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Ibstock Plc Annual Report and Accounts 2025
Navigating today.
Shaping tomorrow.
200
Contents Welcome
Strategic Report
1 2025 highlights
2 Our bicentenary
4 Our story
6 At a glance
7 Our products and solutions
8 Chairs Statement
10 Investment case
11 Chief Executive Officer’s Statement
15 Market and industry overview
19 Our business model
20 Our strategy
24 Key performance indicators
26 Operating Review
29 Group Financial Review
34 Section 172(1) Statement
35 Stakeholder engagement
39 Sustainability
47 Non-Financial and Sustainability
InformationStatement
48 Principal risks and uncertainties
53 Viability and Going Concern Statements
Governance Report
55 Chair’s Introduction to the GovernanceReport
56 Governance at a glance
58 Board of Directors
60 Governance framework
62 Corporate Governance Statement
63 Board leadership and company purpose
66 Board activities
70 Division of responsibilities
71 Composition, succession and evaluation
74 Audit, risk and internal control
76 Nomination Committee Report
81 Sustainability Committee Report
83 Audit Committee Report
91 Directors’ Remuneration Report
96 2025 Directors’ Remuneration Policy
102 Annual Report on Remuneration
111 Directors Report
114 Directors’ Responsibility Statement
Financial Statements
115 Independent Auditor’s Report
124 Consolidated income statement
125 Consolidated statement of
comprehensive income
126 Consolidated balance sheet
127 Consolidated statement of
changes in equity
128 Consolidated cash flow statement
128 Reconciliation of changes in cash and cash
equivalents to movement in net debt
129 Notes to the consolidated
financial statements
165 Company balance sheet
166 Company statement of changes in equity
167 Notes to the Company financial statements
171 Group five-year summary
Additional Information
174 Sustainability and Climate Change Reporting
174 Sustainability Reporting Data
176 Sustainability Performance Data
178 Task Force on Climate-related
FinancialDisclosures
192 Shareholder information
2025 was a year that tested both our resilience and
determination. Whilst we celebrated the 200th anniversary
ofour site in Leicestershire, like many businesses we faced
significant uncertainty and market challenges. Despite this, we
continued to move forward – navigating today while shaping
tomorrow, both forIbstock and a new era of building in the UK.
Our ability to achieve this comes from a strength built in:
combining heritage with innovation, operational resilience,
anda clear strategy for sustainable growth.
Ibstocks robust foundations, alongside a willingness to take
decisive actions when necessary, mean that we are well
positioned for the market recovery and the creation of
long‑term value. I am proud to present our 2025 Annual
Reportand Accounts in such a special year for the business
andall our stakeholders as we look to the future.
We remain, ‘at the heart of building.
Read more about our company
on our website – access using
this QR code or by visiting
www.ibstock.co.uk
2
00
Read more about our 200 years
on pages 2 to 3
Read more from our
Chief Executive Officer
on pages 11 to 14
Front cover image
Product: Leicester SM2 Range
Project: Brookfield University Campus
Joe Hudson
Chief Executive
Officer
Strategic Report
Governance Report Financial Statements Additional Information
Ibstock Plc | Annual Report and Accounts 2025
2025 highlights
Revenue
£372m
2024: £366m
Absolute carbon reduction (Scope 1 and 2)
41%
1
2024: 49%
Customer referral rating
7.93
2024: 7.65
Female representation in
seniorleadership
32%
2024: 34%
Statutory reported basic earnings/(loss)
per share
0.8p
2024: 3.8p
Adjusted EBITDA*
£71m
2024: £79m
Adjusted free cash flow*
£(10)m
2024: £11m
Statutory reported profit before tax
£1m
2024: £21m
Clay reserves
70mt
2024: 73mt
Share of revenue from new andmore
sustainable products
25%
2024: 22%
Total dividend per share
3.0p
2024: 4.0p
Adjusted EPS*
5.7p
2024: 7.7p
Net debt*
£120m
2024: £122m
Financial highlights Non-financial highlights
* Alternative Performance Measures (‘APMs’) are described in Note 3 to the consolidated financial statements. All future references to APMs
within the Strategic Report and Governance Report of this Annual Report are denoted by an asterisk, unless otherwise indicated.
1 Of the 41% reduction, 25% is permanent carbon reduction on 2019 baseline, 16% is temporary production volume decrease which we
forecast to reverse by 2030.
Read more in the Chief Executive Officer’s
Statement on pages 11 to 14
Read more in the Operating Review
on pages 26 to 28
Read more about our key performance indicators
on pages 24 to 25
Read more about our approach to sustainability
on pages 39 to 46
Strategic Report
Governance Report Financial Statements Additional Information
1Ibstock Plc | Annual Report and Accounts 2025
Our bicentenary
Strength built in:
Celebrating 200
years of Ibstock
For two centuries our story has reflected resilience,
innovation and progress. Whilst some of our factories are
older, in 2025 we celebrated entering 200 years in the
namesake heart of our business in the village of Ibstock.
1825
The first coal shaft was sunk at Ibstock,
North-WestLeicestershire, by William Thirlby.
1970s 1980s
Ibstock expanded internationally by acquiring
brickworks in Europe and the United States,
including Glen-Gery Corporation LLC.
1990s
Increased our share of the UK brick market making
a number of acquisitions, including Redland Brick
and Ellistown before its takeover by CRH Plc.
2002
Acquisition of Kevington to develop our position
inspecial brick shapes and prefabricated systems.
1914
Ibstock was producing around three million bricks
perannum.
Strength built in
Expansion into global markets.
Strength built in
Market leadership secures substantial scale.
Strength built in
Securing new market drivers, adding revenue
and strengthening competitive advantage.
Strength built in
Building capabilities and capacity.
2
00
Read more about our
bicentenary by scanning
the QR code below
www.ibstock.co.uk/
about-us
Strategic Report
Governance Report Financial Statements Additional Information
2Ibstock Plc | Annual Report and Accounts 2025
Late 2000s
Acquisitions of Supreme Concrete Limited (2007)
and Anderton Concrete Limited (2008) to broaden
our concrete product offerings.
Strength built in
Further expansion with new product
offerings and entry into rail and
infrastructure markets.
Our bicentenary continued
2015 – 2018
Ibstock Plc listed on the
London Stock Exchange. Sale of Glen-Gery.
2023 2024
Acquisition of Coltman.
Nostell redevelopment completes Phase 1 of its
automated brick slips cutting technology, and Atlas
starts to increase production of our lowest carbon bricks.
Today
A leading UK manufacturer of building products and solutions
– all backed by design and technical expertise – with major
opportunities to further shape a new era of building.
2022
Ibstock Futures opens an innovation hub in the
Midlands, acquires Generix Facades Limited and other
Glass Reinforced Concrete technologies.
2019 – 2021
Launch of I-Studio, acquisition of Longley and major
announcements of future investments at our Atlas,
Aldridge and Nostell sites.
Strength built in
Added value through access to the UK capital
markets and increased public visibility.
Strength built in
Strengthening market position
andinvestments.
Strength built in
Creating long-term value by driving
growth,efficiency and sustainability
whileenhancing competitiveness
andresilience.
Strength built in
Value add across economic, strategic
progressand reputational dimensions.
Strategic Report
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3Ibstock Plc | Annual Report and Accounts 2025
Our story
Strength
built in
...built to last.
Resilience is engineered into how we operate. We are driving
amore efficient, safer, lower-cost and more sustainable
manufacturing network, underpinned by disciplined cost
controland a deep level of knowledge and technical expertise.
This enables us to deliver reliably, even in the most challenging
markets. We flex capacity, manage costs and sustain margins
with focus and discipline. Our scale and operational strength,
honed over two centuries of leadership in UK manufacturing,
giveus the confidence to keep building for the long term.
Over £325m
Strategic investment over the last eight years driving
higher-quality, lower-cost, more efficient and even more
sustainable products for UK construction markets.
Read more in our
timeline on pages 2 to 3
We are...
Product: Bespoke Precast Anderton Concrete Rail Trough
Project: HS2
At the heart of Ibstocks success is a set of
defining strengths that shape who we are
and how we perform. Each reflects the
qualities that underpin our performance,
showing a business that delivers with
discipline, innovates with purpose and
builds confidently for the future.
Strategic Report
Governance Report Financial Statements Additional Information
4Ibstock Plc | Annual Report and Accounts 2025
Our story continued
...thinking beyond.
For our customers and the changing marketplace – we combine
over 200 years of heritage with innovation to shape how Britain
builds. Our leadership in producing the highest quality building
products is built on our proven resilient, safe and high-performing
product range. At the same time, we are innovating and
diversifying to capitalise on fast growing market sectors and
delivering even more sustainable building products and higher-
value solutions. From modern façades to next-generation bricks, we
are investing today and thinking beyond for a new era of building.
Read more in our Operating
Review on pages 26 to 28
Read more about sustainability
on pages 39 to 46
25%
Percentage of revenue generated from new
andsustainableproducts.
...creating lasting value.
We deploy capital with discipline and intent, supporting
long-term growth while optimising returns to shareholders.
Ourstrong cash generation and balance sheet give us the
flexibility toinvest in innovation and market diversification,
aswell as incremental cash distributions to shareholders.
Thisapproach ensures we build the capabilities that will deliver
sustained performance and value over time – underpinned by
thestrength, skill and care of our people.
Read more in our Group Financial
Review on pages 29 to 33
3.0p dividend
Targeted cover of approximately 2x underlying
earnings through the cycle.
...stronger together.
The Ibstock team is building a more connected, efficient and
customer-focused business. By uniting our brands, people and
data, we are working towards sharper execution, faster decisions
and reinforcing our category leadership – creating greater
long-term value for our customers and shareholders. Our
integrated model is strengthening competitiveness and laying
the foundations for sustainable growth.
Unified Ibstock
Commercial model to enhance customer experience
and drive cross-selling opportunities.
Read more in our Chief Executive Officer’s
Statement on pages 11 to 14
Strategic Report
Governance Report Financial Statements Additional Information
5Ibstock Plc | Annual Report and Accounts 2025
At a glance
Building Britain for
over200years
Ibstock exists to build a better
world by being at the heart
of building.
We are a leading supplier of clay, concrete
and diversified building products and solutions
to the UK construction industry.
As the UK’s largest brick manufacturer, alongside
offering a wider range of leading building
products, we combine scale, technical expertise
and innovation to deliver long-term value.
Clay products
We are the UK’s largest brick manufacturer,
producing millions of clay bricks across
15sitessupported by 15 active quarries.
Ourportfolio includes the highest quality and
high performing facing bricks, masonry products
and prefabricated components through our four
Kevington sites – delivering design flexibility and
structural integrity for residential, commercial
and infrastructure projects.
Concrete products
We are a leading producer of concrete walling,
flooring and fencing products, complemented
by lintels, rail and infrastructure solutions.
Operating from 11 UK sites, we provide
durable,versatile products that support
housing, landscaping and major infrastructure
projects nationwide.
Diversified products
andsolutions
Driving innovation and diversification,
IbstockFutures focuses on even more
lower-carbon solutions and Modern Methods
ofConstruction (‘MMC’).
Predominantly based at our Nostell
redevelopment, we create next-generation
building systems to increase capacity and deliver
new solutions for a new era of construction.
Read more about our strategy
on pages 20 to 23
Read more in our Operating Review
on pages 26 to 28
Who we are What we do
£372m
Ibstock Clay £260m
Ibstock Concrete £112m
Total revenue
£71m
Ibstock Clay £68m
Ibstock Concrete £9m
Unallocated costs £(6)m
Total Adj. EBITDA*
200+
years of experience
300+
different brick products
32
manufacturing sites across the UK
c.70m
tonnes of consented clay reserves
1,944
employees
99%
of raw materials sourced in UK
Read more about our business segments
on pages 11 to 14
Our business in numbers
112
260
12%
88%
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6Ibstock Plc | Annual Report and Accounts 2025
Our products and solutions
Strength in
our offering
Bricks & Masonry
@ Facing bricks
@ Engineering bricks
@ Brick slips
@ Special shaped bricks
@ Walling stone
@ Architectural masonry
@ Prefabricated components
@ Eco-habitat range
Façade Systems
@ FastWall
@ Brick slips
@ IBricks
@ Façade systems – brick,
stone or GRC (Generix)
@ Mechanical brick slip systems
@ Lintels and soffits (Nexus)
@ Other bespoke solutions
Design &
TechnicalServices
@ Expert design and
technicalservice
@ Training and CPD sessions
@ End-to-end project support
Read more about our products and services
byscanning the QR code below
www.ibstock.co.uk/products-and-services
Ibstock concentrates on seven core
product categories, each backed by
design and technical services capabilities.
From bricks and façade systems to
flooring, landscaping, retaining walls and
infrastructure, we hold leading positions
across the UK.
Design and technical services
We are committed to providing the best possible design and
technical support to our customers. From expert advice to a
sector-leading training and continuing professional development
provision, our range of design and technical services is especially
configured to give architects and specifiers the access to the
support they need, at every stage on their project journey –
fromconcept to build.
Strategic Report
Governance Report Financial Statements Additional Information
7Ibstock Plc | Annual Report and Accounts 2025
Staircases
& Lift Shafts
@ Precast staircases
@ Lift shafts
Fencing & Landscapes
@ Fence posts
@ Copings and capping
@ Gravel boards
@ Bollards
@ Balustrades
@ Path edging
@ Gully surrounds
@ Urban landscaping
@ Eco-habitat range
Retaining Walls
@ Stepoc
@ Slopeloc
@ Keystone
Flooring & Lintels
@ Beam and block flooring
@ Insulated flooring
@ Hollowcore screed rails
@ Padstones and lintels
Rail & Infrastructure
@ Rail troughs
@ Platform copers
@ Cable theft protection
@ Signal bases
@ Utility ducts
@ Inspection chambers
Chair’s Statement
Building for
the future
possessing a progressive and sustainable vision
for the future. Everyone I have met understands
this history and is proud to work for such a
long-standing and established name that has
played its part in Britains industrial history.
Ilook forward to providing a contribution to
such a valuable and interesting story.
Financial results
The business has performed with resilience
during 2025 and has made some difficult
decisions, including two updates to the stock
market in June and October, as the market
became progressively tougher during the year.
Revenue for the period was up by 2% to
£372million (2024: £366 million) led by strong
new-build growth in H1. Ibstock Clay revenues
were up 5% to £260 million, whilst Ibstock
Concrete delivered £112 million, 5% lower than
the prior year. Slow repair, maintenance and
improvement (‘RMI’) demand resulted in
average pricing being marginally down.
Adjusted EBITDA was down 10% to £71 million
(2024: £79 million), reflecting cost inflation,
adverse product mix and increased costs as
capacity was reinstated. Statutory profit before
tax of £1million (2024: £21 million), reflected
lower trading performance and an exceptional
chargeof £19 million (2024: £12 million).
Thelevel of net debt reduced to £120 million
(2024: £122million), including c.£30 million
ofproceeds from non-core divestments.
Introduction
Having joined Ibstock during 2025, this is my
first statement as Chair, and I am particularly
pleased to be doing so as the Company
celebrates its 200th anniversary. My colleagues
on the Board have been extremely welcoming
and I look forward to working with them and
Ibstock’s senior management teams as we
head into 2026 and beyond. I would like to
express my sincere thanks to Jonathan Nicholls,
my predecessor, for his support during the
handover of responsibilities and my induction
into all things Ibstock. Jonathan played a key
role in guiding the business from its listing on
the London Stock Exchange in 2015 and
provided sound and consistent leadership
during what has proved tobe 10 years of
particularly challenging circumstances, both
inour sector and for the global economy.
IknowI speak for all of my colleagues when
Iwish him every success for the future.
First impressions
My first few months have been spent getting
toknow the business, its operations and people
and its culture. I have tried to get out and visit
as many of our sites as possible, to get an
understanding of the Company’s products and
manufacturing processes, as well as meeting
with a range of key stakeholders. It goes
without saying that Ibstock represents a
business with a rich and colourful legacy whilst
Ibstock is a business with a rich and
colourful legacy, whilst possessing a
progressive and sustainable vision for
the future.
Richard Akers
Chair
Strategic Report
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8Ibstock Plc | Annual Report and Accounts 2025
Chairs Statement continued
Strategy
We undertook a detailed review of our existing
corporate strategy at a session in November.
This gave us an opportunity to test and
challenge the assumptions, objectives and
plans of Ibstocks senior teams as we faced
intocontinued market uncertainty. I am clear
that this strategy remains appropriate for the
business, and that those actions that came
outof the meeting will support our strategic
progress in the coming years.
During the year, our Atlas Pathfinder factory
continued to progress its commissioning process
and full production capability is expected in
2026, delivering lower cost and more efficient
capacity. The Nostell investment is now
largelycomplete, with good progress on the
construction of the UK’s most advanced ceramic
façade facility. We are also well advanced in
renewing options for our calcined clay
opportunity. To increase the strength of our
balance sheet, we took the decision in Q4 to sell
surplus land assets and our Forticrete roofing
sites for a total consideration of c.£30 million.
This will have no meaningful impact on the
Groups future financial performance and we
continue to look at optionality around our land
assets to further strengthen the balance sheet.
Dividend
The Board recommends a final dividend of
1.5pence per share (2024: 2.5 pence), resulting
in a full-year dividend of 3.0 pence per share
(2024: 4.0 pence).
Our employees
We are committed to driving best in class
standards for health, safety and wellbeing for
allcolleagues and support Ibstock’s culture
withenthusiasm. Having been through another
tough year, I would like thank all those involved
for their incredible contributions to Ibstock.
Board changes
The period under review has seen significant
changes at Board level as Jonathan Nicholls
leftus in May and Chris McLeish, our former
CFO, having accepted a new role, moved on
inOctober. On behalf of the Board, I can only
reiterate our best wishes for both Jonathan and
Chris in the future. Having started the process
tofind a replacement for Chris McLeish, a key
priority for the Nomination Committee is to
finalise that search and be in a position to
announce a successor soon.
We will soon also lose Justin Read, who has
been Chair of the Audit Committee since
2017as he steps down at the AGM in May, in
accordance with the requirements of the UK
Corporate Governance Code 2024 (the ‘Code’).
Justin has been outstanding as Chair of this
important Committee and his presence and
counsel will be sorely missed. The process to
finda replacement for Justin has completed
and I can confirm the appointment of Martin
Payne with effect from 30 March 2026. Further
details of this recruitment process can be found
in the Nomination Committee Report on
pages76 to 80.
Diversity
The Board recognises the benefits that a diverse
Board and workforce can bring to a company,
and we are committed to ensuring that Ibstock
is a diverse, fair and inclusive place to work.
The Board is cognisant of the FTSE Women
Leaders Review recommendation that FTSE 350
companies should have at least one woman in
the role of Chair, Senior Independent Director,
Chief Executive Officer (‘CEO’) or Chief
Financial Officer (‘CFO’). We remain committed
to addressing the balance within these roles as
succession plans are developed, but will always
make appointments that are based upon an
individual’s merit, suitability and ability to carry
out a role successfully.
Governance
The Board is more committed than ever to
driving long-term sustainable performance for
the benefit of all our stakeholders. This includes
the application of high standards of corporate
governance and making sure that these
principles are embedded into our culture.
Withinthis report we set out in detail how we,
asa Board, have made decisions, engaged
withour stakeholders and complied with the
principles of the Code.
Sustainability
We have made good progress on our sector-
leading sustainability and social impact agenda,
sharpening our focus on carbon, product
innovation and sector skills. During the year,
wewere also delighted to report progress on
ouroverall decarbonisation journey, which now
positions us as halfway to achieving our 2030
carbon reduction goal of 40%. In addition to
carbon, we made progress in a number of other
areas ofsustainability such as waste and water
reduction and biodiversity.
Looking towards the future
With markets remaining subdued, we are working
hard to maintain our volumes and margins.
Some success in generating growth impetus
inthe housing market would be materially
beneficial to our efforts, both to generate
returns and to maintain our modernised and
enhanced production capacity.
Reflecting our current view of a subdued market,
we will be actively managing production
volumes and inventory, which will create a
margin headwind in 2026 although these
actions will improve working capital efficiency
and strengthen the balance sheet. Improved
cash generation and reduction in leverage
provide optionality for future growth and
capitalreturns.
The Board remains confident in the medium-
term prospects for the business, although the
pace and timing of the recovery remain uncertain.
Richard Akers
Chair
4 March 2026
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9Ibstock Plc | Annual Report and Accounts 2025
Investment case
Why invest
in Ibstock?
Our business has strong
fundamental qualities
@ Broad exposure to markets with attractive
long-term growth potential.
@ Established market leadership position in our
core brick market and leadership positions in
attractive segments of the concrete building
products market.
@ Diversified market exposure and a product
range unrivalled in its breadth and depth.
@ Well-invested asset base, extensive
consentedclay reserves and unrivalled UK
operational network, creating a strong,
competitive position.
@ A trusted partner to a high-quality,
long-standing customer base.
We are focused on growth
@ Compelling growth strategy combining
development of our core businesses
withdiversified growth addressing new
opportunities in emerging, fast-growth
areasof the UK construction market.
@ Strong pipeline of growth projects in our
corebrick and concrete businesses.
@ Ibstock Futures – an exciting opportunity
todiversify and capture growth from
faster-growing segments of construction
markets. These markets are centred on the
use of even more sustainable building
materials and MMC.
@ Strong organic and inorganic pipeline
underpinning significant medium-term
growth potential.
We are creating
shareholdervalue
@ Significant earnings growth potential over
themedium term.
@ Structurally strong operating margins and
cash generation.
@ Robust balance sheet and disciplined capital
allocation framework provide the platform
toboth invest further for growth and deliver
incremental shareholder returns. We have
invested organically more than £325 million
over eight years.
@ Payment of ordinary dividends with a
targeted cover of approx 2x underlying
earnings through the cycle.
@ Excess capital returned to shareholders
asappropriate.
We have built sustainability
into our strategy, our
products and our processes
@ A resilient and responsible business run
forthe long term.
@ Leading our industry on the adoption of
sustainable business practices, supporting
ourcustomers’ sustainability journeys,
aswellas meeting our own carbon
reductiontargets.
@ Seizing the growth opportunity
throughtheaccelerating transition
tosustainable construction.
Read more about our business
on pages 6 to 7
Read more about Ibstock Futures
on pages 27 to 28
Read more about our financial progress and targets,
which demonstrate our ambition to deliver strong
growth and returns in the medium term,
on pages 29 to 33
Read more about our progress against
our sustainability targets
on pages 39 to 46
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10Ibstock Plc | Annual Report and Accounts 2025
Chief Executive Officer’s Statement
Strategic progress
with strength built in
Given the evolving demand dynamics in H2,
weright-sized capacity and reduced headcount,
focusing on driving efficiencies through both
the factory network and our support functions,
which will deliver c.£5 million of annualised
costsavings.
With disciplined capital allocation and a focus
on priority markets, we generated c.£30 million
of proceeds through the disposal of non-core
assets, including the sale of our Forticrete
roofing sites and the sale of surplus land.
The Group remains committed to maximising
returns through innovation and capacity
optimisation. Our Atlas investment continues
tomake progress, with commissioning
underway across its full brick product range.
Wewere pleased to showcase this facility to
investors inlate 2025, demonstrating first hand
how weare combining cutting-edge technology,
efficiency and innovation to set new standards
for the industry.
At Nostell, the second phase of the investment
programme is also progressing well. Once
complete, it will be the UK’s most advanced
ceramic façade facility, producing our new
IBrickrange, which will also support innovative
solutions such as FastWall. These products are
already generating significant interest in the
market and provide a new avenue of growth
forthe Group.
Market dynamics in 2025
changed as the year
progressed. After a strong start
to the year, conditions became
progressively morechallenging.
In the first and second quarter, the market
wasup 17% and 10% respectively. In the
thirdquarter growth decelerated to 4% before
an actual decline of 2% in the final quarter
compared to the prior period. Overallbrick
volumes were 1.83 billion (2024: 1.72billion),
c.27% below the recent 2022 peak, although
6% up on prior year. Imports were 352million
(2024: 316 million) representing 19%(2024: 18%)
of the market. Our market leadership and
differentiated offering enabled share gains in
clay brick with 8% volume growth.
Average selling prices in brick were marginally
down on 2024, reflecting the tough environment
and a shift in mix. We saw more growth in
wire-cut bricks which serves new-build residential
whilst demand for our soft mud bricks exposed
to RMI and specification markets was
moremuted.
As we entered 2025, with market momentum
continuing from 2024, we took steps to
re-activate network capacity to meet the
recovering demand. However, we incurred
higher than expected incremental costs to
reactivate this capacity and ultimately the
initialmomentum was not sustained and our
capacity moved ahead of demand.
The Group remains committed to
maximising returns through innovation
and capacity optimisation.
Joe Hudson
Chief Executive Officer
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11Ibstock Plc | Annual Report and Accounts 2025
Chief Executive Officer’s Statement continued
With major capex projects nearing completion,
and a high cash drop through on incremental
volumes, we are well positioned to capitalise on
a market recovery, although the timing of a
recovery remains uncertain. Strategic options,
including further land disposals and the
commercialisation of our unique Calcined
Clayreserves, will further strengthen the
balance sheet providing significant optionality
in respect of future growth and capital returns.
Financial performance
Revenue for the period was up by 2% to
£372million (2024: £366 million). We saw a
strong H1, with brick volume growth of 15%;
which contrasted with flat growth in H2 as
markets became tougher. A marginal full-year
price decline reflected the challenging trading
environment as well as a mix impact with
stronger growth in the new-build residential
market and a relatively weak RMI sector.
Group Adjusted EBITDA* of £71 million
(2024:£79 million) was down 10% and in line
with therevised guidance given in October
2025. Adjusted EBITDA* margin declined to
19.1% (2024:21.7%). This reflected both
inflationary pressure, increased costs related to
ramping upclay capacity, and adverse product
mix including lower volumes in higher-margin
Concrete categories.
Statutory profit before tax of £1 million
(2024:£21 million), reflected lower trading
performance and an exceptional* charge of
£19million (2024: £12 million).
The Group’s net debt* at the year end
improvedto £120 million (2024: £122 million).
Divisional review
Clay
The Clay division delivered a resilient volume
performance against a tough market backdrop.
Strong volume growth in H1, and a broadly flat
H2, resulted in revenues up 5% to £260 million
(2024: £249 million). We saw more growth in
wire-cut bricks, which are more favoured in
new-build housing markets, whilst demand
forour soft-mud bricks, which are more
exposedto RMI and specification markets
andconcentrated in the South-East/London
regions, was more muted. Within this, Ibstock
Futures delivered sales for the full year of
£9million (2024: £10 million).
A more competitive environment constrained
pricing which, together with a negative shift
insales mix, led to average prices slightly below
the comparative period.
Adjusted EBITDA* of £68 million
(2024: £72million) was down by 6% due
tocost inflation, adverse product mix and
incremental fixed costs, which tapered as the
year progressed. This negative impact was
partially offset by firmer pricing towards the
end of the year. Performance benefited from
anincrease in inventory with the absorption of
fixed cost as production levels exceeded sales
volumes in the year as demand weakened. The
Clay division includes the financial performance
of the Ibstock Futures business, where financial
performance moved forward with overall net
costs for the business reducing to £2 million
from £7 million in 2024. Adjusted EBITDA
margins for the period for the Clay division
weredown by 290 bps to 26.2% (2024: 29.1%).
Concrete
Revenues within the Concrete division reduced
by 5% to £112 million (2024: £117 million).
Residential new-build sales volumes were
tempered by lower growth in the RMI market
and falling sales volumes as UKrail infrastructure
markets continued to be impacted by control
period spending constraints.
Adjusted EBITDA* fell 37% to £9 million
(2024:£15 million) with an Adjusted EBITDA
margin of 8.3% (2024: 12.5%), reflecting adverse
product mix with lower volumes in higher margin
rail infrastructure and RMI markets.
In Q4 2025, we completed the disposal of
landassets and our Forticrete roofing sites,
releasing approximately £30 million of capital
from non-core activities. The Roofing operation
was relatively small, and its exit allows greater
focus on core clay and concrete activities
without materially impacting the Groups
futureperformance.
Our Nostell Horizon Factory
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Chief Executive Officer’s Statement continued
Commissioning and ramp-up progressed well
through the year, and we are now delivering
sixof the 13 planned products, with the
remainder – including our carbon-neutral range
– coming online through 2026. The range has
been well received by customers, combining the
aesthetics of soft-mud bricks with the efficiency
and consistency of wire-cut production,
meetingdesign-led demand while improving
operational performance.
We expect an increasing appetite for
theseproducts and a corresponding uplift
inprofitability driven by Atlas’ advanced,
efficient manufacturing model.
The factory has been shortlisted for the
Governments second round of hydrogen
funding known as HAR2. This will reduce costs,
increase efficiency and improve sustainability
even further. The new factory has already
reduced the level of carbon emissions by c.50%
compared to the original Atlas Factory, and with
the construction of a green hydrogen facility
adjacent to the factory there is the potential to
reduce the carbon footprint by c.75% compared
to the original Atlas Factory.
Nostell
The first phase of the Nostell project, the
automated brick slips cutting facility, is fully
commissioned. The second phase, a larger-scale
innovative ceramics façades line, is progressing
well. This new line will bring unrivalled flexibility
and choice to the façades market when fully
commissioned in 2026. We have received an
encouraging customer response to early
product and design innovation and have seen
aparticularly strong market response to the
launch of our FastWall product. We continue
toview Nostell as enabling a highly attractive
source of diversified growth for Ibstock in the
years ahead.
Sustain, Innovate, Grow
Our operational strategy is anchored around
thepillars of Sustain, Innovate and Grow.
Tosharpen our focus on execution on these
strategic goals we have defined five focus areas
under the banner of a unifying ‘North Star’.
Although the pillars are distinct, in reality
manyof the initiatives highlighted below are
applicable across all three.
Sustain: Embedding operational
andservice excellence
A Safe Reliable Production System
Health and safety remains our number one
priority as a business.
Whilst in 2025 we made meaningful progress
on strengthening safety leadership across our
sites, along with greater risk controls, we
recorded a Total Injury Frequency Rate (‘TIFR’)
of 36.6 (2024: 31.4). This was driven primarily
bycommissioning and transition activities of
our large projects – with multiple learnings
taken from the teams.
We also advanced the Safe Reliable Production
System programme. This multi-year initiative
will drive an updated, standardised operating
model for all Ibstock factories to improve
performance and reliability and embed safe
practices even further.
Customer focus
We are developing a stronger data-driven
approach to demand insights, including the
in-year development of a new Business
Intelligence platform and and pilot of an
AI-enabled forecasting model. We have also
taken a more customer segmented approach
tocustomers to optimise service levels.
Our in-year customer survey showed our overall
relationship rating improving year on year from
7.65 to 7.93. The survey has now expanded
beyond our brick category into a broader range
of product lines, enhancing the depth and
strategic value of customer feedback across
thebusiness.
Innovate: Providing new solutions
tothe UK’s critical building needs
Product development
Existing product development, coupled with
new product development (‘NPD’), focuses
oncontinuously improving our existing range,
aswell as providing new, innovative and even
more sustainable solutions to the UK
construction industry.
In the Clay division we introduced six new
products targeting the specification market.
Along with the new aesthetically focused range
from Atlas, we are building on our proposition of
focusing on higher-end customer requirements.
NPDs from Nostell, such as IBricks and FastWall,
have been well received as we anticipate the
evolving needs of our customers. In Concrete,
we have continued to take further steps to
increase the use of recycled content and lower
carbon content. Overall, our ratio of new and
sustainable products as a percentage of
revenue is consistently improving, and in
2025increased to 25% (2024: 22%), reflecting
positive customer adoption and effective
execution of our development pipeline.
Atlas
Atlas is our Pathfinder factory, pioneering
cutting-edge technology and our most
advanced wire-cut processes to deliver a step
change in efficiency. It sets the model for a
high-performance, lower-cost and more
sustainable factory of the future.
Grow: Diversification and Group
culture drives growth
Diversification into new markets and segments
continues to be a key strategic priority.
Calcined Clay
Cement and concrete currently contribute
around 8% of total global CO
2
emissions.
Calcined Clay presents the potential to reduce
carbon emissions by around 40% versus
ordinary Portland cement, and the footprint
ofour Calcined Clay reserves will enable the
firstindustrial-scale production in the UK.
Following an extensive technical assessment,
we have reached the final phase of the process
to realise the potential of our Calcined Clay
reserves, with preferred partner selection and
commercial agreement well advanced.
Employees at the Pledge Safety Awards
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13Ibstock Plc | Annual Report and Accounts 2025
Chief Executive Officer’s Statement continued
Medium-term outlook – building
foundations for growth and returns
Although timing of the market recovery remains
uncertain, we remain confident that long-term
market fundamentals remain intact and with a
well-invested, lower-cost, more efficient and
sustainable manufacturing network, we expect
to benefit from meaningful operational
leverage across the business. Ourclay factory
network has the ability to reactivate a further
20% of network capacity with minimal
additional investment.
Grow: Diversification and Group
culture drives growth continued
Sector leading sustainability
andsocialimpact
We have made good progress on our sector-
leading sustainability and social impact
agenda, sharpening our focus on carbon,
product innovation and sector skills. During the
year, we were also delighted to report progress
on our overall decarbonisation journey, which
now positions us as halfway to achieving our
2030 carbon reduction goal of 40%. In addition
to carbon, we made progress in several other
areas of sustainability such as waste and water
reduction and biodiversity.
People and culture
We aim to set the benchmark within our
industry for developing people and culture
withCare, Courage, Trust and Teamwork
beingour fundamental values.
In September 2025, we undertook the Best
Companies employee opinion survey and
maintained ‘Ones to Watch’ status, with
animpressive 83% employee participation
rate.We did see a small decline in the overall
engagement index; however, given market
conditions and uncertainty, like many
otherbusinesses, this was to be expected.
Iam,however, pleased that we did see
positivefeedback on wellbeing and mental
health support.
We also remain proud of our Early Careers
initiative and Talent Management programmes
– providing an all-employee development
offering as well as ongoing upskilling
opportunities. This was reflected in the
retention of Gold accreditation from the 5%
Club, and our Earn and Learn position was 7.2%
(2024: 7.4%), still on track for achieving our
2030 target of 10%. We remain committed to
building a diverse and inclusive organisation
that reflects the communities we serve. Our
focus on gender equity is unchanged, with
senior female representation stable at 32%
in2025 (2024: 34%) despite a number of
organisational changes. We made strong
progress in ethnic diversity, with senior leader
representation rising to 15% (2024: 7%),
aheadof our 2030 target. Through external
partnerships we continue to support industry-
wide efforts to advance inclusion and widen
access to talent.
Apprentice training at Make UK
With our major organic capital expenditure
programmes now largely complete, we expect
an acceleration in free cash flow generation
coupled with strategic actions to further
strengthen the balance sheet and provide
significant optionality on future growth and
shareholder returns.
Outlook for 2026
After a weather-impacted start to 2026
residential construction and RMI markets
areexpected to remain challenging in H1.
Weexpect modest year on year volume growth
inH2 2026, with recovery in new-build housing
and the RMI markets dependent on demand
activity gaining momentum in the spring. Price
increases implemented in February 2026 should
enable us to offset anticipated cost inflation
forthe year. Current international events in the
Middle East are expected to introduce new
uncertainty; the Group is well covered with
around 80% of its energy needs secured for the
2026 financial year.
Reflecting our current view of the market, we
will be actively managing production volumes
and inventory creating a margin headwind for
2026, although these actions will improve
working capital efficiency and strengthen
thebalance sheet.
Joe Hudson
Chief Executive Officer
4 March 2026
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14Ibstock Plc | Annual Report and Accounts 2025
Market and industry overviewMarket and industry overview
Strength from
futuregrowth
Ibstock is a leading UK
manufacturer of building
products and solutions,
supported by expert design
and technical services. Our
diverse portfolio serves both
new‑build housing and the
RMI sector.
Wealso hold strong positions in rail and
infrastructure and are driving growth in
emerging construction segments, supported by
demand formore sustainable, high-performing
products, innovative solutions and MMC.
The three largest manufacturers account for
most UK brick production, and we have the
largest clay brick production capability,
maintaining our market-leading position.
Weare well positioned in markets with strong
fundamental drivers, and our long-standing
expertise ensures that we focus on the most
significant growth opportunities.
Overall UK construction market
The UK economy continued to face headwinds
through 2025, with growth weaker than
expected. Consensus GDP forecasts were
revised down from c.2% to around 1.0% – 1.4%
for 2025 and close to 1.0% in 2026, reflecting
subdued private-sector demand, elevated costs,
lower confidence and limited support for
first-time buyers.
The Construction Products Association (CPA)
Winter 2025 – 2026 forecast shows total
construction output rising by 1.7% in 2026
and3.3% in 2027, a downward revision from
late-2024 projections. We expect modest year
on year volume growth in 2026 from the
secondhalf of the year.
Government policy changes are beginning to
support the sector through targeted funding
and regulation, though reforms are modest and
taking time to feed through. Key measures
include streamlining planning for housing and
major infrastructure, and significant investment
in school, Ministry of Defence (‘MoD’) and
healthcare estates – including Reinforced
Autoclaved Aerated Concrete (‘RAAC’)
remediation – alongside ongoing public sector
maintenance. These interventions aim to
provide a more stable foundation across public
sector and regulated construction pipelines.
Skills development remains a priority, with a
£625 million Government programme
introduced to address labour shortages and
support delivery across housing, infrastructure
and public sector projects.
Despite these positive developments, regulatory
complexity, market uncertainty and planning
friction continue to constrain momentum in the
near term.
The Building Safety Act 2022 regime is also
influencing higher-risk projects, with Gateway
approvals and compliance requirements
addingscrutiny and contributing to delays.
While supply-chain pressures have eased in
places, cost pressures and planning friction
remain key constraints.
Overall, whilst we navigate the near term, our
medium- and long-term markets remain
attractive, giving us the confidence and
resilience to keep building for the long term.
Private housing output to rise by
1.5%
in 2026 and 4.0% in 2027
Private housing RMI to fall by
1.0%
in 2026 and rise by 3.0% in 2027
Infrastructure output to rise by
3.9%
in 2026 and 4.4% in 2027
Industrial output to rise by
0.9%
in 2026 and 1.7% in 2027
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15Ibstock Plc | Annual Report and Accounts 2025
Market and industry overview continued
New housing
1
2023 2024 2025 (E) 2026 (F) 2027 (P)
Private housing
Private housing starts (No.) 131,084 91,078 100,186 109,202 119,031
(20.0)% (30.5)% 10.0% 9.0% 9.0%
Private housing completions (No.) 144,031 134,379 131,691 134,325 138,355
(13.5)% (6.7)% (2.0)% 2.0% 3.0%
Public housing
Public housing starts (No.) 41,943 36,275 34,461 36,874 39,086
(7.8)% (13.5)% (5.0)% 7.0% 6.0%
Public housing completions (No.) 45,273 44,138 42,372 43,220 44,949
9.0% (2.5)% (4.0)% 2.0% 4.0%
1 Construction data sourced from the CPA Winter 2025 – 2026forecast.
Ibstocks key markets
New-build housing is a key strategic sector for
Ibstock. We hold leading positions across both
our Clay and Concrete businesses and support
this market through:
@ long-standing strategic relationships with
UKhouse builders, distributors and
builders’merchants;
@ a broad, high-performing product range
across the building envelope, supported by
expert design and technical services;
@ unrivalled UK operational network with local
factories supporting local projects; and
@ continuous enhancement of our
existingproduct range alongside new
productdevelopment to meet evolving
customerneeds.
New private housing remains one of the most
significant segments of the UK construction
market, both in output value and strategic
importance. Data from the Office of National
Statistics (‘ONS’) shows the sector has seen
notable volatility: while the value of private new
housing fell sharply in 2023, indicators through
2025 suggest stabilisation in parts of the
market. However, the picture on the ground
remains mixed, with planning approvals at
historically low levels, constraining future starts
due to ongoing delays and resourcing pressures
across local authorities.
Average house prices grew modestly in 2025,
although momentum slowed compared with
earlier in the year, indicating a cautious housing
environment. With house price growth being
less than inflation in 2025, this does suggest an
easing of affordability constraints for private
sale housing.
We maintain a strong focus on this sector,
holding market-leading positions across
productcategories critical to private housing
delivery, supported by our resilient and
efficientmanufacturing network.
Policy and planning reform efforts have moved
forward, with the Government undertaking a
major revision of the National Planning Policy
Framework in 2025 to make rules clearer, more
predictable and better aligned with the
ambition to deliver 1.5 million new homes
during the current Parliament.
In parallel, an ambitious new towns
taskforcehas identified priority sites for
majornewcommunities expected to unlock
tens ofthousands of homes through
long-term,large-scale developments
andsupportinginfrastructure.
Both initiatives will take time to translate into
higher levels of activity, with tangible impact
expected beyond the near term.
Social housing
The Government is driving social and affordable
housing delivery through significant policy
support and funding. The current Affordable
Homes Programme (2021 – 2026) is backed by
£11.5 billion of funding, with further uplifts in
2024 and 2025 and an additional £2 billion
announced in March 2025. Looking ahead, the
new £39 billion Social and Affordable Homes
Programme (2026 – 2036) will provide
longer-term funding certainty and sustained
delivery at scale.
We are well positioned to support this
growththrough:
@ long-standing relationships with major
housebuilders delivering social housing;
@ growing partnerships with housing
associations; and
@ a leading range of UK-manufactured
products made with local materials and
labour, supported by our social impact
effortsthat help customers meet social
valuecommitments.
Product: New Ivanhoe Cream
Project: Kaimhill housing Aberdeen
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16Ibstock Plc | Annual Report and Accounts 2025
Market and industry overview continued
Housing RMI
1
2023 2024 2025 (E) 2026 (F) 2027 (P)
Private housing RMI (No.) 34,944 37,557 36,806 36,438 37,531
4.3% 7.5% (2.0)% (1.0)% 3.0%
Public housing RMI (No.) 8,611 10,002 10,202 10,406 10,822
3.3% 16.2% 2.0% 2.0% 4.0%
1 Construction data sourced from the CPA Winter 2025 – 2026forecast.
Ibstock’s key markets continued
@ Long-standing strategic relationships with
builders’ merchants and distributors across
the UK.
@ A leading range of high-performing products
for housing repair, maintenance and
improvement projects.
@ Investment at Nostell Horizon,
strengtheningour solutions for
recladdingand remediation projects.
Housing RMI remains a significant and resilient
part of the UK construction market and
continues to be a key focus for our business.
According to the ONS, repair and maintenance
activity on existing private dwellings was one of
the stronger contributors to output growth
through 2025, with private housing RMI
recording notable monthly increases and
outperforming certain new-build segments.
While the ONS has not yet published a full-year
figure for 2025, leading forecasts point to
continued modest growth as households
prioritise essential improvements and
maintenance alongside subdued new
housingactivity.
Recent trends reflect broader consumer
behaviour. Activity peaked in 2021 – 2022
during the pandemic-driven ‘race for space,
before softening in 2023 – 2024 amid cost
ofliving pressures.
Long-term demand remains underpinned by
structural drivers, including ambitions on rising
living standards, demographic shifts and
ongoing requirements for retrofit, cladding
remediation and fire-safety compliance.
Although remediation progress has varied due
to capacity and skills constraints, house builders
and developers remain committed to
completing work by 2029, supporting sustained
specialist RMI activity over the medium term.
Product: Ivanhoe Cream
Project: Perry Barr Residential Apartments
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Ibstock Plc | Annual Report and Accounts 2025
Market and industry overview continued
Infrastructure
1
2023 2024 2025 (E) 2026 (F) 2027 (P)
£m 36,991 33,957 34,821 36,180 37,772
4 .4% (8.2)% 2.5% 3.9% 4.4%
1 Construction data sourced from the CPA Winter 2025 – 2026forecast.
@ Strong relationships with customers across
railand infrastructure.
@ A focus on innovation and new
solutiondevelopment.
@ Manufacture of bespoke products for the
infrastructure sector.
Infrastructure remains one of the largest
areasof UK construction, with new work
valued at around £33.9 billion in 2024
(ONSdata), placing it among the top three
segments by output value. 2025 data showed
monthly increases in infrastructure activity,
even as wider construction softened.
Government commitments to maintain major
non-residential construction pipelines and
ongoing planning reforms have supported
activity. While the anticipated 10-year Transport
Strategy has been deferred, targeted funding
for road maintenance and local transport
improvements continues to reinforce the
infrastructure outlook.
We continue to have a strong and resilient
presence in this sector, particularly in rail and
transport, where our focus on reducing embodied
carbon aligns with client requirements and sector
decarbonisation priorities.
Commercial and public sector
Commercial and public sector construction
remains a significant part of the UK market,
historically accounting for around 20% of total
output. This sector spans offices, retail, cultural
facilities, schools, hospitals and other public
buildings, and we have a strong track record of
supplying products and systems into some of
these markets, including numerous
award-winning projects.
ONS data indicates that private commercial
new work softened through 2025, while public
sector new work and refurbishment activity
provided stability. Major projects, alongside
multiple school and healthcare programmes,
continue to support the pipeline despite
subdued speculative office and large retail
development. Activity varies widely by project
type and location, with conversion of existing
buildings into residential or mixed-use space
and demand for industrial and logistics facilities
remain important drivers.
Looking ahead, commercial and public sector
output is expected to remain broadly stable
through 2025 and early 2026, supported by
refurbishment, fit-out and public sector schemes.
We foresee a growth in the public sector pipeline
as the New Hospital programme and MoD
spending ramps up, particularly as we come
towards the end of the five-year election cycle.
Diversified markets and new segments
@ Clay brick remains the dominant façade
material in residential projects.
@ To strengthen our position, we have invested
in the UK’s most advanced ceramic façade
facility at Nostell, producing new IBricks and
innovative solutions such as FastWall for
emerging segments.
@ We also offer a range of well-established
façade systems suited to these markets.
We are diversifying into mid to high rise, build
torent and off-site construction, as well as
segments benefiting from increased
Government investment, including education,
healthcare and defence. The adoption of MMC
continues to grow across multiple markets,
supported by Government commitment. We
remain focused on supporting MMC expansion
with innovative products and solutions that
enable customers to fully realise their benefits.
Ibstock’s key markets continued
Product: Bespoke Precast Anderton Concrete
Project: HS2 Colne Valley
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18Ibstock Plc | Annual Report and Accounts 2025
Our business model
Delivering
lasting value
Market leadership and resources
We are a market leader in UK building products, supported by
over 70 million tonnes of consented clay reserves and 145 million
tonnes of resources, ensuring strong production capacity across
all factories.
Long-standing customer relationships and expertise
Our service-led ethos and focus on quality and service have driven
growth for over a decade, with many customer relationships lasting
more than 40 years. Our highly experienced management team
brings deep industry knowledge and expertise.
Capacity and innovation
We continue to invest in advanced technology to continuously
improve, expand capacity and meet evolving market demands.
Strengths
Our strong heritage, well-invested facilities, skilled workforce,
anddesign and technical expertise underpin our success. With
high barriers to entry, robust health and safety, a solid balance
sheet and 2,170 acres of UK land, we maintain an unrivalled
operational footprint.
Investors
We pay dividends with targeted cover of approx 2x underlying
earnings supported by high-margin businesses, strong cash
generation and a growth-focused strategy.
Customers
Our key customer groups include builders’ merchants, house
builders, distributors, contractors and installers. We offer
unrivalled choice and full-range concrete solutions.
Employees
We prioritise safety, wellbeing and career development, while
promoting share ownership through schemes like Sharesave
toshare long-term value.
Pension fund members and Trustees
Insurance contracts underwrite pension commitments,
reducing risk and ensuring security for members and Trustees.
Communities
We are an important employer in the many areas where
we are located and actively support local schools, colleges
and charities, striving to leave a positive, lasting impact.
Government and regulators
We engage on laws and regulations, ensure environmental
compliance, and commit to timely, appropriate UK tax payments.
Our unique strengths What we do Creating value for all
Extraction
Clay and shale sourced from
Group-owned or long-term
leased quarries near plants
ensure secure, sustainable
raw material supply.
Principal risks:
1, 2, 4
Procurement
As a major buyer, we secure
efficient purchasing, local sourcing,
long-term supplier ties and
proactively manage
energy costs.
Principal risks:
1, 3, 5, 6
Manufacturing
We hold the UK’s largest brick
production capacity with a strategic
footprint, using wire-cut and soft-mud
methods. Our concrete product offering
is diverse, and we continue to drive
growth through MMC and
sustainable solutions.
Principal risks:
1, 2, 3, 4, 5, 7, 8
Read more about our business
on pages 6 to 7.
Read more about our principal risks
on pages 48 to 52.
Read more about ourstakeholders
on pages 35 to 38
Product design
We drive innovation through
technology investment, improving
existing product quality and developing
even more sustainable solutions
with customer collaboration.
Principal risks:
1, 2, 3, 5, 7, 8
Distribution
The majority of our UK
manufacturing sites are strategically
located near transport links, with
most haulage outsourced to partners.
Principal risks:
3, 4, 5
Sales
We serve diverse house building
and construction customers, offering
design and technical support with
regular satisfaction monitoring.
Principal risks:
1, 2, 3, 4, 5, 6, 7
Strategic Report
Governance Report Financial Statements Additional Information
19
Ibstock Plc | Annual Report and Accounts 2025
Our strategy
Creating
lasting value
Ibstocks strategy is to optimise and
enhance the existing business, whilst
investing for growth in both core
and diversified construction markets
and fast-growing sectors.
Our purpose
is to build a better world by being at the heart of building
Our strategic pillars
Integrated sustainability targets
Our differentiators are our ‘North Star’
The North Star is key to both our continuing progress as we build momentum and to the creation of a longer-term
roadmap, ensuring that we continue to differentiate our business with clarity and ambition
as we support positive change in UK housing and construction.
Sustain Innovate Grow
Addressing
Climate Change
Manufacturing
Materials for Life
Improving
Lives
Read more
on page 21
Read more
on pages 42 to 44
Read more
on page 22
Read more
on page 45
Read more
on page 23
Read more
on page 46
Safe, reliable
production
Obsessive
customer
experience
Sector
innovation
Sector-leading
sustainability
and social impact
People
and culture
Underpinned by our values:
Care, Courage, Trust and Teamwork
Strategic Report
Governance Report Financial Statements Additional Information
20Ibstock Plc | Annual Report and Accounts 2025
Our strategy continued
Sustain
Sustainable high performance is at the core of what we do – delivering products safely, reliably
andefficiently while putting customers at the centre. Embedding operational excellence
andstandardisation will strengthen our resilience and enable future growth.
STRATEGY IN ACTION:
Safe, reliable production
2025 progress KPIs/Measure Risks Sustainability
targets
Safety performance
Meaningful progress was made in strengthening risk controls and
safety leadership. TIFR was 36.6 (2024: 31.4), with incidents
concentrated in commissioning and transition activity – key learnings
are being implemented into future plans.
Multi-year Safe Reliable Production System
programmedevelopment
The programme will embed safety and reliability across the estate,
improving competitive advantage. In-year focus centred on
preparations at Aldridge as our pilot factory.
Strategic planning and investment
Strategic planning and estate renewal was advanced, with non-core
land and Roofing business disposals improving our balance sheet
strength and future investment optionality.
Non-financial
@ TIFR
@ % completion against
target actions
@ % employees trained
Financial
@ Revenue
@ Adjusted EBITDA*/
Adjusted EBIT*
@ Adjusted Return on
Capital Employed*
(‘ROCE’)
@ Adjusted EPS*
@ Regulatory and
Compliance
@ Health, Safety
and Environment
@ Financial Risk
Management
@ Customer and
Industry
@ Addressing
Climate Change
(Carbon)
@ Improving Lives
(Skills)
Obsessive customer experience
Customer experience
We strengthened our customer strategy through piloting AI forecasting,
clearer segmentation and deeper survey insight, which supported our
overall customer relationship rating uplift from 7.65 to 7.93.
Atlas
Commissioning of the full product range is progressing – see spotlight
opposite for further details.
Non-financial
@ Customer referral rating
@ % sales from new
andmore sustainable
products
Financial
@ Revenue
@ Adjusted EBITDA*/EBIT*
@ Economic
Conditions
@ Customer and
Industry
@ Addressing
Climate Change
(Carbon)
@ Manufacturing
Materials for
Life(NPD)
Atlas Pathfinder
factory
Atlas is our most advanced wire-cut brick
manufacturing facility, designed to deliver
higher productivity, improved reliability and
lower unit costs for UK house builders. This
£64million investment is the cornerstone of our
£325 million modernisation programme over
the past eight years, strengthening operational
efficiency, consistency and quality across the
manufacturing network. Atlas supports a more
efficient product mix – 105 million annually –
including our lowest carbon bricks, along with a
new Atlas ‘Pathfinder’ range, which combines
the visual appeal of traditional soft-mud bricks
with the manufacturing efficiency of wire-cut
production. Atlas also creates a platform for
future innovation, including the potential to
pioneer green hydrogen solutions to further
accelerate sector-wide decarbonisation.
Atlas Factory progressing through commissioning
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Governance Report Financial Statements Additional Information
21Ibstock Plc | Annual Report and Accounts 2025
Our strategy continued
Innovate
We combine heritage with innovation in products, digital capability and customer
solutions to deliver higher-value offerings – strengthening our market-leading position
and selective expansion into adjacent markets.
Taking heritage
intoHorizon
Our new Nostell Horizon factory blends our
heritage and expertise with first-of-its-kind
technology, creating the UK’s most advanced
ceramic façade facility. Producing IBricks with
digitally enabled design, it introduces and
enables innovative products and solutions such
as FastWall, opening up new market segments
and customer opportunities whilst supporting
MMC. This £45 million investment expands our
reach, strengthens UK manufacturing resilience,
adds additionality to the network and sets new
standards for even more sustainable, future-
focused building solutions.
STRATEGY IN ACTION:
Sector innovation
2025 progress KPIs/Measure Risks Sustainability
targets
New product development
Innovation continues to deliver tangible impact, with 25% of Group
revenue in 2025 generated from new and more sustainable products
(2024: 22%), reflecting positive customer adoption and effective
execution of our development pipeline.
Continued production innovation focus across our concrete products,
including the redesign of selected concrete rail products using
reinforcement materials to significantly increase longevity and
durability. This work has been completed in collaboration with
NetworkRail.
Strategic projects progressing well
The second phase of the Nostell project remains on track, supported
bypositive customer response to early product and design innovations,
including our new IBricks and FastWall. See spotlight opposite for
further details.
Atlas commissioning – see spotlight on page 21.
Non-financial
@ % sales of new and
more sustainable
products
@ Customer referral
rating/NPS
Financial
@ Revenue
@ Adjusted EBITDA*/EBIT*
@ Adjusted ROCE*
@ Net debt to Adjusted
EBITDA*
@ Adjusted EPS*
@ Regulatory and
Compliance
@ Economic
Conditions
@ Customer and
Industry
@ Addressing
Climate Change
(Carbon)
@ Manufacturing
Materials for Life
(NPD)
Nostell Factory progressing through commissioning
Strategic Report
Governance Report Financial Statements Additional Information
22
Ibstock Plc | Annual Report and Accounts 2025
Our strategy continued
Grow
Driving growth and value creation through diversification into new markets
andsectors, supported by culture, capability development and skills.
Sector-leading sustainability and social impact
2025 progress KPIs/Measure Risks Sustainability
targets
Sustainability
Our 2025 materiality assessment sharpened focus on carbon, product
innovation and sector skills. Key milestones included reaching halfway
towards our 40% Scope 1 and 2 reduction target, supported by our
carbon transition modelling. The launch of our first Ibstock Academy
atWalsall College is also taking shape as we build wider sector
skills.Around 80% of our supplier spend is now aligned to our new
supplier commitments.
Diversification
New markets and segments remain a key strategic priority, with
investments such as Nostell demonstrating strong progress with
NPDsdescribed on page 22. In 2025, we also advanced lower-carbon
solutions for the wider industry, including progressing Calcined Clay
towards commercialisation and leveraging our own reserves to
supportdecarbonisation – see spotlight opposite for further details.
Non-financial
@ Carbon reduction
@ % sales from new and
more sustainable
products
@ Earn and Learn
@ People and Talent
Management
@ Economic
Conditions
@ Customer and
Industry
@ Climate Change
@ Addressing
Climate Change
(Carbon)
@ Manufacturing
Materials for
Life(NPD)
@ Improving Lives
(Skills)
People and culture
Employee engagement and development
Employee engagement remained solid, with our Best Companies
survey retaining ‘Ones to Watch’ status with 83% colleague
participation. Alongside this, we maintained our Gold accreditation
from the 5% Club with 7.2% of employees in Earn and Learn positions.
Diversity and inclusion
Senior female representation remained stable at 32% (2024: 34%)
despite a number of organisational changes. The percentage of
ethnically diverse leaders increased to 15% (2024: 7%), ahead of
our2030 target.
Non-financial
@ Female representation
in senior leadership
(FTSE Women Leaders
definition)
@ People and Talent
Management
@ Economic
Conditions
@ Improving Lives
(Skills)
Stock quarry image
Calcined Clay
In 2025, we made strong progress in advancing
the commercialisation of Calcined Clay, a
low-carbon cementitious material with the
potential to reduce Portland cement CO
2
emissions by around 40%. Drawing on our
high-quality, long-life clay reserves, we are
developing a platform capable of supporting
the UK’s first industrial-scale calcined clay
facility. Partner discussions are now well
advanced, representing a significant long-term
growth opportunity that strengthens our
position in low-carbon construction innovation.
STRATEGY IN ACTION:
Strategic Report
Governance Report Financial Statements Additional Information
23
Ibstock Plc | Annual Report and Accounts 2025
Key performance indicators
Financial KPIs
How we are performing
Revenue £m Adjusted EBITDA* £m Adjusted ROCE* % Adjusted EPS* p
Net debt to
AdjustedEBITDA* x
2025 2025 2025 20252025
2024 2024 2024 20242024
2023 2023 2023 20232023
2022 2022 2022 20222022
2021 2021 2021 20212021
409
513
406
366
372
103
140
107
79
71
0.4
0.4
1.1
1.8
2.0
15.8
23.4
13.4
7.5
5.8
13.9
22.7
13.9
7.7
5.7
Description
Revenue represents the value for
the sale of our building products
and services, net oflocal sales tax
and trade discounts.
Description
Represents profit before interest,
taxation, depreciation and
amortisation after adjusting for
exceptional items*.
Description
Net debt, comprising short- and
long-term borrowings less cash,
over Adjusted EBITDA* (as defined)
prior to the impact of IFRS 16.
Description
The ratio of profit before interest
and taxation, after adjusting for
exceptional items*, to average net
assets and debt (excluding pension).
Description
Basic earnings per share adjusted
for exceptional items*, amortisation
and depreciation on fair valued
uplifted assets and non-cash
interest, net of the associated
taxcharge.
Description
The number of employee injuries
(death, lost time, restricted work
and medical treatment cases) x
1,000,000 divided by the total
hours worked.
Description
Represents the amount of
Scope1 and 2 carbon emissions
produced per tonne
of finished production.
Description
Proportion of revenue generated
from new and more sustainable
products introduced to the market
within the last five years.
Description
The number of customers likely to
recommend Ibstock to a friend or
colleague. Scored out of 10.
Description
Percentage of senior leaders
whoare women at year end as
definedby the FTSE Women
Leaders Review.
Description
Proportion of colleagues in formal
learning or training supported by
the business, as defined by the
5% Club.
Why important?
Revenue provides a measure of
the financial growth of theGroup.
Why important?
Adjusted EBITDA* provides a
keymeasure to assess the
Group’sprofitability.
Why important?
Net debt to Adjusted EBITDA*
provides a useful measure
inassessing the Group’s
financialstrength.
Why important?
Adjusted ROCE* provides an
indication of the relative
efficiency of capital use
by the Group over the year.
Why important?
Adjusted EPS* provides useful
information in assessing the
performance of the Group and
when comparing its performance
across comparative periods.
Why important?
The measure gives a picture of
howsafe a workplace is for its
employees, which helps support
riskidentification and reduction.
Along-term target of 30%
reduction in TIFR by the end of
2030 (against 2025 baseline)
hasbeen set.
Why important?
Provides a key measure of our
progress against our carbon
reduction targets (see page 41)
and demonstrates our
commitment to addressing
climate change.
Why important?
This demonstrates our progress
to meet our customer needs,
diversify our product offer and
improve the sustainability
attributes of existing products.
Why important?
It is used as a proxy for gauging
acustomer’s overall satisfaction
with our products and service
levels and their loyalty to
thebrand.
Why important?
This measure assesses whether
we have an appropriate gender
balance in senior positions
throughout the Group.
Why important?
This demonstrates commitment
to the development of colleagues,
supporting retention of talent and
the succession planning processes
within the business.
Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy
Remuneration linkage
Forms part of the financial health
component of the strategic
underpin in the Long Term
Incentive Plan (‘LTIP’) from 2025.
Remuneration linkage
Forms part of the financial health
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Forms part of the financial health
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
A key measure within the 2023
and 2024 LTIP arrangement
witha weighting of 20% of
totalopportunity.
Forms part of the financial health
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
A key measure within the 2023
and 2024 LTIP arrangement
witha weighting of 30% of
totalopportunity.
* Alternative Performance Measures are
described in Note 3 to the consolidated
financial statements.
Remuneration linkage
Forms part of the stakeholder
experience component of the
strategic underpin in the LTIP
from 2025.
1 The 2024 TIFR number has been restated
due to the calculation including
additional data points in 2024.
Remuneration linkage
Measure in the LTIP granted
between 2021 and 2023 with 10%
weighting of opportunity. Refined
measure of carbon per brick
included in the 2024 LTIP grant.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Measure in LTIP granted between
2022 and 2025 with 5%
weighting of opportunity.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Forms part of the stakeholder
experience component of the
strategic underpin in the LTIP
from 2025.
Remuneration linkage
Measure in the LTIP granted
between 2022 and 2023 with 5%
weighting of opportunity.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Measure in LTIP granted in 2024
with 5% weighting of opportunity.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
Strategic Report
Governance Report Financial Statements Additional Information
24
Ibstock Plc | Annual Report and Accounts 2025
Key performance indicators continued
Non-financial KPIs
Earn and Learn %
Total Injury
FrequencyRate (‘TIFR’)
20252025
20242024
2023
2022
Key to strategy
Sustain
Innovate
Grow
Female representation in
senior leadership %
2025
2024
2023
2022
2021
19
27
35
34
32
Carbon reduction metric
2025
2024
2023
2022
2021
0.16
0.141
0.145
0.148
0.138
Share of revenue from
new products %
2025
2024
2023
2022
2021
13
13
11
22
25
Customer referralrating
2025
2024
7.65
7.93
31.4
36.6
7.5
6.9
7.4
7.2
Description
Revenue represents the value for
the sale of our building products
and services, net oflocal sales tax
and trade discounts.
Description
Represents profit before interest,
taxation, depreciation and
amortisation after adjusting for
exceptional items*.
Description
Net debt, comprising short- and
long-term borrowings less cash,
over Adjusted EBITDA* (as defined)
prior to the impact of IFRS 16.
Description
The ratio of profit before interest
and taxation, after adjusting for
exceptional items*, to average net
assets and debt (excluding pension).
Description
Basic earnings per share adjusted
for exceptional items*, amortisation
and depreciation on fair valued
uplifted assets and non-cash
interest, net of the associated
taxcharge.
Description
The number of employee injuries
(death, lost time, restricted work
and medical treatment cases) x
1,000,000 divided by the total
hours worked.
Description
Represents the amount of
Scope1 and 2 carbon emissions
produced per tonne
of finished production.
Description
Proportion of revenue generated
from new and more sustainable
products introduced to the market
within the last five years.
Description
The number of customers likely to
recommend Ibstock to a friend or
colleague. Scored out of 10.
Description
Percentage of senior leaders
whoare women at year end as
definedby the FTSE Women
Leaders Review.
Description
Proportion of colleagues in formal
learning or training supported by
the business, as defined by the
5% Club.
Why important?
Revenue provides a measure of
the financial growth of theGroup.
Why important?
Adjusted EBITDA* provides a
keymeasure to assess the
Group’sprofitability.
Why important?
Net debt to Adjusted EBITDA*
provides a useful measure
inassessing the Group’s
financialstrength.
Why important?
Adjusted ROCE* provides an
indication of the relative
efficiency of capital use
by the Group over the year.
Why important?
Adjusted EPS* provides useful
information in assessing the
performance of the Group and
when comparing its performance
across comparative periods.
Why important?
The measure gives a picture of
howsafe a workplace is for its
employees, which helps support
riskidentification and reduction.
Along-term target of 30%
reduction in TIFR by the end of
2030 (against 2025 baseline)
hasbeen set.
Why important?
Provides a key measure of our
progress against our carbon
reduction targets (see page 41)
and demonstrates our
commitment to addressing
climate change.
Why important?
This demonstrates our progress
to meet our customer needs,
diversify our product offer and
improve the sustainability
attributes of existing products.
Why important?
It is used as a proxy for gauging
acustomer’s overall satisfaction
with our products and service
levels and their loyalty to
thebrand.
Why important?
This measure assesses whether
we have an appropriate gender
balance in senior positions
throughout the Group.
Why important?
This demonstrates commitment
to the development of colleagues,
supporting retention of talent and
the succession planning processes
within the business.
Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy Link to strategy
Remuneration linkage
Forms part of the financial health
component of the strategic
underpin in the Long Term
Incentive Plan (‘LTIP’) from 2025.
Remuneration linkage
Forms part of the financial health
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Forms part of the financial health
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
A key measure within the 2023
and 2024 LTIP arrangement
witha weighting of 20% of
totalopportunity.
Forms part of the financial health
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
A key measure within the 2023
and 2024 LTIP arrangement
witha weighting of 30% of
totalopportunity.
* Alternative Performance Measures are
described in Note 3 to the consolidated
financial statements.
Remuneration linkage
Forms part of the stakeholder
experience component of the
strategic underpin in the LTIP
from 2025.
1 The 2024 TIFR number has been restated
due to the calculation including
additional data points in 2024.
Remuneration linkage
Measure in the LTIP granted
between 2021 and 2023 with 10%
weighting of opportunity. Refined
measure of carbon per brick
included in the 2024 LTIP grant.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Measure in LTIP granted between
2022 and 2025 with 5%
weighting of opportunity.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Forms part of the stakeholder
experience component of the
strategic underpin in the LTIP
from 2025.
Remuneration linkage
Measure in the LTIP granted
between 2022 and 2023 with 5%
weighting of opportunity.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
Remuneration linkage
Measure in LTIP granted in 2024
with 5% weighting of opportunity.
Forms part of the sustainability
component of the strategic
underpin in the LTIP from 2025.
1
Strategic Report
Governance Report Financial Statements Additional Information
25
Ibstock Plc | Annual Report and Accounts 2025
Operating Review
Health, safety and wellbeing
During 2025, we maintained a strong focus on
risk reduction and strengthening site standards
across our manufacturing operations. We
progressed Leadership in Action Phase 2 and
introduced the Safety Barometer and Critical
Control Monitoring plans, piloted at Aldridge
inDecember 2025 with wider roll out planned
through Q1 of 2026. We also delivered Level 4
of the Lock Out, Tag Out, Try Out (‘LOTOTO’)
roadmap, reinforcing operational discipline
andaccountability.
TIFR was 36.6 (2024: 31.4), broadly in line
withthe prior year, reflecting the additional
operational complexity of commissioning and
operating two new factories during the period.
Our focus remains on critical controls, consistent
standards and sustained risk reduction into 2026.
Ibstock Clay
Ibstock Clay is the leading
clay brick manufacturer in
the UK, with an extensive
product range and 15
manufacturing sites across
the country, strategically
located near to extensive
self-owned clay reserves.
2025 performance
Revenue
£260m
Adj EBITDA*
£68m
No. of sites
15 Clay
4 Kevington
As well as being the UK’s largest brick supplier,
Ibstock Clay (‘Clay’) also manufactures special
brick shapes and bespoke products, including
arches and cladding solutions through its four
Ibstock Kevington sites. Clay is a significant
supplier to the new-build housing sector, the
RMI market through builders’ merchants and
the specification sector through a number of
our direct distribution channels. Clay also
includes the performance of Ibstock Futures.
More detail about Ibstock Futures is given on
pages 27 to 28. Clay delivered a resilient volume
performance against a tough market backdrop.
Revenues of £260 million (2024: £249 million)
were 5% above 2024. There was strong volume
growth in first half of the year, with market
conditions becoming progressively more
challenging in the second half of the year
resulting in broadly flat volumes versus the prior
year period. A more competitive environment
constrained headline pricing, which combined
with mix being more weighted to wire-cut bricks
sales contributed to average prices in 2025
being slightly below the prior year. Clay’s brick
market share was ahead of the comparative
period despite sales volumes decreasing in the
second half of the year, with revenues around
5% lower than the first half.
Adjusted EBITDA* reduced by 6% to £68 million
(2024: £72 million) and profit before tax
reduced by 43% to £17 million (2024: £30 million)
due to the inability to pass on cost inflation in
acompetitive pricing environment, adverse
product mix and incremental fixed costs
associated with capacity reactivation, which
tapered as the year progressed. These
headwinds were partially offset by firmer
pricing towards the back end of the year as well
as decisive cost action. As demand weakened in
H2, performance benefited from absorption of
fixed costs as inventory increased. Clay’s results
included £9 million (2024: £10 million) of
revenue relating to Ibstock Futures, reflecting
the closure of the Telling Glass Reinforced
Concrete (‘GRC’) business in the first quarter
of2025, offset by growth in other product
categories. Ibstock Futures’ financial
performance moved forward with overall net
costs (including research and development
expenditure) of £2 million (2023: £7 million).
Adjusted EBITDA* margins for the period within
Clay were 26.2%, down 290 basis points
(2024:29.1%) reflecting lower margins within
the core Clay business for the reasons outlined
above, partly mitigated by an improvement in
financial performance within Ibstock Futures.
Sustain
Our multi-year Safe Reliable Production System
programme embeds safety and efficiency at
theheart of our operations, supporting reliability
and competitive performance. In 2025, we
Strong divisional
performance
Strategic Report
Governance Report Financial Statements Additional Information
26
Ibstock Plc | Annual Report and Accounts 2025
Operating Review continued
Health, safety and wellbeing
continued
Sustain continued
focused on preparing our Aldridge factory as
apilot site, with work centred on capability
development, design and the consolidation
ofcore operating processes. The development
ofstandardised systems will facilitate the roll
outofbest practice across the Group.
As part of our customer service focus we are
developing a stronger data-driven approach
todemand insights, including the development
of an AI-enabled forecasting model and a
moresegmented approach to improve
targeting and personalisation.
We retained a focus on strong commercial
execution and high standards of customer
service. On Time, In Full (‘OTIF’) service levels
continued to run at a high level of around 95%.
Service performance remained a competitive
advantage, supporting customer retention and
market share in priority channels. We continued
to strengthen demand visibility through
improved data and forecasting, enabling tighter
production planning and a more responsive
approach to changing market conditions.
The Group continues to manage a significant
land estate dynamically, pursuing opportunities
to generate ongoing income streams and
looking to recycle capital where it can support
the long-run efficiency of our business.
Innovate
New product development (‘NPD’) is a key part
of the Group’s strategy, supporting innovative
and more sustainable solutions for the UK
construction market. In 2025, Clay introduced
six new products targeting the specification
sector, building on our focus on higher-value
customer requirements.
Grow
During 2025, the commissioning and ramp-up
of the full product range at the Atlas factory
progressed well and we are now delivering six
out of a total of 13 planned products. The new
range has been received well, combining the
aesthetics of soft-mud bricks with the efficiency
of wire-cut production, supporting design-led
demand whilst enhancing operational
performance. The Atlas factory has been
shortlisted for the Government’s second round
of hydrogen funding known as HAR2.
Calcined Clay has been a programme of activity
overall several years. This key reserve presents
the potential to reduce concretes CO
2
emissions
by around 40%. Following an extensive
technical assessment we have reached the final
phase of the process to realise the potential of
our Calcined Clay reserves, with preferred
partner selection and a commercial agreement
expected to conclude in the first half of 2026.
Ibstock Futures
MMC is a significant area
of opportunity for Ibstock,
which includes off-site
manufacture and assembly.
We addressed this opportunity through
thecreation of Ibstock Futures (‘Futures’),
agrowth engine forming part of the
Claydivision.
Futures has two objectives:
@ to deliver and create products that
enable MMC in the UK, delivering
significant improvements in productivity
and deliverability; and
@ to be at the forefront of sustainable
construction by supporting the growth
of new construction methods as well
asmore environmentally friendly ways
ofmanufacturing.
2025 performance
Revenue
£9m
Adj EBITDA*
£(2)m
No. of sites
2
2025 performance
Futures delivered an improved financial
performance in 2025, with Futures recognising
an underlying net cost (including research
anddevelopment expenditure) of £2 million
(2024:£7 million) reflecting reduced losses
within the GRC business, which ceased
production in the first half of the year.
Futures continued to experience suppressed
demand in the wider market and delays due
tothe implementation of the Building Safety
Act 2022.
However, despite this backdrop, we continue to
invest in innovation and also building both the
capacity and capability of Futures. In 2025,
welaunched ‘FastWall’, a new panelised brick
façade product for use alongside timber-frame
house building, with the first projects being
delivered in 2026.
The need for greater productivity and the
demographics of an ageing workforce, are
challenges facing the construction industry
andwe continue to believe that MMC
represents an important source of diversified
growth for the Group over the medium term.
Sustain
Our new automated brick slips cutting line at
Nostell continued to ramp up, being the first
phase of our slips investment programme,
which provides a significant domestic supply
ofbrick slips into the UK market.
Product: New Chailey Rustic Stock and Bradgate Medium Grey
Project: Redrow Plaza Central
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Ibstock Plc | Annual Report and Accounts 2025
Health, safety and wellbeing
continued
Innovate
During 2025, we continued to progress a series
of strategic projects centred around energy and
alternative use of clays.
Grow
Futures’ markets continue to build, and the slips
investment programme is progressing well.
Thiswill move from commissioning to
production in 2026.
