income
of approximately £2.8m.
The contractual maturities of financial liabilities at the year end were:
Contractual cash flows
Carrying Effect of Gross
amount discounting maturities Up to 1 year 1-2 years 3-5 years
Year ended 30 June 2026 £’000 £’000 £’000 £’000 £’000 £’000
Trade payables
38,238
–
38,238
38,238
–
–
Other payables
68,000
–
68,000
68,000
–
–
Borrowings
1,986
44
2,030
694
684
652
Amounts payable to joint venture
15,948
–
15,948
15,948
–
–
Lease liabilities
11,518
2,827
14,345
4,708
3,144
6,493
Forward exchange contracts
1,113
–
1,113
1,073
40
–
136,803
2,871
139,674
128,661
3,868
7,14 5
Contractual cash flows
Carrying Effect of Gross
amount discounting maturities Up to 1 year 1-2 years 3-5 years
Year ended 30 June 2025 £’000 £’000 £’000 £’000 £’000 £’000
Trade payables
25,943
–
25,943
25,943
–
–
Other payables
57,132
–
57,132
57,132
–
–
Borrowings
2,884
85
2,969
764
754
1,451
Amounts payable to joint venture
14,530
–
14,530
14,530
–
–
Lease liabilities
12,761
3,131
15,892
4,509
3,431
7,952
Forward exchange contracts
1,246
–
1,246
150
1,096
–
114,496
3,216
117,712
103,028
5,281
9,403
Notes continued
174
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CONTENTS
25. Financial instruments continued
Market risk
The Group operates in several foreign currencies with the majority of sales being made in these non-Sterling currencies, but with
most manufacturing being undertaken in the UK, Ireland and India.
A large proportion of sales are made in US Dollar, Euro and Japanese Yen. The Group enters into US Dollar, Euro and Japanese Yen
derivative financial instruments to manage its exposure to foreign currency risk, including:
i. forward foreign currency exchange contracts to hedge a significant proportion of the Group’s forecasted US Dollar, Euro and
Japanese Yen revenues over the next 24 months; and
ii. one-month forward foreign currency exchange contracts to offset the gains/losses from exchange rate movements arising from
foreign currency-denominated intragroup balances of the Company held in US Dollar, Euro, Japanese Yen and Canadian Dollar.
The amounts of foreign currencies relating to these forward contracts and options are, in Sterling terms:
2026
2025
Nominal value Fair value Nominal value Fair value
£’000 £’000 £’000 £’000
US Dollar
340,768
3,786
299,987
18,954
Euro
152,143
2,258
146,500
613
Japanese Yen
12,956
1,582
21,947
1,354
Canadian Dollar
4,670
63
5,133
56
510,537
7,689
473,567
20,977
The following are the exchange rates which have been applicable during the financial year:
2026
2025
Average Year end Average Average Year end Average
forward exchange exchange forward exchange exchange
Currency contract rate rate rate contract rate rate rate
US Dollar
1.27
1.32
1.34
1.28
1.37
1.30
Euro
1.14
1.16
1.15
1.14
1.17
1.19
Chinese Renminbi
n/a
9.00
9.33
n/a
9.80
9.35
Hong Kong Dollar
n/a
10.37
10.45
n/a
10.75
10.12
Japanese Yen
175
215
207
178
198
193
Canadian Dollar
n/a
1.88
1.85
n/a
1.87
1.82
Hedging
In relation to the forward currency contracts in a designated cash flow hedge, the hedged item is a layer component of forecast
sales transactions. Forecast transactions are deemed highly probable to occur and Group policy is to hedge around 75% of net
foreign currency exposure for USD, EUR and JPY up to two years. The hedged item creates an exposure to receive USD, EUR or
JPY, while the forward contract is to sell USD, EUR or JPY and buy GBP. Therefore, there is a strong economic relationship between
the hedging instrument and the hedged item. The hedge ratio is 100%, e.g. £10m nominal value of forward currency contracts are
used to hedge £10m of forecast sales. Fair value gains or losses on the forward currency contracts are offset by foreign currency
gain or losses on the translation of USD, EUR and JPY based sales revenue, relative to the forward rate at the date the forward
contracts were arranged. Foreign currency exposures in Hong Kong Dollar (HKD) and USD are aggregated and only USD forward
currency contracts are used to hedge these currency exposures. Sources of hedge ineffectiveness according to IFRS 9 Financial
Instruments include:
— changes in timing of the hedged item;
— reduction in the amount of the hedged sales considered to be highly probable;
— a change in the credit risk of Renishaw or the bank counterparty to the forward contract; and
— differences in assumptions used in calculating fair value.
No contracts became ineffective during the year. A decrease of 10% in the highly probable forecasts would result in no
ineffective contracts.
From July 2026 we updated our Group hedging policy. Going forward, we will use HKD forward currency contracts to hedge HKD
foreign currency exposure, instead of using USD forward currency contracts. We have removed our previous forward currency
contract rate caps which could result in unhedged periods. This increases certainty over forward positions, although we maintain
some flexibility over coverage based on management’s judgement over prevailing forward rates. We will hedge net foreign currency
exposure, subject to a minimum and maximum net foreign currency coverage of 30% and 60% respectively between one and two
years and 60% and 90% respectively in the period up to one year, for USD, HKD, EUR and JPY.
175
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
25. Financial instruments continued
For both the Group and the Company, the following table details the fair value of forward foreign currency derivatives according to
the categorisation of instruments noted on page 175:
2026
2025
Nominal value Fair value Nominal value Fair value
£’000 £’000 £’000 £’000
Forward currency contracts in a designated cash flow hedge (i)
Non-current derivative assets
171,644
1,652
137,417
7,878
Current derivative assets
243,654
6,952
218,870
13,606
Current derivative liabilities
2,863
(419)
19,339
(37)
Non-current derivative liabilities
11,180
(40)
33,559
(1,096)
429,341
8,145
409,185
20,351
(Losses)/gains recognised in the Consolidated statement of
comprehensive income and expense
–
(12,208)
–
5,804
Forward currency contracts not in a designated cash flow hedge (ii)
Current derivative assets
27, 253
198
56,873
739
Current derivative liabilities
53,943
(654)
7,509
(113)
81,196
(456)
64,382
626
(Losses)/gains recognised in Financial income/(expense) in the
Consolidated income statement
–
(895)
–
3,360
Total forward contracts and options
Non-current derivative assets
171,644
1,652
137,417
7,878
Current derivative assets
270,907
7,150
275,743
14,345
Current derivative liabilities
56,806
(1,073)
26,848
(150)
Non-current derivative liabilities
11,180
(40)
33,559
(1,096)
510,537
7,689
473,567
20,977
The total recognised in Revenue in the Consolidated income statement relating to cash flow hedges previously recognised through
Other comprehensive income amounted to £11.3m gain (2025: £19.2m gain).
For the Group’s foreign currency forward contracts at the balance sheet date, if Sterling appreciated by 5% against the US Dollar,
Euro, Japanese Yen and Canadian Dollar, this would increase pre-tax equity by £20.2m and increase profit before tax by £3.9m,
while a depreciation of 5% would decrease pre-tax equity by £22.4m and decrease profit before tax by £4.2m.
Notes continued
176
Renishaw plc Annual Report 2026
CONTENTS
26. Share capital and reserves
The Group defines capital as being the equity attributable to the shareholders of the Company, which is captioned on the
Consolidated balance sheet. The Board’s policy is to maintain a strong capital base, ensuring the security of the Group,
and to maintain a balance between returns to shareholders, with a progressive dividend policy. This note presents figures
relating to this capital management, along with an analysis of all elements of Equity attributable to shareholders and
non-controlling interests.
Share capital
2026 2025
£’000 £’000
72,788,543
allotted, called-up and fully paid ordinary shares of 20p each
14,558
14,558
The ordinary shares are the only class of share in the Company. Holders of ordinary shares are entitled to vote at general meetings
of the Company and receive dividends as declared. The Articles of Association of the Company do not contain any restrictions on
the transfer of shares nor on voting rights.
Dividends paid
Dividends paid comprised:
2026 2025
£’000 £’000
FY2025 final dividend paid of 61.3p per share (2024: 59.4p)
44,619
43,205
Interim dividend paid of 16.8p per share (2025: 16.8p)
12,223
12,219
Total dividends paid
56,842
55,424
A final dividend of 6 5. 2p per share is proposed in respect of FY2026, which will be payable on 3 December 2026 to shareholders
on the register on 30 October 2026.
A special dividend of £51.0m or 70.0p per share has been approved by the Directors as an interim dividend. The dividend will
be paid on 3 December 2026 to shareholders on the register on 30 October 2026. Shareholder approval for this special dividend
is not required.
Own shares held
The EBT is responsible for purchasing shares on the open market on behalf of the Company to satisfy DAEIP awards (see Note 24).
Own shares held are recognised as an element in equity until they are transferred at the end of the vesting period.
Movements during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
(2,140)
(2,963)
Acquisition of own shares
(979)
(154)
Disposal of own shares on vesting of awards
2,025
977
Balance at the end of the year
(1,094)
(2,140)
In December 2024, 4,902 shares were purchased on the open market by the EBT at a price of £31.40, costing a total of £153,923.
