Annual Report and Accounts 2025/26

Driving long-term value

Image: Premier Inn Birmingham NEC

Driving

long-term

value

We own Premier Inn, the UK’s largest hotel

brand, with over [86,000] rooms across

c.[850]hotels and we also have a growing

presence in Germany, with [65] hotels open.

Our scale and commitment to operational

excellence mean we can deliver a fantastic

experience for our guests, rewarding

employment for our teams whilst driving

long-term returns for our shareholders.

Read more about

[ourjourney on our

corporate website]

www.whitbread.co.uk/

QR code TBC

Whitbread PLC Annual Report and Accounts 2025/26

* Total shareholder dividends paid and share buy-backs completed in 2025/26.

† See pages [•] to [•] for definitions of alternative performance measures. This footnote is referenced throughout the report.

Throughout this report and unless stated otherwise, all percentage growth comparisons are made comparing the latest year (2025/26) performance with that of the prior year (2024/25).

Strategic report

[•] Purpose and strategy

[•] Brands and locations

[•] Business model

[•] Why invest?

[•] Chair’s statement

[•] Chief Executive’s review

[•] Strategy in action: Our five year plan

[•] Strategy and KPIs

[•] Strategy in action: Grow and innovate

in the UK&I

[•]

UK market drivers

[•] UK strategy

[•] UK performance

[•] Strategy in action: Focus on our strengths

togrow in Germany

[•]

German market drivers

[•] German strategy

[•] German performance

[•] Strategy in action: Enhance our capabilities

to deliver long-term growth

[•]

Long-term growth strategy

[•] Chief Financial Officer’sreview

[•] Stakeholder engagement

[•] Our Values

[•] Chief People Officer’s review

[•] Sustainability

[•] Risk management

[•] Principal risks and uncertainties

[•] Viability statement

[•] Non-financial and sustainability

informationstatement

[•]

Climate-related financial disclosures

Governance

[•] Corporate governance ataglance

[•] Chair’s governance report

[•] Corporate governance statement

[•] Board leadership and company purpose

[•] Division of responsibilities

[•] Board of directors

[•] Executive Committee

[•] Composition, succession andevaluation

[•] Nomination Committee report

[•] Audit Committee report

[•] Remuneration Committee report

[•] Remuneration at a glance

[•] Directors’ remuneration policy

[•] Annual report on remuneration

[•] Directors’ report

[•] Directors’ responsibility statement

[•] Independent limited assurance report

Consolidated accounts 2025/26

[•] Independent auditor’s report

[•] Consolidated income statement

[•] Earnings per share

[•] Consolidated statement

ofcomprehensiveincome

[•]

Consolidated statement of changes inequity

[•] Consolidated balance sheet

[•] Consolidated cash flow statement

[•] Notes to the consolidated financial statements

Whitbread PLC Company

accounts2025/26

[•] Company balance sheet

[•] Company statement of changes in equity

[•] Notes to the Company financial statements

Other information

[•] Glossary

[•] Alternative performance measures

[•] Shareholder services

Financial highlights

Statutory revenue

£[2,920]m

2024/25: £2,922m

Adjusted profit before tax†

£[483]m

2024/25: £483m

Statutory profit before tax

£[298]m

2024/25: £368m

Adjusted operating

cash flow†

£[732]m

2024/25: £723m

Total shareholder returns*

£[431]m

2024/25: £442m

Adjusted basic earnings

pershare†

[208.5]p

2024/25: 194.6p

Statutory basic earnings

pershare

[123.3]p

2024/25: 141.5p

Lease-adjusted net debt

toadjustedEBITDAR†

[3.3]x

2024/25: 3.0x

Dividend per share

[97.0]p

2024/25: 97.0p

[8th financial highlight]

[•]

2024/25: [•]

STRATEGIC REPORT

Contents to be updated once pagination is confirmed

Whitbread PLC Annual Report and Accounts 2025/26

PURPOSE AND STRATEGY

What sets us apart?

Force for Good

Opportunity

See page [•]

Community

See page [•]

Responsibility

See page [•]

Underpinned by our Values

See page [•] See page [•] See page [•]

Our strategic pillars

Grow and innovate

in the UK

See page [•]

Focus on our strengths

togrowinGermany

See page [•]

Enhance our capabilities to

supportlong-term growth

See page [•]

Our purpose

To provide high-quality, affordable hotel rooms to our guests, to help them to live and work well

and to positively impact the world around us. With no barriers to entry or limits to ambition,

we will provide meaningful work, skills and career development opportunities for our teams.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Where we operate

[1]

BRANDS AND LOCATIONS

Premier Inn is the largest hotel brand in the

UK and has a growing presence in Germany.

Our proposition is synonymous with providing

high-quality and great value hotel rooms

forour guests. We aim to reach [96,000]

open rooms in the UK and Ireland and

[18,000] open rooms in Germany by

2030/31; thereafter, we still have a long

runway for growth.

Food and beverage (F&B), especially a

hotbreakfast, is a key part of the guest

experience at Premier Inn. In 2026/27, we

aremoving to a single, integrated F&B offer,

which is tailored specifically for the needs

ofthe Premier Inn guest, across all of our

sites as we exit all of our remaining branded

restaurants. These changes are subject to

carrying out the required consultation with

our impacted employees.

Our ambition is to

be the world’s best

budget hotelbrand

Read more on pages [•] to [•] Read more on pages [•] to [•]

Long-term ambition tobecome

[No.1]

Open rooms

[3]

>[11,000]

Committed pipeline

[4]

[c.7,500]

UK long-term roompotential

[125,000]

Open rooms

[2]

>[86,000]

Committed pipeline[

]

[c.9,000]

United Kingdom and Ireland

Our largest and most profitable market is

driven by high volumes of domestic travel,

supplemented by inbound international

travel. With a significant decline in the

independent sector and limited new room

growth from other branded operators, a

favourable supply backdrop is expected

toremain inplace for the next few years.

Germany

The German hotel rooms market is

[40]% larger than that in the UK and

shares a number of attractive structural

characteristics that helped drive Premier

Inn’s success in the UK. We have grown

rapidly and having reached a key

profitability milestone in 2025/26,

wearenow focusing on accelerating

cashflow and returns by 2030/31.

1 As at 26 February 2026, there are also

11Premier Inns across the Middle East

operated as part of a joint venture.

2 Includes [six] sites in Ireland, [one] site in

each of Guernsey and the Isle of Man and

[two] sites in Jersey.

3 Includes [one] site in Austria.

4 As at 26 Ferburary 20256, sites where the

Group has a legal interest in a property with

the intention of opening a hotel in the future.

UK committed pipeline includes Accelerating

Growth Plan extension rooms with planning

approval.

‘hub by Premier Inn’ offers a more compact,

digitally advanced in-room experience at a

great price in prime city locations. With [19]

hub hotels already open across London and

Edinburgh, we have a committed pipeline

toopen more sites over the next few years.

Our hotel brands

Our food and beverage offer

Find out more online

www.whitbread.co.uk/about-us/our-brands/

STRATEGIC REPORT

YouGov ‘Best Value

Hotel Chain’ranking

No.1

in the UK

Whitbread PLC Annual Report and Accounts 2025/26

National network

With c.[850] hotels open in the UK and

Ireland and [65] hotels in Germany across

most major towns and cities, we are well

placed to meet our guests’ needs,

wherever they might want to stay.

Quality and comfort

We believe that choosing a budget hotel

brand shouldn’t mean our guests have to

compromise on quality and comfort. Our

hotel rooms offer a ‘home away from home’

experience for our guests, ensuring a great

night’s sleep at a great price.

Consistent experience

By investing in our product whilst maintaining

tight cost control, we’re able to offer a

consistent proposition, ensuring every

hotel room meets the high brand

standards that our guests expect.

Thisincludes our food and beverage offer,

especially a hot breakfast, which is a key

part of the overall guest experience at

Premier Inn.

Warm and welcoming

We are passionate about delivering a

greatservice for our guests, and our

teams are at the heart of this, reflected

by[high] guest scoresacross both the

UKand Germany.

Values in action

See page [•]

Market-leading

guest proposition

Premier Inn is the largest hotel brand in the UK

with a [12]% market share, and also has a national

presence in Germany. Our consistent guest

proposition is synonymous with providing

high-quality and great value hotel rooms.

WHAT MAKES US DIFFERENT? – PREMIER INN

Image: Premier Inn ID5 room

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Prime locations

at a great price

‘hub by Premier Inn’ was developed to open up access

toadditional prime city-centre locations. With high levels

of occupancy, the more compact, digitally-advanced

in-room experience at a great price isproving popular

with guests and we are excited about the brand’s

momentum and longer-term potential.

WHAT MAKES US DIFFERENT? – HUB BY PREMIER INN

Location-centric guests

With [19] open hotels across London and

Edinburgh, ‘hub by Premier Inn’ allows us

to target a distinct part of the market,

attracting both business and leisure guests

who value prime city-centre locations.

Modern and compact

The rooms feature a sleek, modern design

with integrated technology. While smaller

than a typical Premier Inn room, they offer

everything that our guests need for a

great stay.

Digital-led

The guest journey is increasingly digital-led,

reflecting its importance as our primary

distribution channel. Our ‘hub by Premier

Inn’ sites include features such as the

option to self-check in at all sites and

interactive in-room technology.

Lean operating model

We are driving high occupancy levels at a

great price point for our guests. With a

higher density of rooms per square foot

and a leaner operating model with a more

tailored F&B offering than a traditional

Premier Inn, we are able to deliver

attractive returns from these locations.

Clear line of sight to

[5,000]

rooms in the UK and Ireland

Values in action

See page [•]

Image: hub by Premier Inn room

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

2024

Launches

Five-Year

Plan

to deliver a step

change in profit

margins and

returns

See page [•]

OUR TRANSFORMATION

Adapting and innovating

For over 280 years,

generations ofcustomers

have relied on us, and

our heritage reflects a

commitment to quality

that continues to guide

everything we do today.

1868

Whitbread

introduces

bottling

ofbeer

to become a

national brand

1968

Recognised as

thetop UK

brewer,holding a

significant share of

the UK lager market

1742

Founded

Samuel Whitbread

founds the

Company,

partnered with

Godfrey and

Thomas Sewell

1995

Acquires

[x]

Costa Coffee shops

2001

Sells the

brewery

business

to focus on hotels

and restaurants

Early 2000s

Focus on

budgethotels

Exited David Lloyd,

Marriott, Pizza Hut

and TGI

1987

Launches the

first Travel

Inn hotel,

expanding

intobudget

accommodation

2007

Creation of

Premier Inn

Acquires Premier

Lodge and merges

with Travel Inn to

create Premier Inn

2016

Establishing

presence in

Germany

Opens first

Premier Inn hotel

inGermany

2007

Establishing

presence in

Ireland

Opens first Premier

Inn outside the UK

inDublin, Ireland

2014

Launch

of‘hub’

Opens first ‘hub

by Premier Inn’

hotel in London

2019

Sells Costa

Coffee to

Coca-Cola for

£3.9bn

2023

Building

national

presence in

Germany

Opens 50th

Premier Inn hotel

in Germany

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Hotel of the future

Over the last few years, we have fundamentally

refreshed our core technology platforms to

ensure they are resilient, scalable, and fit for

long-term growth. Having already introduced

the use of artificial intelligence (AI) in some

areas of the business, we are excited by the

potential it can bring to our operations,

support functions and business performance.

[1 million]

Fewer calls to our hotels supported by

AI bots

Looking ahead

2030/31 Results of

New Five-Year Plan

Increase in [Group ROCE] versus

2025/26

[500]bps

See page [x]

2025/26

Launch of New

Five-Year Plan

Key objectives:

• Increase margin and returns

• Reduce capex

• Increase cash returns for shareholders

Our New Five-Year Plan harnesses

the core strengths of our business

model, competitive position and

strong balance sheet.

Find out more online

www.whitbread.co.uk/

about-us/our-history/

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STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

BUSINESS MODEL

Our capital allocation framework is designed to

support profitable growth and attractive returns

over time. Through this model, we sustain and

operate our estate at scale, convert operating

performance into cash flow and recycle capital

across reinvestment in our business, future growth

and cash returns for shareholders. This approach

helps to strengthen our market-leading position

and create attractive shareholder returns over the

medium and long-term.

Our market-leading guest proposition and

operational control, combined with disciplined

capital allocation, delivers significant competitive

advantage. Our owner-operator model gives us the

flexibility to invest and maintain consistent brand

standards while our strong balance sheet provides

resilience and capacity for growth through the

cycle.

Our model

drives growth

and returns

Executing our strategy

Our strategy focuses on expanding our UK

network, growing in Germany and continuing

to invest in future growth. Our business model

translates these strategic priorities into

medium and long-term returns.

See page [•]

SUSTAIN

We sustain and

strengthen our scaled,

hard-to-replicate

asset base

1 2

ALLOCATE

We deploy capital to

drive future growth

and reward

stakeholders

OUTCOME

Resilient and

attractive returns,

benefiting all

stakeholders

OPERATE

We operate efficiently

while delivering a

consistent, high

quality guest

experience

4 3

CONVERT

We turn strong

operational performance

into cash flow

Our operating model

Translating operational strength

into shareholder returns

THE FOUNDATIONS THAT

UNDERPIN OUR MODEL

Our integrated model is underpinned

by three core foundations:

• A guest-focused culture

• Responsible growth

• Governance and

financial discipline

These foundations support how we

operate day-to-day, helping us

deliver consistently for guests,

grow responsibly and allocate

capital with discipline. Together,

they strengthen resilience through

the cycle and support sustainable

long-term value creation.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

How our operating model works

Through disciplined execution of our model,

we generate strong cash flows and attractive

returns on capital through the cycle. This

supports consistent delivery for guests,

sustainable returns for shareholders, ongoing

employment for our teams and dependable

outcomes for debt providers.

Guests

Delivering a consistent “Budget & Brilliant”

experience builds trust, loyalty and allows us to

command a RevPAR premium versus our

competitors.

Colleagues

A supportive culture and clear operating model

help our teams perform at their best and build

rewarding careers.

Shareholders

Disciplined capital allocation and strong cash

generation support sustainable returns and

long-term value.

Communities and partners

Responsible growth and strong local relationships

support the communities in which we operate

and strengthen long-term resilience.

OUTCOME: Resilient and

attractive returns, benefiting

all stakeholders

We sustain a high-quality asset base built over decades,

including our brands, estate, locations, teams, reputation,

systems and deep operational know-how. By continuing

to reinvest, we maintain, enhance and strengthen these

tangible and intangible assets over time, reinforcing our

competitive advantage and supporting consistent guest

delivery, strong cash generation and long-term growth.

Our capital allocation framework strikes the right

balance between sustaining our current business,

reinvesting to grow, and delivering cash returns to

shareholders. Guided by risk-adjusted returns, our

decisions support resilience and future growth.

We operate our estate at scale through a disciplined,

guest-focused owner-operator model. Our vertically

integrated approach gives us total control across the

guest proposition, helping us deliver a consistent,

high-quality, while generating attractive returns over the

medium and long-term.

See what makes us different on page [•]

Our vertically integrated business model and focus on

operational excellence and tight cost control, translates

strong operational execution into robust cash flow.

This creates key operating benefits

We OPERATE using our disciplined, guest-focused

owner operator model that creates operating

advantages that strengthen performance and help

CONVERT strong operational performance into cash

flow that we then ALLOCATE to drive long-term value.

• Operational excellence

• Commercial strength

• Network growth opportunities

• Strong balance sheet

OPERATE: We operate efficiently while

delivering a consistent, high quality

guest experience

ALLOCATE: We deploy capital

withdiscipline and flexibility

SUSTAIN:

We sustain and strengthen our

scaled, hard-to-replicate asset base

CONVERT: We turn strong operational

performance into cash flow

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Our market-leading position

inthe UK has been founded

onour consistent delivery

ofboth quality and value for

our guests. Thesame approach

has seen us establish a meaningful

presence in Germany. With

c.[34,000] people employed,

the Group is a constituent

of theFTSE 100 Index.

WHY INVEST?

Investment case

Pipeline rooms**

[c.7,500]

Unlocking value in Germany

Long-term growth opportunity intheUK

Whilst we are already the

clear market leader, we have

significant growth potential of

up to [125,000] rooms across

the UK and Ireland.

With a material reduction in independent

supply following the pandemic and a subdued

pipeline of new build hotels, wedonot

expect UK supply to recover to 2019 levels

until at least [2028]. Our flexible approach

to property ownership means weare well

placed to take advantage ofthissignificant

market opportunity by adding rooms at

attractive rates of return through both new

sites and extensions, as demonstrated by

our Accelerating Growth Plan (AGP).

* UK and Ireland committed pipeline, including

AGP rooms with planning approved.

Germany is a large and exciting

market with significant volumes

of leisure and business travel.

The independent sector is larger thanin the

UK and has also been in decline.However,

there is no clear leader inthe branded

budget segment, creating opportunity for

Premier Inn. Having grownrapidly through

acombination ofacquisitions, conversions

and new builds,we have [x] hotels in our

open and committed pipeline and are set

tobecome one of the largest operators in

Germany with a clear focus on accelerating

returns by2030/31.

* Includes [one] hotel in Austria.

** As at 26 February 2026

Germany – number of rooms

Our room ambition

Open rooms*

>[86,000]

2030/31 open rooms target

[96,000]

Long-term potential rooms

[125,000]

Open rooms*

>[11,000]

2030/31 open rooms target

[18,000]

Find out more online

www.whitbread.co.uk/

investors/why-invest/

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STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

New Five-Year Plan

Differentiated model underpins amarket-leading proposition New Five-Year

Planto maximise

shareholder returns

3 5

Our operating model is a key

source of competitive advantage.

Being in control of all aspects of our operations

ensures the delivery of a consistent, high-quality

product, whilst our scale and financial discipline

mean we can continue to offer great value

forour guests and attractive returns for

ourshareholders. A centralised approach to

revenue management allows us to maximise

revenue whilst managing our cost of sales

byintegrating our digital marketing and

customer relationship management activity

into our trading strategy. Our food and

beverage offer is a key part of our proposition,

especially a hot breakfast, and helps us to

drive incremental RevPAR. Our Force for

Good sustainability programme ensures we

are contributing positively to the communities

where we operate and mitigating potential

climate-related risks.

[Asset-backed balance sheet provides

stability andenables growth]

[[Retaining a flexible approach

to property ownership and

maintaining a strong balance

sheet have allowed us to keep

financing costs low whilst

also providing significant

commercial benefits, in the form

of a strong financial covenant

and being able to maximise site

[profitability/returns] through

our value creation cycle.]]

[[In response to a series

of unexpected fiscal and

macroeconomic headwinds, we

undertook a detailed business

review and have announced

a [New] Five-Year Plan to

2030/31, that will extend our

market-leading position in the

UK, accelerate [cash flow and

returns] in Germany and deliver

long-term value creation for

shareholders.]]

[With a reduced level of capital intensity, a

reduction in the amount of freehold property

held by the Group and the expected increase

in profitability over the life of the plan, our

New Five-Year Plan is designed to maximise

shareholder returns over the medium-term.]

Group freehold:leasehold mix

UK YouGov BrandIndex

Quality

0 10 20 30 40 50

Value

Hilton

Marriott

Crowne Plaza

Best

Western

Airbnb

Holiday

Inn

Holiday Inn Express

Ibis

Travelodge

Booking.com

1 UK YouGov BrandIndex Quality & Value scores as at 26 February 2026 based on a nationally

representative 52-week moving average.

Whilst the Group will continue to benefit

from owning a substantial amount of

freehold real estate, we [will/expect to]

reduce the proportion held from c.[X]%

in2025/26 to c.[X]% - [X]% [by 2030/31/

over time]. We will recycle £[X]bn of our

freehold property via sale and leasebacks

and other disposals, to fund future growth

and increasingly look to grow on a

leasehold basis over the life of our

NewFive-Year Plan.

Freehold Leasehold

Now [FY31/Over time]

50%

50% 60% to 70%

30% to 40%

on page [•]

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

[Strength that

builds resilience]

CHAIR’S STATEMENT

Having long been an admirer of the UK’s

largest hospitality business, I was delighted

to join the Whitbread Board as Chair in

September 2025. The Group has an ambitious

business strategy and an impressive

management team, led by Dominic Paul.