The large-scale development at our Nostell
facility in West Yorkshire has now delivered a
new automated brick slip cutting line. Phase 2
of the Nostell redevelopment focuses on the
construction of a larger ceramic façade facility
with an initial capacity of a further 30 million slips
per annum. The Nostell Horizon factory blends
our heritage and expertise with first-of-its-kind
technology, producing IBricks with digitally
enabled design. It introduces andenables
innovative products and solutions such as
FastWall, opening up new market segments and
customer opportunities, whilst supporting MMC.
Ibstock Concrete
Ibstock Concrete is one of
the UKs largest specialist
manufacturers of concrete
construction products,
occupying strong positions in
the new-build housing, RMI
and infrastructure markets.
Ibstock Concrete (‘Concrete’) consists of five
established brands – Forticrete, Supreme,
Anderton, Longley and Coltman – and is
organised into six product groups – Roofing,
Flooring and Lintels, Staircases and Lift Shafts,
Fencing and Landscaping, Retaining Walls,
and Rail and Infrastructure.
In the fourth quarter of 2025, we sold our
Roofing business as part of a disciplined
approach to portfolio management and
capital allocation.
Concrete operates across 11 manufacturing
sites geographically spread across the UK.
2025 performance
Revenue
£112m
Adj EBITDA*
£9m
No. of sites
11
2025 performance
During 2025, Concrete achieved reported sales
of £112 million, which was 5% lower than 2024
(2024: £117 million). Higher residential new-
build volumes were offset by weaker growth in
the RMI market, while infrastructure sales
volumes fell as UK rail infrastructure markets
continued to be impacted by control period
spending constraints. Lower volumes in
higher-margin infrastructure products, together
with subdued RMI demand, weighed on
profitability for the year.
Adjusted EBITDA* reduced by 37% to £9 million
(2024: £15 million). Adjusted EBITDA* margins
of 8.3% (2024: 12.5%) reflect the impact of
subdued RMI volumes and rail volumes on
margins. Concrete benefited from the
absorption of around £1 million of fixed costs
into inventory in the current year period.
In Q4, we completed the disposal of certain
surplus land assets and the Forticrete roofing
business, delivering approximately £30million
of capital from non-core activities. The Roofing
operation was relatively small and its disposal
allows greater focus on core clay and concrete
activities without materially impacting our
future performance.
Innovate
During 2025, we continued product innovation
focus across our concrete products, including
the redesign of selected concrete rail
productsusing innovative reinforcement
materials to significantly increase longevity
anddurability. This work has been completed
incollaboration with Network Rail, with further
development underway.
Grow
The performance of the Coltman business,
acquired by the Group in 2023, continued to
perform well, strengthening our national
distribution model for pre-stressed products,
widening our customer base, as well as
enhancing profit and revenue opportunities
through internalisation of supply.
We continue to have a pipeline of further
fast-payback opportunities to invest capital
inConcrete over the medium term.
Operating Review continued
Nostell Phase 1: New cutting line and robotics installed.
Product: Bespoke Precast Anderton Concrete
Project: HS2 Colne Valley
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Ibstock Plc | Annual Report and Accounts 2025
Group Financial Review
Strength through
financial discipline
from disposals, including the sale of our Forticrete
roofing sites and surplus land. In parallel, we
rationalised and consolidated a number of
smaller sites and flexed our soft-mud capacity
toenhance operational flexibility and returns.
Group statutory profit before taxation of
£0.9million (2024: £20.7 million) reflected the
impact of lower underlying operating profits
and an exceptional charge
1
of £19.5 million
(2024: £11.7 million) arising in relation to the
closure and decommissioning activities and
restructuring costs.
The Group’s closing net debt
1
reduced to
£120million at 31December 2025 (2024:
£122million), representing reported leverage
1
of2.0 times Adjusted EBITDA
1
(2024: 1.8 times).
This year end position was achieved through a
resilient cash flow performance, which included
around £30 million of proceeds through the
disposal of non-core assets including the sale
ofour Forticrete roofing sites and the sale of
surplus land, offset by around £45 million of
capital expenditure (including £24 million of
growth expenditure). At 31 December 2025,
theGroup had £105 million of available liquidity.
With our robust financial position, and
inherently cash generative business, we expect
to generate significant cash to support growth
and shareholder returns over the medium term.
The first half saw strong revenue growth
supported by improving end-market demand. In
anticipation of market recovery, we proactively
reactivated productive capacity in Clay to ensure
operational readiness. While this would have
strengthened our ability to serve customers as
the market recovered, the associated start-up
and incremental operating costs weighed on
first-half profitability within the Clay division.
Market conditions moderated in the second
half, with volumes flat compared to the
comparative period. Against a more competitive
backdrop, pricing progression in the core
business was modest, limiting our ability to fully
recover cost inflation. Performance was also
impacted by an adverse mix impact, with
stronger growth in the new-build residential
market and relatively weaker RMI and
infrastructure sectors.
In response to softer demand dynamics,
weacted decisively to right-size capacity and
reduce headcount. These initiatives across
bothour manufacturing network and support
functions will deliver approximately £5 million
of annualised cost savings.
Despite the market volatility, we maintained
disciplined capital allocation, focusing
investment on priority markets while realising
value from non-core assets. During the year, we
generated approximately £30 million of proceeds
The Group delivered a resilientperformance
in2025, navigating a market backdrop
thatbecame more challenging as the
yearprogressed.
Simon Bedford
Interim Chief Financial Officer
1 Alternative Performance Measures are described in Note 3 to the consolidated financial statements.
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29
Ibstock Plc | Annual Report and Accounts 2025
Group Financial Review continued
Group results
The table below sets out segmental revenue, profit/(loss) before tax and Adjusted EBITDA
1
for
theyear.
Table 1: Segmental performance
Clay Concrete Central costs
2
Total
Year ended 31 December 2025 £m £m £m £m
Total revenue 260.0 112.1 371.1
Adjusted EBITDA
1
68.1 9.3 (6.3) 71.0
Margin 26.2% 8.3% 19.1%
Profit/(loss) before tax 22.8 (2.4) (13.5) 6.9
Year ended 31 December 2024
Total revenue 248.8 117.4 366.2
Adjusted EBITDA
1
72.3 14.6 (7.6) 79.4
Margin 29.1% 12.5% 21.7%
Profit/(loss) before tax 29.5 3.5 (10.1) 20.7
Due to rounding, numbers presented may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.
2 Central costs includes interest charges of £7.0 million (2024: £4.6 million) within Profit/(loss) before tax.
Alternative Performance Measures
Our results contain Alternative Performance
Measures (‘APMs’) to aid comparability and
further understanding of the financial
performance of the Group between periods.
Adescription of each APM is included in Note 3
to the financial statements. The APMs represent
measures used by management and the Board
to monitor performance against budget, and
certain APMs are used in the remuneration of
management and Executive Directors. It is not
believed that APMs are a substitute for, or
superior to, statutory measures.
In our Concrete division, revenue reduced 5% year
on year to £112.1 million (2024: £117.4million).
Performance reflected solid volume growth
across residential product categories, offset by
rail volumes, which were materially lower year
on year, as activity levels in UK rail infrastructure
markets remained at historically low levels.
Adjusted EBITDA
1
Management measures the Groups operating
performance using Adjusted EBITDA
1
and
Adjusted EBIT
1
.
Adjusted EBITDA
1
decreased year on year to
£71.0 million in 2025 (2024: £79.4 million).
Performance reflected higher than expected
incremental costs, as we reactivated a
proportion of our clay capacity to ensure that
we were ready to meet anticipated recovering
demand, as well as a competitive market
backdrop, which limited our ability to pass
through cost inflation.
Within the Clay division, Adjusted EBITDA
1
totalled £68.1 million (2024: £72.3 million),
representing an Adjusted EBITDA
1
margin of
26.2% (2024: 29.1%). This reflected a lower
margin within the core Clay business for the
reasons outlined above, partly mitigated by
animprovement in financial performance
within the Ibstock Futures business.
The Clay division recognised a net cost of
£2.2million (2024: cost of £6.6 million) in
respect of Ibstock Futures. The Group has
continued to invest in research, development
and marketing capability to support
future revenue opportunities, including
onCalcined Clay.
Adjusted EBITDA
1
in our Concrete division
decreased to £9.3 million (2024: £14.6 million)
as the division was impacted by materially
lowersales volumes in our rail product
categories. Adjusted EBITDA
1
margins reduced
to 8.3% from 12.5% in 2024, with the reduction
in margin principally reflecting an adverse sales
mix effect, with lower volumes in the rail
infrastructure sector, which represents a
higher-margin part of the Concrete division.
Central costs decreased to £6.3 million
(2024:£7.6 million) reflecting lower charges
arising from incentive plans.
Adjusted EBIT
1
In order to focus on a more comprehensive
measure of operating performance, the Group
has also started to measure and report the
Group’s performance using Adjusted EBIT
1
.
Adjusted EBIT
1
is defined as Adjusted EBITDA
1
less underlying depreciation and amortisation.
For the year ended 31 December 2025,
Adjusted EBIT
1
reduced to £39.7 million
(2024:£49.6 million) reflecting reduced
tradingprofits.
Exceptional items
1
Based on the application of our accounting
policy for exceptional items
1
, certain income
and expense items have been excluded in
arriving at Adjusted EBITDA
1
to aid
shareholders’ understanding of the Groups
underlying financial performance.
Revenue
Group revenues for 2025 increased by 2% to
£372.1 million (2024: £366.2 million), principally
driven by strong volume growth in the first half
of the year and a modest reduction in average
selling prices across the core business.
In our Clay division, revenues of £260.0 million
increased 5% on the prior year period
(2024:£248.8 million). Overall, UK brick market
deliveries including imports for 2025 were
6%above the comparative period, with the
Group’s performance ahead of this level. The
contribution from Ibstock Futures to this
revenue number amounted to around
£9.2million (2024: £9.8 million).
1 Alternative Performance Measures are described in Note 3 to the consolidated financial statements.
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30
Ibstock Plc | Annual Report and Accounts 2025
Group Financial Review continued
Exceptional items
1
continued
The amounts classified as exceptional
1
in the
period totalled a net cost of £19.5 million
(2024:£11.7 million cost), comprising:
1. Exceptional cash cost of £7.4 million
(£3.9million, which was cash settled in the
period) associated with the Groups 2025
restructuring programme, decommissioning
activities and other costs associated with
previously closed sites as well as costs
directly arising from our decision to close
the GRC business.
2. An exceptional non-cash charge of
£10.3million comprising the impairments
and other changes associated with the
2025 restructuring plan and the closure
ofthe GRC business.
3. An exceptional net loss of £1.8 million
arising on disposal of our Forticrete
roofingassets and surplus land.
Further details of exceptional items
1
are set
outin Note 5 of the financial statements.
Finance costs
Net cash interest paid of £9.7 million was above
the prior year (2024: £8.6 million) due to higher
levels of average debt during the 2025 year.
During the year the Group successfully
refinanced its £125 million Revolving Credit
Facility (‘RCF’), at improved pricing versus the
existing facility. The Group continued to benefit
from its £100 million private placement at a
fixed coupon of 2.19% per annum. We expect
the cash interest expense in the 2026 year to
remain at around £10 million.
Statutory net finance costs of £9.1 million
increased in the year (2024: £6.4 million)
reflecting an increased interest cost on our
bankborrowings as the average borrowing
onour £125 million RCF increased over the
comparative period, and the reduction in
non-cash interest income arising from the
unwind of discounted provisions.
Profit before taxation
Depreciation and amortisation pre-fair value
uplift increased modestly to £31.3 million
(2024:£29.8 million) reflecting incremental
depreciation on clay growth investments.
Weexpect depreciation and amortisation
prefair value uplift to total around £35 million
in 2026, reflecting incremental depreciation
from the Atlas and Nostell factories.
Group statutory profit before taxation of
£6.9million (2024: £20.7 million) reflected the
impact of lower underlying operating profits
and an exceptional charge
1
of £13.5 million
(2024: £11.7 million) relating to the sale of
ourForticrete roofing assets, surplus land, site
closure and decommissioning activities, as
detailed above.
Taxation
The adjusted ETR
1
(excluding the impact of
thedeferred tax rate change and exceptional
items
1
) for the 2025 year was 25.5%
(2024:26.0%). For the 2026 year, we expect
theadjusted ETR to remain at around 26%,
reflecting the 25% headline rate of UK
corporation tax and typical levels of non-
deductible expenses.
The Group recognised a statutory taxation
credit of £0.6 million (2024: £5.6 million) on
Group pre-tax profits of £6.9 million
(2024:£20.7 million). The lower tax charge
in2025 arose principally from the reduction
instatutoryprofits.
Earnings per share
Group statutory basic earnings per share
(‘EPS’)decreased to 1.9 pence in the year to
31December 2025 (2024: 3.8 pence) as a result
of the Group’s trading performance in the period.
Group adjusted basic EPS
1
of 5.7 pence per
share reduced from 7.7 pence in the prior year,
reflecting a decrease in Adjusted EBITDA
1
,
higher depreciation and interest charges.
In line with prior years, our adjusted EPS
1
metric
removes the impact of exceptional items
1
, the
fair value uplifts resulting from our acquisition
accounting and non-cash interest impacts, net
of the related taxation charges/credits. Adjusted
EPS
1
has been included to provide a clearer
guide as to the underlying earnings
performance of the Group. A full reconciliation
of our adjusted EPS
1
measure is included in Note 7.
Table 2: Earnings per share
2025
pence
2024
pence
Statutory basic
EPS 1.9 3.8
Adjusted basic
EPS
1
5.7 7.7
Cash flow and net debt
1
Adjusted operating cash flow decreased
by£21.1 million to £35.0 million (2024:
£56.1million), reflecting a reduction in
AdjustedEBITDA
1
. The Group also increased
working capital levels by £14.1 million
(2024:£4.5 million increase) as finished goods
inventories increased with progressively
worsening demand. Overall, we anticipate
working capital to remain stable in 2026, with
the typical seasonal increase at the half year.
Net interest paid in 2025 increased to
£10.7million (2024: £8.6 million) reflecting
higher average net debt levels as the Group
drew down on its RCF. Cash tax amounted to
aninflow of £1.4 million (2024: outflow of
£0.5million), as the Group continued to
benefitfrom the accelerated tax deduction
onqualifying capital expenditure. Other cash
outflows of £12.6 million (2024: £9.6 million
outflow) principally comprised lease payments
totalling £10.0 million (2024: £9.7 million)
and£1.9 million in relation to the purchase
ofcarbon emission credits (2024: £nil).
The cash conversion
1
percentage decreased
to49% (2024: 71%), reflecting a reduction
inAdjusted EBITDA
1
and an investment
ininventories, mitigated by reduced
tradereceivables.
Adjusted free cash flow
1
decreased to an
outflow of £9.8 million (2024: inflow of
£10.9million). Capital expenditure amounted
to£44.8 million (2024; (£45.2 million), as the
Group’s investment in its organic growth
projectneared completion. The 2025 capital
expenditure figure comprised £21 million of
sustaining expenditure and £24 million of
growth investments, principally on the Atlas
andNostell factories.
In the 2026 year, we expect total capital
expenditure to be between £25 million and
£30million, which includes the final outflows
inrespect of the Atlas and Nostell factories.
1 Alternative Performance Measures are described in Note 3 to the consolidated financial statements.
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Governance Report Financial Statements Additional Information
31
Ibstock Plc | Annual Report and Accounts 2025
Group Financial Review continued
The table above excludes cash flows relating to
exceptional items
1
in both years. During 2025,
the Group realised £31.2 million of exceptional
cash inflows relating to the sale of our Forticrete
roofing business and surplus land (2024: £nil),
which had been offset by site closure and
decommissioning activities cash flows of
£5.1million (2024: £11.2 million).
Net debt
1
(borrowings less cash) at
31December 2025 totalled £120.0 million
(31December 2024: £121.6 million; 30 June
2025: £144.5 million), representing leverage
1
of2.0 times Adjusted EBITDA
1
(December 2024:
1.8 times).
We disposed of the first tranche of a closed site
at Ravenhead in the North-West during the
period, recognising cash proceeds of £3 million
and generating a profit on disposal of just over
£1.5 million. We continue to expect to realise
proceeds of around £20 million to £30 million
from the land estate over the coming three
tofive years.
The Group’s borrowings contain leverage
covenants of no greater than 3.0 times.
Based on the covenant definition, leverage
at31December 2025 totalled 1.7 times,
comfortably below the covenant limit. At
31December 2025, the Group had drawn
£42 million under its RCF and had £105 million
of available liquidity.
The present value of lease liabilities decreased
to around £29.5 million (2024: £35.0 million)
due to the completion of a number of operating
lease contracts for mobile plant.
Return on capital employed
1
Return on capital employed
1
(‘ROCE’) in 2025
reduced to 5.7% (2024: 7.5%) reflecting a
decrease in adjusted operating profit and an
increase in the capital base, as the Group
approached the conclusion of its organic
investment programme.
Capital allocation
Our capital allocation framework principles
remain consistent with that laid out previously,
with the Group focused on allocating capital in
a disciplined and dynamic way. We have refined
our order as set out below:
@ Firstly, we will prioritise investment to
maintain and enhance our existing asset
base and operations.
@ Secondly, we are focused on paying an
ordinary dividend, with targeted cover of
approximately 2 times underlying earnings
through the cycle.
@ Thereafter, we deploy capital for in-organic
growth or return surplus capital to
shareholders in accordance with our strategic
and financial investment criteria.
Our framework remains underpinned by our
commitment to maintaining a strong balance
sheet, and we will look to maintain leverage
atbetween 0.5 and 1.5 times net debt
1
to
Adjusted EBITDA
1
excluding the impact of
IFRS16, through the cycle.
Dividend
The Board has recommended a final dividend
of 1.5 pence per share (2024: 2.5 pence), for
payment on 29 May 2026 to shareholders on
the register on 8 May 2026. This will bring the
full year dividend to 3.0 pence (2024: 4.0 pence),
representing a payout of 53% of adjusted basic
earnings per share.
Pensions
At 31 December 2025, the defined benefit
pension scheme (the ‘Scheme’) was in an
actuarial accounting surplus position of
£6.0million (2024: surplus of £7.8 million).
Applying the valuation principles set out in
IAS19, at the year end the Scheme had
assetlevels of £322.9 million (31 December
2024: £330.9 million) against scheme
liabilities of £316.9 million (31December 2024:
£323.1 million).
On 20 December 2022, the Scheme completed
a full buy-in transaction with a specialist third
party provider, which represented a significant
step in the Groups continuing strategy of
de-risking its pensions exposure. This
transaction, which involved no initial cash
payment by the Company, completed during
the 2024 financial year. Together with the
partial buy-in transaction completed in 2020,
this insures the vast majority of the Groups
defined benefit liabilities.
In light of the fact that the pension scheme was
in a net surplus position after the full buy-in, the
Trustees and the Group agreed that the Group
would suspend further contributions with effect
from 1 March 2024.
Cash flow and net debt
1
continued
Table 3: Cash flow (non-statutory)
2025
£m
2024
£m
Change
£m
Adjusted EBITDA
1
71.0 79.4 (8.4)
Adjusted change in working capital
1
(14 .1) (4.5) (9.6)
Net interest (10.7) (8.6) (2.1)
Tax 1.4 (0.5) 1.9
Other
2
(12.6) (9.6) (3.0)
Adjusted operating cash flow
1
35.0 56.1 (21.1)
Cash conversion
1
49% 71% (22ppts)
Total capex (44.8) (45.2) 0.4
Adjusted free cash flow
1
(9.8) 10.9 (20.7)
2 Other includes operating lease payments in all years and emission allowance purchases in 2025.
1 Alternative Performance Measures are described in Note 3 to the consolidated financial statements.
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Ibstock Plc | Annual Report and Accounts 2025
Group Financial Review continued
Climate change and TCFD
As a long-term, energy-intensive business, a
commitment to environmental sustainability
and social progress is central to our purpose.
In2022 we launched the Groups ESG 2030
Strategy and remain committed to this
approach. This strategy provides the
frameworkfor actions across three key areas:
@ Addressing Climate Change.
@ Manufacturing Materials for Life.
@ Improving Lives.
At the same time, we have identified material
transition and physical risks over the medium
tolong term associated with climate change
and considered the impacts of these on the
financial performance and position of the
Group, through our viability scenario
assessment, our impairment testing and
assessment of the useful economic lives of our
assets. We have also assessed the resilience of
our business model as part of our strategic
planning process. The outputs from these
activities are detailed inour Task Force on
Climate-related Financial Disclosures (‘TCFD’)
report contained in the 2025 Annual Report.
The Group remains committed to increasing
thetransparency of reporting around climate
impacts, risks and opportunities. This year we
continued to enhance our disclosure to ensure
full compliance with the recommendations
ofthe TCFD and those of Climate-related
Financial Disclosure (‘CFD’).
Related party transactions
Related party transactions are disclosed in
Note30 to the consolidated financial statements.
During the current and prior year there have
been no material related party transactions.
Subsequent events
Except for the proposed ordinary dividend,
nofurther subsequent events requiring either
disclosure or adjustment to these financial
statements have arisen since the balance
sheetdate.
Going concern
The Directors are required to assess whether
itisreasonable to adopt the going concern
basis in preparing the financial statements.
In arriving at their conclusion, the Directors
have given due consideration to whether the
funding and liquidity resources are sufficient
toaccommodate the principal risks and
uncertainties faced by the Group.
Having considered the outputs from this work,
the Directors have concluded that it is
reasonable to adopt a going concern basis in
preparing the financial statements. This is
based on an expectation that the Company
and the Group will have adequate resources
tocontinue in operational existence for at
least12months from the date of signing
theseaccounts.
Further information is provided in Note 2 of
thefinancial statements.
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33
Ibstock Plc | Annual Report and Accounts 2025
Section 172(1) Statement
The following pages 34 to 38
seek to inform all of our
stakeholders and help them
assess how our Directors have
performed their duty under
Section 172(1) of the
Companies Act 2006.
This Statement incorporates information from
other areas of the Annual Report to avoid
unnecessary duplication.
The Board of Directors confirms that, during the
year under review, it has acted in good faith to
promote the long-term success of the Company
for the benefit of its members as a whole, whilst
having due regard to the factors set out in Section
172(1)(a) to (f) of the Companies Act 2006.
Each Director carefully considered the outcomes
of key decisions for Ibstock’s stakeholders as part
of their duty to act in the way that they consider
would be most likely to promote the success of
the Company. This results in an approach
whereby decisions are made that result in
consistently high standards of business conduct
and the success of Ibstock in the long term.
Examples of matters discussed in the year by
the Board and their impact on our stakeholders
are included in the table to the right and
discussed throughout the Strategic Report and
the Governance Report. The table also identifies
where in the Annual Report information on the
issues, factors and stakeholders the Board has
considered in respect of Section 172(1) can
befound.
Section 172(1) factor Where to find out more Page
(a) The likely consequences of any decisions in the long term.
During the year, the Board continued to ensure that the Group’s strategy remained appropriate to deliver the long-term
success of the Company, and oversaw its execution by management. The Board carefully evaluated the likely consequences
of its decisions, challenging management where necessary to ensure that the impact of any decisions over the long term
would be of benefit to the Company. This manifested itself through the decision taken by the Board in November 2025 to
dispose of the Roofing business and certain other assets to improve the balance sheet strength of the Company.
Chair’s Statement 8
Chief Executive Officer’s Statement 11
Market and industry overview 15
Our business model 19
Our strategy 20
Key performance indicators 24
Operating review 26
Principal risks and uncertainties 48
Board leadership and company purpose 63
(b) The interests of the Company’s employees.
The Board remains committed to supporting the Company’s culture and is focused on the impact of its decisions on all
employees. The decision to consolidate the Gatwick and Stowmarket sites into the Laybrook specials unit, whilst resulting
in a number of redundancies, will result in a safer and more automated technology and operating environment that will
improve working conditions for ouremployees in the future.
Our business model 19
Our strategy 20
Sustainability 39
Board leadership and company purpose 63
Sustainability Committee Report 81
(c) The need to foster the Company’s business relationships with suppliers, customers andothers.
Due to the continued market conditions, the Board made the decision to mothball the Ellistown factory and devised a detailed
customer communications plan to ensure that there was real clarity around the process and resulting impacts on existing
product lines to ensure that appropriate stock for customers and replica products could be produced at other factories.
Market and industry overview 15
Our business model 19
Our strategy 20
Sustainability 39
Board leadership and company purpose 63
(d) The impact of the Company’s operations on the community and environment.
The Board and Sustainability Committee have supported and are driving Ibstock’s ambition to be sector leading in its
approach to sustainability issues and approved the ESG 2030 Strategy to maintain this position through to 2030, aswell
as a commitment to be a net zero business (Scope 1 and 2) by 2040. Through the work of the Sustainability Committee,
the Board has overseen good progress towards our sustainability targets, with an agreed focus on three core areas:
climate change; innovation; and skills development.
Our strategy 20
Sustainability 39
Board leadership and company purpose 63
Sustainability Committee Report 81
(e) The desirability of the Company maintaining a reputation for high standards of business conduct.
The Board remains committed to ensuring the business operates with the highest standards of integrity and continually reviews
and tests the compliance arrangements in place. A significant part of the Board’s leadership responsibility isto ensure that the
Company’s purpose, strategy and culture remain aligned, and it recognises that a robust and transparent
culture is a solid
foundation for maintaining the Group’s reputation for high standards of business conduct. Over the course of the year, the Board
has overseen and supported the introduction of a revised and refreshed governance and compliance framework.
Our strategy 20
Board leadership and company purpose 63
Audit Committee Report 83
(f) The need to act fairly between shareholders and the Company.
The Board seeks to ensure that communications are clear, and its actions are in accordance with the Group’s stated
strategic aims to promote the long-term success of the Company. All of our shareholders have the opportunity to engage
with the Board and ask questions at the Company’s Annual General Meeting. When considering the dividend payments
during the year, the Board carefully considered the interests and needs of both institutional and retail shareholders,
ensuring these were carefully balanced prior to making recommendations.
Chair’s Statement 8
Our strategy 20
Board leadership and company purpose 63
Directors’ Report 111
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Ibstock Plc | Annual Report and Accounts 2025
Stakeholder engagement
Individuals or institutions who own shares
directly or indirectly inIbstock Plc
Why they are important
@ Our current and potential investors ensure our
continued access to the capital that enables
us to pursue our strategic objectives.
Link to KPIs
@ Revenue
@ Adjusted EBITDA*
@ Net debt to Adjusted EBITDA*
@ Adjusted ROCE*, Adjusted EPS*
@ Female representation in senior leadership
@ Carbon reduction metric
Refer to KPIs pages 24 to 25
What they tell us matters to them
@ Financial performance and progress
againststrategy.
@ Balance sheet management and approach
tocapital allocation.
@ Business resilience and prospects.
@ Return on investment.
@ Risk management.
@ Sustainability performance and ambitions.
The Board carefully considers
the impact of its decisions on
all stakeholders as part of
Ibstock’s obligations and
statutory duties.
Our key stakeholders are identified through
ongoing review of the groups that are essential
to delivering our strategy and ensuring the
Company’s sustained success. When making
decisions, the Board takes into account the
interests, priorities and perspectives of each
stakeholder group, recognising that these may
occasionally be in conflict. While the Board
engages directly with certain stakeholders,
mostengagement is carried out across multiple
levels and teams within the business. The Chairs
of the Board and its respective Committees
arealso available, upon request, to engage
withstakeholders within their respective areas
of responsibility.
Insights and feedback gathered through
engagement activities below Board level are
reported to the Board and its Committees,
supporting informed decision-making across
both governance and operational matters.
Strong
communication
The Board considers that our stakeholder
engagement mechanisms remain effective.
In 2025, the Executive Committee (the ‘ExCo’)
and the Board received qualitative reports
highlighting trends and emerging issues relevant
to each stakeholder group. This enhanced
visibility enabled the ExCo and the Board to
embed stakeholder considerations more readily
into their decision-making processes.
Find out more
Section 172(1) Statement page 34
Governance Report pages 55 to 114
Board activities during 2025 pages 66 to69
How we engage at Board level
@ Members of the Board, including the CEO,
meet with shareholders and analysts as part
of the regular annual cycle.
@ The Board receives structured feedback after
each market announcement from our brokers.
How we engage across the Company
@ Investor roadshows.
@ Site visits to key investment projects,
e.g.Atlas.
@ Results presentations.
@ Annual General Meeting.
@ One-to-one meetings and calls with
investorsand brokers.
@ Chair and Board member meetings
onrequest.
What Ibstock offers them
@ We pay ordinary dividends with a targeted
cover of approx 2x underlying earnings
through the cycle. This policy is supported
bybusinesses with structurally high margins
and strong cash generation and a strategy
that provides a strong platform for future
growth and value creation.
@ Comprehensive and compliant
sustainabilitydisclosures.
Our investors
Investor event at our new Atlas factory
Key to strategy
Sustain
Innovate
Grow
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Outcomes from engagement
@ The Board considered shareholder views
when deciding on the level of interim and
final dividends.
Priorities for 2026
@ Strong and structured communication
andengagement.
@ Delivery of strategic projects and initiatives.
@ Execution of business plans and balance
sheet management.
@ Board engagement with investors.
@ Site visits to key investment projects,
e.g.Nostell Horizon.
Link to strategy
Stakeholder engagement continued
Our investors continued Our customers
The businesses and organisations that buy
ourproducts
Why they are important
@ Customers play a crucial role in shaping our
growth, informing our strategic priorities
anddriving innovation across the Group.
@ Long-term, collaborative and mutually
beneficial customer relationships are
fundamental to the sustainability and
successof our business model.
Link to KPIs
@ Revenue
@ Carbon reduction metric
@ Share of revenue from new and more
sustainable products
Refer to KPIs pages 24 to 25
What they tell us matters to them
@ Product availability, reliability of supply and
customer service.
@ Product value, pricing and consistent quality.
@ Product innovation, technical performance
and safety.
@ Strong, transparent and collaborative
relationships.
@ Sustainability credentials and environmental
performance of products.
How we engage at Board level
@ The Board receives regular updates on
customer relationships, customer strategy
and key account priorities, including
performance against customer satisfaction
and service metrics.
@ Customer feedback, together with market
and sector insights, is incorporated into Board
discussions and informs strategic decision-
making, including capital investment, product
development and innovation priorities.
@ In 2025, the Board reviewed an updated
materiality assessment, providing a clear
viewof the sustainability topics of greatest
importance to customers and how these
arereflected in the Groups strategy
anddisclosures.
How we engage across the Company
@ Dedicated account management teams.
@ Central customer service function.
@ Design and specification advisers supporting
early stage project engagement.
@ Structured customer feedback mechanisms,
including detailed customer surveys.
@ Quality and complaints management teams.
@ Digital channels and social media
engagement.
What Ibstock offers customers
@ A strong commitment to developing a deep
understanding of customers’ priorities,
enabling us to anticipate needs and deliver
relevant solutions.
@ An unrivalled choice of products across our
clay brick portfolio, offering customers the
widest possible range of aesthetic, technical
and performance options.
@ As a full-range supplier, our Concrete
businesses provide customers with a
comprehensive product offering to support
informed and efficient purchasing decisions.
@ Enhanced product information, technical
expertise and support, including the provision
of customer CPD programmes.
Outcomes from engagement
@ Continued evolution of our Sales team
structures and capability development,
creating a more aligned and customer-
focused approach across the Group.
@ Active management of production capacity
to support continuity of supply and maintain
flexibility to respond efficiently as market
demand recovers.
Priorities for 2026
@ Developing strategic supply plans with
keycustomers and further strengthening
ourspecification and technical
advisorycapability.
@ Increasing the frequency and depth of
customer engagement to ensure strategic
alignment, drive category innovation and
support long-term partnerships.
@ Advancing sustainability improvements
andaccelerating existing product
innovationto meet customers’ short-
andmedium-term requirements.
Link to strategy
Product: Milburn Ashen Brown
Project: Keepmoat Homes
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Stakeholder engagement continued
Our employees Our communities
Colleagues who work in our business
Why they are important
@ Our talented and engaged employees
continue to play a vital role in the success of
Ibstock. We not only have a legal obligation
to look after our employees, but also an
ethical obligation to ensure that we create
anenvironment where everyone can belong
and be at their best.
Link to KPIs
@ TIFR
@ Employee engagement
@ Female representation in senior leadership
Refer to KPIs pages 24 to 25
What they tell us matters to them
@ Fair and consistent pay and benefits.
@ Culture that cares and is inclusive.
@ Development for growth and wellbeing.
How we engage at Board level
@ The Listening Post is our formal mechanism
for workforce engagement and sharing
employee views with the Board. Board
members attend the sessions on a
rotationalbasis.
@ Regular direct progress reports on people and
culture from the People team. 2025 also saw
a refreshed employee opinion survey
presented to the Board, with an 82%
employee response rate.
@ Board members visit our sites and senior
management join meetings for specific
items,e.g. our Board Strategy Day and
through Board and Sustainability Committee
site visits.
How we engage across the Company
@ The development and deployment of safe
and reliable production approach.
@ The Week – a weekly video update from an
ExCo member posted on our MyIbstock
intranet, displayed on digital screens in
common areas at all sites and emailed to
allemployees.
@ Ibstock Informed presentations and live open
Q&A panel sessions.
@ MyIbstock news and employee blogs.
@ Safe Start conversations.
@ Employees are encouraged to visit other sites
and share best practice.
What Ibstock offers them
@ Alongside the focus on a safe and healthy
working environment, investment in ongoing
training, development and career progression.
@ Attractive employee proposition, including
amoney-saving benefits platform.
Outcomes from engagement
@ Board oversight of employee pay and reward
philosophy, e.g. pension provision.
@ Senior leadership gender and ethnicity
diversity targets supported by the Board.
Priorities for 2026
@ Refocus the organisation in service of
performance, customer experience and
delivery of results against strategic ambitions.
@ Ongoing embedding of talent and skills
programmes, including opportunities for
succession and leadership development.
@ Continued focus on embedding a culture
ofwellbeing, belonging and fostering a
diverse workforce.
@ Implementation of engagement
surveyactions.
@ Introduction of new Group Reward Strategy.
Link to strategy
The people who live and work in the
local communities around our sites
and operations
Why they are important
@ Our activities can have a lasting impact
onthe communities in which we operate
– westrive to leave a positive legacy.
Link to KPIs
@ Carbon reduction metric
@ Earn and Learn metric
Refer to KPIs pages 24 to 25
What they tell us matters to them
@ Localised environmental impacts.
@ Employment, education and training.
@ Equal opportunities.
@ Financial support for local community activity.
How we engage at Board level
@ The members of the Sustainability
Committee receive a regular summary of
issues or points of interest from Ibstocks
community stakeholders – including input
from the Estates, Early Careers and Social
Impact teams, Community Panel and Factory
Managers.
@ Through MyIbstock, significant content is
shared by employees on our community work
and charitable activities. This system enables
the Board to engage with and monitor activity.
How we engage across the Company
@ Factory Managers link with local communities.
@ Estates team liaison with local authorities and
interest groups.
Employees at our Chesterton Factory
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Ibstock Plc | Annual Report and Accounts 2025
@ Early Careers team and wider cross-functional
representatives engaging with industry,
education and skills sector.
@ Social Housing/Social Impact teams working
in partnership with housing associations and
their residents.
@ MyIbstock community stories.
Outcomes from engagement
@ The Board, through the Sustainability
Committee, has approved a new approach
tosocial impact.
Priorities for 2026
@ Continued Early Careers and apprenticeship
focus.
@ Evaluation of Ibstock Skills Academy driving
sector construction skills.
@ Promote STEM in construction through
colleague volunteering.
@ Development of Social Value reporting.
Link to strategy
Our communities continued
Pension fund members
andTrustees
Government bodies and agencies
Why they are important
@ Understanding and adapting to changing
laws and regulations is essential to ensure
that Ibstock not only remains compliant
withrequirements, but can also benefit
frompotential opportunities. 2025 has
seenasignificant increase in the number
ofGovernment consultations on
environmental regulation and taxation.
Link to KPIs
@ TIFR
@ Carbon reduction metric
Refer to KPIs pages 24 to 25
What they tell us matters to them
@ Workplace health and safety.
@ Energy and carbon emissions.
@ Legal and regulatory compliance.
How we engage at Board level
@ Updates from the Group Company Secretary
at each Board meeting.
@ Reports and updates from our external
advisers, including quarterly horizon scanning
and trade body insights.
@ Direct liaison as required.
How we engage across the Company
@ Industry bodies, forums and conferences.
@ Direct liaison with Government and
regulatory bodies where pertinent.
Government and regulators
What Ibstock offers them
@ Through our involvement with industry
bodies, we seek to support the development
and assessment of laws and regulations
within the construction sector.
@ Support for the Government policy for
growthand increasing housing (numbers)
and new towns.
@ Site visits and industry insight to build
understanding of Government policy
development impact on UK manufacturing.
Outcomes from engagement
@ Over the course of the year, the Board
engaged with subject matter experts and
undertook training on evolving legislative,
regulatory and best practice requirements,
considering the resulting effects on strategic
direction and operational performance.
Priorities for 2026
@ More regular and formalised training sessions
on hot topics.
@ Improved reporting at Board level on
keyissues and risks associated with
non-compliance.
Link to strategy
The members and Trustees of the Ibstock
Defined Benefit pension schemes
Why they are important
@ As part of our culture of care, we are
committed to continue to look after our
employees once they have retired.
Link to KPIs
Refer to KPIs pages 24 to 25
What they tell us matters to them
@ Pension scheme member interests.
How we engage at Board level
@ Regular reports from the Finance team.
How we engage across the Company
@ Direct liaison with Trustees.
@ Financial oversight.
What Ibstock offers them
@ Confidence in the long-term security
oftheirpension.
Outcomes from engagement
@ Clear understanding of the financial
positionof the Company and the
objectivesof the Trustees.
Priorities for 2026
@ Regular engagement with the
SchemeTrustees.
Link to strategy
N/A
Stakeholder engagement continued
Community activity
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38Ibstock Plc | Annual Report and Accounts 2025
Sustainability
Our approach to sustainability
is guided by an understanding
of the most important risks
and opportunities for Ibstock
and all our stakeholders.
Our ESG 2030 Strategy, launched in 2022,
outlines three key areas that are integrated
across our wider business strategy pillars:
@ Sustain – Addressing Climate Change
@ Innovate – Manufacturing Materials for Life
@ Grow – Improving Lives
Sustainability is crucial to both the short- and
long-term success of Ibstock so that we are
ableto create shareholder value and grow as
atrusted long-term business. Our strategic
objectives go hand in hand with these
sustainability priorities and the management
ofour risks and opportunities.
Strength through
sustainability
How we govern sustainability
The oversight of sustainability matters is critical.
It not only allows the Board to understand more
holistically the impact of its decisions on key
stakeholders and the environment, but also
ensures it is kept aware of any significant
changes in the market. This includes the
identification of emerging trends and risks,
which in turn can be factored into its strategy
discussions. Sustainability is overseen principally
by the Board, the Sustainability Committee and
the ExCo.
Claire Hawkings is the designated Non-
Executive Director with overall accountability
forsustainability matters. Claire oversees the
review and performance of this work as Chair
ofthe Sustainability Committee.
A full report of the activities of the Sustainability
Committee can be found on pages 81 to 82.
The governance of our climate-related risks and
opportunities are detailed in our full Task Force
on Climate-related Financial Disclosures
(‘TCFD’) report provided on pages 178 to 191.
Further information on our sustainability
governance and reporting can be found in the
separate Sustainability Report, which is
available on our website (www.ibstock.co.uk).
Strategic pillar
ESG 2030 Strategy
Sustain
Addressing Climate Change
Strategic pillar
ESG 2030 Strategy
Manufacturing Materials for Life
Innovate
Strategic pillar
ESG 2030 Strategy
Improving Lives
Grow
Integrated approach
Our strategy originally established a set of
targets and milestones. Whilst many of these
milestones have now been achieved (see our
2024 Sustainability Report), the progress we
have made in integrating the strategic priorities
into the business, taking a more materiality-
focused approach, sets us up for success as we
move towards 2030. Our key sustainability data
is still measured and managed and can be
viewed at the end of this report, from page 174.
ESG 2030 STRATEGY
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability continued
Materiality
We believe that balancing internal and external
viewpoints plays an important part in defining
and managing sustainability issues that are
significant to our business and our stakeholders.
To ensure that focus remains on the most
important topics, we conducted a single
materiality assessment in 2025, with financial
materiality considered alongside stakeholder
expectations. The purpose of the assessment
was to:
@ prioritise efforts, resources and targets
around our sustainability work;
@ involve our stakeholders to understand their
concerns and priorities; and
@ identify any new or enhanced risks (financial,
reputational) or opportunities (value creation).
The process engaged stakeholders through
aseries of interviews, desktop reviews and
research on publicly available data points to
understand priority topics and concerns.
Stakeholders included customers, investors,
employees, peers and Ibstock leadership as well
as our technical teams. We also reviewed
legislative and reporting requirements, both
current and those likely to impact the business
in the next three years.
As a result of this process several material issues
are no longer specifically represented, but are
encompassed in other topics. For example,
dematerialisation is no longer a stand-alone
issue as it is well represented within product
innovation and circular economy.
Our materiality matrix
Significant Highly significant
Significant Highly significant
Importance to Ibstock
Importance to stakeholders
The outputs align closely with our existing ESG
2030 Strategy framework, confirming that our
strategy remains on course to tackle those areas
identified as being of most importance to both
Ibstock and our stakeholders. Health, safety
and wellbeing remain a business-critical issue,
consistent with our business risks and priorities,
which are fully embedded into our governance
and business processes.
Carbon and energy use are considered the most
significant and financially material sustainability
issue for the business and for our stakeholders.
This is reflected by our principal climate change
risk and TCFD scenario analysis of risk.
Product innovation, identified through the
materiality process as a key opportunity,
focuses on developing new products and
solutions to meet evolving customer needs,
while also improving our existing product range.
Product safety has been incorporated into this
topic as a specific priority, with the golden thread
of information and accountability required by
the Building Safety Act 2022 a significant focus
for the entire construction sector.
Skills, encompassing talent retention and
attraction, employee reward and the
importance of sector-specific skills such as
bricklaying – which are critical to our business
success – was ranked higher than in previous
reviews. This reflects the growing skills
challenges facing the UK construction sector.
Human rights also moved up in significance
through the assessment with a stronger focus
from customers on understanding supply chain
risk and resilience. Air quality emerged as an
issue through the process with implementation
of tighter UK regulations expected in the
coming years. Water and waste remain
significant but rank below other issues as their
financial impact on the business is relatively low.
In light of expected market conditions and the
findings of the materiality process, we will be
prioritising our resources and focus in 2026 on
three key issues, supported by our existing
targets for 2030:
@ carbon reduction and energy use;
@ product development; and
@ skills.
Carbon
& energy
Health, safety
& wellbeing
Product
innovation
Biodiversity
Human
rights
Circular
economy
Skills
Air
quality
Social
impact
Waste
Equity, diversity
& inclusion
Water
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Reducing our climate impact as well as
managing our risks and opportunities
linked to climate change.
Developing new and existing products to be
fitfor the future needs of our customers.
Working with our colleagues, communities and
customers to ensure we have the skills required
for our sector to thrive.
Headline 2030 target Headline 2030 target Headline 2030 target
40% Scope 1 and 2 carbon reduction (against
2019 baseline)
20% of sales turnover from new and
sustainable products
10% of colleagues in Earn and Learn positions
2025 performance 2025 performance 2025 performance
41%
1
reduction in Scope 1 and 2 carbon 25% of sales turnover from new and
sustainable products
7.2% of colleagues in Earn and Learn positions
Approach to material issues Approach to material issues Approach to material issues
@ Carbon transition model
@ Energy management system (ISO 50001)
@ Environmental management system
(ISO14001)
@ Biodiversity
@ Air quality
@ Water usage
@ New product development and existing
product evolution
@ Resource use and circularity research
anddevelopment
@ Environmental management system
(ISO14001)
@ Waste
@ Health and safety management process
@ Skills development programmes
@ Equity, diversity and inclusion programmes
@ Human rights review
@ Social impact strategy with a flagship
bricklaying academy pilot
1 Of the 41% reduction, 25% is permanent carbon reduction on 2019 baseline, 16% is temporary production volume decrease which we forecast to reverse by 2030.
Sustainability continued
Addressing Climate Change
Manufacturing Materials for Life
Improving Lives
Targets, performance and management of our material issues
Sustainability highlights in 2025
United Nations Sustainable Development Goals (‘UNSDGs’)
Our priorities align with the UNSDGs focusing on Goal 13 for Climate Action, with carbon ourmost material
sustainability issue and, alsoGoal 12 for Responsible Consumption andProduction, with product innovation and
circularity also significant opportunities for the business. Elements of our strategy contribute toseveral other of the
UNSDGs as indicated onsubsequent pages of this report.
@ Production of our lowest carbon bricks at Atlas.
@ Shortlisted for the Governments Hydrogen
Allocation Round 2 (‘HAR2’) for on-site green
hydrogen production at our Atlas Pathfinder
factory in the West Midlands.
@ Nostell Horizon ceramics façade factory
commissioning commenced on time; now the
UK’s most advanced ceramic façade facility
– producing new IBricks and innovative new
solutions like FastWall.
@ More than halfway to achieving our 40%
Scope 1 and 2 carbon reduction target
by2030.
@ Calcined Clay project reached commercialisation
phase with products that will support industry
decarbonisation solutions.
@ Cement reduction roadmap established as
part of our product evolution and Scope 3
reduction plans.
@ Over 80% of spend with suppliers covered by
the new Ibstock Supplier Commitments
ensuring our supply chain adheres to
minimum standards of a responsible business.
@ Gold membership retained with the 5% Club
for our commitment to Earn and Learn
demonstrating our investment in our future
talent and succession planning.
@ Increased the number of Mental Health Allies
active across the business to 85.
@ Over 440,000 bricks donated to schools,
colleges and community projects to support
skills development in bricklaying as well as
heritage projects in local communities.
@ Launched our first Ibstock Academy pilot for
bricklaying students with Walsall College.
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability continued
Carbon reduction
As an energy-intensive manufacturer, Scope 1
carbon emissions make up the largest
proportion of our carbon impact, from natural
gas and the process emissions from firing clay.
Our main focus is therefore to deliver our
ambitious target ofa 40% reduction in
absolute carbon (Scope 1 and 2) by 2030.
Performance
2025 was a lower production year, which is
reflected in our absolute Scope 1 and 2 carbon
performing at 41% reduction against our 2019
baseline. 25% of this is permanent carbon
reduction on 2019 baseline, 16% is temporary
production volume decrease which we forecast
to reverse by 2030. The Scope 1 and 2 intensity
metric tonnes CO
2
/tonne production is 0.138,
achieving a 13% reduction against 2019. From
2026 we will report a carbon per brick metric
which will provide greater clarity on our Scope 1
reduction progress.
Operational efficiency continues to be
implemented across the estate alongside
anumber of projects to electrify systems,
including replacing the diesel pump at Leicester
Quarry with an electric model saving 121 tonnes
CO
2
in six months from deployment. Our Safe
Reliable Production System programme,
launching at our pilot factory in Aldridge from
January 2026, is designed to support carbon
reduction through its principal aims of
improving quality, efficiency and reliability.
Transformative projects continue to be reviewed,
with commercial viability a key constraint in
the current market. Our HAR2 application for
replacing 55% of natural gas with green
hydrogen at our Atlas factory was successfully
shortlisted by the Government in2025.
Addressing Climate Change
We are reducing our climate
impact and managing our
risks and opportunities
linked to climate change.
Carbon reduction, water
management and improved
biodiversity are all key to
our commitment to address
climate change.
2030 target
40%
reduction in absolute carbon
emissions (Scope 1 and 2) against
2019 baseline
We continue to build a more granular picture
ofour Scope 3 impact. In 2025 we focused
oncement, which contributes significantly to
our purchased goods and services emissions
category. We improved our data, moving from
spend to activity-based methodology and
developed a cement reduction roadmap to
support reduction of these emissions.
Priorities in 2026
In 2026, we will continue our focus on
operational efficiency, reliability and quality
andimproved basics to support our estate
working at optimal efficiency, thereby
reducingcost and carbon.
As the market recovers and production volumes
increase, in the short term we forecast that our
absolute carbon will increase and our intensity
metric will come down. The investment to
achieve our carbon reduction is embedded in
our financial forecast to align with our carbon
reduction target for 2030.
Continued engagement with our supply chain
on Scope 3 carbon reduction and the
implementation of our cement reduction
roadmap will be prioritised in 2026.
Water and biodiversity
Responsible management of water and
biodiversity are both key components of
addressing climate change by supporting
nature and the balance that ecosystems
requireto thrive.
Water used in our manufacturing process
comes from a combination of mains water,
borehole extraction, quarry water and on-site
rainwater harvesting systems. In 2025, we
moved away from our water intensity metric as
the variables in the water content of production
materials meant measurement was not
providing an accurate reflection of water use
behaviour. Mains water use in m
3
during 2025
decreased by 18% against the 2019 baseline
an increase compared to 2024 due to higher
production volumes and prolonged dry spells.
Management of biodiversity at our sites is
mostsignificant in our quarries where extraction
of raw materials sees land-use change and
nature can be disrupted and restored over time.
Our quarrying activity is covered by planning
regulation and consents where the conditions
for restoration include biodiversity enhancement.
In 2025, we completed the baselining of our
biodiversity data across all sites, feeding into
ourbiodiversity management tool, which
willfacilitate the development of action
plansfor further sites in 2026.
Alignment to climate reporting
requirements
The TCFD was established by the Financial
Stability Board in 2015 and published its final
report in June 2017. The report set out 11
recommended disclosures under four pillars
topromote better disclosure. Pursuant to the
Financial Conduct Authority (‘FCA’) Listing
Rule6.6.6R (8) and the requirements of the
Companies Act 2006 as amended by the
Companies (Strategic Report) (Climate-related
Financial Disclosure) Regulations 2022, the
Board of Directors confirms the following:
a) Ibstock has made disclosures that are
compliant with the four recommendations
and 11 recommended disclosures set out
inSection C of the TCFD Final Report.
b) These disclosures can be found within this
Annual Report in the Sustainability and
Climate Change Reporting section on
pages174 to 191.
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Ibstock Plc | Annual Report and Accounts 2025
Our Carbon Transition Plan
We are continuing to deliver carbon reduction
against our 2030 target and through the
evolution of our Carbon Transition Plan in line
with the recommendations published by the
Transition Plan Task Force. We are reviewing the
guiding principles in the ongoing development
of our plan, which sets out our journey towards
being a net zero business.
Action to date
Real decarbonisation performance in 2025 is
c.25% reduction in Scope 1 and 2 carbon
through projects including:
@ 94% electricity purchasing backed by
Renewable Energy Guarantees of Origin
(‘REGO’) since 2021.
@ Energy Management System (ISO 50001)
certification across the manufacturing estate
with energy targets and site action plans.
@ 27% of mobile plant being hybrid or electric.
@ Over £325 million investment in the last eight
years driving a lower cost, more efficient
estate and supporting carbon reduction:
@ New lower carbon Atlas brick factory in
final commissioning and shortlisted for
on-site hydrogen by the Government.
@ New ceramics façades factory in Nostell
began commissioning in 2025.
@ New dryers at our Aldridge site reducing
gas by recycling heat from the kiln.
@ Kiln upgrades improving thermal efficiency
at Parkhouse reducing gas consumption.
@ Trials for firing bricks with syngas and hydrogen.
@ Product adaptation reducing embodied carbon
through lower gas consumption, lower process
emissions and lighter product transportation.
@ Engagement with key supply chain partners
in high-carbon areas such as cement, and raw
material replacements.
@ Lifecycle analysis incorporated into product
design to drive lower embodied carbon products.
Next steps (to 2030)
@ Continued focus on operational efficiency
improvements by delivering site energy and
carbon action plans.
@ Phasing out of diesel across the
manufacturing estate (including mobile plant
where possible).
@ Securing funding with the Government for
on-site hydrogen utilisation at Atlas and
analysis for further site applications.
@ Continued investment in material science
forproduct development.
@ Increasing recycled content in products.
@ Enhancing our Scope 3 emissions data by
shifting from a spend-based to a more
accurate activity-based methodology.
Sustainability continued
Addressing Climate Change continued
Carbon transition priorities for Scope 1 and 2
2019 baseline 2040
Operational efficiency
@ Production efficiencies
@ Capital investment
@ Estate renewal
Renewable energy
@ Renewable energy
supply
@ On-site renewable
installations
Diesel elimination
@ Electrification:
@ quarry pumps
@ forklift fleet
@ car fleet
@ Switch to HVO
Product adaption
(process emissions)
@ Alternative raw
materials
@ Recycled content
@ Product design
@ Product diversification
Carbon capture
(process emissions)
@ On-site emissions
stream capture
@ Direct air capture
Removals through
offsetting
(unavoidable emissions)
@ Offsetting investments
prioritising carbon removals
Alternatives to natural gas
@ On-site hydrogen production
@ On-site synthetic gas
production
@ Hydrogen pipeline supply
@ Biogas
-17% -8%
-1%
-42% -11% -15% -6%
Achieving 100% reduction
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability continued
Addressing Climate Change
continued
Next steps (to 2030) continued
@ Broadening the scope of our supply chain
engagement beyond high-impact materials
and preferentially partnering with companies
decarbonising their operations.
Future steps and scale-up
@ Continued improvements to energy and
operational efficiency with full sub-metering
and automation.
@ Increased usage of on-site renewables and/or
direct purchase.
@ Roll out of hydrogen and/or biogas across the
Clay division estate (on-site and/or pipeline).
@ Continued product innovation to utilise
lower-carbon methods and materials to
reduce embodied carbon linked to our KPI
fornew and sustainable products.
@ Continued supplier engagement for Scope 3
reduction.
@ Carbon capture research for unavoidable
emissions.
@ Continued advocacy and engagement with
Government and industry bodies to support
decarbonisation for high energy intensive
processes that require industrial gas.
Challenges, uncertainties
and dependencies
@ Industrial hydrogen supply and associated
pipeline is not guaranteed.
@ Future of regulation on embodied carbon
ofbuildings is uncertain.
@ Limited availability of larger-scale electric
machinery, in particular for quarry vehicles.
@ Grid connectivity for electrification, where
applicable to our processes, can be limiting.
@ Technology readiness levels for lower-carbon
manufacturing are not yet proven at scale,
including for some green fuels and
carboncapture.
@ Some suppliers do not yet have carbon
reduction targets and carbon data availability
and accuracy is poor in certain categories.
Engagement with industry
and Government
We are active participants of the Future Homes
Hub, at technical and CEO level, helping us to
work with industry to understand and shape
thefuture for new homes. We are involved in
national and regional alternative gas industry
events and forums to raise the profile of the
demand for green hydrogen and biogas.
Weagain welcomed ministers, MPs and civil
servants to a number of our sites throughout
2025 to raise the profile of the opportunities
and challenges facing decarbonisation in the
construction products sector.
Alignment with financial planning
Calculating the cost of our transition to net
zerois complex, with assumptions based on
ouruncertainties and dependencies. While
operational and capital expenditure elements
of the transition are embedded into our
business strategy, and planning and transitional
risks – for example, linked to carbon price and
regulation – can be modelled, the financial
impacts of value chain risk and opportunity and
the uncertainties associated with technology
readiness require further development.
Offsetting
Whilst emissions reductions are our priority,
there will be a requirement to neutralise residual
emissions across Scopes 1 and 3 as we approach
our net zero targets. We have, at a small scale,
begun to explore procurement of certified
high-quality carbon offsets to achieve carbon
neutral certification for a single range of our
new Atlas products – the Pathfinder range.
Thislearning experience will feed into a
longer-term strategy for offsetting residual
emissions in the future.
2030 target
40%
Absolute carbon reduction
Scope 1 and 2
2040 target
Net Zero
Carbon operations Scope 1 and 2
2050 target
Net Zero
Scope 1, 2 and 3
1 Scope 2 uses market-based methodology (which sees our
purchased electricity on a renewable tariff reported as zero carbon).
Just 6% of our electricity comes from non-renewable sources.
Scope 1 57.8%
Scope 2
1
0.2%
Scope 3 42.0%
Carbon emissions breakdown by Scope %
42.0%
0.2%
57.8%
Customer exhibition
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability continued
Product innovation
Our products are resilient, durable, safe and
lastseveral lifetimes, making them an excellent
choice for building sustainable communities.
Weknow we can still make improvements –
bybuilding on the inherent attributes of our
clayand concrete products, weare committed
to manufacturing even more sustainable
products and solutions to meet evolving
customer needs and markets.
Our performance remained strong in 2025,
with25% of sales from new and sustainable
products keeping us above our 20% target
for2030. This KPI includes NPD, but also
product evolution to reflect the adaptation and
improvements to our existing product range
with enhanced sustainability attributes.
Maintaining this level of product development
isenabled by the introduction of our new,
lower-carbon Atlas products, as well as the
continued work on concrete design mix with
lower-carbon cementitious replacements.
We continue to inform our NPD decisions using
Lifecycle Analysis (‘LCA’) data. The LCA feeds
into an Environmental Product Declaration
(‘EPD’) providing robust data on the embodied
carbon in each product. We provide EPD data,
verified by a third party, for a number of leading
products, which enables our customers and
thebusiness to makemore accurate and
informed decisions in their building design
andspecification.
Manufacturing Materials for Life
Whilst we are proud our
products are built to last for
hundreds of years, we are
continuously improving our
existing range of core
products, as well as
developing new products
and solutions for the
evolving needs of the
construction sector.
2030 target
20%
of sales revenue from new andmore
sustainable products
Resource use and circularity
Reduction in the use of materials in our
products presents a key opportunity for our
customers as they seek to reduce the embodied
carbon of their developments (homes and
infrastructure). Reduction in product weight can
offer a number of customer benefits, including
lighter and/or fewer transport loads, improved
manual handling and reduced foundation
requirements. The Nostell Horizon ceramics
façades factory is a great example of how
wecan use less material to create the same
desired aesthetic and durability for our
customers – see page 22 for more details.
Our products are long lasting and durable,
withthe expected service life of bricks being
150years. Through this, coupled with their
inherent reusability and recyclability, we are
already supporting several of the key principles
of circularity. Our Research and Development
teams are focused on reduction of virgin
materials and fossil fuel derived materials
inourproducts and prioritising secondary
and recycled content.
The prospect of our Calcined Clay project
represents a long-term growth opportunity
thatstrengthens our position in low-carbon
construction innovation. By drawing on our
high-quality, long-life clay reserves, we have the
capability to support the UK’s first industrial-scale
Calcined Clay facility. Read more on page 23.
Waste management
Over the last three years, we have sent
consistently low quantities of waste to landfill
with only 21 tonnes of general waste being
landfilled from the Ibstock estate in 2025, which
is just 2.1% of our general waste, bringing us
even closer to our zero waste to landfill target.
As part of our ISO 140001 environmental
management system, sites continue to focus
onsegregation of waste to improve diversion of
materials away from landfill and incineration.
We ensure all of the plastic packaging we source
can be recycled after its use. We continue to
build on the minimum 30% recycled content in
our plastic packaging with the majority of our
plastic strapping using 100% recycled content.
Having delivered plastic packaging reduction
initiatives in previous years, including reduction
in the thickness of our plastic shrink wrap and
insome cases removal of plastic wrap, we had
mixed results, and based on customer feedback
have moved to a plastics optimisation approach.
Product protection on site is crucial to maintain
quality and avoid product wastage. We are in
discussions with many of our customers about
how we balance minimising plastic packaging
and ensuring product protection.
Design Week event
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability continued
Safety remains our number one priority
Meaningful progress was made in strengthening
risk controls and safety leadership during 2025.
The TIFR was 36.6, compared with an in-year
target of 28.2. A number of incidents occurred
at sites undergoing commissioning and
transition, where work activity and risk profiles
were elevated.
Looking ahead, safety remains central to our
operating model. A 2030 target to reduce TIFR
by 30% has been set, with delivery underpinned
by strengthened commissioning controls,
enhanced leadership capability and the
integration of safety into the new Safe and
Reliable Production System. The focus is on
translating the progress made in risk reduction
into sustained improvements in outcomes.
We continued our commitment to supporting
mental health with 85 colleagues qualified and
active as Mental Health Allies to provide the
first line of support to their co-workers.
Skills development
Skills development, both in Ibstock and the
wider construction sector, continues to be a key
focus for the business. We continued supporting
the development of our people, retaining Gold
accreditation as part of the 5% Club’s Employer
Audit. With 7.2% of colleagues on formal
learning courses and apprenticeships, this
achievement highlights our commitment to
personal and professional development of our
employees as we aim to achieve our target of
10% by 2030. Our Early Careers initiatives
continue to be the foundation of our skills
succession planning, with 68 apprentices
nowonactive programmes in 2025.
Improving Lives
We are working with our
customers, colleagues and
communities to ensure we
have the skills required for
our sector to thrive. This
includes an internal
workplace culture where
people feel they can belong,
develop and grow.
2030 target
10%
of colleagues in Earn
andLearnpositions
We continued our commitment to support the
next generation of construction talent through
the donation of more than 440,000 bricks to
colleges and community projects, including
support for the existing and future NHBC hubs
across the UK.
As part of our wider social impact strategy,
welaunched the first pilot Ibstock Academy at
Walsall College, dedicated to bricklaying skills.
This initiative creates a platform for developing
talent across the sector while deepening
engagement with customers, communities
andcolleagues.
The Academy provides students with practical,
job-ready training that reflects the pace,
high-quality standards and safety expectations
of construction. As the first building materials
manufacturer to have joined the House Building
Federations (‘HBF’) Partner a College programme,
we are taking a leading role in bridging the gap
between education and employment.
The Academy includes industry-delivered
workshops in college training facilities as
wellasarranging student master-classes and
Ibstock site tours to enable understanding
ofour business from our quarries, through
manufacturing to the end products leaving site.
‘Know your brick’ was the theme of the quality
and technical masterclass delivered by Ibstock
colleagues to the students when they attended
the Atlas factory in November 2025.
Engagement and inclusion
We achieved ‘Ones to Watch’ status following
completion of the Best Companies employee
opinion survey with participation at a level
of83%. Results showed a slight decline in
overall engagement at 63%, but with positive
feedback on our wellbeing and mental health
support initiatives across the business.
The level of female representation and ethnic
diversity in our senior leadership group stood
at32% and 15% respectively. This shows
progress in our efforts to embed equity and
inclusion into the culture of the business. Our
target for a third of our apprentice intake to be
female and a third from an ethnic minority is
currently off track, and efforts to reverse this
willbe prioritised in 2026.
All of the above targets support our work
todeepen belonging and inclusion at both
senior and grass roots levels in the business
tomeaningfully increase the diversity of the
workforce for the future. We continue to
collaborate with external networks promoting
inclusion in construction, including BPIC and
theConstruction Inclusion Coalition.
For further diversity data see page 177.
We accelerated our commitment to building
skills from within in 2025, with our highest
number of apprentices, 7.2% of our workforce
in earn-and-learn roles, and Gold 5% Club
accreditation. Our investment in early careers
and inclusive development remains central to
shaping a capable, future-ready Ibstock.
IBSTOCK ACADEMY
Strategic Report
Governance Report Financial Statements Additional Information
46Ibstock Plc | Annual Report and Accounts 2025
Non-Financial and Sustainability Information Statement
Ibstock’s Non-Financial and Sustainability Information Statement can be found below. In compliance
with Sections 414CA and 414CB of the Companies Act 2006, the information listed is incorporated
into this statement by cross-reference to relevant content found elsewhere in this Annual Report.
Requirement Policies Additional information Pages
Environmental
matters
@ ESG 2030 Strategy
@ Sustainable Procurement Policy
Sustainability
Corporate Governance
Statement
39 to 46
62
Employees @ Health and Safety Policy
Statement
@ Diversity and Inclusion Policy
@ Anti-bullying and
HarassmentPolicy
@ Code of Business Conduct
@ Whistleblowing Policy
Sustainability
Nomination Committee
Report
39 to 46
76 to 80
Human rights @ Modern Slavery Statement
@ Data Protection Policy
Sustainability 39 to 46
Social matters @ ESG 2030 Strategy
andFramework
Sustainability 39 to 46
Anti-corruption
and bribery
@ Anti-bribery and Corruption Policy
@ Competition Law
CompliancePolicy
@ Supplier Commitments
@ Prevention of Fraud Policy
@ Anti-Money Laundering Policy
@ Prevention of Criminal Facilitation
of Tax Evasion Policy
Audit Committee Report 83 to 90
Description of
the business
model
Our business model 19
Requirement Policies Additional information Pages
Principal risks
and impact on
business activity
Principal risks and
uncertainties
Governance
Audit Committee Report
Sustainability
Sustainability and
Climate Change
Reporting
48 to 52
55 to 110
83 to 90
39 to 46
174 to 191
Non-financial key
performance
indicators
Strategic Report
Key performance
indicators
1 to 54
24 to 25
The policies referenced above provide the link between our purpose and values and how Ibstock is
managed and conducts its business.
Ibstock operates appropriate a range of polices and procedures to ensure that risks from unethical
conduct and illegal business practice are reduced and eliminated as far as possible. These underpin
our Code of Business Conduct, which, together with our Supplier Commitments, sets out the
behaviours expected of our colleagues and third parties we do business with. Apart from those listed
above, these policies include a Trade Association Policy.
Strategic Report
Governance Report Financial Statements Additional Information
47
Ibstock Plc | Annual Report and Accounts 2025
Principal risks and uncertainties
How we manage our risks
Ibstocks activities expose it to a variety of risks
that could impact the business and its strategic
objectives. The Board has established a risk
management and internal control framework
and determined the nature and extent of the
principal risks that the Company is willing to
take in order to achieve its long-term objectives.
The Board has completed a robust assessment
of the Company’s emerging and principal risks
as required by the Code for the year ended
31December 2025. This included consideration
of those risks that would threaten Ibstocks
strategy, business model, its future performance,
liquidity, solvency, reputation and its people.
To support the discharge of the Board’s
responsibilities, the Audit Committee annually
reviews the operation and effectiveness of the
Companys risk management and internal
control framework. This includes consideration
of Ibstocks financial controls (which form a
subset of the broader set of controls). These
controls are also subject to periodic review by
Internal Audit. Further information on the role
of the Audit Committee in this process as well
asmore details of Ibstocks system of internal
controls can be found within the Governance
Report, from pages 55 to 114.
Risk management framework
andriskappetite
The Board has overall responsibility for
ensuringthat Ibstock has an appropriate
riskmanagement framework and procedures
encompassing the nature and level of risk it
iswilling to accept to achieve its strategic
objectives. Management is responsible for
theeffective design, implementation and
operation of controls and risk mitigation plans.
Our risk management process is designed to
identify and manage, rather than eliminate,
therisk of failure to achieve business objectives
and to provide reasonable, but not absolute,
assurance against material misstatement orloss.
Risks are identified across our businesses and
functions by identifying what could stop us
achieving our objectives or impact the
sustainability of our business model. Risk owners
assess the likelihood and impact of these risks
against an enterprise-wide taxonomy that
benchmarks the likelihood and impact against
financial and non-financial criteria. They also
take into account current mitigating control
activities and identify where additional actions
may be needed to bring the risk within our risk
appetite. Consideration is given to costs of
mitigation and Ibstock operates compensating
controls that are proportionate to the benefit
provided. Risk owners bring the results of their
assessment, current status and action plans to
business and functional reviews, for support,
challenge and oversight.
During the year, the Board reviewed and
challenged managements assessment of
risks.This was the final stage in a process
thatincluded the review of the divisional and
functional registers by senior management prior
to the ExCos approval of Ibstocks principal risks
and uncertainties for presentation to the Audit
Committee and the Board.
With recognition of the nature of our industry,
Ibstock has set a low to medium risk tolerance
dependent on risk and has a robust process to
identify any changes to the risk landscape,
agreeing proportionate further mitigating
actions where appropriate. The Board seeks
toensure appropriate and proportionate
riskmanagement strategies are in place for
allmaterial risks.
Management operates a ‘three lines of
defence’ structure to its internal controls
(seediagram on facing page). The first line
ofdefence is operated by management
andcovers the day to day risk management
activities of implementing and executing
internal controls. The second line (health
andsafety, quality control and other central
functions) works alongside the risk owners
tosupport the design and implementation of
the controls framework, whilst the independent
third line is operated by our outsourced Internal
Audit provider, RSM UK Risk Assurance Services
LLP (‘RSM’). The Board is committed to a
continual process of improvement and
embedding of the risk management
frameworkwithin the organisation. This ensures
that the business identifies both existing and
emerging risks and continues to develop
appropriate and proportionate risk mitigation
strategies and action plans.
Climate change risk
We have an ambition to be the most
sustainable manufacturer of clay and concrete
products in the UK, and to lead our sector
inthedisclosure and transparency around
sustainability issues. We have invested
significant capital over the last five years
acrossIbstock contributing to a reduction
inthecarbon intensity of our manufacturing
processes. In 2022, we launched our ESG 2030
Strategy, which established a stretching set of
goals to achieve our ambition of net zero by
2040 (Scope 1 and 2); see the sustainability
section on pages 39 to 46 for more details.
At the same time, in order to assess the
resilience of our business model, we have
modelled the impact of both transitional and
physical risks of climate change on the financial
performance and position of the Company
under different climate scenarios. Details of
these impacts are disclosed in the TCFD
reporton pages 178 to 191.
Strong management
of risk
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48
Ibstock Plc | Annual Report and Accounts 2025
Principal risks and uncertainties continued
Climate change risk continued
We consider climate change to be a principal
risk given Ibstock’s material commitments with
regard to Ibstock’s ESG 2030 Strategy and its
target to be a net zero operation (Scope 1 and
2) by 2040. This carries significant reputational
risk and is a material focus. Details on transitional
and physical risks and opportunities related to
climate change are detailed in the TCFD report
on pages 181 to 183.
Principal risks and uncertainties
Our principal risks are identified and managed
in the same way as other risks. Principal risks are
owned by one or more members of the ExCo
and subject to a review by this group at least
twice each year, before a review by the Board
orrelevant Board Committee. A principal risk
and uncertainty is one that is currently
impacting, or could impact, Ibstock over the
next 12 months. Our principal risks are not an
exhaustive list of all risks, but are a position as
at31 December 2025. All risks carry equal
importance and weighting for the Board.
However, additional focus and priority may
begiven to specific risks for a period of time in
certain circumstances.
We have reviewed our principal risks over the
course of the year and have updated them to
reflect changes to the external environment
and our strategy and plans.
The full list of what the Board considers to be
those current principal risks and uncertainties
can be found from pages 50 to 52. Our
disclosure for each principal risk includes
themitigating actions for each and, where
applicable, updates on any change in the
profileduring the past year.
The principal risks and uncertainties should be
read in conjunction with the Strategic Report
asa whole from page 1. The Board is mindful
that additional risks and uncertainties of which
Ibstock is not currently aware or are believed
notto be significant may also adversely affect
strategy, business performance or financial
condition in the future.
The Board confirms that it has assessed and
monitored Ibstock’s principal risks throughout
the year, in accordance with the Code.
Improvements made during 2025
During 2025, management has further
embedded the identified transitional and
physical risks and opportunities related to
climate change in the individual businesses
riskprocesses.
Changes in our principal risks
New and retired risks
Careful consideration has been given to the
Major Project Delivery risk, which has been
removed as a principal risk, as the two major
project developments at Atlas and Nostell
Horizon near conclusion.
Emerging risks
We continue to review additional emerging risks
that could significantly impact or challenge our
current strategy and business model and these
will continue to be considered by the Board.
There are processes in place to identify emerging
risks, which include the divisional and functional
risk process, regulatory and compliance horizon
scanning, including specifically climate change,
strategic risk identification, and review of
external emergingrisk information.
Any emerging risks identified have been recorded
and are being managed and monitored
alongside our existing risks. An example of an
emerging risk that was considered during
theyear is detailed below:
@ Ability to innovate and develop a market for
Ibstock Futures products and services – we
are now incorporating this in the Customer
and Industry risk, recognising the relative
infancy of the markets in which the Ibstock
Futures business operates.
Risk management framework
Board
Ultimate responsibility
Audit Committee
Review effectiveness
Executive Committee
Concrete
Support functions Clay
Operational level controls
Day to day activities to manage and identify risk (first line)
Internal Audit (third line)
Management, oversight,
direction and governance (second line)
Reporting and escalation
Strategic Report
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49
Ibstock Plc | Annual Report and Accounts 2025
Principal risks and uncertainties continued
Risk movement: Increasing Decreasing No change NEW
1. Regulatory and Compliance
Risk level
Low
Owner
Group Company Secretary and
ComplianceOfficer
How it aligns to our strategy
Underlying all pillars
Link to business model
Extraction, Procurement, Manufacturing,
Product Design, Sales
Risk description
Non-compliance with legal or regulatory
requirements in the markets we operate in
(forexample, HSE, GDPR, anti-bribery and
corruption, the Building Safety Act and
taxlegislation).
This could expose Ibstock to financial penalties
and reputational damage. The risk trend has
increased slightly due to increased regulation.
Response/mitigation
@ Monitoring of the laws and regulations
across relevant markets to ensure Ibstock
remains compliant and is prepared for the
implementation of new requirements.
@ Alignment of key policies and procedures
with training on mandatory topics and
compliance requirements.
2. People and Talent Management
Risk level
Medium
Owner
Group People Director
How it aligns to our strategy
Underlying all pillars
Link to business model
Extraction, Manufacturing, Product Design, Sales
Risk description
An inability to attract, retain and develop people
would impact the delivery of our strategic
objectives. This may be compounded by the
ageing demographic in key employee groups,
thedependency on specialist technical
knowledge and skills in certain roles or enterprise
restructuring programmes.
Response/mitigation
@ Cultural and wellbeing programme.
@ Company-wide people programmes covering
succession planning, apprenticeships,
peopletraining and development, and high
potential employees.
@ Hybrid working model for office-based
employees.
@ Focused action plans as a result of
employee opinion survey.
3. Cyber and Information Systems
Risk level
Medium
Owner
CEO
How it aligns to our strategy
Underlying all pillars
Link to business model
Procurement, Manufacturing, Product Design,
Sales, Distribution
Risk description
Damage caused to the organisation, its customers
or suppliers through unauthorised access,
manipulation, corruption or destruction of data or
systems, or lack of investment leading to outdated
systems, which could impact operations or the
delivery of strategic objectives.