The fair value of the awards at the grant date, being 23 October 2024, was £162,177. A total of 656 vested early in FY2025, based
on the performance conditions being met. The remaining shares will vest on 23 October 2027, with no forfeitures expected at
30 June 2026.
In December 2025, 27,437 shares were purchased on the open market by the EBT at a price of £35.79 costing a total of £978,749.
The fair value of the award at the grant date, being 22 October 2025, was £997,194. Total shares of 586 vested on 31 March 2026,
based on the performance conditions being met. Total shares of 1,747 will vest on 31 March 2027, with the remaining shares of
25,104 vesting on 22 October 2028. No forfeitures are expected at 30 June 2026.
Other reserve
The other reserve relates to share-based payments charges according to IFRS 2 in relation to the DAEIP, along with historical
amounts relating to investments in subsidiary undertakings not eliminated on consolidation.
Movements during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
1,193
1,380
Disposal of own shares on vesting of awards
(2,025)
(977)
Share-based payments charge in respect of awards
491
790
Balance at the end of the year
(341)
1,193
177
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
26. Share capital and reserves continued
Currency translation reserve
The currency translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of
the overseas operations and currency movements on intragroup loan balances classified as net investments in overseas operations.
Movements during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
(3,646)
2,480
Loss on net assets of foreign currency operations
(473)
(6,295)
Loss in the year relating to subsidiaries
(473)
(6,295)
Currency exchange differences relating to joint ventures
190
169
Balance at the end of the year
(3,929)
(3,646)
Cash flow hedging reserve
The cash flow hedging reserve, for both the Group and the Company, comprises all foreign exchange differences arising from the
valuation of forward exchange contracts which are effective hedges and mature after the year end. These are valued on a mark-to-
market basis, are accounted for in Other comprehensive income and expense and accumulated in Equity, and are recycled through
the Consolidated income statement and Company income statement when the hedged item affects the income statement, or when
the hedging relationship ceases to be effective. See Note 25 for further detail.
Movements during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
15,264
10,911
Gain on contract maturity recognised in revenue during the year
(11,315)
19,176
Revaluations during the year
(893)
(13,372)
Deferred tax movement
3,052
(1,451)
Balance at the end of the year
6,108
15,264
Non-controlling interest
Movements during the year were:
2026 2025
£’000 £’000
Balance at the beginning of the year
(577)
(577)
Balance at the end of the year
(577)
(577)
The non-controlling interest represents the minority shareholdings in Renishaw Diagnostics Limited – 7.6%.
27. Capital commitments
At the end of a financial year, we typically have obligations to make payments in the future, for which no provision
is made in the financial statements. We have committed to renovating and expanding a warehouse in Germany, which
includes expenditure on sustainability initiatives, enhancements to our Miskin manufacturing facility and capital
equipment to support manufacturing output.
Authorised and committed capital expenditure at the end of the year:
2026 2025
£’000 £’000
Freehold land and buildings
9,312
13,856
Plant and equipment
11,015
6,411
Motor vehicles
124
129
Total committed capital expenditure
20,451
20,396
Notes continued
178
Renishaw plc Annual Report 2026
CONTENTS
28. Related parties
The Group reports transactions with related parties, which mostly comprise our joint venture company.
Joint ventures and other related parties had the following transactions and balances with the Group:
2026 2025
£’000 £’000
Purchased goods and services from the Group during the year
906
219
Sold goods and services to the Group during the year
27,425
22,794
Interest paid from the Group during the year
282
371
Paid dividends to the Group during the year
957
1,500
Amounts owed to the Group at the year end
210
223
Amounts owed by the Group at the year end
19,638
17,462
Amounts owed by the Group include a 14-day notice deposit agreement with RLS for EUR 18.5m (£15.9m equivalent) as at 30 June
2026 (FY2025: £14.5m); see Note 13 for further details. The total interest payable on amounts owed to joint ventures during the year
was £0.3m (FY2025: £0.4m). There were no bad debts relating to related parties written off during FY2026 or FY2025.
Purchased goods and services from the Group during the year include an operating lease arrangement with McMurtry Automotive
Limited for a property owned by the Group. The operating lease commenced on 1 April 2025 and has a 10-year term. The rental
income is £187,500 per annum. The property is classified as investment properties in the Consolidated balance sheet, with the
rental income and direct operating expenses recognised in Consolidated income statement. At 30 June 2026, rental income of
£187,500 (FY2025: £46,875) has been recognised, with no amounts owed to the Group.
As announced on 26 November 2025 the families of the Company’s founders – the late Sir David McMurtry and current Non-executive
Director John Deer – established a joint family holding company, Deltam Holdings Limited (Deltam), to hold 50.25% of the issued
share capital of Renishaw. Deltam is therefore a controlling shareholder for the purposes of the UKLRs. See page 123 of the
Governance Report for further details in relation to this.
179
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
29. Alternative performance measures
In accordance with Renishaw’s alternative performance measure (APM) policy and ESMA Guidelines on Alternative
Performance Measures (2015), this section defines non-IFRS measures that we believe give readers additional useful
and comparable views of our underlying performance.
Key judgement – Whether items are appropriate to exclude from adjusted measures
Our APM policy allows us to adjust for ‘infrequently occurring events that can significantly affect profit and earnings’. This year,
we’ve had to carefully consider the nature and intention of some events and transactions, to determine whether they should be
‘adjusted for’.
We continue to report Revenue at constant exchange rates, Adjusted profit before tax, Adjusted profit after tax, Adjusted earnings
per share, Adjusted operating profit (including by segment), Adjusted operating profit at constant exchange rates, Adjusted cash
flow conversion from operating activities, and Return on invested capital as APMs. These are calculated consistently with previous
years, except for Adjusted cash flow conversion from operating activities and Return on invested capital. Adjusted cash flow
conversion from operating activities now adjusts for the cash effect of the adjusting items. The cash impact of adjusting items on
previously reported metrics is not material and therefore has not been restated. Return on invested capital has been updated to
reflect how the Board monitors efficiency in allocating capital to profitable activities, with the comparatives restated. Adjusted
operating profit by segment has been represented following the reporting segment change (see Note 2).
Aside from Revenue at constant exchange rates, all other APMs exclude infrequently occurring events which impact our financial
statements, recognised according to applicable IFRS, that we believe should be excluded from these APMs to give readers
additional useful and comparable views of our underlying performance.
Revenue at constant exchange rates is defined as revenue recalculated using the same rates as were applicable to the previous
year and excluding forward contract gains and losses.
2026 2025
Revenue at constant exchange rates: £’000 £’000
Statutory revenue as reported
815,779
713,044
Adjustment for forward contract (gains)/losses
(11,315)
(19,176)
Adjustment to restate current year at previous year exchange rates
9,759
–
Revenue at constant exchange rates
814,223
693,868
Year-on-year revenue growth at constant exchange rates
17.3%
n/a
Year-on-year revenue growth at constant exchange rates for FY2025 was 3.7%.
Adjusted profit before tax, Adjusted profit after tax, Adjusted earnings per share and Adjusted operating profit are defined as the
profit before tax, profit after tax, earnings per share and operating profit after excluding some or all of the following:
— costs relating to the cost reduction programme (a);
— costs relating to the loss of office payable to an Executive Director (b);
— costs relating to the closure of the drug delivery business (c);
— Other interest payable related to liabilities recognised for historical and non-recurring tax matters (d); and
— Taxation prior year adjustment related to historical and non-recurring tax matters (d).
a) Restructuring costs, where applicable during the year, are excluded from adjusted measures on the basis that they do not
frequently recur. In FY2025, the Group initiated a cost reduction programme to achieve labour cost savings. The cost of the
voluntary and compulsory redundancies has been recognised in FY2026 based on relevant accounting standards. The Group
has recognised redundancy payments of £14.9m. The amounts have been recognised in Cost of sales, Distribution expenditure
and Administrative expenditure within the Consolidated income statement.
b) There may be other items which do not frequently recur, and which it may be appropriate to exclude from adjusted measures.
The Group Finance Director stepped down from the position on the 31 December 2025. The Group recognised costs related
to the loss of office of £2.0m in the period, as detailed on page 121 of the Directors’ Remuneration Report. As the loss of office
does not relate to current year trading performance, the amounts have been excluded from adjusted measures. The amounts
have been recognised in Administrative expenses within the Consolidated income statement.
c) Restructuring costs, where applicable during the year, are excluded from adjusted measures on the basis that they do not
frequently recur. In FY2025, the Group made the decision to close the drug delivery business. In FY2026, the Group incurred
further costs, following the decision to sell the drug delivery business. The Group has recognised income of £0.3m related to
the sale, and a loss on disposal of intangible assets of £0.9m. The amounts have been recognised in Cost of sales within the
Consolidated income statement.
d) There may be other items which do not frequently recur, and which it may be appropriate to exclude from adjusted measures.
During FY2026, the Group recognised net interest charge of £0.4m and a Taxation release of £2.6m relating to historical and
non-recurring tax matters. The tax matters relate to specific legacy arrangements which we would not expect to recur.
Applicable accounting standards require a provision for tax and the associated interest, however we continue to seek resolution
to these matters which would reduce these amounts. As the historical and non-recurring tax matters do not relate to current year
trading performance, the amounts have been excluded from adjusted measures. The amounts have been recognised in Financial
income and expenses and Income tax expense within the Consolidated income statement.