Having spent time with my fellow Board

members and the Executive team, I believe

that we have a significant opportunity to

generate substantial value for shareholders.

Through a combination ofoperational

excellence, smart capital allocation and by

remaining adaptable to an ever-changing

external environment, I am confident that

we will achieve this objective.

I have also had the opportunity to meet

many of our team members during visits

toour operations across the UK and Ireland

as well as what is now a significant presence

in Germany. The consistency of the Premier

Inn product – whether in Dunstable, Dublin

or Dusseldorf – is shared with another key

attribute: the passion of our team members

to deliver the very best experience for our

guests. It is clear that our values: to be

‘Passionate and Proud’, ‘Budget and Brilliant’

and ‘Warm and Welcoming’ are really lived

across the business.

The strength of the Premier Inn brand is a

testament to these values that contribute to

the Group’s market leading position in the

UK and Ireland and have been instrumental

in growing our presence in Germany.

Financial performance

anddividend for 2025/26

Over the past year, the Group delivered a

positive financial performance with total

revenue of £[2,920]m, adjusted EBITDAR

of£[1,074]m and operating cash flow of

£[729]m. We have continued to strike an

appropriate balance between investing in

delivering for our guests, securing attractive

future growth opportunities and driving

cash returns for shareholders. During the

year, we completed a £250m share buyback

and as a result, have returned over £[1.6]bn

to shareholders via dividends and share

buybacks since February 2022.

Reflecting the strength of our financial

performance and balance sheet, the Board

is recommending a final dividend of [60.6]p

per share, resulting in a total dividend of

[97.0]p per share (2024/25: 97.0p). The

final dividend will be paid on [X] July 2026

to shareholders on the register at the close

of business on [X] May 2026. The Dividend

Reinvestment Plan (DRIP) will continue to

operate; and details of how to participate

can be found on the Company’s website.

Strategic progress

Since re-joining Whitbread as Chief Executive

in 2023, Dominic, with the support of the

wider Executive Team, has instituted significant

change across the Group, with the clear

goal of driving margins and returns. Our

business model and strategy, together with

the commitment of our teams, have enabled

us to make strong progress during the year

against both our strategic priorities and

Five-Year Plan.

Faced with a number of unexpected headwinds

over the past year, including macroeconomic

and fiscal pressures following budgetary

decisions by the UK Government, the Board

initiated an extensive business review in

order to [increase] cash flow and deliver

sustainable, long-term returns for shareholders.

The Board also wanted to address the valuation

gap between the Group’s market consideration

and the inherent value of our business.

Supported by our independent advisers,

wehave challenged the merits of our business

model versus other alternatives and have

also reassessed our original Five-Year Plan.

“We have a fantastic business in the UK

andIreland and are continuing to make

greatprogress in Germany. Our New

Five-Year Plan will deliver a material

increaseinmargins and returns.”

Christine Hodgson

Chair

[Leadership insights]

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

The Chief Executive’s Review, on pages

[x]to [x], summarises the outcome of our

review, including our conclusion that our

strategy should not change fundamentally,

but should instead evolve. That evolution is

being led through a more focused capital

expenditure programme, one that prioritises

our highest returning growth projects and

reduces our capital intensity to accelerate

cash flow and deliver stronger returns

oncapital.

As well as reallocating capital spend and

recycling more of our freehold property to

fund future growth, we are also proposing

to extend our Accelerating Growth Plan to

include all branded restaurants as we move

to become a pure play budget hotel business.

The Board is mindful that such changes are

material for the Group and, if implemented,

will affect a number of our team members

and other stakeholders. However, faced with

the changes to our external environment,

they are necessary in order to maximise

total shareholder returns whilst ensuring

wecontinue to deliver an excellent service

forour guests. Adjusting our plans and

realigning our priorities is nothing new

forWhitbread. Throughout our [284]-year

history, we have proven our ability to

embrace change by adapting our business

and strategy for the long-term benefit of

our shareholders.

Further details on the [New] Five-Year Plan

can be found on pages [•] – [•]

Force for Good

As set out on pages [•] to [•], we are

continuing to make excellent progress across

each of the three pillars of our sustainability

programme: Opportunity, Responsibility

and Community. Our disclosures this year

are focused on the most significant items

for the Group that include climate change,

water, circular economy, equal treatment

and opportunities for all, product safety

and quality, as well as business conduct.

Inline with the Science-Based Targets

Initiative (SBTi), we expect to publish our

latest Climate Transition Plan in 2026/27,

setting out clear targets and milestones, our

governance framework, detailed actions for

Scope 1, 2 and 3 and how we are engaging

with key stakeholders.

Further details on our Force for Good

progress can be found on pages [•] – [•]

The Board

On behalf of the Board, I wish to thank

Adam Crozier, my predecessor as Chairman,

for his outstanding service to Whitbread.

Adam joined the Board in April 2017 as a

non-executive director and became Chairman

in February 2018. He went on to steer the

Group through a period of significant change

as well as considerable challenge. This included

the successful sale of Costa Coffee to Coca-Cola

for £3.9bn in 2019 and the COVID pandemic,

a period that required [extraordinary]

leadership and fortitude. Having overseen

the [smooth] transition to a new executive

leadership team and the announcement of

the Group’s Five-Year Plan, Adam stepped

down from the Board on 1 September 2025.

[In addition to recognising his enormous

contribution to the Group, I would also like

to add my personal thanks for the support

he gave to me during our handover period,

and on behalf of the Board, I wish him every

success for the future.

I was delighted to welcome Jonathan Howell

to the Board as a non-executive director in

January 2026. Jonathan brings a wealth of

experience from his previous roles as finance

director at a number of FTSE companies,

most recently at Sage PLC, as well as being

an experienced Audit Committee Chair.

Hesucceeds Horst Baier as Chair of the

Audit Committee, and on behalf of the

Board, I would like to thank Horst for his

dedication and skill in fulfilling his responsibilities

as Interim Chair of the Audit Committee

since June 2025.

Annual general meeting

The AGM will take place at [•]pm on [•]

[June] 2026 at our head office in Dunstable

and full details of the meeting are set out in

the Notice of Meeting.

In line with last year and reflecting the low

numbers of shareholders using the service

previously, we will not be providing a live

video stream of our AGM[ but the meeting

will be available remotely via an audio-only

webcast]. Shareholders who are unable to

attend the meeting in person are welcome

to submit questions by email in advance

toagmquestions@whitbread.com. Any

questions should be submitted by [5]pm

on[•] [June] 2026. Votes can be submitted

in person at the meeting or in advance

viaaproxy card or the online proxy voting

system, but it will not be possible to vote

online during the meeting.

Outlook

As you will read throughout this Annual

Report, we have a market-leading business

in the UK and Ireland and are continuing to

make great progress in Germany. [While the

macroeconomic and geopolitical outlook

remains uncertain,] having completed an

extensive review, we have a clear plan to

deliver significant value over the medium

and longer term and are excited about the

Group’s future prospects. For those able

toattend, I do hope that I might be able

tomeet some of you in person at our

forthcoming AGM in June 2026.

Christine Hodgson

Chair

[29] April 2026

Image: hub by Premier Inn Old Bailey

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Accelerating our

strategy to grow

returns

CHIEF EXECUTIVE’S REVIEW

This has been a year of continued strategic

progress for Whitbread in both the UK and

Germany. In the UK, Premier Inn again

outperformed the wider market, supported

by the strength of our customer offer and

the benefits of our commercial programme.

We also delivered our first annual profit in

Germany where the quality and value of our

customer offer is driving high guest scores

and our increasing brand awareness underpins

our strong outperformance versus the rest

of the market.

I’d like to thank our colleagues across

theGroup for their hard work in delivering

thisperformance. Against a challenging

consumer and macroeconomic backdrop,

we continue to deliver material cost savings

and plan to drive more in 2026/27, while

delivering a fantastic service for our guests.

For over 280 years, Whitbread has

continued to evolve to meet the needs

ofour guests. Today our business is built

around a world-class brand in Premier Inn,

which has an unrivalled market position in

the UK and a hugely exciting opportunity

inGermany, and is synonymous with great

quality and value.

Faced with a series of unexpected, external

headwinds, and following a comprehensive

business review, our New Five-Year Plan

capitalises on Whitbread’s unique strengths

to deliver a significant acceleration of our

strategy, creating a stronger, higher-returning

business that delivers for our guests, teams

and shareholders. Reducing our capital

intensity and refocusing investment on

projects which deliver the highest returns

for our business will deliver strong cash flow

and fund increased returns to shareholders.

By making our assets work harder through

the recycling of more of ourfreehold property

into high returning growth projects, we can

take advantage of a more challenged supply

environment and sustain our market leading

position without compromising our long-term

growth prospects or our strong balance sheet.

The execution of our new plan will mean we

become a pure-play hotel business, driven

by Premier Inn. We plan to replace all of our

remaining branded restaurants with a more

efficient, integrated offering that is preferred

by our guests as well as higher returning

extension rooms. In Germany, having reached

profitability in 2025/26, we will shift our

focus to formats and locations which

weknow deliver the best returns, further

accelerating our financial performance.

2025/26 Financial

performance

The Group delivered a positive performance

in 2025/26, outperforming the M&E market

in both the UK and Germany on total

accommodation sales and revenue per

available room (‘RevPAR’) growth

[1]

. This

performance was despite significant

external headwinds and reflects the power

of our vertically integrated model, the

strength of our brand and the impact of

many of our technology-led commercial

initiatives, highlighting the quality and

resilience of our business.

Group statutory revenue was flat year on

year at £[2,920]m (2024/25: £2,922m)

reflecting a recovery in UK accommodation

sales in the second half and positive momentum

in Germany, offset by lower food and beverage

(‘F&B’) revenues as a result of the

Accelerating Growth Plan (‘AGP’).

“Our New Five-Year Plan capitalises on

Whitbread’s unique strengths to create

astronger, higher returning business,

drivingincreased margins and returns.”

Dominic Paul

Chief Executive

1 STR data, standard basis, 28 February 2025 to 26 February 2026, UK and Germany M&E market

excludes Premier Inn.

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Whitbread PLC Annual Report and Accounts 2025/26

We have an excellent track record of

responding to inflationary headwinds and in

2025/26 we delivered better than expected

cost efficiencies of £[80]m [2] (2024/25:

£75m), mitigating significant cost pressures,

including above inflationary increases in

national living wage, national insurance

andfood and beverage costs. These savings,

combined with the impact of our shift

towards a more efficient F&B model as part

of the AGP, resulted in a [2]% reduction in

adjusted operating costs, driving a [4]%

increase inadjusted EBITDAR to £[1,074]m

(2024/25: £1,030m).

Net finance income (excluding lease liability

interest) reduced to £[11]m (2024/25: £20m)

reflecting lower interest receivable on the

Group’s cash balances. Higher lease liabilities

and rent reviews increased both lease

interest and right of use asset depreciation

to £[177]m (2024/25: £167m) and £[209]m

(2024/25: £194m) respectively, resulting

inadjusted profit before tax† of £[483]m

(2024/25: £483m). Adjusting items totalled

£[185]m (2024/25: £116m), driven by £[130]

m of impairment charges associated with

the extension of the AGP and other non-cash

and net impairment charges of £[32]m,

resulting instatutory profit before tax of

£[298]m (2024/25: £402m). A tax charge

of £[83]m (2024/25: £[114]m) meant that

statutory profit after tax was £[213]m

(2024/25: £254m).

Adjusted basic earnings per share† increased

by [7]% to [208.5]p (2024/25: 194.6p)

reflecting the reduced weighted average

number of shares following share buy-backs

over the last twelve months. Statutory basic

earnings per share decreased by [13]% to

[123.3]p (2024/25: 141.5p).

During the year, the Group completed

£[313]m of property-related disposals,

including £[283]m of sale and leasebacks

atan average net initial yield of [5.0]%.

UK – Continued market

outperformance

Premier Inn UK accommodation sales

increased by [1]%, reflecting a strong recovery

in the second half, outperforming the wider

midscale and economy (‘M&E’) market

[3]

We ended the year +[0.3]pp ahead of the

market on total accommodation sales

growth and +[1.1]pp ahead on RevPAR

growth, maintaining a healthy RevPAR

premium of £[5.88].

Total average room rate (‘ARR’) increased

by [3]% to £[81.95] (2024/25: £79.52) and

occupancy remained high at [79.1]%

(2024/25: 81.0%), with the result that

RevPAR was up [1]%. In London, increased

leisure demand, supported by a positive

events calendar and a strong festive period,

contributed to both higher ARR and

accommodation sales, up [3]% and [4]%

respectively. In the Regions, a [3]% increase

in ARR was broadly offset by slightly lower

occupancy of [79.0]% (2024/25: 81.1%), with

the result that total accommodation sales

were flat year on year.

Total UK F&B revenue reduced by [8]%,

aswe transition a number of our lower

returning branded restaurants into a more

efficient, integrated F&B offering. Although

F&B performance was slightly better than

expected due to the timing of branded

restaurant disposals, total UK statutory

revenue was down [1]% year on year.

Several external and internal factors

wereimportant drivers for our UK business

over the past year including: UK market

demand; muted hotel supply growth; the

optimisation of F&B at a number of our

sites as part of the AGP; our continued

network expansion; and the impact of

several initiatives as part of our ongoing

commercial programme.

Cost efficiencies of £[97]m, meant that

despite ongoing inflationary pressures

including higher national living wage,

national insurance and food and beverage

costs, operating costs reduced by [3]%.

The combined effect of lower UK

revenueand increases in right of use asset

depreciation and lease liability interest,

driven mainly by the impact of rent

reviews,as well as the sale and leaseback

transactions, meant UK segment adjusted

profit before tax† declined [2]% year on

year to £[499]m (2024/25: £507m). UK

segment adjusted pre-tax margins† were

flat year on year at [18.8]% (2024/25:

18.8%), while UK ROCE† was [12.8]%

(2024/25: 12.9%).

During the year, £[103]m (2024/25: £43m)

of accelerated depreciation and £[28]m of

impairment (2024/25: £1m) was recognised,

arising from site extensions and conversions

in relation to the AGP. In addition, £[15]m

ofimpairments (2024/25: £10m) were

recognised on assets transferred to assets

held for sale.

Germany – Delivering profitability

Reaching profitability in Germany for the

first time represents an important milestone

for the Group, with segment adjusted profit

before tax† of £[2]m (2024/25: £11m loss),

reflecting strong momentum and the

continued progress we are making in this

large and exciting market. Despite softer

market demand in the second quarter,

reflecting a lower events profile than the

prior year, the continued growth of our

estate, the increasing maturity of our hotels

and brand, and our commercial initiatives

meant we delivered [12]% growth in total

accommodation sales and RevPAR growth

of [6]%, with both occupancy and ARR

ahead of last year.

Drawing upon our growing pool of

guestdata, we have continued to refine

andimprove our commercial strategy

thatiscontributing to positive RevPAR

momentum. Key initiatives included

improvements to our trading strategies;

broadening our distribution using third-party

platforms; increasing our brand awareness;

and enhancing our property strategy.

During the year, £[17]m of impairment

(FY25: £[23]m) was recognised in Germany.

As a result of these initiatives and with the

increasing maturity of our estate and brand,

RevPAR grew by [4]% in local currency

[which was significantly ahead of the M&E

market

[4]

. This strong performance was

supported by our cohort of 17 more

established hotels

[5]

, that is continuing to

mature, as evidenced by its [6]% RevPAR

growth. This cohort of sites delivered

aggregate site-level profit

[6]

of £[20]m

(2024/25: £16m), providing a useful

indicator of the future profit potential

ofourestate as a whole.

2 Total cost efficiencies delivered in 2025/26,

adjusted for non-recurring structural savings

3 STR data, standard basis, 28 February 2025 to

26 February 2026, UK M&E market excludes

Premier Inn.

4 Local currency based on STR data, standard

basis, 28 February 2025 to 26 February 2026,

Germany M&E market excludes Premier Inn.

5 Cohort of 17 more established German hotels

that were open and trading under the Premier

Inn brand for 12 consecutive months as at

4March 2022.

6 In aggregate, adjusted profit before tax†

excluding non-site related administration

andoverhead costs.

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Whitbread PLC Annual Report and Accounts 2025/26

CHIEF EXECUTIVE’S REVIEW CONTINUED

Our teams

Our team members are central to the

guestexperience and, underpinned by

Whitbread’s core values of ‘Passionate and

Proud’, ‘Budget and Brilliant’ and ‘Warm

and Welcoming’, they continue to deliver

aconsistent, high quality and great value

service for our guests. Their commitment is

key to our strong operational and financial

performance, underpinning our position

asthe UK’s number one hotel brand and

agrowing challenger in Germany.

Financial strength

Our strong balance sheet means we can

strike an appropriate balance between

investing in high-returning, long-term

growth opportunities and rewarding

shareholders through dividends and

earnings-enhancing share buy-backs.

The Group remains highly cash generative

and after total capital expenditure of £[•]m

(2024/25: £488m) and £[•]m of share

buy-backs and dividends, our ratio of

adjusted EBITDAR to lease-adjusted net

debt was [3.3]x (2024/25: 3.0x), which is

below our internal threshold of [3.5]x

[6]

Clear strategy

Our ambition is to become the world’s best

budget hotel brand, delivering a fantastic

experience for our guests, rewarding

employment for our teams and long-term,

sustainable returns for our shareholders

whilst also driving positive change through

our Force for Good sustainability programme.

To achieve our objective, we are

executingthe following three pillars

ofourbusiness strategy:

• continuing to grow and innovate

intheUK;

• focusing on our strengths to grow

inGermany; and

• enhancing our capabilities to support

long-term growth.

Each pillar is embedded within our New

Five-Year Plan that is set to drive increased

margins, cash flow and [returns/ROCE].

The key elements of our plan [versus

2025/26] are as follows:

UK: Network expansion

We have reappraised all of our projects

toensure we are allocating and prioritising

capital spend optimally in order to

maximise returns. This includes exiting a

small number of sub-optimal sites in our

open portfolio as well as stepping away

from sites in our pipeline where, following

the changes to UK business rates, the

potential returns are no longer attractive.

The new plan reduces our previously

planned rate of UK room growth which

reduces expansionary capex, increases

[free] cashflow and drives higher returns

oncapital. Our [new] plan will see us add

[•] new rooms, [[of which c.[•]% willbe

freehold/leasehold]] and grow incremental

annual PBT† of £[•]m [by [2028/29] and

£[•]m] by [2030/31].

UK: Accelerating Growth Plan (AGP)

We are now two years into our plan to

optimise the delivery of F&B at over 200 of

our sites by converting some of our lower

returning branded restaurants into a more

efficient, integrated F&B offering, whilst

atthe same time unlocking 3,500 higher

returning new extension rooms.

Given the positive early results from sites

that are now complete [[and having also

agreed the sale of [•] branded restaurants

for £[•]m]], we are now extending the

previous plan to include all of the Group’s

remaining [•] branded restaurants. In 2025/26,

these sites generated F&B revenue of £[•]m

but incurred [[a site level adjusted loss

before tax] of £•]m, after associated central

overheads of £[•]m]]. These changes are

subject to carrying out the required

consultation with our impacted employees.

Image: New F&B experience: The Social

New Five-Year Plan

Since announcing our previous Five-Year

Plan in October 2024, the Group has faced

two key challenges. First, unexpected

changes to the prevailing fiscal and trading

environment, including higher than expected

UK wage and other cost inflation and

significant increases in UK business rates

have impacted the Group’s previous

Five-Year Plan. Second, the Group’s

marketvalue has remained at a significant

discountto the [intrinsic/inherent] value

ofour business.

Against this backdrop, the Board announced

that it was undertaking a comprehensive

business review in order toaddress these

challenges by developing a plan to deliver

value creation for shareholders over the

medium and long-term. The Board reassessed

how capital was being allocated across the

Group; reviewed the Group’s current capital

structure and also challenged the merits of

the Group’s current business model versus

other, alternative models.