The risk has increased during the year as a result
of the attacks and wider threats on listed
companies and other organisations across the UK.
Response/mitigation
@ Achievement of UK Government’s Cyber
Essentials Plus accreditation.
@ IT disaster recovery plan.
@ Regular reviews to reduce the risk of successful
cyber attacks, including vulnerability and
penetration tests by thirdparties.
@ Cyber security training and
awarenessprogramme.
@ Continued investment in technologysystems.
Probability and impact assessment ofIbstock’s risks
1
Regulatory and Compliance
2
People and Talent Management
3
Cyber and Information Systems
4
Health, Safety and Environment
5
Economic Conditions
6
Financial Risk Management
7
Customer and Industry
8
Climate Change
1 2 3 4 5
Probability
Residual risk rating (after consideration of mitigating controls)
Impact
1
2
6
5
4
8
7
5
4
3
2
1
3
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Ibstock Plc | Annual Report and Accounts 2025
Principal risks and uncertainties continued
Risk movement: Increasing Decreasing No change NEW
4. Health, Safety and Environment (‘HSE’)
Risk level
Medium
Owner
CEO
How it aligns to our strategy
Underlying all pillars
Link to business model
Extraction, Manufacturing, Sales, Distribution
Risk description
Failure to provide a place of work that minimises
the risk of harm to our employees, those who work
with us, and the environment.
Response/mitigation
@ Dedicated internal Safety, Health,
Environment and Quality (‘SHEQ’) team
supporting operational delivery of HSE
management and leadership.
@ Appropriate health, safety and environment
policies to ensure compliance with all
relevant regulations and requirements
combined with regular monitoring through
internal and external auditing activity.
@ Six ‘Health and Safety Rules’ introduced
touse as a guide to drive behaviour on a
dailybasis.
@ Investment in safe systems and facilities
toprotect our employees.
5. Economic Conditions
Risk level
Medium
Owner
CEO
How it aligns to our strategy
Sustain
Link to business model
Procurement, Manufacturing, Product Design,
Sales, Distribution
Risk description
Changes in the UK macroeconomic environment
or Government housing policy could negatively
impact demand as consumer confidence and
affordability affects our customers, resulting in
reduced sales volumes.
The risk has increased during the year due to the
UK economic backdrop.
Response/mitigation
@ Monitoring of market and economic
trendand forecast information at the
Board,Executive and business leadership
level, which informs planning and
financialforecasting.
@ Flexibility to adjust capacity and cost base
across the organisation.
@ Disciplined capital allocation framework
andstrong balance sheet position.
6. Financial Risk Management
Risk level
Medium
Owner
Interim CFO
How it aligns to our strategy
Sustain
Link to business model
Procurement, Sales
Risk description
Ibstock is exposed to a number of financial risks,
both macroeconomic in nature (e.g. foreign
currency, interest rates, general inflation) and
more specific, including liquidity and credit risk,
aswell as volatility in the wholesale energy and
carbon markets.
Exposure to these risks could lead to increased
costs of business operations, financial loss or
reduced ability to access funding.
Response/mitigation
@ Internal control framework is designed
toreduce financial reporting risks.
@ Development, review and communication
of an enterprise-wide treasury policy, which
is designed to reduce residual risk with regard
to foreign exchange and interest rates.
@ Constant monitoring of energy and carbon
markets and forward purchase to mitigate
market volatility.
@ Stress testing Ibstocks available financing
facilities to ensure resilience.
@ Operation of appropriate and dynamic sales
pricing strategies to remain competitive and
pass on significant increases in input costs.
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Ibstock Plc | Annual Report and Accounts 2025
Principal risks and uncertainties continued
7. Customer and Industry
Risk level
Medium
Owner
Managing Director – Clay and Concrete
andManaging Director – Innovation and
Growth
How it aligns to our strategy
Sustain
Link to business model
Manufacturing, Product Design, Sales
Risk description
Not meeting customers’ needs and expectations
(e.g. service levels, product quality and digital
capability) as well as inability to innovate, develop
and implement new products and solutions that
respond to the markets’ and customers
longer-term needs.
This could cause the loss of a key customer,
reduced sales volumes and loss of market position,
with Ibstock generating revenues from a relatively
concentrated customer base, in a cyclicalindustry.
Response/mitigation
@ Organisational structure enables us to
understand and respond more effectively
tothe evolving needs of our customers,
withbusiness and regional teams providing
customer support.
@ Sales and production are highly integrated
and also supported by design support and
technical teams.
@ Ibstock Futures established to focus on
construction mega trends of
industrialisation and sustainability.
@ Innovation culture embedded through
organisation design, including experienced
product managers encompassing horizon
scanning, and monitoring and reporting
onemerging market trends.
@ Customer surveys conducted to understand
and respond to customer requirements.
8. Climate Change
Risk level
Medium
Owner
Group Company Secretary and
ComplianceOfficer
How it aligns to our strategy
Sustain
Link to business model
Manufacturing, Product Design
Risk description
If Ibstock does not adapt the business to achieve
our sustainability commitments and meet climate
change regulations as well as mitigating climate
change-related transitional and physical risks, this
could result in failure to meet customer and
stakeholder expectations.
Transition risks include success of new technology
programmes and changes in customer
preferences impacting product demand.
Adetailed assessment of climate-related risks
andopportunities is provided in our TCFD report
on pages 178 to 191.
Response/mitigation
@ The Sustainability Committee oversees our
ESG 2030 Strategy and business response
toclimate change risks.
@ Clear sustainability strategy and transition
plan with KPIs published to track progress.
@ Transitional and physical climate risks and
opportunities being embedded in day to
day business operations.
@ Continued investment in new technologies,
enhancing operations and developing
products that are more sustainable.
Risk movement: Increasing Decreasing No change NEW
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Ibstock Plc | Annual Report and Accounts 2025
Viability and Going Concern Statements
Background
The Boards assessment of the longer-term
viability of the Group is an integral part of our
business planning processes. These processes
include financial forecasting and risk and
opportunity management, as well as longer-
term scenario planning incorporating potential
future economic conditions, market trends,
emerging opportunities or threats and the
potential impact of climate change. The output
of the Group’s business planning processes
reflects the best estimate of the future prospects
of the business based on a range ofpossible
future scenarios. To make an assessment of
viability, these forecasts are rigorously stress
tested based upon potential adverse impacts
arising from the Groups principal risks and
uncertainties, which are outlined on pages 48
to52 in severe but plausible scenarios that
testthe Groups resilience.
Assessment
Managements viability exercise, reviewed by
the Audit Committee on behalf of the Board,
has robustly assessed the market conditions,
risks and the liquidity and solvency of the Group,
including consideration of the wider economy
and future uncertainty. The Group has leading
positions within the markets in which it operates,
as noted on pages 15 to 18, and its business
strategy (see pages 20 to 23) is aimed at
continuing to strengthen its position in those
markets, create value for its shareholders
andensure its operations and finances
aresustainable.
Lookout period
The Group may use longer-term time horizons
for the purposes of investment decisions and
capital allocation given its markets and
construction timeframes. However, the Directors
believe that a three-year period provides the
most appropriate horizon over which to assess
viability. The performance of the building
products industry is sensitive to the broader
level of macroeconomic activity, which is
influenced by factors outside of the Groups
control, including demographic trends, the
status of the housing market, mortgage
availability, interest rates, changes in household
income, inflation and also Government policy.
These macroeconomic drivers are currently
producing a period of prolonged uncertainty.
The Group’s financing consists of £100 million
of private placement notes from Pricoa Private
Capital, with staggered maturities in 2028
(£30million), 2031 (£40 million) and 2033
(£30million), in addition to a £125 million RCF
and a £50 million accordion facility, which was
renewed in November 2025 for a four-year
period with an extension option for a further
year and is provided by a syndicate of four of
our existing lenders. £42 million was drawn
at31December 2025.
Stress testing
Although each of the Groups principal risks has
a potential effect and has been considered as
part of the overall assessment, only those that
result in a severe but plausible scenario have
been modelled. The Groups viability modelling
has stress tested the annual budget and
strategic plan in the following scenarios, both
individually and in combination. The Groups
viability assessment also considered two
compound scenarios whereby firstly the Group
experienced reputational damage during an
economic downturn, and secondly the Group
experienced business disruption during an
economic downturn.
The Group’s viability assessment also included
asensitivity involving a reverse stress test
tounderstand the Groups resilience through
establishing the financial headroom that
existsbefore viability is threatened. This
wasconducted by reducing profitability
duetoreducing industry demand for the
Group’sproducts.
Assumptions
In determining the viability of the Group,
theBoard made the following assumptions:
@ The economic climate in which the Group
operates remains in line with a broad
consensus of external forecasts.
@ There is no material change in the legal
andregulatory frameworks with which the
Group complies.
@ There are no material changes in construction
methods used in the markets in which the
Group operates.
@ The Groups risk mitigation strategies
continue to be effective.
@ The Groups past record of successfully
mitigating significant construction industry
declines can be replicated.
This assessment is based on debt maturities
over the assessment period as follows:
@ £30 million US Private Placement maturing
in2028.
The scenarios assume an appropriate
management response to the specific event
which could be taken and also considers specific
activities to improve liquidity, such as raising
additional funds, reducing expenditure and
selling particular assets.
The Group believes it has the mechanisms to
identify the early need for mitigating actions
and, as demonstrated by our actions during
thepandemic, has the ability to implement
them on a timely basis if necessary.
Scenario 1
Economic downturn
Link to risk
@ Risk 5 – Economic Conditions
@ Risk 6 – Financial Risk Management
@ Risk 7 – Customer and Industry
The impact of a severe and prolonged reduction
in demand for its products on the basis of
reduced house building activity arising from
either a macroeconomic downturn or negative
impacts of geopolitical events; unexpected
changes to Government policy resulting in
reduced volume of product sold; or future
impacts on customer activities as a result of
apandemic, as well as a benign environment
ofprolonged price stagnation on sales.
This considered a demand reduction of 35% for
the Clay and Concrete products in 2026 versus
the demand levels experienced in five of the
past 10 years, recovering to a 25% reduction in
2027 and 15% reduction in 2028, representing
a gradual recovery after the first year.
Given the current systemic under supply of
housing stock, the Directors believe any
reduction in underlying demand above these
levels would lead to Government stimulus to
underpin levels of new-build housing. The Group
has proven mitigating strategies including the
mothballing and/or full or partial closure of
production facilities, together with the
reduction of shift patterns at other factories,
thereby providing flexibility if the market returns
more quickly.
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53
Ibstock Plc | Annual Report and Accounts 2025
Viability and Going Concern Statements continued
Scenario 2
Production cost increases
Link to risk
@ Risk 1 – Regulatory and Compliance
@ Risk 5 – Economic Conditions
@ Risk 6 – Financial Risk Management
@ Risk 8 – Climate Change
A situation whereby the cost of production for
all products increases by 10% and 20% for
unhedged energy and 25% for carbon
(recognising the material increase included in
the budget and strategic plan) as a result of
inflationary input cost rises across the Group
arising from economic uncertainty, geopolitical
events, or additional regulatory costs imposing
additional cost within the production process
arising from climate change-related increases
ortariffs, in the scenario whereby the Group is
unable to pass on these costs to customers.
Thisis based on historical cost inflation and
price volatility seen in wholesale energy markets.
The Group seeks to mitigate and improve
resilience to this scenario, through operating a
policy of forward purchasing its energy
requirements to lock in the costs of production
to inform price negotiations with its customers
and adopting a dynamic pricing strategy in
relation to inflationary cost increases. Further,
production plans could be flexed to reduce the
available product range, either to focus upon
more energy efficient products or to reduce
changeovers at factories, which would provide
mitigating production efficiencies.
Scenario 3
Disruption in business activities
Link to risk
@ Risk 3 – Cyber and Information Systems
@ Risk 8 – Climate Change
The impact of an event, such as prolonged
weather events as a result of climate change
(for example, mean temperature changes,
water stress, storms or flooding), a cyber attack,
local/national restrictions on the ability to work
or other unanticipated event, which prevents
production at one or more of the Groups
facilities and therefore prevents customer
demand being met. This specifically models the
consequences of a significant production facility
(Eclipse) being unable to produce for a
prolonged period and also an outage at
factories vulnerable to the climate-related
physical risk of increased precipitation for a
period of one month as identified in the TCFD
risk assessment. The impact of which would
represent around 10% of production.
The Group aims to mitigate the risk associated
with disruption through its business continuity
and climate change resilience plans, which
operate at a factory level, and its ability to
transfer some of its production across its
network of facilities.
Scenario 4
Reputational damage
Link to risk
@ Risk 2 – People and Talent Management
@ Risk 7 – Customer and Industry
A scenario whereby the Groups reputation is
damaged as a result of customer relationship
breakdown, significant employee disengagement
or product quality issues, resulting in a sudden
reduction in sales activity. The scenario
modelled includes a reduction in revenue of
10% for a period of three years, representing
potential impact or price reduction to maintain
customers. The Group seeks to mitigate the risks
of reputational damage on an ongoing basis
with its internal control framework and series of
independent reviews and audits.
The Group’s viability assessment also
considered two compound scenarios whereby
the Group experienced reputational damage
during an economic downturn and business
disruption during an economic downturn.
The scenarios also consider the covenants with
respect to the Group’s borrowings, ensuring
these thresholds are met.
The scenarios are hypothetical and severe for
the purpose of creating situations that have
theability to threaten the Group’s viability.
The results of the stress testing demonstrate
that, due to the Group’s cash-generative nature
and access to its RCF, it would be able to
withstand the impacts of these scenarios and
remain cash generative.
Viability Statement
Based on their assessment of prospects
andviability above, the Directors confirm that
there is a reasonable expectation that the
Group will be able to continue in operation
andmeet its liabilities as they fall due over
thenext three years.
Going Concern Statement
The Directors also considered it appropriate to
prepare the financial statements on the going
concern basis, as explained in the basis of
preparation paragraph in Note 1 to the
financialstatements.
Strategic Report
The Strategic Report on pages 1 to 54 has
been approved and signed by order of the
Board by:
Nick Giles
Group Company Secretary
4 March 2026
Strategic Report
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54
Ibstock Plc | Annual Report and Accounts 2025
Chairs Introduction to the Governance Report
I am pleased to introduce my first
Governance Report, on behalf of your Board
and in accordance with the 2024 UK
Corporate Governance Code (the ‘Code’), to
demonstrate our commitment to delivering
long-term sustainable value for our
shareholders and wider stakeholders.
This section has been structured so as to
provide a clear and transparent overview of
theBoard’s oversight of Ibstocks governance
framework, to explain how we have applied
theprinciples of the Code and confirm our
compliance in full with its provisions for the
financial year ended 31 December 2025.
Atable setting out where the key content can
befound within the Governance Report, and
cross-references to relevant parts of the
Strategic Report, is on page 62.
We welcome feedback and suggestions on our
disclosures from all stakeholders through our
Group Company Secretary, who can be
contacted at our registered office address.
Review of the year
Throughout 2025, the Board and its
Committees have played a key role in guiding
the Group through another demanding year,
byboth supporting management and, where
appropriate, providing necessary challenge.
All Directors take pride in the discharge of our
Board duties and responsibilities in a transparent,
open and honest manner, an approach that is
reflected by senior management and colleagues
at all levels within the business. Read more on
page 69.
Our aim is to ensure that good governance
extends beyond the boardroom and is
continually borne in mind as part of the
successful delivery of the Groups strategic
pillars over both the short and long term.
Succession planning
There have been a number of changes to the
composition of your Board during the year.
As planned, Jonathan Nicholls stepped down
asChair at the conclusion of the 2025 AGM,
having served on the Board since Ibstock
became a publicly listed company in 2015.
Weexpress our sincere thanks to Jonathan for
the invaluable contribution and commitment
hedemonstrated throughout his tenure, in
particular as Chair since 2018 where he
significantly helped to shape the direction and
success of the Group. I would also like to convey
a personal thank you for the significant time he
invested in ensuring a smooth and effective
handover to me.
As announced on 30 April 2025, Chris McLeish,
CFO, left the Group in October 2025 and Simon
Bedford, Group Financial Controller, was
appointed Interim CFO. We wish Chris all the
best for the future and thank Simon for
stepping into this role at such a critical time
forIbstock. The search process for a new CFO
is nearing its conclusion and we hope to be in
aposition to update all stakeholders on the
outcome as soon as possible.
Having also started a process to identify a
successor for Justin Read, our Audit Chair, who
reached his nine-year term in January 2026,
Iam pleased to be able to welcome Martin
Payne to the Board. Martin will join Ibstock
on30 March 2026 and assume the role of
Chairofthe Audit Committee when Justin
stepsdownat the conclusion of the AGM.
Succession planning priorities for 2026 include
concluding the search process for the CFO and
considering the successors to Louis Eperjesi and
Claire Hawkings, both of whom will have served
nine years on the Board during 2027.
Board Performance Review
The Board conducted an internal performance
review this year. It concluded that the Board
andits Committees remain effective, delivering
strong oversight through informed decision-
making and strategic input, and providing
consistent challenge and support for the
Executive Committee (the ‘ExCo’). Read more
about the Board Performance Review on page 73.
Diversity and inclusion
We are committed to promoting equal
opportunities in employment and improving the
diversity of our workforce. The Board recognises
that gender diversity is a wider issue within our
industry, with many of our roles, especially those
that are factory based, traditionally being more
popular with males. Motivated by this historical
challenge, we remain committed to further
improvement of our diversity statistics. We also
note the diversity data collection activity during
the year to better understand other elements of
diversity within our workforce to enable future
targets to be established.
The Board supports the aims and objectives of
the Listing Rules and the FTSE Women Leaders
Review, striving to achieve an appropriate
balance of women on our Board and in senior
positions throughout the Group. Whilst we
recognise that we currently do not have at least
one woman in the Chair, Senior Independent
Director, CEO or CFO roles, we remain
committed to ensuring that diversity is a key
consideration in our appointment processes.
AGM
Our AGM will be held on 21 May 2026 at the
I-Studio, 54 Hatton Garden, London EC1N 8HN.
We encourage shareholders to attend in person
in order to pose their questions to the Board and
take the opportunity to engage with individual
Directors; I certainly look forward to meeting
shareholders at what will be my first AGM as Chair.
Looking ahead
We are prepared for 2026 and the challenges
that this year will undoubtedly bring. I am
confident in the Board’s and the ExCo’s ability
to continue to build the business on our strong,
200-year foundation.
Richard Akers
Chair
Strong foundations
Richard Akers
Chair
Strategic Report
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55
Ibstock Plc | Annual Report and Accounts 2025
Governance at a glance
Built on strong
governance
Sustain Innovation Growth
Link to strategic pillars:
Strategy & leadership
Health & safety
Built envt. & construction
Manufacturing
Product innovation
Customer experience
Sustainability
Financial & reporting controls
Remuneration
People & culture
M&A
Government regulation
Board skills matrix
Chair
Executive Directors
Independent
Non-Executive Directors
Board composition
Female
Male
Board gender representation
Minority ethnic
White
Board diversity representation
51 – 60 years
61 – 70 years
70+
Board age representation
Board tenure
0 – 3 years
3 – 6 years
6 – 9 years
9+ years
Board independence
Chair (independent
on appointment)
Senior Independent
Director (‘SID’)
Independent
Non-Executive Directors
Executive Directors
Board and Committee meeting attendance in 2025
Member Board
Nomination
Committee
Audit
Committee
Remuneration
Committee
Sustainability
Committee
Richard Akers
1
7/7 5/5 3/3
Joe Hudson 10/10 4/4
Peju Adebajo 10/10 6/6 4/4 4/4 4/4
Nicola Bruce 10/10 6/6 4/4 4/4
Louis Eperjesi 10/10 6/6 4/4 4/4 4/4
Claire Hawkings 10/10 6/6 4/4 4/4 4/4
Justin Read 10/10 6/6 4/4 4/4
Jonathan Nicholls
2
3/3 1/1 2/2
Chris McLeish
3
7/7
1 Richard Akers joined the Board on 5 May 2025 and became Chair following the AGM on 15 May 2025.
2 Jonathan Nicholls stepped down from the Board following the AGM on 15 May 2025.
3 Chris McLeish left the business on 10 October 2025.
Data is as at 4 March 2026.
Strategic Report
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Financial Statements Additional Information
56
Ibstock Plc | Annual Report and Accounts 2025
5
1
1
3
4
1
4
1
1 1
3 1
2
4
3
6
1
1
6
7
6
2
7
4
3
5
5
6
7
Governance at a glance continued
Key Board decisions in 2025
@ Appointment of Richard Akers as an
Independent Non-Executive Director
andChair Designate with effect from
5May2025.
@ Disposal of the Roofing business and certain
other assets to strengthen the balance sheet.
@ Refinancing of £125 million Revolving Credit
Facility at improved pricing.
@ Introduction of a refreshed governance and
compliance framework.
@ Confirmation that the Company has applied
the principles and complied fully with the
provisions of the UK Corporate Governance
Code 2024.
Key:
B = Board meeting
BSD = Board Strategy Day
A = Audit Committee meeting
N = Nomination Committee meeting
R = Remuneration Committee meeting
S = Sustainability Committee meeting
AGM = Annual General Meeting
The Board’s year
Board and Committee meetings in 2025
Key events in 2025
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
R
S
N
A
B B B B
B
AGM
S
R
N
A
B
N
A
S
R
N
B
S
R
N
B
A
B
N
B
January
Director attendance at Safe Start
2025 sessions
Q4 2024 Trading Update
February
Consultation with shareholders on
proposed Remuneration Policy
March
2024 Full Year Results
Listening Post – attended by
JoeHudson, Peju Adebajo and
Louis Eperjesi
April
Q1 2025 Trading Update
May
Jonathan Nicholls steps down
asChair
Richard Akers appointed as Chair
Sustainability Committee site visit
to Ibstock Aldridge
June
Board visit to Nostell Factory,
WestYorkshire
Q2 2025 Trading Update
July
Richard Akers holds introductory
meetings with major shareholders
August
2025 Interim Results
September
Site visit to Coltman, Weeford
October
Q3 2025 Trading Update
Listening Post – attended by Joe
Hudson and Peju Adebajo
Chris McLeish steps down as CFO
Simon Bedford appointed as
Interim CFO
December
Investor Day held at our Atlas
Factory, Walsall
Listening Post – attended by
JoeHudson, Nicola Bruce and
Justin Read
BSD
Strategic Report
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Financial Statements Additional Information
57
Ibstock Plc | Annual Report and Accounts 2025
Board of Directors
Our highly experienced Board
Joe Hudson BA (Hons), FCIPD
Chief Executive Officer
Date appointed to the Board:
CEO Designate – 2 January 2018; CEO – 4 April 2018
Skills and experience which support our strategy
and deliver long-term sustainable success:
Joe brings extensive commercial, operational and
people experience to the Board, along with vast
knowledge of developing and implementing strategy
across large-scale business combinations. Joe has had
a varied international career in general management,
operations and strategic human resources across
Europe, North America and Africa, including as CEO
of Lafarge Africa Plc and Managing Director of
Aggregate Industries UK. He has operational line
management experience in cement, plasterboard,
concrete products and construction materials, and
has also undertaken general management
programmes at INSEAD and London Business School.
Key external appointments:
@ Officer of the Construction Products Association
Louis Eperjesi
Senior Independent Director
Date appointed to the Board:
Independent Non-Executive Director – 1 June 2018;
Senior Independent Director – 27 April 2023
Skills and experience which support our strategy
and deliver long-term sustainable success:
Louis has a strong background in the manufacturing
and supply of building products throughout UK and
international markets. With over 15 years’ experience
in UK capital markets, he has been involved in a wide
range of commercial strategy development,
marketing campaigns, change management
programmes and M&A activity. Louis has had a long
career in the building materials sector, most recently
serving as CEO of Tyman Plc and having held other
senior executive roles including at Kingspan Group
Plc, Baxi Group Ltd, Lafarge SA and Caradon Plc.
Key external appointments:
@ Senior Independent Director of Accsys
Technologies Plc
@ Non-Executive Director of Howden Joinery Group Plc
@ Non-Executive Director of Trifast Plc
Peju Adebajo BSc, MEng, MBA
Independent Non-Executive Director
Date appointed to the Board:
26 November 2021
Skills and experience which support our strategy
and deliver long-term sustainable success:
Peju is an experienced CEO, having worked across a
number of industrial and regulated sectors including
building materials, renewables, consulting and
banking. Her previous roles include CEO and
Managing Director positions with the Major State
Agricultural Department in Nigeria, Lafarge Africa Plc
and Mouka Limited. Peju has significant experience of
expansion and development of products and services
and brings to the Board extensive knowledge of
sustainability leadership and value creation.
Key external appointments:
@ Non-Executive Director of Wolseley Jersey Limited
Richard Akers FRICS
Chair
Date appointed to the Board:
Chair Designate – 5 May 2025; Chair – 15 May 2025
Skills and experience which support our strategy
and deliver long-term sustainable success:
Richard has a wealth of governance and leadership
experience and provides broad sector insight of the
property development, investment and house
building industries. He spent his professional career
inthe property and land acquisition sector, including
20 years with Land Securities, where he held various
senior executive positions, culminating in him joining
the main board as Managing Director of the retail
portfolio in 2005 until his retirement in 2014. Richard
was previously Chairman of Redrow Plc, overseeing its
merger with Barratt Developments Plc, and he has
also held a number of other Non-Executive Director
positions including with Unite Group Plc, EMAAR
Malls (Dubai) and as part of the Battersea Power
Station advisory board.
Key external appointments:
@ Non-Executive Director of Shaftsbury Capital Plc
@ Chair of Miller Homes Limited
N* S S SR RN NA A
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Board of Directors continued
Nicola Bruce MA, MBA, FCMA
Independent Non-Executive Director
Date appointed to the Board:
29 March 2023
Skills and experience which support our strategy
and deliver long-term sustainable success:
Nicola is a Fellow of the Chartered Institute of
Management Accountants and has spent her career
specialising in strategy and business development at
both private and listed companies, including as Group
Director of Strategy at De La Rue Plc and as a Partner
at the Monitor Group (now Deloitte). She has
extensive experience as a Remuneration Committee
Chair and brings to the Board a breadth of strategy,
business development and governance experience.
Nicola holds a number of Non-Executive Director
roles within the residential property and building
materials sectors, including previously as Senior
Independent Director at the Anchor Hanover Group.
Key external appointments:
@ Senior Independent Director of MJ Gleeson Plc
@ Non-Executive Director of Stelrad Plc
@ Non-Executive Director of Ofwat
Claire Hawkings BSc (Hons), MBA
Independent Non-Executive Director
Date appointed to the Board:
1 September 2018
Skills and experience which support our strategy
and deliver long-term sustainable success:
As an environmental scientist and ESG professional,
Claire has vast sustainability leadership and
management expertise, with widespread experience
in development and delivery of organisational
strategies, including business process transformation,
leadership succession and diversity and inclusion. She
spent 30 years in the energy sector in a variety of
international leadership positions, most recently with
Tullow Oil Plc, and prior to that with BG Group Plc and
British Gas Plc. Claire is a Fellow of the Energy
Institute and a Fellow of Chapter Zero.
Key external appointments:
@ Senior Independent Director of James Fisher and
Sons Plc
@ Non-Executive Director of FirstGroup Plc
@ Non-Executive Director of Defence Equipment and
Support (Ministry of Defence)
Justin Read MA, MBA
Independent Non-Executive Director
Date appointed to the Board:
1 January 2017
Skills and experience which support our strategy
and deliver long-term sustainable success:
Justin has a wealth of financial and management
experience working as an Executive and Non-
Executive across different industries in a wide variety
of businesses, both within the UK and internationally.
He has held Group Finance Director positions within
FTSE-listed companies including SEGRO Plc and
Speedy Hire Plc, as well as undertaking senior roles
within the building materials sector, where he gained
experience in strategy, M&A, business development,
investor relations and capital raising. Justin also has
recent and relevant financial experience from his
Audit Committee Chair roles in both listed and
privateentities.
Key external appointments:
@ Senior Independent Director of Grainger Plc
@ Senior Independent Director of Affinity Water Limited
Key to Committee membership:
A Audit Committee N Nomination Committee R Remuneration Committee S Sustainability Committee * Chair
R RN N NA A A*R* S*
Directors serving for part of the year
Jonathan Nicholls
Jonathan stepped down from the Board on
15May2025, having served as a Director since
22September 2015 and as Chair since 24 May 2018.
Chris McLeish BSc, ACA
Chris stepped down from the Board on
10October2025, having served as a Director since
1August 2019 and as CFO since 31 August 2019.
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Governance framework
The Board has ultimate responsibility for
the overall leadership of the Group.
The governance framework ensures that the
Board remains effective in both making
decisions and maintaining oversight of key
strategic, financial, operational and compliance
matters, which are set out in the Schedule of
Matters Reserved that the Board has adopted.
In line with the Terms of Reference approved
bythe Board, certain matters are delegated to
its Committees, which carry out detailed work
and report on their activities to the Board at
each meeting.
Responsibility for the operation of the Group is
formally delegated by the Board to the CEO,
who manages the operational running of the
business through the ExCo.
The Board
The Board’s role is to ensure the long-term
sustainable success of the Group by setting
strategy through which value can be created
and preserved for the mutual benefit of
ourstakeholders.
In making its decisions, the Board considers
theGroups purpose, strategy and culture, and
discusses stakeholders’ wide-ranging views
andpriorities.
The Board also provides rigorous challenge
tomanagement and ensures the Group
maintains effective risk management and
internal control systems.
There are a number of key areas that are
specifically reserved for the decision of the
Board. Other matters, including the day to day
management of the Group, may be delegated
to the ExCo. Although a wide range of the
Boards powers and authorities are delegated
tothe CEO, the Board retains ultimate
responsibility and authority for their exercise.
Board Committees
The Board delegates specific areas of focus to its Committees. Committee members have the requisite
skills and experience to enable the Committee to deep dive into certain topics of importance on behalf
of the Board.
The Chair of each Committee formally reports to the Board at every meeting, demonstrating
accountability for the recommendations made by the Committee to the Board and ensuring that the
Board retains suitable oversight of the matters delegated to its Committees.
Informing
Reporting
Read more about the
Audit Committee on
pages 83 to 90
Biographies for each Director can
be found on pages 58 to 59
Information about the division of
responsibilities across Board roles
can be found on page 70
Read more about the
Nomination Committee on
pages 76 to 80
Read more about the
Remuneration Committee on
pages 91 to 110
Scan the QR code below to view our corporate
governance documentation, including the
Schedule of Matters Reserved to the Board and
Committee Terms of Reference
www.ibstock.co.uk/investors/corporate-governance
Remuneration
Committee
@ Reviews the strategy and
policy in relation to terms and
conditions of engagement of
the Chair, the Executive
Directors, Group Company
Secretary and other members
of the ExCo.
@ Determines the remuneration
of the Chair, Executive
Directors, Group Company
Secretary and other members
of the ExCo.
@ Reviews workforce
remuneration-related policies
and practices.
Nomination
Committee
@ Reviews succession plans for
the Board, its Committees and
the ExCo, considering
structure, size, composition
and diversity.
@ Develops a formal, rigorous
and transparent procedure for
making recommendations on
appointments to the Board.
@ Ensures that the Board has the
appropriate knowledge, skills
and experience to operate
effectively and deliver the
Group’s strategy.
Audit
Committee
@ Reviews the integrity of the
financial statements and
related announcements.
@ Monitors the adequacy and
effectiveness of the Group’s
risk management and internal
control framework.
@ Maintains and manages the
relationship with the Internal
and External Auditors,
including monitoring their
performance and
reappointment.
@ Reviews whistleblowing
arrangements and any
reportsarising.
A strong structure
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Governance framework continued
Board Committees
Read more about the
Sustainability Committee on
pages 81 to 82
Disclosure
Committee
Advises the Board to ensure the
timely and accurate disclosure of
price-sensitive information that is
required to be disclosed to meet
legal and regulatory obligations
and requirements.
Sustainability
Committee
@ Oversees the strategies,
policies and performance
ofthe Group in relation to
matters encompassing
environment, social
andgovernance.
@ Reviews the environmental
and social impact of the
Groups operations.
@ Ensures that appropriate
frameworks are put in place to
maintain good governance of
the Groups operation of
sustainability matters and
that key stakeholders remain
actively engaged.
Executive Committee (‘ExCo’)
Responsibility for the development and implementation of the
Group’s strategy and overall commercial objectives rests with the
CEO, who is supported by the ExCo. The ExCo oversees the steering
committees and working groups needed at an operational level to
achieve delivery of the strategy. The CEO, Interim CFO and other
members of the ExCo are responsible for providing updates on
matters at Board meetings. Formal meetings are held on a monthly
basis with weekly catch-up calls diarised to ensure all appropriate
matters receive time and consideration by this group.
Joe Hudson BA (Hons), FCIPD
Chief Executive Officer
Joined the business in January 2018 (appointed CEO in April 2018)
Simon Bedford BSc, MBA, FCA
Interim Chief Financial Officer
Joined the business in June 2020 as Group Financial Controller
(appointed Interim CFO in October 2025)
Nick Giles MA, FCG
Group Company Secretary and ComplianceOfficer
Joined the business in July 2024
Chris Murray BSc, MSc, MBA
Managing Director – Clay and Concrete
Joined the business in November 2023
Andrew Shepherd
Managing Director – Innovation and Growth
Joined the business in July 2024
Operational and
Functional
Leadership
Responsibility for the day to day
operations and functional
management of the business.
Informing
Reporting
Informing
Reporting
Biographies for each member of the
ExCo can be found on our website.
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Corporate Governance Statement
Compliance with the UK Corporate
Governance Code 2024 (Code’)
The version of the Corporate Governance Code
applicable to this Annual Report is the Code
issued by the Financial Reporting Council (‘FRC’)
in January 2024. This Statement explains how
we have applied the principles of the Code and
confirms compliance with its provisions for the
financial year ended 31 December 2025.
The principles set out in the Code emphasise
the value of good corporate governance to the
long-term sustainable success of listed
companies. These principles, and the supporting
provisions, cover five broad themes and the
Board is responsible for ensuring that the
Company has appropriate frameworks in place
to comply with the requirements of the Code.
Through their work, the Board and Committees
uphold the provisions of the Code, and the
Boardconfirms that, during the year ended
31December 2025, the Company has fully
applied the principles of good governance
andhasbeen compliant with the provisions
oftheCode.
The full wording of the Code is available on the
FRC’s website at www.frc.org.uk.
Board leadership and
companypurpose
The Board is collectively responsible for the
effective and entrepreneurial leadership of
the Company in order to ensure its
long-term sustainable success, including
the generation of value for Ibstock’s
shareholders and society as a whole.
It achieves this by doing business that is
consistent with its purpose, vision and
values whilst remaining clear on the
interests of its key stakeholders as well as
its impacts on the environment.
Information on how the Board led the
Company, establishing and overseeing the
purpose, values, strategy and integration of
culture, ensuring that necessary resources
are in place and that stakeholder
engagement was effective, can be found
throughout the Strategic Report.
The role of the Board is set out in the Governance
Report from page63.
The Chair’s Introduction to the Governance
Report can be found on page 55.
An overview of the Company’s purpose and
values is set out on page 20.
The Company’s strategy and performance
against KPIs can be found on pages20 to 25.
How the Board oversees the Company’s strategy
is detailed on pages60 to 61.
How the Board engages with stakeholders is
detailed on pages35 to 38.
The Board’s Section 172(1) Statement is included
on page 34.
A list of Group policies and practices can be
found on p age 47.
Division of responsibilities
The governance framework set out on
pages 60 to 61 provides an overview of the
Board Committees in place.
Further details of each Committee are
provided in the respective Committee
reports and a table setting out attendance
at meetings during the year can be found
on page 56.
The division of responsibilities between the
Chair and CEO is clearly defined on page
70 and set out in writing. The Board fully
supports the separation of these two roles.
Composition, succession
and evaluation
Details about the composition of the
Board, along with individual Board member
biographies and tenure, are
on pages 56 to 59.
The outputs of this year’s internal Board
Performance Review are set out on
page 73.
The Nominations Committee Report can
be found on pages 76 to 80 and provides
information on the Committees work this
year, including Board succession planning
and the process for appointments.
Application of the Code principles
Audit, risk and internal control
The Board confirms that it has carried out
a robust assessment of the emerging and
principal risks facing the Group (including
those that would threaten the business
model, future performance, solvency,
liquidity or reputation), its appetite with
respect to those risks and the systems
required to mitigate and manage them.
Details on the review process are set
out on pages 74 to 75 and further details
on the emerging and principal risks and
uncertainties can be found on pages 48
to52.
Climate-related financial disclosures are
set out on pages178 to 191.
The Audit Committee Report, set out on
pages 83 to 90, provides details of the
Committee’s review of the Company’s risk
and control environment, the fair, balanced
and understandable process, and its
responsibilities relating to Internal and
External Audit, including how the
Committee met the FRC’s Minimum
Standard in relation to the External Audit.
Remuneration
The Directors’ Remuneration Report, on
pages 91 to 110, contains information
on the Company’s Remuneration Policy
as well as its application in 2025 and for
the coming financial year.
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Board leadership and company purpose
An effective Board
The Board is collectively responsible for the
effective and entrepreneurial leadership
of the Group in order to ensure its long-term
sustainable success including the generation
of value for Ibstock’s shareholders and society
as a whole. It achieves this by doing business
that is consistent with its purpose, vision and
values whilst remaining clear on the interests
of its key stakeholders as well as its impacts on
the environment. Each member of the Board
acts in a way which they consider to be in the
best long-term interests of the Group and in
compliance with their duties under Sections
170 to 177 of the Companies Act 2006. Both
the Section 172(1) Statement and the
stakeholder engagement section on pages 35
to 38 provide further information. The activities
of the Board on pages 66 to 69 also set out
which stakeholder groups were considered as
part of different agenda items during the year.
Shareholders look to the Board for the
successful delivery of the Groups strategy
and financial performance, so the Board has
established a framework of prudent and
effective controls that enable risk to be assessed
and managed. More information on the risk
management and risk control framework can
be found in the principal risks and uncertainties
section on page 48 and the audit, risk and
internal control section on pages 74 to 75. On a
regular basis, we review our level of oversight
and monitor risks over a variety of areas,
including strategy, acquisitions and disposals,
capital expenditure on new projects, finance,
people, and sustainability matters.
Board governance
Board authorities are clearly documented in the
Articles of Association and Schedule of Matters
Reserved to the Board.
All of these documents are available on our
website, www.ibstock.co.uk, along with Terms
of Reference for each of the Board Committees
and specific Board roles, and the biographies
of individual Board members.
Board independence
The independence of the Board is a matter
of utmost importance given the vital role
Non-Executive Directors play in scrutinising
the performance of management and holding
individual Executive Directors to account
against agreed performance objectives.
The Chair will hold meetings with Non-Executive
Directors without the Executive Directors
or any management present as required,
and Non-Executive Directors can obtain
independent professional advice, at the
Companys expense, in the performance
of their duties.
All Directors have access to the advice and
services of the Group Company Secretary,
whose appointment and removal are matters
reserved for the Board.
The independence of the Non-Executive
Directors is formally reviewed by the
Nomination Committee on an annual basis,
and as part of the Board Performance Review.
Particular focus is applied to Directors who have
served over six years on the Board to ensure
that these Directors continue to demonstrate
independent character, judgement and
objectivity. This is assessed by considering a
number of factors including, but not limited to,
the Director’s:
@ ability and willingness to make objective
decisions and hold management to account;
@ demonstration of independence through
participation at meetings with management
and interactions with stakeholders;
@ arms-length approach to dealing with
Executive Directors and continued challenge
of management where appropriate; and
@ external directorship appointments and
whether these conflict, or have the potential
to cause a conflict, with the Company.
Following this year’s review, the Nomination
Committee and Board concluded that all the
Non-Executive Directors continue to remain
independent in character and judgement and
are free from any business or other relationships
that could materially affect the exercise of their
judgement. Read more in the Nomination
Committee Report on pages 76 to 80.
Strong leadership
withpurpose
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Board leadership and company purpose continued
Conflicts of interest
A register of conflicts of interest is maintained
by the Group Company Secretary and is
considered by the Board twice a year. The
Company’s Articles of Association, which are in
line with the Companies Act 2006, allow the
Board to authorise potential conflicts of interest
that may arise and to impose limits or
conditions, as appropriate, when giving such
authorisation. During the year, and as at the
date of this report, apart from those relating to
directorships of other companies, no conflicts
had been reported to the Board.
The Board is content with the level of external
directorships held by the Chair and the
Independent Non-Executive Directors, as these
do not impact on the time that any Director
devotes to the Company. The Board is satisfied
that Directors have sufficient time to perform
their duties and, furthermore, the Board believes
that this external experience serves to enhance
the capability of the Board.
Any concerns of the Directors around the
operation of the Board or the management of
the Company, and that cannot be resolved, are
recorded in the Board minutes. Directors are
asked to provide a written statement to the Chair
for circulation to the Board should they have
such concerns when they resign from the Board.
Schedule of Matters Reserved
to the Board
To ensure the Board maintains oversight of the
areas material to the delivery of the Groups
strategy and purpose, the Board undertakes an
annual review of the Matters Reserved to the
Board. The latest review took place in December
2025 and the Board agreed that the Schedule
contained areas appropriate to require Board
involvement, including in relation to strategy,
structure and capital, financial reporting,
controls and communication with stakeholders.
The Board also reviews its skills matrix to
determine whether any additional skills or
development opportunities are needed in order
for the Board to discharge its duties effectively.
Our purpose, values and culture
The construction industry plays a vital part in the
UK economy. Ibstock has a clear and simple
purpose to be at the heart of building and
enable the construction of homes and spaces
that help people live better lives with its range of
innovative clay and concrete building products
as we have been doing for over 200 years. We
have a strategy that is informed by our purpose
and aligned with a responsible business ambition
underpinned by a culture that is defined by our
core values of Trust, Care, Teamwork and
Courage. Strategy sessions form part of the
annual Board cycle that is prepared by the Chair,
CEO and Group Company Secretary.
The Board aims to ensure that Ibstock’s values
are integrated into decision-making and that all
policies and procedures are consistent with and
support our culture. Where behaviour is not
aligned with these values, the Board and
management seek to ensure that appropriate
action is taken. The Board has not needed to
seek corrective action during 2025.
Read more about how the Board assesses culture in
order to satisfy itself that our culture is aligned with
our purpose, values and strategy on page69
Strategy
Responsibility to all our stakeholders for the
approval and delivery of the Groups strategy
and for creating and overseeing the framework
to support its delivery sits with the Board.
During the year, the Board monitored the
implementation of the Groups corporate
strategy through consideration of standing
strategic items at every Board meeting and an
annual Strategy Day held with the ExCo, to help
consider the strategic direction of the Group for
the short, medium and long term.
The development and implementation of the
Groups strategy and overall commercial
objectives rests with the CEO, who is supported
by the ExCo.
Stakeholder engagement
The Board recognises the value of maintaining
close relationships with all of its stakeholders,
understanding their views and the importance
of these relationships in delivering our strategy
and the Groups purpose.
it ensures that there is effective engagement
with all stakeholders and encourages two-way
dialogue so that decisions made by the Board
take these views and any potential impacts
intoaccount.
Engagement with all stakeholder groups
ensures that the Board has a good
understanding of their interests and the
importance and value of each relative to the
Groups business and strategy.
An overview of the Groups key stakeholders,
including a summary of the methods of
engagement and information on how their
interests have been taken into account in Board
decision-making, can be found on pages 35 to
38 of the Strategic Report.
Our Section 172(1) Statement on page
34provides further insight into how the
Boardconsiders and contemplates the
interestsof stakeholders.
Shareholder engagement
Throughout the year, the Board engaged with
Ibstock shareholders through dedicated investor
meetings and investor visits including, as part of
the Groups annual financial calendar, the CEO
and CFO meetings with analysts and investors
following the announcement of the full-year
and half-year results. Other meetings are
arranged as and when requested. During the
2025 financial year, we held over 120 meetings
with groups of existing and potential investors.
In addition to this formal interaction, investors
meet with the Chair and other members of the
Board on a more individual basis. The Chair
seeks regular engagement with major
shareholders in order to understand their views
on governance and performance against the
Group’s strategy, whilst the Committee Chairs
also engage on significant matters related to
their area of responsibility. The SID was
available to shareholders throughout the year
should they have had any concerns that contact
through the normal channels had failed to
resolve or for which such contact is
inappropriate. No such issues were raised
through contact with the SID during 2025.
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Ibstock Plc | Annual Report and Accounts 2025
Board leadership and company purpose continued
Shareholder engagement continued
The Chair ensures that the whole of the Board
has a clear understanding of the views of
shareholders. There is an effective flow of
communication between the Board and all
shareholders, particularly with regard to
business developments and financial results.
The Companys brokers prepare reports that
provide anonymised objective feedback
received from investors following meetings with
management. The reports are shared with all
members of the Board, who act upon the
feedback as necessary. The CEO also provides
feedback at Board meetings on their
conversations with investors, which provides an
opportunity for all Non-Executive Directors to
develop a better understanding of the views of
our major shareholders.
Further information on engagement with shareholders
can be found in the stakeholder engagement section
on pages 35 to 38
Whistleblowing
Although the Audit Committee reviews the
operation of Ibstocks whistleblowing
arrangements, the Board retains responsibility
and receives a consolidated report setting out
those material incidents that have been
reported under the Company’s Whistleblowing
Policy on a half-yearly basis. This provides
appropriate oversight of the arrangements in
place for our employees to raise legitimate
concerns, in confidence, about any matter
including those related to financial reporting,
health and safety or other improper conduct.
Having reviewed these reports, the Board
concurred with the actions taken by
management and was satisfied that this
provided an appropriate level of assurance that
confirmed the system was working and that all
members of the workforce were familiar with
the procedures in place.
Annual Report
Our Annual Report is available to all
shareholders, who can opt to receive a hard
copy in the post, a PDF copy via email, or
download a copy from our website. We aim to
make the document as accessible as possible
and welcome feedback on all of our reports.
In line with our sustainability ethos, we
encourage you to view a digital copy of our
Annual Report where possible. However, if you
require a hard copy of the Annual Report,
pleasecontact the Group Company Secretary.
Annual General Meeting (‘AGM’)
Our 2025 AGM was held on 15 May 2025,
atwhich 78% of our shareholders (by voting
capital) voted either in person, through the
Chair of the AGM as their proxy, or by
submitting their proxy forms electronically
orbypost. We were delighted to receive in
excess of 94% votes in favour for all of our
resolutions, including in relation to the
Directors’Remuneration Policy.
Ibstocks 2026 AGM will be held on 21 May 2026
at 54 Hatton Garden, London, EC1N 8HN.
Any shareholder who wishes to ask a question
can do so in advance of the meeting. Please
email company.secretariat@ibstock.co.uk with
any questions prior to the start of the AGM.
Weendeavour to answer as many questions
aspossible and will respond by email if we
areunable to answer your question during
themeeting.
Details of the arrangements together with the
resolutions to be proposed at the AGM can be
found in the Notice of Meeting (‘Notice’). The
Notice, together with explanatory notes on the
resolutions to be proposed and full details of the
deadlines for appointing proxies, is provided to
all shareholders at least 20 working days before
the AGM, together with this Annual Report.
TheNotice and the Annual Report are also
available on our website at www.ibstock.co.uk.
Results of voting at the AGM are announced to
the London Stock Exchange following the
meeting and are then published on the
Companys website.
Shareholders and other stakeholders are asked
to note that the Board is considering holding
the AGM from 2027 at the head office location
in Ibstock, Leicestershire, LE67 6HS.
Corporate website
The Companys corporate website has a
dedicated investor section with Company
information and results, our Annual Reports,
results presentations (including webcasts) and
an investor news section, including information
that may be of interest to our shareholders.
Wecontinually monitor our website,
www.ibstock.co.uk, to ensure it is accessible
forour stakeholders.
Read more on our website
www.ibstock.co.uk/investors
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Ibstock Plc | Annual Report and Accounts 2025
Board activities
The Board recognises the value of
maintaining close relationships with its
stakeholders, understanding their views
andthe importance of these relationships
indelivering the Group’s strategy and
purpose. The Group’s key stakeholders and
their differing perspectives are taken into
account as part of the Board’s discussions.
You can read more in the stakeholder
engagement section and our Section 172(1)
Statement on pages 34 to 38.
These pages offer an overview of the various
matters discussed by the Board at its meetings
and, whilst not intended to present an
exhaustive list of every item considered by the
Board, this information provides valuable
insightinto the nature and substance of the
discussions that take place in the boardroom
and highlights how activities remain focused
ondelivering our strategy.
Board meetings
The Board meets formally at least seven times
ayear, with at least two Board meetings held
ator near Group locations across the country.
During 2025, the Board held meetings at
Nostell and Weeford, which gave the Directors
an opportunity to meet with employees and
experience the Groups culture first hand.
Board meetings are structured around a clear,
carefully tailored agenda that is agreed upon in
advance by the Chair, CEO and Group Company
Secretary to ensure the efficient and effective
use of the Board’s time. This agenda balances
standing elements, such as mandatory reviews
of health, safety and environmental
performance, operational performance,
financial performance and governance, legal
and compliance updates, with the flexibility
toadd evolving matters as needed.
The Board is committed to a comprehensive
meeting schedule and is supported by the
Group Company Secretary, who facilitates this
process by providing full, timely information
andensuring compliance with all procedures.
This structure ensures sufficient challenge and
contribution from all Directors, who also have
the right to seek independent professional
advice at the Group’s expense if necessary
todischarge their responsibilities.
Details of the Directors’ attendance at the scheduled
meetings during the year can be found on page56
Section 172(1) approach
The needs of our different stakeholders as well
as the consequences of any decision in the long
term are well considered by the Board. This
includes those decisions that involve the
competing interests and priorities of our key
stakeholders. We remain clear on the overriding
duty to promote the success of the Company,
which is placed on the Board and other senior
managers within the Group and that conflicts
between differing interests can often arise.
It is acknowledged that it is not possible for all
of the Board’s decisions to result in a positive
outcome for every stakeholder group. When
making decisions, the Board considers the
Company’s purpose, vision and values, together
with its strategic priorities, and takes account
of its role as a responsible business. By doing
this, the aim is to ensure that decisions are
robust, sustainable and drive long-term success
for the Company.
Strength through clear
and balanced agendas
Examples of Board activity during the year can
be found on the following pages. All of these
areas involve a range of inputs from
stakeholders, which are communicated to the
Board in a variety of different ways. When
making each decision, the Board carefully
considered how it impacted the success of the
Group, its long-term (financial and non-
financial) impact and had due regard to the
other matters set out in Section 172(1)(a) to (f)
of the Companies Act 2006.
Read our Section 172(1) Statement on page34
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Board activities continued
Strategy and growth Link to strategic pillars:
Against a backdrop of slower than expected market recovery, the Board spent a considerable
amount of time during 2025 discussing future plans to ensure the Group remained in the best
position to deliver long-term success of the business for its shareholders and wide range of
stakeholders.
At the dedicated Strategy Meeting, the Board received a series of presentations from the ExCo,
members of senior management and external advisers. Topics considered included the market
andeconomic environment, the competitive landscape and the broader pipeline for corporate
developments, alongside a review of the existing strategy and progress against targets
previouslyset.
The outputs of the discussions fed into the strategic plan, which was subsequently presented by
theCEO and Interim CFO for the Board to review and challenge, before making a decision as to
whether it should be adopted for 2026.
Stakeholders considered:
@ Investors – positive performance against
strategy to ensure business resilience.
@ Customers – continued provision of
high-quality products.
@ Employees – ensuring the workforce has
theright skills to deliver the strategic plan.
@ Communities – the impact of our operations
on the local environment.
@ Government and regulators –
developingastrategy that complies
withallrelevant regulations.
Key decisions made:
@ Approved the disposal of the Roofing business
and certain other assets to strengthen the
Company balance sheet.
Financial Link to strategic pillars:
The Board receives a wealth of financial data on the Group’s trading and financial position for
historic periods, as well as forward-looking forecast and budgets.
The Board reviewed the draft 2026 budget presented by management and challenged the
assumptions that had been used in its formation. Action was taken to address the Board’s
comments prior to a subsequent version of the 2026 budget being tabled for approval.
Longer-term plans and information on the Groups banking relationships and shareholders is also
provided to the Board on a regular basis.
During the year, the Board oversaw the planned refinancing of the Groups existing debt facilities,
which involved considering key factors such as quantum, tenor, syndicate composition and timing.
The Board reviewed the indicative terms before agreeing to proceed with any renewal.
The Board is conscious of the importance of the ordinary dividend as an income stream for many of
our shareholders and, taking into account the financial position of the Company and underpinned
by the continued confidence in the financial strengths and prospects of the business, the Directors
decided that it was appropriate to pay interim and final dividends totalling 3.0 pence per share.
TheBoard keeps the dividend policy under review to ensure that it remains appropriate and
continues to be in the interests of the Company’s other stakeholders.
Stakeholders considered:
@ Investors – return on investment and continued
viability of the Group.
@ Employees – many employees or past-
employees are also shareholders.
@ Government and regulators – ensuring
wepaythe correct amount of tax and
continuetooperate in line with our Tax
Strategy Statement.
@ Defined Benefit Pension fund members and
Trustees – potential impacts on the long-term
security of the pension fund.
Key decisions made:
@ Approved the refinancing arrangements for
the£125 million Revolving Credit Facility.
@ Approved the interim dividend and
recommended the final dividend to
shareholders.
@ Approved the Viability Statement and
GoingConcern Statement. Read more on
pages 53 to 54.
@ Approved the Groups Tax Strategy Statement.
@ Approved the proposed reappointment
ofDeloitte as External Auditor, following a
tender process.
Sustain Innovation Growth
Strategic pillars
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Board activities continued
Risk management and internal control Link to strategic pillars:
Following a detailed review by the Audit Committee, the Board reviews the Group’s approach to risk
management, its risk appetite and the principal risks and uncertainties twice a year.
With guidance from the Audit Committee, the Board reviews the internal risk management
framework and internal controls.
The Board and its Committees receive deep dives into areas of principal and emerging risks and,
during the year, these covered topics including cyber security and tax.
Stakeholders considered:
@ Investors – assurance that the business is
aware of and can mitigate the impact of
potential risks.
@ Employees – colleagues play a vital role in
maintaining an effective internal control
framework within the business.
Key decisions made:
@ Approved the principal risks and statement on
risk management and internal controls to be
included within the Annual Report.
Governance and compliance Link to strategic pillars:
As part of its succession planning arrangements, the Board appointed Richard Akers as
Non-Executive Director and Chair Designate ahead of Jonathan Nicholls’ retirement at the end
ofthe AGM in May 2025.
Formal updates on governance are provided by the Group’s advisers, and the Board receives updates
on other major legal, governance or compliance developments at each meeting through the Group
Company Secretary.
An internal Board Performance Review was undertaken during the year. The Chair presented a
report to the Board setting out the findings and a number of minor recommendations. The Board
discussed the report and agreed an action plan, which is being closely monitored. Read more on
page 73.
The Board and Audit Committee approved a proposal to refresh the governance and compliance
framework, to ensure the Group continued to meet its obligations in the future and support
colleagues in fulfilling their roles. The Board received updates on this proposed new framework and
its implementation across the Group, approving related polices where required.
Stakeholders considered:
@ Investors – strong and skilled leadership team
to run the Group and safeguard the
investments made.
@ Customers – dealing with a business that is
managed with integrity and demonstrates
ethical behaviour.
@ Government and regulators – good governance
practices in place to support compliance with
listed company requirements such as
transparent reporting.
Key decisions made:
@ Approved the appointment of Richard Akers as
Non-Executive Director and Chair Designate.
@ Approved the action plan to address
recommendations arising from the 2025 Board
Performance Review.
@ Approved a suite of governance policies and
documentation including a Governance
Manual, the Schedule of Matters Reserved to
the Board, Terms of Reference for the
Committees, Chair, CEO and CFO and the
delegation of authority.
Sustain Innovation Growth
Strategic pillars
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Why does culture matter
to the Board?
All Directors are expected to act with integrity, lead
by example and promote the desired culture that
will enable us to achieve our purpose, live by our
values and deliver our strategy.
Culture drives effective thinking, behaviour and
action, and supports inclusion where colleagues
collaborate to foster the long-term success of our
business and the best possible outcomes for our
stakeholders, both now and in the future.
It is therefore crucial that culture is aligned with our
purpose, values and strategy.
Culture is underpinned by our Code of Business
Conduct and is continually assessed by the Board
through a number of activities.
How does the Board assess culture
to ensure it is aligned with our
purpose, values and strategy, and
that it has been embedded
throughout the Group?
The Board spends a significant amount of time
engaged in activities that provide insight into the
Group’s culture. Through this engagement with
ourpeople, the Board can observe how the culture
is established throughout the Group, aligned
acrossteams and demonstrated by each and
everycolleague.
Board activities continued
Culture
Employee voice
The Listening Post, an employee forum comprising
members of the Board, the CEO and employee
representatives, is our chosen method of engagement
with the workforce. Whilst not one of the methods set
out in the Code, the Listening Post is a combination of
being a workforce advisory panel with Non-Executive
Director representation.
Directors who have attended the Listening Post provide
feedback at the next Board meeting on what was
discussed by and heard from colleagues.
The Board receives feedback from the workforce on the
various Group-wide initiatives in place to enable
two-way inclusive dialogue and facilitate open and
effective communication. The Board uses this
information to satisfy itself that these well-established
communication and engagement mechanisms remain
effective and well utilised and cover the full breadth of
the business.
Employee engagement survey
The Board reviews the results of the employee
engagement survey and receives data on how
engaged our workforce is compared to our peers
and how the Group’s values link to our purpose and
affect colleague behaviours.
The Board places great importance on understanding
the strengths and opportunities identified by
colleagues, and actions arising from survey results are
monitored through to completion.
Employee attendance at meetings
Colleagues are invited to attend Board and Committee
meetings and strategy sessions to discuss their reports
and deliver presentations when appropriate. This allows
the Board to interact directly with colleagues to share
thoughts and pose questions on the colleagues’ areas
of expertise.
Site visits
Directors frequently undertake site visits to gain further
insight into our culture and meet colleagues whilst
observing the Groups operations in action.
These site visits provide the opportunity to observe
thecommitment and dedication of our people,
whilst also increasing the Board’s understanding
ofhow thesystems and processes we have in place
support ourworkforce to deliver consistent
operational performance.
Directors are able to draw on their experiences
observed first hand as part of their discussions
on culture.
Health, safety and environment (‘HSE’)
HSE is a crucial part of the Group’s culture, and every
meeting starts with a ‘Safety Share’ for anyone
present to share important learnings or reminders.
This is also true of Board meetings, with a detailed
update on HSE provided at the beginning of every
Board agenda covering progress relative to targets,
updates on new projects and initiatives, and
analysis of any incidents. This allows the Board to
monitor the development and implementation of
initiatives to improve safety as well as the Group’s
progress in completing safety actions.
Content of Board reports is reinforced through
Director attendance at the Listening Post and
during factory visits, which provide opportunities
for individual Directors to receive feedback first
hand on the HSE culture. Directors are also invited
to attend Safe Start sessions held across our sites
every January.
The CEO and senior leaders continuously monitor
the Groups safety performance, starting all internal
communications with a focus on driving HSE
prioritisation throughout the Group. The Group
recognises factories that meet key milestone dates.
As part of the Board’s plans for 2026, each member
of the Board will be asked to conduct one HSE
specific site visit during the year.
Workforce policies and practices
The Remuneration Committee and Board review,
at least annually, the wider workforce policies and
practices to ensure they remain consistent with
the Group’s values and support its long-term
sustainable success in light of its obligations under
the Code.
Read more about how we invest in and reward our
people on page 46 and in the Directors
Remuneration Report from page 91.
e-learning
Under the enhanced governance and compliance
framework, Board members will complete the same
mandatory e-learning modules as colleagues, covering
topics including our Code of Business Conduct,
anti-bribery, anti-fraud and competition law policies.
Richard Akers talks with colleagues on site
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Division of responsibilities
There are clear divisions of
responsibility within the
governance framework,
including those between the
Executive and Non-Executive
Directors. This ensures
accountability, oversight and
constructive challenge.
Chair
Richard Akers
The Chair is responsible for the leadership and effectiveness
of the Board. The Chair, with the assistance of the CEO and
the Group Company Secretary, sets the agenda for Board
meetings, manages the meetings (in conjunction with the
Group Company Secretary) and facilitates open and
constructive dialogue during those meetings. The Chair
may also hold meetings with the Non-Executive Directors
without the CEO and Interim CFO being present.
Chief Executive
Officer (‘CEO’)
Joe Hudson
The CEO has specific responsibility for recommending
the Group’s strategy to the Board and for delivering
thestrategy once approved. In undertaking such
responsibilities, he is supported by the ExCo and other
colleagues. The CEO and Interim CFO monitor the
Groups operating and financial results and direct the
day to day business of the Group. The CEO is also
responsible for the recruitment, leadership and
development of the ExCo.
Independent
Non-Executive
Directors
Peju Adebajo
Nicola Bruce
ClaireHawkings
Justin Read
The Non-Executive Directors provide an external
perspective, sound judgement and objectivity to the
Board’s deliberations and decision-making. With their
diverse range of skills and expertise, they support and
constructively challenge the Executive Directors and
monitor and scrutinise the Groups performance
againstagreed goals and objectives. The Non-Executive
Directors are also responsible for determining
appropriate levels of Executive remuneration,
appointingand removing Executive Directors, and
succession planning through their membership of the
Remuneration and Nomination Committees. The
Non-Executive Directors together with the Chair meet
regularly without any Executive Directors being present.
Senior
Independent
Director (‘SID’)
Louis Eperjesi
The SID provides advice to the Chair and serves as an
intermediary for the other Directors and shareholders.
The Non-Executive Directors meet without the Chair
present at least annually to appraise the Chair’s
performance, and on other occasions as necessary.
Chief Financial
Officer (‘CFO’)
Simon Bedford
(Interim CFO)
The Interim CFO is responsible for the financial matters
in the Group. He supports the CEO in the achievement
ofthe Group’s strategic objectives and manages the
relationships with Ibstock’s investors and analysts.
Further information can be found in the Group Financial
Review on pages 29 to 33.
Group Company
Secretary
Nick Giles
The Group Company Secretary supports and works
closely with the Chair, the CEO and the Chairs of the
Board Committees in setting agendas for meetings of
the Board and its Committees. He ensures accurate,
timely and clear information flows to and from the
Board and the Board Committees, and between
Directors and senior management. In addition, he
supports the Chair in designing and delivering Directors
induction programmes, the Board and Committee
performance evaluations and advises the Board on
corporate governance matters and Board procedures,
and is responsible for administering the Share Dealing
Code and the AGM.
The Directors of all Group companies, as well as the
Board, have access to the advice and services of the
Group Company Secretary, although independent
external legal and professional advice can also be taken
when necessary to do so. Furthermore, each Committee
of the Board has access to sufficient and tailored
resources to carry out its duties. The appointment and
the removal of the Group Company Secretary is a matter
for the Board as a whole.
Strength and clarity
Scan the QR code below to view the
Terms of Reference forkey Board roles
www.ibstock.co.uk/investors/corporate-governance
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Composition, succession and evaluation
Board composition
At the year end, our Board comprised the Chair
(who was considered independent on
appointment), five Independent Non-Executive
Directors and one Executive Director, and this
remains the case as at the date of this report.
The Board and its Committees benefit from a
combination of skills, experience and knowledge
drawn from across several industries and
functional roles. Appointment dates and the
range of skills and experience of each Director
can be found in their individual biographies on
pages 58 to 59.
The Chair, SID and Non-Executive Directors are
each appointed for a three-year term, subject
toannual re-election by shareholders following
consideration of the annual Board Performance
Review outputs. Directors serving over six years
on the Board are subject to a particularly
rigorous review.
The composition and effectiveness of the Board
and its Committees are subject to regular review
by the Nomination Committee, which considers
the balance of skills, tenure, experience and
independence of the Board, in accordance with
the Board Diversity Policy, which is available on
our website at www.ibstock.co.uk.
The Nomination Committee leads the process
for the appointment of new Directors to the
Board. Appointments are made on merit and
measured against objective criteria set with
regard to the benefits of a diversified Board.
Proposed appointments result from a formal,
rigorous and transparent procedure, with the
final decision on any appointment remaining
amatter reserved for the Board.
Further information on the work of the Nomination
Committee can be found on pages76 to 80
Directors’ skills and experience
An effective Board requires the right mix of skills
and experience and, as can be seen from the
individual biographies and the Board skills
matrix on page 56, our Directors contribute
adiverse range of backgrounds, skill sets and
experience that, combined together, produce
aneffective team, focused on promoting the
long-term success of the Group.
The skills matrix is reviewed to ensure that the
right balance of skills and experience is in place
to enable the effective oversight of the
Company and execution of our strategy.
The balance of skills and experience ensures
that no one individual or small group of
individuals dominates the Board’s decision-
making processes. The Board and Nomination
Committee also review Committee membership
annually to ensure that undue reliance is not
placed on individuals.
All Directors, with the exception of Justin Read,
who will step down from his role at the
conclusion of the AGM, intend to submit
themselves for re-election at the 2026 AGM.
The Notice of Meeting sets out the reasons why
the Board considers the Directors’ respective
contributions continue to be important to the
Companys long-term sustainable success.
Diversity
A diverse organisation benefits from
differencesin skills, regional and industry
experience, background, ethnicity, gender,
sexual orientation, religion, belief and age,
aswell asculture and personality.
The Board remains focused on promoting
broader diversity and creating an inclusive
culture across the organisation, including on
theBoard itself. More details about the Board
Diversity Policy and performance against its
targets in relation to membership of the Board
and its Committees can be found in the
Nomination Committee Report.
Development, training and resources
The environment in which we operate is
continually changing. It is therefore important
that our Executive and Non-Executive Directors
remain aware of recent, and upcoming,
developments and keep their knowledge and
skills up to date, so the Board continues to
operate effectively and support delivery of our
long-term strategy.
The Board as a whole, and Directors individually,
are able to discuss training topics with the
Chairand the Group Company Secretary,
andadditional training is made available to
members of the Board in accordance with
theirrequirements.
The Nomination Committee reviews the
training requirements of the Board and agrees
upon a suitable regime for training and
information flows to enable the Directors to
satisfy their training and development needs.
Information provided to the Board during the
year included updates on developments
relating to corporate governance and
sustainability, the regulatory framework and
accounting matters.
The Chair and the Group Company Secretary
continue to identify broader areas of training
for the Board as a whole and the Chair discusses
and agrees training opportunities with
individual Directors as required.
Strength in our people
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Composition, succession and evaluation continued
Development, training and resources
continued
Directors may, at the Company’s expense, take
independent professional advice and are
encouraged to continually update their
professional skills and develop further
knowledge of the business. As required, we
invite professional advisers and subject matter
experts to provide in-depth updates.
Directors also have access to our online Reading
Room, which is continually reviewed and
updated. This library of information includes
governance documents, training and
development content, a reports and
announcements section, investor information
and copies of analyst reports. It also contains
afurther reading section that covers updates
and guidance on changes to legislation and
corporate governance best practice.
Succession
Along with ensuring an appropriate mix of skills
and experiences, the composition of the Board
is also informed by the need for orderly
succession for Board and Committee roles.
The Board and the Nomination Committee
spent a significant amount of time considering
Board composition during the course of the year.
This was key in developing the specification for
Board recruitment activity that was required
during the year.
As announced on 25 March 2025, Jonathan
Nicholls retired from the Board following the
conclusion of the AGM on 15 May 2025 having
served his maximum term of office. Following
the completion of the process to recruit a
successor, Richard Akers was appointed as
anIndependent Non-Executive Director on
5May 2025 and assumed the role of Chair on
15May 2025. Jonathan Nicholls, as outgoing
Chair, was not involved in the appointment
ofhis successor.
Chris McLeish left the Group in October 2025
and Simon Bedford was appointed Interim
CFOuntil the appointment of a permanent
successor. This process, whilst ongoing, is
nearing completion.
Further detail can be found in the Nomination
Committee Report on pages76 to 80
Induction
All new Directors receive a detailed, tailored
induction programme upon joining the Board.
This includes one-to-one meetings with the Chair
and each of the existing Non-Executive Directors.
One-to-one meetings are also arranged with the
Executive Directors and the Group Company
Secretary, along with other members of the ExCo
and senior management. New Directors also
meet members of the operational teams and
visit key sites to ensure they gain a detailed
understanding of our businesses and have a
chance to experience our culture first hand.
Read about Richard Akers’ induction opposite.
Evaluation
Our annual Board Performance Review provides
the Board and its Committees with an
opportunity to consider and reflect on its
effectiveness, including the quality of its
decision-making, its strategic contribution and
its oversight of culture. The review also provides
dedicated time for individual Directors to
consider their own input and performance.
We welcomed Richard to the Board on
5May2025, and his extensive induction
programme comprised a number of activities
covering a range of areas across the business.
Introductory meetings were held in the first
few days and weeks to ensure that Richard
was able to gain a real understanding of our
purpose, values, culture and strategy, along
with our core business activities.
@ CEO, CFO, Group Company Secretary
andother ExCo members
@ Internal Auditor
@ External Auditor
@ Remuneration consultants
@ Financial advisers and brokers
Deep dive sessions were arranged to enable
Richard to explore in detail key areas of focus.
@ Internal controls
@ Risk management
@ Governance and compliance
@ Operational performance and KPIs
@ Financial performance and business plan
@ Investor relations
Richard undertook a number of site visits to
observe the Groups operations in action and
meet colleagues to gain further insight into
our culture and enhance his understanding
ofthe organisation as a whole.
@ Atlas Factory, Aldridge, West Midlands
@ Nostell Factory, West Yorkshire
@ Forticrete, Leighton Buzzard, Bedfordshire
@ Eclipse and Cebastone Factories,
Ibstock, Leicestershire
@ Coltman Factory, West Midlands
@ Throckley and Birtley, Northumberland
@ Cattybrook, Gloucestershire
An open invitation was also extended to all
members of the Board to attend these visits.
Richard Akers’ induction
Richard Akers receives a demonstration of operations
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Composition, succession and evaluation continued
Evaluation continued
In consideration of the FRC’s Guidance on
Board Effectiveness and the Chartered
Governance Institute’s Principles of Good
Practice relating to external reviews, the Board
has adopted a three-year assessment cycle,
designed to build on momentum from prior
years, whilst also ensuring a rigorous and
balanced approach to implementing
incremental improvements.
2024 Board Performance Review –
updateon recommendations
Recommendation Action taken
Clarify and refine
strategic milestones
and any associated KPIs
to enable improved
monitoring of Group
strategy.
North Star differentiators
have been introduced to
address.
Review the current cycle
and areas of business
discussed at meetings
and consider whether
this remains
appropriate or needs
amendment.
The approach to meeting
planning and cadence of
topics has been
considered and refreshed.
Consider including deep
dive divisional reviews,
other key business
issues, stakeholder
sessions and hot topics.
Additional items have
been added to the annual
calendar with sessions
scheduled to take place
during and outside of
meetings.
Introduce more regular
Board updates in
months where there are
no scheduled meetings.
A monthly update from
the CEO and Interim
CFO has been
introduced to provide
more regular interface
with the Non-Executive
Directors.
Board performance review cycle
Year 1 (2023)
External review
Externally led review resulting in
acomprehensive, independent
assessmentof the Board, Committees
andindividual Directors.
Year 2 (2024)
Internal review
Internally led review focusing on agreed
key topics following recommendations
from the external review.
Year 3 (2025)
Internal review
Internally led review focusing on overall
progress following implementation of
recommendations from previous reviews.
2025 Board Performance Review – process
Having completed an external evaluation
during the 2023 financial year, the process once
again this year was internally facilitated, and
supported by the Group Company Secretary.
Aquestionnaire was completed by all members
of the Board, which included questions around
the Groups strategy, effectiveness and
accountability, as well as the Board’s
composition, diversity and how effectively
Directors work together to achieve the Group’s
objectives. The process provided the Board with
the opportunity to make specific comments in
response to a series of open questions. The
results were collated by the Group Company
Secretary and a report provided to the members
of the Board for review.
The SID spoke with the Non-Executive Directors,
in the absence of the Chair, to appraise the
Chair’s performance, taking into account the
views of Executive Director. The review
concluded that the Chair’s performance
continued to be effective and that he
demonstrates commitment to the role.
The SID informed the Chair of the
reviewsfindings.
The Chair met with all Non-Executive Directors
individually to conduct an appraisal of their
performance. The reviews concluded that the
Non-Executive Directors’ contributions
continued to be effective, and they each had
demonstrated commitment to their roles.
2025 Board Performance Review – findings
The review identified many positive aspects of
the current operation of the Board and showed
that the Board is effective in most areas, is well
led, and that the Directors challenge
constructively. The evaluation concluded that
the Board and its Committees continued to
provide effective leadership and exert the
required levels of governance and control.
Each Director was deemed to be independent,
contribute effectively and demonstrate
commitment to his or her role, and these
findings were fully considered when making
recommendations in respect of the
reappointment of individual Directors.
The minor recommendations arising from the
review that were discussed by the Board are set
out below. The Nomination Committee and
Board will continue to oversee the progress
made in relation to the agreed actions over
2026 to ensure their timely completion.
Strategy Governance framework Stakeholder engagement Board reporting
Finalise strategic actions
by setting clear
milestones and agreeing
accountability and
bolster reporting to the
Board to enable the
tracking of progress.
Keep the Committee
structure under review
and undertake an
analysis of skills required
from and training needed
for Board members as
the businessdevelops for
the future.
Enhance the Board’s
oversight through more
regular updates, deep
divesandvisits.
Identify opportunities to
make reporting more
succinct and develop a
clearer line of sight to key
business issues to
facilitate effective
discussions at Board
meetings.
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Ibstock Plc | Annual Report and Accounts 2025
Audit, risk and internal control
Audit Committee
The Board has established an Audit Committee
to which it has delegated a number of
responsibilities. Information on the Committees
composition, its role, together with information
regarding the principal activities that it carried
out during the year, are included in the Audit
Committee Report on pages 83 to 90.