Notes continued
180
Renishaw plc Annual Report 2026
CONTENTS
29. Alternative performance measures continued
2026 2025
Adjusted profit before tax: £’000 £’000
Statutory profit before tax
149,964
118,000
Cost reduction programme
14,925
–
– reported in production costs
2,859
–
– reported in engineering costs
6,110
–
– reported in distribution costs
3,350
–
– reported in administrative expenses
2,606
–
Loss of office payable to Executive Director
1,980
–
– reported in administrative expenses
1,980
–
Closure of drug delivery business
666
2,059
– reported in production costs
(250)
–
– reported in engineering costs
916
2,059
Closure of the Edinburgh research facility
–
2,320
– reported in engineering costs
–
2,320
Other interest payable on historical and non-recurring tax matters
419
4,852
– reported in financial income
(2,450)
–
– reported in financial expenses
2,869
4,852
Adjusted profit before tax
167,954
127,231
2026 2025
Adjusted profit after tax: £’000 £’000
Statutory profit after tax
118,9 60
83,757
Cost reduction programme (net of tax)
11,301
–
Loss of office payable to Executive Director (net of tax)
1,485
–
Closure of drug delivery business (net of tax)
500
1,544
Closure of Edinburgh research facility (net of tax)
–
1,740
Other interest payable on historical and non-recurring tax matters (net of tax)
1,031
4,026
Prior year adjustment taxation charge on historical and non-recurring tax matters
(2,584)
9,15 4
Adjusted profit after tax
130,693
100,221
2026 2025
Adjusted earnings per share: pence pence
Statutory earnings per share
163.5
115.2
Cost reduction programme (net of tax)
15.5
–
Loss of office payable to Executive Director (net of tax)
2.0
–
Closure of drug delivery business (net of tax)
0.7
2.1
Closure of the Edinburgh research facility (net of tax)
–
2.4
Other interest payable on historical and non-recurring tax matters (net of tax)
1.4
5.5
Taxation prior year adjustments
(3.6)
12.6
Adjusted earnings per share
179.5
137.8
2026 2025
Adjusted operating profit: £’000 £’000
Statutory operating profit
135,325
107,8 8 5
Cost reduction programme
14,925
–
Loss of office payable to Executive Director
1,980
–
Closure of drug delivery business
666
2,059
Closure of the Edinburgh research facility
–
2,320
Other interest payable on historical and non-recurring tax matters
–
–
Adjusted operating profit
152,896
112,264
181
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
29. Alternative performance measures continued
Adjustments to segmental operating profit:
2026 2025
Industrial Metrology £’000 £’000
Operating profit
66,357
74,130
Cost reduction programme
9,098
–
Loss of office payable to Executive Director
1,244
–
Closure of Edinburgh research facility
–
1,378
Adjusted Industrial Metrology operating profit
76,699
75,508
2026 2025
Position Measurement £’000 £’000
Operating profit
67, 23 0
46,010
Cost reduction programme
3,833
–
Loss of office payable to Executive Director
416
–
Closure of Edinburgh research facility
–
618
Adjusted Position Measurement operating profit
71,479
46,628
2026 2025
Specialised Technologies £’000 £’000
Operating profit
1,738
(12,255)
Cost reduction programme
1,994
–
Loss of office payable to Executive Director
320
–
Closure of drug delivery business
666
2,059
Closure of Edinburgh research facility
–
324
Adjusted Specialised Technologies operating profit
4,718
(9,872)
Adjusted operating profit at constant exchange rates is defined as Adjusted operating profit recalculated using the same rates as
applied to the previous year and excluding forward contract gains and losses.
2026 2025
Adjusted operating profit at constant exchange rates: £’000 £’000
Adjusted operating profit
152,896
112,264
Adjustment for forward contract (gains)/losses
(11,315)
(19,176)
Adjustment to restate current year at previous year exchange rates
9,800
–
Adjusted operating profit at constant exchange rates
151,381
93,088
Year-on-year adjusted operating profit increase at constant exchange rates
62.6%
–
For FY2025 year-on-year adjusted operating profit at constant exchange rates was an increase of 1.2%.
Notes continued
182
Renishaw plc Annual Report 2026
CONTENTS
29. Alternative performance measures continued
Adjusted cash flow conversion from operating activities is calculated as Adjusted cash flow from operating activities as a proportion
of Adjusted operating profit. This is useful for the Board to measure how efficient we are at converting operating profit into cash.
2026 2025
Adjusted cash flow conversion from operating activities: £’000 £’000
Statutory cash flow from operating activities
110,530
147,896
Cash effect of adjusting items
18,207
–
Income taxes paid
36,681
6,207
Proceeds from sale of property, plant and equipment and intangible assets
3,885
4,887
Purchase of property, plant and equipment and intangible assets
(48,288)
(56,558)
Adjusted cash flow from operating activities
121,015
102,432
Adjusted operating profit
152,896
112,264
Adjusted cash flow conversion from operating activities
79.1%
91.2%
Adjustments to operating profit as reported totalled £17.6m (2025: £4.4m), resulting in an operating cash outflow of £16.9m
(2025: £nil). The cash effect of adjusting items includes an operating cash outflow of £1.3m (2025: £nil) relating to FY2025
adjusting items.
Return on invested capital (ROIC) is the Adjusted profit after tax before net financial income (net of tax) as a percentage of the
Average invested capital in the year.
Invested capital is defined as total equity, excluding cash and cash equivalents, bank deposits, net employee benefits (including
reimbursement right asset and deferred tax), borrowings, amounts owed to joint ventures and lease liabilities. This is useful for the
Board to measure our efficiency in allocating capital to profitable activities. Average invested capital in the year is the average of the
invested capital at the beginning of the year and at the end of the year.
Adjusted profit after tax before net financial income is calculated as follows:
Restated
2026 2025
£’000 £’000
Adjusted profit after tax
130,693
100,221
Net financial income (net of tax)
(8,574)
(8,845)
Adjusted profit after tax before net financial income
122,119
91,376
Restated Restated
2026 2025 2024
Return on invested capital (ROIC): £’000 £’000 £’000
Total equity
984,132
925,864
896,265
Less cash and cash equivalents
(148,301)
(87,420)
(122,293)
Less bank deposits
(142,649)
(186,226)
(95,542)
Add net employee benefits
8,073
9,688
10,504
Less reimbursement right
(14,566)
(12,909)
(12,116)
Add/(less) deferred tax on net retirement benefit & reimbursement right asset
898
(4)
(232)
Add borrowings
1,986
2,884
3,522
Add lease liabilities
11,518
12,761
15,022
Add amounts owed to joint ventures
15,948
14,530
8,475
Invested capital
717,039
679,168
703,605
Average invested capital
698,104
691,387
671,844
Return on invested capital
17.5%
13.2%
13.6%
183
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
Notes continued
30. Business combinations
On 9 June 2026, the Group acquired the remaining 30% of the issued share capital of Metrology Software Products Limited (MSP),
which supplies software used in Renishaw products and standalone software. The Group previously held a 70% shareholding in
MSP, with MSP accounted for as a joint venture as the control requirements of IFRS 10 were not satisfied. The acquisition has
secured the supply of software for the benefit of the Group and our customers.
The total purchase consideration, being cash paid, was £2.2m for the remaining 30% of MSP. There is no contingent consideration.
The fair value of assets and liabilities recognised on acquisition is as follows:
Fair value
recognised on
acquisition
£’000
Cash
4,198
Property, plant & equipment
1,358
Investment properties
350
Trade receivables
677
Other receivables
120
Inventories
47
Current tax receivable
121
Trade payables
(59)
Other payables
(271)
Contract liabilities
(196)
Deferred tax
(2)
Net identifiable assets acquired
6,343
Goodwill
1,095
Net assets acquired
7,438
Acquisition costs of £0.1m arose as a result of the transaction. These have been recognised as part of administrative expenses in the
Consolidated income statement.
The Group’s share of net assets previously recognised as an investment in a joint venture was £4.8m (see Note 13). This amount
included £0.4m of Goodwill previously recognised against the investment in joint venture.
As the business combination has been recognised in stages, a fair value gain of £0.4m has been recognised in the Consolidated
income statement.
Goodwill of £1.1m has been recognised, being the value of expected synergies arising from the acquisition. Goodwill is allocated
entirely to the Industrial Metrology product line.
The acquisition accounting for MSP has taken place as if the Group acquired MSP on 30 June 2026 as the movement between the
acquisition date, 9 June 2026, and the year end was not material to the Group.