The new plan will:

• increase margins driven by incremental

annual adjusted PBT† of £[•]m [by

[2028/29] and] £[•]m by [2030/31]

;

• raise the Group’s return on capital

employed by [500]bps by [2030/31];

• grow Germany adjusted PBT† to £[•]m

by[2030/31] [and becoming cash flow

positive in [2028/29]]; [1]

• reduce total capex by £[1]bn by

[2030/31] with growth capex to be

funded through recycling freehold

realestate; and

• generate £[•]bn of free cash flow

availablefor cash returns to

shareholders

[2]

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Whitbread PLC Annual Report and Accounts 2025/26

With the removal of all of the Group’s

remaining branded restaurants expected

during the second half of 2026/27, the

shiftto a more streamlined operating model

and the addition of [•] higher returning

extension rooms, it is expected that, compared

with 2025/26, the extended AGP will

generate incremental adjusted [[PBT†] of

£[•]m by [2028/29] and by £[•]m by]]

[2030/31] when the last of the additional

new extension rooms will be open [and

operating at maturity].

We recognise that the changes we are

proposing to make to our F&B offering

willbe unsettling for our teams and are

committed to working hard to support

allthose affected.

Commercial and efficiencies

Our vertically integrated model is a key

source of competitive advantage, meaning

that even relatively modest increases in UK

like-for-like sales† can generate significant

profit growth. Underpinned by technology-

related programmes, our broad commercial

programme and initiatives will drive positive

like-for-like† sales momentum and help

sustain our outperformance versus the

restof the UK M&E market.

We are proud of our reputation as a

low-cost, high value for money operator.

With continued high levels of inflationary

pressures, we continue to look for ways to

optimise and reduce our [£Xbn] UK cost

base [(including lease costs)]. Having

already accelerated savings into both

2025/26 and 2026/27, we have again

reviewed all of our initiatives and have

increased our total cost efficiencies from

[2025/26] to [2030/31] by a further £[•]m

to reach £[•]m, up from £250m previously.

These additional savings are across a large

number of initiatives including [increased

use of technology, automation and AI],

[further procurement savings] and

[improvements to labour scheduling,] all

ofwhich have been carefully planned to

ensure that there is [minimal/no material]

impact on the overall guest experience.

Germany: Accelerating returns

Having reached profitability in 2025/26

andwith an established national network,

we are shifting our growth focus to

accelerate free cash flow and return on

capital. Whilstwe are exiting [a small

number of] underperforming sites and

improving the quality of our committed

pipeline, we will still deliver room growth

of[X]% over the next five years.

Our new plan will see Germany reach [•]

open rooms by [2028/29] and [•]rooms

by[2030/31] becoming one of Germany’s

largest budget hotel brands. More rooms

and continued RevPAR growth will increase

total adjusted [PBT†] to £[•]m by [2028/29]

and £[•]m by [2030/31]. [As a result of the

steps we are taking, including the reduction

in growth capex, it is expected that Germany

will turn cash flow positive

in [2028.29].

Capital allocation

Whilst there is no change to our capital

allocation framework, we are making some

significant changes to our previous capital

expenditure programmes and asset mix.

We will recycle £[•]bn of our freehold

property to fund future growth and

increasingly look to grow on a leasehold

basis, resulting in lower net annual capex

ofc.£[•]m per year, equivalent to a c.£1bn

reduction versus the previous Five-Year

Plan. Whilst the Group will continue to

benefit from owning a substantial amount

of freehold real estate, we will reduce the

proportion held from c.[•]% today to c.[•]%

- [•]% [by 2030/31/over time]

2030/31 outcomes

The plan will in aggregate deliver

incremental profits of £[X]m by 2030/31,

driving a [500bps] increase in our [Group]

return on capital employed.

[3]

The steps outlined above will generate

substantial free cash flow available for

shareholder returns via dividends and share

buy-backs (noting that the investment in

extending AGP means we will pause share

buy-backs in 2026/27).

Further details of our Five-Year Plan are set

out on pages [•] and [•].

[2026/27 outlook and guidance]

[In the UK, after a softer start to the quarter

that was impacted by the phasing of public

holidays, our commercial programme has

delivered an increasing level of

outperformance versus the M&E market.

Our forward booked position is ahead of

last year, supported by strong peak leisure

demand. Although the UK macroeconomic

outlook remains uncertain, with the

introduction of further commercial

initiatives, we remain confident in

continuing to outperform the market.]

[In Germany, the increasing maturity of our

estate and brand, together with our

commercial initiatives, means we are

continuing to make excellent progress. With

a strong events calendar, our forward

booked position is building well ahead of

last year, and we remain on track to deliver

positive pre-tax profit in FY25/26.]

Our guidance for 2027/28 includes:

• UK: open [X] – [X] new rooms, the

majority of which will open in the second

half of the year; [X] – [X] of these new

rooms are AGP extension rooms;

• UK: cost efficiencies of £[X]m, meaning

net inflation is expected to be between

[X]% - [X]% on our £[1.7]bn UK cost base;

• UK: extended AGP will result in a

reduction in sales of between £[X]m –

£[X]m as we transition to our new

integrated format and exit those

marketed for sale;

• UK: extended AGP adjusted PBT one-off

impact of £[X]m – £[X]m; [the majority of

which is expected to reverse in FY28];

• Germany: open [X] new rooms and

deliver adjusted profit before tax† of

between £[X]m and £[X]m; Group: £[X]m

to £[X]m reduction in net finance income

(excluding lease liability interest) versus

2025/26 reflecting lower cash balances;

and

• Group: net capital expenditure of £[X]m

-[X]m. with gross capital expenditure of

between £[X]m–£[X]m including AGP

(£[X]m - £[X]m) and network expansion;

receipts from property-related

transactions of £[X]M–£[X]m.]

Driving increased margins,

cashflow and returns

We’ve already made great progress in the

transformation of Whitbread, and with our

New Five-Year Plan, I’m excited by what’s

coming next. We’re going to go further and

faster to deliver not just a great experience

for our guests, but also high-quality growth

and returns for our shareholders.

Dominic Paul

Chief Executive

29 April 2026

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Whitbread PLC Annual Report and Accounts 2025/26

UK: Network

expansion

FIVE-YEAR PLAN

Our New

Five-Year Plan

“Our New Five-Year Plan capitalises on

Whitbread’s unique strengths to deliver

a significant acceleration of our strategy,

creating a stronger, higher-returning

business that delivers for our guests,

teams and shareholders.”

Dominic Paul

Chief Executive

Overview

• We still see significant potential to grow

our market share in the UK

• However, reflecting recent changes to

employment costs as well as business

rates, we have reappraised all of our

projects to ensure we are allocating

andprioritising capital spend optimally

inorder to maximise returns

Performance in 2025/26

• [x] new higher returning rooms opened

• [x] lower returning rooms closed

Actions taken

• Reappraised all projects to ensure we are

allocating capex optimally

• Reallocating capex to highest returning

growth opportunities

• Reducing pipeline to [x] higher

returningrooms

2030/31 outcomes vs 2025/26

• Incremental adjusted PBT† of£[x]m

• [x] open rooms in the UK and Ireland,

includingAGP

Overview

• We are now two years into our plan to

optimise the delivery of F&B at our sites

by converting some of our lower returning

branded restaurants into a more efficient,

integrated F&B offering, whilst at the

same time unlocking higher returning

new extension rooms

• Following positive early results, we are

extending the plan to include all of our

remaining branded restaurants

Performance in 2025/26

• [x] extension rooms opened

• [x] branded restaurants [sold] for £[x]m

Actions taken

• Extending plan to replace all of our lower

returning branded restaurants with a

more efficient, integrated F&B offer

• Exiting lower returning brandedrestaurants

• Adding a total of [x] new extension rooms

2030/31 outcomes vs 2025/26

• Incremental adjusted PBT† of£[x]m

• [x]% to [x]% ROCE

UK: Accelerating

Growth Plan (AGP)

Find out more online

www.whitbread.co.uk/

QR code TBC

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Whitbread PLC Annual Report and Accounts 2025/26

Overview

• Retaining a flexible approach to property

ownership and maintaining investment

grade have allowed us to keep financing

costs low whilst also providing

commercial benefits

• Whilst there is no change to our previously

announced capital allocation framework,

we are making some significant changes

to our previous capital expenditure

programmes and asset mix

Performance in 2025/26

• £[313]m of property-related proceeds

• £[430]m of shareholder returns via share

buy-backs and dividends

Actions taken

• Reprioritising capex to drive

high-returning growth

• Reducing capex spend by £[1]bn

• Maintaining net capex at or below £[x]m

2030/31 outcomes vs 2025/26

• Recycle £[x]bn ofproperty to

fundgrowth

• Reduce Group freehold mix from [x]% to

[x]% to [x]% by [2030/31]/[over time]

• Lease-adjusted leverage

†

will remain

belowthreshold of 3.5x

Overview

• We have made great progress in Germany

and have grown substantially

• While it has taken longer than expected,

we now have the knowledge, data and

experience to better determine the optimal

strategy to drive double-digit returns

Performance in 2025/26

• [x] new rooms opened

• £[2]m adjusted PBT delivered

Actions taken

• Refining property growth strategy,

exitinglow returning sites

• Reducing pipeline to [x] higher

returningrooms

• Accelerating cashflow and returns

2030/31 outcomes vs 2025/26

• Incremental adjusted PBT† of £[x]m

• [x] open rooms

• Double-digit returns on our current open

estate of [x] rooms

Overview

• Our vertically integrated model is a key

source of competitive advantage, with

the result that even relatively modest

increases in like-for-like sales† can

generate significant profit growth

• We are proud of our reputation as a

low-cost, high value for money operator

and have again reviewed all of our initiatives

Performance in 2025/26

• Return to RevPAR growth in the UK,

outperforming the M&E market

• £[97]m of cost efficiencies

Actions taken

• Delivery of strong commercial

programme

• Increasing use of technology and

AItodrive revenue

• Increasing delivery of cost efficiencies

tohelp to mitigate inflationary pressures

2030/31 outcomes vs 2025/26

• Confidence in driving like-for-like sales

momentum and sustaining market

outperformance

• £[x]m of efficiencies in aggregate

between 2026/27 and 2030/31

Commercial and

efficiencies

Germany:

Accelerating

returns

Capital

allocation

1 Versus FY25 Germany adjusted loss before tax†

2030/31 outcomes

[500]

bps

increase in

Group ROCE

Generating free

cashflow of

£[x]bn

available for

shareholder returns

STRATEGIC REPORT

RNS-related content

Whitbread PLC Annual Report and Accounts 2025/26

STRATEGY AND KPIS

Well-positioned to deliver growth

Our strategic pillars

Strategy in action

Read more on page [•]

Strategy in action

Read more on page [•]

Strategy in action

Read more on page [•]

Force for Good

Our sustainability programme is embedded within the three pillars of our strategy.

The following pages include some case studies of our programme in action.

Force for Good

Read more on pages [•] to [•]

Find out more about ForceforGood in our

ESGreport [2024/25] www.whitbread.co.uk/

We have made excellent progress against each of our strategic pillars in 2025/26.

Grow and innovate

intheUK

Focus on our strengths

togrow in Germany

Enhance our capabilitiesto

support long-term growth

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Data-led sustainability

supports revenue

growth

Sustainability credentials are now a

core sourcing requirement for travel

management companies, corporates

and government customers across the

UK, Ireland and Germany. In 2025/26,

we developed a site level dataset

covering carbon, water and waste

intensity across all hotels, aligned with

World Sustainable Hospitality Alliance

methodologies. This enables credible

RFP responses, supports integration

with booking platforms, protects

existing revenue and underpins

futuregrowth.

Environmental footprint of a

UK&I occupied room per night

Carbon

[3]

3.4kgCO

Water

[4]

211L

Grow and innovate in the UK

2025/26 highlights Key 2025/26 outcomes Future plans

Strong market position

Maintained a healthy RevPAR premium

of+£[5.88] versus the M&E market

UK and Ireland committed pipeline

[1]

[c.9,000]

Extend our market-leading position as the

UK’s number one hotel brand and reach at

least [96,000] open rooms by [2030/31]

Long-term growth in profits and returns

Executed the first phase of our Accelerating

Growth Plan and mitigated UK cost

inflation through increased efficiencies

AGP: new extension rooms opened

c.[600]

[Proposed extension of AGP to remove all

branded restaurants and deliver at least

£[xm] [incremental adjusted PBT† by

2030/31, [increasing margins and returns]

Expand guest choice

Launched the option to check-in online

viathe Premier Inn app across our entire

UK and Ireland estate, including trial of

mobile room keys

% of total direct accommodation

sales via Premier Inn app

[12]%

Broaden our distribution channels and

addmore features to enhance our digital

guest journey

Maintain excellent guest scores

Maintained our ‘Best Value Hotel Chain’

ranking from YouGov, reflecting our

focuson high quality and great value

YouGov ‘Best Value Hotel

Chain’ranking

[2]

No.1

Invest in our proposition, including the

continued roll-out of ID5, Premier Plus

andtwin rooms across our estate

1 UK and Ireland committed pipeline as at 26 February 2026, including extension rooms approved as part of AGP.

2 UK YouGov BrandIndex Quality & Value scores as at 26 February 2026 based on a nationally representative 52-week moving average.

3 Market-based. Includes energy, F-gas and emissions from outsourced laundry.

4 Includes water used by an outsourced laundry.

Responsibility

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Focus on our strengths

togrow in Germany

STRATEGY AND KPIS CONTINUED

2025/26 highlights Key 2025/26 outcomes Future plans

Continue to build a national network

[65] open hotels across key locations, with

[3] new sites opened during the year

Germany committed pipeline[1]

[c.7,500]

Refine our property portfolio strategy

toaccelerate returns by 2030/31

Reach [18,000] rooms by 2030/31

Build brand awareness

Through broadened distribution and our

commercial initiatives, we have increased

our brand awareness and guest volumes

YouGov brand awareness

[2]

[19]%

Further broaden our reach to accelerate

brand awareness and RevPAR growth

Refine our proposition for the German guest

Expanded guest choice including new

room types and product add-ons

Guest satisfaction

[3]

[4.18]

Seek improvements to our operating

model, unlocking new opportunities to

drive efficiencies across our estate and

enhance the guest experience

Pathway to long-term, sustainable returns

Delivery of profitability through positive

RevPAR growth and a clear focus on our

cost base

Germany adjusted PBT†

£[2]m

Deliver profitability growth, reaching £[x]m

of adjusted PBT† by 2030/31

1 As at 26 February 2026

2 Germany YouGov Brand Awareness: 28 February 2025 to 26 February 2026.]

3 [UPDATE FOOTNOTE.]

Community

Accessibility

certification for

German hotels

Accessible tourism is a growing

market with significant economic

potential. In Germany, accessibility is

indispensable for around 10% of the

population and beneficial for a further

40%. New Premier Inn hotels in Germany

are designed to meet DIN 18040

standards, with existing buildings

upgraded where feasible. As a result,

around a third of our German estate

isexternally certified under Reisen

fürAlle (‘Tourism for All’), enabling

guests and team members with visual,

hearing or mobility impairments to

access comfort and workplaces

withconfidence.

Number of Premier Inn hotels

certified under Reisen für Alle

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Enhance our capabilities

tosupportlong-term growth

2025/26 highlights Key 2025/26 outcomes Future plans

Use our strong balance sheet to fund growth and returns

Significant operating cash flow helped to

fund our investment programme and

ongoing returns to shareholders

Shareholder cash returns

[1]

£[431]m

£[2]bn

[2]

available for share buy-backs and

dividends between 2026/27 and 2030/31

Retention and engagement of teams

Launched our digital recognition platform

‘Wonderfully Whitbread’, which furhter

underpins our culture, and supports

continued engagement of our teams

UK team members with >1 year’s service

[77]%

Drive retention and engagement through

our continued investment in pay, training,

career development and wellbeing

Improve technology capability

Increased digital capabilities and new

commercial opportunities unlocked by

ournew reservation system and utilisation

of technology and AI

# of new, upgraded kiosks in the UK

[>20%]

Explore product and service enhancements,

including the use of AI, which will further

improve the guest experience and

generate additional revenue streams

Build on our efficiency programme

Increased cost efficiencies versus target

due to acceleration of existing initiatives

plus further savings

Delivery of cost efficiencies [3]

£[80]m

Deliver £[250]m of cost efficiencies

between [2026/27 and 2030/31]

1 Dividends paid and share buy-backs completed during 2025/26.

2 Assuming UK like-for-like accomodation sales† offset efficiencies, sale and leaseback and interest costs over the life of the plan.

3 Total cost efficiencies deliverd in 2025/26, adjusted for non-recurring structural savings.

Efficiency

improvements

lower costs and

environmental impact

The installation of lower-flow

showerheads and taps across our

estate delivers both environmental

and financial benefits. Now installed in

[66]% of hotels in the UK and Ireland,

the programme has reduced water

use by [18]% per guest in 2025/26

compared with a 2019/20 baseline,

keeping us on track to achieve our

20% reduction target by 2030. Once

fully deployed, it is expected to deliver

almost £4m in annual operating cost

savings and improve the resilience of

our estate to increasingly frequent

drysummers whilst not impacting

guest experience.

Annual operating cost savings

from water reduction measures

c.£[4]m

Responsibility

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

STRATEGY IN ACTION: UK

Known for our consistent, high quality and great

value guest proposition, we are the clear market

leader in the UK. Our new integrated ‘You Know

What You’re Getting’ campaign reinforces this

consistency. With the strength of our proposition,

we continue to outperform the wider market.

You Know What

You’re Getting

Watch our new brand

campaign:

[www.whitbread.co.uk/]

QR code TBC

Brand awareness

>90%

FY26 RevPAR premium

versusM&Emarket

£[5.88]

Image: [•]

24 STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Unrivalled market position

With strong brand awareness among consumers, we

are the clear market leader in the UK. Our high-quality,

great value proposition underpins our ability to

continue to outperform and command a healthy

RevPAR premium versus the wider M&E market.

Consistency is key

To maintain our edge in an increasingly competitive

trading environment, we have launched a new brand

campaign which puts ‘consistency’ at the heart of all

our messaging, reinforcing how consumers see us.

Brand refresh

With our new strapline, ‘You Know What You’re

Getting’, a refined logo, evolved brand colours and

even new uniforms for team members, Premier Inn has

a fresh and modern new look.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

UK MARKET DRIVERS

Grow and innovate

inthe UK

A key pillar of our strategy is to protect and

extend our position as the UK’s leading branded

budget hotel chain, delivering excellent service

for our guests, rewarding employment for our

teams and attractive returns for our shareholders.

Market overview

[69.5]m

population

[12%]

Premier Inn market share ofUKrooms

[197.5]m

room nights booked in the

UKmarket

[2028]

Supply not back to 2019 levels

untilatleast 2028

[735,000]

total market hotel rooms

[11%]

independent decline since 2019

[1 Company data 2025.]

UK market

[1]

The UK is a large and mature hotel market

with 197.5m million rooms booked each

yearand a total supply of approximately

[735,000] rooms. Since the pandemic, the

hotel industry has had to navigate material

shifts in the shape of both domestic and

inbound demand, as well as significant

costinflation, at the same time as political

instability and economic pressures that

have altered travel behaviour and market

conditions. However, Premier Inn has

continued to perform well, maintaining a

healthy RevPAR premium versus the wider

M&E market. Given the strength of our brand

and operating model, coupled with a favourable

supply backdrop, we are confident in being

able to grow market share. We see a compelling

opportunity to continue to invest in new

capacity and drive attractive, long-term

returns for our shareholders.

Image: hub by Premier Inn Old Bailey

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Outlook for UK hotel supply

Based on our most recent proprietary analysis

completed in 2025, we still expect UK hotel

room supply (including Premier Inn) to

remain below pre-pandemic levels until at

least [2028]. Thereafter, we expect total

supply to grow broadly in line with previous

trends and we remain confident that we can

continue to take market share from smaller

and less well-capitalised competitors.

Accelerated decline

ofindependents

We believe that total UK hotel supply

contracted by approximately [2.5%]

between 2019 and [2025], led by an

accelerated decline in the independent

sector that reduced by [11%]. This represented

a marked increase versus the steady decline

seen over previous years as customers

migrated from independents towards

branded budget hotels, including Premier

Inn. [Over half] of the independents that

closed during this time period had less than

25 hotel rooms, highlighting the ongoing

challenges facing smaller establishments,

where competition, lack of scale and changing

consumer preferences are making it increasingly

difficult for them to match the offer provided

by larger, branded operators. We believe

that the independent sector is likely to continue

to contract as a result of sustained high

inflationary pressures and an uncertain

macroeconomic environment.