The Board considers that the Chair of the Audit
Committee, Justin Read, possesses the level of
recent and relevant financial experience
required and that the Committee, as a whole,
has competence relevant to the sector in which
the Group operates. Additional information on
the skills and experience of the members of the
Audit Committee can be found in their
individual biographies on pages 58 to 59.
Financial and business reporting
The Board has established arrangements to
ensure that reports and other information
published by the Group provide a fair, balanced
and understandable assessment of Ibstock’s
position and prospects. The Strategic Report on
pages 1 to 54 explains the Group’s business
model and the strategy for delivering the
objectives of the Group, and statements on the
Group as a Going Concern and its Viability are
set out on pages 53 to 54.
The strategic plan, annual budget and material
investment proposals are formally prepared,
reviewed and approved by the Board.
A clearly defined organisation structure is in
place, with clear lines of accountability and
appropriate division of duties. The Group’s
delegation of authority specifies authorisation
limits for individual managers with all material
transactions within defined parameters being
approved by the Board.
Consolidated financial results, including a
comparison with budgets and forecasts, are
reported to the Board at each meeting, with
variances being identified and understood so
that mitigating actions can be implemented,
where appropriate. Monthly divisional meetings
are held, attended by members of the ExCo,
representatives from the Group Finance
function and other senior management. These
meetings provide an opportunity for a detailed
review of performance and to identify any
issues or trends.
Half-year and annual consolidated accounts are
prepared and verified by the Finance team and
reviewed by the CEO and Interim CFO and the
External Auditor. The accounts are then
considered by the Audit Committee, which makes
a recommendation in respect of their approval to
the Board. The Board then reviews and approves
the accounts prior to the announcement of the
half-year and annual results.
The Board considers that the processes
undertaken by the Audit Committee are
appropriately robust, effective and in
compliance with the guidelines issued by the
FRC. During the year, the Board has not been
advised by the Audit Committee on, or
identified itself, any failings, fraud or
weaknesses in internal control that have been
determined to be material in the context of
thefinancial statements.
Further details of the review work carried out
bythe Audit Committee in relation to the 2025
Annual Report can be found in the Audit
Committee Report.
Viability Statement
The approach to viability and the Viability Statement
itself are set out on pages53 to 54
Risk management and internal
controlsystems
The Board has overall responsibility for the
Groups risk management and internal control
framework, including the setting of risk appetite.
The Audit Committee has a key role to play in
overseeing the operation of this framework and
advising the Board.
The Board monitors Ibstock’s risk management
and internal control systems and reviews their
effectiveness, specifically that:
@ there is an ongoing, systemised process for
identifying, evaluating and managing the
principal risks faced by the Group;
@ this system has been in place for the year
under review and up to the date of approval
of this Annual Report; and
@ the system is regularly reviewed by the Board.
During the year, the Board has directly, or
through the Audit Committee, overseen and
reviewed the development and performance of
risk management activities and practices and
the systems of internal control in place across the
Group. As a result, the Board is satisfied that the
risk management and internal control systems
that are in place remain robust and effective.
The Board delegated the responsibility for
conducting the work required for it to provide
the ‘fair, balanced and understandable’, Going
Concern and Viability Statements to the Audit
Committee. In conducting this work, the Audit
Committee acts on behalf of the Board, and its
activities remain the responsibility of the Board.
The relevant Board statements on these
matters are set out on pages 111 to 114. The
principal risks and uncertainties are set out on
pages 48 to 52.
Strength through
appropriate controls
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74
Ibstock Plc | Annual Report and Accounts 2025
Audit, risk and internal control continued
Risk management cycle
Risk appetite
Risk appetite is defined as the amount and type
of risk Ibstock is willing to pursue or retain in order
to meet our strategic objectives. Our assessment
of risk appetite is guided by our purpose and
informed by our strategic objectives. It is used
asa measure against which all of our current
andproposed activities are tested.
Risk appetite is reviewed annually to ensure
thatit remains aligned with our strategy.
Risk management framework
Each part of the business is expected to comply
with the Groups risk management framework
and to report regularly on its risk registers and
key risk indicators. A mechanism exists to
extend the risk management framework to any
significant new business that is acquired or
established immediately upon acquisition or
start-up. Oversight of the risk management
framework and process is provided by the Group
Financial Controller, divisional teams, the Audit
Committee and, ultimately, the Board.
Risk management assessment process
Our assessment of risk is approached from a
top-down and a bottom-up perspective.
Through the ExCo, we identify Group enterprise
risks, which includes those that directly link to
our business model and strategy. At a divisional
level, each business identifies strategic and
operational risks, which are captured on detailed
risk registers. Divisions are also required to ensure
that risks designated by the Group to be ‘critical’
risks are actively managed. These are risks where
compliance with a minimum level of control is
considered to be non-negotiable (an example of
a ‘critical’ risk is health and safety). Best practice
in respect of identifying and mitigating ‘critical’
risks is shared across the Group.
All risks are assessed in respect of likelihood and
impact based on the materiality matrix
included in the framework. Risks are then scored
on a mitigated and unmitigated basis and rated
as high, medium or low. Consideration is given
to whether risks are within or outside appetite
and particular attention is given to the controls
that are in place and the actions being taken to
mitigate the risks. Incidents are recorded and
reported on at the relevant risk meetings.
Risk registers are reviewed at divisional risk
meetings, with the ExCo and the Audit
Committee having regular oversight of both the
Group enterprise risks and those identified by
each division.
Internal control
The Groups internal control systems are
designed to manage, rather than eliminate, the
risk of failure to achieve business objectives.
They are based on assessment of risk and a
framework of control procedures to manage
risks and to monitor compliance with
procedures. The internal control systems are
designed to meet the Groups particular needs
and the risks to which it is exposed and, by their
nature, can provide only reasonable, not
absolute, assurance against material loss to the
Group or material misstatement in the financial
accounts. The overall responsibility for the
Groups system of internal control and for
reviewing its effectiveness rests with the Board,
but this responsibility has been delegated to the
Audit Committee. Further details of the review
and monitoring procedures can be found within
the Audit Committee Report on pages 83 to 90.
The Group employs a third party specialist, RSM,
to provide Internal Audit services. Internal Audit
acts as the third line of defence. In order to
ensure the independence of the Internal Audit
function, RSM’s primary reporting line is to the
Chair of the Audit Committee.
The Internal Audit function fulfils its role and
responsibilities by delivery of the annual,
risk-based audit plan. There are no restrictions
on the scope of Internal Audit’s work.
A report is issued after each audit, which
provides an opinion on the control environment
and details any issues found. Internal Audit then
works with the businesses to agree remedial
actions, which are tracked to completion.
RSM attend and report to every Audit
Committee meeting.
Internal and External Audit
Details of the Internal Audit function and the
External Auditor are provided in the Audit
Committee Report. The Board and Audit
Committee are satisfied that the necessary
policies and procedures are in place to ensure
the independence and effectiveness of both.
Risk management cycle
Risk appetite Risk management
framework
Risk management
assessment process
Remuneration
The Remuneration Committee
The Board has established a Remuneration
Committee, which has delegated
responsibility for determining the policy
forExecutive remuneration and setting
remuneration for the Chair of the Board,
CEO and members of the ExCo including
the Group Company Secretary. When
doing so, the Remuneration Committee
takes account of wider workforce
remuneration and related policies and the
alignment of incentives and rewards with
culture. Further details of the work of the
Committee are set out in the Directors
Remuneration Report on pages 91 to 110.
Remuneration Policy
In line with the Remuneration Policy
approved by shareholders at the 2025
AGM, details of the remuneration packages
of individual Directors are set out on pages
102 to 110. During the year, no individual
Director was present at a meeting when
their own remuneration was being
discussed or determined.
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Ibstock Plc | Annual Report and Accounts 2025
Nomination Committee Report
Strength through
leadership
Richard Akers
Chair of the Nomination Committee
I am pleased to present my first report on
behalf of the Nomination Committee, setting
out the key activities undertaken throughout
2025 and our priorities for 2026.
The Committee leads the process for
appointments, ensures plans are in place for
orderly succession to both the Board and senior
management positions, and oversees the
development of a diverse pipeline for succession.
This report highlights the vital work undertaken
by the Committee to ensure that the Board
continues to have the appropriate balance of
skills, experience, knowledge and diversity to
provide the Group with the strong leadership
required to support its workforce and deliver
long-term success.
Activities in 2025
The Committees main activities during the
yearincluded:
@ Reviewing and supporting initiatives to
improve diversity, economic and social
benefitthroughout the Group, given the
ongoing focus on diversity and inclusion for
the Group as a leader within the building
sector. Read more on page 46.
@ Considering succession plans for members of
the Board, including the Chair, and ExCo, and
reviewing the talent pipeline within the Group,
with particular focus on senior management.
@ Assisting the Board in its consideration of
conflicts of interest and independence issues,
alongside the outputs of the Board
Performance Review, resulting in a
recommendation to the Board in respect of
those Directors continuing in office. Read
more on pages 71 to 72.
@ Overseeing the arrangements for my
induction programme, upon my appointment
to the Board in May 2025.
@ Managing the search for a new CFO and an
Independent Non-Executive Director, with
the support of Teneo, a specialist third party
recruitment specialist.
Priorities for 2026
The Committees priorities for next year include:
@ Completing the search for and appointing
anew CFO.
@ Continuing to monitor progress against
theGroup’s diversity targets and
inclusioninitiatives.
@ Overseeing the induction and handover
tothe new Chair of the Audit Committee.
I would like to thank the members of the
Committee for their continued commitment
throughout the year, for the open discussions
that take place at our meetings, and for
thecontribution they all provide in support of
ourwork.
Richard Akers
Chair of the Nomination Committee
Membership and attendance
The Committees membership comprises
the Chair of the Board (who was
considered independent on appointment)
and the Independent Non-Executive
Directors only.
The Committee is supported by the Group
Company Secretary. Other individuals,
suchas the CEO, members of senior
management and external advisers,
maybe invited to attend meetings as and
when appropriate.
Details of meeting attendance can be
found on page 56.
Key responsibilities
@ Develop and maintain a formal, rigorous
and transparent procedure for making
recommendations to the Board on
appointments and on the structure, size
and composition of the Board.
@ Ensure that planning is in place for
orderly succession of both the Board and
senior management positions.
@ Oversee the development of a diverse
pipeline of talent for succession.
@ Evaluate the balance of skills, diversity,
knowledge and experience of the Board.
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76Ibstock Plc | Annual Report and Accounts 2025
Nomination Committee Report continued
Key responsibilities continued
@ Prepare a description of the role and
capabilities required for a particular
appointment and lead the
recruitmentprocess.
@ Identify and nominate, for the approval
of the Board, candidates to fill Board and
senior management vacancies, ensuring
that candidates have the necessary skills,
knowledge and experience to effectively
discharge their responsibilities.
@ Review the time commitment required
from Non-Executive Directors
andevaluate the membership
andperformance of the Board and
itsCommittees.
@ Ensure that reviews of the performance
of the Board and its Committees,
andindividual Directors, are
undertakenannually.
@ Recommend, where appropriate, the
re-election of Directors.
Committee performance
The Committees effectiveness was
considered as part of the internal Board
Performance Review. The Committee
scored highly overall and was considered
tobe operating effectively.
Read more
In our Annual Report:
@ Names and biographies of the
Committee members on pages 58 to 59
On our website www.ibstock.co.uk:
@ The Committees Terms of Reference
@ The Board Diversity Policy
Succession planning
The composition of the Board is constantly
under review with the aim of ensuring that it
has the depth and breadth of skills to discharge
its responsibilities effectively. The Committee,
through its oversight of succession planning,
applies a similar approach to the layer of
management that sits immediately below the
Board, the ExCo.
The Committee aims to ensure that the Board
and senior management are well balanced in
the skills and experience appropriate for the
needs of the business and the achievement of
the Groups strategy. Furthermore, the
Committee ensures that the Board includes
Non-Executive Directors who are appropriately
experienced and are independent in character
and judgement.
To support this, the Committee has developed
aBoard skills matrix, which is used to better
understand training requirements, as well as
tounderstand the skills and experience
requirements that inform the Board’s succession
plans. The skills matrix is reviewed annually and
an overview of the skills and experience of our
Directors can be found on page 56.
Whilst we see long service on the Board as a
positive characteristic, the Board is mindful that
the Code indicates that Non-Executive Directors
should not serve for more than nine years and
Non-Executive Directors who have served over
six years should be subjected to a particularly
rigorous review. Such a review, in line with the
requirements of the Code, has been undertaken
by the Committee in relation to the
independence and commitment of Justin Read
since reaching his six-year tenure. On each
occasion, the Board remained satisfied that
Justin continued to act with the utmost
independence and considered that his
appointment remained in the long-term best
interests of stakeholders.
Recruitment and appointment
The Committee is responsible for identifying
and nominating, for the approval of the Board,
candidates to fill Board vacancies as and when
they arise. The process, as set out in the
Committee’s Terms of Reference, is outlined
overleaf along with examples of how this has
been applied in practice.
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Ibstock Plc | Annual Report and Accounts 2025
Nomination Committee Report continued
Succession planning continued
Recruitment and appointment continued
Evaluate the Boards composition Appoint an independent search firm Identify suitable candidates
Recommend the appointment
totheBoard Deliver an induction programme
The process… As part of routine succession
planning activity and through
ongoing evaluation, the Committee
takes into account of balance of
skills, knowledge, independence,
experience and diversity on the
Board, including the balance of
Non-Executive Directors to
Executive Directors.
In light of this evaluation process,
should recruitment activity need
tobe undertaken, the Committee
prepares a description of the
roleand capabilities required of
theparticular appointment
andassesses the time
commitmentexpected.
Following a thorough in-person
assessment of providers in the
market, an independent search firm,
which is a signatory to the
enhancedvoluntary code of
conduct for Executive search firms,
isappointed to support with the
recruitment of an Independent
Non-Executive Director.
Formal interviews are led by the
Chair and SID, supported by the
Group Company Secretary, with
allBoard members meeting the
preferred candidate.
In identifying suitable candidates,
the Committee:
@ Considers candidates of different
genders and from a wide range of
backgrounds and experiences,
taking into account the benefits
of diversity on the Board.
@ Considers candidates on merit
and against objective criteria, and
whether the candidate can meet
the Boards independence
requirements where relevant.
@ Ensures that appointees have
enough time to devote to the
position and that any declarations
of interest do not pose a conflict.
The Committee considers the
selection and reappointment of
Directors carefully before making
arecommendation to the Board.
Non-Executive Directors and the
Chair of the Board are generally
appointed for an initial period of
three years, which may be renewed
for a further two terms.
Reappointment is not automatic at
the end of each three-year term.
All newly appointed Directors
undertake comprehensive, tailored
induction programmes, overseen
bythe Committee, which include
specific focus on key aspects of their
roles on the Board Committees.
…in action Through ongoing succession
planning, the Committee was able
to act in a timely manner ahead of
Justin Read’s scheduled retirement
from the Board due to his tenure
approaching nine years.
To assist with the search to appoint
a new Independent Non-Executive
Director to chair the Audit
Committee, the Committee
appointed Teneo
1
, a signatory to
thevoluntary code of conduct for
Executive search firms.
1 Other than the Group’s engagement of Teneo in
relation to the recruitment of Executive and
Non-Executive Directors, there is no connection
between the two companies.
The Committee ensured that the
recruitment process was conducted
in line with the Board Diversity
Policy, in particular that diverse
candidates from a wide variety of
backgrounds were included within
the shortlist.
Formal interviews were led by the
Chair and SID, supported by the
Group Company Secretary, with all
Board members meeting the
preferred candidate.
Martin Payne will join Ibstock on
30March 2026 and we look
forwardto welcoming Martin to
theBoard, Audit, Remuneration
andNomination Committees.
Further details on Non-Executive
Director induction programmes
canbe found on page 72, along
with an overview of Richard Akers
recent induction.
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Ibstock Plc | Annual Report and Accounts 2025
Nomination Committee Report continued
Diversity and inclusion
Our current employee population reflects the
traditional nature of our industry across all
diversity characteristics, including age, race,
gender, sexual orientation and disability. We
acknowledge the challenge we face with a
higher percentage of men in factory-based
production roles. The Committee and Board
recognise the powerful advantages that a
diverse workforce can bring to a company and
are committed to ensuring that Ibstock is a
diverse, fair and inclusive place to work.
The Committee acknowledges and supports the
aims, objectives and recommendations outlined
in the FTSE Women Leaders Review and is aware
of the need to achieve an appropriate balance of
women on our Board and in senior positions
throughout the Group. The Committee also
acknowledges and supports the aims, objectives
and recommendations of the Parker Review on
ethnic diversity and the emphasis in the
Disclosure Guidance and Transparency Rules on
disclosure around diversity with regard to
aspects such as age, gender and educational
and professional background. As at the end
ofthe year under review, we are satisfied that
we are aligned with the recommendations of
both reviews.
Furthermore, the Committee is cognisant of the
FTSE Women Leaders Review recommendation
that FTSE 350 companies should have at least
one woman in the Chair or Senior Independent
Director role on the Board, and/or one woman
in the CEO or CFO role in the Company by the
end of 2025, and the associated Listing Rule
obligation to report against these in the
AnnualReport.
Following the appointment of Louis Eperjesi
asSenior Independent Director during 2023,
weno longer comply with the recommendation.
Asis standard practice for the Committee,
gender diversity will be taken into consideration
as part of future recruitment activity,
althoughall appointments will continue to
bebased on merit.
Diversity and Inclusion Policy
We believe that by providing a harmonious
working environment, all employees should be
able to maximise their potential and contribute
to our success.
Our Diversity and Inclusion Policy applies to
allemployees and supports our Diversity
andInclusion Strategy, which aims to
increasediversity and promote inclusion
within our workforce.
We continue to work with our recruitment
partners to ensure that we are able to attract
high-quality candidates from a wide range of
backgrounds, strengths and abilities. We recognise
that achievement of our strategic objectives is
reliant on the recruitment and retention of a
diverse and engaged workforce, and efforts in
this area will continue.
Both the Committee and Board received regular
updates in relation to diversity and inclusion
during the year, including an update on the
performance against the Groups stated target
of increasing female representation in the
senior leadership group (comprising members
of the ExCo and their direct reports) to 40%
by2027 and for there to be 20% minority
ethnic representation in the senior leadership
group by2030. Whilst this latter target is not
completely aligned to the Parker Review
recommendation of a 2027 deadline, this
ambitious aim was felt to be appropriate for
theGroup at the point in time.
A gender and ethnicity breakdown of Directors,
senior managers (as defined in the Code and
Companies Act 2006) and employees of the
Company as at 31 December 2025 can be
found on page 177.
Board Diversity Policy
The Board Diversity Policy, available through
ourwebsite, formalises the Boards commitment
to appropriately diverse membership and
compliance with reporting regulations. It is
reviewed annually and approved by the Board
on the recommendation of the Committee.
The Committee retains the strong belief that
diverse Board and Committee membership
supports the Group’s strategy by bringing the
widest range of viewpoints and experience
possible to the debate.
We are committed to promoting equal
opportunities in employment and addressing
the balance, and as such apply this policy to all
Board and Committee recruitment activity.
The Committee adopts the objectives within
the policy to ensure a focus on ensuring gender
and ethnicity diversity at every stage of the
recruitment process, notwithstanding that
appointments are always based upon an
individual’s merit, suitability and ability to carry
out a role successfully. This was the case during
the recent recruitment for the new Chair and
Chair of the Audit Committee, and continues
tobe the case for the ongoing activity to
identify anew CFO.
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Ibstock Plc | Annual Report and Accounts 2025
Diversity and inclusion continued
UK Listing Rules Board Diversity Statement
On behalf of the Board, the Committee confirms the position in relation to the diversity targets set
out in Listing Rule 6.6.6R(9)(a)) as at 31 December 2025:
Board diversity target Target met? Board diversity as at 31 December 2025
At least 40% of the individuals on the Board
of Directors are women.
42.9% of the individuals on the Board
of Directors are women.
At least one of the senior positions (Chair,
Chief Executive Officer, Senior Independent
Director, Chief Financial Officer) on the Board
of Directors is held by a woman.
None of the senior positions on the
Board of Directors are held by a
woman.
At least one member of the Board of Directors
is from a minority ethnic background (defined
by reference to categories recommended by
the Office for National Statistics (‘ONS’)
excluding those listed, by the ONS, as coming
from a white ethnic background).
One member of the Board of Directors
is from a minority ethnic background.
In addition to the above, there is at least one individual on each Board Committee that is a woman
and at least one individual on each Board Committee who is from a minority ethnic background.
The Group collects diversity data from the Directors, ExCo members and wider workforce through
diversity data collection surveys. Detailed numerical information on the gender and ethnicity
representation on the Board and ExCo is set out below.
Diversity Disclosure (LR 6.6.6R(10))
Gender identity of members of the Board and Executive Committee as at 31 December 2025
Ibstock Plc Board Ibstock Plc Executive Committee
Number of Board
members
Percentage
of the Board
Number of
senior positions
on the Board
1
Number in
Executive
management
1
Percentage of
Executive
management
1
Men 4 57.1% 3 5 83.3%
Women 3 42.9% 0 1 16.7%
Not specified/prefer
not to say 0 0% 0 0 0%
Ethnicity of members of the Board and Executive Committee as at 31 December 2025
Ibstock Plc Board Ibstock Plc Executive Committee
Number of Board
members
Percentage
of the Board
Number of
senior positions
on the Board
1
Number in
Executive
management
1
Percentage of
Executive
management
1
White British or
other White (including
minority-white groups)
6 85.7% 3 6 100%
Mixed/Multiple
ethnic groups 0 0% 0 0 0%
Asian/Asian British 0 0% 0 0 0%
Black/African/
Caribbean/Black
British 1 14.3% 0 0 0%
Other ethnic group 0 0% 0 0 0%
Not specified/prefer
not to say 0 0% 0 0 0%
1 Following the departure of Chris McLeish from the Group in October 2025, Simon Bedford took on the role of Interim CFO. Simon has been
included within the Executive management figures in the above table, however, he has not been appointed as a Director of Ibstock Plc.
Therecruitment activity undertaken to identify and appoint a new CFO is nearing conclusion.
Nomination Committee Report continued
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability Committee Report
Strength through
sustainable ambition
Claire Hawkings
Chair of the Sustainability Committee
As Chair of the Sustainability Committee, I am
delighted to introduce this report, which sets
outthe key activities undertaken throughout
2025 and our priorities for 2026.
The purpose of the Committee is to oversee
theGroups strategies, policies and performance
in relation to sustainability matters and
suggestways to drive improvement in these
areas as appropriate.
This report provides an overview of how the
Committee’s activities have assisted the Board
in discharging its duties relating to sustainability
matters against a backdrop of increasing levels
of regulation, best practice and stakeholder
interest. As a Committee, we continue to adapt
and evolve our annual programme of work to
reflect the increasing demands on the Group.
Activities in 2025
The Committees main activities during the
yearincluded:
@ Monitoring the Groups performance against
the ambitious interim targets set out in the
ESG 2030 Strategy.
@ Ensuring the ESG 2030 Strategy remains
aligned with the Groups purpose, values
andculture.
@ Oversight of the 2025 materiality assessment
process and outcomes, resulting in the
decision to prioritise business focus on carbon
reduction, innovation and skills.
@ Considering what role sustainability
targetscould play in future Annual Bonus
Scheme conditions.
@ Visiting the Aldridge and Weedon factories to
review their approach to sustainability issues.
@ Keeping appraised of sustainability trends
and developments, including in relation to
legislation and policy, and considering any
impacts on the Groups stakeholders.
@ Continuing improvement with the Groups
reporting relating to the Task Force on
Climate-related Financial Disclosures (‘TCFD’).
@ Overseeing the evolution of the Groups social
impact strategy and how this could be further
developed to strengthen the business.
Membership and attendance
The Committees membership comprises
three Independent Non-Executive
Directors and the CEO.
The Committee is supported by the Group
Company Secretary. Other individuals, such
as members of senior management and
the Sustainability team, may be invited to
attend meetings as and when appropriate.
The Committee also regularly invites an
independent consultant to attend
meetings to assist with benchmarking and
industry views, reporting and assurance.
Details of meeting attendance can be
found on page 56.
Key responsibilities
@ Develop a corporate sustainability
strategy and ensure it is in alignment
with the corporate strategy, purpose
andvalues.
@ Develop and recommend to the Board
sustainability targets and key
performance indicators.
@ Understand the impact of the Groups
operations on the environment and the
impacts, risks and opportunities of
climate change.
@ Oversee the promotion of socially
responsible values and standards that
relate to employees as well as the social
and economic community in which the
Group operates.
Priorities for 2026
The Committees priorities for next year include:
@ Continuing to drive the implementation of
the ESG 2030 Strategy and integration of
sustainability performance across the Group.
@ Maintaining focus on:
@ climate change and continuing to develop
the Carbon Transition Plan;
@ innovation to meet customer need for new
and sustainable products; and
@ skills development within the Group to
support succession planning and supporting
skills in the wider construction sector.
I would like to thank my fellow members of the
Committee for the open, constructive and
progressive discussions that take place at our
meetings. Their passion for our ambitious
agenda reflects the Groups collective efforts
and dedication to sustainability.
Claire Hawkings
Chair of the Sustainability Committee
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability Committee Report continued
Key responsibilities continued
@ Recommend to the Remuneration
Committee any performance measures
used in the Group’s incentive plans.
@ Work with the Remuneration Committee
in assessing actual performance relative
to sustainability.
@ Work with the Audit Committee on
understanding the risk and opportunities
of climate change to ensure mitigation
plans are developed and implemented.
@ Oversee disclosures of sustainability
matters in the Annual Report.
Committee performance
The Committees effectiveness was
considered as part of the internal Board
Performance Review. The Committee was
deemed to be operating effectively with
strong Committee leadership. The
Committee continues to focus on ensuring
the right proportion of Committee time is
given to training, progress updates, horizon
scanning and discussion to really consider
and debate issues.
Read more
In our Annual Report:
@ Names and biographies of the
Committee members on pages 58 to 59
@ Sustainability on pages 39 to 46
@ Sustainability and Climate Change
Reporting from page 174
On our website www.ibstock.co.uk:
@ The Committee’s Terms of Reference
@ Sustainability Report
@ Our ESG 2030 Strategy
Sustainability governance
The Board, under the leadership of the Group
Chair, holds ultimate responsibility for
sustainability matters, but the Committee
takesthe lead in managing the Group’s
approach and implementation of the
sustainability framework, to enable us to
meetour commitments to all stakeholders.
The Committee is supported by an internal
Sustainability team of subject matter experts
that is headed by the Group Company
Secretary and includes the Head of ESG and
Manager of ESG. RSM are the Committees
professional advisers, who provide expert
technical advice and practical training. During
the year, the Committee received training on
arange of topics, including sessions on carbon,
carbon trading and ETS, as well as climate
governance and reporting updates.
Implementation of the ESG 2030 Strategy is
theresponsibility of the CEO, who, through
theExCo, ensures that sustainability topics
arediscussed across the business. A full
description of how our sustainability
governanceoperates can be found in the
sustainability and Sustainability and Climate
Change Reporting sections on pages 39 to 46
and 174 to 191, respectively.
The Committee continues to focus on ensuring
that the Committee and Board remain fully
briefed and appropriately trained on sustainability
matters. The Committee continues to mature
rapidly in both its knowledge and understanding
of the critical sustainability issues facing the Group.
Addressing Climate Change
A key part of our ESG 2030 Strategy is the
commitment to become a net zero for Scope 1
and 2 by 2040 and achieve a 40% absolute
carbon reduction for Scope 1 and 2 by 2030
against a 2019 baseline. The Committee
remains cognisant that the carbon reduction
journey will not always show linear progression.
2025 was a depressed market with low
production, which is reflected in 41%
1
reduction
in absolute Scope 1 and 2 carbon emissions
against a 2019 baseline. Although this is ahead
of target, the actual decarbonisation achieved
is modelled at 25% against the 2019 baseline,
which shows good progress towards our 2030
target. The Groups carbon intensity metric for
2025 was 0.138 tonnes of carbon per tonne of
production. This is a slight improvement on 2024,
but remains above the desired level. Further
details and key data can be found from page
174 onwards.
The implementation and performance of our
Carbon Transition Plan (Plan) will require
Group-wide focus and prioritisation, and we
areheartened by the progress that the Group
has made to align the divisional strategies to
the Plan, as this will create further momentum
andpace in the implementation of carbon
reduction activities. At the same time, we
continue to develop our Plan aligned to
emerging reporting frameworks.
The Committee remains confident that the
Group is on course to achieve the ambitious
carbon commitments made in our ESG 2030
Strategy. More details on our ESG 2030 Strategy
can be found from page 39 and on our website.
The Committee has continued to oversee the
work of the internal TCFD Working Group,
reviewing progress as necessary. Led by the
Group Financial Controller, the TCFD Working
Group comprises representatives from the
Sustainability and Finance functions. It meets
on a regular basis to analyse and apply the
various developments and recommendations
published throughout the course of the year
and to ensure alignment with the Groups
Business Plan.
Our TCFD report can be found on pages 178
to191.
In 2025, we completed the baselining of our
biodiversity data across all sites, feeding into
ourbiodiversity management tool. This has
contributed towards our planning for the future
application of the Taskforce on Nature-related
Financial Disclosures framework.
Manufacturing Materials for Life
New product development and the evolution
ofexisting products is a key driver to ensure our
products meet current and future demand in
the market. We continue to explore options for
our products to provide the durability and
resilience that the built environment requires
whilst lowering carbon, energy, water and
resource use. Performance against the KPI
remains strong at 25% of sales turnover from
new and more sustainable products in 2025.
Improving Lives
Business focus on skills both internally for
Ibstock’s talent planning and for the wider
construction sector were cornerstones of the
focus on Improving Lives in 2025. 7.2% of
employees are in Earn and Learn positions
compared to an industry benchmark of 5%
andthe Group launched its first Ibstock Skills
Academy to support bricklaying students in
partnership with Walsall College.
We continue to make progress on the Social
Value framework, the diversity and inclusion
agenda, and employee development in line with
the commitments in our ESG 2030 Strategy.
1 Of the 41% reduction, 25% is permanent carbon reduction on
2019 baseline, 16% is temporary production volume decrease
which we forecast to reverse by 2030.
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Ibstock Plc | Annual Report and Accounts 2025
Audit Committee Report
Strength through
control and compliance
Justin Read
Chair of the Audit Committee
I am pleased to present this report, which sets
out the key activities undertaken throughout
2025 and our priorities for 2026. This will be my
last report as Chair of the Audit Committee
following the announcement that I will be
retiring from the Board on 21 May 2026.
The purpose of the Committee is to critically
assess and make recommendations on the
reporting, control, risk management and
compliance aspects of the Directors’ and the
Group’s responsibilities. At the same time, the
Committee provides independent monitoring,
guidance and challenge to management in
these areas.
The Committee also facilitates a forum for
reporting and discussion with the Group’s
External Auditor in respect of the Groups
half-year and full-year results, retaining a focus
on monitoring the integrity of the Group’s
financial statements, and the Groups Internal
Auditor with regard to their reviews on the
effectiveness of elements of the Groups
internal control framework.
Activities in 2025
The Committees main activities during the
yearincluded:
@ Oversight of the External Audit tender. Read
more on page 88.
@ Reviewing the full- and half-year results and
2025 Annual Report. Read more on pages 84
to 86.
@ Considering the operation of the risk
management and internal control processes
to ensure that the Groups risk processes and
financial and compliance control
environments remained robust. Read more
on page 89.
@ Reviewing reports arising from the approved
Internal Audit programme.
@ Considering the External Auditor’s planning
for the half-year and full-year audits and
subsequent reporting of the findings.
@ Evaluating the effectiveness of the Internal
and External Audit functions.
@ Discussing and responding to significant
accounting matters and judgements. Read
more on pages 85 to 86.
@ Receiving deep dives on cyber and
information security and tax.
@ Reviewing compliance with the requirements
of the FRC’s Audit Committees and the
External Audit: Minimum Standard (the
‘FRC’s Standard’) and determining that the
Committee complied fully with the FRC’s
Standard during the financial year, including
in relation to the tender of the External
Audit contract.
@ Approval of the Group Accounting Manual
updates, including exceptionals treatment.
@ Overseeing the Groups preparations to
ensure compliance against the new Provision
29 of the Code. Read more on page 90.
Priorities for 2026
The Committees priorities for next year include:
@ Continuing focus on the delivery of its core
responsibilities, ensuring robust monitoring of
the integrity of the financial statements and
any formal announcements relating to the
Groups financial performance, and reviewing
significant financial reporting judgements
contained within them.
@ Overseeing an effective handover to a new
audit partner.
@ Continuing to oversee the operation of the
Groups risk management and internal control
systems and making recommendations to
the Board in this regard.
@ Reviewing management’s plans and
recommendations for identified areas of
improvement in the Groups internal controls.
@ Overseeing the proposed Provision
29disclosure to be included in the 2026
Annual Report.
@ Receiving deep dives on a range of key and
emerging risk areas, including those arising
from the Group’s horizon scanning activity.
@ Ensuring an effective handover to
mysuccessor, the new Chair of the
AuditCommittee.
I would like to thank the members of the
Committee, ExCo, senior management, Deloitte
and RSM for their sustained commitment
throughout the year, and during my tenure as
Chair, for the transparent discussions that take
place at our meetings and for the contribution
they all provide in support of our work.
Justin Read
Chair of the Audit Committee
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83Ibstock Plc | Annual Report and Accounts 2025
Audit Committee Report continued
Key responsibilities
@ To make recommendations on the
reporting, control, risk management and
compliance aspects of the Directors’ and
the Group’s responsibilities.
@ To provide independent monitoring,
guidance and challenge to management
inthese areas.
@ To provide a forum for reporting and
discussion with the Groups External
Auditor in respect of the Groups half-year
and full-year results.
@ To review and make recommendations
tothe Board on the Groups financial
reporting, internal control and risk
management systems.
@ To assess the effectiveness of the External
Audit process.
@ To assess the effectiveness of the External
and Internal Auditor.
@ To ensure high standards of corporate and
regulatory reporting, risk management
andcompliance, and the maintenance of
an appropriate control environment.
Committee performance
The Committees effectiveness was
considered as part of the internal Board
Performance Review. The output from this
process was reviewed by both the Board and
the Committee itself, in compliance with the
Code. Further information regarding the
review process can be found on pages 72 to
73. The Committee scored highly overall and
was considered to be chaired effectively.
The Committee performed its role and
undertook its responsibilities in an effective
manner. No specific developmental areas
were identified in the review.
Read more
In our Annual Report:
@ Names and biographies of the Committee
members on pages 58 to 59
@ Audit, risk and internal control on pages 74
to 75
@ Principal risks and uncertainties on pages
48 to 52
@ TCFD report on pages 178 to 191
@ Group Financial Review on pages 29 to 33
@ Viability and Going Concern Statements
onpages 53 to 54
On our website www.ibstock.co.uk:
@ The Committee’s Terms of Reference
@ Tax Strategy
@ Investor reports and presentations
Financial and narrative reporting
During the year, the Committee:
@ Reviewed the full- and half-year results
andassociated announcements and
recommended them to the Board
forapproval.
@ Considered the process for preparing the
Group’s Annual Report.
@ Reviewed the Groups Annual Report to
consider whether, taken as a whole, it was fair,
balanced and understandable, and whether it
provided the necessary information required
for shareholders to assess the Companys
position, performance, business model and
strategy. Further information on the format
of this review can be found opposite.
@ Considered the appropriateness of the
Group’s accounting policies and practices,
focusing on areas of significant management
judgement or estimation, and questioned the
rationale for decisions taken in application of
the policies. Policies and practices were found
to be appropriate and correctly applied.
@ Received updates on corporate reporting
andcorporate governance from the
ExternalAuditor.
@ Considered the appropriateness of the
Group’s Viability Statement at the full year,
including the look-out period and Going
Concern Statement assumptions at the half
year and full year, including a review of the
sensitivity analysis and scenarios prepared by
management. The Viability Statement and
the Going Concern Statement are set out on
pages 53 to 54.
Membership and attendance
Membership comprises Independent
Non-Executive Directors only. The Chair
and at least one other Committee member
have recent and relevant financial
experience, and all members have
competence relevant to the sector in which
the Group operates.
The Committee is supported by the Group
Company Secretary. The External Auditor,
Deloitte LLP (‘Deloitte’), and the Internal
Auditor, RSM LLP (‘RSM’), attend all
meetings. The Chair, CEO, Interim CFO and
other senior members of the Finance team
are routinely invited to attend Committee
meetings, alongside other individuals, as
and when required.
The Chair has regular meetings with the
Interim CFO, External Audit partner and
Internal Audit partner to discuss key
audit-related topics ahead of each
Committee meeting. In addition, the
Committee also holds private sessions
withthe CEO, Interim CFO, External Audit
partner and Internal Audit partner on a
rotational basis after each meeting.
Details of meeting attendance can be
found on page 56.
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84Ibstock Plc | Annual Report and Accounts 2025
Audit Committee Report continued
Fair, balanced and understandable
It is the Board’s responsibility to determine
whether the Annual Report is fair, balanced
and understandable. On behalf of the Board,
the Committee reviewed the process for
preparing the Annual Report, reviewed
managements analysis of the Annual
Report and how this met the objectives of
providing fair, balanced and understandable
disclosures that gave shareholders the
necessary information to assess the
Companys position, performance, business
model and strategy.
The Committee took into account the
following when completing this process:
@ Input from the CEO and Interim CFO
onthe overall messages and tone of the
Annual Report.
@ That individual sections of the Annual
Report were drafted by appropriate senior
management with regular review to ensure
consistency across the entire document.
@ That detailed reviews of appropriate
draftsections of the Annual Report were
undertaken by individuals independent
ofthe process.
@ That an advanced draft of the Annual
Report was reviewed by the Committee
and the External Auditor on a timely basis
to allow sufficient consideration and was
discussed with the CEO and senior
management prior to consideration by
theBoard.
After thorough consideration, the Committee
arrived at the conclusion that Annual Report
be recommended for approval by the Board
as fair, balanced and understandable.
Astatement from the Directors to this effect
is included in the Directors’ Responsibility
Statement on page 114.
Significant accounting matters and key areas of judgement
A key factor in the integrity of financial statements is ensuring that suitable accounting policies are adopted and applied consistently on a year on year
basis. The Committee specifically uses the audit planning meetings in May and November each year to consider the adoption of any relevant new
standards, proposed accounting treatments for major transactions, significant reporting judgements and key assumptions related to those judgements.
In addition, these matters are reviewed at each Committee meeting throughout the year.
Matter considered Committee’s response
Alternative
Performance
Measures
(‘APMs) and
exceptional
items
The Group presents as exceptional items* at the
bottom of the income statement those items of
income and expense which, because of the
materiality, nature and/or expected infrequency
ofthe events giving rise to them, merit separate
presentation to allow shareholders to further
understand elements of financial performance
inthe period, so as to facilitate comparison with
future years and to assess trends in financial
performance, and in determination of Directors
variable remuneration.
The Committee conducted a robust and detailed
review of the items and associated judgements
thatwere categorised as exceptional in the year,
including the items arising from factory closures and
restructuring and disposal of property, land, plant and
equipment. Additionally, the Committee sought views
from the External Auditor as to the appropriateness
of items categorised by management as exceptional.
Upon conclusion of this review, the Committee
concurred with managements analysis of proposed
exceptional items.
Details of exceptional items* are set out in Note 5 to
the financial statements.
Additionally, the Group financial statements present
a number of APMs within its published financial
information, including the 2025 Annual Report,
withthe objective of providing readers with further
understanding of financial performance in the
period, in order to facilitate comparison between
periods and to assess trends in financial
performance. Definitions of APMs used are set out
inNote 3 to the financial statements.
In light of the guidance issued by the European Securities and Markets Authority and more
recently the UKs FRC, the Committee continues to assess managements rationale for
including an item as an exceptional item* and the wider use of APMs.
The Committee challenged management’s rationale for the use of specific APMs, and the link
between APMs reported within the financial statements and incentive measures within the
Directors’ Remuneration Report. The Committee concluded that the presentation of APMs
gave additional clarity on performance and were reconciled appropriately to reported
amounts, with sufficient prominence, and is satisfied that the resulting presentation and
disclosure is appropriate.
The Committee challenged managements rationale of items categorised as exceptional
inthe year and sought views from the External Auditor with regard to their appropriateness.
The Committee conducted further analysis and concluded that the proposed classification
was acceptable.
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Matter considered Committee’s response
Pension
liability
accounting
and disclosure
The Group has a defined benefit pension scheme,
which is closed to future accrual. Management
exercises its judgement around the assumptions used
by its actuary, including the sensitivities to these
assumptions, to calculate the pension scheme
liabilities under IAS 19 (R) Employee Benefits.
As at 31 December 2025, the Scheme had an
actuarial accounting surplus of £6.0 million
(2024:£7.8 million), including liabilities of
£316.9million (2024: £323.1 million), as detailed
inNote 21 to the financial statements.
Additionally, the Committee continues to assess
theimplication of the Virgin Media case on the
Group’s Pension Scheme in light of the guidance
published by FRC.
The Committee concurred with managements assessment that the estimates used within the
valuation of the Group’s pension liability (including future changes in discount rates, inflation,
increases in pension payments and life expectancy) represented significant sources of
estimation uncertainty, as set out within IAS 1 Presentation of Financial Statements. A review
of management’s proposed disclosure in relation to this estimation uncertainty was completed.
Additionally, the Committee reviewed the assumptions with management including those
arising from the triennial valuation and sought views from the External Auditor before it
concluded on the appropriateness of the actuarial balances disclosed.
This review considered the financial assumptions used by management as part of the actuarial
valuation and the range of possible assumptions using available market data to assess the
reasonableness of the assumptions.
The Committee also specifically reviewed and considered the disclosure with regard to the
impact of the Virgin Media pension court case on the Ibstock Pension Scheme and the
financialresults.
In conclusion, the Committee determined that the actuarial assumptions used in the valuation
of the period end pension liabilities were in an acceptable range, disclosed appropriately, and
was satisfied that the resulting presentation and disclosure was appropriate.
Impairment
of non-current
assets
The Group holds significant asset values in the form
of brands, customer relationships, mineral reserves,
land and buildings and property, plant and
equipment. At the interim and year end balance
sheet date, these assets were considered for
indications of impairment.
At 31 December 2025, following the announcement
of the 2025 restructuring, a total impairment charge
of £6.3 million was recognised within cost of sales
within the Groups consolidated income statement.
Additionally, the Committee reviewed and considered
the key estimation uncertainty disclosure relating to
the impairment of non-current assets.
At 31 December 2025, detailed impairment tests
assessing the value-in-use (‘VIU’) concluded that
there was no impairment at a cash generating
unit(‘CGU’) level across the Group for any of those
sites expected to continue in operation. As at
31December 2025, the value of these non-current
assets was £ 556.8 million (2024: £572.7 million).
In approving the interim and full-year financial statements of the Group, the Committee
considered and appropriately challenged the analysis of impairment proposed by
management, in light of the Group’s decision of restructuring recently approved by the Board.
In addition, the Committee carefully considered managements VIU assessments, the related
sensitivity analyses and the disclosure included within the Group’s financial statements.
TheCommittee sought views from the External Auditor regarding managements process
forcompletion of VIU impairment tests and the conclusions reached.
In conclusion, the Committee assessed the impairment charge as appropriate and concurred
with management’s view that no further impairment was required. The Committee carefully
considered managements VIU tests and the associated sensitivity analysis and assessed the
impact on the analysis of changes to the underlying assumptions. This compared the assumed
performance of the CGUs to the recently Board-approved budget and strategic plan.
Additionally, the Committee sought the External Auditor’s views as to the process adopted
bymanagement at the year end date to assess VIU. Following its review, the Committee
concurred with managements judgement that no further risks of impairment existed at the
balance sheet date for the sites that will continue in operation.
In conclusion, after reviewing the reports from management, the Committee was satisfied that
the financial statements appropriately reported the value of the assets and that they were
fairly stated. The Committee also reflected on the key estimation uncertainty disclosure
relating to the impairment of non-current assets and concluded this was appropriate.
Significant accounting matters and key areas of judgement continued
Audit Committee Report continued
Going Concern and Viability
Statements
On behalf of the Board, the Committee
considered the appropriateness of the
assumptions used for the Viability Statement
and Going Concern Statement at the half year
and full year, including reviewing the sensitivity
analysis and scenarios prepared by
management. Details of the review process
andthe conclusion reached are set out on
pages 53 to 54. Following its review, the
Committee recommended the approval of
bothstatements to the Board.
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Ibstock Plc | Annual Report and Accounts 2025
Audit Committee Report continued
External Audit
The Committee has primary responsibility for
overseeing the relationship with the External
Auditor, including assessing its performance,
effectiveness and independence annually, and
making a recommendation to the Board in
respect of its reappointment or removal. Any
decision to open the External Audit to tender is
taken on the recommendation of the Committee.
Following a competitive tender process conducted
in 2016, Deloitte was appointed as auditor from
the financial year ending 31 December 2017. Lee
Highton became the lead audit partner for the
year ended 31 December 2022, following the
rotation of the previous partner, and will remain as
audit partner until the completion of the 2025
year end audit process. Lee will be replaced by
Kate Hadley as audit partner for the financial year
ending 31 December 2026 should Deloitte be
reappointed as External Auditor at the 2026 AGM.
The Committees policy is that the role of the
External Auditor will be put out to tender at
least every 10 years in line with the applicable
rules, or at other times should it be required by
specific circumstances. In line with market
requirements, a tender for the External Audit
contract was undertaken during the year.
Moredetail can be found on page 88.
During the year, in relation to the work undertaken
by the External Auditor, the Committee:
@ Considered the requirements of the
FRCsStandard.
@ Reviewed and concurred with Deloitte’s plans
for the review of the 2025 half-year statement
and audit of the 2025 full-year financial results.
@ Reviewed and considered the reports presented
by Deloitte to the Committee following the
half-year review and full-year audit, which led to
the Committee forming the opinion that Deloitte
had demonstrated independence and objectivity.
@ Discussed and approved the Directors’ Letter
of Representation to be provided to Deloitte.
@ Reviewed the performance of the External
Auditor and the effectiveness of the External
Audit process.
@ Discussed and approved the fees for audit
and non-audit services and obtained
assurance on the objectivity and
independence of the External Auditor, taking
into consideration relevant professional and
regulatory standards.
@ Reviewed and approved the policy for the
employment of former employees of the
External Auditor, without amendment,
confirming with management that no such
employees had been appointed during 2025.
@ Held planned meetings with Deloitte,
following Committee meetings, without
management present on two occasions.
Nomaterial issues were brought to the
Committees attention at those meetings.
@ Considered the adequacy of the Groups
procedures with regard to the objectivity
andindependence of the External Auditor.
@ Recommended to the Board that a
shareholder resolution should be proposed
forthe reappointment of Deloitte.
The Group confirms it was in compliance with the
provisions of the Statutory Audit Services for Large
Companies Market Investigation (Mandatory Use
of Competitive Tender Processes and Audit
Committee Responsibilities) Order 2014 during
the financial year ended 31 December 2025.
Effectiveness of the External Auditor
The Committee has the responsibility for
overseeing the Groups relationship with the
External Auditor and advises the Board on their
appointment or reappointment, their
effectiveness, independence and objectivity,
and discusses the nature and results of the audit
with the External Auditor.
This year’s review of the External Audit process
included consideration of the following:
@ The effectiveness of the External Audit firm.
@ Quality controls.
@ The audit team.
@ Audit fee.
@ Audit communications and effectiveness.
@ Governance and independence.
@ Ethical standards.
@ Potential impairment of independence
bynon-audit fee income.
@ Deloitte’s ability to make valid
improvementsuggestions.
As part of the review of the effectiveness of
theExternal Audit process, the Committee
received a report on the External Auditor’s
quality control procedures and conducted a
formal evaluation procedure.
In addition to reviewing the formal report
received from the External Auditor, which
outlined how points raised by them have been
addressed by management, feedback is also
sought on the conduct of members of the
Finance team during the audit process. The Chair
of the Committee also met with the lead audit
partner outside the formal Committee process.
The Committee considers the effectiveness of
management in the External Audit process in
respect of the timely identification and resolution
of areas of accounting judgement with input
from the External Auditor as appropriate. They
also consider managements timely provision of
the draft half-year results announcement, Annual
Report and supporting documentation for review
by the auditor and the Committee.
Auditor independence
The Committee regards independence of the
External Auditor as crucial in safeguarding the
integrity of the audit process and takes
responsibility for ensuring the relationship
between the Committee, the External Auditor
and management remains appropriate.
The Committee recognises that independence is
also a key focus for the External Auditor, and
Deloitte has confirmed that it has complied with its
own ethics and independence policies, which are
consistent with the FRC’s Revised Ethical Standard
2024. This includes the External Auditor’s
assurances that all of its partners and staff
involved with the audit are independent of any
links to the Group and that none of its employees
working on our audit hold any shares in Ibstock Plc.
Deloitte provides confirmation of independence
during the planning stage of the audit,
disclosing matters relating to its independence
and objectivity. There were no independence
issues raised in respect of the audit for the
financial year ending 31 December 2025.
The Committee also develops and recommends
to the Board the Groups policy on non-audit
services and associated fees paid to the
External Auditor, to ensure the External Auditor
is not providing any additional services that
could impede its independence. Further details
on this policy can be found below.
Taking all factors into consideration, the
Committee considers that the External Auditor
continues to be independent.
Non-audit services
The Non-Audit Services Policy sets out clearly
the non-audit services that may be provided by
the External Auditor.
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Ibstock Plc | Annual Report and Accounts 2025
Audit Committee Report continued
Deloitte was first appointed as External
Auditor for the financial year ending
31December 2017. In accordance with the
provisions of the Statutory Audit Services for
Large Companies Market Investigation
(Mandatory Use of Competitive Tender
Process and Audit Committee Responsibilities)
Order 2014, the Groups next mandatory
tender would therefore need to be in respect
of the audit for the financial year ending
31December 2027 (the ‘2027 External
Audit’). The timeline below sets out details of
the tender process (Process).
November 2024
As previously disclosed, the Committee
determined that the optimum approach
would be to conduct a Process during 2025 in
respect of the 2027 External Audit, to allow for
a significant transition period during the 2026
financial year and to allow firms to exit
relationships that may present a conflict of
interest should this be relevant. The proposed
approach, formulated to align with the FRC’s
Standard, was discussed by the Committee at
its meeting in November 2024. The
Committee agreed that the proposed
selection criteria were transparent and
non-discriminatory, and were focused on
quality (independence, challenge and
technical competence) rather than the
proposed fee.
The Audit Tender Committee (the ‘ATC’),
led by the Chair of the Committee, was
established to manage and govern the
Process, accountable to the Committee, which
maintained overall ownership of the Process
and ensured that it was run in a fair and
balanced manner.
April 2025
Ahead of issuance of a formal proposal, the
ATC interviewed a short-list of Audit Partners
provided by the tendering firms and selected
the lead partner. The request and a
comprehensive data pack was subsequently
issued to provide the tendering firms with
sufficient information to design an audit plan,
including: financial reports; financial controls
and policies; Group structure and organisation
charts; relevant IT system details; and Board
and Audit Committee papers. Further
information requests were permitted under
aspecified procedure process to allow the
firms to ask questions on the content of the
data pack or request further information
frommanagement.
May and June 2025
The firms participated in a series of meetings
with Committee members and senior
management, which provided an opportunity
for the firms to ask questions arising from their
review of the data pack, as well as enabling the
ATC and senior management members to
interact directly with each proposed audit team.
Each firm provided an independence
assessment at the start of the process,
detailing services currently provided to the
Group, and confirmation of their ability to
achieve independence within the required
timeframe. These responses were reviewed by
management to assess consistency with the
Groups own assessment, and independence
status was reconfirmed ahead of the
conclusion of the Process.
July 2025
The ATC received presentations from and
interviewed the proposed teams from each
firm at individual sessions, which enabled the
ATC to probe the firms on criteria including:
quality review ratings; technical expertise;
understanding of the business and industry;
planned audit approach; proposed team
structure; and implementation and transition.
The ATC scored the firms on the presentations
received and formal proposals submitted,
alongside the consideration of the FRCs Audit
Quality Results from the previous two years.
Reference checks were also undertaken with
comparable companies, seeking insights into
matters such as each firm’s ability to challenge
management effectively, use of technology
and tools, diversity of workforce, and
confidence in the team’s expertise,
accreditation and experience.
Following a detailed review of the
performance of each firm during the process
and an evaluation against all criteria, the ATC,
in accordance with statutory requirements,
provided a report on the tender selection
procedure and conclusions to the Committee
for consideration. The Committee reviewed
the ATC’s proposal and recommended
Deloitte to the Board as first choice, along with
a second choice recommendation.
July 2025
The Board selected Deloitte as the External
Auditor for the 2027 External Audit onwards,
subject to shareholder approval at the
2027AGM.
External Audit continued
Non-audit services continued
Under the policy, prior approval is required
bythe Committee for any non-statutory
assignments where the fee would exceed
£10,000, or where such an assignment would
take the cumulative total of non-audit fees paid
to the External Auditor over 70% of that year’s
statutory audit fees. However, when appropriate,
a detailed calculation will be performed to
ensure that the Group is compliant with the
European Unions Statutory Audit Framework.
The policy is reviewed on an annual basis and
was adopted without amendment in November
2025. The External Auditor is responsible for the
annual audit of the main Group subsidiary
companies and other services that the
Committee believes it is best placed to provide.
Details of the amounts paid to the External
Auditor are set out in Note 6 to the Group
consolidated financial statements. The ratio
ofaudit fees to non-audit fees was 13:1.
Auditor appointment for the year ending
31December 2026
The Committee reviews annually the appointment
of the External Auditor taking into account the
External Auditor’s effectiveness and independence
and all appropriate guidelines and makes a
recommendation to the Board accordingly.
Deloitte has indicated its willingness to continue
in office, and the Committee has recommended
Deloittes reappointment to the Board.
Aresolution to reappoint Deloitte as the
External Auditor for the financial year ending
31December 2026 will therefore be proposed
at the AGM to be held on 21 May 2026.
There are no contractual obligations that
restrict the Committee’s choice of auditor,
therecommendation is free from third party
influence, and no auditor liability agreement
has been entered into.
External Audit tender
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Audit Committee Report continued
Internal Audit
Internal Audit services are provided through an
outsourced arrangement with RSM whilst
certain other activities, including site
inspections, are conducted by Ibstock’s internal
teams. RSM have provided Internal Audit
services since February 2017.
The Internal Audit programme for the
subsequent year is subject to detailed review
and approval by the Committee annually in
November. The programme comprises a
schedule of reviews and audits to cover a range
of processes and controls throughout the year
across each component of the Group. Updates
on the status of audits against the annual
Internal Audit programme are provided to the
Committee by RSM on a regular basis.
RSM present reports on their audits and reviews
to the Committee for discussion. The reports set
out any control weaknesses identified as well as
the actions agreed by management to address
recommendations. Management’s
responsiveness to RSM’s findings is a key focus
area for the Committee given the direct link to
maintaining an effective control environment
for the Group to operate in. The Committee
concluded that during the year, management
had largely responded to Internal Audit reports
in a timely and thorough manner by outlining
clear and comprehensive actions to be taken to
address RSMs recommendations.
The Committee met with RSM, without
management present, on two occasions during
the year. No material issues were brought to the
Committees attention at those meetings. The
Chair of the Committee also meets with RSM
privately when appropriate.
Effectiveness of Internal Audit
The Committee is responsible for overseeing
theeffectiveness of the Internal Auditor.
TheCommittee received and considered the
feedback provided about the Internal Audit
effectiveness that was collated using a
questionnaire sent to Committee members
andmanagement.
The Committee considers that RSM continue
tobe independent and that the Internal Audit
function is effective.
Risk management and internal control
The Committee supports the Board in
monitoring the Groups exposure to risk. It is
responsible for reviewing the operation and
theeffectiveness of its risk management and
internal control systems and assisting in the
assessment of the Group’s principal risks and
uncertainties. This review includes all material
controls, including financial, operational and
compliance controls.
The Groups internal control systems include a
clear management structure with appropriate
authorities, robust financial controls, an
appropriate risk management system, an
Internal Audit function and appropriate policies
and procedures. These are designed to meet
the particular needs of the Group and the risks
to which it is exposed. Such systems can only
provide reasonable and not absolute assurance
against material misstatement or loss.
Management structure and authority
There is a clearly defined management
responsibility and reporting structure. This
includes documented levels for the authorisation
of business transactions and clear bank mandates
to control the approval of Company payments.
The ExCo meets on a frequent basis in order
toconsider the assessment and control of risk,
including review and challenge of divisional
andhead office risk registers, and the
consideration of strategic and emerging risks.
They also consider the prioritisation and
allocation of resources.
Review of effectiveness
Twice a year the Committee considers in detail
the risk management and internal control
environment within the Group. During these
meetings, the Committee considers the current
and proposed regulatory and best practice
requirements alongside a review of Ibstock’s
internal controls. This includes the Groups
culture and values, risk management evaluation
and procedures, financial controls, Internal Audit
focus and processes, and ethics and compliance.
This review provides an opportunity to identify
areas for improvement and development.
The Committee also receives reports on
compliance with internal controls throughout
the year alongside independent reports from
RSM on the audits and reviews they have
undertaken. RSM carry out independent testing
of internal controls on a six-monthly basis and
the outcome is shared with the Committee.
The review of effectiveness included the
following elements:
@ Consideration of the principal risks and
uncertainties and their associated mitigation
prepared by management in advance of their
submission to the Board. This formed a key
component of the Boards robust assessment
of the emerging and principal risks facing the
Group, including those that would threaten its
business model, future performance, solvency
or liquidity. The Groups principal risks are set
out on pages 48 to 52.
@ Review of a report from the Interim CFO on
the internal controls operating in the business
and any associated action plans.
@ Review of fraud risks (including those under
the Economic Crime and Corporate
Transparency Act 2023), including the results
of a fraud risk assessment, the Code of
Business Conduct and Whistleblowing Policy.
@ Oversight of risk and internal control
arrangements.
@ Review of work undertaken to comply with
Provision 29 of the Code.
Based on this review the Committee concluded
there were no material weaknesses. However,
anumber of areas were identified where
improvements are required to enhance
formality and consistency of control operation
including timeliness and retention of evidence.
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Audit Committee Report continued
Preparing for Provision 29
The Board and the Committee support the
enhanced reporting requirements set out
inProvision 29 of the Code, which will be
effective for the Group from the financial
year commencing 1 January 2026. Along
with the existing disclosure of the annual
review of effectiveness of the risk
management and internal control
framework, an explicit declaration of
effectiveness of all material controls as
atthe balance sheet date will be included
within future reports from the Committee.
In preparation for the introduction of
Provision 29, during the year an initial
proposal on material controls and
assurance was reviewed by the Committee
and this will be subject to further
enhancement in 2026. Existing governance
structures mean that the Board and its
Committees already report upon the
effectiveness of a range of controls in the
Annual Report. Efforts are therefore being
focused on leveraging this strong
foundation and strengthening any gaps
toensure the Board has the requisite level
of confidence in making their annual
declaration on the effectiveness of
material controls.
The Committee will continue to receive
regular updates from management on the
progress of the work being undertaken on
internal controls, ahead of the Board’s first
disclosure in next year’s Annual Report.
Compliance with the Code of
BusinessConduct
The Group’s Code of Business Conduct supports
colleagues in making business decisions that
arein the best interests of the Group, fellow
employees, customers, suppliers, regulators
andthe communities we operate in. It covers
topics including health and safety, anti-fraud,
anti-bribery, competition law, gifts and
hospitality and conflicts of interest, all of which
play their part in responsible business practices.
During the year, the Group refreshed its
governance and compliance framework to
moreclosely link to the Code of Business
Conduct, the launch of which was overseen
bythe Committee given its role in reviewing
theoperation of the Group’s procedures that
are inplace for the detection of fraud and
thesystems and controls in place to prevent
abreach of anti-bribery legislation.
The Group is committed to a zero tolerance
position with regard to fraud and bribery.
Anti-fraud and anti-bribery guidance and
training is provided to employees, as
appropriate, applying what the Group has
determined to be a risk-based and
proportionate approach.
Whistleblowing
The Group aspires to maintain the highest
standards of ethical behaviour, corporate
governance, and accountability in all areas
ofitsactivities. The Groups culture fosters an
environment where colleagues operate
honestlyand with integrity and, therefore,
reports of any potentially illegal, unsafe, or
unethical behaviour are encouraged under
theWhistleblowing Policy.
All employees, agents and contractors,
regardless of their role are covered by this policy,
which aims to:
@ encourage everyone to report any concerns
as soon as possible, in the knowledge that
they will be taken seriously and investigated
as appropriate, and their confidentiality will
be respected; and
@ reassure employees that they should be
ableto raise genuine concerns without fear
ofreprisals or victimisation.
The Committee receives updates on
whistleblowing investigations at each meeting,
including those incidents raised through the
confidential whistleblowing line. A summary
ofall material incidents raised is presented to
the Board twice a year.
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Ibstock Plc | Annual Report and Accounts 2025
Directors’ Remuneration Report
Strength through fair and
balanced decisions
Nicola Bruce
Chair of the Remuneration Committee
Annual Statement of the
Committee Chair
On behalf of the Board, I am pleased to share
the Remuneration Committees (Committee)
report for the year ended 31 December 2025.
Iwould like to thank my fellow Committee
members for their support and contribution to
the work of the Committee throughout the year.
This report consists of three sections:
@ Annual Statement: A summary of the work
ofthe Committee during the year and
ourapproach to remuneration for the
yearahead.
Read more on pages91 to 93.
@ Directors’ Remuneration Policy (the ‘Policy’):
A summary of the Policy, which received
97.17% support from shareholders at the
2025 AGM. The Policy provides a framework
for how Directors are paid over the three-year
period to 31December 2027.
Read more on pages96 to 101.
@ Annual Report on Remuneration: Sets out the
pay and incentive outcomes for the year
under review, Directors’ share ownership and
share interests, pay comparisons which
provide context for outcomes, Committee
governance and how the Committee intends
to implement the proposed Policy in 2026.
Business performance in FY2025
Following a strong start to the year, trading
conditions became progressively more
challenging. Ibstock’s market leadership and
differentiated offering enabled market share
gains in Clay brick whilst lower average selling
prices reflected the tough environment and a
shift in mix towards new build residential.
Management took decisive actions to right-size
production capacity through a clear focus on
driving efficiencies through the factory network
resulting in the delivery of estimated cost
savings of £5 million. The decision in Q4 to sell a
number of surplus land assets and the Forticrete
roofing sites contributed to the maintenance of
a robust balance sheet, which enables the
Group to deliver on key strategic priorities whilst
providing optionality on sustained future
shareholder value creation.
Remuneration outcomes for FY2025
Annual and Deferred Bonus Plan (ADBP’)
Consistent with previous years, the annual
bonus for our Executive Directors was based
70% on the Groups financial performance and
30% on non-financial objectives.
Full details of the FY2025 targets and performance against
them are set out on page 103.
@ Adjusted EBIT* accounted for 50% of total
bonus. Performance was below threshold and
therefore none of this element was paid.
@ Adjusted Operating Cash flow* accounted for
20% of total bonus. Performance exceeded
the maximum target and consequently this
element of the award will pay out in full.
@ Non-financial objectives that were role-
specific and aligned with the Company’s
strategic ambitions accounted for 30% of the
total bonus. The Committee noted the strong
performance in relation to these non-
financial targets, for which an outcome of
23% out of 30% was achieved for the CEO,
details of which are set out on page 103.
On balance, and after detailed consideration,
the Committee concluded that the overall
annual bonus outcome of 43% of maximum
(equating to 64.5% of salary) is an appropriate
outcome. The Committee is aware that the
primary financial measure, adjusted EBIT* was
not achieved but nevertheless believes the
payout is warranted for the following reasons:
@ It reflects the delivery of a resilient
performance in FY25 with revenue up 2%
toc.£372 million (2024: £366 million) in a
progressively tougher market.
@ Market share gains in Clay with diversified
ceramic façades capability gaining
significantinterest.
@ Performance during Q4 benefited from
costreduction action and stable pricing,
withFY 2025 Group adjusted EBITDA of
£71million (2024: £79 million) in line with
therevised guidance.
@ Underlying trading cash flow for the year
wasalso in line with previous guidance,
withyear-end net debt of £120 million
(2024:£122 million) reflecting a consistent
disciplined capital allocation approach.
@ Atlas factory largely complete, delivering
lower cost, more efficient capacity
@ Nostell investment progressing through
commissioning largely complete, with good
progress on the construction of the UK’s
mostadvanced ceramic façade facility.
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Directors’ Remuneration Report continued
Remuneration outcomes for FY2025
continued
Long Term Incentive Plan (‘LTIP’) vesting
Vesting of the 2023 awards was subject to the
achievement of adjusted EPS*, relative TSR,
ROCE* and sustainability-related conditions
measured over the three-year performance
period ending 31 December 2025.
The EPS*, relative TSR and ROCE* measures
accounted for 80% of the total award.
Reflecting challenging conditions impacting
theindustry, the thresholds for each of these
measures was not achieved.
The sustainability measures, accounting for
20% of the award, were based on objectives
relating to carbon intensity (carbon per tonne
offinished production), growth in female
representation amongst the senior leadership
team, and revenues from new and more
sustainable product development. Despite
significant progress on carbon reduction with
delivery of six out of a total of 13 planned lower
carbon products, including a carbon neutral
range at our Atlas Factory in the Midlands, the
carbon intensity target was not met. Female
representation and new and more sustainable
product development targets achieved
threshold and maximum levels of vesting
respectively. As a result, the sustainability
component of the awards vested at 6.25%
outof 20%.
Based on the performance across these four
components, the overall vesting of the 2023
LTIP is 6.25% of maximum. Full details of these
performance targets, outcomes and vesting are
detailed on page 104.
The Committee carefully considered the
formulaic outcomes for the Annual and
Deferred Bonus Plan (‘ADBP’) and the LTIP and
is satisfied that, taken together, there is no basis
for operating discretion (either upwards or
downwards) in respect of these outcomes.
Board changes during the FY2025
The Company announced on 30 April 2025 that
Chris McLeish had informed the Board of his
intention to step down from his role as Chief
Financial Officer and his final day with Ibstock
was 10 October 2025. In line with our
Remuneration Policy and his service agreement,
Chris received his base salary, benefits and
pension contributions to the date of cessation
and no further payment was made in respect
ofthe unexpired notice period. All unvested
awards under the ADBP and the LTIP lapsed
oncessation.
Simon Bedford was appointed as Interim CFO
whilst Ibstock completes its search for a
permanent successor. As Simon has not been
appointed as a Board director, his remuneration
has not been included.
Richard Akers was appointed as an
Independent Non-Executive Director and Chair
Designate with effect from 5 May 2025 and
succeeded Jonathan Nicholls as Chair following
the completion of the Annual General Meeting
(‘AGM’) on 15 May 2025. Richard’s fee as Chair
of the Board was set at £225,000.
Approval of Directors’ Remuneration
Policy
The Committee was pleased to receive strong
shareholder support for the Policy, which was
presented for approval at the 2025 AGM.
Following a comprehensive consultation with
shareholders, which we set out in our 2024
Annual Report, the key remuneration changes
included phased salary increases for Executive
Directors over a two year period and an increase
to their annual bonus opportunity in order to
bring their total compensation package closer
to the median pay benchmark for a business of
our size and complexity. We combined these
changes with an increase in share deferral
requirements, such that 50% of annual bonus
earned will be deferred and held in shares for
two years until such time as individual Director
shareholding guidelines have been achieved.
The report has been prepared in accordance with the Companies Act
2006, Schedule 8 of the Large and Medium-sized Companies and
Groups (Accounts and Reports) Regulations 2008 as amended in
2013, the provisions of the UK Corporate Governance Code 2024 and
the UKLA’s Listing Rules.
In addition, we introduced restricted share
awards as our sole form of long-term incentive.
The first restricted share awards were granted
following the 2025 AGM. In line with the Policy
approved by shareholders, the restricted stock
award was set at 50% of the value of the
performance-based share awards of previous
years. The Committee is very grateful to
shareholders for their constructive input
andsupport.
Further to shareholder support on this matter,
Joe Hudsons salary was increased to £585,000
with effect from 1 April 2025 with the intent to
raise it to £615,000 with effect from 1 April 2026,
subject to continued strong individual performance.
It was also agreed that the Committee may
apply a further increase in April2026 to reflect
the level of any subsequent inflationary
workforce salary increase that might apply
fromApril 2026.
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Ibstock Plc | Annual Report and Accounts 2025
The year ahead
The Committee will seek to implement the
Policy as follows:
@ Base salaries – As was indicated in last year’s
report, further to shareholder support on this
matter, and reflecting his continuing strong
individual performance in challenging market
conditions, the Committee has agreed to
increase Joe Hudson’s salary from £585,000
to £615,000 from 1 April 2026. The
Committee considered whether to apply a
further 2026 inflationary workforce increase
of 3% to this figure as was intended last year.
However, Joe Hudson requested that this not
to be applied in the context of continuing
market challenges. The Committee is grateful
to Joe for his consideration on this matter.
Consequently, from 1 April 2026, Joe Hudsons
salary will be increased by 5% to £615,000.
@ Pension – Workforce-aligned contributions at
10% of base salary.
@ Annual bonus – The maximum opportunity
will be 150% of salary and, consistent with
2025, 50% of the total award will be based
on adjusted EBIT*, 20% on adjusted cash
flow* and 30% on non-financial personal
objectives. One half of any FY2026 bonus
earned will be deferred into shares (or one
third of bonus earned if the 200% of salary
shareholding guideline has been met by
thattime).
@ Restricted shares – The Committee intends to
grant awards of restricted shares at 75% of
salary to the CEO. The Committee will take
into account the prevailing share price when
determining the award level, and while the
current share price is lower than the grant
price for the 2025 awards, it is broadly in line
with the 2024 grant price. These awards will
vest subject to an underpin measured over a
three-year performance period, 2026 to 2028
and will include an assessment of windfall
gains. The factors that will be considered as
part of the underpin assessment are set out
in the policy table on page 98. A two-year
post-vesting holding period will alsoapply
toany vested awards.
Looking after our employees
Employee engagement and listening to the
views of our workforce remain central to how
the Committee considers remuneration and
wider people policies. Building on the success of
previous years, our Listening Post continued to
provide a direct and constructive forum for
dialogue between employees and members of
the Committee. In 2025, the Listening Post met
three times, with strong attendance from
colleagues across our factory locations and
support functions. These sessions continue to
provide valuable insight into what matters most
to our employees and help inform decision-
making at Board level.
Feedback during the year reaffirmed the
importance of competitive and fair pay,
benefits that support wellbeing, and long-term
employment security. Colleagues continued to
respond positively to our benefits offering and
our Digicare+ health and wellbeing services,
which provide access to annual health checks,
online GP appointments, and nutritional and
mental health support.
The theme of skills development and future
employability also remained a key focus. We
continued to invest in up-skilling our workforce
and expanding internal development
opportunities. In 2025, we maintained our Gold
membership of the 5% Club, reflecting our
ongoing commitment to high-quality ‘Earn and
Learn’ roles. During the year, we supported 68
apprenticeships across our factory estate and
support functions, while a further 71 existing
colleagues continued to upskill through our Earn
and Learn programmes. This reflects our focus
not only on attracting new talent but also on
providing development pathways and
enhanced employment security for our current
workforce, with a continued emphasis on
attracting and supporting diverse talent from
the communities in which we operate.
We also recognise the importance of rewarding
contribution and fostering a culture of
appreciation. Our peer-to-peer recognition
scheme remained an important part of this
approach in 2025, with approximately 100
colleagues receiving cash awards of up to £500,
recognising exceptional teamwork,
commitment, and performance.
In 2025, we were pleased to invite colleagues
toparticipate in our all-employee Save As You
Earn (Sharesave) scheme, further strengthening
employee participation in the long-term success
of the business. Participation levels were strong,
with 41% of eligible employees choosing to take
part. The Sharesave enables colleagues to save
a fixed monthly amount and use those savings
to buy shares at a discounted price at maturity,
offering a tax-efficient way to build savings,
benefit from share price growth, and strengthen
alignment between employee reward and
shareholder outcomes.
During the year, we also conducted our bi-annual
employee opinion survey and achieved an 83%
participation rate which provided valuable insight
into colleague sentiment across the organisation.
Feedback on pay and benefits indicated that
there is more to do to ensure our approach
continues to meet expectations in a changing
economic environment. This feedback is taken
seriously and is being used to inform ongoing
reviews of our reward structures, communication
and benefit design, ensuring that they
remaincompetitive, fair, and aligned with
employee priorities.
Overall, the Committee is encouraged by
thehigh levels of engagement across these
initiatives and remains committed to maintaining
open dialogue with employees, supporting skills
development, and ensuring that remuneration
policies continue to reflect both business
performance and the employee experience.
Shareholder support
I hope we will again receive your support
fortheresolution relating to remuneration at
the forthcoming AGM, where I will be available
to respond to any questions shareholders may
have on this report or in relation to any of the
Committee activities. In the meantime, if you
would like to discuss any aspect of our
Remuneration Policy, please feel free to
contactme via the Group Company Secretary
(company.secretariat@ibstock.co.uk).
Nicola Bruce
Chair of the Remuneration Committee
4 March 2026
Directors’ Remuneration Report continued
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Directors’ Remuneration Report continued
Joe Hudson (CEO)
Total remuneration
£1,055
000s
£000s FY25 FY24
Base Salary 573 532
Benefits 9 8
Pension 57 53
Bonus 378 449
LTIP 38 321
Total 1,055 1,363
Remuneration
at a glance
How our Executives were paid in FY2025
Executive Director total remuneration in FY2025 and FY2024
Share ownership
Joe Hudson (CEO) (% of salary)
2025 bonus performance
Total 2025 Bonus Performance (%)
2025 indicative LTIPperformance
Total 2025 indicative LTIP performance (%)
117% 276%
Current
Shareholding
117%
Shareholding Requirement
200%
Face Value of
Unvested LTIP
Awards
159%
0%
23%
20%
Adjusted EBIT*
Adjusted Operating Cash
Non-Financial Objectives
Threshold
Maximum
Total 2025 Bonus Performance: 43.0%
0%
0%
0%
6.25%
Adjusted EPS*
ROCE
ESG Measure
Relative TSR
Threshold
Total 2025 LTIP Performance: 6.25%
Maximum
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94Ibstock Plc | Annual Report and Accounts 2025
573 66 378 38
Directors’ Remuneration Report continued
How our Executives will be paid in FY2026
An overview of our Policy and how it is proposed to apply in FY2026 is set out below.