184
Renishaw plc Annual Report 2026
CONTENTS
notes
2026
£’000
2025
£’000
Assets
Property, plant and equipment C.32 227,348 2 27,712
Right-of-use assets C.33 2,574 2,788
Investment properties C.34 10,549 6,658
Long-term loans to Group undertakings C.35 16,838 5,937
Intangible assets C.36 40,525 39,278
Investments in subsidiaries C.37 302,614 299,028
Investments in joint ventures C.38 − 1,453
Employee benefits C.46 6,626 7,59 6
Derivatives 25 1,652 7,878
Total non-current assets 608,726 598,328
Current assets
Inventories C.40 116,410 100,610
Trade receivables C.41 65,810 43,669
Current tax 13,513 4,939
Other receivables C.42 26,243 27,172
Derivatives 25 7,031 13,777
Bank deposits 15 135,000 145,000
Cash and cash equivalents 63,942 15,621
Total current assets 427, 949 350,788
Current liabilities
Trade payables 27,858 17,4 8 0
Provisions C.43 3,089 1,859
Lease liabilities C.44 521 452
Derivatives 25 689 37
Other payables C.45 55,239 47,660
Total current liabilities 87,39 6 67,488
Net current assets 340,553 283,300
Non-current liabilities
Deferred tax liabilities C.39 39,442 40,616
Lease liabilities C.44 2,191 2,475
Long-term loans from Group undertakings 30 80
Derivatives 25 40 1,096
Total non-current liabilities 41,703 44,267
Total assets less total liabilities 9 07,576 8 37,361
Equity
Share capital C.47 14,558 14,558
Share premium 42 42
Own shares held 26 (1,094) (2,140)
Cash flow hedging reserve 26 6,108 15,264
Retained earnings 887,843 807,984
Other reserve 119 1,653
Total equity 907,576 8 37,361
The Company reported a profit for the financial year ended 30 June 2026 of £136,922,000 (2025: £74,402,000).
These financial statements were approved by the Board of Directors on 22 September 2026 and were signed on its behalf by:
Will Lee John Shipsey
Chief Executive Officer Chief Financial Officer
Company balance sheet
at 30 June 2026
Financial statements
185
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FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
Year ended 30 June 2025
Share
capital
£’000
Share
premium
£’000
Own
shares
held
£’000
Cash flow
hedging
reserve
£’000
Retained
earnings
£’000
Other
reserve
£’000
Total
£’000
Balance at 1 July 2024 14,558 42 (2,963) 10,911 789,315 1,840 813,703
Profit for the year – – – – 74,402 – 74,402
Other comprehensive income andexpense (net of tax)
Remeasurement of defined benefit pension scheme
assets/liabilities – – – – (309) – (309)
Changes in fair value of cash flow hedges – – – 4,353 – – 4,353
Total other comprehensive income andexpense – – – 4,353 (309) – 4,044
Total comprehensive income andexpense – – – 4,353 74,093 – 78,446
Share-based payments charge – – – – – 790 790
Distribution of own shares – – 977 – – (977) –
Purchase of own shares – – (154) – – – (154)
Dividends paid – – – – (55,424) – (55,424)
Balance at 30 June 2025 14,558 42 (2,140) 15,264 8 07,9 84 1,653 837,361
Year ended 30 June 2026
Profit for the year – – – – 136,922 – 136,922
Other comprehensive income andexpense (net of tax)
Remeasurement of defined benefit pension scheme
assets/liabilities – – – – (221) – (221)
Changes in fair value of cash flow hedges – – – (9,156) – – (9,156)
Total other comprehensive income andexpense – – – (9,156) (221) – (9,377)
Total comprehensive income andexpense – – – (9,156) 136,701 – 127,545
Share-based payments charge – – – – – 491 491
Distribution of own shares – – 2,025 – – (2,025) –
Purchase of own shares – – (979) – – – (979)
Dividends paid – – – – (56,842) – (56,842)
Balance at 30 June 2026 14,558 42 (1,094) 6,108 887,843 119 907,576
Company statement of changes in equity
for the year ended 30 June 2026
186
Renishaw plc Annual Report 2026
CONTENTS
C.31. Accounting policies
The following accounting policies have been applied consistently in dealing with items which are considered material in relation
tothe financial statements of the Company.
Basis of preparation
The financial statements have been prepared in accordance with the Companies Act 2006 and Financial Reporting Standard 101
‘ReducedDisclosure Framework’ (FRS 101).
The Company has applied the exemptions available under FRS 101 in respect of the following disclosures:
— a cash flow statement and related notes;
— comparative period reconciliations for share capital, tangible fixed assets and intangible fixed assets;
— disclosures in respect of transactions with wholly-owned subsidiaries;
— disclosures in respect of capital management;
— the effects of new but not yet effective IFRS; and
— disclosures in respect of the compensation of key management personnel.
As the consolidated financial statements of the Company include the equivalent disclosures, the Company has also taken the
exemptions under FRS 101 available in respect of certain disclosures required by IFRS 13 ‘Fair Value Measurement’ and the
disclosures required by IFRS 7 ‘Financial Instruments: Disclosures’.
The financial statements have been prepared on the historical cost basis, except for the fair value of financial instruments.
Historicalcost is based on the fair value of the consideration given in exchange for the assets. The principal accounting policies
areset out below.
Under section 408 of the Companies Act 2006 the Company is exempt from the requirement to present its own profit and
lossaccount.
Critical accounting judgements and estimation uncertainties
The areas of critical accounting judgements and estimation uncertainties that have a significant risk of causing a material adjustment
to the carrying amount of assets and liabilities in the next financial year for the Company are consistent with those oftheGroup,
(assummarised on page 147), in addition to those described below.
Expected credit loss
In accordance with IFRS 9, an expected credit loss model is used to determine a credit loss provision against the carrying value
ofcertain trade receivables. Application of this model to the loans to Group undertakings within the Company requires estimation
bymanagement. The provision has been calculated based on the size of the loan, the probability of default and the loss estimated
toarise if a default occurred.
Going concern
In preparing these financial statements, the Directors have adopted the going concern basis. The decision to adopt the going
concern basis was made as part of the assessment of the Group’s going concern status, details of which are set out on page 147.
Having considered the impact on the Company of the same factors set out on page 147, and the Company’s business model,
riskmanagement and principal risks, and significant financial resources and cash balances, the Directors have a reasonable
expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the period to
31 December 2027, being the going concern period. Accordingly, they continue to adopt the going concern basis in preparing
these financial statements.
Investments
Investments in subsidiary and associated undertakings are stated at cost less any provision for permanent impairment losses.
Property, plant and equipment
Property, plant and equipment assets are stated at cost less accumulated depreciation. Depreciation is provided to write off the cost
of assets less their estimated residual value on a straight-line basis over their estimated useful economic lives as follows:
— freehold buildings, 50 years, and building infrastructure, 10 to 50 years;
— plant and equipment, 3 to 25 years;
— motor vehicles, 3 to 4 years; and
— no depreciation is provided on freehold land.
Notes to the Company financial statements
187
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
C.31. Accounting policies continued
Investment properties
Where property owned by the Company is held to earn rentals or for long-term capital growth it is recognised as investment property.
The Company has elected to value investment properties on a cost basis, initially comprising of the purchase price and any directly
attributable expenditure. Depreciation is provided to write off the cost of assets on a straight-line basis over their estimated useful
economic lives, being 50 years. Amounts relating to freehold land are not depreciated.
Right-of-use assets
At the commencement date of a lease arrangement, the Company recognises a right-of-use asset for the leased item and a lease
liability for any payments due. Right-of-use assets are initially measured at cost, being the present value of the lease liability plus
anyinitial costs incurred in entering the lease and less any incentives received. Right-of-use assets are subsequently depreciated
on a straight-line basis from the commencement date to the earlier of the end of the useful life or the end of the lease term.
Lease liabilities
At the commencement date of a lease arrangement, the Company recognises a right-of-use asset for the leased item and a lease
liability for any payments due. Lease liabilities are initially measured at the present value of the lease payments that are not paid
atthe commencement date, discounted using the incremental borrowing rate. The lease liability is subsequently measured at
amortised cost using the effective interest method and is remeasured if there is a change in future lease payments arising from
achange in an index or rate (such as an inflation-linked increase) or if there is a change in the Company’s assessment of whether
itwill exercise an extension or termination option. When this happens there is a corresponding adjustment to the right-of-use asset.
Where the Company enters into leases with a lease term of 12 months or less, these are treated as ‘short-term’ leases and are
recognised on a straight-line basis as an expense. The same treatment applies to low-value assets, which are typically IT equipment
and office equipment.
Intangible assets
Expenditure on research activities is recognised in the income statement as an expense as incurred. Expenditure on development
activities is capitalised if the product or process is technically and commercially feasible and the Company intends and has the
technical ability and sufficient resources to complete development, future economic benefits are probable and the Company can
measure reliably the expenditure attributable to the intangible asset during its development. Capitalised development expenditure
isamortised over the useful economic life appropriate to each product or process, ranging from five to 10 years, and is stated at
cost less accumulated amortisation and less accumulated impairment losses.
Inventories
Inventories are valued at the lower of actual cost on a first-in, first-out (FIFO) basis and net realisable value. Cost comprises direct
materials and labour plus overheads applicable to the stage of manufacture reached.
Taxation
The charge for taxation is based on the Company’s profit for the year. Deferred tax is provided on temporary differences between
thecarrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
Deferred tax assets are recognised to the extent that it is regarded as probable that they will be recovered.
Employee benefits
The Company operated a contributory pension scheme, of the defined benefit type up to 5 April 2007, after which this scheme was
closed for future accruals to existing members and was closed to new members. Since 5 April 2007, the Company has operated
adefined contribution scheme.
For the defined contribution scheme, the amount charged as an expense represents the contributions payable to the scheme
inrespect of the accounting period.
The scheme is managed by trustees who are independent of the Company.
Pension scheme assets in the defined benefit scheme are measured at fair value using market value. Pension scheme liabilities are
measured using a projected unit method and discounted at the current rate of return on a high-quality corporate bond of equivalent
term and currency to the liability. The expected return on the scheme’s assets and the interest on the scheme’s liabilities arising from
the passage of time are included in other finance income.