Structural advantages

ofthebudget hotel market

The UK branded budget hotel sector is a

highly attractive market, with large volumes

of domestic short-stay travel for both business

and leisure. The sector, including Premier

Inn, has continued to grow, even during the

pandemic, driven by the secular decline of

the independent sector and the increasing

appeal of trusted brands. However, over the

next few years, the supply of branded budget

hotel rooms is expected to grow at a slower

rate than the long-term average, as operators

gradually rebuild their pipelines that have

been impacted by a material slowdown in

construction and higher interest rates.

Premier Inn has grown significantly over the

past 15 years, increasing its market share of

all UK rooms from 6% in 2010 to [12]% in

[2025]. With our strong balance sheet and

flexible approach to property ownership,

weare confident that we can continue to

grow our pipeline at attractive rates of

return, increasing our market share at

atime when many others cannot.

Proven resilience during

periods of macro uncertainty

Hotel room demand is strongly correlated

with economic growth and RevPAR

typically grows in line with GDP. [Whilst

current macroeconomic forecasts predict

[relatively low] GDP growth in 2026/27,

itremains positive and also needs to be

viewed in the context of what has been

amarked decline in total hotel supply.]

Thebranded budget hotel sector has

proven resilient during previous consumer

and economic downturns, as guests tend

totrade down to lower-cost alternatives

thatprovide great value.

Total UK hotel supply: number of rooms

Premier Inn UK branded budget (excluding Premier Inn)

UK branded non-budget Independent

2019 2025

750k

735k

46%

26%

17%

12%

50%

24%

16%

10%

Image: Premier Inn twin room

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

UK STRATEGY

“During 2025/26, after a period

of softer demand, the UK market

returned to growth. Wemade

great strategic progress and

with the benefit of our strong

commercial programme, we

delivered a positive sales

performance and a healthy

RevPAR premium versus

ourcompetitors.”

Joe Garrood

Chief Commercial Officer

2030/31outcomes]

[96,000]

open rooms (including AGP

extension rooms)

£[110]m

incremental adjusted PBT†

fromnetwork expansion

£[100]m

incremental adjusted PBT†

fromAccelerating Growth Plan

Accelerating Growth Plan (AGP)

Food and beverage (F&B) is a key part of

our proposition and a hot breakfast is

particularly important to our hotel guests,

helping to drive occupancy and RevPAR.

We have already begun the process to

transform the delivery of F&B at c.[200]

sites by converting our lower returning

branded restaurants into a more efficient,

integrated F&B offering built inside the

hotel and unlocking new, higher returning

extension rooms.

Following early positive results from completed

sites and with the successful exit of [x]

branded restaurants, we are extending our

plan to replace all of the Group’s remaining

branded restaurants with a more efficient

integrated restaurant. This will enable the

removal of [x] lower returning branded

restaurants and the addition of a further [x]

higher returning extension rooms.

We will unlock a total of [X] new extension

rooms and as our highest returning growth

opportunity, this will deliver a step change

in margins and returns for the UK business.

These changes are subject to carrying

outthe required consultation with our

impacted employees.

In addition to AGP, we are continuing to roll

out our new integrated ground floor concept

across our estate that is driving positive

guest feedback and increased F&B revenues.

[New] Five-Year Plan: AGP on page[•]

Premier Inn

Key:

Dublin

Aberdeen

Edinburgh

Glasgow

Dundee

Inverness

Newcastle

upon Tyne

Cork

London

Isle of

Man

Plymouth

Cardiff

Guernsey

Jersey

Norwich

Leeds

Manchester

Birmingham

Belfast

hub by Premier Inn

Extending our market-leading

position in the UK

New Five-Year Plan:

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Network expansion

With c.[850] open hotels across the UK and

Ireland, Premier Inn is the UK’s largest hotel

chain with approximately [12]% share of all

hotel rooms. Despite our extensive coverage,

we still have opportunities to increase our

market share and deliver attractive returns

on capital over the medium and longer

term. Having identified catchments where

we do not currently have a presence, or

where we can add more rooms without

cannibalising our existing estate, we have

significant growth potential. Assuming sites

can be secured at the right price, over the

longer term, we have the potential to reach

[125,000] open rooms, which is [45%] more

than we have open today. Drawing upon our

suite of development options including new

builds, conversions, extensions and single-site

acquisitions, the pace and extent of our

expansion will be driven by the availability

of appropriate sites that can meet our

target levels of return.

By opening our committed pipeline

[1]

of c.

[9,000] rooms we are on course to reach at

least [96,000] open rooms by [2030/31].

[New] Five-Year Plan: Network expansion

on page[•]

Commercial programme

With the strength of our vertically integrated

model, we are able to deploy a broad range

of commercial initiatives that are focused

on driving like-for-like† sales momentum to

support and extend our market-leading

position in the UK. Our commercial strategy

remains focused on those drivers that are

within our control andinclude:

Refining marketing strategies

With brand awareness of over [90]%

[2]

and

market-leading quality and value scores,

while we are well-positioned versus our

competitors, we are not complacent.

Through a continuous programme of both

brand and digital campaigns that are

focused on driving cost-effective customer

acquisition, we will ensure that we remain at

the forefront of customers’ minds when

making their hotel choice. Continuing to

attract new guests, wherever they choose

to search, is essential as we seek to extend

our leadership and grow market share; we

are exploring greater use of social media

marketing channels such as YouTube and

TikTok, as well as third-party digital

platforms, to help broaden our reach.

Expanding our distribution channels

Business guests are an attractive customer

segment because they tend to drive higher

RevPARs and travel more frequently than

leisure guests. During 2025/26, we launched

‘Premier Inn Business’, combining our previous

Business Booker and Business Account

programmes into a single offering for

thebenefit of users and to drive further

revenue growth. At the same time, we have

strengthened our relationships with several

travel management companies (TMCs),

andtogether these channels represented

approximately [22]% of total accommodation

sales in 2025/26 (2024/25: [21]%).

Whilst our direct channels remain a core

strength and contribute significantly to our

low-cost distribution, with evolving market

and distribution dynamics it is important for

us to ensure that we selectively adapt our

strategies to maintain market leadership

and attract new guests. In 2025/26, we

began to use online travel agents (OTAs),

limited to inbound customer traffic only,

which has been positive and has been

ahelpful addition to drive incremental

international demand. We will continue to

explore how we can optimise this channel,

broaden our reach even further and drive

incremental profits. During the year we also

[began to update] all of our online collateral

so as to ensure that the online experience

for consumers choosing to search using

large language models is [fully] optimised.

Maximising revenue

At the core of our vertically integrated

business model is our proprietary automated

trading engine (ATE) that enables us to

maximise revenue for any given volume of

demand and outperform the competition.

Whilst we will continue to keep it under review,

having conducted a detailed benchmarking

exercise against a number of AI-driven,

alternative pricing engines during 2025/26,

it is clear that ATE remains a source of

significant competitive advantage for the

Group. We continuously evolve our trading

strategies and through our new cloud-based

reservation system, we plan to further improve

our trading performance by trialling and

introducing a number of initiatives that will

both improve the digital guest journey and

increase ancillary revenues.

Enhancing digital experience

New opportunities to increase our digital

capabilities remain significant. By continuing

to optimise our website and increase our

App functionality, we are driving guest

volumes and conversion and have seen an

increase in App revenues and channel share

versus last year. We are also improving the

digital guest experience and have now

launched online check-in across our UK

estate, which is resulting in [positive]

guestfeedback.

Increasing guest engagement

We are driving higher guest engagement

through our CRM database and enhanced

promotional capabilities that have in turn

helped us drive more revenue growth. With

increased connectivity with our guests through

our Premier Inn App and by leveraging our

access to significant volumes of proprietary

customer data, we plan to further increase

revenue through more effective engagement,

as well as reduce costs through improved

analytics to drive highermargins.

Investing in best-in-class operations

Our significant and ongoing investment

inour estate includes the roll-out of our

new room format, ID5, and our extensive

refurbishment and repair and maintenance

programmes that together ensure that we

maintain a high level of consistency across

our estate. In addition, by adding more twin

and Premier Plus rooms to our estate, we

will broaden our appeal and it will allow us

to attract a premium to our standard room

rate. With further process improvements

and the introduction of new technologies,

we plan to drive positive guest scores whilst

maintaining a tight control over our costs.

UK RevPAR premium

versusM&Emarket

[3]

£[5.88]

1 Excluding extension rooms from Accelerating

Growth Plan.

2 UK YouGov Brand Consideration: 28 February

2025 to 26 February 2026.

3 STR data, standard basis, Premier Inn RevPAR,

28 February 2025 to 26 February 2026; M&E

market excludes Premier Inn.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

UK PERFORMANCE

Premier Inn UK

£m FY26 FY25 vs FY25

Statutory revenue [2,659] 2,691 (3)%

Other income (excl rental income)

[2] 1 n/a

Operating costs before depreciation, amortisation

and rent

[(1,642)] (1,696) (2)%

Adjusted EBITDAR†

[1,019] 997 (5)%

Net turnover rent and rental income

[1] 1 200%

Depreciation: right-of-use asset

[(165)] (153) (6)%

Depreciation and amortisation: other

[(201)] (193) (6)%

Adjusted operating profit†

[653] 652 (10)%

Interest: lease liability

[(154)] (145) (8)%

Adjusted profit before tax†

[499] 507 (14)%

ROCE†

[12.8]% 12.9% (260)bps

PBT margins†

[18.8]% 18.8% (240)bps

Premier Inn UK

KPIs

£m FY26 FY25 vs FY25

Number of hotels [846] 852 [(1)]%

Number of rooms

[86,582] 85,984 [1]%

Committed pipeline (rooms)

[7,906] 7,192 [9]%

Committed pipeline (AGP extension rooms)

[1,163] 1,030 [19]%

Occupancy

[79.1]% 81.0% [(190)]bps

Average room rate†

£[81.95] £79.52 [3]%

Revenue per available room†

£[64.81] £64.42 [1]%

Sales growth:

Accommodation

[1]%

Food and beverage

[(8)]%

Other

[21]%

Total

[(1)]%

Like-for-like sales† growth:

Accommodation —

Food and beverage —

Other

[21]%

Total —

1 Includes one site in each of: Guernsey and the Isle of Man, two sites in Jersey and six sites in Ireland.

2 UK and Ireland committed pipeline excluding extension rooms from Accelerating Growth Plan.

3 Planning approval received for Accelerating Growth Plan extension rooms.

Image: hub by Premier Inn Snowhill

STRATEGIC REPORT

RNS-related content

Whitbread PLC Annual Report and Accounts 2025/26

UK performance vs M&E market

£m

FY26

FY26 FY26

PI accommodation sales performance (vs FY25)

+[1.0]pp [(0.6)]pp +[0.3]pp

PI occupancy performance (vs FY25)

[(1.3)]pp [(1.5)]pp [(1.4)]pp

PI ARR performance (vs FY25)

+[2.9]pp +[(2.8)]pp +[2.9]pp

PI RevPAR growth performance (vs FY25)

+[1.4]pp +[0.8]pp +[1.1]pp

PI RevPAR performance (absolute)

+£[6.39] +£[5.34] +£[5.88]

PI market share

[8.3]% [8.0]% [8.2]%

PI market share gains pp (vs FY25)

[(0.1)]pp [(0.1)]pp [(0.1)]pp

4 STR data, standard basis, Premier Inn accommodation revenue, occupancy, ARR and RevPAR,

28February 2025 to 26 February 2026; M&E market excludes Premier Inn.

5 STR data, revenue share of total UK market, 28 February 2025 to 26 February 2026.

Despite significant inflationary pressures, operating costs reduced by [3]% to £[1,642]m

(2024/25: £1,696) reflecting the exit and conversion of lower returning branded restaurants

into a more efficient F&B offering, together with accelerated cost efficiencies of £[80]m.

Asa result, adjusted EBITDAR† was up [2]% at £[1,019]m (2024/25: £997m).

Right-of-use asset depreciation in the period increased by [8]% to £[165]m (2024/25: £153m)

and lease liability interest increased by [6]% to £[154]m (2024/25: £145m) driven by the

impact of rent reviews, which accounted for the majority of this increase, as well as sale

and leaseback transactions completed during the period. Our continued focus of investing

in our core estate, alongside estate growth, meant other depreciation and amortisation

charges increased by [4]% to £[201]m (2024/25: £193m).

As a result, UK segment adjusted profit before tax† declined [2]% to £[499]m (2024/25: £507m).

UK segment adjusted pre-tax margins† were flat year on year at [18.8]% (2024/25: 18.8%),

while UK ROCE† was [12.8]% (2024/25: 12.9%).

We opened [1,190] new rooms in the period and closed [592] rooms, including both lower

returning rooms, as well as those impacted by the AGP, as we seek to optimise the portfolio

to drive higher returns. As at 26 February 2026, we had [846] hotels open and trading with

a total of [86,582] rooms, with a further [7,906] new rooms commited

[7]

, of which the

majority are freehold, plus an additional [1,163] committed AGP extension rooms

[8]

6 Total cost efficiencies delivered in 2025/26, adjusted for non-recurring structural changes

7 UK and Ireland committed pipeline excluding extension rooms from Accelerating Growth Plan.

8 Planning approval received for Accelerating Growth Plan extension rooms.

Image: Premier Inn Cardiff North

Premier Inn UK accommodation sales increased [1]%, reflecting a strong recovery in the

second half and outperformed the wider M&E market

. Other sales increased by [21]%

driven by growth in ancillary revenues from optional guest add-ons including high-speed

Wi-Fi and car parking. Total UK F&B revenues fell by [8]%, as we continue the transition of

a number of our lower returning branded restaurants into a more efficient, integrated F&B

offering. Although F&B performance was slightly better than expected, due to the timing

ofbranded restaurant disposals, total UK statutory revenue was down [1]%.

Reflecting the strength of our brand, guest proposition and commercial initiatives, we were

+[0.3]pp ahead of the market on total accommodation sales growth and +[1.1]pp ahead on

RevPAR growth, maintaining a healthy RevPAR premium of £[5.88].

STRATEGIC REPORT

RNS-related content

Whitbread PLC Annual Report and Accounts 2025/26

STRATEGY IN ACTION: GERMANY

New Five-Year Plan

Germany: Accelerating cash flow and returns

Executing a

multi-channel strategy

Image: [Lorem ipsum]

Our strategy is designed to firmly establish our

brand presence and elevate our market positioning

within the German hospitality sector. We are

continuing to focus on raising our profile with an

average brand awareness in 2025/26 of [19]%[1].

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Growing the brand

With a unique market position focused on a great

night’s sleep, we are on focused on increasing our

brand awareness with a digital first approach,

prioritising online channels to build relevance

andstrengthen engagement.

Best experience

bybookingdirect

Guests who book directly with us get the best

experience. With online check-in now available and the

roll-out of mobile room keys in 2026/27, the continued

development of the Premier Inn app, will accelerate

customer acquisition and build brand loyalty.

Broadening our reach

OTAs remain an important and value-accretive

channelin the German market, driving incremental

domestic and international demand and strengthening

brand awareness.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

GERMAN MARKET DRIVERS

Market overview

[83]m

population

[c.40]%

larger than the UK hotel market

[996,000]

total market hotel rooms

[c.68]%

of the German market held

byindependents

[229]m

rooms booked in the German market

[c.5]pp

decline in independent supply

since2019

Focusing on our

strengths to grow

Germany continues to be a highly attractive and

exciting market for the Group. Since opening our

first hotel in 2016, we have grown quickly to become

a business of real scale. Now profitable, we are shifting

our focus to accelerate cash flow and returns.

[1 Company data 2025.]

German market

[1]

With strong business and leisure

travel demand, Germany offers

a major opportunity to create

substantial value. The market

today mirrors where theUK

was [15 to 20] years ago: highly

fragmented, comprised largely

of independent operators,

with a relatively small branded

budget segment and no clear

market leader.

Market structure

Although the German hotel market is

materially larger than the UK in terms of

room supply, it remains significantly more

fragmented, with independents accounting

for the majority of total rooms. As in the UK,

while the independent sector stabilised

following a sharp pandemic related decline,

we expect it to gradually decline, driven by

the secular trend of consumers gravitating

towards recognised and trusted brands,

ongoing cost pressures and increased

conversions to branded players. Having

reopened later than many other international

hotel markets in the post pandemic period,

Germany has since seen a rebound in both

business and leisure demand, with the M&E

market returning to pre-pandemic levels

in2025.

Image: Premier Inn Duisburg

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Image: Premier Inn Stuttgart

Regional dispersion drives

short-stay domestic travel

As well as being larger than the UK, Germany

is more regionally dispersed, with a federalised

political and industrial structure. This geographic

spread, a larger population and a greater

number of large cities and towns, drives

demand for short-stay domestic travel.

Germany has high levels of both domestic

leisure as well as business travellers, supported

by a number of large trade fairs and conferences

which continue to drive volumes and attract

millions of visitors each year.

Structural advantage

forowner-operators

The branded budget sector has grown strongly

in recent years, led by owner-operators

such as Premier Inn, that are well-placed to

acquire, lease, convert or build new hotels

enabling expansion at afaster rate than the

rest of the market. Theability of asset light

operators to sign large blocks of hotels over

the last few years may have been constrained

by the structure of the German property

market, as the absence of a well developed

real estate investment trust sector and the

highly fragmented ownership landscape

have made it more difficult to secure

sizeable portfolios.

No clear leader in the

budgetsector

Compared with the UK, where Premier Inn

has a [12]% share of the market, Germany

has no clear market leader and no brand

holds more than a [3]% share. Supported

bythe gradual decline of the independent

hotel sector, the branded budget segment

(including Premier Inn) continues to grow

and now makes up approximately [13]%

ofthe German hotel market. This is led

byowner-operators including Premier Inn,

and since February 2020 we have opened

c.[11,000] rooms.

Attractive RevPAR outlook

The M&E market in Germany has attractive

levels of RevPAR, albeit there is intra-period

volatility depending upon the phasing of

business and leisure events that are an

important driver of overall demand in

Germany. Prior to the pandemic, branded

budget RevPAR in Germany grew at a

compound annual growth rate of 2.9%

between 2015 and 2019. M&E RevPAR

inGermany has now recovered to

abovepre-pandemic levels.

735k

996k

Total Germany hotel supply: number of rooms

Premier Inn

Branded budget (excluding Premier Inn)

Branded non-budget

Independents

68%

20%

12%

46%

26%

17%

12%

UK Germany

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

GERMAN STRATEGY

New Five-Year Plan:

Building momentum inGermany

Continued network growth

We have over [11,000] rooms open across

[65] hotels, with a presence in most major

German towns and cities. Our hotel product

is popular with guests, we are increasing

share and several of our more established

sites are already highly profitable and delivering

double-digit returns. While there is no ‘one

size fits all’ formula for success, we have

reduced and reprioritised [a significant

proportion] of our previously planned

growth capital spend and will also exit

asmall number of underperforming sites.

With our open and committed pipeline,

weare on track to reach [18,000] open

rooms by2030/31, positioning Premier Inn

among the top budget brands.

Strengthening brand presence

Our strategy is designed to firmly establish

our brand presence and elevate our market

positioning within the German hospitality

sector. Having become a business of scale,

we continue to focus on raising our profile

and have increased our brand awareness to

[19]%

. Whilst this is behind key competitors,

the quality of our product and resulting

high guest scores mean Premier Inn has

delivered the strongest year-on-year brand

awareness growth among our competitors.

We are on course to close the gap further,

adopting a digital first approach, prioritising

online channels to build relevance and

strengthen engagement, whilst also continuing

to assess how additional distribution channels,

including OTAs and aggregators, can support

stronger RevPAR growth and profitability.

Lübeck

Wilhelmshaven

Osnabrück

Bremerhaven

Bremen

Kiel

Rostock

Hamburg

Berlin

Wolfsburg

Potsdam

Hannover

Kassel

Erfunt

Göttingen

Dortmund

Köln

Cologne

Aachen

Münster

Frankfurt

Weisbaden

Würzburg

Koblenz

Mannheim

Darmstadt

Nuremberg

Regensburg

Passau

Rosenheim

Munich

Freiburg

Stuttgart

Heidelberg

Karlsruhe

Villingen

Saarbrücken

Heilbronn

Leipzig

Helle

Dresden

Braunschweig

Lindau

Konstanz

Key:

Open hotels

“ Our model is working

in Germany. Drawing

upon our learnings

to date, we have a

clear path to reach

double-digitreturns.”