Fixed pay: to recruit and reward Executives of a high calibre
Remuneration for the year ending 31 December 2026
Salary CEO: £615,000 Joe Hudsons salary will increase from £585,000 to
£615,000 effective 1 April 2026. This increase was set out
in last year’s report, and the Committee is satisfied that
the increase is warranted based on Joe’s continued strong
individual performance.
Pension 10% of salary Aligned with the maximum pension opportunity for the
wider workforce.
Benefits Includes private medical cover, a company car or a cash alternative, and death
inservice cover.
Annual and Deferred Bonus Plan (ADBP’)
To incentivise and reward the achievement of annual financial and operational objectives which
areclosely linked to the corporate strategy.
The maximum opportunity will be 150% of salary, and one half of any FY2026 bonus earned will
bedeferred into shares (or one third if the 200% of salary shareholding guideline has been met
bythat time).
Half
of bonus paid in cash
Half
of bonus deferred
into shares for
threeyears
Maximum opportunity: 150%
Malus and clawback provisions apply
(seepage100).
LTIP: restricted shares
The Committee intends to grant awards of restricted shares at 75% of salary to the CEO which
willvest subject to continued employment and the achievement of an underpin measured over
athree-year period, 2026 to 2028. A two-year post-vesting holding period will also apply.
Shareholding guidelines
200%
in employment
Executive Directors are expected to build a
shareholding equivalent to 200% of base salary
over five years. All vested share awards are
required to be held (net of tax) until this
guideline has been achieved.
200%
post-cessation
Executive Directors have a post-cessation
minimum shareholding requirement of 200%
of their base salary (or actual holding if lower)
for two years from leaving.
FY2026 bonus metrics
50% Adjusted EBIT*
20% Adjusted
Cashflow
30% Non-Financial
Objectives
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Ibstock Plc | Annual Report and Accounts 2025
30%
20%
50%
2025 Directors’ Remuneration Policy
Introduction
The Directors’ Remuneration Policy was approved by shareholders at the AGM on 15 May 2025 and became effective from that date until the 2028 AGM (or until another Remuneration Policy is approved,
if sooner). A summary of the 2025 Policy is set out below and a full version can be found in the 2024 Annual Report, available on our website at: https://www.ibstock.co.uk/investors/reports-and-presentations.
Remuneration Policy table
The following table sets out, for each element of pay, a summary of how remuneration is structured and how it supports the Company’s strategy.
Link to strategic objectives Operation Maximum opportunity Performance metrics
Base salary
Provides a base level of remuneration to support
recruitment and retention of Executive Directors
with the necessary experience and expertise to
deliver the Groups strategy.
Salaries are normally reviewed annually, and
changes are normally effective from 1 April.
The annual salary review of Executive
Directorstakes a range of factors into
consideration, including:
@ Business performance.
@ Salary increases awarded to the overall
colleague population.
@ Skills and experience of the individual over
time.
@ Scope of the individual’s responsibilities.
@ Changes in the size and complexity of the
Group.
@ Market competitiveness assessed by periodic
benchmarking.
@ The underlying rate of inflation.
Base salary increases are awarded at the
discretion of the Remuneration Committee
(Committee); however, salary increases will
normally be no greater than the general increase
awarded to the wider workforce, in percentage of
salary terms.
Percentage increases beyond those granted to
the wider workforce may be awarded in certain
circumstances, such as when there is a change
inthe individual’s role or responsibility or where
there has been a fundamental change in the
scale or nature of the Company or to address
salaries that have fallen behind market rates.
In addition, a higher increase may be made where
an individual had been appointed to a new role at
below-market salary whilst gaining experience.
Executive Directors’ performance is a factor
considered when determining salaries. No
recovery or withholding provisions apply.
Benefits
Benefits in kind offered to Executive Directors are
provided to enable the Company to recruit and
retain Executive Directors with the experience
and expertise to deliver the Groups strategy.
The Executive Directors receive a company car or
car allowance, private health cover and death in
service cover.
Executive Directors may become eligible for other
benefits which are introduced for the wider
workforce on broadly similar terms.
Additional benefits may be offered such as
relocation allowances on recruitment.
There is no maximum cap on the value of
benefits. The value will depend on the cost of
providing the relevant benefits. The Company
has monitoring practices in place to ensure spend
on benefits is efficient.
Not performance-related.
No recovery or withholding provisions apply.
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2025 Directors’ Remuneration Policy continued
Link to strategic objectives Operation Maximum opportunity Performance metrics
Pension
To provide a contribution towards retirement.
Directors are eligible to receive employer
contributions to the Companys pension plan
(which is a defined contribution plan) or a salary
supplement in lieu of pension benefits, or a
mixture of both.
The maximum contribution into the defined
contribution plan or salary supplement in lieu of
pension is aligned with the workforce
contribution rate which is currently 10% of gross
basic salary.
Not performance-related.
No recovery or withholding provisions apply.
Annual and Deferred Bonus Plan
(‘ADBP)
The ADBP rewards the achievement of achieving
stretching objectives that are closely aligned with
the Company’s strategy and the creation of value
for shareholders.
Delivery of a proportion of the bonus in deferred
share awards enhances alignment between
executives and shareholders.
ADBP awards are determined based on measures
and targets that are agreed by the Committee.
Annual bonus measures are typically based on
performance over the relevant financial year.
One-half of the bonus earned will be deferred
inshares for three years with the remainder paid
in cash. The deferred amount will reduce to
one-third once the shareholding guideline has
been achieved (as measured at the end of the
financial year directly prior to the payment of
abonus).
At the discretion of the Committee, participants
may also be entitled to receive the value of
dividends paid between grant and vesting on
vested shares. The payment may assume
dividend reinvestment.
Bonus payments, including deferred awards, are
subject to recovery and withholding provisions.
The maximum bonus deliverable under the ADBP
is 150% of a participant’s annual base salary.
Typically, half of the maximum opportunity will
be payable for delivering target performance.
Performance measures are determined by the
Committee each year and may vary to ensure
that they promote the Companys long-term
business strategy and shareholder value.
The majority of the bonus will be based on
financial measures. This may be a single measure,
such as profit, or a mix of measures as determined
by the Committee. Personal objectives and/or
strategic KPIs may also be chosen.
Where a sliding scale of targets applies to
financial measures, up to 20% of that element
may be payable for threshold performance.
The ADBP measures are reviewed annually, and
the Remuneration Committee has the discretion
to vary the mix of measures or to introduce new
measures taking into account the strategic focus
of the Company at the time.
The Committee has discretion to make
downward or upward adjustments to the amount
of bonus earned resulting from the application of
the performance measures, if the Committee
believes that the bonus outcomes are not a fair
and accurate reflection of overall business
performance. Any examples of such discretion
will be communicated to shareholders in the
annual Directors’ Report on Remuneration.
Malus and clawback provisions apply
(seepage100).
Remuneration Policy table continued
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Link to strategic objectives Operation Maximum opportunity Performance metrics
Long-term incentives
Restricted shares incentivise long-term decision-
making for sustainable growth, they align
Executives’ interests with the business strategy,
and help recruit and retain Executives.
Restricted share awards are granted annually to
Executive Directors in the form of a conditional
share award, nil (or nominal) cost option under
the Ibstock Long Term Incentive Plan (LTIP).
Awards will vest at the end of a three-year vesting
period subject to: the Executive Director’s
continued employment at the date of vesting;
and satisfaction of the restricted share underpin.
A post-vesting holding period of two years will
apply for restricted awards.
Dividends may accrue on vested restricted share
awards during the vesting and holding periods.
Restricted share awards are subject to recovery
and withholding provisions.
The normal maximum grant level is 75% of
salary per annum based on the market value at
the date of grant set in accordance with the rules
of the LTIP. In exceptional circumstances, such as
recruitment, the Committee may grant an award
with a maximum of 100% of salary.
Restricted share awards are not subject to
performance measures but vesting is subject
tothe achievement of an underpin normally
reviewed over the three financial years
commencing with the financial year in which
awards are granted.
The Committee will apply an underpin to
restricted share awards which will enable it to
reduce vesting if there has been material
underperformance. In this regard, the Committee
will consider firstly how well the management
team has executed the strategic objectives set by
the Board over the three-year period. The
Committee will then assess performance against
a thematic framework based on:
@ financial health, including consideration of
revenue, profit, return on capital and balance
sheet strength;
@ stakeholder experience including consideration
of the shareholder experience, employees,
health and safety, customers and suppliers; and
@ sustainability objectives, including progress on
emissions reduction and social impact.
All employee share plans
Encourage employees, including the Executive
Directors, to build a shareholding through the
operation of all employee share plans such as
theShare Incentive Plan (‘SIP’) and Sharesave.
Such plans increase alignment between
employees and shareholders.
The Company operates a SIP and a Sharesave
scheme in which the Executive Directors are
eligible to participate (both schemes are in line
with HMRC legislation and are open to all
eligiblestaff).
The Executive Directors shall be entitled to
participate in any other all employee
arrangement implemented by the Company.
Maximum opportunity for awards and purchases
are kept in line with HMRC limits.
The Company in accordance with the legislation
may impose objective conditions on participation
in the SIP for employees.
2025 Directors’ Remuneration Policy continued
Remuneration Policy table continued
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98Ibstock Plc | Annual Report and Accounts 2025
Link to strategic objectives Operation Maximum opportunity Performance metrics
Shareholding guidelines
Encourages Executive Directors to build a
meaningful shareholding in the Group so
astofurther align their interests with those
ofshareholders.
Executive Directors will normally be required to
retain shares from all share awards vesting (after
the sale of any shares to settle tax due) until they
have reached the required level of holding.
Shares owned outright by the Executive Director
or a connected person are included.
Shares or share options which remain subject to
aperformance condition are not included.
Unvested deferred bonus awards and vested LTIP
or restricted share awards which remain
unexercised count towards the in-employment
guideline on a net of tax basis.
During employment: Executive Directors are
required to build and retain a shareholding
equivalent to at least 200% of their base salary.
Post-employment: Executive Directors are
normally required to hold shares at a level equal
to the lower of their shareholding at cessation or
200% of salary for two years post cessation.
No performance metrics apply.
Non-Executive Director and Chair fees
Provides a level of fees to support recruitment
and retention of Non-Executive Directors and a
Chair with the necessary experience to advise
and assist with establishing and monitoring the
Groups strategic objectives.
The Board is responsible for setting the
remuneration of the Non-Executive Directors.
The Remuneration Committee is responsible for
setting the Chair’s fees. Non-Executive Directors
are paid an annual fee and additional fees may
be paid for chairship and membership of
Committees. The Chair does not receive any
additional fees for chairing or membership
ofCommittees.
Non-Executive Directors and the Chair do
notparticipate in any variable remuneration
orbenefits arrangements other than
reimbursedexpenses.
Fees are reviewed annually in the context of
feesinplace for equivalent roles in comparable
companies and to reflect time commitment
andresponsibility.
The Company will pay reasonable expenses
incurred by the Non-Executive Directors and
Chair and may settle any tax incurred in relation
to these.
In exceptional circumstances if there is a
temporary, yet material, increase in the time
commitments for Non-executive Directors, the
Group Board may pay extra fees to recognise
that additional workload.
Not performance related.
2025 Directors’ Remuneration Policy continued
Remuneration Policy table continued
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Executive Director service contracts
The Company does not have agreements with any Director that would provide compensation for
loss of office or employment resulting from a takeover except that provisions of the Company’s
share schemes and plans may cause share options and awards granted to colleagues under such
schemes and plans to vest on a takeover. All Executive Directors have rolling service agreements
which may be terminated in accordance with the terms of these agreements. The maximum notice
period is 12 months from either the Executive or the Company. Directors’ service agreements are
kept for inspection by shareholders at the Company’s registered office.
Name Date of joining Ibstock Date of service contract Notice Period
Joe Hudson 2 January 2018 12 October 2017 12 months either party
Non-Executive Director letters of appointment
The Chair and each Non-Executive Director are engaged under a market-standard appointment
letter, which states that the appointment will continue for a renewable three-year term provided that
the appointment must not continue for more than nine years in total, unless exceptional
circumstances apply. In any event, each appointment is terminable by either party on one-month’s
written notice with no other right to compensation for loss of office. All Non-Executive Directors are
subject to annual re-election at each AGM. The dates of appointment of each of the Non-Executive
Directors holding office at the end of the 2025 financial year are summarised in the following table.
Name Date of joining Ibstock
Date of service contract/
letter or engagement
Richard Akers 5 May 2025 25 March 2025
Louis Eperjesi 1 June 2018 19 April 2018
Peju Adebajo 26 November 2021 25 November 2021
Nicola Bruce 29 March 2023 14 March 2023
Claire Hawkings 1 September 2018 19 April 2018
Justin Read 1 January 2017 19 December 2016
2025 Directors’ Remuneration Policy continued
Malus and clawback
The ADBP and the LTIP include best practice malus and clawback provisions. Malus is the
adjustment of unpaid bonus and deferred share awards under the ADBP and outstanding LTIP
awards as a result of the occurrence of one or more circumstances listed below. The adjustment may
result in the value being reduced to nil.
Clawback is the recovery of payments or vested awards under the ADBP and vested LTIP awards as a
result of the occurrence of one or more circumstances listed below. Clawback may apply to all or part
of a participant’s award and may be effected, among other means, by requiring the transfer of
shares, payment of cash or reduction of awards or bonuses. The circumstances in which malus and
clawback could apply are as follows:
@ discovery of a material misstatement resulting in an adjustment in the audited accounts of the
Group or any Group company;
@ the assessment of any performance condition or condition in respect of an ADBP and LTIP Award
was based on error, or inaccurate or misleading information;
@ the discovery that any information used to determine the cash payment under the ADBP or the
number of shares subject to an ADBP or LTIP Award was based on error, or inaccurate or
misleading information;
@ action or conduct of a participant which amounts to fraud, gross misconduct or serious misconduct;
@ events or the behaviour of a participant have led to the censure of a Group company by a
regulatory authority or have had a significant detrimental impact on the reputation of any Group
company provided that the Board is satisfied that the relevant participant was responsible for the
censure or reputational damage and that the censure or reputational damage is attributable to
the participant (including on account of management oversight as relevant); or
@ the Company or a material proportion of the Group becoming insolvent or otherwise suffering a
significant corporate failure.
Annual Bonus Deferred Bonus Long Term Incentive Plan
Malus Up to the date of payment
of a cash bonus
To the end of the three-
year deferral period
(i.e. three years post the
bonus determination)
To the end of the three-
year vesting period
Clawback Five years post the bonus
determination
N/A Until two years post-vesting
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100Ibstock Plc | Annual Report and Accounts 2025
231
461
923
686
461
923
686
461
461
686686
Illustrations of the application of the Remuneration Policy
The chart below illustrates the total remuneration that would be paid to the CEO, based on the
proposed FY2026 salaries, under four different performance scenarios: (i) minimum; (ii) on target;
(iii) maximum; and (iv) maximum including the impact of a 50% increase in share price on the
restricted share outcome.
Element Minimum On-target Maximum
Maximum
including share price
appreciation
Fixed
(salary
1
, benefits
andpension
2
)
Included Included Included Included
Annual bonus
(150% of salary)
Not
included
50%
of maximum
100%
of maximum
100%
of maximum
Restricted shares
(75% of salary in 2026)
Not
included
100%
of maximum
100%
of maximum
100%
of maximum
Share price gain
(50% over three years)
Not
included
Not
included
Not
included
50% of the
maximum
restricted
shares value
1 FY2026 base salaries of £615,000 for Joe Hudson.
2 Based on 2025 benefits values and a 10% of salary pension contribution.
100%
42%
33%
30%
29%
45%
40%
29%
22%
20%
10%
Joe Hudson (CEO)
Fixed
Annual Bonus
LTIP
Share Price Appreciation
Minimum
£3,000
0
£500
£1,000
£1,500
£2,000
£2,500
On target Maximum Maximum
including
share price
appreciation
£’000
686
1,608
2,069
2,300
2025 Directors’ Remuneration Policy continued
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Ibstock Plc | Annual Report and Accounts 2025
Annual Report on Remuneration
This section of the Directors’ Remuneration Report has been
prepared in accordance with the UK disclosure requirements:
theLarge and Medium-Sized Companies and Groups (Accounts
and Reports) (Amendment) Regulations 2013 (Schedule 8
totheRegulations).
The Annual Statement and Annual Report on Remuneration
willbe put to a single advisory shareholder vote at the AGM on
21May 2026.
This part of the report comprises five sections:
1. Remuneration for 2025 Page 102
a. Single total figure of Directors’ remuneration (audited)
b. 2025 Annual and Deferred Bonus Plan outcome (audited)
c. LTIP 2023 vesting (audited)
d. Payments for loss of office
2. Directors’ share ownership
and share interests Page 105
a. Restricted share and ADBP awards granted in 2025 (audited)
b. Outstanding LTIP and ADBP awards
c. Statement of Directors’ shareholdings and share interests
(audited)
3. Pay comparison Page 107
a. Percentage change in Directors’ remuneration versus
employee pay
b. Total Shareholder Return (‘TSR’) and CEO single figure history
c. Relative importance of spend on pay
4. Remuneration Committee membership,
governance and voting Page 109
a. Remuneration Committee membership
b. Independent advisers
c. Statement of voting at the General Meeting
5. Implementation of the Remuneration
Policy in 2026 Page 109
1. Remuneration for 2025
Single total figure of Directors’ remuneration (audited)
The total remuneration of the individual Directors who served during the financial year is shown below.
Base
Salary/Fee Benefits
1
Pension
Total Fixed
Remuneration
Annual
Bonus LTIP
2,3
Total Variable
Remuneration
Total
Remuneration
Executive Directors
Joe Hudson
(CEO)
2025 £572,786 £9,078 £57,279 £639,143 £378,203 £37,766 £415,969 £1,055,112
2024 £532,239 £8,361 £53,224 £593,824 £448,952 £320,810 £769,762 £1,363,586
Non-Executive Directors
Richard Akers
4
2025 £142,856 £142,856 £142,856
2024
Peju Adebajo
2025 £59,912 £59,812 £59,812
2024 £58,380 £58,380 £58,380
Nicola Bruce
2025 £71,659 £71,659 £71,659
2024 £69,826 £69,826 £69,826
Louis Eperjesi
2025 £71,373 £71,373 £71,373
2024 £69,547 £69,547 £69,547
Claire Hawkings
2025 £71,659 £71,659 £71,659
2024 £69,826 £69,826 £69,826
Justin Read
2025 £71,659 £71,659 £71,659
2024 £69,826 £69,826 £69,826
Past Directors
Chris McLeish
(CFO)
5
2025 £294,527 £1,235 £29,453 £325,215 £0 £0 £0 £325,515
2024 £358,097 £16,334 £35,810 £410,241 £302,061 £215,845 £517,90 6 £928,147
Jonathan Nicholls
6
2025 £77,953 £77,953 £77,953
2024 £204,301 £204,301 £204,301
1 Taxable benefits in the 2025 financial year comprised a company car allowance, private health cover and death in service cover. Joe Hudson and Chris McLeish were entitled to receive either a
company car or a car allowances of £18,000 and £15,000 per annum, respectively.
2 The 2025 LTIP figure relates to the LTIP award granted in April 2023. Based on the completed performance period to 31 December 2025, this award will vest at 6.25% of maximum. As the vesting
date for this award is after the date this report is being signed off, the value of this award is based on the three-month average share price to 31 December 2025 of 133.5 pence. No discretion was
applied to determine the vesting outcome and none of the 2023 LTIP value shown is attributed to share price growth over the vesting period.
3 The 2022 LTIP figures included in the 2024 values in last year’s report were estimated as the TSR performance period had not ended. The TSR estimated vesting was 21.34% out of 30% and this
has been updated for the actual vesting of 21.35% out of 30%. These figures have also been updated to reflect the actual share price on the vesting date (166 pence) and the value of dividends
accrued between grant and vesting. Last year’s values had been based on the average three-month share price to 31 December 2024 (188.3 pence).
4 Richard Akers joined the Board as an Independent Non-Executive and Chair Designate on 5 May 2025 and took on the role of Chair at the 2025 AGM on 15 May 2025.
5 Chris McLeish stepped down from the Board on 10 October 2025.
6 Jonathan Nicholls stepped down from the Board at the 2025 AGM on 15 May 2025.
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2025 Annual and Deferred Bonus Plan (‘ADBP’) outcome (audited)
In 2025, the Executive Directors were eligible for an annual bonus, subject to meeting performance
objectives, established at the beginning of the financial year by reference to suitably challenging
corporate goals over the 12-month period.
The Annual and Deferred Bonus Plan targets and performance-related outcomes were as follows:
Metrics Weighting
Threshold
(0%) Ta rge t (5 0%)
Maximum
(100%)
Actual
Performance % Outcome
FY Adj EBIT* 50% £50.1m £55.7m £59.6m £39.7m 0%
FY Adj Cash flow* 20% £25.9m £28.8m £30.8m £34.6m 20%
Non-Financial
Objectives 30%
A summary of the personal objectives and performance
is outlined below.
Non-financial objectives
Joe Hudson
Objective area Assessment Actions completed
Operations/HSE 7/15%
1. Deliver the Safe Reliable
Production System plan
including new HSE roadmap.
2. Commission the Atlas facility in
accordance with the plan.
Four roadmaps developed and 24 HSE site visits.
TIFR targets have not improved in 2025.
Atlas has achieved 65% commissioning rate.
Customer and market 10/15%
1. Grow market share through
enhanced customer experience
and superior fulfilment across
core products.
2. Access new segments with
theorganisational capability
todeliver.
4% improvement to surveyed customer
experience.
> 93% of orders On Time In Full and
InvoicedCorrectly.
Increase in brick market share by c.1%
Enhancements to the Specification team.
Objective area Assessment Actions completed
Innovation and sustainability 25/30%
1. Delivery of all new product
development (‘NPD’) priorities,
sustainability targets and social
value strategy for the year.
2. Delivery of the Nostell ceramics
façade factory project plan and
customer development.
3. Replace legacy BI platform
andincluding ERP project
migration plan.
25% new and more sustainable products
including FastWall.
5% reduction in carbon per brick in year.
Nostell commissioning on schedule.
All planned IT/IS projects complete.
Strategy 20/20%
Strategic review and appraisal of
Estates and business line portfolio
with recommendations and
actionplan.
In depth strategic process conducted with
five-year options for manufacturing footprint.
Disposal of Roofing and non-strategic
landassets.
Calcined Clay project nearing completion.
People, culture and compliance 15/20%
Improve organisational HR processes
and reward systems and implement
the new compliance framework.
Progress and actions taken on factory team
population and in pay simplification.
Reorganisation of Group overhead in Q4 to
rightsize and simplify organisation.
Compliance refresh rolled out with improved
audit assurance.
Total 77/100%
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103Ibstock Plc | Annual Report and Accounts 2025
Non-financial objectives continued
Joe Hudson continued
Overall the assessment on the CEO’s personal objectives was 77% (23% out of 30%). As such,
JoeHudsons total ADBP outcome was 43% of maximum.
Chris McLeish resigned and stepped down from the Board during the year and therefore was not
eligible for a 2025 annual bonus.
Maximum bonus
opportunity
(% of salary)
Bonus payout
(% of maximum)
Bonus earned
(£000s)
Joe Hudson 150% 43% £378,203
One half of the 2025 bonus earned will be paid in cash and the remaining half will be deferred in
shares under the ADBP for three years. There are no performance conditions attached to the vesting
of deferred shares and these awards vest subject to continued employment.
2023 LTIP vesting (audited)
The three-year performance period for the LTIP awards granted on 3 April 2023 ended on
31December 2025. The Committee reviewed the performance against the four performance
conditions and determined an overall vesting level of 6.25%.
Measure Weighting (%)
Threshold
(25% ve sting)
Maximum
(100% vesting) Actual
Vesting
(% of total award)
Adjusted EPS* 25% 17.0 p 24.4p 5.7p 0%
ROCE*
(annual average) 25% 17.4% 19.23% 5.8% 0%
Relative TSR 30% Median
Upper
Quartile
Below
Median 0%
Sustainability
Measure (Carbon
Intensity) 10% 0.131 0.123 0.138 0%
Sustainability
Measure
(Senior Leader
Female
Representation) 5% 32% 40% 32% 1.25%
Sustainability
Measure
(New and More
Sustainable Product
Development) 5%
16% of sales
revenue
22% of sales
revenue 25% 5%
Total 100% 6.25%
The Adjusted EPS* outcome for FY25 was 5.7 pence. EPS performance was below threshold and
consequently this measure will vest at 0%.
ROCE* (annual average) for the three-year performance from FY2023 to FY2025 outcome was
5.8%. This measure also included the adjustment for Atlas and Nostell major growth projects to
ensure the outcome and targets are on a like-for-like basis and will vest at 0%.
TSR performance over the three year period was below the median of the FTSE 250 excluding
investment trusts and therefore, this part of the award will vest at 0%.
The Sustainability Measure of Carbon Intensity (tonnes of Carbon per tonnes of finished production)
accounted for 10% of the award. The Carbon Intensity outcome was 0.138 tonnes of carbon per
tonne of finished production. This measure will vest at 0%. The diversity measure was at threshold
and will vest at 1.25%. The revenues from new and sustainable product measure was 25% of group
revenue and as this was above the maximum target of 22%, this part of the award will vest in full.
The value of vested awards as set out in the single figure table is consequently based on a vesting
level of 6.25%. It uses the average three-month share price to 31 December 2025 of 133.5 pence.
Date of grant
Number of
awards granted Vesting
Number of
awards vesting
Estimated value
of awards vesting
Joe Hudson 3 April 2023 452,632 6 .25% 28,289 £37,766
Confirmation of 2022 LTIP vesting
The LTIP award granted on 14 April 2022 was based on relative TSR, EPS* and ROCE*. The three-year
performance period for the award ended on 31 December 2023 in respect of the EPS measure and
on 13 April 2025 for the relative TSR measure.
In last year’s report, the estimated TSR vesting was 71.1% based on a calculation conducted prior to
signing off the Report. The actual final calculation was performed after the end of the performance
period, and the vesting outcome was unchanged at 71.15% of this part of the award vesting.
Measure Weighting Threshold Maximum Actual
Vesting
(% of total
award)
ROCE
(annual average) 25% 17.6 4% 19.50% 14.6% 0%
Adjusted EPS (2024) 25% 16.9p 22.1p 7.7p 0%
Relative TSR (estimated vesting) 30% Median
Upper
Quartile
Between Median
and Upper Quartile 21.34%
Sustainability Measure (Carbon
Intensity) 10% 0.132 0.124 0.148 0%
Sustainability Measure (Senior
Leader Female Representation) 5% 31% 37% 34% 3.13%
Sustainability Measure (New
and More Sustainable Product
Development) 5%
16% of
sales
revenue
20% of
sales
revenue 22% 5%
Total 100% 29.47%
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Ibstock Plc | Annual Report and Accounts 2025
Confirmation of 2022 LTIP vesting continued
The single figure value for 2024 has been updated to include dividends that accrued over the vesting
period and to reflect the share price of 166 pence on last business day (11 April 2025) prior to the
vesting date of 13 April 2025.
Payments to former Directors and loss of office payments (audited)
The Company announced on 30 April 2025 that Chris McLeish had decided to step down from his
role as Chief Financial Officer. Chris’ final day with the Group was 10 October 2025. Remuneration
arrangements in respect of his departure reflect contractual entitlements, the Directors’
Remuneration Policy approved by shareholders at the 2025 AGM and the Rules of the relevant share
plans under which he held share interests.
Chris received his base salary, contractual benefits and pension contributions in accordance with
hisservice agreement up to and including 10 October 2025, when he ceased to be employed by
theGroup. No further payments relating to base salary, benefits or pension will be made to Chris
following his departure from the Group. There will be no payment in lieu of notice for the balance
ofChris’ unexpired notice period.
Chris was not eligible for an annual bonus payment in respect of the 2025 financial year and did
notreceive a restricted share award in 2025. His unvested LTIP awards (granted on 3 April 2023
and3April 2024) and deferred bonus awards (granted on 16 March 2023, 22 March 2024 and
20March 2025) lapsed upon cessation of employment. Vested shares previously granted under
theLTIP were retained and remain subject to any relevant holding periods.
2. Directors’ share ownership and share interests
LTIP and ADBP awards granted in 2025 (audited)
2025 LTIP award grant
On 23 May 2025, the following restricted share award, structured as a nil cost option, was made
under the LTIP to the CEO:
Name Date of grant
Basis of award
(% of salary)
Face value of the
awards at grant
1
Number of shares
under award Date of Vesting
Joe Hudson 23 May 2025 75% £438,750 228,753 23 May 2028
1 Share price by reference to which the awards were granted is £1.918 (closing middle market quotation on 22 May 2025).
Awards will vest at the end of a three-year vesting period subject to: the CEO’s continued
employment at the date of vesting; and satisfaction of the restricted share underpin. A post-vesting
holding period of two years will apply for restricted awards. Dividends may accrue on vested
restricted share awards during the vesting and holding periods.
Restricted share awards are not subject to performance measures but vesting is subject to the
achievement of an underpin normally reviewed over the three financial years commencing with
thefinancial year in which awards are granted. The Committee will apply the underpin to restricted
share awards which will enable it to reduce vesting if there has been material underperformance.
Inthis regard, the Committee will consider firstly how well the management team has executed the
strategic objectives set by the Board over the three-year period. The Committee will then assess
performance against a thematic framework based on:
@ Financial health including consideration of revenue, profit, return on capital and balance sheet strength.
@ Stakeholder experience including consideration of the shareholder experience, employees, health
and safety, customers and suppliers.
@ Sustainability objectives including progress on emissions reduction and social impact.
2025 ADBP grant
Under the terms of the Policy, part of the bonus earned for 2024 performance was delivered in the form
of deferred bonus shares under the ADBP. Details of the awards granted are set out in the table below.
Name Date of grant
Basis of award
(% of 2024 bonus)
Face value of the
awards at grant
1
Number of
shares under
award Date of vesting
Joe Hudson 20 March 2025 33.3% £149,651 81,261 20 March 2028
Chris McLeish
2
20 March 2025 33.3% £100,687 54,673 N/A
1 The number of Ordinary Shares granted under each ADBP award was calculated using an Ordinary Share price of £1.8416 per share (the average
closing middle market quotation measured over the dealing days falling in the last 30 days of the financial year ending 31 December 2024).
2 Note that Chris McLeish resigned his position in April 2025 and so this award lapsed on the date of his cessation of employment, 10 October 2025.
The ADBP award for the CEO will vest on 20 March 2028, subject to continued employment.
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Ibstock Plc | Annual Report and Accounts 2025
Outstanding LTIP and ADBP awards
Details of all options held by the Directors under the Company’s share plans as at 31 December 2025:
Joe Hudson
Date of Award
Interest at
31 December
2024
Awards
granted in year
Awards vested
in year
Awards lapsed
in year
Awards exercised
in year
Interest at
31 December
2025
Market price on
award date
Exercise/
Option Price Vesting Expiry date
LTIP 2022 578,122 22,891
1
170,401 407,721 193,292 £1.72 Nil Cost 2025 14/04/32
2023 452,632 452,632 £1.73 Nil Cost 2026 03/04/33
2024 550,831 550,831 £1.46 Nil Cost 2027 03/04/34
2025 228,753 228,753 £1.918 Nil Cost 2028 23/05/35
ADBP 2022 91,325 12,268
1
91,235 103,593 £1.98 Nil Cost 2025 14/04/32
2023 116,395 116,395 £1.75 Nil Cost 2026 16/03/33
2024 40,780 40,780 £1.56 Nil Cost 2027 22/03/34
2025 81,261 81,261 £1.72 Nil Cost 2028 20/03/35
Sharesave 2025 8,048 8,048 N/A £1.14 2028 N/A
Chris McLeish
Date of Award
Interest at
31 December
2024
Awards
granted in year
Awards vested
in year
Awards lapsed
in year
Awards exercised
in year
Interest at
31 December
2025
Market price on
award date
Exercise/
Option Price Vesting Expiry date
LTIP 2022 388,967 15,401
1
114 ,648 274,319 130,049 £1.72 Nil Cost N/A 14/04032
2023 304,536 304,536 £1.73 Nil Cost N/A 03/04/33
2024 370,606 370,606 £1.46 Nil Cost N/A 03/04/34
ADBP 2022 61,447 8,254
1
61,447 69,701 £1.98 Nil Cost N/A 14/04/32
2023 78,312 78,312 £1.75 Nil Cost N/A 16/03/33
2024 27,437 27,437 £1.56 Nil Cost N/A 22/03/34
2025 54,673 54,673 £1.72 Nil Cost N/A 20/03/35
1 In line with prior years, upon awards vesting the participant receives dividend equivalents in share options. These are shown in the table above as awards granted in the year for the 2022 LTIP and 2022 ADBP.
Statement of Directors’ shareholdings and share interests (audited)
The share interests of each Director as at 31 December 2025 (together with interests held by connected persons) and, where applicable, achievement of shareholding requirements are set out below.
To align Executives with the interests of shareholders, the Remuneration Committee has implemented shareholding guidelines for Executive Directors. The guidelines require that Executive Directors build
up and maintain an interest in the Ordinary Shares of the Company that is 200% of their annual base salary.
Executive Directors are required to defer one half (reducing back to one third once the shareholding guideline has been achieved) of any bonus earned all vested share awards will be required to be held
(save for any sold to settle tax) until the guideline has been achieved.
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106Ibstock Plc | Annual Report and Accounts 2025
Statement of Directors’ shareholdings and share interests (audited) continued
Shareholding
requirement
% salary
Current shareholding
% salary
1
Beneficially owned
Unvested interests
subject to performance
conditions
2
Unvested interests not
subject to performance
conditions
2
Vested but
unexercised
interests
2
Outstanding
Sharesave awards
Shareholding
requirement met
Joe Hudson 200% 117% 345,460 1,232,216 126,371 0 8,048 No
Richard Akers N/A 100,000
Peju Adebajo N/A 10,000
Nicola Bruce N/A 5,939
Louis Eperjesi N/A 20,000
Claire Hawkings N/A 10,000
Justin Read N/A 17,5 0 0
1 Current shareholdings includes all shares owned directly, owned by a beneficiary or held through nominees.
2 Unvested interests not subject to performance conditions and vested but unexercised interests are shown post-tax in this table.
3. Pay comparison
Percentage change in Directors’ remuneration versus employee pay
The table below shows the percentage change in salary, benefits and annual bonus earned between the 2025 financial year and the prior year for the Board compared to the average earnings of all of the
Group’s other colleagues. The change in remuneration is also shown for the previous two years.
The Committee monitors the changes year on year between our Director pay and the average employee increase.
2025 2024 2023 2022 2021 2020
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Joe Hudson 9.1% (8.6)% (15.8)% 3.5% (29.4)% 134.7% 5.9% (40.8)% (68.7)% 6.8% 27.8% 12.4% 5.3% (5.4)% 100% (3.1)% (5.5)% (100)%
Richard Akers
1
N/A
Peju Adebajo
2
2.5% 3.5% 4.8% 100%
Nicola Bruce
3
2.5% 37. 3%
Louis Eperjesi
4
2.5% 9.0% 18.5% 3.0% 6.5% (3.3)%
Claire Hawkings
4, 5
2.5% 3.5% 4.8% 8.4% 19.7% (3.1)%
Justin Read 2.5% 3.5% 4.8% 2.7% 5.3% (3.1)%
All employees
6
2.8% (4.3)% 17. 9% 2.0% 1.0% (28%) 2.3%
6
(16.7)% (78.2)% 10.3% (14.3)% (31.8)% 3.9% 3.8% 100% (8.7)% 0% (100)%
1 Richard Akers was appointed on 5 May 2025 and so there is no disclosed remuneration for prior years.
2 Peju Adebajo was appointed to the Board in November 2021 and received a pro-rated amount of her annual fee in 2021, hence the large % increase in 2022.
3 Nicola Bruce was appointed to the Board in March 2023.
4 Louis Eperjesi was appointed as SID in 2023 and so received an additional fee to reflect this additional responsibility.
5 Claire Hawkings was appointed Chair of the Sustainability Committee in 2021 and so received an additional fee to reflect this additional responsibility.
6 Ibstock Plc as the Parent Company has no employees, therefore employees of the Group employed as full time equivalent for the three years have been used.
7 The 2022 All Employee salary includes a one-off £1,000 or £2,000 cost of living payment to all employees earning less than £30,000 or £50,000 respectively. Without this, the salary increase from 2022 to 2023 would be 6.3%.
Annual Report on Remuneration continued
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Ibstock Plc | Annual Report and Accounts 2025
CEO pay ratio
In line with the reporting regulations, set out below is the ratio of CEO pay compared to the pay of
aUK full-time equivalent employee of the Group for the financial year ended 31 December 2025.
Inline with previous years, we have calculated the ratios using Option A, as described in the
Directors’ Remuneration Reporting Regulations, as we believe that this reflects the most
comprehensive approach.
We expect the pay ratio to vary from year to year, driven largely by variability in incentive outcomes
for the CEO, which will significantly outweigh any other general employee pay changes at Ibstock.
The CEO single total figure remuneration of £1,055,112 is used in the table below.
Year Method 25th Percentile 50th Percentile 75th Percentile
2021 Option A 41:1 30:1 25:1
2022 Option A 44:1 35:1 27:1
2023 Option A 26:1 21:1 16:1
2024 Option A 42:1 33:1 25:1
2025 Option A 34:1 25:1 19:1
The ratios above were determined as at 31 December 2025. The lower ratio this year reflects the
lower bonus and LTIP outcomes for 2025 compared with 2024. The Remuneration Committee is
satisfied that the pay ratio is reasonable and consistent with the Company’s wider policies on
colleague pay, reward and progression.
Set out in the table below is the base salary and total pay and benefits for the CEO and each of the
percentiles for the year ended 31 December 2025.
CEO 25th Percentile 50th Percentile 75th Percentile
Total remuneration £1,055,112 £31,837 £42,501 £57,631
Base salary £572,786 £27,876 £33,488 £43,689
Total Shareholder Return (‘TSR’)
The chart below shows £100 invested in the Company’s shares since 1 January 2016 compared with
the FTSE 250 index and the FTSE 250 Construction and Materials index.
Annual Report on Remuneration continued
The Committee considers that the FTSE 250 is an appropriate index because the Company has
been a member of this index since listing. Additionally, the FTSE 250 Construction and Building
materials index is shown as it reflects the sector in which the Company operates.
CEO historic remuneration
The table below sets out the single total figure of remuneration and incentive outcomes for the Director
holding the post of CEO in each year since Ibstock listed on the London Stock Exchange in 2015.
Year CEO
Single figure
remuneration
% maximum
annual
bonus earned
% maximum
LTIP award
vesting
2016 Wayne Sheppard
1
789 33% N/A
2017 Wayne Sheppard 906 58% N/A
2018 Wayne Sheppard
2
184 32.5% 38.5%
Joe Hudson
3
592 32.5% N/A
2019 Joe Hudson 737 33 .1% N/A
2020 Joe Hudson 540 0% 0%
2021 Joe Hudson 1,104 95.5% 0%
2022 Joe Hudson 1,353 98.5% 33 .1%
2023 Joe Hudson 911 29.4% 25.5%
2024 Joe Hudson 1,363 67.0% 29.5%
2025 Joe Hudson 1,055 43% 6.25%
1 Following the IPO in 2015, no award under the LTIP vested in respect of performance ending in 2016 and 2017.
2 Wayne Sheppard stepped down as CEO and Board Director on 4 April 2018 and his 2018 remuneration has been pro-rated to reflect this.
3 Joe Hudson became CEO on 4 April 2018. His 2018 single figure only includes compensation paid to him in 2018 in his capacity as the CEO from
4 April 2018 to 31 December 2018 and does not include compensation paid to him as CEO designate before 4 April 2018.
0
50
100
150
200
250
21 Oct
2015
31 Dec
2016
31 Dec
2017
31 Dec
2018
31 Dec
2019
31 Dec
2020
31 Dec
2025
31 Dec
2024
31 Dec
2023
31 Dec
2022
31 Dec
2021
Ibstock FTSE 250 FTSE 250 Construction and Materials
Source: Thomson Reuters Datastream data as of 23 January 2025
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Ibstock Plc | Annual Report and Accounts 2025
Relative importance of spend on pay
The following table shows the Company’s actual spend on pay for all Group colleagues relative
todividends:
2025 (£m) 2024m) % Change
Staff costs
1
120 106 13%
Dividends paid 15.8 20 (21)%
1 This is the overall spend on employee pay including Executive Directors (continuing operations). For more information, please see Notes 7 and
31 of the Financial Statements.
4. Remuneration Committee membership, governance and voting
Remuneration Committee membership
The Committee in 2025 comprised Nicola Bruce, Jonathan Nicholls (until the 2025 AGM),
PejuAdebajo, Louis Eperjesi, Claire Hawkings and Justin Read. The Committee is supported by
theGroup’s Company Secretary and met four times during the year and all Committee members
were present.
The Committee also received assistance from the Group People, Sustainability and Social Impact
Director, who attended meetings by invitation, except when issues relating to her own remuneration
were being discussed.
The Sustainability Committee (comprising Claire Hawkings, Peju Adebajo, Louis Eperjesi and
JoeHudson) advises the Committee on the setting and outcome of sustainability performance
measures in the LTIP awards. The Interim CFO attends the Committee by invitation, but are absent
from discussions regarding setting of their own pay arrangements.
The independent adviser to the Committee attends by invitation.
Independent advisers
The Committee takes account of information from both internal and independent sources, including
FIT Remuneration Consultants LLP (‘FIT’) who act as the Committee’s independent adviser. FIT was
appointed by the Committee as a result of a tender process and advised the Remuneration
Committee on all aspects of Executive and Board remuneration, including remuneration trends and
corporate governance best practice. FIT also assisted the Committee with the Policy review.
FIT is a founder member of the Remuneration Consultants’ Group and complies with its Code of
Conduct, which sets out guidelines to ensure that its advice is independent and free of undue
influence. The Committee reviews the performance and independence of its advisers on an annual
basis. The Committee was satisfied that FIT’s advice was independent and objective and that they
had no other connection with the Company or individual directors.
Ibstock incurred fees of £54,200 excluding VAT during 2025 relating to Committee advice. FIT billed
on a fixed fee basis and in addition provided other ad hoc services to management including share
plan advice and TSR performance calculations which were billed on a time spent basis.
Statement of voting at the General Meeting
The Company is committed to ongoing shareholder dialogue and takes an active interest in voting
outcomes. Where there are substantial votes against resolutions in relation to Directors
remuneration, the Company seeks to understand the reasons for any such vote and will report any
actions in response to it. The following table sets out actual voting at the AGM on 15 May 2025 in
respect of the Directors’ Remuneration Report for the year ended 31 December 2024 and for the
Directors’ Remuneration Policy.
AGM Resolution
Votes for Votes against
Total votes
cast (excluding
withheld)
Votes
withheld
Number
of shares % votes cast
Number
of shares % votes cast
Directors’
Remuneration
Report (2025) 307,270,814 99.87 40,970 0 0.13 307,673,784 1,115,359
Directors’
Remuneration
Policy (2025) 298,960,376 97.17 8,710,089 2.83 307,670,465 1,118 ,678
5. Implementation of Remuneration Policy in 2026
Base salaries
Joe Hudsons salary will increase to £615,000. This is the second increase of a phased approach to
increasing Joe’s base salary and was subject to continued strong individual performance. The
Committee considered whether to apply a further 2026 workforce increase of 3% to this figure as
was intended last year. However, Joe Hudson requested that this was not to be applied in the
context of continuing market challenges. The Committee is grateful to Joe for his consideration on
this matter.
Salary increases are effective from 1 April 2026 to align with the approach for the wider workforce.
2026 2025
Joe Hudson £615,000 £585,000
Benefits and pension
Pension contribution remains aligned to the wider workforce at 10% of gross base salary.
Benefits are provided in line with the approved Remuneration Policy. Standard benefits will be
provided, including a company car or a cash alternative. Directors also receive private health cover
and death in service cover.
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Ibstock Plc | Annual Report and Accounts 2025
5. Implementation of Remuneration Policy in 2026 continued
Annual and Deferred Bonus Plan (ADBP’)
The maximum opportunity will be 150% of salary and, as stated on page 104, it is intended that, to
increase the Executive Directors’ individual shareholdings so that they are closer to the existing
guidelines, one half of any bonus earned will be deferred in shares which will vest after three years.
The performance conditions and their weightings for the 2026 annual bonus are as follows:
@ Adjusted EBIT* (50%);
@ Adjusted operating cash flow* (20%); and
@ Non-financial objectives: defined operational/strategic objectives (30%).
The Committee has set appropriately stretching financial targets and in doing so has considered the
internal plan (budget), current market consensus and the prevailing macroeconomic environment.
Maximum payments under these measures will require significant outperformance of internal and
external expectations.
The Committee is of the opinion that, given the commercial sensitivity arising in relation to the
detailed financial targets used for the annual bonus, disclosing precise targets for the ADBP in
advance would not be in shareholders’ interests. Actual targets, performance achieved and awards
made will be published at the end of the relevant performance period so shareholders can fully
assess the basis for any payouts under the annual bonus.
Long Term Incentive Plan (‘LTIP’)
The Committee intends to grant awards of restricted shares at 75% of salary to the CEO and CFO,
subject to continued employment and an underpin measured over a three-year vesting period. The
underpin is set out in the policy table on page 98 and will include an assessment of windfall gains
upon vesting. A two-year post-vesting holding period will also apply.
Malus and Clawback provisions apply to the ADBP and LTIP awards. The circumstances in which
these could be used and a description of these provisions is set out in the policy on page 100. The
period during which these provisions could be used is up to five years after the determination of the
bonus or two years after the vesting of an LTIP which is felt to be an appropriate duration for our
business and in line with broader market practice.
There was no use of the Malus and Clawback provisions during the FY 2025.
Non-Executive Directors’ fees
The 2026 fee levels will increase by 3.0% (2025: 2.5%) in line with the Group pay award (with effect
from 1 April 2026):
Board Fees 2026 2025
Chair
1
£231,750 £210,945
Board fee (including Committee membership) £62,088 £60,280
Committee Chair (per Committee) £12,173 £11,818
Senior Independent Director £11,877 £11,531
1 Richard Akers joined the Board as Chair Designate on 5 May 2025 and became Chair on 15 May 2025. His Chair fee was set at £225,000 and
will increase to £231,750 from 1 April 2026.
I hope that you find this report to be clear about our remuneration practices and that you will be
supportive at the coming AGM.
Nicola Bruce
Chair of the Remuneration Committee
4 March 2026
Annual Report on Remuneration continued
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110Ibstock Plc | Annual Report and Accounts 2025
Directors’ Report
The Directors’ Report for the year ended
31December 2025 comprises pages 111 to 113
of this report, together with the sections of the
Annual Report incorporated by cross-reference.
The Governance Report on pages 55 to 110 is
incorporated into the Directors’ Report by
cross-reference. As permitted by legislation,
some of the matters required to be included in
the Directors’ Report have instead been included
in the Strategic Report on pages 1 to 54. The
Strategic Report includes an indication of future
likely developments in the Company, details of
important events and the Company’s business
model and strategy.
Principal activity
The principal activity of the Group is the
manufacture and supply of clay and concrete
building products and solutions primarily to
customers in the UK residential construction
sector. Details of the Group’s principal
subsidiaries can be found in Note 29 to the
financial statements.
Results and dividend
The results for the year can be found in the
Group Financial Review on pages 29 to 33 and
these are incorporated into the Directors
Report by cross-reference.
Post balance sheet events
On 5 March 2026, a final dividend of 1.5 pence
per Ibstock Plc Ordinary Share was proposed to
be paid on 29 May 2026 to shareholders on
record as at 8 May 2026. There were no further
post balance sheet events. See Note 32 on
page164.
Going Concern and Viability Statements
Information relating to the Going Concern and
Viability Statements is set out on pages 53 to
54 of the Strategic Report and is incorporated
into the Directors’ Report by cross-reference.
Annual General Meeting (‘AGM’) 2026
The AGM will be held on 21 May 2026 at
12.00noon at the I-Studio, 54 Hatton Garden,
London, EC1N 8HN. The Notice convening the
meeting together with explanatory notes on
theresolutions to be proposed and full details
ofthe deadlines for appointing proxies is
contained in a circular, which will be circulated
to all shareholders at least 20 working days
before such meeting together with this report.
Board of Directors and their interests
The names and biographies of the Directors as
at the date of this report are shown on pages
58 to 59. The interests of the Directors holding
office at the end of the year in the issued
Ordinary Share capital of the Company and any
interests in Ibstocks share incentive plans are
given in the Directors’ Remuneration Report on
pa ge 107.
Powers of the Directors
The powers given to the Directors are contained
in the Company’s Articles of Association and
are subject to relevant legislation and, in certain
circumstances, including in relation to the
issuing or buying back by the Company of its
shares, subject to authority being given to the
Directors by shareholders in General Meeting.
The Articles of Association also govern the
appointment and replacement of Directors.
Re-election of Directors
All Directors will retire and submit themselves
for election or re-election, annually, by
shareholders at the AGM. Specific reasons why
each Director’s contribution is, and continues
tobe, important to the Company’s long-term
sustainable success are set out in the Notice.
Directors’ and Officers’ liability
insurance and indemnities
The Company has purchased and maintains
appropriate insurance cover in respect of
Directors’ and Officers’ liabilities. The Company
has also entered into qualifying third party
indemnity arrangements for the benefit of all
its Directors in a form and scope that comply
with the requirements of the Companies Act
2006. These indemnities came into force on
22October 2015 and remain in force as at the
date of this Annual Report. There are no
indemnities in place for the benefit of the
External Auditor.
Amendment of the Articles of
Association
The Articles of Association may be amended
inaccordance with the provisions of the
Companies Act 2006 by way of a special
resolution of the Company’s shareholders.
Share capital and control
Details of the Company’s share capital are
contained in Note 24 to the Group consolidated
financial statements. The rights attaching
tothe shares are set out in the Articles
ofAssociation.
The Company has established a trust in
connection with the Groups Share Incentive
Plan (the ‘SIP’), which holds Ordinary Shares on
trust for the benefit of employees of the Group.
The Trustees of the SIP trust may vote in respect
of Ibstock shares held in the SIP trust, but only
as instructed by participants in the SIP in
accordance with the SIP trust deed and rules.
The Trustees will not otherwise vote in respect
of shares held in the SIP trust.
The Trustee of the Employee Benefit Trust (the
‘Trust’), which is used to purchase shares on
behalf of the Company as described in Note 25,
has the power to vote or not vote, at its absolute
discretion, in respect of any shares in the
Company held unallocated in the Trust. However,
in accordance with good practice, the Trustee
adopts a policy of not voting in respect of such
shares. In accordance with UK Listing Rule 6.6.4R,
the Company notes that the Trustee has a
dividend waiver in place in respect of shares
that are the beneficial property of the Trust.
Purchase of own shares
At the AGM held on 15 May 2025, shareholders
passed a special resolution in accordance with
the Companies Act 2006 to authorise the
Company to purchase in the market a maximum
of 39,403,381 Ordinary Shares, representing
10% of the Company’s issued Ordinary Share
capital as at the latest practicable date prior to
publication of the AGM circular.
As announced on 10 May 2022, the Company
entered into a Share Buyback programme of an
aggregated value of £30 million in order to return
value to shareholders, in line with the Groups
capital allocation policy. The Share Buyback
programme concluded on 21 October 2022,
witha total of 16,791,470 shares purchased,
representing a nominal value of £167,914.70
equivalent to 4.1% of the issued capital of the
Company. As at 31 December 2025, 14,961,918
shares purchased are held in treasury, exclusive
of voting and dividend rights. A total of 657,692
shares have been used to satisfy share awards
during the year.
The Directors are seeking renewal of the authority
at the forthcoming AGM, in accordance with
relevant institutional guidelines.
Strategic Report
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111Ibstock Plc | Annual Report and Accounts 2025
Directors’ Report continued
Substantial shareholdings
As at 31 December 2025, the Company had been notified, in accordance with the Disclosure
Guidance and Transparency Rules, of the following interests (set out in the table below) in its
Ordinary Share capital.
Name of shareholder Shares disclosed %
Lansdowne Partners 39,282,856 9.95
Janus Henderson Investors 29,574,270 7.49
Vulcan Value Partners, LLC 26,074.875 6.61
JO Hambro Capital Management Limited 26,041,631 6.60
Cobas Asset Management 23,798,177 6.03
Jupiter Asset Management 22,849,013 5.79
Vanguard Group 21,573,860 5.47
Hargreaves Lansdown 21,253,753 5.39
Perpetual Limited 20,316,541 5.15
Ameriprise Financial, Inc 19,329,707 4.90
Man GLG 16,352,946 4.14
Columbia Threadneedle Investments 16,196,889 4.10
Lancaster Investment Management 12,646,219 3.20
Blackrock, Inc. Less than 5% Less than 5%
GLG Partners Less than 5% Less than 5%
In the period from 31 December 2025 to the date of this report, there have been three notifications
made to the Company pursuant to DTR 5. Information provided to the Company under the
Disclosure Guidance and Transparency Rules is publicly available via the regulatory information
service and on the Company’s website.
Significant agreements (change of control)
The Company is required to disclose any significant agreements that take effect, alter or terminate
on a change of control of the Company following a takeover bid.
The Company has committed debt facilities all of which are directly or indirectly subject to change
of control provisions, albeit the facilities do not necessarily require mandatory prepayment on a
change of control.
The debt facilities provide £225 million of funding through £100 million of private placement notes
from Pricoa Private Capital, with maturities of between seven and twelve years at an average total
cost of funds of 2.19%, and £125 million Revolving Credit Facility (‘RCF’) provided by a syndicate of
four banks. The RCF was successfully refinanced during October 2025 and is for an initial four-year
tenure, with a one-year extension option, at a margin of between 1.55% and 2.55%, and also
includes an additional £50 million uncommitted accordion.
In the event of a takeover or other change
ofcontrol (usually excluding an internal
reorganisation), outstanding awards under the
Groups incentive plans vest and become
exercisable (including Annual and Deferred
Bonus Plan (ADBP’) awards, Senior Manager
Share Plan (‘SMSP’) awards and Long Term
Incentive Plan (‘LTIP’) awards), to the extent
any performance conditions (if applicable) have
been met, and subject to time pro-rating
(ifapplicable) unless determined otherwise by
the Board in its discretion, in accordance with
the rules of the plans. In certain circumstances,
the Board may decide (with the agreement of
the acquiring company) that awards will instead
be cancelled in exchange for equivalent awards
over shares in the acquiring company.
Financial instruments
Details of the financial instruments used by
theGroup are set out in Note 23 to the Group
consolidated financial statements, which are
incorporated into the Directors’ Report by
cross-reference. The Groups financial risk
management objectives and policies are
included in the risk management section on
page 75 and in Note 23 of the Group
consolidated financial statements.
Internal controls
Details of the Group’s internal control
framework can be found on pages 74 to 75.
Research and development
Information relating to research and
development is set out on page 20 of the
Strategic Report and is incorporated into
theDirectors’ Report by cross-reference.
Greenhouse gas emissions
Information relating to the greenhouse gas
emissions of the Company is set out on page
174 and is incorporated into the Directors
Report by cross-reference.
Political donations
No political donations were made during the
year ended 31 December 2025 (2024: £nil).
Employees
The average number of employees within
theGroup is shown in Note 7 to the Group
financial statements.
The Group is an equal opportunities employer
and considers applications for employment
from disabled persons (having regard to their
particular aptitudes and abilities), and
encourages and assists, wherever practicable,
the recruitment, training, career development
and promotion of disabled people and the
retention of and appropriate training for those
who become disabled during their employment.
Employee engagement
Due to our commitment to transparent and
best practice reporting, we have included our
section on employee engagement on page 46
of the Strategic Report as the Board considers
these disclosures to be of strategic importance
and is therefore incorporated into the Directors
Report by cross-reference.
Page 37 within the stakeholder engagement
section demonstrates how the Directors have
engaged with employees and how they have
had regard to employee interests and how the
effect of that regard influenced the principal
decisions made by the Company during the
financial year. The section on page 69 provides
examples of the Board’s activities in relation to
assessing and monitoring the Groups culture.
The Company is also keen to encourage
greateremployee involvement in the Groups
performance through share ownership. To help
align employees’ interests with the success of
the Company’s performance, it operates an
HMRC-approved all-employee plan, the Ibstock
Plc Sharesave Scheme (‘Sharesave’), which is
offered to UK employees.
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112
Ibstock Plc | Annual Report and Accounts 2025
Directors’ Report continued
Business relationships
The stakeholder engagement section on pages
35 to 38 and the Section 172(1) Statement on
page 34 demonstrate how the Directors have
had regard to its engagement with suppliers,
customers, employees and others and how the
effect of that regard had influenced the
principal decisions taken by the Company
during the financial year. The Board considers
these disclosures to be of strategic importance
and are therefore incorporated into the
Directors’ Report by cross-reference.
Reappointment of auditor
It will be proposed that Deloitte LLP be
reappointed as the Company’s auditor at the
AGM to be held on 21 May 2026.
Disclosure of information to auditor
Each Director of the Company as at the date
of approval of this report confirms that:
(a) so far as the Director is aware, there is no
relevant audit information of which the
Company’s auditor is not aware; and
(b) the Director has taken all the steps that he
or she ought to have taken as a Director in
order to make him/herself aware of any
relevant audit information and to establish
that the Company’s auditor is aware of
that information.
This confirmation is given and should be
interpreted in accordance with the provisions
of Section 418 of the Companies Act 2006.
The Directors’ Report was approved by the
Board of Directors on 4 March 2026 and is
signed on its behalf by order of the Board:
Nick Giles
Group Company Secretary
4 March 2026
Disclosures required under UK Listing Rule 6.6.4R
The information required to be disclosed in accordance with UK Listing Rule 6.6.4R of the Financial Conduct Authority’s Listing Rules can be located in
the following pages of this Annual Report:
Section Information to be included Location
(1) A statement of the amount of interest capitalised Page 144
(3) Details of any long-term incentive schemes Pages 91 to 110
(11) Details of any arrangement under which a shareholder has waived or agreed to waive any dividends Page 111
(12) Where a shareholder has agreed to waive future dividends, details of such waiver, together with those
relating to dividends, which are payable during the period under review
Page 111
(4) – (10), (13) Not applicable Not applicable
The Strategic Report and the Directors’ Report together form the Management Report for the purposes of the Disclosure Guidance and Transparency
Rules 4.1.8R. Information relating to financial instruments can be found on pages 155 to 158 and is incorporated by reference.
Information on our approach to social, environmental and ethical matters can be found on pages 39 to 46.
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113
Ibstock Plc | Annual Report and Accounts 2025
Directors’ Responsibility Statement
The Directors are responsible for preparing the
Annual Report in accordance with applicable
law and regulations. Company law requires the
Directors to prepare financial statements for
each financial year.
Under that law the Directors are required to
prepare the Group consolidated financial
statements in accordance with United Kingdom
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),
including FRS 102, the Financial Reporting
Standard applicable in the United Kingdom and
the Republic of Ireland, and applicable law.
Under company law the Directors must not
approve the Annual Report and financial
statements unless they are satisfied that they
give a true and fair view of the state of affairs of
the Group and Company and of the profit or
loss of the Group for that year.
In preparing the Parent 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 applicable United Kingdom
Accounting Standards have been followed,
subject to any material departures disclosed
and explained in the financial statements; and
@ prepare the financial statements on the
going concern basis unless it is inappropriate
to presume that the Company will continue
inbusiness.
In preparing the Group consolidated financial
statements, International Accounting Standard
No.1 requires Directors to:
@ properly select and apply accounting policies;
@ present information, including accounting
policies, in a manner that provides relevant,
reliable, comparable and understandable
information;
@ provide additional disclosures when
compliance with the specific requirements
ofthe financial reporting framework are
insufficient to enable users to understand the
impact of particular transactions, other events
and conditions on the entity’s financial
position and financial performance; and
@ make an assessment of the Groups ability to
continue as a going concern and prepare the
financial statements on the going concern
basis unless it is inappropriate to presume
that the Group will continue in business.
The Directors are responsible for keeping
adequate accounting records that are sufficient
to show and explain the Groups and Company’s
transactions and to disclose with reasonable
accuracy at any time the financial position of
the Group and Company and to enable them to
ensure that the financial statements comply
with the Companies Act 2006. They are also
responsible for safeguarding the assets of the
Company and hence for taking reasonable
steps for the prevention and detection of fraud
and other irregularities.
The Directors are responsible for ensuring
theAnnual Report, including the financial
statements, is made available on a website.
Financial statements are published on the
Company’s website in accordance with
legislation in the United Kingdom governing
thepreparation and dissemination of financial
statements, which may vary from legislation
inother jurisdictions. The maintenance and
integrity of the Company’s website
(www.ibstock.co.uk) is the responsibility of
theDirectors. The Directors’ responsibility
alsoextends to the ongoing integrity of the
financial statements contained therein.
The Directors in office as at 4 March 2026
andwhose names and functions are given on
pages 58 and 59 each confirm that to the best
of their knowledge:
@ the financial statements, prepared in
accordance with the relevant financial
reporting framework, give a true and fair view
of the assets, liabilities, financial position and
profit or loss of the Group and Company and
the undertakings included in the
consolidation taken as a whole; and
@ the Strategic Report and Directors’ Report
include a fair review of the development and
performance of the business and the position
of the Group and Company and the
undertakings included in the consolidation
taken as a whole, together with a description
of the principal risks and uncertainties that
they face.
The Directors consider that this 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 and strategy.
This Responsibility Statement was approved by
the Board of Directors on 4 March 2026 and is
signed on its behalf by order of the Board:
Joe Hudson Richard Akers
Chief Executive Officer Chair
4 March 2026 4 March 2026
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Ibstock Plc | Annual Report and Accounts 2025
Independent Auditors Report to the members of Ibstock Plc
Report on the audit of the financial statements
1. Opinion
In our opinion:
@ the financial statements of Ibstock plc (the ‘parent company’) and its subsidiaries (the
group’) give a true and fair view of the state of the group’s and of the parent company’s
affairs as at 31st December 2025 and of the group’s profit for the year then ended;
@ the group financial statements have been properly prepared in accordance with United
Kingdom adopted international accounting standards;
@ the parent company financial statements have been properly prepared in accordance with
United Kingdom Generally Accepted Accounting Practice, including Financial Reporting
Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of
Ireland”; and
@ the financial statements have been prepared in accordance with the requirements of the
Companies Act 2006.
We have audited the financial statements which comprise:
@ the consolidated income statement;
@ the consolidated statement of comprehensive income;
@ the consolidated balance sheet;
@ the consolidated statement of changes in equity;
@ the consolidated cash flow statement;
@ the related notes 1 to 32 to the consolidated financial statements;
@ the parent company balance sheet;
@ the parent company statement of changes in equity; and
@ the related notes to 1 to 12 to the parent company financial statements.
The financial reporting framework that has been applied in the preparation of the group financial
statements is applicable law, and United Kingdom adopted international accounting standards.
Thefinancial reporting framework that has been applied in the preparation of the parent company
financial statements is applicable law and United Kingdom Accounting Standards, including FRS 102
The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom
Generally Accepted Accounting Practice).
2. Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK))
and applicable law. Our responsibilities under those standards are further described in the auditor’s
responsibilities for the audit of the financial statements section of our report.
We are independent of the group and the parent company in accordance with the ethical
requirements that are relevant to our audit of the financial statements in the UK, including the
Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard as applied to listed public interest
entities, and we have fulfilled our other ethical responsibilities in accordance with these
requirements. The non-audit services provided to the group and parent company for the year are
disclosed in note 6 to the financial statements. We confirm that we have not provided any non-audit
services prohibited by the FRC’s Ethical Standard to the group or the parent company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
3. Summary of our audit approach
Key audit matters The key audit matters that we identified inthe current year were:
@ Impairment testing of non-current assets; and
@ Classification and accuracy of exceptional items
Within this report, key audit matters are identified as follows:
Increased level of risk
Similar level of risk
Decreased level of risk
Materiality The materiality that we used for the group financial statements was £2.85m
which was determined by considering a number of metrics including net
assets, revenue and profit before tax adjusted for exceptional items.
Scoping We have performed audit procedures on the entire financial information
forfour components and have performed specified audit procedures in
onecomponent. In addition, we have performed review procedures on
components and balances that we did not deem to be significant.
All work has been performed by the group audit engagement team.
Significant
changes in our
approach
Our audit approach remains consistent with the prior year.
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Independent Auditors Report to the members of Ibstock Plc continued
Report on the audit of the financial statements continued
4. Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern
basis of accounting in the preparation of the financial statements is appropriate.
Our evaluation of the directors’ assessment of the group’s and parent company’s ability to continue
to adopt the going concern basis of accounting included:
@ Assessing the reasonableness of assumptions applied by the directors in preparing their forecasts,
including the impact of the recent restructuring activities and the impact of the current
macroeconomic environment;
@ Assessing the historical accuracy of the forecasts approved by the directors;
@ Considering the impact of climate change risks and commitments on the expected cashflows in
the outlook period;
@ Obtaining confirmation for the financing facilities, repayment terms and covenants to test that
these facilities remain available, and evaluating the additional external funding facilities
accessible to the group;
@ Considering the impact of management successfully renewing its RCF agreement in the period
and the ability of the group to refinance its other facilities when they mature;
@ Testing the clerical accuracy and appropriateness of the model used to prepare the forecasts;
@ Challenging the group’s ‘severe but plausible’ case analysis and whether it is appropriate, and
performing sensitivity analysis on key variables, including the appropriateness of the groups
identified potential mitigating actions;
@ Reperforming the group’s sensitivity analysis, including the groups reverse stress test;
@ Reading analyst reports, industry data and other external information to determine if it provided
corroborative or contradictory evidence in relation to assumptions used;
@ Considering the recent site closures, and the impact that this could have on the groups forecasting;
@ Assessing consistency between impairment forecasting and going concern modelling;
@ Obtaining and performing analysis on post year end results and benchmarking this against the
groups forecasts; and
@ Assessing the appropriateness of the disclosures made within the financial statements.
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 groups and
parent company’s ability to continue as a going concern for a period of at least twelve months from
when the financial statements are authorised for issue.
In relation to the reporting on how the group has applied the UK Corporate Governance Code,
wehave nothing material to add or draw attention to in relation to the directors’ statement in the
financial statements about whether the directors considered it appropriate to adopt the going
concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance
in our audit of the financial statements of the current period and include the most significant
assessed risks of material misstatement (whether or not due to fraud) that we identified. These
matters included those which had the greatest effect on: the overall audit strategy; the allocation
ofresources in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole,
and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
5.1. Impairment of Non-Current Assets
Key audit matter
description
As at 31 December 2025, the group had non-current assets (excluding
post-employment benefit assets) of £544.9m (FY24: £564.8m).
Considering a prolonged downturn in activity levels across the UK
construction industry during FY24 and FY25 and the slower than
previously expected recovery in market demand, the group identified
indicators of potential impairment. In addition, the group took the
decision to restructure operations at its Leicester clay site and close certain
clay sites and have charged a £6.3m impairment against the non-current
assets of these operations accordingly (as detailed within notes 5 and 17).
In line with the requirements of IAS 36 (‘Impairment of Assets’), a full
impairment review was performed at the Cash Generating Unit (CGU’)
level, where each CGU represents the smallest identifiable group of assets
that generates cash inflows that are largely independent of inflows from
other assets or groups of assets. The value in use of each CGU was
calculated using cashflows reflecting the groups best estimate of the
future trading performance of the group. Further details of the cashflows,
and the assumptions made to calculate them, are included within note 17.
The group’s impairment review is sensitive to changes in the key
assumptions, as set out in note 17. Judgement is required to forecast CGU
level cashflows which are derived from the board-approved budget and
strategic plan covering the years 2026-2030, which is underpinned by
assumptions of demand for the groups products.
Please refer to the Strategic Report, Note 1, Note 13 and Note 17 which
provide further detail on the impairments made, and assumptions applied
to the value in use models. Further details about the groups consideration
of the climate related risks and opportunities relevant to the value in use
model are disclosed in the TCFD report at page 178.
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Ibstock Plc | Annual Report and Accounts 2025
Independent Auditors Report to the members of Ibstock Plc continued
How the scope of
our audit
responded to the
key audit matter
To address this key audit matter, we have performed the following procedures:
@ Gained an understanding of the relevant controls surrounding the
valuein use model, including the assumptions, data and the
mechanicalaccuracy;
@ Challenged the groups CGU determination, by understanding the
products manufactured by each site, how the entities of the group
generate cashflows and how this has remained consistent year on year;
@ Challenged the consistency of the groups methodology with the
requirements of IAS 36 by engaging our impairment modelling
specialists to review the mechanics of the model and to focus on areas
such as inclusion of working capital and the impact of IFRS 16 (‘Leases’);
@ Performed a search for contradictory evidence including market analyst
reports and housing market demand forecasts to challenge the key
assumptions used;
@ Reviewed historic CGU trading performance and the correlation with
the groups 5-year outlooks;
@ Validated market size assumptions to external forecasts, including
industry associations and market analyst reports;
@ Working with our Environmental, Social and Governance (‘ESG’)
specialists, challenged the group on their consideration of the climate
related risks and opportunities (as discussed in the TCFD report on
page178) in the value in use model;
@ Working with our valuations specialists, performed an independent
build-up of the Weighted Average Cost of Capital (‘WACC’) to be
included in the model for the purpose of discounting future cash
flows;and
@ Assessed the disclosures included within Notes 1, 13 and 17 for
consistency with the requirements of IAS 36.
Key observations Based on our audit procedures we are satisfied that the assumptions
inthe impairment models are within an acceptable range and that the
group’s impairment charge for restructured and closed sites is reasonable.
We also consider the disclosures, included within the financial statements
to be appropriate.
5.2. Classification and accuracy of exceptional items
Key audit matter
description
The group identified £19.5m (FY24: £11.7m) of exceptional items,
disclosed at the foot of the consolidated income statement (page 124)
and included in the determination of Alternative Performance
Measures(APMs).
The classification of certain income and costs as exceptional is not
defined by UK-adopted international accounting standards and therefore
significant judgement is required in determining the appropriate
classification policy in line with guidance from the FRC and ESMA
(‘European Securities and Markets Authority’).
The classification of costs and income as exceptional within the adjusted
profit metrics (being adjusted EBIT and adjusted EBITDA) is considered by
the group to be a key determinant in assessing the quality of the group’s
underlying earnings. These adjusting items include items which, by virtue
of their size, nature and/or expected infrequency of the events giving rise
to them, merit separate presentation.
We have identified there to be a possible risk of fraud due to inappropriate
manipulation, where items which are not exceptional, are incorrectly
labelled as such in the financial statements. Similarly, we consider the
accuracy of items classified as exceptional to be a key audit matter as
weidentified a risk associated with the quantification of items classified
as exceptional.
Further information on exceptional items can be found in the Audit
Committee Report on page 83, the groups summary of significant
accounting policies in note 1, note 2, note 3 and note 5.
Report on the audit of the financial statements continued
5. Key audit matters continued
5.1. Impairment of Non-Current Assets continued
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Independent Auditors Report to the members of Ibstock Plc continued
How the scope of
our audit
responded to the
key audit matter
We have performed the following procedures to address this key audit
matter:
@ Obtained an understanding of the relevant management review
controls over the classification of items as exceptional and the
associated accuracy of these items;
@ Challenged the classification policy for items the group proposed to
include as exceptional against FRC and ESMA guidance, including an
assessment of the completeness of such items through benchmarking
against the disclosures of comparable companies;
@ For all significant adjustments, discussed the appropriateness of these
items, their consistency with managements classification policy, and
disclosure considerations with the Audit Committee;
@ Challenged the appropriateness of including costs relating to sites
impaired in previous restructuring activity as being exceptional in the
current year;
@ Challenged whether costs included as exceptional due to being non-
recurring were incremental to the restructuring activity that they relate to;
@ Agreed a sample of these items to supporting documentation to assess
the accuracy of these items, and the validity of their classification as
exceptional; and,
@ Assessed the adequacy of the disclosures to explain the nature of the
exceptional items.
Key observations We concluded that the exceptional items balance is free from material
misstatement for the year ended 31 December 2025.
6. Our application of materiality
6.1. Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it
probable that the economic decisions of a reasonably knowledgeable person would be changed or
influenced. We use materiality both in planning the scope of our audit work and in evaluating the
results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a
whole as follows::
Group financial statements Parent company financial statements
Materiality £2.85m (2024: £2.85m) £1.99m (2024: £1.99m)
Basis for
determining
materiality
Our determined materiality is
based on multiple metrics including
profit before tax adjusted for
exceptional items, net assets and
revenue benchmarks.
This year we have refined our
approach to include profit before
tax adjusted for exceptional items
due to the restructuring activity
during the year significantly
reducing profit before tax.
Our materiality is equivalent to:
@ 0.7% of Net Assets
@ 0.8% of Revenue
@ 13.9% of Profit Before Tax
adjusted for exceptional items
(as included in note 5)
3% of net assets capped at 70%
of group materiality consistent with
the prior period.
Rationale for the
benchmark
applied
The revenue and profit of the
group have remained low
compared to historic levels in the
current year, following ongoing
subdued market demand and
trading volumes, however, the
overall size of the group (including
its net assets) remains stable when
compared with previous periods.
Net assets is considered to be an
appropriate benchmark for the
Company given its main function
isthat of a holding company.