The pension scheme’s surplus, to the extent that it is considered recoverable, or deficit is recognised in full and presented on the
face of the balance sheet. Where a guarantee is in place in relation to a pension scheme deficit, liabilities are reported in accordance
with IFRIC 14. To the extent that contributions payable will not be available as a refund after they are paid into the plan, a liability
isrecognised at the point the obligation arises, which is the point at which the minimum funding guarantee is agreed.
Accruals are made for holiday pay, based on a calculation of the number of days holiday earned during the year but not yet taken,
and also for performance bonuses, if applicable.
Notes to the Company financial statements continued
188
Renishaw plc Annual Report 2026
CONTENTS
C.31. Accounting policies continued
Derivative financial instruments
In accordance with its treasury policy, the Company does not hold or issue derivative financial instruments for speculative purposes.
The Company uses forward exchange contracts to hedge its exposure to foreign exchange risk arising from operational and
financing activities. Forward exchange contracts are recognised at fair value, being the estimated amount that the Company
wouldpay or receive to terminate them at the balance sheet date based on prevailing foreign currency rates. Changes in the fair
value of foreign currency derivatives which are designated and effective as hedges of future cash flows are recognised in Other
comprehensive income and in the currency hedging reserve, and subsequently transferred to the carrying amount of the hedged
item or the income statement. The ineffective part of any gain or loss is recognised in the income statement immediately.
Other financial instruments
Loans to Group undertakings are initially recognised at fair value and are subsequently held at amortised cost using the effective
interest rate method. Where such intercompany loans are repayable on demand, the Company determines whether any impairment
provision is required by assessing the company’s ability to repay the loan. Where it is determined that a recipient company does
nothave the capacity to repay the loan at the balance sheet date, or the loan is not repayable on demand, an expected credit loss
model is used to calculate the impairment provision required.
Trade and other current receivables are initially recognised at fair value and are subsequently held at amortised cost less any
provision for bad and doubtful debts. Trade and other current payables are initially recognised at fair value and are subsequently
held at amortised cost.
Warranty
The Company provides a warranty from the date of purchase, except for those products that are installed by the Company where
thewarranty starts from the date of completion of the installation. This is typically for a 12-month period, although up to three years
isgiven for a small number of products. A warranty provision is calculated on the basis of historical returns and internal quality
reports and is included in the Company financial statements.
Foreign currencies
Transactions in foreign currencies are translated at the rate of exchange prevailing at the date of the transaction. Monetary assets
andliabilities denominated in foreign currencies at the balance sheet date are translated into Sterling at the foreign exchange rate
prevailing at that date. Foreign exchange differences arising on such translation are recognised in the income statement.
C.32. Property, plant and equipment
Year ended 30 June 2026
Freehold
land and
buildings
£’000
Plant and
equipment
£’000
Motor
vehicles
£’000
Assets in the
course of
construction
£’000
Total
£’000
Cost
At 1 July 2025 171,503 243,865 2,13 5 28,609 446,112
Additions 1,625 14,117 269 7,559 23,570
Transfers 20,129 6,994 − (27,12 3) −
Transfers to investment properties (6,953) (316) − − (7,269)
Disposals (1,694) (26,600) (625) − (28,919)
At 30 June 2026 184,610 238,060 1,779 9,045 433,494
Depreciation
At 1 July 2025 32,456 183,811 2,133 – 218,400
Charge for the year 3,451 11,960 61 − 15,472
Impairment − 1,500 − − 1,500
Transfers to investment properties (2,310) (210) − − (2,520)
Disposals (171) (25,910) (625) − (26,706)
At 30 June 2026 33,426 171,151 1,569 – 206,146
Net book value
At 30 June 2026 151,184 66,909 210 9,045 227, 34 8
At 30 June 2025 139,047 60,054 2 28,609 2 27,712
At 30 June 2026, properties with a net book value of £nil (2025: £48.7m) were subject to a fixed charge to secure the UKdefined
benefit pension scheme (UK Scheme) liabilities. The charges were released on 5 January 2026, following completion of the latest
full actuarial valuation of the UK Scheme at 30 September 2024 (see Note 23).
189
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
C.32. Property, plant and equipment continued
Additions to assets in the course of construction comprise:
2026
£’000
2025
£’000
Freehold land and buildings 5,487 8,065
Plant and equipment 2,072 4,130
7,5 59 12,19 5
C.33. Right-of-use assets
Year ended 30 June 2026
Leasehold
property
£’000
Motor
vehicles
£’000
Total
£’000
Net book value
At 1 July 2025 1,821 967 2,788
Additions − 400 400
Depreciation (20) (594) (614)
At 30 June 2026 1,801 773 2,574
Year ended 30 June 2025
Leasehold
property
£’000
Motor
vehicles
£’000
Total
£’000
Net book value
At 1 July 2024 1,842 1,008 2,850
Additions – 404 404
Depreciation (21) (445) (466)
At 30 June 2025 1,821 967 2,788
C.34. Investment properties
2026
£’000
2025
£’000
Cost
Balance at the beginning of the year 8,933 7,012
Transfers from Property, plant and equipment 7, 2 6 9 1,921
Balance at the end of the year 16,202 8,933
Depreciation
Balance at the beginning of the year 2,275 1,148
Charge for the year 148 123
Transfers from Property, plant and equipment 2,520 1,004
Impairment 710 –
Balance at the end of the year 5,653 2,275
Net book value 10,549 6,658
The Company has recognised impairments of £0.7m (2025: £nil) following a market value assessment of a property.
Amounts recognised in the income statement relating to investment properties:
2026
£’000
2025
£’000
Rental income 743 562
Direct operating expenses (including repairs and maintenance) (173) (145)
Profit for the year 570 417
The fair value of the Company’s investment properties totalled £14.6m at 30 June 2026 (2025: £10.0m). Fair values of each
investment property have been determined within the last three years by independent valuers who hold recognised and relevant
professional qualifications and have recent experience in the location and category of each investment property being valued.
These valuations have been assessed to be materially appropriate at 30 June 2026.
Notes to the Company financial statements continued
190
Renishaw plc Annual Report 2026
CONTENTS
C.35. Long-term loans to Group undertakings
Amounts owed by Group undertakings at 30 June 2026 amounted to £16.8m (2025: £5.9m). This included expected credit loss
provisions of £24.5m (2025: £32.4m).
These amounts are unsecured and accrue variable interest.
C.36. Intangible assets
Year ended 30 June 2026
Internally
generated
development
costs
£’000
Software
licences,
intellectual
property and
other intangible
assets
£’000
Total
£’000
Cost
At 1 July 2025 183,744 16,539 200,283
Additions 9,897 43 9,940
Disposals (13,482) (3,638) (17,120)
At 30 June 2026 180,159 12,944 193,103
Amortisation
At 1 July 2025 147,49 4 13,511 161,005
Charge for the year 4,455 332 4,787
Impairment 3,804 – 3,804
Disposals (13,482) (3,536) (17,018)
At 30 June 2026 142,271 10,307 152,578
Net book value
At 30 June 2026 37,888 2,637 40,525
At 30 June 2025 36,250 3,028 39,278
There were impairments of internally generated development costs in the year of £3.8m (2025: £1.0m).
C.37. Investments in subsidiaries
Movements during the year were:
2026
£’000
2025
£’000
Balance at the beginning of the year 299,028 298,174
Additions 2,240 854
Transfers from investments in joint ventures 1,453 –
Disposals (107) –
Balance at the end of the year 302,614 299,028
During the year, the Company acquired the remaining 30% interest in Metrology Software Products Limited (MSP) for £2.2m,
increasing its ownership to 100%. The investment in joint ventures has been transferred to investments in subsidiaries
(seeNoteC.38). Details of the Company’s subsidiaries are given in Note C.50.
C.38. Investments in joint ventures
Investments in joint ventures at 30 June 2026 were £nil (2025: £1,453,000), following the transfer to Investment in subsidiaries
(seeNote C.37). Details of the Company’s joint ventures are given in Note C.51.
191
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
C.39. Deferred tax
Balances at the end of the year were:
2026 2025
Assets
£’000
Liabilities
£’000
Net
£’000
Assets
£’000
Liabilities
£’000
Net
£’000
Property, plant and equipment − (31,924) (31,924) – (30,528) (30,528)
Intangible assets − (5,072) (5,072) – (4,475) (4,475)
Defined benefit pension scheme − (1,657) (1,657) – (1,899) (1,899)
Derivatives − (2,036) (2,036) – (5,088) (5,088)
Other 1,247 − 1,247 1,374 – 1,374
Balance at the end of the year 1,247 (40,689) (39,442) 1,374 (41,990) (40,616)
Deferred tax assets and liabilities are offset where there is a legally enforceable right of offset and there is an intention to net settle
thebalances. After taking these offsets into account, the net position of £39.4m liability (2025: £40.6m liability) is presented as
adeferred tax liability in the Company’s balance sheet. Where deferred tax assets are recognised, the Directors are of the opinion,
based on recent and forecast trading, that the level of taxable profits in current and future years make it more likely than notthat
these assets will be recovered.