Erik Friemuth

Chief Executive Officer,

Premier Inn Germany

2030/31outcomes

[18,000]

total open rooms

€[•]

network RevPAR

£[65]m

adjusted incremental PBT†

2 Germany YouGov Brand Awareness:

28February 2025 to 26 February 2026.

1 Includes one site in Austria.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Premier Inn Germany room growth

Key:

Premier Inn: open rooms

Premier Inn: open and committed rooms

Competitors: open rooms

425

1,085

4,880

5,875

9,042

10,506

[18,000]

c.18,500

c.19,000

c.24,000

10,965

[11,598]

FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26 Motel

One

Ibis B&B

Hotels

As our customer base grows, we are also

exploring ways to boost the number of

returning guests through enhanced CRM

capabilities and other loyalty-driven tools.

Refining commercial strategy

Drawing on our growing pool of trading

data and the enhanced capabilities

provided by our cloud-based reservation

system, we are further strengthening our

commercial approach across the estate,

including the ability to dynamically price

certain product enhancements to increase

yield in line with demand. We are also

continuing to optimise performance on

keyevent nights, which can account for

upto [30]% of revenues in Germany and

are a significant driver of profitability.

Balancing distribution

Providing room availability through the

rightmix of channels ensures we can continue

to attract high volumes of domestic and

international demand. OTAs remain an

important and value-accretive channel in

the German market, driving incremental

demand and strengthening brand awareness.

Central toenhancing our direct proposition

is the continued development of the Premier

Inn App, supporting more seamless service

delivery, accelerating customer acquisition

and building loyalty.

Enhancing appeal

tobusinessguests

A balanced mix of business and leisure guests

helps to maximise occupancy throughout the

cycle, with business guests typically staying

more frequently and driving higher ARRs.

Germany’s significant trade fair market adds

to domestic business travel volumes, reinforcing

the need for a platform that is intuitive and

equipped with the core features guests

expect. The launch of ‘Premier Inn Business’

in2025/26 is central to ourcorporate

proposition, offering flexible booking, exclusive

discounts and simplified payment options

to enable centralised travel management

and broadening our reach into the SME market.

In parallel, we will continue to leverage

selective indirect channels, further strengthening

our travel management company (TMC)

relationships to expand our distribution and

increase our addressable customer base.

Improving product and offer

Our proposition continues to deliver strong

guest scores, supporting growing volumes

across our hotels. By offering several optional

extras during the booking journey, we are

enhancing the overall guest experience

while also driving incremental revenues.

Alongside the roll-out of additional Premier

Plus rooms, we are expanding our ancillary

offer through both digital and on site add-ons,

such as early check-in, late check-out, parking

and in-hotel self-service options. As we

continue to scale, ongoing optimisation of

our operating model, including improved

labour scheduling and procurement, will

unlock further efficiencies across the estate.

Optimising property strategy

We continue to optimise our property

conversion and development strategy,

strengthening partnerships with key

stakeholders to drive further cost efficiencies.

This focus has enabled us to both minimise

disruption and reduce timelines as well as

improve the financial performance of sites

that are being refurbished. Our future growth

will come from a balanced mix of new builds,

smaller portfolio deals and targeted going

concerns, funded by recycling existing

freeholds and/or through leases.

Pathway to attractive long-term,

sustainable returns

Having achieved a major milestone of

profitability in 2025/26, we are confident

that the initiatives outlined above will

continue to drive significant revenue and

profit growth in Germany by 2030/31.

1 Premier Inn: company data, competitors: STR data.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

GERMAN PERFORMANCE

Premier Inn Germany

£m FY26 FY25 vs FY25 vs FY25 CC2

Statutory revenue [261] 231 [13]% [11]%

Operating costs before depreciation,

amortisation and rent

[(177)] (165) [(7)]% [(5)]%

Adjusted EBITDAR†

[85] 66 [28]% [26]%

Net turnover rent and rental income

[0] 0 [33]% [25]%

Depreciation: right-of-use asset

[(44)] (42) [(5)]% [(3)]%

Depreciation and amortisation: other

[(16)] (15) [(12)]% [(9]%

Adjusted operating profit/(loss)†

[25] 10 [>100]% [>100]%

Interest: lease liability

[(23)] (21) [(8)]% [(5)]%

Adjusted loss before tax†

[2] (11) [>100]% [>100]%

Premier Inn Germany

KPIs

£m FY26 FY25 vs FY25 vs FY25 CC

Number of hotels [65] 62 5% —

Number of rooms

[11,598] 10,965 4% —

Committed pipeline (rooms)

[8,713] 7,265 16% —

Occupancy

[69.0]% 67.8% 600bps —

Average room rate†

£[78.53] £75.08 4% 7%

Revenue per available room†

£[54.19] £50.90 15% 18%

Sales growth:

Accommodation

[12]% [9]%

Food and beverage

[22]% [19]%

Other

[19]% [16]%

Total

[13]% [11]%

Like-for-like sales† growth:

Accommodation

[7]% [5]%

Food and beverage

[14]% [12]%

Other

[14]% [11]%

Total

[8]% [6]%

1 Includes one site in Austria.

2 On a constant currency basis, EUR.

Image: Premier Inn Würzburg

STRATEGIC REPORT

RNS-related content

Whitbread PLC Annual Report and Accounts 2025/26

Germany performance vs M&E market

€m

FY26

FY26 FY26

Germany M&E RevPAR performance

€[58] €[55] €[56]

PI more established hotels RevPAR performance

€[69] €[73] €[71]

PI total RevPAR performance

€[62] €[64] €[63]

STR data, standard methodology basis, 28 February 2025 to 26 February 2026; M&E excludes Premier Inn.

4 Premier Inn more established hotels: open and trading under the Premier Inn brand for 12 consecutive

months as at 4March 2022: 17 hotels and Premier Inn total: [63] hotels as at 26 February 2026.

Total statutory revenue in Germany increased by [9]% in local currency, reflecting: the growth

in our estate; the increasing maturity of our hotels; enhancements to our trading strategies;

broader distribution across channels such as OTAs; and further progress in building our

brand awareness. Total estate RevPAR increased by [4]% to €[63] and RevPAR for our

cohort of 17 more established hotels

[4]

increased by [6]% to €[71], both of which

outperformed the wider M&E market.

Operating costs in the period increased by [7]% to £[177]m (2024/25: £165m) reflecting

the continued growth of our estate and cost inflation. As a budget hotel operator, we

maintain a strong focus on cost control and margin growth, alongside delivering a

consistently high-quality guest experience. We have continued to refine our operating

model, evolving our use of technology and streamlining our management structures to

ensure we remain efficient and agile. Both right-of-use asset depreciation and lease

liabilitycosts increased slightly to £[44]m (2024/25: £42m) and £[23]m (2024/25: £21m)

respectively, consistent with the size of our leasehold estate. Other depreciation and

amortisation charges increasied slightly to £[16]m (2024/25: £15m).

As at 26 February 2026, we had [65] open hotels and [11,598] open rooms and a further

[8,713] rooms in our committed pipeline. Since the period end, we have opened a further

[X] hotels and [X] rooms from our committed pipeline following their conversion to

Premier Inn, having been acquired as part of a portfolio of [eight] leasehold hotels that

completed in Spring 2026.

Our focus on cost efficiencies, the progressive maturity of our estate and our

ongoingcommercial initiatives continue to raise our brand awareness and drive

customervolumes. These factors contributed to the achievement of profit before

tax†of£[2]m (2024/25: £11m loss).

Image: Premier Inn Köln City Centre

STRATEGIC REPORT

RNS-related content

Whitbread PLC Annual Report and Accounts 2025/26

How has Whitbread’s refresh

ofitscore hospitality platforms –

particularly through the adoption

ofmodern hospitality solutions –

strengthened the resilience,

scalability, and cost effectiveness

ofour technology estate, and how

does this underpin long term value

creation across our hotel network?

Over the last few years, we have fundamentally

refreshed Whitbread’s core technology platforms

to ensure they are resilient, scalable, and fit

for long term growth. By adopting modern

hospitality platforms from our partners, we

have significantly reduced reliance on legacy

systems and created a common, standardised

foundation across our estate.

This has improved platform availability,

strengthened security, and materially reduced

the cost and risk of change. Importantly, it

allows us to innovate faster – whether launching

new guest services, enabling new operating

models, or supporting expansion – while

maintaining tight control over technology

spend. This disciplined approach ensures

ourtechnology investment directly supports

sustainable value creation.

This puts us in the prime position to fully

exploit the opportunities AI presents hospitality,

both from the perspective of guest experience

and operational excellence.

How have investments in modern

networks, kiosks and smart room

access technologies improved the

reliability, security, and day to

dayoperation of our hotels, while

enabling simpler guest journeys

andsupporting Whitbread’s cost

leadership model?

Reliable, secure connectivity is now critical

tothe day to day running of our hotels. Our

investment in modern network infrastructure,

check in kiosks and smart room access

technologies has materially improved

operational resilience while simplifying

theguest experience.

These foundations enable faster deployment

of new digital services, reduce on site disruption,

and support a more flexible operating model.

For guests, this means smoother check in,

improved Wi-Fi connectivity and more

dependable in stay experiences; for Whitbread,

it delivers greater operational consistency at

scale and supports our cost efficiency programme.

Our Hotel of the Future program is a key

partof this, trialling how we can deploy

emerging technologies such as robotics,

AIand automation to drive our future

operating model.

How have our modern technology

platforms enabled Whitbread to

develop market leading mobile

applications, and how do these

digital experiences directly improve

guest satisfaction, drive repeat

stays, and strengthen Premier Inn’s

brand leadership across Europe?

Our refreshed technology platforms have

enabled us to develop market leading mobile

experiences that enhance the guest journey

from booking through to check out. These

digital experiences reduce friction, give

guestsgreater control, and allow us to

engagewith them in more personalised

andrelevant experiences.

For example, Check In Online is now live

across all UK and Germany hotels, driving

higher app adoption and creating a strong

digital foundation for further innovation.

Building on this momentum, we have

introduced enhanced app incentives and

successfully rolled out Apple Digital Keys to

seven UK hotels and two hotels in Germany.

This programme will scale rapidly, with plans

to extend our successful Digital Keys pilot

across the wider estate, supported by a

secure, enterprise grade approach to digital

key provisioning and the introduction of

Android experience.

In parallel, we have begun reshaping our

arrivals experience to give guests genuine

choice and control, combining Check In

Online, Digital Keys and kiosks into a more

seamless, self service journey. Expanding

theApp experience to include more in-stay

features and services is a key part of our

future thinking.

Q&A with

Mark Smith,

Chief

Technology

Officer

[Q&A WITH MARKSMITH, CHIEF TECHNOLOGY OFFICER]

DRAFT - TBC

40 STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Crucially, this is not technology for its

ownsake. These mobile and self service

capabilities are designed to reduce friction,

give guests greater flexibility, and enable

more personalised and relevant engagement

at key moments in their stay. At the same

time, they support more efficient hotel

operations and a smoother front of house

experience. Together, these initiatives

aredriving higher guest satisfaction,

strengthening brand loyalty, and acting

asaclear differentiator as we continue to

reinforce Premier Inn’s position as Europe’s

leading budget hotel brand.

How does data and analytics

createcompetitive advantage in

thebusiness today, and how are

youusing it to drive both growth

and efficiency?

One of our biggest strategic assets is the

richness of the data we hold across the end

to end hospitality journey – from customer

intent and booking behaviour, through stay

experience and operations, to post stay

feedback and loyalty signals.

From a customer perspective, we use data

tobe far more targeted and relevant. We

understand who is travelling, why they are

travelling, and how far in advance they book.

That allows us to tailor offers, pricing, and

messaging in a way that improves conversion,

reduces wasted marketing spend, and strengthens

direct relationships rather than over reliance

on third party channels.

From a decision support perspective, we’ve

moved beyond retrospective reporting to

insight led decision making. Leaders and

hotel teams have timely, trusted views of

performance – occupancy, revenue, labour

efficiency and service quality – enabling them

to make faster and better trade offs. Data is

no longer something reviewed after the fact;

it actively shapes daily and weekly decisions.

Critically, data also drives efficiency. By

combining demand signals with operational

data, we optimise how hotels are staffed,

howrooms are turned around, how we

orderlaundry, as well as how energy and

maintenance are managed. Small improvements

at the individual hotel level scale into significant

cost and productivity benefits across the estate.

The key mindset shift is that data isn’t owned

by technology – it’s embedded into the way

the business operates. Ultimately, the competitive

advantage comes from using data to make

better decisions at scale – faster than our

competitors, and closer to the customer

andthe front line.

How has our investment in

employee technology improved

productivity, decision making, and

engagement for colleagues on site,

and how does this ensure our teams

are better supported to deliver

consistent, high quality service

forguests?

Our colleagues are central to the Premier Inn

experience, and our technology strategy is

firmly focused on supporting them. By investing

in modern employee tools, we have made it

easier for teams on site to access information,

manage tasks, and make better decisions in

real time.

This reduces administrative burden,

improvesproductivity, and allows colleaguesto

spend more time delivering great serviceto

guests. Technology is not replacing human

interaction; it is enabling ourpeople to

perform at their best, every day.

In addition, the rich data that we get from

these solutions allow us to optimise our

deployment of labour by improved forecasting

and scheduling of our teams.

Looking ahead, how is Whitbread

planning to deploy AI to support

ourwider business plan—across

areas such as demand forecasting,

operations, and customer insight—

while ensuring AI complements

ourteams, strengthens decision

making,and reinforces our

ambitionto be the best budget

hotel chain in Europe?

We see artificial intelligence as a powerful

enabler of better decision making across

Whitbread. Our focus is on practical applications

– such as improving demand forecasting,

optimising operations, and generating deeper

customer insight and rewarding experiences

– where AI can enhance accuracy, speed, and

consistency. This is a key part of our Hotel of

the Future program, which has seen a number

of experiments already trialled with our guests

and teams on the ground.

Just as importantly, we are clear that AI

isthere to complement our teams, not

replace them. We are taking a responsible,

well governed approach that ensures

transparency, security, and ethical use.

Bycombining AI driven insight with human

judgement and service excellence, we are

strengthening our ability to deliver the best

budget hotel experience in Europe.

DRAFT - TBC

Spotlight on

Using AI to

transform how

guests discover,

book and stay

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Increases in return guest rates

forhotels using AI for

personalisedmarketing

15–50%

41STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

LONG-TERM GROWTH STRATEGY

Enhance our

capabilitiesto support

long-term growth

Our vertically integrated model is underpinned

byour strong, asset-backed balance sheet and a

disciplined multi-year programme of investment.

This keeps us ahead of our competitors and drives

long-term growth.

KPIs

2026/27 cost efficiencies guidance

£[x]m

Total new rooms to open

in2026/27

[•]–[•]

2025/26 UK return on

capital employed†

[•]%

Group freehold:leasehold mix

[•]%:[•]%

Fitch rating

[BBB]

[Average net capital expenditure

perannum to 2029/30 ]

£[•]m

Our strong balance sheet is a key source

ofcompetitive advantage

• Investment grade status ensures access to debt markets

atattractive rates.

• Selective sale and leasebacks can raise additional funding

atcompetitive rates, if required.

Funding

• We are a highly attractive and trusted partner.

• Strong advantage in competitive transactions.

• Helps us to secure more favourable lease terms.

1 [Across the UK, Ireland and Germany.]

2 [Group open and committed pipeline.]

3 [Fitch Ratings, [January 2025.]

Strength of covenant

• Proven resilience during periods of macroeconomic

uncertainty.

• Ability to execute quickly whilst maximising returns

bylocation.

• Our scale and property expertise can unlock

value-enhancing opportunities.

• Control over network planning and customer proposition.

• Ability to invest in our efficiency programme.

Strategic and financial flexibility

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Investing to maximise return

on capital

Our ongoing programme of investment is

focused on sustaining our market-leading

position in the UK and on increasing our

return on capital, both in the UK and Germany.

Extending and optimising our hotel network,

improving our guest proposition and

infrastructure, as well as continuing to drive

our Force for Good sustainability programme

are all central to our long-term success.

Each of these initiatives is described in

more detail below.

Estate growth and optimisation

We see significant long-term growth potential

in the UK and Ireland and are focused on

reaching double-digit returns in Germany

by[2030/31]. With a flexible approach to

property ownership, we are able to maximise

our ability to secure the best sites. With a

large freehold portfolio, we are also able to

optimise our estate, realise development

profits and recycle capital into higher-returning

investments. This includes exiting smaller,

less profitable sites and reinvesting the

proceeds in more efficient, larger sites as

well as new extensions as part of AGP. By

maintaining a lower, but still significant level

of freehold, the Group can continue to

benefit from the advantages outlined above,

whilst also remaining investment grade.

Read more on page [•]

Guest proposition

Continuing to deliver for our guests with a

consistent, high-quality offer is a key driver

behind our market-leading position. During

2025/26, we continued the roll-out of our

new standard room format, ID5, as well as

more of our Premier Plus and twin rooms that

command a healthy RevPAR premium versus

a standard room in the same hotel. With

c.£[250]m invested in non-expansionary

capex during the year, we continue to seek

ways to meet our high standards whilst also

controlling our costs. This includes the

development of new products, services and

features that will further enhance the guest

experience and ensure Premier Inn is their

first choice whenever they are staying away

from home.

Read more on page [•]

Technology

Most of our guests’ purchase decisions

takeplace online, resulting in the majority

of our revenues being generated via digital

channels. The performance and reliability of

our technology infrastructure are therefore

central to our ongoing success. Having

upgraded our reservation system and

associated technology stack in March 2024,

we are now seeing benefits from new revenue

streams and enhanced digital capabilities.

Having completed the replacement of

[94,000] door locks across our estate,

wewill soon be able to offer guests the

ability to check-in using a digital room

key,enhancing the customer journey and

reducing operational costs. Having already

introduced the use of artificial intelligence

(AI) in several areas of the business, including

our customer contact centre and food waste,

we are exploring ways that we can use it

further, which together with the continued

upgrade of our digital networks and systems

will further improve the quality of service

forour guests and unlock additional

costefficiencies.

Read more on page [•]

Teams

Our teams are at the heart of our long-term

success. Whilst well-designed training and

competitive pay and rewards can encourage

team stability and retention, the consistent

promotion of a positive business culture

and a passion for excellence ensures that

our teams are engaged and remain focused

on delivering for our guests.

Whilst some of our team members will

beimpacted by the extension of the AGP

(should we go ahead following consultation),

we will seek to mitigate this by offering

alternative opportunities across the Group

wherever possible and by providing dedicated

support to our teams.

Read more on page [•]

Force for Good

Our sustainability programme is fully

embedded into our business strategy

andacross all areas of our business. Our

vertically integrated model means we are

able to effect change that many other

operators cannot, and our programme

holds us accountable for the changes we

are seeking to make. As referenced throughout

this report and in our ESG report [INSERT

LINK], driving positive change for our people,

our communities and the wider environment

ensures that our business is sustainable for

the long term, and is one that all of our

stakeholders continue to value and support.

Read more on page [•]

Lean and agile cost model

By capturing the vast majority of the value

chain, we are able to exercise considerable

control over our cost base. While the breadth

of our business means that inflationary

pressures are always present, our strong

business culture means we are continuously

seeking ways we can improve and adopt

new, more efficient ways of working. Whilst

inflationary pressures remained higher than

anticipated in 2025/26, to help mitigate the

impact of inflation we are committed to

delivering £[250]m of cost efficiencies

between [2026/27] and [2030/31].

Read more on page [•]

£[2]bn available for dividends and

share buy-backs

Our New Five-Year Plan is designed to

maximise shareholder returns over the

medium-term. With a reduced level of

capital intensity, areduction in the amount of

freehold property held by the Group and the

expected increase in profitability over the

life of the plan, it is

expected that the Group

will deliver a significant

uplift in returns. At the

same time, with the expected increase in

profits and [free] cash flow, we will be able

to return over £[2]bn to shareholders by

2030/31.

Read more on page [•]

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Whitbread PLC Annual Report and Accounts 2025/26

Delivering a

step-change in

performance

Statutory revenue

Statutory revenue of £[2,920]m (2024/25: £2,922m) was slightly lower than the prior year,

reflecting a [1]% increase in UK accommodation sales and positive momentum in Germany,

offset by the reduction in F&B revenues as a result of the AGP.