Report on the audit of the financial statements continued
5. Key audit matters continued
5.2. Classification and accuracy of exceptional items continued
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Report on the audit of the financial statements continued
6. Our application of materiality continued
6.2 Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that,
inaggregate, uncorrected and undetected misstatements exceed the materiality for the financial
statements as a whole.
Group financial statements Parent company financial statements
Performance
materiality
70% (2024: 70%) of group
materiality
70% (2024: 70%) of parent
company materiality
Basis and
rationale for
determining
performance
materiality
In determining performance materiality, we considered the
followingfactors:
@ Our risk assessment, including our assessment of the quality of the
groups control environment;
@ The low number of misstatements (corrected and uncorrected) in prior
periods; and
@ The low level of change in the operations of the business from the
prioryear.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences
inexcess of £0.14m (2024: £0.14m), as well as differences below that threshold that, in our view,
warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure
matters that we identified when assessing the overall presentation of the financial statements.
7. An overview of the scope of our audit
7.1. Identification and scoping of components
We have identified the group components to be the legal entities that make up the group.
Wehaveperformed our scoping exercise by assessing the qualitative and quantitative risk factors
associated with the components of the group and the financial statement line items of the group.
Our consideration of risk factors has included considering the group structure and the organisation
of components within the divisions, including the differences in control environment across
thecomponents.
We have scoped in four components for audit procedures of the entire financial information that
together represent 92% (2024: 90%) of revenue and 88% (2024: 88%) of total assets. We have
performed specified audit procedures on an additional component that represents 2% of total
assets. We have also performed audit procedures over the classification and accuracy of exceptional
items across all components and have performed impairment testing over all non-current assets of
the group (excluding the defined benefit pension scheme asset).
We have performed review procedures on components and balances that we did not deem to
besignificant.
Audit of the entire
financial information
Review at group level
Audit of the entire
financial information
Review at group level
Specified audit
procedures
Revenue Net assets
8%
92%
10%
88%
2%
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Report on the audit of the financial statements continued
7. An overview of the scope of our audit continued
7.2. Our consideration of the control environment
The group uses JD Edwards as the main accounting software in the components that have the more
significant classes of transactions, account balances or disclosures within them. The group also uses
Resource Link for payroll management and Onestream for the consolidation. We have assessed the
IT control environment and gained an understanding of the general IT controls operating in the
identified systems. Together with our IT specialists, we have deployed our automated control testing
tool to understand the IT controls on segregation of duties and control configurations within
supporting infrastructure such as Windows AD, Oracle database and Solaris OS. We did not plan to
rely on any of these systems or adopt a control reliance strategy over any business processes or
account balances due to the manual control deficiencies identified in previous periods not being fully
remediated and operating effectively for the entire period (please see below). We also reviewed the
work of Internal Audit who identified some additional control deficiencies.
Throughout our audit we have considered the control deficiencies that were identified in the
priorperiod, and we tailored the timing, nature and extent of our procedures to address the
findingsidentified.
We have gained an understanding of the most relevant control(s) around:
@ Impairment of non-current assets;
@ Classification and accuracy of exceptional items;
@ Management override of controls;
@ Dilapidations and restoration provisions;
@ Going concern;
@ Pension scheme liability;
@ Impact of climate change upon the financial statements; and,
@ Revenue recognition: customer rebates
From this work, we have identified some further deficiencies in the design of controls, which the
group is subsequently taking action to remediate, and we have communicated findings and
deficiencies on internal controls to the Audit Committee. For each deficiency we considered tailoring
the timing, nature and extent of our audit procedures in response.
Please refer to page 89 which refers to the Audit Committee’s response to the deficiencies identified
by both our audit and Internal Audit.
7.3. Our consideration of climate-related risks
The group has continued to develop their understanding of the impact that climate change could
have on their business and have detailed these within the Sustainability Committee report on
page81. This has included monitoring performance against the 2030 targets outlined in the ESG
2030 strategy.
In the Principal Risks and Uncertainties report on page 48, the group have identified the areas of
their business that they think climate change will have the most significant impact on, through both
risks and opportunities. We have used this information and our own knowledge of the business and
the industry it operates in, including through the assistance of our ESG specialists, to perform an
account balance and disclosure level climate change risk assessment.
We have identified risks of material misstatement relating to:
@ the inclusion of climate related cashflows in both impairment testing of non-current assets
(section 5.1) and Going Concern forecasting (section 4);
@ the appropriateness of the assumptions applied in the valuation of the restoration provisions;
@ the useful economic lives of property, plant and equipment, particularly the group’s gas fuelled
kilns, and sites identified as having exposure to climate related physical risks; and
@ the impact that changes in consumer behaviour may have on demand for Ibstocks products,
andhow this could impact the going concern status of the group.
In response to the risks identified, we performed the following procedures:
@ we have inquired on the risks identified with those charged with governance (TCWG),
management, and others;
@ gained an understanding of the relevant controls operating in the business in relation to
identification of climate rated risks, and the group’s response to those risks;
@ we have reviewed internal and external communications surrounding climate change such as
sustainability reports, groups risk assessments, press releases and climate-related disclosures;
@ we have gained an understanding of how climate may affect the group’s business and operating
environment and its financial reporting, including, but not limited to:
@ group-specific climate initiatives and commitments;
@ internal and external risk factors affected by climate-related matters including key –
performance indicators, regulatory environment, governance structure; and
@ the groups assessment of the implications of climate related matters on the financial
statements and control environment;
@ we have assessed the impact of climate-related commitments made in the latest sustainability
report and the impact on accounting for restoration provisions;
@ we have evaluated the directors’ going concern and viability assessment as to whether this
appropriately considered climate related risks and the impact on cashflows;
@ we also challenged the directors as to the impact on the useful economic lives of certain classes
ofassets in relation to sustainability commitments being made in the public domain; and
@ together with our ESG specialists, we have read the climate related disclosures included within
other information of the annual report and assessed the consistency with the financial
statements, the disclosure requirements and knowledge obtained during the audit. Specifically,
wehave reviewed disclosures in the financial statements in notes 13, 17 and 20 to evaluate how
climate related risks have been considered in reaching accounting conclusions.
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Report on the audit of the financial statements continued
8. Other information
The other information comprises the information included in the annual report, other than the
financial statements and our auditors report thereon. The directors are responsible for the other
information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to
theextent otherwise explicitly stated in our report, we do not express any form of assurance
conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in
the course of the audit, or otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial statements themselves.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact.
We have nothing to report in this regard.
9. Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for
the preparation of the financial statements and for being satisfied that they give a true and fair
view, and for such internal control as the directors determine is necessary to enable the preparation
of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the
parent company’s ability to continue as a going concern, disclosing as applicable, matters related to
going concern and using the going concern basis of accounting unless the directors either intend to
liquidate the group or the parent company or to cease operations, or have no realistic alternative but
to do so.
10. Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit ofthe financial statements is located on
theFRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our
auditors report.
11. Extent to which the audit was considered capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect material misstatements in
respect of irregularities, including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
11.1. Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including
fraud and non-compliance with laws and regulations, we considered the following:
@ the nature of the industry and sector, control environment and business performance including
the design of the groups remuneration policies, key drivers for directors’ remuneration, bonus
levels and performance targets;
@ the group’s own assessment of the risks that irregularities may occur either as a result of fraud
orerror that was approved by the board on;
@ results of our enquiries of management, internal audit, the directors and the audit committee
about their own identification and assessment of the risks of irregularities, including those that are
specific to the groups sector;
@ any matters we identified having obtained and reviewed the group’s documentation of their
policies and procedures relating to:
@ identifying, evaluating and complying with laws and regulations and whether they were aware
of any instances of non-compliance;
@ detecting and responding to the risks of fraud and whether they have knowledge of any actual,
suspected or alleged fraud;
@ the internal controls established to mitigate risks of fraud or non-compliance with laws and
regulations; including the fraud risk register which is maintained by management;
@ the matters discussed among the audit engagement team and relevant internal specialists,
including tax, valuations, impairments, data analytics, pensions, IT and ESG regarding how and
where fraud might occur in the financial statements and any potential indicators of fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist within
the organisation for fraud and identified the greatest potential for fraud in the following area:
classification and accuracy of exceptional items.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to
respond to the risk of management override.
Independent Auditors Report to the members of Ibstock Plc continued
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Report on the audit of the financial statements continued
11. Extent to which the audit was considered capable of detecting irregularities,
including fraud continued
11.1. Identifying and assessing potential risks related to irregularities continued
We also obtained an understanding of the legal and regulatory frameworks that the group operates
in,focusing on provisions of those laws and regulations that had a direct effect on the determination
of material amounts and disclosures in the financial statements. The key laws and regulations we
considered in this context included the UK Companies Act, Listing Rules, pensions legislation, and
taxlegislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect
on the financial statements but compliance with which may be fundamental to the group’s ability
tooperate or to avoid a material penalty. These included employment law, occupational health and
safety regulations and environmental regulations.
11.2. Audit response to risks identified
As a result of performing the above, we identified the Presentation and Accuracy of Exceptional
Items as a key audit matter related to the potential risk of fraud. The key audit matters section of
our report explains the matter in more detail and also describes the specific procedures we
performed in response to that key audit matter.
In addition to the above, our procedures to respond to risks identified included the following:
@ reviewing the financial statement disclosures and testing to supporting documentation to assess
compliance with provisions of relevant laws and regulations described as having a direct effect on
the financial statements;
@ enquiring of management, the audit committee and in-house and external legal counsel
concerning actual and potential litigation and claims;
@ performing analytical procedures to identify any unusual or unexpected relationships that may
indicate risks of material misstatement due to fraud;
@ reading minutes of meetings of those charged with governance and reviewing internal audit
reports, and correspondence with HMRC;
@ assessing the appropriateness and robustness of management’s response to the inconsequential
fraud identified, and assessed the completeness of the sites in which this fraud was identified; and
@ in addressing the risk of fraud through management override of controls, testing the
appropriateness of journal entries and other adjustments; assessing whether the judgements made
in making accounting estimates are indicative of a potential bias; and evaluating the business
rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all
engagement team members including internal specialists, and remained alert to any indications of
fraud or non-compliance with laws and regulations throughout the audit.
Report on other legal and regulatory requirements
12. Opinions on other matters prescribed by the Companies Act 2006
In our opinion the part of the directors’ remuneration report to be audited has been properly
prepared in accordance with the Companies Act 2006.
In our opinion the part of the directors’ remuneration report to be audited has been properly
prepared in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
@ the information given in the strategic report and the directors’ report for the financial year
for which the financial statements are prepared is consistent with the financial statements;
and
@ the strategic report and the directors’ report have been prepared in accordance with
applicable legal requirements.
In the light of the knowledge and understanding of the group and the parent company and
their environment obtained in the course of the audit, we have not identified any material
misstatements in the strategic report or the directors’ report.
13. Corporate Governance Statement
The Listing Rules require us to review the directors’ statement in relation to going concern, longer-
term viability and that part of the Corporate Governance Statement relating to the groups
compliance with the provisions of the UK Corporate Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the Corporate Governance Statement is materially consistent with the
financial statements and our knowledge obtained during the audit:
@ the directors’ statement with regards to the appropriateness of adopting the going concern
basis of accounting and any material uncertainties identified set out on page 53;
@ the directors’ explanation as to its assessment of the group’s prospects, the period this
assessment covers and why the period is appropriate set out on page 15;
@ the directors’ statement on fair, balanced and understandable set out on page 85;
@ the board’s confirmation that it has carried out a robust assessment of the emerging and
principal risks set out on page 48;
@ the section of the annual report that describes the review of effectiveness of risk
management and internal control systems set out on page 89; and
@ the section describing the work of the audit committee set out on page 83.
Independent Auditors Report to the members of Ibstock Plc continued
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Report on other legal and regulatory requirements continued
14. Matters on which we are required to report by exception
14.1. Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
@ we have not received all the information and explanations we require for our audit; or
@ adequate accounting records have not been kept by the parent company, or returns adequate
forour audit have not been received from branches not visited by us; or
@ the parent company financial statements are not in agreement with the accounting records
andreturns.
We have nothing to report in respect of these matters.
14.2. Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of
directors’ remuneration have not been made or the part of the directors’ remuneration report to be
audited is not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
15. Other matters which we are required to address
15.1. Auditor tenure
Following the recommendation of the audit committee, we were appointed by the Board of
Directors on 24 May 2017 to audit the financial statements for the year ending 31 December 2017
and subsequent financial periods. The period of total uninterrupted engagement including previous
renewals and reappointments of the firm is 9 years, covering the years ending 31 December 2017 to
31 December 2025.
15.2. Consistency of the audit report with the additional report to the audit committee
Our audit opinion is consistent with the additional report to the audit committee we are required to
provide in accordance with ISAs (UK).
16. Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state
tothe company’s members those matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the company and the company’s members as a body, for our
audit work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule
(DTR) 4.1.15R – DTR 4.1.18R, these financial statements will form part of the Electronic Format
Annual Financial Report filed on the National Storage Mechanism of the FCA in accordance with
DTR 4.1.15R – DTR 4.1.18R. This auditor’s report provides no assurance over whether the Electronic
Format Annual Financial Report has been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R.
Lee Highton, FCA (Senior statutory auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
Birmingham, United Kingdom
4 March 2026
Independent Auditors Report to the members of Ibstock Plc continued
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Ibstock Plc | Annual Report and Accounts 2025
Consolidated income statement
Year ended
Year ended
31 December
31 December
2025
2024
Notes
£’000
£000
Revenue
4
37 2 ,1 0 4
366,207
Cost of sales
6
(276, 121)
(2 61 , 6 5 0)
Gross profit
95,98 3
10 4 ,5 57
Distribution costs
6
(36 , 389)
(3 4 ,13 9)
Administrative expenses
(51, 7 9 8)
(4 5 , 6 5 0)
Net profit on sale of business and fixed assets
17 8
2 61
Other income
2 ,340
2 , 314
Other expenses
(28 0)
(27 0)
Operating profit
6
10, 0 3 4
27, 0 7 3
Finance costs
8
(9, 8 11)
(8 , 287)
Finance income
9
67 3
1, 8 9 4
Net finance cost
(9 ,13 8)
(6 , 3 93)
Profit before taxation
896
20,680
Taxation
10
2 ,17 8
(5,588)
Profit for the financial year
3 , 0 74
15 , 0 9 2
Profit attributable to:
Owners of the Company
3 , 074
15 , 0 92
pence per
pence per
Notes
share
share
Earnings per share
Basic
11
0.8
3. 8
Diluted
11
0.8
3. 8
Non-GAAP measure
Reconciliation of Adjusted EBIT
1
and Adjusted EBITDA
1
to operating profit for the financial year:
Year ended Year ended
31 December 31 December
2025 2024
Notes £’000 £000
Operating profit 10,034 27,073
Add back exceptional cost impacting operating
profit 5 19,478 11,720
Add back incremental depreciation and
amortisation following fair value uplift 4 10,236 10,779
Adjusted EBIT
1
39,748 49,572
Add back depreciation and amortisation pre fair
value uplift 4 31,296 29,778
Adjusted EBITDA
1
71,044 79,350
All amounts relate to continuing operations.
The notes on pages 129 to 164 form an integral part of these consolidated financial statements.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial
statements.
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Ibstock Plc | Annual Report and Accounts 2025
Consolidated statement of comprehensive income
Year ended
Year ended
31 December
31 December
2025
2024
Notes
£’000
£000
Profit for the financial year
3 , 0 74
15 , 0 9 2
Other comprehensive income/(expense):
Items that may be reclassified subsequently to
profit or loss
Change in fair value of cash flow hedges
2
23
64
(5 4)
Related tax movements
2
10
(20)
14
44
(4 0)
Items that will not be reclassified subsequently
to profit or loss
Remeasurement of post-employment benefit
assets and obligations
2
21
(1 , 0 02)
(1, 4 57)
Related tax movements
2
10
324
4 37
(678)
(1, 0 2 0)
Other comprehensive expense for the year, net
of tax
(6 34)
(1, 0 6 0)
Total comprehensive income for the year, net
of tax
2,440
14 , 0 3 2
Total comprehensive income attributable to:
Owners of the Company
2,440
14 , 0 3 2
The notes on pages 129 to 164 form an integral part of these consolidated financial statements.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated
financialstatements.
2 Impacting retained earnings.
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Consolidated balance sheet
At
At
31 December
31 December
2025
2024
Notes
£’000
£000
Assets
Non-current assets
Intangible assets
12
66,447
73 ,95 0
Property, plant and equipment
13
4 5 5 ,1 4 7
462 , 50 4
Right-of-use assets
27
23, 2 92
28 ,363
Post-employment benefit asset
21
5,984
7, 8 3 9
550 , 870
57 2 , 65 6
Current assets
Inventories
14
13 7, 4 4 8
124 , 8 19
Current tax recoverable
3 ,18 6
1, 323
Trade and other receivables
15
32 , 273
4 3 , 8 15
Cash and cash equivalents
2 0 ,97 1
9, 292
193 , 87 8
17 9 , 2 4 9
Assets held for sale
16
20 0
Total assets
74 4 , 74 8
7 5 2 ,1 0 5
Current liabilities
Trade and other payables
18
(8 9,4 8 2)
(8 8 , 85 3)
Derivative financial instruments
23
(78)
Borrowings
19
(4 1 ,1 5 2)
(31, 4 2 5)
Lease liabilities
27
(9, 58 8)
(9 , 4 7 1)
Provisions
20
(5 , 595)
(3 ,0 10)
(14 5, 817)
(132 , 8 37)
Net current assets
48,061
4 6 ,612
Total assets less current liabilities
59 8 ,931
619 , 2 6 8
The notes on pages 129 to 164 form an integral part of these consolidated financial statements.
These financial statements were approved by the Board and authorised for issue on 4 March 2026.
They were signed on its behalf by:
Joe Hudson Richard Akers
Chief Executive Officer Chair
At
At
31 December
31 December
2025
2024
Notes
£’000
£000
Non-current liabilities
Borrowings
19
(99 ,862)
(9 9 , 42 7)
Lease liabilities
27
(19, 922)
(25 , 611)
Deferred tax liabilities
22
(8 8 , 695)
(9 1, 9 4 0)
Provisions
20
(7, 9 9 2)
(7, 0 27 )
(216, 471)
(2 24 , 0 05)
Total liabilities
(3 62 , 28 8)
(35 6 , 8 42)
Net assets
382, 460
395, 263
Equity
Share capital
24
4,0 96
4, 096
Share premium
25
4 ,45 8
4,45 8
Retained earnings
769, 76 0
783, 8 0 0
Other reserves
25
(395 ,85 4)
(3 97, 0 9 1)
Equity attributable to owners of the Company
382 ,46 0
3 95, 263
Total equity
382 ,46 0
395 , 263
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126Ibstock Plc | Annual Report and Accounts 2025
Consolidated statement of changes in equity
Total equity
RetainedOther reservesattributable to
Share capital
Share premium
earnings(see Note 25)
owners
Total equity
Notes
£’000
£000
£’000
£000
£’000
£000
Balance at 1 January 2025
4,0 96
4 ,45 8
783, 8 0 0
(397,091)
395 , 2 63
39 5, 263
Profit for the year
3 , 074
3 , 074
3 , 074
Other comprehensive (expense)/income
(67 8)
44
(6 3 4)
(63 4)
Total comprehensive income for the year
2 , 39 6
44
2,440
2,44 0
Transactions with owners:
Share-based payments
26
484
48 4
48 4
Current tax on share-based payment
10
45
45
45
Deferred tax on share-based payment
22
13
13
13
Equity dividends paid
31
(15 , 7 8 5)
(15 , 7 8 5)
(15 , 78 5)
Issue of own shares held on exercise of share options
25
(1 ,1 9 3)
1 ,19 3
At 31 December 2025
4,0 96
4 ,45 8
76 9, 76 0
(395 , 85 4)
382 ,46 0
382 ,460
Total equity
RetainedOther reserves attributable to
Share capital
Share premium
earnings(see Note 25)
owners
Total equity
Notes
£’000
£000
£’000
£’000
£000
£’000
Balance at 1 January 2024
4 ,096
4 ,45 8
7 9 0, 971
(39 9, 658)
39 9 , 8 67
39 9 , 8 67
Profit for the year
15 , 0 9 2
15 , 0 92
15 , 0 92
Other comprehensive expense
(1, 0 2 0)
(4 0)
(1, 06 0)
(1 , 0 6 0)
Total comprehensive income/(expense) for the year
14 , 0 7 2
(4 0)
14 , 032
14 , 032
Transactions with owners:
Share-based payments
26
1, 25 3
1, 2 5 3
1, 2 5 3
Current tax on share-based payment
10
18
18
18
Deferred tax on share-based payment
22
124
124
12 4
Equity dividends paid
31
(2 0 , 03 1)
(2 0 , 031)
(2 0 , 031)
Issue of own shares held on exercise of share options
25
(2 , 6 07)
2 , 6 07
At 31 December 2024
4 ,096
4 ,45 8
783, 8 0 0
( 3 97, 0 9 1)
395 , 263
395 , 263
The notes on pages 129 to 164 form an integral part of these consolidated financial statements.
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Additional Information
127Ibstock Plc | Annual Report and Accounts 2025
Consolidated cash flow statement
Year ended
Year ended
31 December
31 December
2025
2024
Notes
£’000
£000
Cash flow from operating activities
Cash generated from operations
28
48,03 5
62 ,9 06
Interest paid
(7, 7 7 6)
(6 , 2 57)
Other interest paid – lease liabilities
(2,048)
(2 , 49 4)
Tax received/(paid)
1, 359
(5 0 0)
Net cash inflow from operating activities
39, 570
53 , 655
Cash flows from investing activities
Purchase of property, plant and equipment
(4 4 ,7 7 6)
(4 5 , 2 35)
Proceeds from sale of property, plant and
equipment
3 ,13 4
37 9
Proceeds from disposals of business and fixed
assets – exceptional
5
31, 2 07
Purchase of intangible assets
(1 , 912)
Refund of deferred consideration
17 1
Interest received
14 2
13 9
Net cash outflow from investing activities
(1 2,205)
(4 4 , 5 4 6)
Cash flows from financing activities
Dividends paid
31
(15 , 78 5)
(2 0 , 0 3 1)
Drawdown of borrowings
84, 000
87 ,000
Repayment of borrowings
(73 ,000)
(81 ,000)
Debt issue costs
(1, 0 4 0)
Repayment of lease liabilities
(9, 9 9 8)
(9,65 1)
Net cash outflow from financing activities
(15 , 8 2 3)
(2 3 ,6 82)
Net increase/(decrease) in cash and cash
equivalents
11 , 5 4 2
(14 , 57 3)
Cash and cash equivalents at beginning of the year
9, 292
23 , 872
Exchange gains/(losses) on cash and cash
equivalents
137
(7)
Cash and cash equivalents at end of the year
20 ,971
9 , 292
The notes on pages 129 to 164 form an integral part of these consolidated financial statements.
Reconciliation of changes in cash and cash equivalents to movement
in net debt
1
Year ended Year ended
31 December 31 December
2025
2024
Notes
£’000
£000
Net increase/(decrease) in cash and cash
equivalents
11, 5 4 2
(14 , 573)
Proceeds from borrowings
(84,000)
(8 7 ,000)
Repayment of borrowings
7 3, 000
8 1 ,000
Non-cash debt movement
838
(3 6 4)
Effect of foreign exchange rate changes
137
(7)
Movement in net debt
1
1 , 517
(20,944)
Net debt
1
at start of year
(12 1 , 5 6 0)
(1 0 0 , 61 6)
Net debt
1
at end of year
3
(12 0 , 0 4 3)
(1 21,560)
Comprising:
Cash and cash equivalents
20 ,97 1
9, 292
Short-term borrowings
19
(41 ,15 2)
(31, 4 2 5)
Long-term borrowings
19
(99,862)
(9 9, 4 27)
(12 0 , 0 4 3)
(121,560)
1 Alternative performance measures are described in Note 3 to the consolidated financial statements.
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Additional Information
128Ibstock Plc | Annual Report and Accounts 2025
Notes to the consolidated financial statements
1. Summary of significant accounting policies
Authorisation of financial statements
The consolidated financial statements of Ibstock Plc, which has a premium listing on the London
Stock Exchange, for the year ended 31 December 2025 were authorised for issue in accordance with
a resolution of the Directors on 4 March 2026. The balance sheet was signed on behalf of the Board
by J Hudson and R Akers.
Ibstock Plc is a public company limited by shares, which is incorporated in the United Kingdom and
registered in England. The registered office is Leicester Road, Ibstock, Leicestershire LE67 6HS and
the company registration number is 09760850.
The principal activities of the Company and its subsidiaries (the ‘Group’) and the nature of the
Group’s operations are set out in the Strategic Report on pages 1 to 54 .
Basis of preparation
The consolidated financial statements of Ibstock Plc for the year ended 31 December 2025 have
been prepared in accordance with UK adopted International Accounting Standards (IAS). They are
prepared on the basis of all IFRS accounting standards and interpretations that are mandatory for
the year ended 31 December 2025 and in accordance with the Companies Act 2006. The
comparative financial information has also been prepared on this basis.
These consolidated financial statements are prepared on a going concern basis, under the historical
cost convention modified by revaluation of certain financial instruments and pension balances. The
consolidated financial statements are presented in Sterling and all values are rounded to the nearest
thousand, except where otherwise indicated.
The material accounting policies are set out below.
Basis of consolidation
The consolidated financial statements comprise the financial statements of Ibstock Plc and its
subsidiaries as at 31 December 2025. The financial statements of subsidiaries are prepared for the
same reporting period as the Parent Company, using consistent accounting policies. All intra-Group
balances, transactions, income and expenses and profit and losses resulting from intra-Group
transactions have been eliminated in full. Subsidiaries are consolidated from the date on which the
Group obtains control and cease to be consolidated from the date on which the Group no longer
retains control. Details of all the subsidiaries of the Group are given in Note 29.
The subsidiaries are all entities over which the Group has control. The Group controls an entity when
the Group 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.
Going concern
Despite the macroeconomic downturn, there are initial positive external market indicators with
inflation continuing to fall and mortgage rates stabilising, and proposed housing and planning
policy changes which could increase both housing construction activity and effective demand for
housing looking forward. The directors do not believe that the going concern basis of preparation
represents a significant judgement.
The Group’s financial planning and forecasting process consists of a budget for the next year
followed by a medium-term projection. The Directors have reviewed and robustly challenged the
assumptions about future trading performance, operational and capital expenditure and debt
requirements within these forecasts including the Groups liquidity and covenant forecasts, and
stress testing within their going concern assessment.
In arriving at their conclusion on going concern, the Directors have given due consideration to
whether the funding and liquidity resources above are sufficient to accommodate the principal risks
and uncertainties faced by the Group, particularly those relating to economic conditions and
operational disruption. The strategic report sets out in more detail the Groups approach and risk
management framework.
Group forecasts have been prepared which reflect both actual conditions and estimates of the
future reflecting macroeconomic and industry-wide projections, as well as matters specific to
the Group.
The Group has financing arrangements comprising £100 million of private placement notes
with maturities between November 2028 and November 2033, and a £125 million RCF maturing
in November 2029, with a one-year extension option. At 31 December 2025 the RCF was
£42.0 million drawn.
Covenants under the Group’s RCF and private placement notes require leverage of no more than
3 times net debt to adjusted EBITDA
1
, and interest cover of no less than 4 times, tested bi-annually
at each reporting date with reference to the previous 12 months. At 31 December 2025 covenant
requirements were met with significant headroom.
The key uncertainty faced by the Group is the industry demand for its products. Accordingly, the
Group has modelled financial scenarios which see reduction in the industry demand for its products
thereby stress testing the Groups resilience. For each scenario, cash flow and covenant compliance
forecasts have been prepared. In the most severe but plausible scenario industry demand for Clay
products is projected to be around 35% lower than the demand levels experienced in five of the past
ten years (‘benchmarked demand levels’), in the 2026 year (10% below 2025 levels) recovering to
around 25% lower in 2027 (5% above 2025 levels), with management’s base case reflecting a
modest cyclical recovery following the prolonged sector downturn.
In the severe but plausible scenario, the Group has sufficient liquidity and headroom against its
covenants, with covenant headroom expressed as a percentage of annual adjusted EBITDA
1
being
in excess of 20%.
In addition, the Group has prepared a reverse stress test to evaluate the industry demand reduction
at which it would be likely to breach the debt covenants, before any further mitigating actions are
taken. This test indicates that, at a reduction of 41% in sales volumes versus benchmarked demand
levels, in 2026 and a reduction of 43% in the first half of 2027, the Group would be at risk of breaching
its covenants.
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Going concern continued
The Directors consider this to be a highly unlikely scenario, and in the event of an anticipated
covenant breach, the Group would seek to take further steps to mitigate, including the disposal of
valuable land and building assets and additional restructuring steps to reduce the fixed cost base of
the Group.
Having taken account of the various scenarios modelled, and in light of the mitigations available to
the Group, the Directors are satisfied that the Group has sufficient resources to continue in operation
for a period of not less than 12 months from the date of this report. Accordingly, the consolidated
financial information has been prepared on a going concern basis.
New or amended standards that are effective for the current year
In the current year, the Group has applied the amendment below to IFRS Standards and
Interpretations issued by the International Accounting Standards Board (IASB) that is mandatorily
effective for an accounting period that begins on or after 1 January 2025.
@ Amendments to IAS 21 – Lack of Exchangeability.
The amendment listed above did not have any impact on the amounts recognised in prior periods
and are not expected to significantly affect the current or future periods.
New and revised standards in issue but not yet effective
At the date of authorisation of these financial statements, the Group has not applied the following
new and revised IFRS Standards that have been issued but are not yet effective:
@ Amendments to IFRS 9 and IFRS 7 – Classification and Measurement of Financial Instruments;
@ IFRS 18 – Presentation and Disclosure in Financial Statements; and
@ IFRS 19 – Subsidiaries without Public Accountability: Disclosures.
The Directors do not expect that the adoption of the Standards listed above will have a material
impact on the financial statements of the Group in the current or future reporting periods, except
if indicated below.
IFRS 18 Presentation and Disclosures in Financial Statements
IFRS 18 replaces IAS 1, carrying forward many of the requirements in IAS 1 unchanged and
complementing them with new requirements. In addition, some paragraphs from IAS 1 have been
moved to IAS 8 and IFRS 7. Furthermore, the IASB has made minor amendments to IAS 7 and
IAS 33 Earnings per Share.
IFRS 18 introduces new requirements to:
@ present specified categories and defined subtotals in the statement of profit or loss
@ provide disclosures on management-defined performance measures (MPMs) in the notes to the
financial statements
@ improve aggregation and disaggregation.
An entity is required to apply IFRS 18 for annual reporting periods beginning on or after 1 January 2027,
with earlier application permitted. The amendments to IAS 7 and IAS 33, as well as the revised IAS 8
and IFRS 7, become effective when an entity applies IFRS 18. IFRS 18 requires retrospective
application with specific transition provisions.
The Directors anticipate that the application of these amendments will have an impact on the
Groups consolidated financial statements in future periods.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision-makers (CODMs). The CODMs, who are responsible for allocating resources
and assessing performance of the operating segments, have been identified as the Chief Executive
Officer and Chief Financial Officer of the Group.
The CODMs review the key profit measure, Adjusted EBITDA
1
, as defined in Note 3, and consider the
Group’s reportable segments to be Clay and Concrete.
Foreign currency translation
(a) Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the
currency of the primary economic environment in which the entity operates (‘the functional currency’).
The consolidated financial statements are presented in Sterling (£), which is the Groups
presentation currency.
(b) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates
prevailing at the dates of the transactions or valuation where items are remeasured. Foreign
exchange gains and losses resulting from the settlement of such transactions and from the
translation at year end exchange rates of monetary assets and liabilities denominated in foreign
currencies are recognised in the income statement, except when deferred in other comprehensive
income as qualifying cash flow hedges and qualifying net investment hedges. Foreign exchange
gains and losses that relate to borrowings and cash and cash equivalents are presented in the
income statement within net finance costs. All other foreign exchange gains and losses are
presented within the income statement.
Property, plant and equipment
Property, plant and equipment is stated at the cost to the Group less depreciation. The cost of property,
plant and equipment includes directly attributable costs. Costs incurred to gain access to mineral
reserves (typically stripping costs) are capitalised and depreciated over the life of the quarry, which is
based on the estimated tonnes of raw material to be extracted from the reserves. Management
assesses the Group’s assets separating their cost into (i) the local statutory books’ historical cost
and (ii) the associated fair value uplift, which arose on the acquisition of the Group in 2015.
Details of cost and accumulated depreciation are included in Note 13.
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Property, plant and equipment continued
Depreciation is provided on the cost of all assets (except assets in the course of construction and
land), so as to write off the cost, less residual value, on a straight line basis over the expected useful
economic life of the assets concerned, as follows:
Asset classification Useful life
Land Not depreciated
Freehold buildings 15 – 60 years
Plant, machinery and equipment 2 – 40 years
Mineral reserves Amortised on a usage basis
Exploration expenditure relates to the initial search for mineral deposits with economic potential
and is not capitalised. Evaluation expenditure relates to a detailed assessment of deposits or other
projects that have been identified as having economic potential and in obtaining permissions to
extract clay. Capitalisation of evaluation expenditure within ‘Mineral reserves’ commences when
there is a high degree of confidence that the Group will determine that a project is commercially
viable, i.e., the project will provide a satisfactory return relative to its perceived risks, and therefore it
is considered probable that future economic benefits will flow to the Group.
Mineral reserves may be declared for an undeveloped project before its commercial viability has
been fully determined. Evaluation costs may continue to be capitalised during the period between
declaration of reserves and approval to extract clay as further work is undertaken in order to refine
the development case to maximise the project’s returns.
The carrying values of property, plant and equipment are reviewed for impairment if events or
changes in circumstances indicate the carrying value may not be recoverable. The carrying values of
capitalised evaluation expenditure are reviewed for impairment by management.
Useful lives and residual values are reviewed at each balance sheet date and revised where
expectations are significantly different from previous estimates. In such cases, the depreciation
charge for current and future periods is adjusted accordingly.
Intangible assets
Separately acquired brands and non-contractual customer relationships are shown at historical cost.
Brands and customer relationships have a finite useful life and are carried at cost less accumulated
amortisation. Amortisation is calculated using the straight line method to allocate the cost of brands
and customer relationships over their estimated useful lives as follows:
Asset classification Useful life
Brands 10 – 50 years
Customer contracts and relationships 10 – 20 years
Licences represent carbon allowances the Group purchased to meet carbon emissions in excess of
the Group’s granted allowances under the UK Emission Trading Scheme (ETS). The carbon allowances
are recognised as intangible assets and classified as non-current assets. The costs to settle the
forecast emissions in the year in excess of granted allowances are recognised across the year.
For implementation costs in a cloud service contract that are distinct from the related software, the
costs are recognised as an expense as incurred (as the service is received) unless it gives rise to a
separate intangible asset. The costs of services provided by the cloud vendor, which are not distinct
from access to the software, are recognised as an expense over the period of access to the software.
Goodwill is initially recognised and measured as the excess of consideration transferred over the fair
value of the net assets acquired in a business combination. Goodwill is not amortised but is reviewed
for impairment at least annually. For the purpose of impairment testing, goodwill is allocated to the
Group’s cash-generating unit (or groups of cash-generating units) expected to benefit from the
synergies of the combination. Cash-generating units to which goodwill has been allocated are
tested for impairment annually, or more frequently when there is an indication that the asset may
be impaired.
If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit,
the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the
unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each
asset in the unit. Any impairment loss recognised for goodwill is not reversed in a subsequent period.
On disposal of a cash-generating unit, the attributable amount of goodwill is included in the
determination of the profit or loss on disposal. There has been no impairment of goodwill in the
current or prior year.
For further details, see Note 12.
Impairment of non-financial assets
Assets that are subject to amortisation or depreciation, such as brands and non-contractual
customer relationships and property, plant and equipment, are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount may not be recoverable.
An impairment loss is recognised immediately within the income statement for the amount by which
the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher
of an asset’s fair value less costs of disposal and value-in-use.
For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are
largely independent cash inflows (cash-generating units). Prior impairments of non-financial assets
(other than goodwill) are reviewed for possible reversal at each reporting date at which point they
are immediately recognised within the income statement.
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Impairment of non-financial assets continued
For assets excluding goodwill, an assessment is made at each reporting date whether there is any
indication that previously recognised impairment losses may no longer exist or may have decreased.
If such indication exists, the Group estimates the asset’s or cash-generating unit’s (CGU’s)
recoverable amount. A previously recognised impairment loss is reversed only if there has been a
change in the assumptions used to determine the asset’s recoverable amount since the last
impairment was recognised. The reversal is limited so that the carrying amount of the asset does not
exceed its recoverable amount, nor exceed the carrying amount that would have been determined,
net of depreciation, had no impairment loss been recognised for the asset in prior years. As the
Group has no assets carried at revalued amounts, such reversal is recognised in the consolidated
income statement.
The Group, where appropriate, separately applies the requirements of IAS 36 to land and to
buildings on sites owned considering the individual recoverable values of each and the reliability
in estimating these.
For further details, see Note 17.
Assets held for sale
Non-current assets and disposal groups are classified as held for sale only if available for immediate
sale in their present condition and a sale is highly probable and expected to be completed within
one year from the date of classification. Such assets and disposal groups are measured at the lower
of carrying amount and fair value less the costs to sell. Non-current assets classified as held for sale
(or that form part of a disposal group classified as held for sale) are not depreciated or amortised.
Leases
The Group as lessee
The Group leases various offices, warehouses, factories, equipment, mobile plant and cars. Rental
contracts are typically made for fixed periods of three to twelve years, but may have extension
options, as described below, and contain a range of terms and conditions. The lease agreements do
not impose any covenants, but leased assets may not be used as security for borrowing purposes.
Management also reviews other contracts entered into during the period to assess whether they
may contain embedded leases. Such contracts are, or contain, a lease if it conveys the right to
control the use of a specified asset (e.g. plant, property and equipment) over a period in exchange
for consideration.
Leases are recognised as right-of-use assets and a corresponding liability at the date on which the
leased asset is available for use by the Group. Each lease payment is allocated between the liability
and finance cost.
The finance cost is charged to the income statement over the lease period, so as to produce a
constant periodic rate of interest on the remaining balance of the liability for each period. The
right-of-use asset is depreciated over the shorter of the asset’s useful life and the lease term on a
straight line basis.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease
liabilities include the net present value of the following lease payments:
@ fixed payments (including in-substance fixed payments), less any incentives receivable;
@ variable lease payments that are based on an index or rate;
@ the exercise price of a purchase option, if the lessee is reasonably certain to exercise that option; and
@ payments of penalties for terminating the lease, if the lease term reflects the lessee exercising
that option.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be
determined, the lessees incremental borrowing rate is used, being the rate that the lessee would
have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic
environment with similar terms and conditions.
Right-of-use assets are measured at cost comprising the following:
@ the amount of the initial measurement of lease liability;
@ any lease payments made at or before the commencement date less any lease incentives received;
@ any initial direct costs; and
@ restoration costs.
Payments associated with short-term leases and leases of low-value assets are recognised on a
straight line basis as an expense within the income statement. Short-term leases are leases with a
term of 12 months or less.
(i) Variable lease payments
Some property leases contain variable lease payment terms that are linked to the extraction of raw
materials. For individual properties, a percentage of the lease payments are on the basis of the
variable payment terms.
Variable lease payments that are dependent upon the level of extraction are recognised within
the income statement in the period in which the extraction which triggers that payment occurs.
The value of variable lease payments and the impact of movements in the Groups levels of
extraction are insignificant in current and prior periods.
(ii) Extension and termination options
Extension and termination options are included in a small number of property leases across the
Group. The majority of such options are exercisable only by the Group and not by the respective
lessor. In determining the lease term, management considers all facts and circumstances that create
an economic incentive to exercise an extension option or not exercise a termination option.
Extension options (or periods after termination options) are only included in the future cash outflows
if the lease is reasonably certain to be extended (or not terminated). This assessment is reviewed if
a significant event or a significant change in circumstances occurs that affects this assessment and
that is within the control of the lessee.
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Leases continued
The Group as lessor
The Group enters into lease agreements as a lessor with respect to some of its surplus properties.
Leases for which the Group is a lessor are classified as either finance or operating leases. Whenever
the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the
contract is classified as a finance lease. All other leases are classified as operating leases.
When the Group is an intermediate lessor, it accounts for the head lease and the sub-lease as two
separate contracts. The sub-lease is classified as a finance or operating lease by reference to the
right-of-use asset arising from the head lease.
Rental income from operating leases is recognised on a straight-line basis over the term of the
relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are
added to the carrying amount of the leased asset and amortised on a straight-line basis over the
lease term.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost includes all costs incurred in
bringing each product to its present location and condition. Raw materials, consumables and goods
for resale are recognised on a weighted average cost basis, while work in progress and finished goods
are held at direct cost plus an appropriate proportion of production overheads. Net realisable value is
the estimated selling price in the ordinary course of business, less applicable variable selling expenses.
The Group records provisions for obsolete and slow-moving inventory on the basis of historical sales
values and volumes, respectively. These inventory provisions are updated regularly to reflect
managements most recent information.
Investments and other financial assets
Classification
The Group classifies its financial assets in the following measurement categories:
@ those to be measured subsequently at fair value (either through other comprehensive income
(OCI) or through profit or loss); and
@ those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the
contractual terms of the cash flows.
The Group reclassifies debt investments when and only when its business model for managing those
assets changes.
Recognition and derecognition
Purchases and sales of financial assets are recognised on trade date, the date on which the Group
commits to purchase or sell the asset.
Financial assets are derecognised when the rights to receive cash flows from the financial assets
have expired or have been transferred and the Group has transferred substantially all the risks and
rewards of ownership.
On derecognition of a financial asset measured at amortised cost, the difference between the
asset’s carrying amount and the sum of the consideration received and receivable is recognised
within the income statement.
Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of
a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly
attributable to the acquisition of the financial asset.
Forward energy contracts
The Group has a long-standing practice of locking in prices for gas and electricity used in its
production activities and achieves this by committing to take delivery of a certain volume of energy
in future months, which creates a contractual commitment and secures a certain price.
The Group takes delivery of the energy and so the Directors believe it meets the requirements of the
own use scope exemption in IFRS 9 Financial Instruments. As such, these contracts are not held on
the balance sheet at fair value but rather treated as executory contracts and energy purchases are
accounted for in the period in which the gas and electricity is consumed, at the contracted price.
Derivatives and hedging
The Group enters into derivative transactions to manage its exposure to foreign exchange rate risks
on major capital expenditure projects.
Derivatives are recognised initially at fair value on the date the contract is entered into and
subsequently remeasured to their fair value at each reporting date.
A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with
a negative fair value is recognised as a financial liability. Derivatives are not offset in the financial
statements unless the Group has both the legal right and intention to offset.
A derivative is presented as a non-current asset or a non-current liability if the remaining maturity
of the instrument is more than 12 months and is not expected to be realised or settled within
12 months. Other derivatives are presented as current assets or current liabilities.
The Group designates certain derivatives as hedging instruments in respect of foreign currency risk.
These derivatives are designated and effective as hedging instruments, in which event the timing of
the transfer within the balance sheet or recognition in the income statement depends on the nature
of the hedge relationship.
Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges. At the
inception of the hedge relationship, the Group documents the relationship between the hedging
instrument and the hedged item, along with its risk management objectives and its strategy for
undertaking various hedge transactions. The Group documents whether the hedging instrument is
effective in offsetting the hedged risk, by confirming that:
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Investments and other financial assets continued
Derivatives and hedging continued
@ there is an economic relationship between hedged items and the hedging instrument;
@ the effect of credit risk does not dominate the value changes that result from that economic
relationship; and
@ the planned ratio of hedge: hedge item is the same as the actual ratio of hedge: hedge item.
The effective portion of changes in the fair value of derivatives that are designated as cash flow
hedges is recognised in other comprehensive income and accumulated under the cash flow hedging
reserve. Any gain or loss relating to the ineffective portion of the hedge is recognised immediately
in profit or loss. Amounts previously recognised in other comprehensive income and accumulated
in equity are reclassified to the related capital expenditure project within the balance sheet in the
periods when the underlying hedged item affects the balance sheet.
The Group discontinues hedge accounting should the hedge relationship cease to meet the
qualifying criteria, or when the hedging instrument expires, is sold, terminated or exercised.
Debt instruments
Subsequent measurement of debt instruments depends on the Groups business model for
managing the asset and the cash flow characteristics of the asset. The measurement category into
which the Group classifies its debt instruments is amortised cost.
Assets that are held for collection of contractual cash flows where those cash flows represent solely
payments of principal and interest are measured at amortised cost. Interest income from these
financial assets is included in finance income using the effective interest rate method. Any gain or
loss arising on derecognition is recognised directly in the income statement.
Impairment
The Group assesses on a forward-looking basis the expected credit losses associated with its debt
instruments carried at amortised cost and fair value through other comprehensive income. The
impairment methodology applied depends on whether there has been a significant increase in
credit risk. For trade receivables, the Group applies the simplified approach permitted by IFRS 9,
which requires expected lifetime losses to be recognised from initial recognition of the receivables,
see Note 23 for further details.
No significant impairment losses were recorded in the current or prior year. Should they arise,
impairment losses are presented as a separate line item in the Group consolidated income statement.
Trade and other receivables
Trade receivables are amounts due from customers for merchandise sold in the ordinary course of
business. Collection is expected in one year or less and trade receivables are classified as current
assets accordingly. Trade receivables are measured at amortised cost using the effective interest
method, less provision for impairment.
Cash and cash equivalents
In the consolidated balance sheet, cash and cash equivalents reflects cash in hand at the balance
sheet date, deposits held at call with banks, other short-term highly liquid investments with original
maturities of three months or less.
Trade payables
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary
course of business from suppliers. Accounts payable are classified as current liabilities where
payment is due within one year or less. If not, they are presented as non-current liabilities.
Trade payables are recognised initially at fair value and subsequently measured at amortised cost
using the effective interest method.
Borrowings
The Group’s borrowings comprise a Revolving Credit Facility (RCF) and private placement loan notes.
Borrowings are recognised initially at fair value, net of directly attributable transaction costs incurred.
All other costs are expensed as incurred. Borrowings are subsequently carried at amortised cost.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer
settlement of the liability for at least 12 months after the balance sheet date.
Finance cost on borrowings is treated as an expense in the income statement, with the exception of
interest costs incurred on the financing of major projects, which are capitalised within property, plant
and equipment.
Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to
the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee
is deferred until the draw-down occurs.
To the extent there is evidence that it is not probable that some or all of the facility will be drawn
down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of
the facility to which it relates. Fees relating to short-term variations in financing conditions and terms
are recognised in profit or loss in the period in which they are incurred.
An exchange of debt instruments with substantially different terms is accounted for as an
extinguishment of the original financial liability and the recognition of a new financial liability.
Similarly, a substantial modification of the terms of an existing financial liability is accounted for as
an extinguishment of the original financial liability and the recognition of a new financial liability.
Employee benefits
The Group operates various post-employment schemes, including both defined benefit and defined
contribution pension plans.
Pensions
A defined contribution plan is a pension plan under which the Group pays fixed contributions into a
separate entity. The Group has no legal or constructive obligations to pay further contributions if the
fund does not hold sufficient assets to pay all employees the benefits relating to employee service in
the current and prior periods.
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Employee benefits continued
Pensions continued
For defined contribution plans, the Group pays contributions to publicly or privately administered
pension insurance plans on a mandatory, contractual or voluntary basis. The Group has no further
payment obligations once the contributions have been paid. The Group recognises contributions
payable to defined contribution plans in exchange for employee services in employee benefit expense.
A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined
benefit plans define an amount of pension benefit that an employee will receive on retirement,
usually dependent on one or more factors such as age, years of service and compensation.
The amount recognised in the balance sheet in respect of defined benefit pension plans is the fair
value of plan assets less the present value of the defined benefit obligation at the end of the
reporting period. The defined benefit obligation is calculated annually by independent actuaries
using the projected unit credit method. The present value of the defined benefit obligation is
determined by discounting the estimated future cash outflows using interest rates of high-quality
corporate bonds that are denominated in the currency in which the benefits will be paid, and that
have terms to maturity approximating to the terms of the related pension obligation.
Where defined benefit schemes have a surplus, the surplus is recognised if future economic benefits
are available to the entity in the form of a reduction in the future contributions or a right to refund.
Past-service costs are recognised immediately in the income statement. The net interest cost is
calculated by applying the discount rate to the net balance of the defined benefit obligation and the
fair value of plan assets, taking account of any changes in the defined benefit asset/liability during
the period as a result of contributions and benefit payments. This cost is included in interest expense
in the income statement.
When the benefits of a defined benefit plan are changed or when the plan is curtailed, the change
in the present value of the defined benefit obligation arising that relates to the plan amendment
or curtailment is recognised immediately within the income statement on its occurrence. Before
determining the past service cost (including curtailment gains or losses) or a gain or loss on
settlement, the net defined benefit obligation (asset) is remeasured using the current fair value of
plan assets and current actuarial assumptions (including current market interest rates and other
current market prices) reflecting the benefits offered under the plan before the plan amendment,
curtailment or settlement.
Costs of managing the plan assets, remeasurement gains and losses arising from experience
adjustments and changes in actuarial assumptions are charged or credited in other comprehensive
income in the period in which they arise.
Provisions
Provisions are recognised when: the Group has a present legal or constructive obligation as a result
of past events; it is probable that an outflow of resources will be required to settle the obligation;
and the amount has been reliably estimated. Provisions are not recognised for future operating losses.
Provisions are measured at the present value of the risk-assessed expenditures expected to be
required to settle the obligation using a pre-tax risk-free discount rate to reflect current market
assessments of the time value of money. The increase in the provision due to passage of time is
recognised as interest expense.
The restoration provision is to fund future obligations at a number of sites that the Group is
associated with and where the Group has any constructive obligation to restore once it has fully
utilised the site. Provisions for dilapidations are recognised on a lease-by-lease basis and are based
on the Group’s discounted best estimate of the likely committed cash outflows. The restructuring
provision is to fund the estimated restructuring costs and only arises when all the criteria in IAS 37
Provisions are met by the Group.
Revenue
Revenue represents the fair value of consideration receivable for goods supplied by the Group,
exclusive of local sales tax and trade discounts and after eliminating sales within the Group. All of
revenue is attributable to the principal activities of the Group being the manufacture and sale of
concrete products, clay facing bricks and associated special shaped and fabricated clay products.
Revenue is recognised when the Groups performance obligation is satisfied, which is usually when
the promised goods and services are transferred to the customer. In a bill and hold arrangement,
revenue is recognised when a customer has obtained control of a product, which arises when all of
the following criteria are met: (a) the reason for the arrangement is substantive, (b) the product has
been identified separately as belonging to the customer, (c) the product is ready for delivery in
accordance with the terms of the arrangement, and (d) the Company does not have the ability to
use the product or sell the product to another customer.
Customer rebates
Provisions for rebates to customers are based upon the terms of individual contracts, with rebates
granted based upon a tiered structure dependent upon an individual customer’s purchases during
the rebate period. Customer rebates are recorded in the same period as the related sales as a
deduction from revenue and the vast majority are coterminous with the Group’s financial year end.
For those individual contracts that are non-coterminous, the Group estimates the provision for this
variable consideration based on the most likely outcome amount determined by the terms of each
agreement at the time the revenue is recognised. At the financial year end, due to settlement of
rebates with customers, the level of remaining estimation is limited and the risk of a significant
reversal of recognised revenue is negligible.
Other income
Other income is attributable to rental income from properties, landfill and gas activity. Other
expenses represent associated expenses. This is not deemed to be a principal activity of the Group.
Rental income received under operating leases is recognised on a straight line basis over the term
of the relevant lease. Assets leased by the Group to third parties are depreciated in line with the
Groups normal depreciation policy.
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Research and development
Research and development expenditure is written off as incurred, except that development
expenditure incurred on an individual project is capitalised when relevant criteria under IAS 38 have
been met. Any expenditure carried forward is amortised in line with the expected future sales from
the related project.
Exceptional items
The Group presents as exceptional on the face of the income statement those items of income and
expense which, because of the materiality, nature and/or expected infrequency of the events giving
rise to them, merit separate presentation to allow Shareholders to further understand elements of
financial performance in the period, so as to facilitate comparison with future years and to assess
trends in financial performance. See Note 5 for further details of exceptional items
1
recognised in
the current period.
The Directors believe that the use of alternative performance measures (APMs), such as exceptional
items
1
, provide useful information for Shareholders. The Group uses APMs to aid comparability of its
performance and position between periods. The APMs used represent measures used by management
and Board to monitor performance and plan. Additionally, certain APMs are used by the Group in
setting Director and management remuneration. Detailed descriptions of APMs used throughout
these financial statements are included within Note 3.
APMs used by the Group are generally not defined under IFRS and may not be comparable with
similarly titled measures reported by other companies.
It is not believed that adjusted measures are a substitute for, or superior to, statutory measurements.
Government grants
Government grants are recognised within the income statement on a systematic basis over the
periods in which the Group recognises as expenses the related costs for which the grants are intended
to compensate. Grants are presented as part of the income statement and are deducted in reporting
the related expense.
Government grants that are receivable as compensation for expenses or losses already incurred or
for the purpose of giving immediate financial support to the Group with no future related costs are
recognised within the income statement in the period in which they become receivable. Government
grants are not recognised until there is reasonable assurance that the Group will comply with the
conditions attached to them and that the grants will be received.
Taxation
Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the
income statement except for tax relating to items recognised in other comprehensive income or
directly in equity.
Current tax is the expected tax payable or recoverable on the taxable income or loss for the year,
using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment
to tax payable in respect of previous years.
During the ordinary course of business, there are transactions and calculations for which the
ultimate tax determination may be uncertain. The calculation of the tax charge therefore
necessarily involves a degree of estimation and judgement. The tax liabilities are based on
estimates of whether additional taxes will be due and tax assets are recognised on the basis of
probable future recoverability. This requires management to exercise judgement based on its
interpretation of tax laws and the likelihood of settlement of tax liabilities or recoverability of tax
assets. To the extent that the final outcome differs from the estimates made, tax adjustments may
be required which could have an impact on the tax charge and profit for the year in which such a
determination is made.
Deferred tax is provided on temporary differences between the tax bases of assets and liabilities
and their carrying amounts included in the financial statements. However, deferred tax liabilities are
not recognised if they arise from the initial recognition of goodwill; deferred tax is not accounted for
if it arises from initial recognition of an asset or liability in a transaction other than a business
combination that at the time of the transaction affects neither accounting nor taxable profit or loss.
The amount of deferred tax is calculated using tax rates that have been enacted or substantively
enacted at the balance sheet date and are expected to apply when the related deferred tax asset
is realised or deferred tax liability is settled. Deferred tax assets and liabilities are not subject
to discounting.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will
be available, against which the temporary difference can be utilised.
Deferred tax liabilities are provided on taxable temporary differences arising from investments in
subsidiaries except for deferred tax liabilities where the timing of the reversal of the temporary
difference is controlled by the Group and it is probable that the temporary difference will not reverse
in the foreseeable future.
Deferred tax assets are recognised on deductible temporary differences arising from investments in
subsidiaries only to the extent that it is probable the temporary difference will reverse in the future
and there is sufficient taxable profit available against which the temporary difference can be
utilised. Deferred tax assets and liabilities are offset where there is a legally enforceable right to
offset current tax assets against current tax liabilities where these have been levied by the same tax
authority on either the same taxable entity or different taxable entities within the Group where
there is an intention to settle the balances on a net basis.
Dividend distribution
Dividend distributions to Ibstock Plc Shareholders are recognised in the Groups financial statements
in the period in which the dividends are approved in a general meeting, or when paid in the case of
an interim dividend.
Share-based payments
The Group operates a number of equity-settled share based compensation plans, under which the
entity receives services from employees as consideration for equity instruments (for example options
or shares) of Ibstock Plc. The fair value of the employee services received in exchange for the grant
of the equity instruments is recognised as an expense. The total amount to be expensed is
determined by reference to the fair value of the instruments granted:
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
Share-based payments continued
@ including any market performance conditions (for example, the Groups share price);
@ excluding the impact of any service and non-market performance vesting conditions (for example,
profitability, sales growth targets and remaining an employee of the entity over a specified time
period); and
@ including the impact of any non-vesting conditions (for example, the requirement for employees
to save or hold shares for a specific period of time).
At the end of each reporting period, the Group revises its estimates of the number of instruments
that are expected to vest based on the non-market vesting conditions and service conditions. It
recognises the impact of the revision to original estimates, if any, in the income statement, with a
corresponding adjustment to equity. In addition, in some circumstances employees may provide
services in advance of the grant date and therefore the grant date fair value is estimated for the
purposes of recognising the expense during the year between service commencement period and
grant date. For the equity-settled share based payment transactions, the fair value of the share
instruments granted is derived from established option pricing models. Further details on share
based payments are set out in Note 26.
2. Critical accounting judgements and key sources of estimation uncertainty
In applying the Groups accounting policies, as described in Note 1, the Directors are required to
make judgements (other than those involving estimations) that have a significant impact on the
amounts recognised and to make estimates and assumptions that affect the reported amounts
of assets, liabilities, income and expenses. Due to the inherent uncertainty in making these critical
judgements and estimates, actual outcomes could be different.
Critical judgements in applying the Group’s accounting policies
The following critical judgement, that the Directors made in the process of applying the Groups
accounting policies, has the most significant effect on the amounts recorded in the financial statements.
Exceptional items
1
Exceptional items
1
are disclosed separately in the financial statements where the Directors believe it
is necessary to do so to provide further understanding of the financial performance of the Group.
The Group presents as exceptional items
1
in Note 5 those items of income and expense which,
because of the materiality, nature and/or expected infrequency of the events giving rise to them,
merit separate presentation to allow Shareholders to understand elements of financial performance
in the financial period, so as to facilitate comparison with future years and further assess underlying
trends in financial performance. Judgement is required in relation to significant material transactions
as to whether they are exceptional in nature.
Further details on exceptional items
1
are given within Note 5.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
Key sources of estimation uncertainty
Estimates and underlying assumptions are reviewed by management on an ongoing basis, with
revisions recognised in the period in which the estimates are revised, and in any future period
affected. The areas that may have a significant risk of resulting in a material adjustment to the
carrying amounts of assets and liabilities within the next financial year are as follows:
Defined benefit pension schemes – valuation of liabilities
For defined benefit schemes, management is required to make annual estimates and assumptions
about future changes in discount rates, inflation, the rate of increase in pensions in payment and life
expectancy. The buy-in agreement in place assumed the insured asset and the corresponding
liabilities are broadly matched, but the assumptions used would still affect the pension liabilities at
the year end.
In making these estimates and assumptions, management considers advice provided by external
advisers, such as actuaries. These assumptions are subject to periodic review.
Note 21 describes the assumptions used together with an analysis of the sensitivity of the defined
benefit scheme liability (£316.9 million at 31 December 2025) to changes in key assumptions.
Impairment of property, plant and equipment
Assessing the Group’s property, plant and equipment assets for impairment requires estimation of
the present value of future cash flows. The calculations require the Group to estimate the future cash
flows expected to arise from cash-generating units (CGUs). The key assumption in this regard relates
to long-term industry demand for the Group’s products.
Note 17 describes the other assumptions used together with an analysis of the sensitivity of the
impairment assessment to changes in the key assumption.
3. Alternative performance measures
Alternative Performance Measures (APMs) are disclosed within the consolidated financial
statements where management believes it is necessary to do so to provide further understanding
of the financial performance of the Group.
Management uses APMs in its own assessment of the Group’s performance and in order to plan
the allocation of internal capital and resources. Certain APMs are used in the remuneration of
management and Executive Directors, as set out in the Directors’ Remuneration Report on pages 91
to 110.
APMs serve as supplementary information for users of the financial statements and it is not intended
that they are a substitute for, or superior to, statutory measures. None of the APMs are outlined within
IFRS and they may not be comparable with similarly titled APMs used by other companies.
Within the notes to the consolidated financial statements, all APMs are identified with a superscript.
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Notes to the consolidated financial statements continued
3. Alternative performance measures continued
Exceptional items
The Group presents as exceptional those items of income and expense which, because of their
materiality, nature and/or expected infrequency of the events giving rise to them, merit separate
presentation to allow users of the financial statements to understand further elements of financial
performance in the year. This facilitates comparison with future periods and to assess trends in
financial performance over time.
Details of all exceptional items are disclosed in Note 5.
Adjusted EBIT, Adjusted EBITDA and Adjusted EBITDA margin
Adjusted EBIT represents earnings before interest and taxation and is adjusted to exclude
exceptional items and the incremental depreciation and amortisation arising from historic fair value
uplifts. Adjusted EBITDA is Adjusted EBIT adjusted for depreciation and amortisation pre fair value
uplift and Adjusted EBITDA margin is Adjusted EBITDA shown as a proportion of revenue.
The Directors regularly use Adjusted EBIT, Adjusted EBITDA and Adjusted EBITDA margin as key
performance measures in assessing the Groups profitability. The measures are considered useful to
users of the financial statements as they represent common APMs used by investors in assessing a
companys operating performance, when comparing its performance across periods as well as being
used in the determination of Directors’ variable remuneration.
A full reconciliation of Adjusted EBIT and Adjusted EBITDA is included at the foot of the Groups
Consolidated income statement within the consolidated financial statements. Adjusted EBITDA
margin is included within Note 4.
Adjusted EPS
Adjusted EPS is the basic earnings per share adjusted for exceptional items, fair value adjustments
being the amortisation and depreciation on fair value uplifted assets and non-cash interest, net of
associated taxation on the adjusted items.
The Directors have presented Adjusted EPS as they believe the APM represents useful information to
the user of the financial statements in assessing the performance of the Group, when comparing its
performance across periods, as well as being used within the determination of Directors’ variable
remuneration. Additionally, the APM is considered by the Board when determining the proposed
level of ordinary dividend.
A full reconciliation is provided in Note 11.
Net debt and Net debt to Adjusted EBITDA (“leverage”) ratio
Net debt is defined as the sum of cash and cash equivalents less total borrowings at the balance
sheet date. This does not include lease liabilities arising upon application of IFRS 16 in order to align
with the Groups banking facility covenant definition.
The Net debt to Adjusted EBITDA ratio definition removes the operating lease expense benefit
generated from IFRS 16 compared to IAS 17 within Adjusted EBITDA.
The Directors disclose these APMs to provide information as a useful measure for assessing the
Group’s overall level of financial indebtedness and when comparing its performance and position
across periods.
Net debt is shown at the foot of the Group consolidated cash flow statement on page 128.
A full reconciliation of the net debt to Adjusted EBITDA ratio (also referred to as ‘leverage’) is set out below:
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Net debt
(120,043)
(121,560)
Adjusted EBITDA
71,044
79,350
Impact of IFRS 16 (Note 27)
(12,045)
(12,134)
Adjusted EBITDA prior to IFRS 16
58,999
67,216
Ratio of net debt to Adjusted EBITDA (prior to IFRS 16)
2.0
1.8
Adjusted return on capital employed
Adjusted return on capital employed (Adjusted ROCE) is defined as earnings before interest and
taxation adjusted for exceptional items as a proportion of the average capital employed (defined as
net debt plus equity excluding the pension surplus). The average is calculated using the period end
balance and corresponding preceding reported period end balance (year end or interim).
The Directors disclose the Adjusted ROCE APM in order to provide users of the financial statements with
an indication of the relative efficiency of capital use by the Group over the period, assessing performance
between periods as well as being used within the determination of executives’ variable remuneration.
The calculation of Adjusted ROCE is set out below:
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Adjusted EBITDA
71,044
79,350
Less: depreciation
(35,210)
(33,619)
Less: amortisation
(6,322)
(6,938)
Adjusted earnings before interest and taxation
29,512
38,793
Average net debt
132,275
129,699
Average equity
386,673
394,836
Average pension
(6,483)
(8,305)
Average capital employed
512,465
516,230
Adjusted return on capital employed
5.8%
7.5%
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Notes to the consolidated financial statements continued
3. Alternative performance measures continued
Adjusted return on capital employed continued
Average capital employed figures comprise:
31 December
30 June
31 December
30 June
2025
2025
2024
2024
£000
£’000
£000
£’000
Net debt
120,043
144,506
121,560
137,838
Equity
382,460
390,886
395,263
394,409
Less: pension assets
(5,984)
(6,982)
(7,839)
(8,771)
Capital employed
496,519
528,410
508,984
523,476
Adjusted effective tax rate (ETR)
The Group presents an adjusted effective tax rate (Adjusted ETR) within its Financial Review. This is
disclosed in order to provide users of the financial statements with a view of the rate of taxation
borne by the Group adjusted for exceptional items, fair value adjustments being the amortisation
and depreciation on fair value uplifted assets, non-cash interest and changes in taxation rates on
deferred taxation. A reconciliation of the Adjusted ETR to the statutory UK rate of taxation is
included in Note 10.
Cash flow related APMs
The Group presents an adjusted cash flow statement within its Financial Review on page 32. This is
disclosed in order to provide users of the financial statements with a view of the Groups operating
cash generation before the impact of cash flows associated with exceptional items (as set out in
Note 5) and stated after interest, lease payments and non-exceptional property disposal-related
cash flows.
The Directors use this APM table to allow Shareholders to further understand the Group’s cash flow
performance in the period, to facilitate comparison with comparative periods and to assess trends
in financial performance. This table contains a number of APMs, as described below and reconciled
in the following table.
Adjusted change in working capital
Adjusted change in working capital represents the statutory change in working capital adjusted for
the cash inflow associated with exceptional items arising in the year of £4.2 million (2024: cash
outflow of £3.1 million).
Adjusted operating cash flow
Adjusted operating cash flows are the cash flows arising from operating activities adjusted to
exclude cash outflow relating to exceptional items of £5.1 million (2024: cash outflows of
£11.2 million) but stated after cash flows associated with interest income, proceeds from the sale
of property, plant and equipment and lease payments reclassified from investing or financing
activities totalling cash inflow of £9.7 million (2024: cash outflow of £9.0 million).
Cash conversion
Cash conversion is the ratio of Adjusted operating cash flow (defined above) to Adjusted EBITDA
(defined above). The Directors believe this APM provides a useful measure of the Group’s efficiency
of its cash management during the period.
Adjusted free cash flow
Adjusted free cash flow represents Adjusted operating cash flow (defined above) less total capital
expenditure. The Directors use the measure of Adjusted free cash flow as a measure of the funds
available to the Group for the payment of distributions to Shareholders, for use within M&A activity
and other investing and financing activities.
Reconciliation of statutory cash flow statement to adjusted cash flow statement
Statutory
Exceptional
Reclassification
Adjusted
Year ended 31 December 2025
£000
£’000
£000
£’000
EBITDA
51,566
19,478
71,044
Change in working capital
(9,901)
(4,228)
(14,129)
Impairment charges
6,336
(6,336)
Write-off of inventory
2,408
(2,408)
Net interest
(9,824)
(898)
(10,722)
Tax
1,359
1,359
Post-employment benefits
1,247
(1,247)
Other
(3,621)
(1,414)
(7, 529)
(12,564)
Operating cash flow
39,570
5,092
(9,674)
34,988
Cash conversion
49%
Total capex
(44,776)
(44,776)
Free cash flow
(5,206)
5,092
(9,674)
(9,788)
Statutory
Exceptional
Reclassification
Adjusted
Year ended 31 December 2024
£’000
£000
£’000
£’000
EBITDA
67,630
11,720
79,350
Change in working capital
(7,627)
3,103
(4,524)
Impairment charges
3,832
(3,832)
Net interest
(8,751)
139
(8,612)
Tax
(500)
(500)
Post-employment benefits
959
(959)
Other
(1,644)
212
(8,142)
(9,574)
Operating cash flow
53,899
11,203
(8,962)
56,140
Cash conversion
71%
Total capex
(45,235)
(45,235)
Free cash flow
8,664
11,203
(8,962)
10,905
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Notes to the consolidated financial statements continued
4. Segment reporting
The Directors consider the Group’s reportable segments to be Clay and Concrete.
The key Group performance measure is Adjusted EBITDA
1
, as detailed below, which is defined in
Note 3. The tables below present revenue and Adjusted EBITDA
1
and profit before taxation for the
Groups segments.
Included within the ‘Unallocated and elimination’ columns in the tables below are costs including
share-based payments and Group employment costs. Unallocated assets and liabilities are pensions,
taxation and certain centrally held provisions. Eliminations represent the removal of inter-company
balances. Transactions between segments are carried out at arm’s length. There is no material
inter-segmental revenue, and no aggregation of segments has been applied.
For both years presented, the activities of Ibstock Futures were managed and reported as part of the
Clay division. Consequently, the position and performance of Ibstock Futures for all periods have
been classified within the Clay segment.
Year ended 31 December 2025
Unallocated
Clay
Concrete
and elimination
Total
£’000
£’000
£’000
£’000
Product type:
Bricks and masonry
250,827
17, 25 8
268,085
Roofing
18,662
18,662
Fencing and landscaping
24,824
24,824
Flooring and lintels
40,969
40,969
Facades
9,170
9,170
Rail and infrastructure
9,762
9,762
Other
632
632
Total revenue
259,997
112,107
372,104
Adjusted EBITDA
1
68,062
9,289
(6,307)
71,044
Adjusted EBITDA margin
1
26.2%
8.3%
19.1%
Exceptional items
1
impacting
operating profit (see Note 5)
(17,453)
(1,974)
(51)
(19,478)
Depreciation and amortisation pre
fair value uplift
(25,858)
(5,299)
(139)
(31,296)
Incremental depreciation and
amortisation following fair value
uplift
(6,080)
(4 ,156)
(10,236)
Net finance costs
(1,850)
(268)
(7,020)
(9,138)
Profit before tax
16,821
(2,408)
(13,517)
896
Taxation
2 ,178
Profit for the year
3,074
Consolidated total assets
636,724
95,308
12,716
744,748
£2.4 million of inventory relating to bill and hold transactions remained on the Clay divisions
premises and £0.2 million on the Concrete division’s premises.
In 2025, the Group disposed of its Roofing business in the Concrete segment, as it does not
represent a major line of business for the Group and also the disposal does not impact the
geographical operations for the Group. It has not been classified as a discontinued operation.
The unallocated segment balance includes the fair value of the Groups share-based payments and
associated taxes (£0.5 million), plc Board and other plc employment costs (£6.0 million), pension
costs (£1.2 million) and legal/administrative expenses (£3.2 million) These costs have been offset by
research and development taxation credits (£4.6 million). During the current period, two customers
accounted for greater than 10% of Group revenues with £95.0 million of sales across the Clay and
Concrete divisions.
The Group defined benefit pension scheme surplus was an unallocated asset and amounted to
£6.0 million.
Year ended 31 December 2025
Unallocated
Clay
Concrete
and elimination
Total
£’000
£000
£’000
£’000
Consolidated total liabilities
(170,731)
(41,424)
(150,133)
(362,288)
Non-current assets
Consolidated total intangible assets
48,772
17,675
66,447
Property, plant and equipment
425,717
29,430
455,147
Right-of-use assets
15,929
6,980
383
23,292
Total non-current assets
490,418
54,085
383
544,886
Total non-current asset additions
48,915
4,991
53,906
Included within revenue for the year ended 31 December 2025 were £2.5 million of bill and hold
transactions in the Clay division and £0.1 million in Concrete division. At 31 December 2025,
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
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Notes to the consolidated financial statements continued
4. Segment reporting continued
Year ended 31 December 2024
Unallocated and
Clay
Concrete
elimination
Total
£’000
£’000
£’000
£’000
Product type:
Bricks and masonry
238,932
15,874
254,806
Roofing
18,346
18,346
Fencing and landscaping
24,168
24,168
Flooring and lintels
45,762
45,762
Facades
9,832
9,832
Rail and infrastructure
12,562
12,562
Other
731
731
Total revenue
248,764
117,443
366,207
Adjusted EBITDA
1
72,287
14,646
(7,583)
79,350
Adjusted EBITDA margin
1
2 9.1%
12.5%
21.7%
Exceptional items
1
impacting
operating profit (see Note 5)
(11,336)
(384)
(11,720)
Depreciation and amortisation pre
fair value uplift
(24,188)
(5,446)
(144)
(29,778)
Incremental depreciation and
amortisation following fair value uplift
(5,926)
(4,853)
(10,779)
Net finance costs
(1,303)
(509)
(4,581)
(6,393)
Profit before tax
29,534
3,454
(12,308)
20,680
Taxation
(5,588)
Profit for the year
15,092
Consolidated total assets
611,544
127,371
13,190
752,105
Consolidated total liabilities
(168,917)
(48,023)
(139,902)
(356,842)
Non-current assets
Consolidated total intangible assets
52,649
21,301
73,950
Property, plant and equipment
411,111
51,393
462,504
Right-of-use assets
19,300
8,541
522
28,363
Total non-current assets
483,060
81,235
522
564 ,817
Total non-current asset additions
49,381
4,050
53,431
Included within revenue for the year ended 31 December 2024 were £0.1 million of bill and hold
transactions in the Concrete division. At 31 December 2024, £0.1 million of inventory relating to
these bill and hold transactions remained on the Concrete divisions premises. Additionally,
£0.1 million of inventory related to bill and hold sales in previous years remained on the Concrete
division’s premises and £0.4 million on the Clay division’s premises.
The unallocated segment balance includes the fair value of the Groups share based payments and
associated taxes (£1.5 million), plc Board and other plc employment costs (£5.2 million), pension
costs (£1.0 million) and legal/administrative expenses (£3.6 million). These costs have been offset
by research and development taxation credits (£2.6 million) and segmental recharges (£1.1 million).
During the current period, one customer accounted for greater than 10% of Group revenues with
£55.7 million of sales across the Clay and Concrete divisions.
The Group defined benefit pension scheme surplus was an unallocated asset and amounted to
£7.8 million.