Movements during the year were:
2026
£’000
2025
£’000
Balance at the beginning of the year (40,616) (35,596)
Movements during the year 1,174 (5,020)
Balance at the end of the year (39,442) (40,616)
C.40. Inventories
An analysis of inventories at the end of the year was:
2026
£’000
2025
£’000
Raw materials 46,820 42,912
Work in progress 37,375 30,748
Finished goods 32,215 26,950
Balance at the end of the year 116,410 100,610
At the end of the year, the gross cost of inventories which has provisions held against them totalled £17.1m (2025: £18.1m).
C.41. Trade receivables
An analysis of trade receivables at the end of the year was:
2026
£’000
2025
£’000
Trade receivables 22 13
Amounts owed by Group undertakings 65,788 43,656
Balance at the end of the year 65,810 43,669
C.42. Other receivables
An analysis of other receivables at the end of the year was:
2026
£’000
2025
£’000
Software maintenance 8,627 10,138
Indirect tax receivable 8,006 6,279
Other prepayments 9,610 10,755
Balance at the end of the year 26,243 27,172
Notes to the Company financial statements continued
192
Renishaw plc Annual Report 2026
CONTENTS
C.43. Provisions
Warranty provision movements during the year were:
2026
£’000
2025
£’000
Balance at the beginning of the year 1,859 2,266
Created in the year 3,165 2,100
Used in the year (1,935) (2,507)
1,230 (407)
Balance at the end of the year 3,089 1,859
The warranty provision has been calculated on the basis of historical return-in-warranty information and other quality reports.
Itisexpected that most of this expenditure will be incurred in the next financial year and all expenditure will be incurred within
threeyears of the balance sheet date.
C.44. Leases (as lessee)
Lease liabilities are analysed as below:
Year ended 30 June 2026
Leasehold
property
£’000
Motor
vehicles
£’000
Total
£’000
Total future minimum lease payments payable
3,715 870 4,585
Effect of discounting (1,831) (42) (1,873)
Lease liability 1,884 828 2,712
Year ended 30 June 2025
Leasehold
property
£’000
Motor
vehicles
£’000
Total
£’000
Total future minimum lease payments payable
3,756 1,113 4,869
Effect of discounting (1,862) (80) (1,942)
Lease liability 1,894 1,033 2,927
C.45. Other payables
An analysis of other payables due within one year at the end of the year was:
2026
£’000
2025
£’000
Amounts owed to Group undertakings 20,162 21,328
Other taxes and social security 4,047 4,023
Other creditors and accruals 31,030 22,309
Balance at the end of the year 55,239 47,6 60
Other creditors and accruals include £11.3m (2025: £6.9m) relating to performance bonus accruals.
C.46. Employee benefits
The Company operated a defined benefit pension scheme, which, at 5 April 2007, ceased any future accrual for current members
andwas closed to new members. Employees of the Company now participate in a defined contribution scheme.
The total pension cost of the Company for the year was £22.4m (2025: £21.7m), of which £0.1m (2025: £0.1m) related toDirectors.
The latest full actuarial valuation of the scheme was carried out at 30 September 2024 and updated to 30 June 2026 by a qualified
independent actuary.
The major assumptions used by the actuary for the scheme are disclosed in Note 23, along with relevant sensitivities.
The assets and liabilities in the scheme were:
30 June 2026
£’000
% of total
assets
30 June 2025
£’000
% of total
assets
Market value of assets:
Insurance contract 127,679 94 118,158 93
Credit and fixed income funds 7,148 5 7,924 6
Cash and other 682 1 776 1
135,509 100 126,858 100
Actuarial value of liabilities (128,883) − (119,262) –
Surplus in the scheme 6,626 − 7,59 6 –
Deferred tax thereon (1,657) − (1,899) –
193
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
C.46. Employee benefits continued
The movements in the scheme were:
Year ended 30 June 2026
Assets
£’000
Liabilities
£’000
Total
£’000
Surplus in scheme at the beginning of the year
126,858 (119,262) 7,59 6
Interest on pension scheme 6,851 (6,457) 394
Remeasurement gain/(loss) under IAS 19 9,016 (9,309) (293)
Scheme administration expenses (1,071) − (1,071)
Benefits paid (6,145) 6,145 −
Surplus in scheme at the end of the year 135,509 (128,883) 6,626
Year ended 30 June 2025
Assets
£’000
Liabilities
£’000
Total
£’000
Surplus in scheme at the beginning of the year
139,131 (130,414) 8,717
Interest on pension scheme 6,936 (6,516) 420
Remeasurement gain/(loss) under IAS 19 (12,477) 12,065 (412)
Scheme administration expenses (1,129) – (1,129)
Benefits paid (5,603) 5,603 –
Surplus in scheme at the end of the year 126,858 (119,262) 7,596
The analysis of the amount recognised in Other comprehensive income and expense was:
2026
£’000
2025
£’000
Actuarial gain/(loss) arising from:
Changes in demographic assumptions (2,765) –
Changes in financial assumptions 6,193 11,759
Experience adjustment (12,737) 306
Return on plan assets excluding interest income 9,016 (12,477)
Total recognised in Other comprehensive income and expense (293) (412)
C.47. Share capital
2026
£’000
2025
£’000
72,788,543 allotted, called-up and fully paid ordinary shares of 20p each 14,558 14,558
The ordinary shares are the only class of share in the Company. Holders of ordinary shares are entitled to vote at general meetings
of the Company and receive dividends as declared. The Articles of Association of the Company do not contain any restrictions on
the transfer of shares nor on voting rights.
C.48. Related parties
During the year, related parties, these being the Group’s joint ventures (see Note 13), had the following transactions and balances
with the Company:
2026
£’000
2025
£’000
Purchased goods and services from the Company during the year 636 23
Sold goods and services to the Company during the year 2,673 2,526
Amounts owed by the Company at the year end − 237
Amounts owed to the Company at the year end 93 9
As announced on 26 November 2025 the families of the Company’s founders – the late Sir David McMurtry and current
Non-executive Director John Deer – established a joint family holding company, Deltam Holdings Limited (Deltam), to hold
50.25%of the issued share capital of Renishaw (see Note 28).
C.49. Capital commitments
Capital commitments at the end of the year, for which no provision has been made in the financial statements, were £15.0m
(2025:£9.1m).
Notes to the Company financial statements continued
194
Renishaw plc Annual Report 2026
CONTENTS
C.50. Subsidiary undertakings
The following are the subsidiary undertakings of Renishaw plc as at 30 June 2026, all of which are wholly-owned and held by
asubsidiary undertaking, unless otherwise stated. The country in which each subsidiary has its registered/principal office is its
domicile and country of incorporation. The accounting year end for each subsidiary undertaking is 30 June unless otherwise stated.
The shareholdings in all the subsidiary undertakings are in the ordinary share capital of those undertakings unless otherwise stated.
The principal activities for all the subsidiary undertakings are those of the Company, as set out in the Other statutory and regulatory
disclosures, except as indicated below:
D
Dormant company * 31 March year end
F
Finance company
^
31 December year end
H
Holding company
†
Ordinary-A shares
T
Travel agency
‡
Ordinary-C shares
Company Registered Office
Owned by Renishaw plc
MTT Investments Limited
D
New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR
United Kingdom
Renishaw Advanced Materials Limited
D
Renishaw International Limited
F
Renishaw Medical Limited
D
Renishaw PT Limited
D
Renishaw Software Limited
D
Renishaw Transducer Systems Limited
D
Renishaw UK Sales Limited
Wotton Travel Limited
T
Measurement Devices Limited
D
272 Bath Street, Glasgow, Scotland, G2 4JR
United Kingdom
Renishaw Diagnostics Limited
†‡
272 Bath Street, Glasgow, Scotland, G2 4JR
United Kingdom
Renishaw Tehnicni Inženiring d.o.o. 4th Floor, Faculty of Electrical Engineering, University of Ljubljana,
Tržaška cesta 25, Ljubljana, 1000
Slovenia
Renishaw Neuro Solutions Limited Wotton Road, Charfield, Wotton-under-Edge, Gloucestershire, GL128SP
United Kingdom
Metrology Software Products Limited New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR
United Kingdom
Owned by MTT Investments Limited
MTT Technologies Limited
D
New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR
United Kingdom
Owned by Renishaw International Limited
itp GmbH Rathausstraße 75-79, 66333, Völklingen
Germany
OOO Renishaw
^
(not actively trading) Kantemirovskaya Ulitsa, 58, 115477, Moskva,
Russian Federation
Renishaw (Austria) GmbH Industriestraße 9, Top 4.2, 2353, Guntramsdorf
Austria
Renishaw (Canada) Limited 2196 Dunwin Drive, Mississauga, Ontario, L5L 1C7
Canada
Renishaw (Hong Kong) Limited Ever Gain Plaza Tower 2, 28/F, 88 Container Port Road, KwaiChung
Hong Kong
Renishaw (Ireland) DAC Swords Business Park, Mountgorry, Swords, County Dublin, K67 FX67
Ireland
Renishaw (Israel) Limited HaTnufa Street 3, Kraytek Building, PO Box 4, Yokne’am Illit, 2069204
Israel
Renishaw (Korea) Limited RM#1314, Woolim e-Biz Center, 28 Digital-ro 33-gil, Guro-gu, Seoul
Republic of Korea
Renishaw AB Biskop Henriks väg 2, 176 76, Järfälla
Sweden
Renishaw AG Stachelhofstrasse 2, 8854, Siebnen, Schübelbach
Switzerland
Renishaw Benelux BV Nikkelstraat 3, 4823 AE, Breda
Netherlands
195
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
Company Registered Office
Renishaw GmbH (5.1% owned by Renishaw plc) Karl-Benz Straße 12, 72124, Pliezhausen
Germany
Renishaw Gulf Measuring & Control Systems Trading
LLC
^
Office 501, 5th Floor, Block B, Business Village, Port Saeed, Deira, Dubai
United Arab Emirates
Renishaw Healthcare, Inc. 137 N Oak Park Ave, Ste 215, Oak Park, IL 60301
United States
Renishaw Hungary Kft Gyár utca 2, Budaörs, 2040
Hungary
Renishaw Ibérica S.A.U. Gavà Park, Carrer de la Recerca, 7, Gavà, 08850, Barcelona
Spain
Renishaw K.K. 4 Chome-29-8 Yotsuya, Shinjuku-ku, Tokyo, 160-0004
Japan
Renishaw Latino Americana Ltda.