Adjusted EBITDAR

Adjusted operating costs reduced by [2]% in the period to £[1,848]m (2024/25: £1,893m),

driven by the impact of a more efficient F&B offering and our continued progress on cost

efficiencies that helped to mitigate the impact of increased levels of cost inflation. Adjusted

EBITDAR† increased by [4]% to £[1,074]m (2024/25: £1,030m).

Adjusted operating profit

Right-of-use asset depreciation increased by [7]% to £[209]m (2024/25: £194m) reflecting

the impact of rent reviews, which accounted for the majority of this increase, as well as sale

and leaseback transactions completed during the period. Our estate growth, in combination

with our continued focus of investing in our core estate, meant that other depreciation

andamortisation charges increased by [5]% to £[218]m (2024/25: £208m). Despite these

increases, adjusted operating profit† increased by [3]% to £[649]m (2024/25: £630m).

Financial highlights

FY26

£m

FY25

£m

vs FY25

Statutory revenue [2,920] 2,922 —

Other income (excluding rental income)

[2] 1 [90]%

Operating costs before depreciation, amortisation

and rent

[(1,848)] (1,893) [2]%

Operating costs before depreciation,

amortisationand rent

[1] (1,893) —

Adjusted EBITDAR

[1,074] 1,030 [4]%

Net turnover rent and rental income

[1] 2 [(20)]%

Depreciation: right-of-use asset

[(209)] (194) [7]%

Depreciation and amortisation: other

[(218)] (208) [5]%

Adjusted operating profit

[649] 630 [3]%

Net finance costs (excluding lease liabilityinterest)

[11] 20 [(44)]%

Interest: lease liability

[(177)] (167) [(6)]%

Adjusted profit before tax

[483] 483 —

Adjusting items

[(185)] (116) [(60)]%

Statutory profit before tax

[298] 368 [(19)]%

Tax expense [(86)] (114) [25]%

Statutory profit after tax

[213] 254 [(16)]%

“We delivered a positive financial performance

in the UK, continuing to outperform the market

and made strong progress in Germany, reaching

profitability. As a result, we delivered Group

adjusted profit before tax† of £483m.”

Hemant Patel

Chief Financial Officer

CHIEF FINANCIAL OFFICER’S REVIEW

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Whitbread PLC Annual Report and Accounts 2025/26

withcumulative cash costs to date being £[74]m (2024/25: £66m). At this time, the

Groupexpects to incur future costs presented within adjusting items across the next

threefinancial years of up to £[5]m.

The Group has incurred legal, advisory and project management costs regarding the

announced changes to facilitate the AGP. Cash costs incurred relating to the AGP and

presented within adjusting items in the year were £[4]m, with cumulative cash costs to

date being £[30]m. At this time, the Group expects to incur future cash costs associated

with these programmes and presented within this adjusting item across the next three

financial years of up to £[X]m in total.

As part of the Group’s strategic supply chain programme, the Group has incurred costs

of£[3]m (2024/25: £24m) in relation to associated IT and project management costs.

Themove to a new supplier allows the Group to make use of a different supply model

andit is expected the commercial and strategic benefit will be seen over the long-term.

The Group completed the previously announced restructuring of its UK Support Centre,

resulting in a charge of £[2]m.

[Taxation]

The tax charge of £134m on the profit before adjusting items (2023/24: £160m) represents

an effective tax rate on the profit before adjusting items of 27.8% (2023/24: 28.5%). This

ishigher than the UK corporate tax rate of 25.0%, primarily due to the impact of overseas

tax losses for which no deferred tax has been recognised. The statutory tax charge for the

period of £114m (2023/24: £140m) represents an effective tax rate of 31.0% (2023/24: 30.9%).

This is higher than the effective tax rate on the profit before adjusting items of 27.8%,

primarily due to impact of the impairment of Germany property in the year.

Statutory profit after tax

Statutory profit after tax for the year was £[213]m, compared to a profit of £254m

in2024/25.

Earnings per share

FY26

£m

FY25

£m

vs FY25

Adjusted basic earnings per share† [208.5]p 194.6p [7]%

Statutory basic earnings per share

[123.3]p 141.5p [(13])%

Adjusted basic profit per share† of [133.7]p and statutory basic earnings per share of [123.3]p

reflect the adjusted and statutory profits reported in the period and are based on a weighted

average number of shares of [173]m (2024/25: 179m). The reduction in the weighted average

number of shares reflects shares purchased and cancelled as part of the Group’s previously

announced share buy-back programmes.

Central and other costs

FY26

£m

FY25

£m

vs FY25

Operating costs before depreciation,

amortisationand rent

[(34)] (37) [9]%

Share of profit from joint ventures

[5] 5 —

Adjusted operating loss†

[(29)] (32) [10]%

Net finance income

[11] 20 [(44)]%

Adjusted profit/(loss) before tax†

[(18)] (12) [(48)]%

Net finance costs

Net finance income (excluding lease liability interest) reduced in the year to £[11]m

(2024/25: £20m), reflecting lower interest receivable on cash balances following the

repayment of the £450m bond in October 2025, completion of the £250m share buy-back

and the impact of lower UK interest rates. Interest on lease liabilities increased by [6]%

driven by the impact of the sale and leaseback transactions completed during the year.

Adjusted profit before tax

Adjusted profit before tax† for the year was flat at £[483]m (2024/25: £483m).

Adjusting items

Total adjusting items before tax were a charge of £[185]m in the period, compared

toa£116m charge in 2024/25.

During the year, insurance settlements of £[3]m were received in relation to damaged

inventory. Impairments of £[130]m (2024/25: £44m) were recognised in relation to the AGP

and £[32]m of impairments (2024/25: £33m) were recognised on non-AGP assets. Within

the £[130]m of impairments in relation to the AGP, the Group has recognised £[28]m

(2024/25: £[41]m) of accelerated depreciation arising from site extensions and conversions

in relation to the AGP to transform and exit a number of the Group’s branded restaurants.

Acommitment is deemed to exist from the date that the site has both planning permission

and an approved internal business case to proceed. From this point, the useful life of

affected assets is reassessed to the expected completion date of the redevelopment.

The Group recorded gains of £[7]m (2024/25: £40m) from property disposals, including

sale and leasebacks. A provision of £[1]m related to historic tax positions was released,

offset by a new property-related provision of £[15]m.

The Group has incurred significant business change costs in relation to the implementation

of the Group’s new hotel management system, HR & payroll system and our strategic

network programme to upgrade the IT networks across our estate. Cash costs incurred

onthe programmes and presented within adjusting items in the year were £[8]m,

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CHIEF FINANCIAL OFFICER’S REVIEW CONTINUED

Cash flow

FY26

£m

FY25

£m

Adjusted EBITDAR† [1,074] 1,030

Change in working capital

[4] 5

Net turnover rent and rental income

[1] 2

Lease viability and principal lease payments

[(350)] (313)

Adjusted operating cash flow†

[729] 723

Interest (excluding IFRS 16)

[(11)] 8

Corporate taxes

[(100)] (50)

Pension

[(6)] (18)

Capital expenditure: non-expansionary

[(247)] (247)

Capital expenditure: expansionary

[(438)] (241)

Acquisitions

[(22)] (12)

Disposal proceeds

[30] 81

Proceeds from sale and leaseback of property

[283] 56

Other

[(13)] (40)

Cash flow before shareholder returns and debt repayments

[205] 260

Dividend

[(169)] (178)

Share buy-back

[(250)] (264)

Purchase of own shares for ESOT

[(11)] —

Payment of facility fees and costs of long-term borrowings

[(1)] (2)

Net cash flow

[(226)] (185)

Opening net cash†

[(483)] (298)

Closing net debt†

[(709)] (483)

1 2024/25 includes £2m payment of contingent consideration

Our vertically integrated model and continued focus on tight cost control meant that

wewere able to deliver cost efficiencies of £[97]m which, together with the benefit from

converting lower returning branded restaurants into a more efficient F&B offering, meant

that operating costs reduced by [1]% in the year, driving a [2]% increase in adjusted

EBITDAR to £[1,074]m (2024/25: £1,030m).

Lease liability interest and lease repayments increased by £[37]m to £[350]m driven by the

impact of rent reviews, which accounted for the majority of this increase, as well as the sale

and leaseback transactions completed during the year. Together with a working capital

inflow of £[2]m (2024/25: £5m), this meant that adjusted operating cashflow† increased

to£[728]m (2024/25: £723m).

The corporation tax net outflow in the year was £[100]m (2024/25: £50m). This comprises

payments of £[X]m in the UK and £[X]m in Germany.

Non-expansionary capital expenditure in the year of £[247]m partly reflects hotel refurbishments

and spend incurred for the Group’s systems-related IT projects. The biggest driver of the

increase in expansionary capital expenditure of £[438]m was the £[X]m spent on the AGP

and the continued development of our committed pipelines in both the UK and Germany.

By continuing to optimise our estate and take advantage of value-enhancing opportunities,

we generated proceeds from property-related disposals of £[313]m including £[283]m from

sale and leaseback transactions together with other property disposals, including those

related to the AGP, of £[30]m.

The significant operating cashflow generated in the period, together with property related

disposals, helped to fund our continued programme of investment, resulting in a cash

inflow before shareholder returns of £[201]m (2024/25: £260m).

As announced with the Group’s preliminary results on 1 May 2025, the Board recommended

a final dividend of [60.6] pence per share reflecting the strength of the Group’s FY25

performance and strong balance sheet. The resulting payment of £[107]m was paid on

4July 2025. At the interim results in October 2025, the Board declared an interim dividend

of [36.4] pence per share, resulting in a £[62]m dividend payment. On 30 April 2025, the

Board approved a £250m share buy-back which was completed in the year.

As a result, net debt† at the end of the period was £[709]m (2024/25: £483m).

Debt funding facilities and liquidity

Facility Utilised Maturity

Revolving credit facility (740) — 2029

Green Bond (300) (300) 2027

Green Bond (250) (250) 2031

Bond (400) (400) 2032

(1,690) (950)

Cash and cash equivalents

[234]

Total facilities utilised, net of cash

[(716)]

Net debt†

[(709)]

Net debt and lease liabilities†

[(5,230)]

2 Excludes unamortised fees associated with the debt instrument.

3 This measure aligns to the Fitch methodology, with the leverage threshold set at 3.5x lease-adjusted

net debt adjusted EBITDAR for BBB- and 3.0x for BBB, both of which are within investment grade.

The Group’s objective is to manage to investment grade metrics, maintaining a lease-adjusted

leverage† ratio of less than 3.5x over the medium term

. In [January 2026], we received

confirmation from Fitch Ratings that we have maintained our investment grade status with

a rating of BBB. The Group’s lease-adjusted net debt was £[X]m (2024/25: £3,082m) and

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Whitbread PLC Annual Report and Accounts 2025/26

the lease-adjusted leverage† ratio was [3.3]x (2024/25: 3.0x). As at 26 February 2026,

£[35]m of the £775m Revolving Credit Facility is carved-out as an ancillary guarantee

facility for the Group’s use in Germany. At 26 February 2026, guarantees issued using

thisfacility totalled €[30]m (2024/25: €30m).

[Capital investment]

FY25

£m

FY25

£m

UK maintenance and product improvement [X] 240

New/extended UK hotels

[X] 179

Germany and Middle East

[X] 69

Total

[X] 488

4 2024/25 includes £2m payment of contingent consideration (2023/24: £nil).

UK maintenance expenditure in the period was slightly lower than last year at £240m

(2023/24: £249m) and was driven by our accelerated refurbishment programme and spend

relating to the Group’s strategic IT projects. UK expansionary spend of £179m includes the

development of our committed pipeline as well as spend relating to the first phase of AGP.

In Germany, capital expenditure of £69m was £19m lower than last year. As a result, total

capital expenditure was £488m (2023/24: £509m).

The balance sheet value of property, plant and equipment increased to £4.7bn (2023/24: £4.6bn)

as the increased expenditure in growing and maintaining our estate was offset by transfers

to assets held for sale, depreciation and impairment charges.

Property backed balance sheet

Freehold/leasehold mix Open estate Total estate

Premier Inn UK [53%:47%] [54%:46%]

Premier Inn Germany

[24%:76%] [28%:72%]

Group

[49%:51%] [50%:50%]

5 Open plus committed pipeline.

The current open UK estate is 53% freehold and 47% leasehold. However, as the existing

committed pipeline is brought onstream, the mix will become slightly more weighted

towards freehold. The current estate in Germany is 24% freehold and 76% leasehold

reflecting the skew towards leasehold properties in city centre locations. However, with the

opening of our committed pipeline, this will shift to [28]% freehold and [72]% leasehold.

New site openings in Germany and continued expansion in the UK resulted in right-of-use

assets increasing to £[3.8]bn (2024/25: £3.7bn) and lease liabilities increasing to £[4.5]bn

(2025/25: £4.2bn).

Return on capital

Returns

FY26 FY25

Group ROCE 11.0% 11.3%

UK ROCE 12.8% 12.9%

6 Germany ROCE not included as losses were incurred in the year.

Group ROCE† in the period was [11.0]% reflecting several factors including UK accommodation

sales growth and positive momentum in Germany, offset by lower UK total revenue as a

result of the impact of the AGP.

[Events after the balance sheet date]

[The Board of Directors approved a share buy-back on 30 April 2025 for £250m and is in

the process of appointing the relevant brokers to undertake the programme in accordance

with that approval.]

[Pension]

The Group’s defined benefit pension scheme, the Whitbread Group Pension Fund (the ’Pension

Fund’), had an IAS19 Employee Benefits surplus of £132m at the end of the period (FY25:

£135m). The slight change in surplus was primarily driven by: asset performance being lower

than the discount rate; changes to the demographic assumptions which increased the assessed

value of the pension obligations; and higher than expected inflation. This was partially offset

by: an increase in corporate bond yields resulting in an increase in the discount rate used to

value liabilities; and a reduction in expectations for future inflation.

There are currently no deficit reduction contributions being paid to the Pension Fund. The

Trustee has a right to hold security over £531.5m of Whitbread’s freehold property which

will remain at this level until certain steps are taken in relation to the Scottish Partnership

arrangements.. Following that, the security held by the Trustee will be revised to the lower

of: £500m; and 120% of the buy-out deficit. There is an agreed process for the pension

scheme actuary to calculate the buy-out deficit. The process of reducing the level of

security held by the Trustee is expected to be concluded in late 2026/early 2027.

Going concern

The directors have concluded that it is appropriate for the consolidated financial

statements to be prepared on the going concern basis. Full details are set out on page [167].

Hemant Patel

Chief Financial Officer

[29] [April] 2026

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Whitbread PLC Annual Report and Accounts 2025/26

STAKEHOLDER ENGAGEMENT

Section 172 statement

Stakeholder engagement

iscentral to the formulation

anddelivery of our strategy.

As part of this process, the views and

interests of various stakeholders including

the views of customers, employees,

shareholders and suppliers are taken into

account. Equally, the impact of our strategy

on the communities in which we operate,

and on the environment, is also considered.

That way, the strategy is developed directly

with those interests in mind.

The interests of all relevant stakeholders are

carefully considered by the Board and the

Executive Committee as and when specific

decisions are made throughout the year.

Inits decision-making, the Board considers

what is most likely to promote the success

of the Company for its stakeholders in the

long term and in a sustainable manner.

Our directors understand the importance

oftheir section 172 duty to act in good faith

to promote the success of the Company.

Every month, the Executive Committee

considers a ‘Balanced Scorecard’ that

measures performance against a range

ofmetrics, both financial and non-financial.

The non-financial metrics include guest

satisfaction, team and guest safety, team

retention, internal promotions, gender and

ethnic diversity at leadership levels, and

sustainability targets, like carbon and water

reduction, as well as donations to Great

Ormond Street Hospital Children’s Charity.

The ‘Balanced Scorecard’ also goes to the

Board regularly as part of the Board pack.

The Chief Executive’s report gives details

ofany relevant interaction with government

or regulators, and key issues with suppliers

and landlords.

The Chief Financial Officer’s report includes

details on recent engagement with shareholders

and the pension trustee discussions and

qualitative feedback on specific concerns.

The Chief People Officer’s report provides

details of all relevant employee-related

matters, including recruitment, retention,

diversity and inclusion, listening, wellbeing,

training and reward.

Building long-term sustainable

success for everyone

“ The Board is committed

to prioritising decisions

that support the long-term

sustainable success of the

Company for the benefit

of its stakeholders.”

Clare Thomas

General Counsel and Company Secretary

The General Counsel’s report contains an

update on key developments on the Force

for Good agenda, including work in the

community, charitable fundraising, the

environment, plastics and food waste.

Italso includes best practice guidance

ongovernance and legal regulatory updates.

Any Board discussion on possible M&A

activity includes wider impact assessments,

considering issues such as integration with

the current business, management capabilities,

the impact on team members and our

supply chain.

The Board also takes into consideration

thelong-term consequences for both the

Company and its stakeholders when making

these decisions, making sure the Company

conducts its business in a fair way, protecting

its reputation and external relationships.

The Board receives regular updates

oncustomer satisfaction, commercial

performance, pricing strategy, operational

activity, and investment programmes to

ensure high quality guest experience and

strong business execution. Throughout the

year, the Company engages extensively

with investors providing clarity on strategy,

performance, governance, and ESG. Each

year, the Chair supported by the Director

ofthe Investor Relations team, Chief

Financial Officer and General Counsel,

meets with investor stakeholders to

reviewthe Company’s performance.

Image: Hub by

Premier Inn Snowhill

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Whitbread PLC Annual Report and Accounts 2025/26

Insightful and well-considered

strategic decision-making

Board information

• Forward agendas are available to allow the Board to plan ahead of time and to

ensure the appropriate allocation ofagenda time to each stakeholder group.

• Detailed papers are circulated a week in advance of Board meetings giving

directors due time to consider them.

• An annual Board strategy day allows the Board to consider and agree key strategic priorities.

• The Board partakes in group site visits and training.

Resources available

• The Board is supported by the Company Secretary who is present at every Board

meeting. The Board also has access to the advice of the Company Secretary on

governance matters all year round.

• The Board has access to external advisers, who attend regular Board meetings,

should it need advice on specific matters.

Board decisions

• The Board culture fosters open discussion and constructivechallenge from the

non-executive directors.

• The Board benefits from the diverse skills, knowledge and experience of directors

when making key strategic decisions and performing its duties under section 172.

Review

• The composition of the Board is constantly monitored to ensure the right balance

of skills and experience is maintained.

• The performance of the Board is evaluated in line with the UK Corporate

Governance Code 2024.

• Decisions and outcomes are reviewed to ensure intended outcomes are achieved.

Image: Premier Inn Birmingham Oldbury

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Whitbread PLC Annual Report and Accounts 2025/26

STAKEHOLDER ENGAGEMENT CONTINUED

• The Board reviews the Speaking Out

process to ensure we have the right

platform for employees to raise concerns.

• The Board discusses Whitbread’s overall

people strategy on an annual basis, receives

a bi-annual report on overall talent health,

and also receives an updateon employee

engagement. People strategy encompasses

all facets of our approach to people and

engagement, including diversity

andinclusion.

• Diversity and inclusion is specifically

considered as part of all Board appointments.

This is guided by the Board diversity

policy, which was updated in March 2024,

and the Gender and Ethnicity Pay Gap

Report 2025.

More detail on this can be found on our

website: www.whitbread.co.uk

• Diversity and inclusion is also discussed

aspart of the succession planning process

which includes a focus on creating a

diverse pipeline at the senior management

level. The Board discussed the various

diversity and inclusion networks: GLOW,

REACH, eNable and GEN.

• The Chief People Officer’s report regularly

updates the Board on progress against

allareas ofthe people strategy.

• The Board receives reports on health and

safety management bi-annually; statistics

are included in the monthly KPI pack and

any serious incidents are reported

immediately to the Board.

Outcomes of engagement

• Significant investment in pay and rewards for teams with an average 6% increase

for hourly paid team members and 3% increase for salaried and Support Centre

roles. Bonus incentives awarding over £20m to UK management.

• Further reduction of 2.5%pts in team turnover rates in the UK, building on reduction

of c.5%pts in prior year, and high engagement scores from our employees across

both the UK and Germany.