5. Exceptional items
1
Year ended
Year ended
31 December
31 December
2025
2024
£’000
£’000
Exceptional cost of sale
Impairment charge – Property plant and equipment
(6,141)
(1,126)
Impairment charge – Right-of-use assets
(195)
(2,706)
Total impairment charge (Note 17)
(6,336)
(3,832)
Write-off of inventory (Note 14)
(2,408)
Redundancy costs
(1,904)
(581)
Other costs associated with site closure
(1,135)
(5,358)
Total exceptional cost of sales
(11,783)
(9,771)
Exceptional administrative expenses:
Redundancy costs
(2,239)
(992)
Other costs associated with site closure
(3,699)
(957)
Total exceptional administrative expenses
(5,938)
(1,949)
Exceptional net loss on disposal of business and fixed assets
(1,757)
Exceptional items
1
impacting operating profit
(19,478)
(11,720)
Total exceptional items
1
(19,478)
(11,720)
In the second half of 2025, the Group announced a restructuring programme in response to
weaker-than-expected market volumes and adverse pricing dynamics, together with revised industry
forecasts signalling a prolonged downturn in construction and RMI activity.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
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Notes to the consolidated financial statements continued
5. Exceptional items
1
continued
Unlike the 2023 enterprise-wide restructuring programme, which responded to broad-based
softening in market demand, and the 2024 restructuring focused specifically on the Glass Reinforced
Concrete (GRC) business, the 2025 programme is targeted at rationalising the organisational cost
base, streamlining operational overheads, and optimising the Groups manufacturing footprint to
more appropriately align capacity with projected demand levels.
Because the total financial impact of each coordinated programme or activity exceeded the Group’s
quantitative threshold for exceptional items, and due to their non recurring nature, the associated
financial impact has been presented as an exceptional item.
During the 2025 year, the total exceptional charge arising from the restructuring programmes
initiated in the prior periods was £4.7 million (related cash paid in the year: £4.2 million), while the
total charge arising from the enterprise restructuring programme initiated in 2025 was £13.1 million
(related cash paid in the year £0.9 million).
2025
Included within the current year are the following exceptional items
1
:
Exceptional cost of sales
Impairment charges arising in the current year relate to the impairment of non-current assets as set
out in Note 17. Due to the materiality and non-recurring nature, these costs have been categorised
as exceptional.
Redundancy costs relate to the severance for employees engaged in production activities following
the Group’s announced restructuring activities. These costs have been categorised as exceptional
due to their materiality, and unusual and non-recurring nature of the events giving rise to the costs.
Write-off of inventory relate to write-off of non-best soft-mud brick products identified through the
production-footprint rationalisation undertaken as part of the 2025 restructuring, and write-off of certain
inventories related to sites that will be closed permanently and temporarily, as the net realisable value is £nil.
Other costs associated with site closure relate to other costs incurred as a result of the Group’s
restructuring decisions during the current and prior year. These incremental costs include closed site
security and decommissioning activities.
Exceptional administration expenses
Exceptional redundancy costs arising in the current period relate to costs of redundancy of employees
within the Groups selling, general and administrative (“SG&A”) functions associated with the Group’s
restructuring announced in the second half of 2025.
Other costs associated with site closure relate to other SG&A costs directly attributable to the Group’s
restructuring decision in 2025 and cessation of the GRC business announced in October 2024.
The costs have been treated as exceptional due to their materiality, and the unusual and
non-recurring nature of the event giving rise to the costs.
Exceptional net loss on disposal of business and fixed assets
In 2025, the Group disposed of its Roofing business within the Concrete segment, resulting in a total
loss of £6.3 million. This loss was partially offset by a gain of £4.5 million from the sale and
leaseback of the Bedford site, also within the Concrete segment. The current operations on the
Bedford site will not change in the foreseeable future.
Given their material financial impact and non-recurring nature, the net loss arising from these asset
disposals has been presented as an exceptional item.
During the year, the Group also realised proceeds from the disposal of several surplus land assets.
None of the individual transactions exceeded the Groups quantitative threshold for exceptional
items, therefore, the aggregate profit on disposal of £2.0 million has been presented within
underlying profit on sale of business and fixed assets.
2024
Included within the year were the following exceptional items
1
:
Exceptional cost of sales
Impairment charges arising in the current year relate to the impairment of non-current assets and
working capital items, as set out in Note 17. Due to the materiality and non-recurring nature, these
costs had been categorised as exceptional.
Redundancy costs related to the severance for employees engaged in production activities following
the Group’s announced restructuring activities. These costs had been categorised as exceptional
due to their materiality, and unusual and non-recurring nature of the events giving rise to the costs.
Costs associated with the closure of sites related to other costs incurred as a result of the Group’s
restructuring decisions in 2024. These incremental costs include closed site security and
decommissioning activities.
Exceptional administration expenses
Exceptional redundancy costs arising in the current period relate to costs of redundancy of
employees within the Groups selling, general and administrative (“SG&A”) functions following the
Groups restructuring announced in October 2023 and the GRC closure announced in October 2024.
Other costs associated with closure of site relate to other SG&A costs directly attributable to the
Group’s cessation of the GRC business announced in October 2024.
The costs had been treated as exceptional due to their materiality, and the unusual and non-recurring
nature of the event giving rise to the costs.
Cash flow on exceptional items
1
In relation to the exceptional disposal of business and fixed assets, total cash proceeds of
£31.2 million were received in 2025.
Operating exceptional cash cost of £7.4 million (2024: £8.1 million) associated with the Group’s 2025
restructuring programme, decommissioning activities and other costs associated with previously
closed sites as well as costs directly arising from our decision to close the GRC business. Total related
cash outflow of £5.1 million in relation to operating exceptional items in 2025 (2024: £11.2 million)
comprised £3.9 million relating to in-year exceptional charges (2024: £6.8 million) and the settlement
of provisions within the opening balance sheet totalling £1.2 million (2024: £4.4 million). £4.5 million
cash related to the exceptional cash charges is expected to be paid in the next financial year.
Tax on exceptional items
1
In the current year, impairment charges arising on non-current assets are not tax deductible but give
rise to a deferred tax credit in the period. The redundancy and site closure costs are treated as tax
deductible in the period. The total tax credit on exceptional items is £7.5 million (2024: £2.9 million).
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Notes to the consolidated financial statements continued
6. Operating profit
Operating profit includes the effect of crediting/(charging):
Year ended
Year ended
31 December
31 December
2025
2024
£’000
£’000
Changes in inventories of finished goods and work in progress
22,573
2,605
Raw material and consumables used
(68,649)
(63,368)
Employee benefit expense (Note 7)
(86,363)
(74,829)
Depreciation – Property, plant and equipment (Note 13)
(26,213)
(23,717)
Depreciation – Right-of-use assets (Note 27)
(8,997)
(9,778)
Amortisation (Note 12)
(6,322)
(7,062)
Exceptional cost of sales (Note 5)
(9,375)
(9,771)
Exceptional write-off of inventory
(2,408)
Research and development costs
(14,706)
(13,312)
Other production costs
(75,661)
(62,418)
Total cost of sales
(276,121)
(261,650)
Distribution costs
(36,389)
(34,139)
Other employee benefit expenses (Note 7)
(33,289)
(31,442)
Profit on disposal of property, plant and equipment (Note 13)
1,935
261
Advertising costs
(994)
(1,141)
Operating lease income
122
105
Exceptional administrative expenses (Note 5)
(5,938)
(1,949)
Exceptional net loss on disposal of business and fixed assets
(Note5)
(1,757)
Auditor’s remuneration
During the year the Group obtained the following services from the Company’s auditor.
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Fees payable to the Company’s auditor and its associates for
the audit of Parent Company and consolidated financial
statements
377
374
Fees payable to Company’s auditor and its associates for
other services to the Group:
– Audit of the Company’s subsidiaries
682
676
Total audit fees
1,059
1,050
– Audit related assurance services
84
84
Total non-audit fees
84
84
7. Employees and Directors
Employee benefit expenses for the Group during the period:
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Wages and salaries – gross
100,507
91,352
Social security costs
11,677
8,014
Pensions costs – defined benefit plans (Note 21)
1,247
959
Pensions costs – defined contribution plans (Note 21)
5,737
4,693
Share based payments (Note 26)
484
1,253
119,652
106,271
Average monthly number of people (including Executive Directors) employed:
Year ended
Year ended
31 December
31 December
2025
2024
Sales staff
193
187
Administrative staff
294
170
Production staff
1,519
1,492
2,006
1,849
Key management compensation:
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Short-term employee benefits
5,298
3,674
Post-employment benefits
112
248
Termination benefits
132
Share-based payment
243
617
5,653
4,671
Key management personnel has been defined as the Board of Ibstock Plc, together with the Group’s
Executive Team (ET). Members of the ET are set out on pages 58 to 59 of the Annual Report and
Accounts 2025. Details of remuneration for Ibstock Plc Directors, including the highest paid director,
are presented in the Remuneration Report on pages 91 to 110. The aggregate remuneration of the
Directors for the purposes of the financial statements is £1.9 million (year ended 31 December 2024:
£2.7 million).
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Notes to the consolidated financial statements continued
8. Finance costs
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Interest costs:
Interest payable on Revolving Credit Facility
(5,648)
(4,231)
Interest payable on Private Placement
(2,220)
(2,226)
Total interest payable on bank borrowings
(7, 86 8)
(6,457)
Capitalised interest
860
828
Other interest payable
(310)
(164)
Interest expense on financial liabilities at amortised cost
(7,318)
(5,793)
Interest on lease liabilities (Note 27)
(2,048)
(2,494)
Net unwinding of discount on provisions/change in discount rate
(Note 20)
(445)
Other interest payable
(2,493)
(2,494)
Total finance costs
(9,811)
(8,287)
Individual tranches totalling £84.0 million (2024: £87.0 million) of Revolving Credit Facility (RCF) were
drawn, with £73.0 million (2024: £81.0 million) subsequently repaid. Interest expense comprised
£4.7 million (2024: £3.3 million) interest on funds drawn down, £0.3 million (2024: £0.4 million) of
facility commitment fees, £0.1 million (2024: £0.1 million) of other arrangement costs and £0.5 million
(2024: £0.4 million) of deal fee amortisation.
£0.9 million (2024: £0.8 million) of borrowing costs are directly attributable to the construction or
production of qualifying assets, and therefore, have been capitalised in the relevant assets. The
average capitalisation rate was 4.00% (2024: 3.66%).
9. Finance income
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Interest income:
Net interest income arising on the UK pension scheme (Note 21)
394
423
Net unwinding of discount on provisions/change in discount rate
(Note 20)
1,332
Other interest receivable
279
139
Total finance income
673
1,894
10. Taxation
Analysis of income tax charge
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Current tax on profit for the year
1,306
Adjustments in respect of prior period
749
1,696
Total current tax charge
749
3,002
Deferred tax on profit for the year
(1,787)
4,831
Adjustments in respect of prior period
(1,140)
(2,245)
Total deferred tax (credit)/charge
(2,927)
2,586
Total income tax (credit)/charge
(2,178)
5,588
Income tax recognised within the consolidated statement of other comprehensive income
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Tax adjustments arising on the UK pension scheme assets and
liabilities:
Deferred tax credit
(324)
(437)
Tax adjustments arising on gains and losses relating to cash flow
hedges:
Deferred tax charge/(credit)
20
(14)
Income tax recognised within the consolidated statement of changes in equity
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Current tax credit on share-based payments
(45)
(18)
Deferred tax credit on share-based payments
(13)
(124)
The tax expense for the period differs from the applicable standard rate of corporation tax in the UK
of 25% for the year ended 31 December 2025 (2024: 25%). The differences are explained below:
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Ibstock Plc | Annual Report and Accounts 2025
Notes to the consolidated financial statements continued
10. Taxation continued
Income tax recognised within the consolidated statement of changes in equity continued
Exceptional
and other
adjusting
Statutory
items
Adjusted
Year ended 31 December 2025
£’000
Percentage
£’000
Percentage
£’000
Percentage
Profit before tax
896
100%
29,307
100%
30,203
100%
Profit before tax multiplied
by the rate of corporation tax
in the UK
224
25.00%
7, 327
25.00%
7,551
25.00%
Effects of:
Items not taxable/
deductable
(2,011)
(224.39%)
2,557
8.72%
546
1.81%
Changes in estimates
relating to prior periods
(391)
(43.64%)
(391)
(1.29%)
Total taxation expense
from continuing operations
(2,178)
(243.03%)
9,884
33.72%
7,70 6
25.52%
Exceptional
and other
adjusting
Statutory
items
Adjusted
Year ended 31 December 2024
£’000
Percentage
£’000
Percentage
£’000
Percentage
Profit before tax
20,680
100%
20,280
100%
40,960
100%
Profit before tax multiplied
by the rate of corporation tax
in the UK
5,170
25.00%
5,070
25.00%
10,240
25.00%
Effects of:
Expenses not deductible
967
4.68%
967
2.36%
Changes in estimates
relating to prior periods
(549)
(2.65%)
(549)
(1.34%)
Total taxation expense
from continuing operations
5,588
27.03%
5,070
25.00%
10,658
26.02%
There are no income tax consequences for the Company in respect of dividends declared prior to the
date of authorisation of these financial statements and for which a liability has not been recognised.
The Group expects its effective tax rate in the future to be affected by the outcome of any future
tax audits as well as the impact of changes in tax law.
The Finance Act 2024 received Royal Ascent on 22 February 2024, which amended certain aspects
of the multinational top-up tax and domestic top-up tax rules contained in Finance (No 2) Act
2023. The amendments will have retrospective effect for accounting periods beginning on or after
31 December 2023. The Group is below the €750 million income threshold and therefore the rules
will not impact the tax liabilities reported by the Group.
11. Earnings per share
The basic earnings per share figures are calculated by dividing profit for the year attributable to the
Parent Shareholders by the weighted average number of Ordinary Shares in issue during the year.
The diluted earnings per share figures allow for the dilutive effect of the conversion into Ordinary
Shares of the weighted average number of options outstanding during the year. Where the average
share price for the year is lower than the option price the options become anti-dilutive and are
excluded from the calculation.
The number of shares used for the earnings per share calculation are as follows:
Year ended
Year ended
31 December
31 December
2025
2024
Basic weighted average number of Ordinary Shares
394,453
393,091
Effect of share incentive awards and options
6,112
3,372
Diluted weighted average number of Ordinary Shares
400,565
396,463
The calculation of adjusted earnings per share
1
is a key measurement used by management that is
not defined by IFRS. The adjusted earnings per share
1
measures should not be viewed in isolation
but rather treated as supplementary information.
Adjusted earnings per share
1
figures are calculated as the basic earnings per share adjusted for
exceptional items
1
, and fair value adjustments (being the amortisation and depreciation on fair
value uplifted assets and non-cash interest expenses). Adjustments are made net of the associated
taxation on the adjusted items. A reconciliation of the statutory profit to that used in the adjusted
earnings per share
1
calculations is as follows:
Year ended
Year ended
31 December
31 December
2025
2024
Total
Total
£000
£’000
Profit for the period attributable to the Parent Shareholders
3,074
15,092
Add back exceptional items
1
(Note 5)
19,478
11,720
Less tax credit on exceptional items
1
(7,501)
(2,930)
Add back incremental depreciation and amortisation following fair
value uplift (Note 4)
10,236
10,779
Less tax on incremental depreciation and amortisation following
fair value uplift
(2,559)
(2,695)
Less net non-cash interest
(407)
(2,219)
Add back tax expense on non-cash interest
102
555
Adjusted profit for the period attributable to the
Parent Shareholders
22,423
30,302
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Notes to the consolidated financial statements continued
11. Earnings per share continued
Year ended
Year ended
31 December
31 December
2025
2024
Total
Total
pence
pence
Basic EPS on profit for the year
0.8
3.8
Diluted EPS on profit for the year
0.8
3.8
Adjusted basic EPS
1
on profit for the year
5.7
7.7
Adjusted diluted EPS
1
on profit for the year
5.6
7.6
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
12. Intangible assets
Customer
contracts and Other
Goodwill
relationships
Brands
Licences
intangibles
Total
£’000
£’000
£’000
£’000
£000 £000
Cost
At 1 January 2024
4,061
93,447
37,159
5,995
140,662
Additions in the year
1,260
1,260
Business combination
finalisation
(171)
(171)
Utilised in the year
(2,094)
(2,094)
At 31 December 2024
3,890
93,447
37,159
5,161
139,657
Additions in the year
652
652
Utilised in the year
(1,833)
(1,833)
At 31 December 2025
3,890
93,447
37,159
3,328
652
138,476
Accumulated amortisation
and impairment
At 1 January 2024
(49,919)
(8,726)
(58,645)
Charge for the year
(6,007)
(1,055)
(7,062)
At 31 December 2024
(55,926)
(9,781)
(65,707)
Charge for the year
(5,333)
(989)
(6,322)
At 31 December 2025
(61,259)
(10,770)
(72,029)
Net book amount
At 31 December 2024
3,890
37,521
27,378
5,161
73,950
At 31 December 2025
3,890
32,188
26,389
3,328
652
66,447
Management performed a goodwill impairment test in both the current and prior year, with no
goodwill impairment recognised (see Note 17).
The Group has been part of the UK ETS scheme since 01 January 2021. Licences represent carbon
allowances purchased by the Group and surrendered, as required, to meet carbon emissions in
excess of the Groups granted allowances.
During the current year, the Group received 212,722 (2024: 217,197) free allowances from the
Government at no cost.
The other intangibles category consists of patent and development costs. These are attributable
to the Clay segments.
Amortisation is included within cost of sales in the income statement.
The remaining amortisation period of customer contracts and relationships is one to eleven years.
At 31 December 2025, the remaining amortisation period of brands is outlined below:
Net book value
at 31 December
Remaining
2025
amortisation
Brands
£’000
period (years)
Ibstock Brick
25,068
39
Supreme
834
4
Longley
487
4
26,389
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Ibstock Plc | Annual Report and Accounts 2025
Notes to the consolidated financial statements continued
13. Property, plant and equipment
Assets in the
course of
Land and
Mineral
Plant, machinery
construction
buildings
reserves
and equipment
(AICC)
Total
£’000
£000
£’000
£000
£’000
Cost
At 1 January 2024
204,315
63,193
217,6 83
95,329
580,520
Additions
16,240
8,007
22,943
47,190
Transfer to assets held for sale
(200)
(200)
Transfer from AICC
4,021
21,565
(25,586)
Disposals
(6,640)
(367)
(20,496)
(27,503)
At 31 December 2024
217,736
62,826
226,759
92,686
600,007
Additions
3,470
31,679
13,984
49,133
Transfer from AICC
8,578
85,870
(94,448)
Disposals
(27,275)
(110)
(32,272)
(59,657)
At 31 December 2025
202,509
62,716
312,036
12,222
589,483
Accumulated depreciation and
impairment
At 1 January 2024
(52,117)
(19,862)
(67,788)
(353)
(140,120)
Charge for the year
(2,586)
(952)
(20,179)
(23,717)
Disposals
6,636
363
20,461
27,460
Impairment
(852)
(274)
(1,126)
At 31 December 2024
(48,919)
(20,451)
(67,780)
(353)
(137,503)
Charge for the year
(3,144)
(1,406)
(21,663)
(26,213)
Disposals
12,420
110
22,991
35,521
Impairment
(2,071)
(360)
(3,710)
(6,141)
At 31 December 2025
(41,714)
(22,107)
(70,162)
(353)
(134,336)
Net book amount
At 31 December 2024
168, 817
42,375
158,979
92,333
462,504
At 31 December 2025
160,795
40,609
241,874
11,869
455,147
Management reviews business performance based on segments reported in Note 4. In the current
year, impairments totalling £6.1 million relating to the Clay division (2024: £1.1 million relating to the
GRC business in the Clay division) were recognised as set out in Note 5. Further tangible asset
impairment tests were conducted at the end of 2025 with no impairments required for the
remainder of the assets (see Note 17).
In second half 2025, the Group disposed all Roofing related property, plant and equipment totalling
£19.7 million as part of the Roofing business disposal.
The Group has also sold the Bedford site in the year and lease it back for a five-year period with various
breaks in the lease term. Further details can be found in Note 5.
As part of the Group’s strategic planning process, the Group has considered the impact of both
transitional and physical risks and opportunities with regard to several climate change scenarios.
Through its scenario analysis, management has assessed no indicators of impairment for property,
plant and equipment as a result of changes in precipitation patterns and variability in weather
patterns such as more frequent storms, cyclones and floods. It anticipates that any impacts arising
from climate change would be covered by business-as-usual site refurbishments with no material
impact to current useful economic lives or carrying values.
The Group has also considered the potential future requirement to switch to alternative fuels in order
to reduce its CO
2
emissions. Although this is an evolving area as technology and capability advances,
management’s current assumption is that existing factories, and in particular kilns, will be able to be
retrofitted with no material impact to current useful economic lives or carrying values.
There are no assets which are pledged as security.
14. Inventories
31 December
31 December
2025
2024
£000
£’000
Raw materials
39,620
41,018
Work in progress
4,006
4,240
Finished goods
93,822
79,561
137,448
124,819
The replacement cost of inventories is not considered to be materially different from the values above. At
31 December 2025, a provision of £3.4 million (2024: £2.9 million) was held against the inventory balance.
Inventory write downs recognised during the financial year as part of the 2025 restructuring single
coordinated plan totalled £2.4 million (2024: £nil). See further details in Note 5.
15. Trade and other receivables
31 December
31 December
2025
2024
£000
£’000
Trade receivables
28,472
38,866
Loss allowance
(1,217)
(1,296)
Net trade receivables
27, 255
37,570
Prepayments
3,597
5,145
Other tax
636
689
Other receivables
785
411
Total trade and other receivables
32,273
43,815
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Notes to the consolidated financial statements continued
16. Assets held for sale
31 December
31 December
2025
2024
£000
£’000
Assets classified as held for sale as of the beginning of the year
200
Additions
200
Disposals
(200)
Assets classified as held for sale as of the end of the year
200
In 2024, the Groups surplus property in Matlock has been categorised as held for sale. The property
was sold in 2025.
17. Impairment
In the year, in light of the lower activity levels across the UK construction industry, management
identified indicators of potential impairment. Subsequently recoverable amounts across the Groups
cash-generating units (CGUs) were calculated and compared with the carrying value of the assets
that were allocated to the relevant CGUs.
For tangible asset impairment testing purposes, the Group has determined that each factory is a
separate Cash Generating Unit (CGU), except for Bedford and Barnwell which are considered as one
Southern fencing and building CGU in the Concrete Segment. In 2025, the Group disposed the
Roofing CGU.
For impairment testing of intangible assets such as brands, customer relationships and goodwill,
CGUs are grouped at the legal entity level, as this is the lowest level that cash inflows generated
from these assets can be identified.
Following announcement of the 2025 restructuring, in the Clay segment, management performed
detailed impairment testing for the carrying value of the assets associated with the sites that will
cease production permanently, being Gatwick and Stowmarket.
The Group determined the recoverable amount based on the fair value less costs to disposal
(“FVLCTD”). This assessment falls within level 3 of the fair value hierarchy and was based on
management’s judgement that the assets could not be sold for any value, this being the assumption
the recoverable amount is most sensitive to.
Determination of FVLCTD by management reflected full impairment of all items of plant and
machinery, building improvement, right-of-use (ROU) assets for which management’s assessment
was that no alternative use, future salvage value or disposal proceeds are expected for the impacted
assets. This led to an impairment charge of £0.3m.
Additionally, management completed detailed impairment testing based on value-in-use (“VIU”),
for the Groups other operating CGUs as at 31 December 2025.
The key assumptions used within the VIU calculation are noted below:
Management has used the latest Board approved budget and strategic planning forecasts in its
estimated future cash flows, covering the period 2026 to 2030, which includes assumptions
regarding industry demand for the Groups products. These forecasts assume a return to normalised
levels of industry demand for the Groups products over the medium term.
For the CGUs within the clay segment, management has identified a downside risk: an unforeseen,
structural decline of more than 15% in management’s forecast for long-term demand for the
Group’s brick products, benchmarked against demand levels experienced in five of the past ten
years. Should this occur, the Group might make the decision to close or mothball certain CGUs,
potentially leading to an impairment of property, plant and equipment up to £40 million. The final
impairment charge would be influenced by management’s strategic response to the altered market
demand and product mix.
The other assumptions used within the VIU calculation are noted below:
1. A pre-tax weighted average cost of capital (‘WACC’) of 11%-21% was used within the VIU calculation
based on an externally derived rate and benchmarked against industry peer group companies.
2. Terminal nominal growth rates of 2% were used reflecting long-term inflationary expectations
and managements past experience and expectations.
Management is of the view that no reasonable movement in the assumptions of the WACC or
terminal growth rate outlined would result a material impairment of the Groups non-current assets.
Management do not deem there to be any reasonably possible changes in the next 12 months that
would cause a material impairment in any of the CGUs of the concrete segment.
The cash flows include ongoing capital expenditure required to maintain the productive capacity
of the network but exclude any growth capital initiatives not committed.
The immediately quantifiable impacts of climate change and costs expected to be incurred in
connection with the Groups climate resilience plan, are included within the budget and strategic plan,
which have been used to support the impairment reviews, with no material impact on cash flows. It
also expects any changes required due to physical risks arising from its assessment of climate change
would be covered by business-as-usual site refurbishments and phased over multiple years. Therefore,
the related cash outflow would not have a material impact in any given year. As a consequence, there
has been no material impact on the forecast cash flows used for impairment testing.
As a result of the detailed impairment testing performed as at 31 December 2025, a further
impairment of £6.0 million was identified at the Leicester site factory, which will be temporarily
closed from April 2026, with a recoverable value of £17.6 million. The identified impairment was
proportionally allocated to the building, mineral reserves and plant machinery and equipment assets.
15. Trade and other receivables continued
The Directors consider that the carrying amount of trade and other receivables approximates their
fair value. The Groups assessment of any expected credit losses is included in Note 23.
The Group has sold without recourse certain trade receivables, sold trade receivables under this
agreement as at 31 December 2025 amounted to £4.7 million (2024: £nil). The proceeds were
presented within operating cash flows.
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Notes to the consolidated financial statements continued
17. Impairment continued
The impairment of assets valued at historical cost impacted the Clay segment of the Group in the
current period as follows:
Clay
£000
Cost
Building improvements
2,071
Mineral reserves
360
Plant, machinery and equipment
3,710
Right-of-use assets
195
6,336
No further impairment charges were recognised in other CGUs and no impairment reversals arose
during the year.
Goodwill and other intangibles
Goodwill and other intangibles (see note 12) are reviewed annually for impairment. Recoverability is
assessed by comparing the carrying amount of the intangible assets and the CGUs/group of CGUs that
derive benefit from the assets with the expected recoverable amount determined on a value-in-use
basis. See below for a summary of which operations our goodwill and other intangibles are allocated to:
31 December
31 December
2025
2024
CGU or group of CGUs
£’000
£’000
Goodwill
Longley (Concrete Segment)
2,964
2,964
Generix (Clay Segment)
888
888
Coltman (Concrete Segment)
38
38
3,890
3,890
Other intangibles
Ibstock Brick (Clay Segment)
47,604
52,216
Generix (Clay Segment)
652
Forticrete (Concrete Segment)
140
Supreme (Concrete Segment)
11,640
14,432
Longley (Concrete Segment)
2,661
3,272
62,557
70,060
Management is of the view that no reasonably possible change could cause impairment of goodwill
or other intangibles due to the significant headroom at a legal entity level.
Key assumptions used within the testing are consistent with those set out above. No impairment
was indicated.
For the Longley CGU, a pre-tax discount rate of 12.31% has been used, together with a long-term
growth rate of 2%. CGU-specific cash flows for the detailed five-year time period used by
management contain a revenue compound growth rate of 7.8%.
18. Trade and other payables
31 December
31 December
2025
2024
£000
£’000
Trade payables
52,877
53,806
Other tax and social security payable
6,936
5,629
Energy accruals
3,606
3,026
Customer rebates payable
7,363
7,988
Accruals and other payables
18,700
18,404
89,482
88,853
There are no material differences between the fair values and book values stated above. As at
31 December 2025 all items were payable within 12 months of the balance sheet date.
19. Borrowings
31 December
31 December
2025
2024
£000
£’000
Current
Private Placement
339
339
Revolving Credit Facility
40,813
31,086
41,152
31,425
Non-current
Private Placement
99,862
99,427
Total borrowings
141,014
130,852
At current and prior year end, the Group held £100 million of private placement notes from PRICOA
Private Capital, with maturities of between 2028 and 2033, and an average total cost of funds of
2.19% (range 2.04% – 2.27%). The agreement contains debt covenant requirements of leverage
(net debt to Adjusted EBITDA) and interest cover (Adjusted EBITDA to net finance charges) of no
more than 3 times and at least 4 times, respectively, tested semi-annually on 30 June and
31 December in respect of the preceding 12-month period.
Additionally, the Group renewed the £125 million RCF facility in 2025, of which is held with a
syndicate of four banks for an initial four-year period ending in November 2029, with one year
extension option. Interest is charged at a margin (depending upon the ratio of net debt to Adjusted
EBITDA) of between 160bps and 260bps above SONIA, SOFR or EURIBOR according to the currency
of the borrowing. The facility also includes an additional £50 million uncommitted accordion facility.
Based on current leverage, the Group will pay interest under the RCF initially at a margin of 255 bps.
This facility contains debt covenant requirements that align with those of the private placement with
the same testing frequency. As at 31 December 2025, the RCF was drawn down by £42.0 million
(2024: £31.0 million).
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Notes to the consolidated financial statements continued
19. Borrowings continued
The carrying values of financial liabilities have been assessed as materially in line with their fair
values, with the exception of £100 million of private placement notes. The fair value of these
borrowings has been assessed as £90.1 million (2024: £87.8 million).
No security is provided over the Group’s borrowings.
20. Provisions
31 December
31 December
2025
2024
£000
£’000
Restoration (i)
4,795
4,405
Dilapidations (ii)
4,646
3,816
Restructuring (iii)
3,357
1,397
Other (iv)
789
419
13,587
10,037
Current
5,595
3,010
Non-current
7,992
7,027
13,587
10,037
Restoration
Dilapidations
Restructuring
Other
(i) (ii)
(iii)
(iv)
Total
£000
£’000
£’000
£’000
£’000
At 1 January 2025
4,405
3,816
1,397
419
10,037
Utilised
(175)
(1,096)
(407)
(1,678)
Charged to the income
statement
131
819
3,056
777
4,783
Unwind of discount/change
in rate
259
186
445
At 31 December 2025
4,795
4,646
3,357
789
13,587
The current expected timeframe of provision requirements is as follows:
Restoration
Dilapidations
Restructuring
Other
(i) (ii)
(iii)
(iv)
Total
£000
£’000
£’000
£’000
£’000
Within one year
1,307
142
3,357
789
5,595
Between two and five years
2,199
2,199
Between five and ten years
170
1,868
2,038
Between ten and twenty years
3,264
407
3,671
Over twenty years
54
30
84
4,795
4,646
3,357
789
13,587
(i) The restoration provision comprises obligations governing site remediation and improvement
costs to be incurred in compliance with applicable environmental regulations together with
constructive obligations stemming from established practice once the sites have been fully
utilised. Provisions are based upon management’s best estimate of the ultimate cash outflows.
The key estimates associated with calculating the provision relate to the cost per acre to
perform the necessary remediation work as at the reporting date together with determining the
expected year of retirement. Climate change is specifically considered at the planning stage of
developments when restoration provisions are initially estimated. This includes projection of
costs associated with future water management requirements and the form of the ultimate
expected restoration activity. Other changes to legislation, including in relation to climate
change, are factored into the provisions when legislation becomes enacted. Estimates are
reviewed and updated annually based on the total estimated available reserves and the
expected mineral extraction rates. Whilst an element of the total provision will reverse in the
medium term (one to ten years), the majority of the legal and constructive obligations
applicable to mineral-bearing land will unwind within a twenty-year timeframe. In discounting
the related obligations, expected future cash outflows have been determined with due regard
to extraction status and anticipated remaining life. Discount rates used are based upon UK
Government bond rates with similar maturities.
(ii) Provisions for dilapidations are recognised on a lease by lease basis and are based on the
Group’s best estimate of the likely contractual cash outflows, which are estimated to occur over
the lease term. Third party valuation experts are used periodically in the determination of the
best estimate of the contractual obligation, with expected cash flows discounted based upon
UK Government bond rates with similar maturities. The legal and constructive obligations will
unwind within one year to fifty years.
(iii) The restructuring provision relates to obligations arising from the Groups restructuring
programmes (see further details in Note 5). The provision primarily comprises site closure costs
and redundancy expenses. The key estimates involved concern the expected redundancy cost
per impacted employee. All costs are expected to be incurred within twelve months of the
balance sheet date.
(iv) Other provisions include provisions for legal and warranty claim costs, which are expected to be
incurred within one year of the balance sheet date.
21. Post-employment benefit obligations
(a) Defined benefit plan
Analysis of movements in the net asset during the year:
31 December
31 December
2025
2024
£000
£’000
Funded plan at 31 December
Opening balance
7,839
9,832
Charge within operating profit
(1,247)
(959)
Interest income
394
423
Remeasurement loss recognised in the statement of
comprehensive income
(1,002)
(1,457)
Carried forward at 31 December
5,984
7,839
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Notes to the consolidated financial statements continued
21. Post-employment benefit obligations continued
(a) Defined benefit plan continued
The Group participates in the Ibstock Pension Scheme (the ‘Scheme’), a defined benefit pension
scheme in the UK. The Scheme closed to future accrual from 1 February 2017. The Scheme has four
participating employers – Ibstock Brick Limited, Forticrete Limited, Anderton Concrete Products
Limited and Figgs Bidco Limited – and was funded by payment of contributions to a separate
Trustee administered fund. The Scheme is a revalued earnings plan and provides benefits to its
members based on their length of membership in the Scheme and their average salary over that
period. The Scheme is administered by Trustees who employ independent fund managers for the
investment of the pension scheme assets. These assets are kept entirely separate from those of
the Group.
The valuation used as at 31 December 2025 has been based on the results of the 30 November 2023
triennial actuarial valuation, as updated for changes in demographic assumptions, as appropriate.
Total annual contributions, if any, to the Scheme are based on independent actuarial advice, and are
gauged to fund future pension liabilities in respect of service up to the balance sheet date. The
Scheme is subject to an independent actuarial valuation at least every three years using the
projected unit method. The next actuarial valuation is expected to be carried out in November 2026.
On 20 December 2022, the Scheme completed a full buy-in transaction with a specialist third party
provider, which represented a significant step in the Groups continuing strategy of de-risking its
pensions exposure. This transaction, together with the partial buy-in transaction in 2020 insure the
majority of the Group’s defined benefit liabilities. As a result, the insured asset and the
corresponding liabilities of the Scheme are assumed to be broadly matched without exposure to
interest rate, inflation risk or longevity risk. However, there is a residual risk that the insurance
premium may change following a data cleanse to reflect a more accurate liability position. If the
surplus Scheme assets are insufficient to meet any additional premium, then the Group may need to
pay an additional contribution into the Scheme.
The defined benefit pension scheme (measured under IAS 19 Employee Benefits) is in a net surplus
position as the Trust Deed provides Ibstock with an unconditional right to a refund of surplus asset.
This assumes the full gradual settlement of plan liabilities over time until all members have left the
plan in the event of a plan wind-up. Furthermore, in the ordinary course of business the Trustees
have no right to unilaterally wind up or otherwise augment the benefits due to the members of the
Scheme. In line with IFRIC 14, a net pension asset has been recognised. The corresponding deferred
tax liability should be measured by applying the standard rate of corporation tax. A deferred tax
liability of £1.5 million (2024: £2.0 million) has been recognised.
Balance sheet assets/(obligations):
31 December
31 December
2025
2024
£000
£’000
Insured annuities
314,879
320,298
Cash fund investment
7,193
9,593
Cash
851
1,045
Total market value of assets
322,923
330,936
Present value of Scheme liabilities
(316,939)
(323,097)
Net Scheme asset
5,984
7, 839
Cash fund investment was held with M&G Investment Management in order to protect the capital
of the pension.
Cash fund investment is valued at Level 1 in the fair value hierarchy and all other assets held by the
Scheme are Level 2 in the hierarchy. The cash fund had a quoted market price in an active market,
whilst cash and insured annuities are unquoted.
The amounts recognised in the income statement are:
31 December
31 December
2025
2024
£000
£’000
Administrative expenses
1,247
1,079
Past service income
(120)
Defined contribution scheme costs (Note 21b)
5,737
4,693
Charge within labour costs and operating profit
6,984
5,652
Interest income
(394)
(423)
Total charge to the income statement
6,590
5,229
Remeasurements recognised in the statement of comprehensive income:
31 December
31 December
2025
2024
£000
£’000
Remeasurement losses on defined benefit scheme assets
(3,117)
(37,470)
Remeasurement gains arising from changes in financial
assumptions
7,665
32,536
Remeasurement (losses)/gains arising from changes in
demographic assumptions
(2,892)
2,134
Experience (losses)/gains
(2,658)
1,343
Other comprehensive expense
(1,002)
(1,457)
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Notes to the consolidated financial statements continued
21. Post-employment benefit obligations continued
Changes in the present value of the defined benefit obligations are analysed as follows:
31 December
31 December
2025
2024
£000
£’000
Present value of defined benefit obligation at beginning of year
(323,097)
(363,887)
Past service income
120
Interest cost
(17,0 42)
(16,090)
Experience (losses)/gains
(2,658)
1,343
Benefits paid
21,085
20,747
Remeasurement gains arising from changes in financial
assumptions
7,665
32,536
Remeasurement (losses)/gains arising from changes in
demographic assumptions
(2,892)
2,134
Present value of defined benefit obligations carried forward
at 31 December
(316,939)
(323,097)
Changes in the fair value of plan assets are analysed as follows:
31 December
31 December
2025
2024
£000
£’000
Fair value of pension scheme assets at beginning of the year
330,936
373,719
Interest income
17, 436
16,513
Remeasurement losses on defined benefit scheme assets
(3,117)
(37,470)
Benefits paid
(21,085)
(20,747)
Administrative expenses
(1,247)
(1,079)
Fair value of pension scheme assets carried forward
322,923
330,936
Plan assets are comprised as follows:
31 December 2025
Quoted
Unquoted
Total
£000
£’000
£’000
%
Insured annuities
314,879
314,879
98%
Cash and net current assets
7,193
851
8,044
2%
Total fair value of plan assets
7,193
315,730
322,923
100%
31 December 2024
Quoted
Unquoted
Total
£000
£’000
£’000
%
Insured annuities
320,298
320,298
97%
Cash and net current assets
9,593
1,045
10,638
3%
Total
9,593
321,343
330,936
100%
In light of the fact that the pension scheme was in a net surplus position after the full buy-in, on
27 February 2023 the Trustees and the Group agreed that the Group would suspend paying regular
contributions with effect from 1 March 2023. The schedule of contributions was reviewed again as
part of the 30 November 2023 actuarial valuation, and as the net surplus position remained
unchanged, no further contributions were required.
The weighted average duration of the defined benefit obligation is 12 years (2024: 12 years).
The principal assumptions used by the actuary in their calculations were:
31 December
31 December
2025
2024
Per annum
Per annum
Discount rate
5.50%
5.45%
RPI inflation
2.95%
3.25%
CPI inflation
2.50%
2.75%
Rate of increase in pensions in payment
3.50%
3.65%
Commutation factors
19.3
19.5
Mortality assumptions: life expectancy from age 65
For a male currently aged 65
21.7 years
21.4 years
For a female currently aged 65
24.3 years
24.2 years
For a male currently aged 40
23.5 years
23.1 years
For a female currently aged 40
26.0 years
26.0 years
The post-retirement mortality assumptions allow for expected changes to life expectancy. The life
expectancies quoted for members currently aged 40 assume that they retire at age 65 (i.e. 25 years
after the balance sheet date).
The principal financial assumption is the real discount rate, being the excess of the discount rate over
the rate of inflation. The discount rate is based on the market yields on high-quality corporate bonds
of appropriate currency and term to the defined benefit obligations. The obligations are primarily in
Sterling and have a maturity in line with the duration of Scheme liabilities. If the real discount rate
increased/decreased by 0.25%, the defined benefit obligations at 31 December 2025 would
decrease/increase by approximately 2.9%.
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Notes to the consolidated financial statements continued
21. Post-employment benefit obligations continued
The impact on the defined benefit obligation to changes in the financial and demographic
assumptions is shown below:
31 December
31 December
2025
2024
£000
£’000
Present value of defined benefit obligations at 31 December
(316,939)
(323,097)
0.25% decrease in discount rate
(9,090)
(9,589)
0.25% increase in discount rate
8,669
9,133
0.25% increase in inflation rate
(5,572)
(5,432)
0.25% decrease in inflation rate
4,625
5,040
0.25% increase in pension growth rate
(6,609)
(6,863)
0.25% decrease in pension growth rate
6,366
6,610
1 year increase in life expectancy
(12,614)
(12,390)
1 year decrease in life expectancy
12,721
12,477
In July 2024, the Court of Appeal confirmed an earlier ruling by the High Court in the Virgin Media
Limited vs NTL Pension Trustees II Limited case that considered the implications of Section 37 of the
Pension Schemes Act 1993. The ruling determined that certain pension plan amendments were
invalid unless accompanied by the correct actuarial confirmation.
On 5 June 2025, the Government issued a statement recognising that schemes and sponsoring
employers need clarity around scheme liabilities and member benefit levels in order to plan for
the future, further to last year’s Court of Appeal judgement in the Virgin Media pension case.
The Government is looking to introduce legislation to give affected pension scheme the ability
to retrospectively obtain written actuarial confirmation that historic benefit changes met the
necessary standards.
In 2024, the Group commenced an assessment of the potential impact of the Virgin Media ruling,
working in collaboration with the Trustees of its sponsored pension scheme. The Trustees have
engaged legal advisers to review all deeds executed between 6 April 1997 and 5 April 2016. This
review includes deeds related to the Ibstock Pension Scheme as well as those associated with various
other schemes that were subsequently merged into it.
Of the 52 deeds identified, 10 did not have appended actuarial confirmations. It remains unclear
whether amendments were made without the required ‘Section 37’ confirmation from the Scheme
Actuary, introducing uncertainty regarding the potential impact of these deeds on the valuation of
pension obligations.
As at 31 December 2025, the Group is unable to quantify any potential impact on its pension
scheme until the assessment in light of the Virgin Media ruling is complete. The Group understands
that the Trustees have established policies and procedures to ensure compliance with applicable
laws and regulations. These include regular Trustee meetings attended by professional advisers
such as the Scheme Actuary, ongoing involvement of legal counsel, annual scheme audits,
and triennial valuations.
(b) Defined contribution plan
The Group operates defined contribution schemes under the Ibstock Pension Scheme, the Supreme
Concrete Limited Pension Scheme, the Anderton Concrete Pension Scheme, the Supreme Concrete
Group Personal Plan and the Longley Concrete Pension scheme. Contributions by both employees
and Group companies are held in externally invested, externally administered funds.
The Group contributes a specified percentage of earnings for members of the above defined
contribution schemes and thereafter has no further obligations in relation to the Scheme. The total
cost charged to the income statement in relation to the defined contribution scheme in the year was
£5.7 million (2024: £4.7 million).
22. Deferred tax assets/liabilities
The movement on the deferred tax account is shown below:
31 December
31 December
2025
2024
£000
£’000
Net deferred tax liability at beginning of period
(91,940)
(89,929)
Tax credited/(charged) to the consolidated income statement
2,928
(2,586)
Tax credited within other comprehensive income
304
451
Tax credit directly to equity
13
124
Net deferred tax liability at period end
(88,695)
(91,940)
Presented in the consolidated balance sheet after offset as:
Deferred tax liabilities
(88,695)
(91,940)
(88,695)
(91,940)
Deferred tax assets and liabilities before offsetting of balances
within the same tax jurisdiction are as follows:
Deferred tax assets
5,138
5,427
Deferred tax liabilities
(93,833)
(97,367)
Net deferred tax liability at period end
(88,695)
(91,940)
Deferred tax assets expected to unwind within one year
3,151
3,005
Deferred tax assets expected to unwind after one year
1,987
2,422
Total deferred tax assets
5,138
5,427
Deferred tax liabilities expected to unwind within one year
(5,982)
(5,975)
Deferred tax liabilities expected to unwind after one year
(87,851)
(91,392)
Total deferred tax liabilities
(93,833)
(97,367)
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Additional Information
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Notes to the consolidated financial statements continued
22. Deferred tax assets/liabilities continued
The movement in the net deferred tax liability analysed by each type of temporary difference is as follows:
Year ended 31 December 2025
As at 31 December 2025
Net balance at
Recognised
Recognised
1 January
in income
Recognised
directly
Deferred tax
Deferred tax
2025
statement
in OCI
in equity
Net
assets
liabilities
Deferred tax assets/(liabilities)
£’000
£’000
£’000
£’000
£’000
£000
£’000
Intangible fixed assets
(16,111)
1,559
(14,552)
(14,552)
Tangible fixed assets
(76,598)
1,511
(75,087)
(75,087)
Right-of-use assets
1,679
(126)
1,553
1,553
Rolled-over and held-over capital gains
(2,699)
(2,699)
(2,699)
Employee pension liabilities
(1,959)
140
324
(1,495)
(1,495)
Provisions
2,922
100
3,022
3,022
Share incentive plans
783
(256)
13
540
540
Derivative financial instrument
20
(20)
Tax losses
23
23
23
Deferred tax (liabilities)/assets before offsetting
(91,940)
2,928
304
13
(88,695)
5,138
(93,833)
Offset of balances within the same tax jurisdiction
(5,138)
5,138
Net deferred tax liabilities
(88,695)
Year ended 31 December 2024
As at 31 December 2024
Net balance at
Recognised
Recognised
1 January
in income
Recognised
directly
Deferred tax
Deferred tax
2024
statement
in OCI
in equity
Net
assets
liabilities
Deferred tax assets/(liabilities)
£000
£’000
£’000
£’000
£’000
£’000
£’000
Intangible fixed assets
(17, 8 46)
1,735
(16,111)
(16,111)
Tangible fixed assets
(72,547)
(4,051)
(76,598)
(76,598)
Right-of-use assets
1,025
654
1,679
1,679
Rolled-over and held-over capital gains
(2,699)
(2,699)
(2,699)
Employee pension liabilities
(2,458)
62
437
(1,959)
(1,959)
Provisions
3,771
(849)
2,922
2,922
Share incentive plans
796
(137)
124
783
783
Derivative financial instrument
6
14
20
20
Tax losses
23
23
23
Deferred tax (liabilities)/assets before offsetting
(89,929)
(2,586)
451
124
(91,940)
5,427
(97,367)
Offset of balances within the same tax jurisdiction
(5,427)
5,427
Net deferred tax liabilities
(91,940)
There are no unrecognised deferred tax assets or liabilities as at 31 December 2025 or the prior year end.
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Notes to the consolidated financial statements continued
23. Financial instruments – risk management
Financial assets
31 December
31 December
2025
2024
£000
£’000
Trade and other receivables (Note 15)
28,040
37,981
Cash and cash equivalents
20,971
9,292
Total
49,011
47,273
Financial liabilities
31 December
31 December
2025
2024
£000
£’000
Trade and other payables (Note 18)
84,526
83,224
Derivative financial instruments
78
Lease liabilities (Note 27)
29,510
35,082
Borrowings (Note 19)
141,014
130,852
Total
255,050
249,236
With the exception of the Groups derivative financial instruments, detailed below, all financial
assets and liabilities are held at amortised cost.
Credit risk
Credit risk arises from cash and cash equivalents, trade receivables and deposits with banks and is
managed on a Group basis. This risk arises from transactions with banks, such as those involving
cash and cash equivalents and deposits. To reduce the credit risk, the Group has concentrated its
main activities with a Group of banks that have strong, independently verified credit ratings. For
each bank, individual risk limits are set based on its financial position, credit ratings, past experience
and other factors. The utilisation of credit limits is regularly monitored.
The Group has significant sales contracts with a number of blue-chip companies and accordingly the
Directors believe there is a limited exposure to credit risk, although this is actively monitored at the
operational Company level. The Group’s policy on credit risk requires appropriate credit checks on
potential customers before sales commence. The Group also maintains credit insurance.
The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS
9, which permits the use of the lifetime expected loss provision for all trade receivables. To measure
the expected credit losses, trade receivables have been grouped based on shared credit risk
characteristics and the days past due.
The ageing analysis of the trade receivables (from date of past due) assessed for impairment, but
concluded as no impairment is required, is as follows:
31 December
31 December
2025
2024
£000
£’000
Not past due
16,500
25,573
Less than one month past due
8,047
8,833
One to six months past due
2,063
1,762
Six to twelve months past due
781
596
More than twelve months past due
649
1,217
28,040
37,981
The loss allowance recognised against the receivables in the above table are as follows:
31 December
31 December
2025
2024
£000
£’000
Less than one month past due
535
295
One to six months past due
103
Six to twelve months past due
36
377
More than twelve months past due
646
521
1,217
1,296
Movements in the provision for impairment of trade receivables are as follows:
31 December
31 December
2025
2024
£000
£’000
Opening balance
(1,296)
(965)
Charged to the income statement
(449)
(748)
Utilised
8
75
Released
520
342
Closing impairment provision
(1,217)
(1,296)
The gross carrying amount of trade receivables, reflecting the maximum exposure to credit risk,
is £28.5 million (2024: £38.9 million).
Other financial assets at amortised cost are insignificant and the associated credit risk is
considered immaterial.
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Financial Statements
Additional Information
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Ibstock Plc | Annual Report and Accounts 2025
Notes to the consolidated financial statements continued
23. Financial instruments – risk management continued
Market risk
Market risk is defined as the risk that the fair value of future cash flows of a financial instrument
will fluctuate because of changes in market prices. Market risk comprises three types of risk, being
currency risk, interest rate risk and other price risk. The Group’s interest rate risk arises principally from
the Revolving Credit Facility, which attracts floating rate interest, see Note 19. The Group manages
its interest rate risk through the use of the fixed rate Private Placement in addition to using this
floating rate RCF debt with varying repayment terms. The Group does not trade in derivative
financial instruments and is not considered to be significantly exposed to this and other price risks.
The exposure to currency risk is considered low.
Interest rate sensitivity analysis:
For the Group’s borrowings, sensitivity analysis is considered assuming the amount of liability
outstanding at the reporting date was outstanding for the whole year. A 0.25 percentage points
increase or decrease represents management’s assessment of the reasonably possible change in
interest rates.
If interest rates had been 0.25 percentage points higher/lower and all other variables were held
constant, the Group’s profit for the year ended 31 December 2025 would decrease/increase by
£0.2 million (2024: £0.1 million), which is attributable to the Group’s exposure to interest rates on
its variable rate borrowings.
The exposure in different currencies of financial assets and liabilities is as follows:
Sterling
US Dollar
Euro
Other
Total
At 31 December 2025
£’000
£’000
£’000
£’000
£’000
Financial assets
Cash and cash equivalents
19,386
3
1,582
20,971
Trade and other receivables (Note 15)
27,678
362
28,040
47,064
3
1,944
49,011
Financial liabilities
Borrowings (Note 19)
(141,014)
(141,014)
Lease liabilities (Note 27)
(29,510)
(29,510)
Trade and other payables (Note 18)
(84,229)
(288)
(9)
(84,526)
(254,753)
(288)
(9)
(255,050)
Sterling
US Dollar
Euro
Other
Total
At 31 December 2024
£000
£’000
£’000
£’000
£’000
Financial assets
Cash and cash equivalents
7,918
136
1,238
9,292
Trade and other receivables (Note 15)
37,741
240
37,981
45,659
136
1,477
47,273
Financial liabilities
Borrowings (Note 19)
(130,852)
(130,852)
Lease liabilities (Note 27)
(35,082)
(35,082)
Derivative financial instruments
(78)
(78)
Trade and other payables (Note 18)
(82,591)
(206)
(440)
13
(83,224)
(248,603)
(206)
(440)
13
(249,236)
At 31 December 2025, the Group had negligible risk to currency fluctuations as the majority of
assets and liabilities are held in the same functional currency.
Derivative financial instruments
The Group entered into forward currency contracts as cash flow hedges to manage its exposure to
foreign currency fluctuations associated with the future purchase of plant and equipment required
for the construction of the major capital expenditure projects. These instruments are measured at
fair value using Level 2 valuation techniques subsequent to initial recognition.
At 31 December 2025, no derivative financial instrument was recognised (2024: liability of £0.1 million).
No amounts have been reclassified to profit or loss as a result of the hedged cash flow during the
year. The cash flow hedging reserve within equity includes an accumulated amount of £0.1 million
deficit (2024: £0.1 million deficit) relating to these derivative financial instruments.
Liquidity risk
The Group has generated sufficient cash from operations to meet its working capital requirements.
The Group manages liquidity risk by entering into committed bank borrowing facilities to ensure the
Group has sufficient funds available, and monitors cash flow forecasts to ensure the Group has
adequate borrowing facilities. Excess cash is placed on interest-bearing deposits with maturity fixed
at no more than three months.
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Notes to the consolidated financial statements continued
23. Financial instruments – risk management continued
Liquidity risk continued
The maturity of the Groups borrowings is as follows:
Less than six
Six months to
One to two
Two to five
Greater than
months
one year
years
years
five years
Total
At 31 December 2025
£’000
£’000
£000
£’000
£000
£000
Borrowings
Borrowings
41,152
29,972
69,890
141,014
Total
41,152
29,972
69,890
141,014
Less than six
Six months to
One to two
Two to five
Greater than
months
one year
years
years
five years
Total
At 31 December 2024
£’000
£’000
£’000
£’000
£000
£’000
Borrowings
Borrowings
425
31,000
30,404
69,023
130,852
Total
425
31,000
30,404
69,023
130,852
At 31 December 2025, the Group had a £125 million Revolving Credit Facility (31 December 2024:
£125 million). £84.0 million (2024: £87.0 million) of these facilities were utilised during the year
with a repayment of £73.0 million (2024: £81.0 million). The RCF was drawn down by £42.0 million
as at 31 December 2025 (2024: £31 million). This resulted in an interest charge of £5.1 million
(2024: £3.8 million).
For details of the maturity of other financial liabilities, see Notes 19 and 27.
The contractual non-discounted future cash flows in respect of borrowings and lease liabilities are:
Less than
One to two
Two to five
Greater than
one year
years
years
five years
Total
At 31 December 2025
£000
£000
£’000
£000
£000
Lease liabilities
10,962
8,754
9,509
3,446
32,671
Borrowings
45,317
3,295
37,602
72,491
158,705
Total
56,279
12,049
47,111
75,937
191,376
Less than
One to two
Two to five
Greater than
one year
years
years
five years
Total
At 31 December 2024
£000
£’000
£’000
£’000
£’000
Lease liabilities
11,279
10,001
14,403
4,505
40,188
Borrowings
33,897
2,897
35,955
74,068
146,817
Total
45,176
12,898
50,358
78,573
187,0 05
(The RCF balance has been added in the 2024 comparison to provide a like for like view of the
contractual non-discounted minimum future cash flows of the borrowings).
The table below details changes in the Group’s liabilities arising from financing actives, including
both cash and non-cash changes. Liabilities arising from financing activities are those for which cash
flows were, or future cash flows will be, classified in the Groups Consolidated Cash Flow Statement
as cash flows from financing activities.
Addition to
Financing Lease
1 January from cash liabilities 31 December
2025 flows
(note 27)
Other
2025
£’000
£000
£000
£’000
£000
Lease liabilities (Note 27)
35,082
(9,998)
4,426
29,510
Borrowings (Note 19)
130,852
9,960
202
141,014
165,934
(38)
4,426
202
170,524
Addition to
Financing Lease Lease
1 January from cash liabilities modification 31 December
2024 flows (note 27)
(note 27)
Other
2024
£’000
£’000
£’000
£’000
£’000
£’000
Lease liabilities (Note 27)
43,833
(9,651)
4,999
(3,858)
(241)
35,082
Borrowings (Note 19)
124,488
6,000
364
130,852
168,321
(3,651)
4,999
(3,858)
123
165,934
Fair value hierarchy
IFRS 13 Financial Instruments: Disclosures requires fair value measurements to be recognised using
a fair value hierarchy that reflects the significance of the inputs used in the measurements,
according to the following levels:
Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset
or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
Level 3 Inputs for the asset or liability that are not based on observable market data (that is,
unobservable inputs).
At 31 December 2025 and 31 December 2024 all of the Group’s fair value measurements have been
categorised as Level 2 with the exception of (i) certain equities within the Groups pension scheme,
which were categorised as Level 1 valuations and (ii) the insured pensioner and deferred pensioner
asset, which was categorised as a Level 3 valuation and uses assumptions set out in Note 21 to align
its valuation to the related liability.
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Additional Information
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Ibstock Plc | Annual Report and Accounts 2025
Notes to the consolidated financial statements continued
23. Financial instruments – risk management continued
Capital risk management
The capital structure of the Group consists of net debt
1
(borrowings disclosed in Note 19 after
deducting cash and bank balances) and equity of the Parent Company, comprising issued capital,
reserves and retained earnings, as disclosed in Note 24 and Note 25.
The Group’s objectives when managing capital are to safeguard its ability to continue as a going
concern in order to provide returns for Shareholders and benefits for other stakeholders and to
maintain an optimal cost of capital. In order to maintain or adjust the capital structure, the Group
may adjust the amount of dividends paid to Shareholders, return capital to Shareholders, issue new
shares, or borrow additional debt.
The Group must comply with two covenants each half year, as set out in Note 19. The covenants are
certain ratios of interest cover and leverage, which are monitored on a regular basis by the Board.
At the year end date, significant headroom existed on both covenant conditions.
Dividend policy
In line with the Group capital allocation framework, it will look to pay an ordinary dividend. It is
committed to paying dividends that are sustainable and progressive, with a targeted cover of
approximately two times adjusted profit after tax. This adjusted profit measure can be seen in
Note 11 to the Group financial statements. After investing to maintain, enhance and grow our
assets, it will return surplus capital to Shareholders.
The Board is recommending a final ordinary dividend of 1.5 pence per share for the 2025
(2024: 2.5 pence per share). See Note 31 for further detail. At 31 December 2025, the Parent
maintains significant distributable reserves of around £237 million (2024: around £267 million).
24. Share capital
Share
Number of
capital
shares
£’000
At 1 January 2024
Issued, called-up and fully paid:
Ordinary Shares of £0.01 each
409,631,594
4,096
At 31 December 2024 and 31 December 2025
409,631,594
4,096
Comprising:
Issued, called-up and fully paid:
Ordinary Shares of £0.01 each
409,631,594
4,096
In the years ended 31 December 2025 and 31 December 2024, there were no changes to the
Group’s issued share capital. The Company does not have a limited amount of authorised capital.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated
financial statements.
25. Reserves
Share premium
The share premium account is used to record the aggregate amount or value of premia paid when
the Company’s shares are issued/redeemed at a premium.
Other reserves
The movement in other reserves during the period is set out in the table below:
Cash flow
hedging
Merger
Own shares
Treasur y
Total other
reserve
reserve
held
shares
reserves
£000
£’000
£’000
£’000
£000
Balance at 1 January 2025
(65)
(369,119)
(27,907)
(397,091)
Other comprehensive expense
44
44
Issue of own shares held on exercise
of share options
1,193
1,193
At 31 December 2025
(21)
(369,119)
(26,714)
(395,854)
Balance at 1 January 2024
(25)
(369,119)
(514)
(30,000)
(399,658)
Other comprehensive expense
(40)
(40)
Issue of own shares held on exercise
of share options
514
2,093
2,607
At 31 December 2024
(65)
(369,119)
(27,907)
(397,091)
Cash flow hedging reserve
The cash flow hedging reserve records movements for effective cash flow hedges measured at fair
value as set out in Note 23. The accumulated balance in the cash flow hedging reserve will be
reclassified to the cost of the designated hedged item in a future period.
Merger reserve
The merger reserve of £369.1 million arose on the acquisition of Figgs Topco Limited by Ibstock Plc
in the period ended 31 December 2015 and is the difference between the share capital and share
premium of Figgs Topco Limited and the nominal value of the investment and preference shares in
Figgs Topco Limited acquired by the Company.
Own shares held
The Group’s holding in its own equity instruments is shown as a deduction from shareholders’ equity
at cost. These shares represented shares held in the Employee Benefit Trust (EBT) to meet the future
requirements of the employee share-based payment plans. Consideration, if any, received for the
sale of such shares is also recognised in equity with any difference between the proceeds from sale
and the original cost being taken to the profit and loss reserve. No gain or loss is recognised in the
income statement on the purchase, sale, issue or cancellation of equity shares. All remaining shares
held in EBT were issued to meet share option requirements in the current year.
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Financial Statements
Additional Information
158
Ibstock Plc | Annual Report and Accounts 2025
Notes to the consolidated financial statements continued
25. Reserves continued
Treasury share reserve
The Treasury share reserve represents shares acquired by the Group as part of its share buyback
programme in 2022.
In 2022, the Group engaged its brokers to purchase up to £30.0 million of shares on the open
market on its behalf. These shares are held by the Group to meet future requirements of employee
share based payment plans.
At 31 December 2025, the treasury shares are shown as a deduction from Shareholders’ equity at
cost totalling £26.7 million (31 December 2024: £27.9 million).
26. Share incentive plans
Share based payment charges:
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Long Term Incentive Plan (26(a))
204
534
Senior Manager Share Plan (26(b))
(117)
232
Annual and Deferred Bonus Plan (26(c))
322
268
Save As You Earn/Share Incentive Plan (26(d)/(e)/(f))
75
219
484
1,253
Executive share option plans
The Group operates a Long-Term Incentive Plan (LTIP) a Senior Manager Share Plan (SMSP) and an
Annual and Deferred Bonus Plan (ADBP) that provide share-based payment awards for selected
members of senior management. Awards were also granted under a Share Option Plan (SOP) until 2018.
(a) Long-Term Incentive Plan (LTIP)
The Group granted awards under the LTIP during the year for members of key leadership group.
Awards were made at the discretion of the Board. For the year ended 31 December 2025, restricted
share awards under the LTIP were granted in the form of nil-priced share options. Prior to 2025,
awards under the LTIP were in the form of performance shares and contained performance
conditions dependent upon the growth of the Group’s adjusted earnings per share (EPS), adjusted
Return on capital employed (ROCE), Total shareholder return (TSR) and certain Environmental, social
and governance (ESG) targets. Please refer to the information given in the Directors’ Remuneration
Report on pages 91 to 110 for details in relation to these performance measures.
During the year, 643,592 options (2024: 1,392,639) were granted over Ibstock Ordinary Shares
of one penny each and 353,794 were exercised at a weighted average share price at the date
of exercise of 176 pence (2024: 298,403 were exercised at a weighted average share price at the
date of exercise of 156 pence). During the year ended 31 December 2025, 1,698,202 options
(2024: 611,465) lapsed and at 31 December 2025, the weighted average contractual life remaining
was 1.3 years (2024: 1.3 years).
(b) Senior Manager Share Plan (SMSP)
The Group introduced the SMSP in 2021 to grant share awards to certain members of management.
Awards under the scheme have been granted in the form of nil-priced share options and contain
performance conditions dependent upon the growth of the Group’s adjusted EBITDA.
In the year ended 31 December 2025, no awards were granted (2024: 245,999) to management
under the SMSP. During the year 45,706 shares were exercised at a weighted average share price
at the date of exercise of 166 pence (2024: 98,655 were exercised with a weighted average share
price at the date of exercise of 160 pence). During the year 182,266 options (2024: 107,440 options)
lapsed or forfeited. At 31 December 2025, the weighted average contractual life remaining was
0.3 years (2024: 0.6 years).
(c) Annual and Deferred Bonus Plan (ADBP)
The ADBP provides for the delivery of annual bonus earned in the financial year, in cash or in the
form of Ibstock shares. Where the Board determines that part of the bonus earned under the ADBP
is provided as an award of shares, these are deferred for a period of three years in the form of a
nil-cost option. A third of a participant’s bonus is usually deferred although it was agreed as part of
the Remuneration Policy review in 2025, that the level of deferral for the Executive Directors should
50% of bonus until they have reached the required level of shareholding that is required under the
Group’s shareholding guidelines. In the year ended 31 December 2025, 223,576 options (2024:
113,109) were awarded over Ordinary Shares under the ADBP in relation to the prior year end bonus.
No performance conditions apply to these awards.
In the year ended 31 December 2025, 257,791 options (2024: nil) were exercised under the
ADBP at a weighted average share price at the date of exercise of 177 pence (2024: 167 pence).
At 31 December 2025, the weighted average contractual life remaining was 1.1 years (2024: 1.5 years).
At 31 December 2025 160,422 options (2024: nil) lapsed or forfeited. An amount of £0.1 million
(2024: £0.1 million) had been recorded in accruals for the award relating to the bonus earned for the
year ended 31 December 2025. In the current year, £0.1 million (2024: £0.1m) prior period accruals
for the ADBP were reclassified to the share-based payment reserve.
All-employee share schemes
In addition to the Executive share option plans, the Group has operated two all-employee share-
based payment arrangements – the Ibstock Plc Sharesave Plan and a Share Incentive Plan (SIP). The
Group also made a ‘one-off’ award of shares to employees during 2022 as part of a ‘Fire Up Grant’.
(d) Save As You Earn (SAYE)
In order to participate in the Groups Sharesave Plan, an employee must enter into a linked savings
contract with a bank or building society to make contributions from salary on a monthly basis over a
three year period. A participant who enters into a savings agreement is granted an option to acquire
Ordinary Shares of 1 pence each under the Sharesave Plan at a specified exercise price.
In the current year 4,255,913 awards were issued (2024: nil). In the current year, 10,227 shares were
exercised (2024: 308,180) with a weighted average share price of 114 pence (2024: 176 pence) and
226,440 options lapsed (2024: 1,370,889). As at 31 December 2025, the weighted average exercise
price of outstanding options was 114 pence (2024: 176 pence) and the remaining option life was
2.7 years (2024: nil).
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Financial Statements
Additional Information
159
Ibstock Plc | Annual Report and Accounts 2025
Notes to the consolidated financial statements continued
26. Share incentive plans continued
All-employee share schemes continued
(e) Share Incentive Plan (SIP)
Following the Group’s Initial Public Offering in 2015, the Company launched a SIP. Subject to
qualifying employment conditions, all employees were entitled to apply for free shares up to a value
of £800 depending on their period of service. The number of shares issued under the SIP in the year
ended 31 December 2016 was 553,150. The free shares had a three-year employment condition and
no further vesting conditions. In the year ended 31 December 2025, 7,150 shares lapsed (2024: nil)
and no shares were exercised (2024: nil). No awards have been made under the SIP since the original
grant in 2015.
(f) Fire Up Grant
In 2022 the Company, introduced its ‘Fire Up Share Grant’. This provided that, subject to qualifying
employment conditions, all employees below senior management were entitled to receive 500
nil-cost options. The number of shares issued under the SIP in 2022 was 1,070,000. The free shares
had a two-year employment condition and no further vesting conditions. All awards had been
exercised or released in 2024.
Share Option Plan (SOP)
In addition to the above discretionary share plans, the Group operated a Share Option Plan from
2018 to 2018 at the discretion of the Board. No options have been granted to management under
the SOP since 2018. In current year and prior year no options were exercised under the historical
SOP awards. In the year ended 31 December 2025, 164,597 options (2024: 50,081 options) lapsed.
The weighted average exercise price of options outstanding is 255 pence (2024: 241 pence).
At 31 December 2025 and 2024 there was no contractual life remaining. The SOP has an
employment condition of two years and no other performance conditions.
The assumptions used to calculate the fair value of the LTIP, SOP and ADBP awards granted during
the year ended 31 December 2025 are detailed below:
ADBP
LTIP
SAYE
Grant date
20-Mar-25
23-May-25
12-Sep-25
Share price at grant date
£1.84
£1.92
£1.35
Exercise price
Nil
Nil
£1.14
Number of shares issued
191,765
595,882
4,255,913
Vesting period
3 years
3 years
3 years
Pricing model
Share price
Share price
Binomial
% expected to vest
100%
100%
90%
Expected share price
volatility
n/a
n/a
30%
Expected dividend yield
n/a
n/a
4%
Expected option life
n/a
3 years
3.4 years
Fair value per share
£1.84
£1.92
£0.35
Risk-free rate
n/a
n/a
4%
Awards under the executive share option plans and all-employee share schemes are as follows:
Executive
All-employee
share options
schemes
Outstanding at 1 January 2025
4,918,210
147,435
Awards granted
787,647
4,255,913
Awards granted as dividend equivalent
79,521
Awards exercised
(657,291)
(10,227)
Awards lapsed/forfeited
(2,205,487)
(233,590)
Awards outstanding at 31 December 2025
2,922,600
4,159,531
The expected volatility level has been calculated using historical daily data over a term
commensurate with the expected life of each award.
27. Leases and commitments
Amounts recognised within the consolidated balance sheet
The balance sheet shows the following amounts relating to leases:
31 December
31 December
2025
2024
£000
£’000
Right-of-use assets
Buildings
8,905
11,088
Equipment
11,444
13,196
Vehicles
2,943
4,079
Total right-of-use assets
23,292
28,363
Lease liabilities
Less than six months
(4,820)
(4,815)
Six months to one year
(4,768)
(4,656)
Current
(9,588)
(9,471)
One to two years
(8,163)
(8,750)
Two to five years
(8,833)
(13,004)
Greater than five years
(2,926)
(3,857)
Non-current
(19,922)
(25,611)
Total lease liabilities
(29,510)
(35,082)
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Notes to the consolidated financial statements continued
27. Leases and commitments continued
Amounts recognised within the consolidated balance sheet continued
Movement in right-of-use asset:
Buildings
Equipment
Vehicles
Total
£000
£’000
£’000
£’000
Cost
At 1 January 2024*
31,219
28,316
7,6 83
67,218
Additions
2,627
2,354
4,981
Disposals*
(964)
(6,692)
(2,108)
(9,764)
At 31 December 2024*
30,255
24,251
7,929
62,435
Additions
435
2,623
1,063
4,121
Disposals
(1,175)
(2,908)
(2,220)
(6,303)
At 31 December 2025
29,515
23,966
6,772
60,253
Accumulated depreciation and impairment
At 1 January 2024*
(10,522)
(13,153)
(3,712)
(27,387)
Charge for the year
(3,045)
(4,487)
(2,246)
(9,778)
Lease modification
(3,858)
(3,858)
Impairment
(2,706)
(2,706)
Disposals*
964
6,585
2,108
9,657
At 31 December 2024*
(19,167)
(11,055)
(3,850)
(34,072)
Charge for the year
(2,423)
(4,375)
(2,199)
(8,997)
Impairment
(195)
(195)
Disposals
1,175
2,908
2,220
6,303
At 31 December 2025
(20,610)
(12,522)
(3,829)
(36,961)
Net book amount
At 31 December 2024
11,088
13,196
4,079
28,363
At 31 December 2025
8,905
11,444
2,943
23,292
* The information has been updated after the data cleansing exercise carried out in 2025.
Movement in lease liabilities:
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
As at 1 January
(35,082)
(43,833)
Additions
(4,426)
(4,999)
Disposals
252
Lease modification
3,858
Interest payments
(2,048)
(2,494)
Cash rental payments
12,046
12,134
As at 31 December
(29,510)
(35,082)
Amounts recognised within the consolidated income statement
Depreciation charge of right-of-use assets
Year ended
Year ended
31 December
31 December
2025
2024
£000
£’000
Buildings
2,423
3,045
Equipment
4,375
4,487
Vehicles
2,199
2,246
8,997
9,778
Impairment
195
2,706
Depreciation expense (included within cost of sales)
9,192
12,484
Interest expense (included within finance costs)
2,048
2,494
In the year ended 31 December 2025, the benefit of Adjusted EBITDA as a result of IFRS 16 leases
was £12.0 million (2024: £12.1 million). Operating lease charges now expensed via depreciation
amount to £9 million (2024: £9.8 million) and interest of £2 million (2024: £2.5 million), resulting in a
net reduction in profit before taxation of £1 million (2024: £0.2 million).
The Group is lessee of a number of properties in addition to plant and machinery which it uses in its
operations. The operating leases run for a variety of terms and their non-cancellable commitments
are set out above. There is no material contingent rent payable, renewal or purchase options,
escalation clauses or restrictions imposed by the lease agreements.