^
Alameda Juari, 361, Tambore, Barueri, São Paulo, 06460-090
Brazil
Renishaw Metrology Systems Limited
*
S.No.283, Hissa no.2, S.No.284, Hissa no.2 & 3A, Raisoni Industrial Estate,
Village Mann, Taluka Mulshi, Pune, 411057
India
Renishaw México S. de R.L. de C.V.
^
(0.001%ownedby Renishaw, Inc.)
Iridium 5004, Parque Industrial Milenium, Apodoca, Nuevo León, 66600
Mexico
Renishaw Oceania Pty Limited c/o KPMG, Tower Two, Collins Square, 727 Collins Street, Docklands VIC 3008
Australia
Renishaw Oy c/o WaBuCo Oy, Energiakuja 3, Helsinki, 00180
Finland
Renishaw S.A.S. 15 Rue Albert Einstein, 77420, Champs-sur-Marne
France
Renishaw S.p.A. Via dei Prati 5, 10044 Pianezza, Torino
Italy
Renishaw s.r.o. Olomoucká 1164/85, Brno-Černovice, Brno, 627 00
Czech Republic
Renishaw Sp. z o.o. ul. Osmańska 12, 02-823, Warszawa
Poland
Renishaw Teknoloji Çözümleri LŞ Turgut Özal Blv. No:193, Şerifali Mahallesi, Dudullu Osb, Ümraniye,
İstanbul,34775
Turkey
Renishaw US Holdings, Inc.
H
262 Chapman Rd, Suite 240, Newark, DE 19702
United States
Renishaw, Inc. 137 N Oak Park Ave, Ste 215, Oak Park, IL 60301
United States
Owned by Renishaw (Hong Kong) Limited
Renishaw (Malaysia) Sdn. Bhd. Upper Penthouse, Wisma RKT, 2, Jalan Raja Abdullah, Chow Kit, 50300
KualaLumpur, Wilayah Persekutuan
Malaysia
Renishaw (Shanghai) Management Company Limited
^
288 Jiang Chang San Lu, Zhabei Qu, Shanghai, 20436
China
Renishaw (Shanghai) Trading Company Limited
^
286 Jiang Chang San Lu, Zhabei Qu, Shanghai, 20436
China
Renishaw (Singapore) PTE Limited 988 Toa Payoh North, #06-07/08, 319002
Singapore
Renishaw (Taiwan) Inc 2F. No. 2, Jingke 7th Road, Nantun District, Taichung, 40852
Taiwan
Owned by Renishaw US Holdings, Inc.
Renishaw Fixturing Solutions, LLC 405 W. Greenlawn Ave, #g11, Lansing, Michigan, 48910
United States
Renishaw Properties, Inc. 262 Chapman Rd, Suite 240, Newark DE 19702
United States
C.50. Subsidiary undertakings continued
Notes to the Company financial statements continued
196
Renishaw plc Annual Report 2026
CONTENTS
Company Registered Office
Owned by Renishaw Medical Limited
Renishaw Medical AM Solutions Limited
D
New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR
United Kingdom
Owned by Renishaw Neuro Solutions Limited
Renishaw Mayfield SARL 31 Rue Ampère, 69680, Chassieu
France
Subsidiary audit exemption
Renishaw plc has issued a guarantee over the liabilities of Metrology Software Products Limited (04468819) as at 30 June 2026
under Section 479C of the Companies Act 2006 (the Act), which qualifies Metrology Software Products Limited to take the statutory
audit exemption as set out within Section 479A of the Act for the period ended 30 June 2026.
C.51. Joint venture
The following is a joint venture of Renishaw plc at 30 June 2026. The country in which the entity has its registered/principal office
isits domicile and country of incorporation. The accounting year end of the joint venture is 30 June unless otherwise stated.
Theshareholding shown is in the ordinary share capital of the undertaking unless otherwise stated. The principal activity of the
jointventure is consistent with that of the Company, as described in the Other statutory and regulatory disclosures.
Company Registered Office
Owned by Renishaw International Limited
RLS Merilna tehnika d.o.o. (50%) Poslovna cona Žeje pri Komendi, Pod vrbami 2, Komenda, 1218 Slovenia
C.52. Ultimate parent company
The Company is a subsidiary undertaking of Deltam Holdings Limited which is the immediate and ultimate parent company
incorporated in GreatBritain and registered in England and Wales.
At the date of approving these Consolidated financial statements, the consolidated financial statements of Deltam Holdings Limited
are not yet complete. Once completed they will be available to the public and may be obtained from DeltamHoldings Limited,
Carpenter Court, 1 Maple Road, Bramhall, Stockport, Cheshire, United Kingdom, SK7 2DH or from Companies House.
C.50. Subsidiary undertakings continued
197
Renishaw plc Annual Report 2026
FINANCIAL STATEMENTS
CONTENTS
FINANCIAL STATEMENTS
Results
2026
£’000
2025
£’000
2024
£’000
2023
£’000
2022
£’000
2021
£’000
2020
£’000
2019
£’000
2018
£’000
2017
£’000
Overseas revenue 785,793 679,027 653,345 649,674 639,540 538,636 482,784 539,915 580,940 509,212
UK and Ireland revenue 29,986 34,017 37,956 38,899 31,536 26,923 27,431 34,044 30,567 27,595
Total revenue 815,779 713,044 691,301 688,573 671,076 565,559 510,215 573,959 611,507 536,807
Adjusted operating profit 152,896 112,264 108,667 130,407 161,406 118,568 51,700 93,711 143,045 108,733
Adjusted profit before tax 167,954 127,231 122,594 140,983 163,742 119,666 48,614 103,862 145,081 109,079
Taxation (excluding
adjusted items) 37,2 61 27,010 25,705 28,126 28,685 23,611 11,547 16,557 20,942 12,819
Profit for the year
(excluding adjusted items
and tax on adjusted items) 130,693 100,221 96,889 112,857 135,057 96,055 37,0 67 87,305 124,139 96,260
Capital employed
2026
£’000
2025
£’000
2024
£’000
2023
£’000
2022
£’000
2021
£’000
2020
£’000
2019
£’000
2018
£’000
2017
£’000
Share capital 14,558 14,558 14,558 14,558 14,558 14,558 14,558 14,558 14,558 14,558
Share premium 42 42 42 42 42 42 42 42 42 42
Reserves 969,532 911,264 881,665 875,564 800,570 688,730 532,264 568,677 533,994 429,214
Total equity 984,132 925,864 896,265 890,164 815,170 703,330 546,864 583,277 548,594 443,814
Statistics 2026 2025 2024 2023 2022 2021 2020 2019 2018 2017
Overseas revenue as a
percentage of total revenue 96.3% 95.2% 94.5% 94.4% 95.3% 95.2% 94.6% 94.1% 95.0% 94.9%
Adjusted earnings
pershare 179.5p 137.3p 133.2p 155.1p 185.5p 132.0p 51.0p 119.9p 170.5p 132.4p
Proposed dividend
(thetotal of the final and
interim dividend) 82.0p 78.1p 76.2p 76.2p 72.6p 66.0p 0.0p 60.0p 60.0p 52.0p
Note
The results and adjusted earnings per share for the years 2016, 2017, 2018, 2019, 2020, 2021, 2022 and 2023 exclude certainitems. These were:
− 2017 (£8.0m pre-tax gain), 2018 (£10.1m pre-tax gain), 2019 (£6.1m pre-tax gain), 2020 (£21.6m pre-tax loss), 2021(£23.0mpre-taxgain)
and 2022 (£8.3mpre-tax loss) and 2023 (£5.5m pre-tax gain) gains and losses from financial instruments not effective for cash flowhedging;
− 2020 (£23.8m loss), 2022 (£1.7m gain) and 2023 (£0.7m) restructuring costs;
− 2021 (£3.2m loss) and 2022 (£0.2m gain) third-party FSP costs;
− 2022 (£11.7m loss) UK defined benefit pension scheme past service cost;
− 2023 (£2.1m loss) US defined benefit pension scheme past service cost;
− 2024 (£nil);
− 2025 (£2.3m pre-tax loss) closure of Edinburgh research facility, (£2.1m pre-tax loss) closure of drug delivery business, (£4.9m pre-tax loss) other interest
payable on historical and non-recurring tax matters. (£9.2m loss) on prior year adjustment taxation charge on historical and non-recurring tax matters and
(£1.9mgain) taxation on adjusting items;
− 2026 (£14.9m pre-tax loss) cost reduction programme, (£2.0m pre-tax loss) loss of office payable to Executive Director, (£0.7m pre-tax loss) closure of drug
delivery business, (£0.8m pre-tax gain) other interest payable on historical and non-recurring tax matters, (£5.4m gain) prior year adjustment taxation charge
onhistorical and non-recurring tax matters, and (£3.7m gain) taxation on adjusting items.