• We made progress on female representation in leadership to currently stand at

40.4% and ethnic representation in leadership to 7.4%; targets established for both

to maintain our progress through to 2026.

Board considerations

• ‘Our Voice’, a body made up of elected

representatives across the business, represents

the views of employee constituencies to

senior management, including an annual

session chaired by the Chief Executive.

The Board receives reports of these meetings.

• Over the year the Board has focused

discussions on team member pay, taking

into consideration the cost of living, the

impact on our hourly paid employees,

and any changes in legislation likely

toimpact our approach to reward.

• The Chief Executive, in his Board report,

outlines and makes proposals in relation

to team retention and reward strategies

and the Board reviews monthly KPI data

regarding team retention and other

employee measures as part of

Whitbread’s balanced scorecard.

Employees

Our people are the key to our

success. A talented, engaged

and diverse workforce is critical

to support our growth ambitions

in the UK and Germany.

What our employees tell us matters

tothem

• A healthy and safe working environment.

• Industry-leading training and development.

• Career development opportunities.

• Market-leading reward and

incentivestructures.

• Focus on team member wellbeing.

• A diverse and inclusive culture in

whicheveryone is welcome and can

bethemselves.

• Open, honest and transparent

management processes.

Image: Hub by Premier Inn Snowhill

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Customers are at the heart

of our business and Board

decisions are driven by a

desire to provide our guests

with a consistent, high-quality

experience at a great price to

ensure they keep coming back.

What our customers tell us matters

tothem

• Consistent, high-quality hotels to stay in

with a quality food and beverage offering,

for a great price.

• Brilliant service from our teams.

• Excellent standards in our hotels

andrestaurants, which are clean,

safeandwelcoming.

• Healthy and responsibly sourced menu

choices including vegan and fish items

onthe menu.

Board considerations

• The Board receives regular updates

oncustomer satisfaction scores.

• The Board receives a monthly

reportoncommercial, pricing

andoperational performance.

• Quarterly in-depth reviews are provided

into pricing and commercial strategies

inthe UK and Germany.

• The Board approves the refurbishment

schedule and repairs and maintenance

programmes. The Board also reviews

aprogramme of investment to ensure

wemaintain the high quality expected

byourguests.

The Group conducts a

wide-reaching investor relations

programme throughout the

year and seeks to engage on

a range of topics including

financial and operating

performance, business strategy

and governance, as well as our

Force For Good sustainability

programme.

What our investors tell us matters

tothem

• Clear and well-communicated strategy.

• Evidence of strong execution against

thatstrategy.

• Financial performance, both in absolute

terms and relative to the competitive set.

• Capital structure and capital allocation.

• A proactive programme of engagement

on key topics.

• Leadership, governance and remuneration.

• A progressive ESG programme.

• Identification and management of key risks.

Outcomes of engagement

• Market outperformance and

YouGov scores demonstrate the

quality and value of the brand

proposition and its popularity.

Outcomes of engagement

• We conducted hundreds of investor meetings over the past year, not just with

existing shareholders but also large numbers of other investors, both in the UK

andinternationally. We also maintained a regular dialogue with over 20 sell-side

analysts that produce written equity research on the Company.

• We received helpful input regarding non-executive succession planning,

remuneration policy development and certain other ESG-related topics.

Board considerations

• The Board receives monthly updates on

changes to the share register and market

expectations as well as recent engagement

with shareholders and otherinvestors.

• The Chair and General Counsel consulted

with a number of shareholders during the

year; key themes discussed included strategy,

financial and operating performance,

business culture, remuneration and ESG.

• The Chief Executive, Chief Financial

Officer and Investor Relations team have

conducted meetings with shareholders,

prospective investors, banks and

bondholders throughout theyear.

• The Board receives a presentation at least

once each year from its brokers on the

current views of investors and on issues

which may need to be addressed.

• The Board considers very carefully

whether the Company is fairly valued

andwhat steps can be taken to enhance

valuefurther.

• The Board has visibility of and input to

the investment made in our digital

product and customer journey.

• The Board considers room innovations

periodically, e.g. Premier Plus rooms

andtwinrooms.

• The Board considers brand positioning,

marketing campaigns and digital strategies.

• The Remuneration Committee includes

customer measures in the remuneration

structures for key team members.

Customers Investors

Image: Premier Inn Margate

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Read more in our Modern Slavery

Statement 2025/26

www.whitbread.co.uk/

STAKEHOLDER ENGAGEMENT CONTINUED

The Board values its

relationships with suppliers

and fosters these carefully

to support the long-term

sustainable success of

theCompany.

What our suppliers tell us matters

tothem

• Payment on time and in full.

• Good communication: strong and

consistent levels of demand and

transparent feedback on performance.

• Tackling modern slavery.

• A plan to reduce carbon through

thesupply chain.

Whitbread is committed to

doing right by the communities

in which we operate and the

environment. This is embedded

in our Force for Goodprogramme

and brought to life in our

ambitioussustainability targets.

What our communities tell us matters

to them

• A robust health and safety programme

for team members and guests.

• An ambitious environmental programme

which includes Scope 1, 2 and 3 carbon

reduction targets in line with 1.5

C of

global warming, and targets to eliminate

waste, particularly food waste, and

reduce waterusage.

• Ensuring that our critical commodities

aresourced sustainably and responsibly.

• Supporting local communities with

economic opportunities and raising

fundsfor our chosen charities, national

and local.

Board considerations

• The Board has received presentations

regarding our sustainability programme,

Force for Good.

• The Board receives regular updates on

key developments in the Force for Good

programme and provides comments and

views on material issues.

Outcomes of engagement

• The move to the new logistics

provider delivered a 50% improvement

in distribution efficiencies.

Outcomes of engagement

• Over our 14-year-long partnership

with Great Ormond Street Hospital

(GOSH), we have raised almost

£29million.

• Scope 1 and 2 emissions intensity

has been reduced by 63.0%/m

from our 2016/17baseline.

• We have reduced our water

consumption by 18.0% per sleeper

from our 2019/20 base year.

• We have cut our food waste by

almost 40% from our 2018/19

baseyear.

Board considerations

• The Board has discussed inflation in the

supply chain as part of the Chief Financial

Officer’s report.

• The Board considers and approves a

Modern Slavery Act Statement each year.

• The Board approves material contracts

with suppliers. This year, the Board has

reviewed and approved contracts with

anew logistics supplier.

• The Board has received presentations

regarding our sustainability programme,

Force for Good, which includes

responsible sourcing.

Suppliers Communities and the environment

Image: Premier Inn Margate

STRATEGIC REPORT

Image to be updated

Whitbread PLC Annual Report and Accounts 2025/26

Pension scheme trusteeLenders

The Board has identified our

key lenders as our syndicate of

banks that participate within

our revolving credit facility, and

our bondholders, whohold our

2021 and 2025 issued bonds.

What our lenders tell us matters

tothem

• Our current performance and

financingstrategy.

• The nature and quantum of debt and level

of liquidity of the Group.

• Our ability to service the debt interest

payments and repayment at maturity.

• Our credit rating and commitment

toinvestment grade metrics.

• Our covenant and compliance certification.

• The Green Bond framework.

We are committed to

maintaining our positive and

constructive relationship with

the pension scheme trustee

and to ensuring security of

members’ benefits in the

pension scheme.

What key aspects govern the pension

scheme

• Pension scheme funding and investment

strategy, supported by a strong Whitbread

covenant, that ensures the long-term

security of members’ defined benefits.

• Value for money defined contribution

arrangements and engaging

communications that support

membersinsaving for retirement.

Board considerations

• The Chief Financial Officer attends a

meeting with the trustee annually to

present, andanswer questions on, the

Company’s annual results and its ability to

meet its obligations to the pension scheme.

Outcomes of engagement

• Debt capital structure that is optimum for the Group.

• A base of lenders that can support the Group’s financing and operational needs.

• Robust relationships with lenders that are continually monitored, and facilitate

refinancing and access to sources of finance when needed.

• The support and access to product offerings that the lenders provide.

Outcomes of engagement

• Strong and open relationship with the pension scheme trustee.

• Well-funded pension scheme and security of defined benefits.

• Ongoing engagement on defined contribution arrangements in the best interests

ofmembers

Board considerations

• Once a year the Chief Executive and

ChiefFinancial Officer meet the key

lenders within the revolving credit

facilityto discuss the annual results

andbusiness performance.

• The Group holds a fixed income call

withour bondholders after the annual

results presentation.

• The Group Finance Director is in regular

contact with our banks’ relationship

teams, discussing operational and

strategic financing requirements, and

ourTreasury team engages to manage

the Group’s operational requirements.

• We continue to monitor and discuss

withthe banks their strategy and ability

to lend to the Group in the future and

anychanges that may impact this.

• A Company representative (at the

invitation of the trustee and, subject

toany conflicts) attends the trustee’s

Benefits Sub-Committee and Funding

&Investment Sub-Committee meetings.

Attendance at the latter enables

understanding of any investment changes

that are planned andcan provide a

Company view whereappropriate.

• At least twice a year, a senior member of

the Finance team meets with the Funding

&Investment Sub-Committee and its

covenant adviser to give an update

onCompany performance and answer

anyquestions.

• The Board receives presentations in

relation to pension issues, including the

funding position, triennial valuation and

investment performance.

• We have been actively engaging with the

Trustee to conclude the triennial Actuarial

Valuation for the pension scheme as at

31March 2025. Discussions are well advanced,

and we are on target to conclude by the

statutory deadline of 30th June 2026.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Whitbread has a proven track record over

our 284-year history in successfully evolving

to meet the challenges of tomorrow. We

have a strong collegiate culture, rooted in

serving guests, caring for our teams and

doing the right thing. Delivering for our

guests is our primary focus and we know

that our people are at the heart of that

delivery every day. Ensuring that our teams

are engaged so that they can maintain our

brilliant service levels is a key underpin in

our fantastic guest satisfaction scores and

the continued profitable growth of the business.

Whitbread has no barriers to entry, and no

limits to ambition for our people. It is the

best place for anyone to pursue a career

inhospitality.

There is much to celebrate from the last

year. We continue to have a highly engaged,

inclusive, and capable workforce, directly

supporting our business growth. Team

retention climbed to a record high and

employee engagement remains strong, with

a score of 73% in the UK (74% in Germany).

We are a diverse and inclusive business and

we made good progress within our leadership

group against our gender representation

target, increasing to 40.4%. Ethnic minority

leadership representation declined slightly

to 7.4% but we have made significant progress

in the last five years and are confident that

we are progressively becoming a more inclusive

organisation. Wealso made significant

investment in pay and recognition, expanded

our talent pipeline through training and

apprenticeships, and enhanced wellbeing

support for our c.30,000 team members.

Our culture, underpinned by our refreshed

Whitbread Values – Warm + Welcoming,

Passionate + Proud, Budget + Brilliant

– fosters teamwork and service: we believe

that delivering for our people enables them

to deliver outstanding service for our guests.

It’s important to me that we attract, develop,

and retain talent from all parts of society

and social mobility is reflected both in our

People Strategy and through the Opportunity

pillar of our Force for Good programme.

Whitbread creates jobs in hundreds of local

communities, helping people build skills and

careers. I am particularly proud of the work

we do to unlock opportunities for

young

people from disadvantaged backgrounds,

supporting students with special educational

needs and care-experienced young people

into meaningful, paid work, through enhanced

partnerships with both Derwen and Hereward

Colleges and Barnardo’s.

In FY26, we built on last year’s progress by

modernising the employee experience and

streamlining people processes to support

growth and efficiency. We fully deployed

our new digital People system, Dayforce,

across the UK and Germany, giving team

members mobile access to information

important to them in their roles, like payslips,

schedules, and their benefits. Dayforce

alsounlocks richer workforce insights to

management and will be a key enabler

infurther enhancing our scheduling and

efficiency sophistication. We are proud

topay ahead of the National Living Wage

and that the majority of our teams have

opportunity to progress their pay rate

based on skills progression. We continued

our journey of simplification in our hourly

pay structure, building on the work last year

reducing pay rate variations from over 150

to c.30 rates, to encourage multi-skilling and

enable our teams to serve guests wherever

they are. Additionally, we redesigned our

Support Centre organisation and simplified

hotel management layers, bringing clearer

accountabilities and faster decision-making

closer to guests. These changes have enhanced

agility and removed complexity, ensuring

we have the right capabilities for future

growth in the UK and internationally.

A highly engaged

workforce

CHIEF PEOPLE OFFICER’S REVIEW

“ Whitbread is a special place to work and

our brilliant people are fundamental to our

sucess: warm and welcoming, passionate

and proud.”

Rachel Howarth

Chief People Officer

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

to ensure we find the right routes to efficiency

without compromising on those experiences.

These challenges and ongoing change will

require continued attention, but our progress

this year – achieving or exceeding many of

our people targets – gives confidence that

we have the right foundations in place. We

will continue to be a company where our

people can thrive, with no barriers to entry

and no limits to ambition, which in turn

underpins the sustainable value we deliver

to shareholders.

Investing in our teams’ pay,

reward, and benefits

In FY26 Whitbread made positive investments

in pay and rewards to support our teams

amid a high cost-of-living environment and

to remain competitive for talent. In April 2025

we delivered a multi-million pound pay

increase for hourly team members – averaging

6% – keeping all Whitbread pay rates ahead

of the National Living Wage and National

Minimum Wage. This followed the record

£40m pay uplift we gave in April 2024.

OurSupport Centre and site management

teams in the UK received 3% pay awards.

Furthermore, we paid out bonuses for FY25

performance, awarding over £20m in annual

incentives to UK management, and over 2,000

hourly team members earned payouts under

our “All Green” incentive scheme (c.£500k total).

Our teams in Germany received c.2.5% pay

awards, aligned to local market standards,

and most also had a special payment above

their regional Tariff agreement.

In the UK and Germany Support Centres,

we introduced broader work levels and

refreshed reward packages, including a new

bonus scheme structure that delivers a

consistent framework at all levels, including

an element linked to personal goals to

ensure real focus on driving performance.

Beyond pay, we have fostered a culture of

recognition and appreciation. Building on

our Whitbread “Heroes” long-service awards,

under which we gave over 7,000 awards this

year representing a combined 25,000 years’

worth of service, we also launched a new

real-time digital recognition platform inFY26.

The “Wonderfully Whitbread” programme,

introduced to O perational teams earlier in

the year and to Support Centre colleagues

in September 2025, provides a digital hub

for peer-to-peer thankyous, e-cards, and

award nominations. This programme has

begun to “supercharge” our recognition

culture, making praise and thanks a daily

habit andfurther boosting engagement.

These rewards recognise the hard work of

our teams in delivering outstanding results,

and help motivate and retain talent in a

competitive labour market.

Supporting our teams

todeliver for our guests

We take pride in our teams’ delivery for

ourguests which is underpinned by the

ongoing stability and engagement of

ourhotel and restaurant teams. Employee

turnover improved again this year, having

already seen significant improvement over

the previous two years. We now have the

most stable teams we have ever had which

yields productivity benefits through more

experienced employees better equipped

toserve our guests, as well as lower hiring

and training costs.

Whitbread’s employee engagement also

remained strong: people choose to stay

with us and tell us they enjoy working for

us. Our latest Your Say survey in Autumn

2025 showed robust advocacy and pride:

3in 4 colleagues would recommend Whitbread

as a place to work, and a similar

proportion

feel proud to work here. Key drivers

cited by

employees include our focus on development

opportunities, inclusive culture, and

supportive management. Notably, engagement

was resilient following some programmes of

operational changes in the prior year, both

as part of our Accelerating Growth Plan and

our simplification of management structures.

We always endeavour to be transparent in

our communication to our teams and support

them through change with a strong focus on

redeployment opportunities and signposting

to our suite of wellbeing resources. Many of

our team actively chose to stay with Whitbread

as we implement change and we always

endeavour to retain our talent.

More broadly, ensuring our team members’

wellbeing – mental, physical, and financial

– remained a top priority throughout FY26.

We expanded our network of trained mental

health first aiders across hotels and offices,

providing confidential peer support and our

teams continue to benefit from access to

our “Spectrum Life” wellbeing app, delivered

in partnership with Hospitality Action. This

gives all employees on-demand access to

wellness tools – from guided meditations

and a digital fitness programme to nutrition

guides and podcasts. This complements

our24/7 Employee Assistance helpline,

andwe continue to give employees a

routeto safely raising concerns via our

“Speaking Out” whistleblowing service.

With inflation still impacting household

budgets, we steppedup support for colleagues’

financial understanding. We ran an ongoing

financial education programme covering

budgeting, debt management, and saving

for retirement. During Pension Awareness

Week in September, we promoted our generous

Whitbread pension scheme to our teams

across the UK; our scheme is open to all

and we match employee contributions up

to10% of salary. We also continued to offer

our popular Whitbread Save As You Earn

(Sharesave) scheme, giving employees a

chance to share in the company’s success;

Listening to employees remains at the heart

of our approach. We partner closely with

Our Voice, Whitbread’s elected employee

forum, through regular meetings and our

annual CEO/CPO-led summit, so that frontline

feedback shapes decisions. This open dialogue

spurred ideas for menu improvements,

recognition initiatives for our Night Team

Members and informed the roll out of better

food waste communication tools, including

our “too good to go” app that is now available

in 90 sites. Our Voice helps us manage

change in ways that matter to our teams

and also contributes to sustained high

engagement: we moved to a composite

engagement metric this year based on

employee satisfaction, enthusiasm, pride,

and advocacy, and our initial score via our

Your Say survey was a very encouraging 73%.

The proposed extension of our Accelerated

Growth Plan in the year ahead will impact

roles across our branded restaurants; plans

are subject to appropriate consultation with

all affected team members. We recognise

that this will be an unsettling period of

change for our teams and we will work

withimpacted colleagues to support them

in finding alternative roles and upskilling.

New roles serving food and beverages to

our guests in Premier Inn will open up and

we typically hire up to 15,000 each year in

our normal operational running of the business

Whitbread is a people business. Our people

consistently deliver for our guests today

and will be a key enabler of our strategic

aspirations for growth and transformation

tomorrow. We are not complacent about

the external factors through FY27 that

willadd complexity and challenge for us.

Recent budgetary and regulatory changes

will be cost inflationary and the Employment

Rights Act will be a significant change to

the employment landscape. However, we

pride ourselves on the experience we deliver

for our teams and guests and will continue

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

the 2025 Sharesave invite had strong

participation, underscoring colleagues’

confidence in our future growth.

We believe that by looking after

ourteams’wellbeing, we foster the

engagementand service excellence

thatdrive our business performance.

Diversity & Inclusion

We made solid progress on inclusion and

diversity in FY26, building on momentum

from the prior year. At a senior leadership

level, female representation stands at 40.4%,

versus 32% in 2020. Whilst we are pleased

with our progress in the last five years, and

a year on year improvement, we have a

more ambitious internal target of 45%

women in senior leadership by the end

of2026. Ethnic minority representation is

7.4%, and we recognise that we have work

to do to achieve our target of 10% by the

end of 2026. Whitbread’s Board and Executive

team are closely monitoring these metrics,

with diversity considered in all senior

appointments and succession plans.

Our four internal inclusion networks – GEN

(Gender Equality), REACH (Race, Ethnicity

and Cultural Heritage), GLOW (LGBTQIA+),

and enAble (Disability and Neurodiversity)

– were extremely active this year, raising

awareness and driving policy improvements.

For example, after years of dedicated focus

on menopause support and awareness, GEN

achieved the Henpicked ‘Menopause Friendly

Employer’ accreditation and continue to build

on this strong foundation. Their sustained

commitment was also recognised when

they were shortlisted for the Employee

Resource Group Award at the ‘inclusion in’

awards. GLOW, was shortlisted among the

UK’s top company networks (Top 15) at the

CHIEF PEOPLE OFFICER’S REVIEW CONTINUED

Women 2

22.2%

Men 7

77.8%

White 7

87.5%

Ethnic

minorities

12.5%

Women 42

(40.4%)

Men 62

(59.6%)

White 79

(83.2%)

Ethnic

minorities

(7.4%)

Women 18,603

(63.1%)

Men 10,875

(36.9%)

White 20,396

(69.1%)

Black 1,313

(4.5%)

Asian 3,226

(10.9%)

Other

ethnicity

1,555

(5.3%)

Executive CommitteeExecutive Committee

Leadership communityLeadership community

All employees

Gender

Ethnicity

2025 British LGBT Awards and strengthened

community engagement with operational

team members by hosting four GLOW

Community Hub events, reaching our

LGBTQIA+ colleagues across the country.