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Notes to the consolidated financial statements continued
27. Leases and commitments continued
The Group as lessor
The Group acts as lessor on a number of properties where it leases surplus land not currently utilised
by the business. The operating leases run for a variety of terms and their future minimum lease
payments receivable are set out as follows:
31 December
31 December
2025
2024
£000
£’000
Within one year
6
64
Between one and five years
10
After five years
15
Capital commitments
Capital expenditure committed to but not yet incurred at the balance sheet date is as follows:
31 December
31 December
2025
2024
£000
£’000
Amount contracted for, which has not been provided
4,510
16,021
28. Notes to the Group cash flow statement
31 December
31 December
2025
2024
Cash flows from operating activities
£’000
£’000
Profit before taxation
896
20,680
Adjustments for:
Depreciation
35,210
33,495
Asset impairment charge – property, plant and equipment (Note 5)
6,141
1,126
Asset impairment charge – right-of-use assets (Note 5)
195
2,706
Write-off of inventory (Note 5)
2,408
Amortisation of intangible assets
6,322
7, 062
Net finance costs
9,138
6,393
Gain on disposal of business and fixed assets
(178)
(261)
Research and development expenditure credit
(3,927)
(2,635)
Share based payments
484
1,253
Post-employment benefits
1,247
959
Other
(245)
57,936
70,533
Increase in inventory
(24,196)
(5,633)
Decrease/(increase) in debtors
12,309
(5,529)
Increase in creditors
(565)
8,355
Increase/(decrease) in provisions
2,551
(4,820)
Cash generated from operations
48,035
62,906
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Notes to the consolidated financial statements continued
29. Group subsidiaries
Ibstock Plc had the following subsidiaries as at 31 December 2025:
Proportion of
Proportion of
Ordinary Shares
Ordinary Shares
Registration
Country of
held directly by
held by the
Entity
Principal activity
number
incorporation
the parent
Group
Ibstock Building Products Limited
1
Holding Company
09329395
UK
100%
100%
Figgs Bidco Limited
Holding Company
09332893
UK
100%
100%
Ibstock Telling GRC Limited
Manufacturer and supplier of glass reinforced concrete products
09415340
UK
100%
100%
Ibstock Group Limited
Dormant
00984268
UK
100%
100%
Forticrete Limited
Manufacturer of concrete products
00221210
UK
100%
100%
Anderton Concrete Products Limited
Manufacturer and supplier of precast and prestressed concrete products
01900103
UK
100%
100%
Supreme Concrete Limited
Manufacturer and supplier of precast and prestressed concrete products
01410463
UK
100%
100%
Ibstock Brick Holding Company Limited
Holding Company
00784339
UK
100%
100%
Ibstock Brick Limited
Brick manufacturer
00063230
UK
100%
100%
Ibstock Manufacturing Services Limited
Brick manufacturer
12292985
UK
100%
100%
Kevington Building Products Limited
Dormant
02122467
UK
100%
100%
Ibstock Brick Leicester Limited
Dormant
00106667
UK
100%
100%
Ibstock Brick Aldridge Limited
Dormant
0 0614225
UK
100%
100%
Ibstock Brick Himley Limited
Dormant
00092769
UK
100%
100%
Ibstock Westbrick Limited
Dormant
01606990
UK
100%
100%
Ibstock Brick Aldridge Property Limited
Dormant
00251918
UK
100%
100%
Moore & Sons Limited
Dormant
00118818
UK
100%
100%
Manchester Brick & Precast Limited
Dormant
02888297
UK
100%
100%
Ibstock Brick Nostell Limited
Dormant
00531826
UK
100%
100%
Ibstock Brick Roughdales Limited
Dormant
00598862
UK
100%
100%
Ibstock Brick Cattybrook Limited
Dormant
00011298
UK
100%
100%
Ibstock Hathernware Limited
Dormant
00424843
UK
100%
100%
Ibstock Bricks (1996) Limited
Holding Company
00246855
UK
100%
100%
Loopfire Systems Limited
Dormant
04105160
UK
100%
100%
Longley Holdings Limited
Holding Company
02027916
UK
100%
100%
Longley Concrete Ltd
Manufacturer and supplier of precast and prestressed concrete products
00440463
UK
100%
100%
Generix Facades Ltd
Manufacturer and supplier of facades
08432030
UK
100%
100%
Generix Facades International Limited
Dormant
09777110
UK
100%
100%
G-Tech Coper Limited
Dormant
00888875
UK
100%
100%
Coltman Precast Concrete Limited
Manufacturer and supplier of precast and prestressed concrete products
01032721
UK
100%
100%
Valerie Coltman Holdings Limited
Holding Company
06824310
UK
100%
100%
All entities have a place of business in the UK. The registered office address for all entities is the same as for the ultimate Parent Company, Leicester Road, Ibstock, Leicestershire, LE67 6HS.
All subsidiary undertakings are included in the consolidated financial statements. The proportion of the voting rights in the subsidiary undertakings held directly by the Parent Company do not differ from
the proportion of Ordinary Shares held. At 31 December 2025, the Parent Company does not have any shareholdings in the preference shares of subsidiary undertakings included in the Group.
1 Ibstock Building Products Ltd is owned directly by Ibstock Plc. All other companies are indirectly owned.
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Notes to the consolidated financial statements continued
30. Related party transactions
Balances and transactions between Ibstock Plc (the ultimate Parent) and its subsidiaries (listed in
Note 29), which are related parties, are eliminated on consolidation and are not disclosed in this note.
See Note 7 for details of Director and key management personnel remuneration.
There are no further material related party transactions nor any related party balances in either the
2025 or 2024 financial years.
31. Dividends paid and proposed
31 December
31 December
2025
2024
Cash flows from operating activities
£’000
£’000
Declared and paid during the year
Equity dividends on Ordinary Shares:
Final dividend for 2024: 2.5 pence (2023: 3.6 pence)
9,865
14,135
Interim dividend for 2025: 1.5 pence (2024: 1.5 pence)
5,920
5,896
15,785
20,031
Proposed (not recognised as a liability as at 31 December)
Equity dividends on Ordinary Shares:
Final dividend for 2025: 1.5 pence (2024: 2.5 pence)
5,920
9,850
5,920
9,850
At the beginning of 2026, the Directors proposed a final dividend in respect of the financial year
ended 31 December 2025 of 1.5 pence (2024: 2.5 pence) per Ordinary Share, which will distribute an
estimated £5.9 million (2024: £9.9 million) of shareholders’ funds. Subject to approval at the Annual
General Meeting, this will be paid on 8 May 2026, to shareholders on the register at the close of
business on 29 May 2026.
32. Post balance sheet events
Except for the proposed dividend (see Note 31), no further subsequent events requiring disclosure
or adjustment to these financial statements have been identified since the balance sheet date.
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Company balance sheet
(prepared in accordance with UK GAAP – FRS 102)
Company number: 09760850
31 December 31 December
2025 2024
As at 31 December 2025 Notes £’000 £000
Fixed assets
Investments P4 628,665 628,604
Current assets
Debtors P5 10,169 9,671
Cash at bank and in hand 1,002 1,375
11,171 11,046
Creditors – amounts falling due within one year P6 (321,322) (294,093)
Net current liabilities (310,151) (283,047)
Total assets less current liabilities 318,514 345,557
Creditors – amounts falling due after more
than one year P7 (99,862) (99,427)
Net assets 218,652 246,130
Capital and reserves
Called-up share capital P9 4,096 4,096
Share premium 4,458 4,458
Own shares held (26,714) (27,9 07)
Profit and loss account 236,812 265,483
Total equity 218,652 246,130
The notes on pages 167 to 170 are an integral part of these financial statements. As permitted by
Section 408 of the Companies Act 2006, the Parent Company’s profit and loss account has not
been presented in these financial statements. The Parent Company’s loss after tax for the year was
£1 2.4 million (year ended 31 December 2024: loss of £1 0.9 million).
These financial statements were approved by the Board and authorised for issue on 4 March 2026.
They were signed on its behalf by:
Joe Hudson Richard Akers
Chief Executive Office Chair
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Company statement of changes in equity
Share Share Retained Own shares
capital premium earnings held Total equity
At 31 December 2025 Notes £’000 £000 £’000 £000 £’000
Balance as at 1 January 2025 4,096 4,458 265,483 (27,907) 246,130
Loss for the year (12,177) (12 ,177)
Total comprehensive expense for the financial year (12,177) (12,177)
Transactions with owners:
Share based payments 484 484
Equity dividends paid (15,785) (15,785)
Issue of share capital on exercise of share options (1,193) 1,193
Transactions with owners (16,494) 1,193 (15,301)
Balance at 31 December 2025 4,096 4,458 236,812 (26,714) 218,652
Share Share Retained Own shares
capital premium earnings held Total equity
At 31 December 2024 Notes £’000 £000 £’000 £’000 £000
Balance as at 1 January 2024 4,096 4,458 297,799 (30,514) 275,839
Loss for the year (10,931) (10,931)
Total comprehensive expense for the financial year (10,931) (10,931)
Transactions with owners:
Share based payments 1,253 1,253
Equity dividends paid (20,031) (20,031)
Issue of share capital on exercise of share options (2,607) 2,607
Transactions with owners (21,385) 2,607 (18,778)
Balance at 31 December 2024 4,096 4,458 265,483 (27,9 07) 246,130
The notes on pages 167 to 170 form an integral part of these financial statements.
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Notes to the Company financial statements
P1. Authorisation of financial statements
The Parent Company financial statements of Ibstock Plc (the ‘Company’) for the year ended
31December 2025 were authorised for issue by the Board of Directors on 4 March 2026 and the
balance sheet was signed on its behalf by J Hudson and R Akers.
Ibstock Plc is a public company limited by shares, which is incorporated and domiciled in England
whose shares are publicly traded. The Company’s Ordinary Shares are traded on the London Stock
Exchange. The registered office is Leicester Road, Ibstock, Leicestershire LE67 6HS and the Company
registration number is 09760850.
P2. Summary of significant accounting policies
The financial statements have been prepared in accordance with applicable accounting standards,
the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS102)
and the Companies Act 2006. As a qualifying entity, as defined by FRS 102, the Company has
elected to adopt the reduced disclosure exemptions set out with paragraph 1.12 of FRS 102, as
described below.
These financial statements are prepared on a going concern basis, under the historical cost convention.
The Company has not disclosed the information required by regulation 5(1)(b) of the Companies
(Disclosure of Auditors Remuneration and Liability Limitation Agreements) Regulations 2008
astheGroup accounts of the Company are required to comply with regulation 5(1)(b) as if the
undertakings included in the consolidation were a single group.
Going concern
The Directors reviewed detailed cash flows and forecasts of financial performance and stress-tested
the projections. The forecasts include estimates of trading performance, operational and capital
expenditure and debt requirements within the period to 30 June 2027.
As the Group has financing arrangements in place, despite the net current liability position of
thecompany, the Company is forecast to be able to meet its liabilities as they fall due throughout
the review period. Therefore, having assessed the principal risks and all other relevant matters, the
Directors consider it appropriate to adopt the going concern basis of accounting in preparing the
financial statements of the Parent Company. The Group going concern assessment can be found
inNote 1 of the Group financial statements.
Fixed asset investments
Investments in subsidiaries are included at cost stated at the historical value at the time of investment
less any provisions for impairment and net of merger and Group reconstruction relief available.
Share based payments
The Company operates a number of equity-settled share-based compensation plans on behalf of
the Group. The fair value of the employee services received under such plans is capitalised as an
investment in the Company’s subsidiary until such time as intra-Group recharges are levied by the
Company to recover this cost from its subsidiaries. Upon recharge, the amounts recharged are
treated as a return of capital contribution and recorded as a credit to equity (up to the value of the
initial share-based payment treated as a capital contribution). Any recharge in excess of the capital
contribution is recognised within the Company income statement. The amount to be recognised
over the vesting period is determined by reference to the fair value of share-based payments. For
further details of share-based payments, see Note 26 of the Group financial statements.
Dividend distribution
Dividend distributions to Ibstocks shareholders are recognised in the Company’s financial
statements in the periods in which the final dividends are approved in the Annual General Meeting,
or when paid in the case of an interim dividend.
Financial instruments
(i) Objectives and policies
The Company, in common with its Group subsidiaries, must comply with the Groups finance
guidelines that set out the principles and framework for managing Group-wide finances. Further
information on the Groups policies and procedures is available in the Group financial statements.
The Company does not enter into speculative treasury arrangements.
(ii) Foreign exchange, credit, liquidity and financial risks
Foreign exchange risk management
The Company primarily transacts in Sterling and therefore exposure to foreign exchange risk is
regarded as low.
Credit risk management
For the Company, this risk arises from cash and cash equivalents and deposits with banks. This is
managed on a Group basis and there are a number of initiatives underway to mitigate this risk.
These include concentrating activities with a group of banks that have strong, independently
verified credit ratings. For each bank, individual risk limits are set based on its financial position,
credit ratings, past experience and other factors.
Liquidity planning, trends and risks
The Company has sufficient committed borrowing facilities to meet planned liquidity needs with
headroom, through facilities provided by the Group.
The Company has adopted IAS 39 for recognition and measurement of financial instruments.
(iii) Financial assets
Financial assets, including trade and other receivables, loans to fellow Group companies and cash
and bank balances, are initially recognised at fair value.
Such assets are subsequently carried at amortised cost using the effective interest method.
(iv) Financial liabilities
Financial liabilities, including trade and other payables and loans from fellow Group companies,
areinitially recognised at fair value.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate
method in accordance with IAS 39.
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Notes to the Company financial statements continued
P2. Summary of significant accounting policies continued
Taxation
Taxation expense for the year comprises current and deferred tax recognised in the reporting year.
Tax is recognised in the profit and loss account, except to the extent that it relates to items
recognised in other comprehensive income or directly in equity. In this case tax is also recognised in
other comprehensive income or directly in equity respectively.
During the ordinary course of business, there are transactions and calculations for which the
ultimate tax determination may be uncertain. The calculation of the tax charge therefore
necessarily involves a degree of estimation and judgement. The tax liabilities are based on
estimates of whether additional taxes will be due and tax assets are recognised on the basis of
probable future recoverability. This requires management to exercise judgement based on its
interpretation of tax laws and the likelihood of settlement of tax liabilities or recoverability of tax
assets. To the extent that the final outcome differs from the estimates made, tax adjustments may
be required which could have an impact on the tax charge and profit for the period in which such a
determination is made.
(i) Current tax
Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior
years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively
enacted by the year end.
Management periodically evaluates positions taken in tax returns with respect to situations in which
applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on
the basis of amounts expected to be paid to the tax authorities.
(ii) Deferred tax
Deferred tax arises from timing differences that are differences between taxable profits and total
comprehensive income as stated in the financial statements. These timing differences arise from
the inclusion of income and expenses in tax assessments in periods different from those in which
they are recognised in financial statements.
Deferred tax is recognised on all timing differences at the reporting date. Unrelieved tax losses and
other deferred tax assets are only recognised when it is probable that they will be recovered against
the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted
by the year end and that are expected to apply to the reversal of the timing differences.
Share capital
Ordinary Shares are classified as equity. Incremental costs directly attributable to the issue of new
Ordinary Shares or options are shown in equity as a deduction, from the proceeds.
Related parties
The Group discloses transactions with related parties which are not wholly owned within the same
Group. Where appropriate, transactions of a similar nature are aggregated unless, in the opinion of
the Directors, separate disclosure is necessary to understand the effect of the transactions on the
Group financial statements.
Disclosure exemptions
In preparing the Parent Company financial statements, the Company has elected to adopt the
reduced disclosure exemptions set out in paragraph 1.12 of FRS 102, because the Company prepares
Group consolidated financial statements, as described below:
(a) Under FRS 102 (Section 1.12(b)), the Parent Company is exempt from the requirements to
prepare a cash flow statement on the grounds that its cash flows are included within the
Ibstock Plc Group consolidated financial statements.
(b) The Parent Company is a qualifying entity and has taken advantage of the exemption from
disclosing key management compensation (other than Directors’ emoluments) under FRS 102
(Section 1.12(e)), as it is a Parent entity whose separate financial statements are presented
alongside the consolidated financial statements, which contain the requisite equivalent disclosures.
(c) The Parent Company is a qualifying entity and has taken advantage of the exemption from
disclosing certain financial instrument disclosures under FRS 102 (Section 1.12(c)), as it is a
Parent entity whose separate financial statements are presented alongside the consolidated
financial statements, which contain the requisite equivalent disclosures.
(d) The Company has elected to avail itself of the disclosure exemption within FRS 102 (Section
1.12(d)) in relation to certain share based payment disclosure requirements as it is a Parent
entity whose separate financial statements are presented alongside the consolidated financial
statements, which contain the requisite equivalent disclosures.
(e) The Company has taken advantage of the reduced disclosure exemption under FRS 102
(Section 1.12(a)) and is not required to follow the requirements of paragraph 4.12(a)(iv) of FRS
102 and as such only discloses a reconciliation of shares outstanding between the beginning
and end of the year and not the prior year.
In addition, the Company has taken the exemption within Section 33 of FRS 102 from disclosing
intra-Group transactions with wholly owned subsidiaries.
Critical accounting judgements and estimation uncertainty
In applying the Company’s accounting policies, as described above, the Directors are required to
make judgements (other than those involving estimations) that have a significant impact on the
amounts recognised and to make estimates and assumptions that affect the reported amounts of
assets, liabilities, income and expenses. Due to the inherent uncertainty in making these critical
judgements and estimates, actual outcomes could be different.
There are no critical accounting judgements or key estimation uncertainties in applying the
Company’s accounting policies in current and prior year.
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P3. Employee information
The Company has no employees. Non-Executive Directors of the Company are employed under
letters of appointment. Full details of Executive and Non-Executive remuneration is disclosed in the
Annual Report on Remuneration on pages 91 to 110. For further details of Directors’ remuneration,
refer to Note 7 of the Group financial statements.
P4. Fixed asset investments
Investment in
subsidiary
undertakings
Cost £’000
At 1 January 2024 628,049
Additions – fair value of share incentives issued to Group employees 555
At 31 December 2024 628,604
Additions – fair value of share incentives issued to Group employees 61
At 31 December 2025 628,665
The Company holds 100% of the issued share capital of Ibstock Building Products Limited.
P5. Debtors
31 December 31 December
2025 2024
£000 £’000
Amounts owed by subsidiary undertakings 6,587 7,318
Corporation tax assets 2,505 1,651
Deferred tax asset 44 270
Prepayments and other debtors 1,033 432
10,169 9,671
Amounts owed by subsidiary undertakings are unsecured, repayable on demand and interest free.
P6. Creditors – amounts falling due within one year
31 December 31 December
2025 2024
£000 £’000
Trade creditors 717 537
Amounts owed to subsidiary undertakings 275,329 258,257
Borrowings 41,152 31,425
Accruals and other creditors 4,124 3,873
321,322 294,092
Amounts owed to subsidiary undertakings are unsecured, repayable on demand and interest free.
The Group has a cash pooling arrangement with its transactional bank.
P7. Creditors – amounts falling due after more than one year
31 December 31 December
2025 2024
£000 £’000
Borrowings 99,862 99,427
99,862 99,427
In November 2021, the Company issued £100 million of private placement notes to PRICOA Private
Capital, with maturities of between 2028 and 2033 and an average total cost of funds of 2.19%
(range 2.04% – 2.27%).
In 2025, the Company renewed the £125 million Revolving Credit Facility (RCF) provided by a
syndicate of four banks for an initial four year period, with a one year extension option. At
31December 2025, the Group had drawn £42.0 million (2024: £31.0 million) under this facility.
Further details of the Private Placement and RCF are provided in Note 19 of the Group
financialstatements.
The carrying value of financial liabilities have been assessed as materially in line with their fair
values, with the exception of £100 million of private placement notes. The fair value of these
borrowings has been assessed as £90.1 million (2024: £87.8 million).
No security is currently provided over the Company’s borrowings.
P8. Financial instruments
The Company has the following financial instruments:
Loans and receivables
31 December 31 December
2025 2024
£000 £’000
Financial assets that are debt instruments measured at amortised
cost:
Amounts owed by subsidiary undertakings 6,587 7,318
Cash and bank balances 1,002 1,375
7,5 89 8,693
Notes to the Company financial statements continued
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Ibstock Plc | Annual Report and Accounts 2025
P8. Financial instruments continued
Loans and payables
31 December 31 December
2025 2024
£000 £’000
Financial liabilities measured at amortised cost:
Trade creditors 717 537
Amounts owed to subsidiary undertakings 275,329 258,257
Borrowings 141,014 130,852
Accruals and other creditors 4,124 3,874
421,184 393,520
In the current and prior year there are no material differences between the fair values and the book
values stated above with the exception of £100 million of private placement notes within borrowing.
The fair value of these borrowings is assessed as £90.1 million (2024: £87.8 million), which was
determined using discounted cash flows based on observable market data.
P9. Called-up share capital
Share
capital
Number of shares £’000
Issued, called-up and fully paid:
At 1 January 2025 and
31December 2025 Ordinary Shares of £0.01 each 409,631,594 4,096
There was no share capital movement in the current and prior year.
P10. Contingent liabilities
The Company has guaranteed all Group bank borrowings as detailed in Note 19 of the Group
financial statements. As part of the Group’s joint and several liability, the Company is a party to the
guarantee of the Groups VAT liability.
P11. Related party transactions
The Company is exempt from disclosing related party transactions with other companies that are
wholly owned within the Group. See Note 29 of the Group financial statements.
The ultimate Parent Company and the smallest and largest group to consolidate these financial
statements is Ibstock Plc.
Share awards to key management personnel resulted in an amount of £0.2 million in the year ended
31 December 2025 (2024: £0.6 million), which has been taken to the fixed asset investment. See
Note 26 of the Group financial statements and the Directors’ Remuneration Report on pages 91 to
110 for further details of share-based payments.
P12. Post balance sheet events
A final dividend of 1.5 pence (2024: 2.5 pence) per Ordinary share is proposed in respect of the
financial year ended 31 December 2025. See Note 31 of the Group financial statements.
See Note 32 of the Group financial statements for details of other post balance sheet events.
Notes to the Company financial statements continued
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Year ended 31 December
Results summary 2021 2022 2023 2024 2025
Continuing operations
Revenue 408,656 512,886 405,839 366,207 372,104
Adjusted EBITDA
1
103,053 139,667 107, 357 79,350 71,044
Exceptional items
1
impacting EBITDA 5,230 6,278 (30,762) (11,720) (19,478)
Depreciation and amortisation pre fair value uplift (28,217) (26,392) (29,314) (29,778) (31,296)
Incremental depreciation and amortisation following fair value uplift (10,132) (12,126) (12,250) (10,779) (10,236)
Operating profit 69,934 107,427 35,031 27,073 10,034
Net finance costs (4,992) (2,663) (4,964) (6,393) (9,138)
Profit before taxation 64,942 104,764 30,067 20,680 896
Taxation (33,129) (17,8 84) (9,007) (5,588) 2,178
Profit from continuing operations 31,813 86,880 21,060 15,092 3,074
Profit 31,813 86,880 21,060 15,092 3,074
Profit attributable to owners of the Company 31,813 86,908 21,060 15,092 3,074
Profit attributable to non-controlling interest (28)
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financialstatements.
Group five-year summary
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At 31 December
Employment of capital 2021 2022 2023 2024 2025
Goodwill and intangible assets 94,625 90,242 82,017 73,950 66,447
Property, plant and equipment 375,800 409,091 440,400 462,504 455,147
Right-of-use assets 25,114 31,478 39,831 28,363 23,292
Non-current assets 495,539 530,811 562,248 564, 817 544,886
Inventories 72,821 94,275 119,189 124,819 137,448
Receivables 64,756 65,935 37,919 43,815 32,273
Current tax recoverable 3,199 1,717 1,171 1,323 3,186
Assets held for sale 875 200
Current assets 141,651 161,927 158,279 170,157 172,907
Payables (103,132) (120,003) (80,526) (88,853) (89,482)
Lease liabilities (27,184) (33,104) (43,833) (35,082) (29,510)
Other liabilities excluding debt (102,527) (93,261) (105,493) (101,977) (102,282)
Net assets excluding pension and debt 404,347 446,370 490,675 509,062 496,519
Net debt
1
(38,872) (45,922) (100,616) (121,560) (120,043)
Pension 57,754 15,194 9,832 7, 839 5,984
Derivative financial instruments 567 (24) (78)
Total net assets 423,229 416,209 399,867 395,263 382,460
Called-up share capital 4,096 4,096 4,096 4,096 4,096
Reserves 419,133 412,062 395,771 391,167 378,364
Equity attributable to owners of the Company 423,229 416,158 399,867 395,263 382,460
Equity attributable to non-controlling interest 51
Total equity 423,229 416,209 399,867 395,263 382,460
1 Alternative performance measures are described in Note 3 to the consolidated financial statements.
Group five-year summary continued
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At 31 December
Business ratios 2021 2022 2023 2024 2025
Adjusted EBITDA
1
margin 25.2% 27.2% 26.5% 21.7% 19.1%
Interest cover (times) 21x 51x 29x 6x 6x
Net debt to adjusted EBITDA
1
0.41x 0.35x 1.06x 1.81x 2.03x
Return on capital employed
1
15.8% 23.5% 13.4% 7.5% 5.8%
Adjusted operating cash flow
1
m) 76 108 50 56 35
Capital expenditure (£m) (25) (58) (66) (45) (45)
Adjusted free cash flow
1,2
m) 51 50 (16) 11 (10)
Statutory basic earnings per share 7.8 p 21.4p 5.4p 3.8p 0.8p
Adjusted basic earnings per share
1
13.9p 22.7p 13.9p 7.7p 5.7p
Interim dividend per share 2.5p 3.3p 3.4p 1.5p 1.5p
Final dividend per share 5.0p 5.5p 3.6p 2.5p 1.5p
Total dividend per share 7.5p 8.8p 7.0p 4.0p 3.0p
Closing share price 204p 154p 152p 174p 140p
Closing market capitalisation (£m) 834.8 630.8 594.0 712.7 544.8
1 Alternative performance measures are described in Note 3 to the consolidated financial statements.
2 Impacting retained earnings.
Group five-year summary continued
Cautionary Statement
This Annual Report and Accounts has been prepared for, and only for, the members of the Company,
as a body, and no other persons. The Company, its Directors, employees, agents or advisers do not
accept or assume responsibility to any other person to whom this document is shown or into whose
hands it may come and any such responsibility or liability is expressly disclaimed. By their nature, the
statements concerning the risks and uncertainties facing the Group in this Annual Report and
Accounts involve uncertainty, since future events and circumstances can cause results and
developments to differ materially from those anticipated. The forward-looking statements reflect
knowledge and information available at the date of preparation of this Annual Report and Accounts
and the Company undertakes no obligation to update these forward-looking statements. Nothing in
this Annual Report and Accounts should be construed as a profit forecast.
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Additional Information
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability and Climate Change ReportingSustainability and Climate Change Reporting
Sustainability
Reporting Data
Streamlined Energy and Carbon Reporting (‘SECR’) disclosure
2019 2020 2021 2022 2023 2024 2025
Total Scope 1 CO
2
emissions tCO
2
e 349,200 223,229 299,698 303,173 237, 032 190,577 220,716
Total Scope 1 CO
2
emissions from combustion of gas tCO
2
e 222,359 145,331 196,622 198,580 153,336 123,546 146,412
Total Scope 1 CO
2
emissions from combustion of other fuels tCO
2
e 17,978 7, 223 5,736 4,508 7, 210 5,303 5,681
Total Scope 1 CO
2
emissions from process materials tCO
2
e 108,886 70,676 97,340 100,084 76,485 60,638 68,623
Total gas used per annum MWh 1,230,000 780,000 1,050,000 1,080,000 804,915 636,115 798,812
Total Scope 2 CO
2
emissions (location-based) tCO
2
e 28,429 16,429 19,912 17,514 14,799 12,881 14,287
Total Scope 2 CO
2
emissions (market-based) tCO
2
e 28,429 16,429 787 942 929
Total purchased electricity used per annum MWh 110,507 70,762.89 93,778.99 87,439.18 71,623 62,379 74 ,192
Total solar-generated electricity used per annum MWh 2 2,480 4,160 4,019 4,743 4,729
Total Scope 1 and 2 CO
2
emissions (market-based) tCO
2
e 377,629 239,658 299,698 303,173 237, 819 191,518 221,645
Intensity ratio tonnes of CO
2
per tonne of production tCO
2
e/tonne 0.159 0.16 0.141 0.145 0.151 0.148 0.138
% reduction in absolute Scope 1 and 2 CO
2
relative to 2019 baseline % 20% 37% 49% 41%
1
Total Scope 3 tonnes of CO
2
tCO
2
e 157,95 0 107,915 107,010 160,912
1 Of the 41% reduction, 25% is permanent carbon reduction on 2019 baseline, 16% is temporary production volume decrease which we forecast to reverse by 2030.
All carbon calculations are in line with Greenhouse Gas Protocols.
Market-based Scope 2 emissions are used to calculate the carbon intensity ratio.
We use a small amount of gas, equating to 840 tonnes CO
2
from landfill gas produced at one of our sites, with 88.5 tonnes CO
2
from Weeford site. The rest of our electricity is procured from the grid through
a REGO backed green tariff.
For reporting purposes, we define our organisational boundary on an operational control basis, and our Scope 1 and 2 emissions and other sustainability metrics are reported on this basis.
All emissions and energy are consumed in the UK.
In this section we have set out all key sustainability data required
forreporting purposes. In addition to the summaries presented here,
wealso provide disclosures in our separate Sustainability Report.
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Additional Information 174
Ibstock Plc | Annual Report and Accounts 2025
Sustainability and Climate Change Reporting continued
Group Scope 3 emissions categories reported
GHG Protocol Scope 3 emissions category
Carbon emissions
(tonnes of CO
2
e) Included or excluded
Category 1 – Purchased goods and services 111,151 Included (hybrid-spend and activity method)
Category 2 – Capital goods 2,921 Included (spend-based method)
Category 3 – Fuel- and energy-related activities 28,665 Included (average data method)
Category 4 – Upstream transportation and distribution 14,988 Included (spend-based method)
Category 5 – Waste generated in operations 201 Included (average data method)
Category 6 – Business travel 1,007 Included (hybrid approach)
Category 7 – Employee commuting 329 Included (average data method; modelled)
Category 8 – Upstream leased assets 0 Excluded: Operation of Ibstocks leased fleet and buildings are included in Scope 1 and 2.
Category 9 – Downstream transport and distribution Excluded: Limited data availability.
Category 10 – Processing of sold products 0 Excluded: Ibstock’s products are not processed further before use by end customers.
Category 11 – Use of sold products 0 Excluded: Ibstock’s products do not lead to significant direct GHG emissions during their use by end customers. Further,
attributing building energy usage to Ibstocks products presents a significant data challenge and would likely be immaterial.
Category 12 – End-of-life treatment of sold products 1,649 Included (average data method)
Category 13 – Downstream leased assets 0 Excluded: Ibstock does not lease any assets to third parties.
Category 14 – Franchises 0 Excluded: Ibstock does not have any business franchises.
Category 15 – Investments 0 Excluded: Ibstock does not hold any significant investments in other companies or assets beyond those included in this inventory.
Key performance indicators
Topic KPI Measure Target 2019 2020 2021 2022 2023 2024 2025
Carbon % absolute carbon reduction (Scope 1 and 2) relativeto
2019baseline
% 40% by 2030 20% 37% 49% 41%
1
Carbon Intensity ratio tonnes of CO
2
per tonne of production tCO
2
e/t 0.159 0.160 0.141 0.145 0.151 0.148 0.138
Water % reduction in mains water use (relative to 2019 baseline) % 34% 21% 49% 28% 33% 18%
Waste % general waste to landfill % Zero by 2025 64.0% 13.0% 2.4% 5.0% 4 .6% 2 .1%
New and sustainable
products
% of sales turnover from new and sustainable products % 11.5% 11.7% 13.0% 13.0% 10.8% 22% 25%
Health and safety % year on year reduction in Total Injury Frequency Rate % 5% 13% +17%
Earn and Learn positions % of employees in Earn and Learn positions % 10% by 2030 7.5% 6.9% 7.4% 7.2%
Diversity % of women in senior leadership positions % 40% by 2027 27% 35% 34% 32%
Diversity % of senior leaders identifying as ethnically diverse % 20% by 2030 7% 15%
1 Of the 41% reduction, 25% is permanent carbon reduction on 2019 baseline, 16% is temporary production volume decrease which we forecast to reverse by 2030.
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Additional Information 175
Ibstock Plc | Annual Report and Accounts 2025
Sustainability and Climate Change Reporting continued
Sustainability
Performance Data
The following table covers our wider sustainability metrics, which are aligned where
possible to the SASB disclosure for construction materials. We will continue to review
this data suite on an ongoing basis for future reporting periods.
Topic Metric 2019 2020 2021 2022 2023 2024 2025
Scope 1 CO
2
emissions Tonnes of CO
2
e combustion of fuel 349,200 223,229 299,698 303,173 237,032 190,577 220,716
Scope 2 CO
2
emissions
(location-based)
Tonnes of CO
2
e from electricity consumed if power was
purchased from the grid applying averaged emissions
28,429 16,429 19,912 17, 514 14,799 12,881 14,287
Scope 2 CO
2
emissions
(market-based)
Tonnes of CO
2
e from electricity consumed purchased from
renewable sources
28,429 16,429 787 942 929
Scope 3 tonnes of CO
2
Tonnes of CO
2
e N/A N/A N/A 157,950 107,915 107,010 160,912
Company cars Hybrid or electric vehicles as % of total fleet N/A N/A 45% 55% 74% 87% 86%
Company mobile fleet Electric vehicles as % of total mobile plant fleet N/A N/A N/A N/A 11% 16% 27%
Water intensity ratio M
3
mains water use per tonne of production 0.105 0.110 0.092 0.072 0.113 0.125 0.128
Mains water M
3
mains water use per annum 249,854 165,983 197,8 83 127,544 179,013 166,187 204,918
Non-mains water M
3
non-mains water use per annum 65,531 50,437 51,881
Total water M
3
total water use per annum 963,387 1,000,815 1,160,443 779,935 244,544 216,624 256,798
Waste sent off-site Tonnes of waste sent off-site 6,570 5,801 3,490 5,945 6,524 4,958 4,514
Waste diverted from landfill Tonnes of waste diverted from landfill 3,565 3,709 3,034 5,605 6,370 4.795 4,379
Hazardous waste sent to landfill Tonnes of hazardous waste sent to landfill 1,126 204 178 48 50 73 27
Non-hazardous waste sent to
landfill
Tonnes of non-hazardous waste sent to landfill 1.879 1.888 278 143 105 90 108
General waste sent to landfill Tonnes of general waste sent to landfill 1,879 1,888 278 143 57 42 21
Total waste sent to landfill Total waste sent to landfill 154 163 135
Total plastic packaging Total tonnes of plastic packaging 1,887 998 1,476 1,447 1,492 814 799
Plastic packaging intensity ratio Kg of plastic per tonne of production 0.5
New and sustainable products % of sales turnover from new and sustainable products 12% 13% 13% 11% 22% 25%
Customer referral rating Customers likely to recommend Ibstock (score out of 10) 7.58 7.93
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Additional Information 176
Ibstock Plc | Annual Report and Accounts 2025
Sustainability and Climate Change Reporting continued
Topic Metric 2019 2020 2021 2022 2023 2024 2025
Lost time incident frequency rate Number of lost time injuries for every one million hours worked 3.4 2.2 2.1 1.47 1.51 1.76 2.05
Total Injury Frequency Rate
1
Total number of injuries for every one million hours worked 63.2 60.1 31.4 36.6
Employee deaths Number of work-related employee deaths 0 0 0 0 0 0 0
Contractor deaths Number of work-related contractor deaths 0 0 0 0 0 0 0
Employee diversity – gender % of all employees that are female 15.7% 15% 16% 16.7% 17% 17. 3%
Board diversity – gender % of the Board that are female 28.5% 37.5% 37. 5% 37.5% 37.5% 42.9%
Senior leader diversity – gender % of senior leaders that are female 18.5% 19% 27% 35% 34% 32%
Apprentice diversity – gender % of apprentice intake that are females 29% 7%
Employee diversity – ethnicity % of all employees identifying as ethnically diverse 5% 5%
Board diversity – ethnicity % of the Board identifying as ethnically diverse 12.5% 14.3%
Senior leader diversity – ethnicity % of senior leaders identifying as ethnically diverse 7% 15%
Apprentice diversity – ethnicity % of apprentice intake identifying as ethnically diverse 11% 7%
Employee population Number of employees 2,350 2,064 2,119 2,293 1,896 1,947 1,944
Earn and Learn positions % of employees in formal Earn and Learn training 7.5% 6.9% 7.4% 7.2 %
Apprentices Number of apprentices 35 38 47 51 54 68
Employee engagement Best companies score % 61.2% 65.0% 63.0%
Charitable contributions Bricks donated to colleges/charities 83,094 140,000 300,000 311,000 >440,000
1 2024 TIFR figure restated from 52.2 to 31.4 due to calculation incorporating additional data points in 2024.
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Ibstock Plc | Annual Report and Accounts 2025
Sustainability and Climate Change Reporting continued
Task Force on Climate-related
Financial Disclosures
Ibstock has a long-standing commitment to responsible business delivery, and climate
impact is a key part of the Boards strategy discussions. Building on this commitment,
we published our ESG 2030 Strategy (the ‘Strategy) in 2022.
This focuses on three strategic pillars:
@ Addressing Climate Change
@ Improving Lives
@ Manufacturing Materials for Life
The Strategy includes an ambitious target
toreduce our absolute Scope 1 and 2 carbon
emissions by 40% by 2030 against a
2019baseline.
The Strategy was reviewed during 2025
applying outputs from a single materiality
review and the Board considers that the
ambitions set in this document remain our
short-term priorities for managing climate-
related risk.
The climate-related financial disclosures made
by Ibstock comply with the Task Force on
Climate-related Financial Disclosures (‘TCFD’)
recommendations as required by the UKLA
Listing Rule 6.6.6R (8); and the requirements of
the Companies Act 2006 as amended by the
Companies (Strategic Report) (Climate-related
Financial Disclosure) Regulations 2022.
Ibstock disclosures are fully consistent with all
11 of theTCFD disclosure recommendations
asset out below:
Governance
Disclose the organisations governance around
climate-related risks and opportunities.
Pages179 to 180.
a. Describe the Board’s oversight of climate-
related risks and opportunities.
b. Describe management’s role in assessing
andmanaging climate-related risks
andopportunities.
Strategy
Disclose the actual and potential impacts of
climate-related risks and opportunities on the
organisations businesses, strategy and financial
planning where such information is material.
Pages 181 to 187.
a. Describe the climate-related risks and
opportunities the organisation has identified
over the short, medium and long term.
b. Describe the impact of climate-related risks
and opportunities on the organisations
businesses, strategy and financial planning.
c. Describe the resilience of the organisation’s
strategy, taking into consideration different
climate-related scenarios, including a 2°C
orlower scenario.
Risk management
Disclose how the organisation identifies,
assesses and manages climate-related risks.
Page 188.
a. Describe the organisations processes for
identifying and assessing climate-related risks.
b. Describe the organisations processes for
managing climate-related risks.
c. Describe how processes for identifying,
assessing and managing climate-related risks
are integrated into the organisations overall
risk management.
Metrics and targets
Disclose the metrics and targets used to
assessand manage relevant climate-related
risks and opportunities, where such information
is material. Pages 189 to 191.
a. Disclose the metrics used by the organisation
to assess climate-related risks and
opportunities in line with its strategy and risk
management process.
b. Disclose Scope 1, Scope 2 and, if appropriate,
Scope 3 greenhouse gas (‘GHG’) emissions
and the related risks.
c. Describe the targets used by the organisation
to manage climate-related risks and
opportunities and performance against targets.
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Additional Information 178
Ibstock Plc | Annual Report and Accounts 2025
Task Force on Climate-related Financial Disclosures continued
1. Governance
a. Describe the Board’s oversight of climate-related risks and opportunities.
Ibstocks Board has ultimate oversight of climate-related risks and opportunities. This page shows the full governance structure showing how the consideration of climate-related issues is integrated
withingovernance processes. The Board delegates specific climate-related matters to its Committees and Executive Committee (‘ExCo’).
Board Committees and climate change responsibilities
Responsibilities related to climate change Examples Skills and competencies
The Board had 10 meetings in 2025 Role and responsibilities page 70
The Board has ultimate oversight for the long-term strategy, including oversight of climate
change-related risks and opportunities and the setting of performance objectives.
@ Considering climate-related issues as a fundamental part when planning Group strategy,
approving annual budgets and business plans, making acquisition and divestiture
decisions, and overseeing capital expenditure.
@ Considering climate-related issues as part of the discussions on risk management and its
principal risks and uncertainties.
@ Overseeing progress against our sustainability ambitions, which align to its risk mitigation
plans to address climate-related issues.
When setting the 2026 budget and strategic plan,
the Board considered the requirements and
sensitivities for mitigating transitional and physical
climate change risks.
Climate and carbon impact is considered as part of
the Board’s decision-making.
As per the skills matrix shown on page 56 the Board
has sufficient skills and competencies in strategy,
sustainability and financial planning.
The Sustainability Committee met four times during 2025 Role and responsibilities page 81
@ Overseeing, challenging and monitoring the Strategy implementation.
@ Reviewing performance against key performance indicators (‘KPIs’) and targets,
including carbon reduction.
@ Overseeing and monitoring of risks and opportunities associated with climate change.
@ Informing the Board on mechanisms to engage wider stakeholders with regard to sustainability.
Members of the Sustainability Committee inform all other Committees about climate-
related issues as key topics are identified or discussed.
At each meeting, the Sustainability Committee
considers a horizon scanning report produced by RSM
UK Consulting LLP (‘RSM’), including emerging
climate transition risks.
The Committee scrutinised the use of the carbon
transition model to support decisions and monitored
continued improvements in regular reporting of
climate-related metrics.
Chaired by Claire Hawkings, who has extensive
experience in sustainability.
RSM provides expert technical advice to
theCommittee.
Training for the Sustainability Committee delivered
by RSM, including carbon trading and Emissions
Trading Schemes (‘ETS’).
The Audit Committee met four times during 2025 Role and responsibilities page 84
@ Reviews and makes recommendations on risk management and controls to the Board.
@ Oversees the internal controls including carbon, and financial statement review
ofdisclosures.
The Audit Committee received a detailed update on
material controls including climate change and carbon.
Consideration of climate impact on accounting
judgements and disclosures, e.g. impairment and
useful economic lives of assets.
The Audit Committee has sufficient skills and
competencies in audit, controls and strategy.
Boardskills matrix on page 56.
The Remuneration Committee met four times during 2025 Role and responsibilities page 91
@ Aligns LTIP performance to sustainability-related KPIs. In setting the LTIP performance targets and
underpin, the Remuneration Committee considers
the alignment to the Strategy.
The Remuneration Committee has sufficient skills
and competencies in Executive remuneration and
sustainability. Board skills matrix on page 56.
The Executive Committee (‘ExCo’) met nine times in 2025 Role and responsibilities page 61
@ Implements and delivers the Strategy. During day to day strategic and operational
decisions, the ExCo considers the alignment
totheStrategy.
The ExCo has sufficient strategic, operational and
management experience to implement and execute
the carbon transition for Ibstock.
Strategic Report Governance Report Financial Statements
Additional Information 179
Ibstock Plc | Annual Report and Accounts 2025
Task Force on Climate-related Financial Disclosures continued
1. Governance continued
Governance of carbon reduction
Our progress on the development of our Carbon Transition Plan is detailed on page 43 and 44. The Sustainability Committee monitors and oversees the progress against the goals and targets for
addressing climate-related issues at each meeting by reviewing the Sustainability KPIs which include carbon reduction.
The Committee considers, challenges and recommends changes to the development of the Carbon Transition Plan to the Board for its approval. The Board has oversight of the execution of carbon
reduction, including approval of climate-related targets and development of the Carbon Transition Plan.
b. Describe management’s role in assessing and managing climate-related risks and opportunities
The CEO is responsible for assessing and managing climate-related risks and opportunities and is supported by the ExCo to implement the Strategy. The Managing Director – Clay and Concrete is
theExecutive-level sponsor for Addressing Climate Change and the Director – Innovation and Growth is the Executive-level sponsor for Manufacturing Materials for Life. The sustainability update is on
page39. The ExCo is supported by a dedicated Sustainability team, with subject matter experts to support other business units, led by Nick Giles, Group Company Secretary and Compliance Officer.
TheSustainability team supports the upskilling of other roles and departments, recognising that all employees have a part to play in the implementation of sustainability. For example, the Sustainability
team supports Factory Managers with understanding the carbon emissions from the factory and opportunities to improve carbon reduction. Previously assessing and managing risk was governed through
the Net Zero Working Group but this is now run through existing team structures including operational, innovation and technical teams. The reporting structure for management is detailed below. The
cross-functional TCFD Working Group, which includes members from the Sustainability, SHEQ and Finance teams, defines the approach for identifying and assessing climate-related risks. This defined the
risk gradings, detailed on pages 181 to 183, to assess the impact of climate-related risks and opportunities. Please see page 48 for the Groups risk management process. The ExCo owns material climate-
related risks and opportunities to ensure there is clear ownership for mitigations. The Sustainability team provides monthly updates to the ExCo, and quarterly updates to the Sustainability Committee.
Site energy monitoring, targets and champions
In 2025, all of Ibstocks operational sites maintained ISO 50001 for energy management (with exception of Coltman and Atlas, which will be accredited in 2026) and legal compliance with ESOS.
Sitesareusing the energy management system to continuously monitor and reduce energy consumption, improving their operational efficiency and reducing their carbon impact.
The Energy Manager works across the Group to help the teams identify and quantify operational efficiency with the site technical managers to initiate changes to optimise processes. All sites using the
system have access to half hourly electricity data, energy action plans, targets and an energy champion.
Management of workstreams assessing or managing climate-related risks
Team/working group Area of responsibility Group lead 2025 example of progress
Sustainability team @ Owns the evolution of the carbon reduction model and support
towider teams on integrating actions into business as usual.
@ Owns data processing of carbon.
Head of ESG Improved data quality and controls – see pages 39 to 46.
Operations team @ Implements energy action plans and carbon reduction projects
toachieve targets.
Operations Director Replacement of diesel pump with electric pump at
Leicester quarry – see page 42.
Innovation team @ Develops new and evolves existing products with lower carbon
impacts to meet customer need.
Head of Innovation Continued roll out of lower carbon cements across the
concrete product ranges
Technical team @ Alternative fuels project development and research.
@ Ceramics and cement technology advancement projects.
Technical Director On-site Green Hydrogen project shortlisted in
Government Hydrogen Allocation Round 2 –
seepage42.
TCFD Working Group @ Identifies, assesses and manages climate-related risks
andopportunities.
@ Informs and updates functions of the site climate risks.
Group Financial Controller
1
Risks and opportunities reviewed and updated.
1 The Group Financial Controller took on the role of Interim Chief Financial Officer as of October 2025.
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2. Strategy
a. Describe the climate-related risks and opportunities the organisation has identified over the short, medium and long term
Material risks and opportunities are evaluated by considering their potential impact, financial or reputational, together with their likelihood as part of enterprise risk management process. Please see
page48 for further details of the risk assessment process.
Our time horizon and impact definitions are shown below, detailing how these align to the organisation. The scenario analysis supports our decision-making processes on strategy, capital allocation and
costs in the short-term horizon. Beyond this time period as would be expected, the scenario analysis has less reliable internal and external data with less certainty around the impact of climate-related risks
and opportunities, as this is greatly impacted by external factors and dependencies such as the pace and effectiveness of the transition to a lower-carbon economy – see pages 43 to 44.
Time horizons considered in climate risk assessment
Short term – to 2030 Medium term – 2031 to 2040 Long term – 2041 to 2050
Aligns to ESG 2030 Strategy Aligns to medium- to long-term strategy decisions, and achieving
net zero Scope 1 and 2
Aligns to longer-term climate reduction targets
Impact on Adjusted EBITDA over time
Low Medium High
<5% 5% 15% >15%
The thresholds for quantifying risks based against our strategic and long-term financial forecasts and align to the risk management processes.
Our climate risks and opportunities
The following material risks have been identified through considering the impact across the business value chain. All product types, business functions, customer segments and suppliers have been included
in the assessment. Our operations experience similar climate risks and opportunities. We have referenced where risks are specific to one division or sector. Where climate-related financial risks are material, if
unmitigated, these have the potential to impact Group Adjusted EBITDA
*
by over 5%.
Climate risks
Climate-related financial risk Description Impact grading
Scenario with
greatest impact
Link to metrics
and targets Expected financial impact
CCR1: Increased prices of carbon
credits or reductions or removal in
the number of ‘free’ allowances.
Transition, policy and legal
@ Since our Clay operations are part of the UK Emissions
Trading Scheme (‘UK ETS’), the rising costs of carbon
credits and the reduction in ‘free’ allowances are likely
toincrease costs if internal carbon reduction initiatives
are unsuccessful.
High <2°C Medium
and long term
Carbon
emissions
Internal carbon
price
Increased costs of carbon credits if carbon
reduction initiatives are unsuccessful for our
Clay division and the price of carbon credits
increases. The allowances for UK ETS are
aligned to a net zero consistent cap from 2026.
CCR2: The availability of, and
ability to transfer to, new energy
technologies due to a lack of or
failed investments.
Transition, technology
@ Reliant on unproven technology to transition to net zero,
e.g. carbon capture and storage.
@ Transitioning to new energy technologies may require
significant investment and skills and experience
notavailable.
@ Government support will be required to make the
transition across the estate commercially viable, e.g.
hydrogen gas pipelines.
High >4.3°C Medium
and long term
Planned for
2026
Increased capital costs to transition to new
energy technologies including alternative fuels
and carbon capture.
Increased research and developments (‘R&D’)
costs to position business to respond to changes
in technology.
Increased carbon costs if transition is slowed.
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Climate-related financial risk Description Impact grading
Scenario with
greatest impact
Link to metrics
and targets Expected financial impact
CCR3: Transition to new building
technologies and approaches
redefining the type and nature of
materials required.
Transition,market
@ Customers switching to alternative products with
lowerembodied carbon due to regulations or
carbonreduction targets.
@ Changes in revenue mix from traditional brick and
concrete product lines to products used within Modern
Methods of Construction (‘MMC’).
@ Changes to supply chain may result in scarcity of
certainraw materials, e.g. body fuels.
High >4.3°C Short,
medium and
long term
Carbon
emissions
New product
development
Climate-related
opportunities
Increased R&D costs for new products.
Demand changes lead to reduced revenue.
Increased operational costs to use more
recycled content or other methods to reduce
embodied carbon.
CCR8: New or changing legislation
and regulation that will directly or
indirectly impact our business.
Transition, market
@ Increased regulation for reducing energy usage
fromfossil fuels.
@ Customers switching to alternative products with lower
embodied carbon due to regulation.
Medium >4.3°C Short,
medium and
long term
Carbon
emissions
New product
development
Climate-related
opportunities
Reduced demand from key customer groups
(e.g. house builders or building merchants) due
to policy changes.
Increased costs from suppliers as they comply
with regulation to reduce energy usage and
carbon emissions.
CCR5: Extreme variability in
weather patterns such as storms,
cyclones, and floods and changes
in precipitation patterns.
Physical, acute
@ Disruption to operations through damage and/or
flooding at factories.
@ Disruption to supply chain and customer projects as
operations or transportation are impacted by acute
physical risks.
@ Changes in precipitation impact water content of raw
materials, e.g. clay requires more energy to extract and
handle in dry conditions and impossible to extract in
drought conditions.
Low >4.3°C Long
term
Physical
climate risks
Reduced revenue from decreased production
capacity.
Increased operating costs (e.g. purchasing
required for climate mitigation).
Increased capital for mitigation measures and/
or repair costs (e.g. damage to infrastructure).
Business disruption in supply chains leading to
loss of revenue.
Increase in insurance premiums.
Other risks considered to not be material risks include:
@ Increased cost of sustainable energy (e.g. green electricity) or reduced availability as demand increases.
@ Rising mean temperatures.
@ Rising sea levels.
@ Water scarcity affecting operations or those of the supply chain.
@ Impact of changing attitudes of investors and financial stakeholders.
We will continue to monitor the risks through the TCFD Working Group and Sustainability Committee.
2. Strategy continued
Our climate risks and opportunities continued
Climate risks continued
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2. Strategy continued
Our climate risks and opportunities continued
Climate-related opportunities
Climate-related financial opportunity Description Impact grading
Scenario with
greatest impact
Link to metrics and
targets Expected financial impact
TR1: Production of more
sustainableproducts.
Transition, market
@ We are developing new products for the market with lower
carbon impact as well as evolving our existing products for
further carbon reduction.
High <2°C Medium
term
New product
development
Increased sales driven by new product
development.
TR2: Changes in customers
preferences and building practices
resulting in new and emerging
products and solutions.
Transition, market
@ Changes in the building approaches or preferences of
customers could lead to new markets for building products.
@ The opportunity is managed through close relationships
with our customers, Government and industry bodies,
e.g.Future Homes Hub.
High <2°C Medium
andlong term
New product
development
Increased sales driven by new product
development.
b. Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy and financial planning
In 2025, Ibstock has made progress against the ESG 2030 Strategy, which includes:
@ Further development of our carbon modelling tool to enable informed decisions in our carbon reduction investment.
@ Evolved our Carbon Transition Plan as we develop our Net Zero Transition Plan in line with Transition Plan Taskforce guidelines, see page 43.
@ Short to medium term, the investment to achieve our carbon reduction is embedded in our financial forecast to align with our carbon reduction target for 2030.
@ Successfully rolled out cement reduction initiatives across a wide range of products exceeding our target to hit 20% sales revenue from new and sustainable products by 2030.
@ Utilised life cycle analysis capability to both inform our new product development (‘NPD) decision-making and to launch environmental product declarations (‘EPDs’) to our customers on key products.
Operations were minimally impacted by localised flooding events that stopped production for less than a week combined. Processes and emergency response plans are in place to reduce the risk and impact
of floods/storm and alert the business to severe weather events using our communications channels and our tiered meetings structure. Our data centre providers experienced incidents of overheating and
were required to bring in additional cooling capacity impacting services for a number of days. Steps have been taken to mitigate the risk of overheating impacting service in the future.
We have considered the potential impact of identified climate change risks and opportunities through our indicators of impairment reviews and also in the assessment of useful economic lives of assets.
There are a series of sites deemed to be vulnerable to physical risk of variability of precipitation in the long term (2040 to 2050). Management expects any changes required due to climate change will be
covered through maintenance and refurbishment spend as well as strategic estate management phased over multiple years. Therefore, the related cash outflow would not be material in any given year.
With no mitigations in place, management expects the carbon costs will increase in the future but would impact the whole industry. We would expect any carbon-related costs to increase the sales price
andthere would be no material impact in the forecast cash flows. See the Metrics and Targets on pages 189 to 191 for the investment in the low-carbon transition and the impairment and PPE notes
forfurther information.
An internal carbon price was developed in 2023 and is included in decision-making, including capex projects and NPD. The carbon price is a shadow price based on the UK ETS carbon price, as our Clay factories
are covered by the regime. However, we will take an average for the year due to short-term variability in the market price. The internal carbon price covers all the business over Scope 1 and 2 emissions.
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2. Strategy continued
b. Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy and financial planning continued
The internal carbon price was used in the following processes:
@ Position management for the valuation of assets to inform replacement and maintenance schedules.
@ Investment decisions, including new capital expenditure to assess carbon savings.
@ Impact of new product development for reduced embodied carbon.
Capital expenditure and new product development processes currently assess the impact of carbon emissions savings and apply the internal carbon price.
The UK ETS carbon price is expected to increase over time with proposed alignment with EU trading scheme and this trend is reflected in the Company’s scenario analysis. In 2025, the average carbon price
under UK ETS was £41.84.
Carbon transition planning
Ibstocks carbon transition is informed by a detailed profile of carbon reduction projects and actions in the short, medium and long term with financially quantified impacts. This enables modelling around
investment decisions to incorporate carbon impacts and opportunities.
The carbon transition and targets set by Ibstock support a <2°C pathway and is aligned to industry transition pathways.
c. Describe the resilience of the organisations strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario
Ibstock’s approach to scenario analysis
Scenario analysis is a process for identifying and assessing the potential impact of a range of climate scenarios. This is not designed to deliver precise outcomes or forecasts but has been used by our teams
to assess strategic resilience and support business planning decisions.
Our scenario analysis is integrated into our strategic planning cycle, including financial forecasts, and covers our operational footprint. We have considered two contrasting climate scenarios to provide
acontrasting perspective – one below 2°C scenario and a failed transition. This is consistent with the scenario analysis approach within our sector.
We have a detailed strategic plan to 2030 that has been used within the scenario analysis. The full scenario analysis extends to 2050; however, the data available for this timeframe is less sophisticated.
The scenario analysis draws on both internal and external data sources where appropriate. The current year scenario analysis uses the following external data sources: Bank of England Climate Biennial
Exploratory Scenario (‘CBES’) data points; Met Office projections for precipitation; temperature; and water scarcity along with externally commissioned site flood analysis.
CASE STUDY
Improving data quality and controls
Recognising the need to mature the data quality and controls of our material non-financial data, including gas and electricity, we have made improvements to the transparency, traceability and reliability
ofmeter read data across our estate by introducing a new software application. The application enables our sites to enter meter read data together with photographic evidence directly into a central system
either from their PC/laptop or phone. The application includes data controls to ensure the data entered is accurate before it is then exported into reports, which can be used for various use cases including
into our ERP system and carbon data reports.
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2. Strategy continued
c. Describe the resilience of the organisations strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario continued
Approach to scenario analysis
Climate scenario
Below 2°C Above 4.3°C
Data sets considered IPCC RCP 2.6 RPCC RCP 8.5
Description of scenario Limits global warming to below 2°C
Increased transition risks depending on pathway to meet emission reduction target
Projected carbon price in 2040: USD650
High emission scenario where warming may exceed 4°C
Lower transition risks as there is no further action on climate change
Projected carbon price in 2040: USD650
Assumptions that apply
toallscenarios
Current market share is consistent with performance today
The location of factories and quarries is consistent with today’s footprint
Acceleration of the removal of carbon credits within UK ETS for the clay operations
Capital and research and development investments increase in both climate scenarios
Data sets used IPCC
2021 Climate Biennial Exploratory Scenario for transition risks
UK CP18 Met Office projection for physical risks
Flood risk analysis on Ibstock sites
Scenario analysis results
The tables that follow show the results of our scenario analysis and the strategic response. The financial impact represents the expected impact to Adjusted EBITDA* and cost impact. The output is aligned to the
risk thresholds on page 181. Overall, the results of the scenario analysis indicate the unmitigated physical and transition risks and opportunities will have an impact on the business strategy; however, as our
business strategy includes mitigating factors to these risks, Ibstock remains resilient to the assessed risks.
The highest-impact risks overall are the risk of increased prices of carbon credits or reductions or removal in the number of ‘free’ allowances, the cost and/or failure of new technologies to support
decarbonisation, the transition to new building technologies and the type and nature of materials required along with new or changing legislation and regulation that will directly or indirectly impact our
business. In 2026, we will be reviewing our external climate disclosures and making any changes and amendments as appropriate or required.
Task Force on Climate-related Financial Disclosures continued
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2. Strategy continued
Scenario analysis results continued
Below 2°C scenario
Risks/opportunities with greatest impact in scenario How the risk is modelled
@ Increased prices of carbon credits or reduction of free
allowances over time.
@ Availability of, and ability to, transfer to new
energytechnologies.
@ Development of new sustainable products and services
tosatisfy customer demand.
@ Willingness to pay for low-carbon solutions. Change in
customer preferences and building practices resulting
innew and emerging markets developing.
The carbon price is projected to increase yearly with the accelerated removal of free allowances, principally impacting the Clay division, which
operates within UK ETS. We have used data from the Bank of England’s projected shadow price, and an accelerated removal of free allowances.
We have assumed research and development costs will increase, and there is also an increased risk of impairment of assets.
We have assumed there will be an increase in sales volume for clay and concrete as a result of increased demand for new and sustainable
products, including Futures, to grow sales until 2050.
Impact from scenario analysis
In the short to medium term, unmitigated transition, policy, legal and market risks present the greatest risk to financial performance.
Thehighest impact risks are:
@ Increased prices of carbon credits or reduction in free allowances: Our scenario assumes carbon-free allowances reduce by 50% from
today’s level by 2030 and are reduced in an accelerated basis post-2030 with additional increases of costs in line with climate pathways
outlined by the Bank of England’s early action pathway.
@ Development of new sustainable products and services to satisfy customer demand. The scenario assumes a 20% sales volume increase
from 2023 to 2050.
Strategic response
The carbon reduction tool is a quantified model, including the capital and financial cost along with the expected carbon reduction from
planned projects and potential initiatives. Delivering projects, contributing to our carbon targets, will reduce the risk exposure to carbon prices
and the reduction/removal of UK ETS allowances.
We are exploring commercial terms with strategic suppliers and partners to develop alternative fuels, including synthetic gas and hydrogen,
as a lower-carbon alternative to natural gas.
Developing products with increased recycled content contributes to circularity and reduces carbon emissions.
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2. Strategy continued
Scenario analysis results continued
Above 4.3°C scenario
Risks/opportunities with greatest impact in scenario How the risk is modelled
@ Increased prices of carbon credits or reduction of free
allowances over time.
@ Availability of, and ability to, transfer to new energy
technologies.
@ Increased severity of precipitation patterns and extreme
variability in weather.
@ Redefining the type and nature of materials required.
@ New or changing legislation and regulation that will
directlyor indirectly impact our business.
The carbon price is projected to increase yearly with the accelerated removal of free allowances, principally impacting the Clay division, which
operates within UK ETS. We have used data from the Bank of England projected shadow price, and an accelerated removal of free allowances.
We have assumed a decrease in sales volume and no increased move to new energy technologies or low embodied carbon bricks. We have
modelled disruption in production at production facilities that we have assessed as having an increased risk identified through UK CP18
projections. We have modelled an increased risk production disruption in the long-term period between 2040 and 2050.
Impact from scenario analysis
In the short term, transitional policy and legal risks impact financial performance:
@ Increased prices of carbon credits or reduction in free allowances: Our scenario assumes carbon-free allowances reduce by 50% from
today’s level by 2030 and are fully removed from 2030 with additional increases of costs in line with climate pathways outlined by the
Bankof England early action pathway.
In the medium to long term, transitional market and physical risks present a risk to financial performance. The highest impact risks are:
@ Transition to new building technologies and approaches to redefining the type and nature of materials required and also new or changing
legislation and regulation directly or indirectly impacting our business. These combined scenarios assumes a 30% decrease in sales volume
from 2024 to 2030 with a further 10% decline to 2050.
@ Increased severity of precipitation patterns and extreme variability in weather. Our scenario assumes a one to two-month lost production
for red and amber surface and river flood risk factories.
Strategic response
@ Implementation of carbon reduction initiatives to reduce impact of carbon credit allowance reductions and mitigate the impact of higher
carbon prices.
@ Diversification to new building products and services and maintaining new and more sustainable product development at or above NPD
KPI of 20% to position the business to adapt to changing market preferences and regulation.
@ All factories have an emergency response plan. Our business continuity plan considers processes in light of business disruption that can
beapplied during a climate event.
@ Hot weather Personal Protective Equipment (‘PPE’) is available to sites during the summer to improve working conditions in periods of
extreme heat.
@ Implementing a feedback process for improvements and mitigation actions following climate impacts. For example, in 2025 (following
flooding at sites in autumn 2024), we issued early notifications and reminders for drainage clearance on site in late summer.
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3. Risk management
a. Describe the organisations process for identifying and assessing climate-related risks
Climate change is a principal risk to Ibstock and is integrated into the enterprise risk management processes. Climate change is therefore assessed and managed in line with Ibstock’s risk management
framework, as detailed under the governance pillar and on page 48.
However, we recognise that climate change risks and opportunities are complex and can crystallise over a longer time period than typically considered in our enterprise risk management processes.
Therefore, we have a specialist climate-related risk assessment process that provides the framework for identifying material climate-related risks and opportunities, ensuring that climate-risk considerations
are reviewed appropriately, and the outputs and considerations are fed into the broader risk management processes of the Group. This involves a working group of subject matter experts, advisers, and
representatives from around the business.
The process to identify and assess climate-related risks includes:
1. A long list of climate-related risks and opportunities and consideration of horizon-scanning reports for legislation and policy risk across all revenue streams.
2. Climate-resilience assessments at each factory to support physical climate risk assessment.
3. Impact on stakeholders, including investors and employees, is considered.
4. Expected financial impact and areas of value chain impacted by the risk is documented.
5. Impact from scenario analysis, or qualitative review of potential impact where data is not available (e.g. reputational risks).
The climate-related risks and opportunities are assessed for impact and likelihood and shown on heat maps after considering mitigations. The most material risks are shown on pages 181 to 182.
Following the completion of the risk management review, each risk is considered relative to its residual rating having taken into account all existing controls.
b. Describe the organisations processes for managing climate-related risks
The climate change risks are graded as low, medium and high risk. Principal risks have at least one ExCo member assigned as the risk owner. The working groups on page 180 also have responsibilities to
manage climate risk.
With recognition of the nature of our industry, Ibstock has set a low to medium risk tolerance and has a robust process to identify any changes to the risk landscape, agreeing proportionate further
mitigating actions where appropriate. As documented on page 48, Ibstock has a three lines of defence structure to the internal controls. This extends to climate change risk. The first line of defence is
operated by management and covers the day to day risk management activities of implementing and executing internal controls. This extends to a risk register for factories, including carbon reduction and
resilience to climate change risk.
The second line (health and safety, quality control and other central functions) works alongside the risk owners to support the design and implementation of the controls framework, whilst the independent
third line is operated by our outsourced Internal Audit provider, RSM.
c. Describe how processes for identifying, assessing and managing climate-related risks are integrated into the organisations overall risk management
As noted above, the climate change risks are integrated into the enterprise risk management processes, with climate change being a principal risk. In addition, a climate risk assessment takes place to ensure
all climate risks and opportunities are captured through the process. Climate change is considered as part of the operational risk registers at the half and full year. The results are reviewed and mapped to
the principal risk register. The ExCo considers the risk register ahead of review by the Audit Committee and the Board.
Ibstock applies the same risk thresholds and risk appetite for climate change-related risks.
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4. 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
The table below shows the metrics used to monitor climate risks and opportunities. The metrics cover both transition and physical risks, as illustrated through the aligned risks. We recognise that our carbon
reduction journey may not always be linear and that investments may take some time and resource to fully embed within our manufacturing processes. We consider ourselves to be on track to deliver our
sustainability targets.
In determining the metrics, Ibstock has considered the all sector- and industry-specific guidance. As a business that uses a large amount of energy, carbon reduction is a key metric and KPI of the business.
Category Metric and target Linked climate risk or opportunity Explanation of movement
GHG emissions 40% reduction in Scope 1 and 2 carbon by 2030
based on 2019 benchmark.
Net zero carbon emissions by 2040 (Scope 1
and2).
Less than 10% of the target reduction is
delivered through offsetting with carbon credits.
Increased prices of carbon credits or reductions
in the number of ‘free’ allowances.
Scope 1 and 2 carbon emissions reduced by 41% during 2025
versus the 2019 baseline. This was driven by the reduction of
carbon used during our production processes as well as
decreased production volumes during 2025. Of the 41%
reduction, 25% is permanent carbon reduction on 2019 baseline
16% is temporary production volume decrease which we
forecast to reverse by 2030.
GHG emissions Carbon intensity – Intensity (tCO
2
e) per tonne of
production (Scope 1 and 2).
Increased prices of carbon credits or reductions
in the number of ‘free’ allowances.
The carbon intensity metric for 2025 was 0.138 tonnes of carbon
per tonne of production, a year on year improvement but below
targeted level due to the estate running at a lower efficiency as
the market remains slow. We expect the full impact of energy
and carbon investments to benefit factories when they return to
optimal capacity.
GHG emissions Scope 3 carbon emissions
net zero before 2050.
Development of new sustainable products and
services to satisfy customer demand.
Willingness to pay for low carbon solutions.
Change in customer preferences and building
practices resulting in new and emerging
marketsdeveloping.
The majority of Scope 3 categories applicable to Ibstock are
calculated using spend-based data. In 2025, we began moving
our high-impact products, like cement, to more accurate activity
based reporting using product-specific EPDs. As a result, we saw
Scope 3 carbon (purchased goods and services) increase
significantly due to these data accuracy improvements.
Physical climate risks
1
Number of sites vulnerable to physical risks. Changes in precipitation patterns and extreme
variability in weather patterns.
Greater granularity in our scenario analysis on physical risk
showed that none of our sites are at physical risk in the short to
medium term in the below 2°C scenario.
Climate-related opportunities Proportion of revenue, assets or other business
activities aligned with climate-related
opportunities.
20% of revenue from new and sustainable
products by 2030.
Production of more sustainable products. During 2025, 25% of revenue came from new and sustainable
products. This increase comes in part from the lower-carbon
bricks produced at our new Atlas factory.
Capital deployment Amount of capital expenditure and investment
deployed towards climate-related risks and
opportunities.
Production of more sustainable products.
Changes in precipitation patterns and extreme
variability in weather patterns.
Expenditure is in investment in R&D for low-carbon products
andservices.
Investment in climate resilience.
This has not been quantified in 2025. We will explore this further
in 2026.
1 Following a review of Ibstock’s transitional risks, we have concluded that a metric and target around site level transitional risk is inappropriate as these risks will be managed, mitigated and governed at a Group level.
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Category Metric and target Linked climate risk or opportunity Explanation of movement
Internal carbon price Price of each tonne of GHG emission used
internally.
Increased prices of carbon credits or reductions
in the number of ‘free’ allowances.
The internal carbon price is aligned to UK ETS price as clay
operations are in the UK ETS scheme. During 2025, we used the
internal carbon price of £41.84.
Waste management Zero general waste to landfill Supports the success of our carbon reduction
targets and aligns to circularity principles.
General waste to landfill decreased again in 2025 with just 2.1%
of general waste going to landfill due to improvements in waste
providers material management.
Water usage No current target
Metric measured is % reduction in mains water
use against 2019 baseline
Supports the success of our carbon reduction
targets and reduces water stress.
18% reduction in mains water use from 2019 baseline, an
increase from 2024 due to longer dry spells and increased
production.
Remuneration 20% of the 2023 and 2024 LTIP is assessed on
sustainability factors:
@ Carbon emission reduction/Carbon per brick
@ % female leadership/% Earn and Learn
@ % sales from new and sustainable products
Drives the leadership behaviours to support the
success of the Carbon Transition Plan, including
development of lower-carbon products to meet
customer demand.
The outcomes of the 2023 LTIP scheme are described on page 104.
From 2025, performance shares were replaced by restrictive
shares where sustainability strategy progress forms part of the
LTIP qualitative underpin.
b. Disclose Scope 1, Scope 2, and, if appropriate, Scope 3 greenhouse gas (‘GHG’) emissions and the related risks
We have verification of over 90% of our Scope 1 and 2 emissions by Lucideon CICS. Lucideon CICS is accredited to ISO 14065 by the United Kingdom Accreditation Service (‘UKAS’) to provide independent
third-party verification and verify our emissions as part of compliance with UK ETS to ISO 14064-3.
Scope 1 and 2 emissions are included in the SECR disclosure on page 174. Scope 3 emissions are on page 175.
The related risks around achieving carbon reduction for the scope of emission:
Scope 1 Scope 2 Scope 3
Failure to transition away from natural gas in
manufacturingprocesses.
Ibstock is investing in trialling syngas and hydrogen.
Please see page 43 for progress with our carbon
transitionplanning.
Failure to reduce energy consumption leading to increased
energy costs.
Please see page 43 for the progress with our carbon
transitionplanning.
Failure of our supply chain to reduce carbon in line with our own
ambitions to meet customer need and longer-term climate
reduction targets.
4. Metrics and targets continued
a. Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk management process continued
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4. Metrics and targets continued
c. Describe the targets used by the organisation to manage climate-related risks and opportunities and performance against targets
The Sustainability team prepares a sustainability data dashboard including the following metrics:
@ Carbon emissions.
@ Water usage.
@ New product development.
This is reviewed by the ExCo and the Committee four times a year. The Sustainability team provides an overview of progress towards the targets, including any challenges or risks.
The carbon targets were recommended by the ExCo and approved by the Sustainability Committee as part of the ESG 2030 Strategy launched in 2022. The targets were aspirational and leading within our
sector. Our carbon transition planning provides an analysis to demonstrate the 2030 target remains achievable.
Please see page 43 for the summary and progress of our carbon transition planning.
Performance against our 2025 priorities
A summary of our performance relative to our climate change priorities for the 2025 financial year have been set out below:
@ We continued to develop our carbon transition model through 2025 and will publish a plan aligned with the Transition Plan Taskforce in 2026.
@ Validating our carbon reduction targets through SBTi remains challenging for the ceramics sector without a sector-specific pathway.
@ Commenced analysis of the potential for climate-related product opportunities.
@ Mapping our nature-related risks and opportunities in 2025 was not progressed and will be moved to a 2026 priority.
Priorities for 2026
We believe that we have complied with the requirements of TCFD and are starting to adopt climate change into business decision-making. We recognise that there are always improvements to make.
Therefore, the 2026 priorities include:
@ Perform a new climate scenario analysis in 2026, as per TCFD recommendations for this to be completed every three years.
@ Establish a metric for engagement/collaboration on new and developing technologies to ensure industry and Government understand the interdependencies of our sector.
@ Review short-term physical risk mitigation for our sites in response to scenario analysis findings.
@ Continue to move our reporting towards alignment with IFRS S1 and S2 standards.
@ Engage SBTi to work with the ceramics sector on developing routes to achieving target validation.
@ Map our nature-related risks and opportunities in 2026 to align with the Taskforce on Nature-related Financial Disclosure framework.
Strategic Report Governance Report Financial Statements
Additional Information 191
Ibstock Plc | Annual Report and Accounts 2025
Shareholder information
Strategic Report Governance Report Financial Statements
Additional Information 192
Ibstock Plc | Annual Report and Accounts 2025
Group Company Secretary
Nick Giles
Registered office
Leicester Road
Ibstock
Leicestershire
LE67 6HS
United Kingdom
Tel: +44 (0)1530 261 999
Company registration number
09760850
Auditor
Deloitte LLP
Four Brindleyplace
Birmingham
B1 2HZ
Joint corporate brokers
UBS AG London Branch
5 Broadgate
London
EC2M 2QS
Peel Hunt LLP
100 Liverpool Street
London
EC2M 2AT
Financial PR
CDR
Rogerson 8th Floor
Holborn Gate
26 Southampton Buildings
London
WC2A 1AN
Registrar
MUFG Corporate Markets
Central Square
29 Wellington Street
Leeds
LS1 4DL
0371 664 0300
From overseas call +44 (0)371 664 0300.
Calls are charged at the standard geographical
rate and will vary by provider.
Calls outside the United Kingdom will be
charged at the applicable international rate.
Open between 09:0017:30, Monday to Friday
excluding public holidays in England and Wales,
or email MUFG Corporate Markets at
shareholderenquiries@cm.mpms.mufg.com.
Website
www.ibstock.co.uk
Analysis of shareholders – 31 December 2025
2024
Number of
holdings %
Balance as at
31 December
2025 %
1 – 1,000 609 50.75 229,219 0.06
1,001 – 5,000 201 16.75 548,616 0.13
5,001 – 10,000 79 6.58 583,395 0.14
10,001 – 50,000 119 9.92 2,657,732 0.65
50,001 – highest 192 16.00 405,612,632 98.02
Total 1,200 100 409,631,594 100
Holder type
Number of
holdings %
Balance as at
31 December
2025 %
Individuals 844 70.33 1,805,031 0.44
Nominee and institutional investors 356 29.67 407,826,563 99.56
Total 1,200 100 409,631,594 100
Ibstock’s commitment to environmental issues is reflected in this Annual Report, which has been printed
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certified and totally chlorine free (TCF)
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Please recycle.
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Ibstock Plc
Leicester Road
Ibstock
Leicestershire
LE67 6HS
United Kingdom
+44 (0)1530 261 999
ibstock.co.uk