The proposed dividend for FY2026 excludes the special dividend of 70.0p per share.
10-year financial record
198
Renishaw plc Annual Report 2026
CONTENTS
AGM
Annual General Meeting
AI
artificial intelligence
AM
additive manufacturing (3D printing)
APAC
Asia Pacific
APM(s)
alternative performance measure(s)
CO
2
e
carbon dioxide equivalent
Company
Renishaw plc
CMM
co-ordinate measuring machine
CNC
computer numerically controlled
CPI
consumer price index
DESNZ
Department for Energy Security and Net Zero
DTR
the FCA’s Disclosure Guidance and
Transparency Rules
EBT
Employee Benefit Trust
EMEA
Europe, Middle East and Africa
EPS
earnings per share
ERP
enterprise resource planning
ESG
environmental, social and governance
EUR
Euro
EV
electric vehicle
EY
Ernst & Young LLP
FCA
Financial Conduct Authority
FRC
Financial Reporting Council
FSP
formal sale process
FX
foreign exchange
GBP
Great British Pound or Pound Sterling
GHG
greenhouse gas
GMP
Guaranteed minimum pension
Group
Renishaw plc and its subsidiaries
GWP
global warming potential
HKD
Hong Kong Dollar
ICE
internal combustion engine
IFRIC
International Financial Reporting
Interpretations Committee
IFRS
International Financial Reporting Standards
IP
intellectual property
IPCC
International Panel on Climate Change
Glossary
ISO/IEC 270001
International standard for information
securitymanagement
JPY
Japanese Yen
kW
kilowatt – an amount of power equal to
1,000watts
kWh
kilowatt hour – an amount of energy equivalent
todelivering 1kW of power for anhour
LTIP
Long-Term Incentive Plan
M&A
mergers and acquisitions
NCI
non-controlling interest
OCI
other comprehensive income
OEM
original equipment manufacturer
P&L
profit and loss account
PBT
profit before tax
PSP
Performance Share Plan
RDEC
research and development tax credit
RIS
Regulatory Information Service
RIDDOR
Reporting of Injuries, Diseases and
Dangerous Occurrences Regulations 2013
SBTi
Science Based Targets initiative
Scope 1
direct GHG emissions occur from sources
that are owned or controlled by the Group.
For example, emissions from combustion
inowned or controlled boilers, generators,
vehicles, etc.
Scope 2
GHG emissions from the generation of
purchased electricity consumed by
theGroup
Scope 3
indirect GHG emissions are a consequence
of the activities of the Group, but that occur
from sources not owned or controlled by
theGroup
tCO
2
e
Tonnes of carbon dioxide equivalent
TCFD
Task Force on Climate-related Financial
Disclosures
TSR
Total shareholder return, calculated as
change inshare price, assuming dividends
are immediately reinvested
ULEV
ultra-low emission vehicle
UKLR
The FCA’s UK Listing Rules
UN SDG
United Nations Sustainable Development Goal
USD
United States Dollar
Trademarks
The following registered and unregistered trademarks, which are owned by Renishaw plc and its subsidiaries, appear throughout
this Annual Report.
AGILITY
®
ASTRiA
™
CARTO
™
Equator
™
Equator-X
™
MODUS
™
MODUS
™
IM Strada
®
RenAM
®
TEMPUS
™
199
Renishaw plc Annual Report 2026
SHAREHOLDER INFORMATION
CONTENTS
SHAREHOLDER INFORMATION
Ordinary shares
The Company has one class of ordinary 20p shares listed on
theLondon Stock Exchange under code RSW, ISIN number
GB0007323586.
Registrars
For all enquiries about shareholders’ holdings, transfer and
registration of shares, and changes of name and address,
contact the Company’s registrars, Equiniti Limited:
Equiniti
Highdown House
Worthing
West Sussex
BN99 6DA
Telephone: +44 (0)371 384 2169
Website: www.shareview.co.uk
Calls are charged at the standard geographic rate. Calls outside
the UK will be charged at the applicable international rate. Lines
are open from 8:30am to 5:30pm (UK time), Monday to Friday
(excluding English and Welsh public holidays).
AGM
Our 2026 AGM will be held on Wednesday, 25 November
2026at our headquarters at New Mills, Wotton-under-Edge,
Gloucestershire, GL12 8JR at 10am. Further details can be
foundin the Notice of Meeting, which is set out in a separate
circular to shareholders. Shareholders holding shares in the
Company through a nominee service should arrange to be
appointed as a corporate representative or a proxy in respect
oftheir shareholding in order to attend and vote at the meeting.
Financial reports
The Annual Report and copies of previous financial reports are
available at www.renishaw.com/investor. The half-year results
and the preliminary announcement of the full-year results are
published on our website promptly after they have been
releasedthrough a Regulatory Information Service.
Electronic communications
All shareholder communications, including the Company’s
Annual Report, are made available on the Renishaw website,
and you may opt to receive email notifications informing you
when shareholder communications are available to view and
download rather than receiving paper copies through the post.
Receiving communications electronically provides certain
advantages to shareholders and Renishaw, including accessing
documents more quickly, reducing our environmental impact
andreducing the cost of printing and delivery of documents.
Ifyou would like to sign up for this service, visit Equiniti’s
Shareview Portfolio website. You may change the way you
receive communications at any time by contacting Equiniti.
Dividend mandate
Shareholders can arrange to have their dividends paid directly
into their bank or building society account by completing a bank
mandate form. This is the most secure and efficient method of
payment. A mandate form can be obtained from Equiniti or you
will find one on your last dividend confirmation.
Shareholder information
Financial calendar
Annual General Meeting
25 November 2026
Half year
31 December 2026
Half-year results
February 2027
Trading update
May 2027
Final dividend and special dividend
Ex-div date 29 October 2026
Record date 30 October 2026
Payment date 3 December 2026
Interim dividend (provisional)
Ex-div date 4 March 2027
Record date 5 March 2027
Payment date 6 April 2027
Registration details and Company Secretary
Group General Counsel & Company Secretary
Kasim Hussain
Registered office
New Mills
Wotton-under-Edge
Gloucestershire
GL12 8JR
Telephone: +44 (0)1453 524524
Email: companysecretary@renishaw.com
Website: www.renishaw.com/investor
Registered number
01106260 (England and Wales)
Auditor and corporate advisers
Auditor
Ernst & Young LLP
Solicitors
Norton Rose Fulbright LLP
Herbert Smith Freehills Kramer LLP
Corporate brokers
UBS
Peel Hunt
Principal bankers
Lloyds Bank
BNP Paribas
HSBC
Citibank
Shareholder information
200
Renishaw plc Annual Report 2026
CONTENTS
Shareholder profile
Shareholdings %
1 1 – 5,000 1.00
2 5,001 – 25,000 2.23
3 25,001 – 50,000 2.57
4 50,001 – 100,000 4.67
5 100,001 – 500,000 15.16
6 500,001 – 1,000,000 9.43
7 1,000,001 – 3,000,000 14.69
8 more than 3,000,000 50.25
Share fraud
We are aware some of our shareholders have received
unsolicited calls or correspondence, offering to buy or sell
theirshares for a price in excess of the current market price.
Thecallers can be very persuasive and extremely persistent
andoften have professional websites and telephone numbers
tosupport their activities. These callers will sometimes imply
aconnection to Renishaw and provide incorrect or misleading
information. Please be aware this is likely to be a scam – the
safest thing to do is hang up.
You are advised to be wary of unsolicited advice or offers to
buyshares.
See www.fca.org.uk/consumers/protect-yourself-scams for
further advice.
Find out more or report suspected fraud to the FCA on their
consumer helpline 0800 111 6768 (overseas callers dial
+44207066 1000) or using the share fraud reporting form
available at www.fca.org.uk/consumers/report-scam.
If you have already paid money to share fraudsters contact
Report Fraud on 0300 123 2040 (overseas callers dial
+44300123 2040) or their online fraud reporting tool at
www.reportfraud.police.uk/guide-to-reporting. If you live in
Scotland, you should report to Police Scotland by calling 101,
orcontact Advice Direct Scotland on 0808 164 6000.
Cautionary note and safe harbour: this Annual Report has
been prepared for the purpose of assisting the Company’s
shareholders to assess the strategies adopted by the
Company and the potential for those strategies to succeed
and no one, including the Company’s shareholders, may
relyon it for any other purpose.
This Annual Report has been prepared on the basis of the
knowledge and information available to the Directors at the
time. Given the nature of some forward-looking information,
which has been given in good faith, the Company’s
shareholders should treat this information with due caution.
1
2
3
4
5
6
7
8
201
Renishaw plc Annual Report 2026
SHAREHOLDER INFORMATION
CONTENTS
CONTENTS
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Renishaw plc
New Mills, Wotton-under-Edge,
Gloucestershire GL12 8JR
United Kingdom
T: +44 (0)1453 524524
E: uk@renishaw.com
For more information visit:
www.renishaw.com