REACH was also shortlisted as one of the

UK’s leading company networks (Top 15)

atthe 2025 Ethnicity Awards, and the

network’s impactful activity contributed

directly to Whitbread being shortlisted for

the Innovation Award. The enAble network

placed a strong emphasis on education and

allyship, delivering introductory training

sessions in both British Sign Language and

braille to build awareness and confidence.

We celebrated National Inclusion Week

through an intersectional lens, with each

network hosting its own event or panel

featuring team members and guest speakers

who shared their stories. This focus on

storytelling continued throughout the year,

underpinning key moments such as Black

History Month, Trans Awareness Week,

International Women’s Day, and other inclusion

events, amplifying diverse voices and

encouraging allyship. Whitbread’s D&I efforts

earned external recognition: we achieved the

Leading Employer level in the Stonewall Proud

Employers Accreditation (formerly the

Workplace Equality Index), and made the

Top 30 Index in the Investing in Ethnicity

Maturity Matrix. Additionally, we were proud

to receive three accolades at the ‘inclusion

in’ awards, powered by WiHTL. Our Thrive

Programme, which supports students with

special educational needs and disabilities

into meaningful employment, was awarded

the Most Transformative Inclusion Initiative.

The programme’s leader was honoured with

the Inclusion Hero award forexceptional

commitment and leadership, and our partnership

with Barnardo’s to create employment

opportunities for care-experienced young

people received the Most Impactful Social

Mobility Initiative award. These honours

1 As an inclusive organisation we recognise all gender identities and understand that not all of our

team members will identify as male or female.

2 The information provided for ethnicity is discretionary and not all employees, including within the

leadership population, have chosen to share their ethnicity with us. Note that ethnicity disclosure

is not legal in Germany; consequently our Executive Committee figures represent disclosure for

all on gender but only UK based members for ethnicity.

3 89.8% of our employees have chosen to share their ethnicity with us and 90.1% of our leadership group.

Supporting our teams todeliver

for our guests continued

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

reinforce Whitbread’s reputation asa leader

in workplace inclusion, which bolsters our

employer brand and our abilityto attract talent.

Importantly, our D&I commitment isn’t just

about metrics – it’s about sustaining an

inclusive culture where everyone can thrive

through education and connection. This

year we continued mandatory inclusion

training for the senior leadership team in

Support Centre and Operational leaders

aligned to our How We Lead framework,

embedding inclusive leadership as a core

expectation. We rolled out a refreshed D&I

training calendar featuring a new monthly

learning focus to build inclusion knowledge,

capability and skills. Our networks are also

planning operational-focused events to

strengthen connections with our teams

across the business. We empower our

people to bring their whole selves to work,

confident that Whitbread is a place where

differences are valued. That, in turn, drives

higher engagement and innovation, as

diverse teams better represent and serve

our broad customer base.

Talent Development

andInternal Progression

Investing in our people’s growth is central

to Whitbread’s strategy and we remain

committed to offering no barriers to entry

and no limits to ambition for our teams.

Westrongly believe that hospitality is a

great place to start and build a career, and

we are passionate advocates for both social

mobility and providing opportunity for

young people. In FY26, we have focused

onskills and progression to develop key

capabilities across the organisation and

develop a diverse future talent pipeline –

ensuring clear paths for colleagues to

progress from entry-level roles to

management and beyond.

Mia-Rose

Progressing Into First

Management

23 year old Mia joined us whilst

studying Travel & Tourism at University,

looking for a job that could flex around

her studies. Now a graduate, Mia was

keen to stay after discovering the range

of development opportunities available

at Whitbread, like our Progressing Into

First Management programme. The

course helped her to build the skills,

both technical and behavioural, that

she needed to step into her next role,

as well as creating a personal development

plan to keep learning and progressing.

Mia subsequently stepped through to

both Duty Manager and now Hotel Manager.

“I have loved the programme

and everything it has

opened up for me,Inever

thought it would be possible,

but my managers were so

supportive: Ieven thanked

them in mydissertation!”

Early Careers

In FY26, we launched our new “Rise & Shine”

youth outreach campaign to recruit attract

young people to Whitbread and Hospitality.

school and college leavers. Our campaign

videos have surpassed 1 million views and

have driven strong interest, helping to bring

more young talent into Whitbread. In Operations,

we partner with local schools and colleges

in every region to offer meaningful work

experience and real jobs to young people.

In Support Centre, we offer five summer

internships, in partnership with the 10K

Intern Foundation, as a pipeline for our

long-standing Finance Graduate Scheme

and new Data, Digital and Technology

Graduate Scheme. Six graduates started

onthese schemes in September 2025,

including one individual who joined us

asasummer intern.

A distinctive part of our early careers offer is

opening doors for those who face barriers.

We expanded programmes for young

people from disadvantaged backgrounds,

focusing on those who are care-experienced

or have Special Educational Needs. In

FY26,our partnership with Barnardo’s –

a10-week pre-employment programme

forcare-experienced young people – was

scaled up. After successful pilot cohorts in

Glasgow and Birmingham (30 participants,

8 now employed at Premier Inn), we committed

to continue to invest in the scheme and

began extending the programme to new

regions. We have also recently signed the

Care Leavers Covenant to continue to offer

more opportunities to young people who

are care-experienced across our estate.

Helen Cheatle

Apprenticeship

Helen joined us in 2018 after an

unexpected career change and in that

time has progressed from being a

housekeeper to now managing four

hotels as one of our Multi-Site Hotel

Managers. Personal development is

soimportant to Helen, and when she

learned she could do an apprenticeship

alongside her role at Premier Inn, she

jumped at the opportunity. Apprenticeships

have been a huge part of Helen’s

journey with us; she even won the

apprentice of the year award.

“I’m a really motivated

individual who loves to

learn, so being at Whitbread

really suited me. If I don’t

keep learning, I’ll go stale. I’m

on my third apprenticeship

here and I don’t plan on

stopping anytime soon. I’m

so proud of everything I’ve

achieved, Ididn’t want to be

a 53-year-old doing a job

thatdidn’t make me proud.”

STRATEGIC REPORT

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Whitbread PLC Annual Report and Accounts 2025/26

CHIEF PEOPLE OFFICER’S REVIEW CONTINUED

Sean Scholes

Barnardo’s Care Experience

Young People

Sean joined Premier Inn in October

2025 and has grown in confidence ever

since; he is now a Housekeeper based

in one of our Edinburgh hotels. He has

integrated well into the wider team and

everyone speaks highly of his energy,

willingness to learn, and the care and

attention he gives to his job. His cheerful

manner was apparent right from job

application and his manager believes,

with work, he could progress to do

more roles with us over time.

His manager said:

“We’re a really close team

and through understanding

the needs of our team and

the individuals in them we

can adapt and support Sean.”

Sean said:

“Not many people give

people like me chance and

it’s made me feel really good

about myself to have the

opportunity with Premier Inn.

Iwant to keep doing better

for myself and my family.”

Early Careers continued

Similarly, our longstanding collaborations

with Derwen College and Hereward College

(special educational needs institutions)

reached the 10-year milestone. To date over

30 students with learning difficulties have

transitioned into permanent Whitbread jobs

through supported internships. We have

also onboarded two additional college

partners (in Lincoln and Liverpool) as

partof our expanded “Thrive” programme,

moving toward our goal of 100 supported

interns per year across the UK.

These efforts not only change lives for

individual participants but also broaden

ourtalent pool and strengthen Whitbread’s

reputation as a socially conscious employer.

They exemplify how we can be a Force for

Good in our communities while meeting our

recruitment needs, giving everyone the

opportunity to grow and be their best.

These efforts support our aim to be

anemployer of choice for the next

generation entering hospitality.

Setting our Teams up for Success

We hire c.15,000 people every year into

roles within Whitbread. For many team

members it is their first experience of

employment. Ensuring that each new

starter is equipped with the skills and

confidence to perform in their role is really

important – and we know that when we get

the onboarding experience right, people

succeed faster, and stay for longer. Our

team member induction is a blend of in

person time with their manager, digital

training for key elements and extensive in

person side-by-side training to help learners

gain proficiency in their role to deliver for

our guests. We have identified the five

elements that set a new starter up for

success (our Tiny Noticeable Things) and

track these to ensure every new starter

experiences these. 86% of new starters tell

us that their onboarding is either very good

or good, and 89% felt confident or very

confident asa result of their induction.

Management Development

Every year we also hire, develop and promote

over 1000 people into management roles

within our sites – ranging from first time

leadership to Multi-Site Hotel Managers. To

help us ensure we maintain a strong pipeline

of internal operational management talent,

we have developed and launched a suite

ofinternal development programmes in

FY26 under the “Progressing Into” banner.

These structured courses blend workshops,

on-the-job experience, and coaching to

prepare high-potential team members

forthe next level. The three main tiers are:

Progressing Into First Management

– forTeam Members stepping up to their

first supervisory role (e.g. Duty Manager).

Currently over 220 colleagues are enrolled

across Premier Inn. Participants gain the

foundational leadership and operational

skills needed to move into first-line

manager positions upon completion.

Progressing Into Hotel Manager – for team

members aspiring to move to Hotel Manager

(or equivalent). We’ve successfully launched

four cohorts in 2025 with excellent feedback

which gives us a great platform for the future.

This programme covers the broader leadership,

financial acumen, and multi-department

management needed to ensure our new

Hotel Managers are set up for success.

Progressing Into Multi-Site Manager

– thefirst cohort of this programme

startedin early 2026 aimed at developing

high potential Hotel Managers to be ready

for their first multi-site role. We have

27learners on this cohort.

Our Progressing Into Programmes are

complemented by our apprenticeship offer,

with Whitbread remaining as one of the

UK’s leading apprenticeship employers.

Wecurrently have over 1000 apprentices

inlearning across our hotels, restaurants,

and Support Centre, with programmes at

every level in Operations and available in

allfunctions across our Support Centre.

Wewere rated as a top 10 Apprenticeship

employer in FY26, reflecting the quality of

our programmes, experience of our learners

and our improving achievement rates.

Theseschemes not only attract and upskill

early-career talent, but also develop our

management pipeline in Operations and

ourtechnical skills in Support Centre.

The investment in these programmes

isalready paying dividends. In the last

12months, c.60% of our hotel/restaurant

management positions were filled through

internal promotion, with our Progressing

Into courses and apprenticeships proving

invaluable in setting up those promoted

prior to their appointment. Developing our

own people not only preserves our culture

and service standards, but data shows

internally promoted managers deliver

stronger performance and higher loyalty

than external hires.

To reinforce this, we’ve established new

talent principles: regularly reviewing our

talent pipeline metrics, ensuring the “right

people are on the right programme” through

robust nomination and assessment, and

holding to a “sign off to be promoted” rule,

ensuring all internal promotions complete

the required development and are independently

assessed as role-ready before stepping up

permanently. These steps will further improve

success rates for newly promoted managers.

STRATEGIC REPORT

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Whitbread PLC Annual Report and Accounts 2025/26

Claire

Housekeeping Team Member,

Thrive Alumni

Claire began her journey with Whitbread

through the Thrive Programme after

learning housekeeping skills at Derwen

College’s Mini Premier Inn training facility.

She started her first paid role in 2015

and recently celebrated her ten year

work anniversary with Premier Inn.

Overthe past decade, she has grown in

confidence and become a much loved

member of the team in Berwick Upon

Tweed. Hotel Manager Rosalind

Bachesays,

“Claire is incredibly bubbly

and lively, and also quite

cheeky, everyone gets on

well with her.”

Reflecting on her journey, Claire says,

“I’m so happy here in

Berwick. I have so many

friends and I love working

atPremier Inn.”

Cyrus

Data, Digital & Technology

Graduate

Cyrus graduated with a Chemistry BSc

from the University of Nottingham in

2025 and has since found himself

working in Technology. He was attracted

to the Whitbread scheme because it

offered the chance to explore this as a

career path without requiring a

Technology background or associated

degree, something few other schemes

he looked into provided. Combined with

the recognition Whitbread regularly

receives

as a UK Top Employer and

Overall, Whitbread’s learning and

development investments in FY26 have

strengthened our bench strength and

reduced reliance on a challenging external

labour market. We have continued to

provide an entry point for young people to

start an exciting career in hospitality and

remain passionate about social mobility. By

giving team members clear opportunities to

grow – from apprenticeships to leadership

programmes – we not only fill roles more

effectively, we also boost engagement and

retention and ensure we continue to offer

no barriers to entry and no limits to ambition.

Our teams have truly exhibited our

Valuesover the last year, consistent in

theirpassion, pride, warmth, and brilliance.

Wecontinue to invest in our people, both

toenable fulfilling jobs today and to unlock

their potential for the future, so that we can

continue to deliver memorable experiences

for our guests.

Rachel Howarth

Chief People Officer, Whitbread PLC

Leadership Development

Following the successful launch of our

Values that helped to codify our special

culture, in FY26 we took the opportunity

towork with our top performing leaders to

identify the characteristics that leaders at

Whitbread need to deliver a high-performance

culture that drives success today and our

growth for the future. We ran co-creation

sessions with leaders of every level from the

Support Centre and Operations in the UK

and Germany to create our new leadership

behaviours – “How We Lead at Whitbread”.

Having defined these behaviours, between

May and November 2025, we launched them

to over 600 Support Centre managers and

1000 Operations managers via highly interactive

in person workshops led by our Senior

Leaders. How We Lead has been hardwired

into our performance framework, as well as

into our processes for assessing and developing

potential talent, and informing future hires.

Our commitment to developing our leaders

of today and for tomorrow continues, with

our ongoing partnership with Hult Ashridge

Business School. We have built two programmes

with Hult Ashridge to develop our top

leadership talent: one programme for future

Senior Leaders, and one for our highest

potential Senior Leadership. Each 12-month

programme has a curriculum that combines

residential modules, executive coaching,

mentoring from Programme Alumni or ExCo,

and Whitbread masterclasses. This investment

is part of our commitment to building

Whitbread’s leadership pipeline for the future.

Premier Inn’s exciting growth internationally,

he felt it was an exciting time to join the

business.

So far, he has learnt how interconnected

the Technology world is, with projects

spanning various teams and organisations.

It’s a constantly evolving environment

that keeps things exciting and fresh and

there is always something new to learn.

“I am particularly excited to

spend a month in Germany to

learn more about Whitbread’s

expanding operations there,

an invaluable opportunity.

Overall, I believe Whitbread

is a great place to work and

gives me the opportunity to

work on projects with tangible

impact and where the benefits

can be seen directly at sites.

Not many office jobs can

offerthat!”

STRATEGIC REPORT

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Whitbread PLC Annual Report and Accounts 2025/26

SUSTAINABILITY

Our 2025/26

performance

As the business navigates economic, social

and environmental challenges, it is clear to

me that our Force for Good strategy is

more critical than ever. Whether attracting,

engaging and retaining the best colleagues

in a market fighting for talent, reducing

costs and risks to make our business more

resilient, or generating revenue by meeting

increasing sustainability requirements of

customers, Force for Good is good for

business and core to our strategy. We now

have 2,300 low-carbon hotel rooms – c.800

of which we developed this year – more

than any other hotel chain in the UK&I.

We remain committed to our published

targets and have made progress during the

year in a number of areas, some highlights

of which are set out in the pages that

follow. I’m proud of our cross-functional

teams and leaders working hard to find

innovative, commercially advantageous

solutions and embed new ways of working.

We continue to include ESG KPIs in our

annual incentive plan for all salaried

employees and executive directors to

maintain focus on this important agenda.

“Our Force for Good

programme is not

only delivering great

environmental and social

results which we can

all feel proud of, it also

drives financial returns,

reduced risk, protected

reputation and

operational resilience.”

Clare Thomas

General Counsel

Key performance indicator Performance in2025/26 2024/25 Market

Link to

materialtopic

45% female representation

in our leadership

population

in2026

40.4%

female representation

39.5%

UK&I and

Germany

10% ethnic minority

representation

inourleadership

population

in 2026

7.4%

ethnic minority

representation

9.3%

UK&I

1 Leadership population is defined by all Head and Director roles.

Key performance indicator Performance in 2025/26 2024/25 Market

Link to

materialtopic

20% saltreduction

inourmenus from

a2017baseline

12%

salt reduction

21.2%

UK&I

20% sugarreduction

inour menus from

a2015baseline

23.5%

sugar reduction

24.7%

UK&I

20% calorie reduction

inour menus from

a2017baseline

3.1%

UK&I

We will raise £2.7m

in2025/26 for Great

Ormond Street Hospital

Children’s Charity

£2.6m

raised

£2m

Opportunity

Community

Climate change

Circular economy

Supply chain

Equal treatment and opportunities for all

Corporate culture

Product safety and quality

Water

Material topic key

We have long, medium and short-term targets to drive progress

and remain accountable. We review these targets annually to

ensure they are still relevant, amending existing or adding new

onesas needed.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Responsibility

Key performance indicator Performance in 2025/26 2024/25 Market

Link to

materialtopic

99.6% absolute reduction

in Scope 1 and 2 by 2040

from a 2016/17 baseline

48.3%

reduction

46.4%

UK&I and

Germany

84.1% emissions intensity

reduction in Scope 1 and

2 by 2030 from a 2016/17

baseline

63.0%/m

reduction

61.5%/m

UK&I and

Germany

90% absolute reduction

in Scope 3 by 2050 from

a 2018/19 baseline

21%

reduction

16.7%

UK&I and

Germany

58.1% emissions intensity

reduction in non-FLAG

Scope 3 by2030from

a2018/19 baseline

38.1%/m

reduction

35.7%/m

UK&I and

Germany

36.4% absolute

reductionin FLAG

Scope3 by2030from

a2018/19baseline

40.2%

reduction

32.5%

UK&I and

Germany

We will reduce water use

in the UK by 20% per

guest by 2030 from

a2019/20 baseline

18.0%

reduction

14.2%

UK&I

We will cut our food

waste by 50% by 2030

from a 2018/19 baseline

39.5%

reduction

31.3%

UK&I

We will not send any

operational waste

tolandfill

100%

operational waste

divertedfromlandfill

99.3%

UK&I and

Germany

100% of our suppliers

willbe risk assessed

forinherent human

rightsrisk

100%

suppliers risk assessed

100%

UK&I and

Germany

1 Restated number for 2024/25 due to a change in the methodology for m

calculations.

Key performance indicator Performance in 2025/26 2023/24 Market

Link to

materialtopic

100% cage-free status

onall whole shell and

ingredient eggs by 2025

100%

of eggs sourced from

cage-free farms, accredited

by British Lion and Bord

Bia (Origin Ireland Q-Mark)

85.4%

UK&I

100% of raw beef willbe

produced toarecognised

farm assurance scheme

initscountry of origin

100%

of our raw beef range

100%

UK&I

100% of wild caught fish

served will be Marine

Stewardship Council

(MSC) or equivalent

certified

100%

of wild caught fish served

100%

UK&I

100% of palm oil in own

recipe products willbe

Roundtable on Sustainable

Palm Oil (RSPO) certified

bythe end of2025

100%

of palm oil in our own recipe

products certified

73%

UK&I

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Our Property team continues to design

high-efficiency and low-carbon hotels,

whether new build or retrofit, reusing

existing structures where possible to reduce

embodied carbon and construction waste.

For example, in Old Bailey, London, we

opened a 212-room hub by Premier Inn hotel,

transforming the former Snow Hill Police

Station and retaining the facade of a Grade II

listed landmark. The hotel’s heating and hot

water are generated via air-source heat

pumps, and heat recovery systems create a

low energy demand. This hub also features

ablue roof design, which means it stores the

rainwater and releases it slowly to reduce

flood risk in the area. (For more information

on this hotel please see page [–].)

The decarbonisation activity underway

drives not only emissions reductions, but

also financial benefit for the business. The

installation of lower-flow showers across

the estate is estimated to reduce annual

operating costs by £3.7m once fully deployed.

Targeted capital investments in asset efficiency

offer attractive medium-term returns with

an estimated 4.4-year payback and strong

lifetime ROCE. The transition from gas

boilers to heat pumps is expected to be

broadly cost-neutral in operation, with

financial returns improving over time as

electricity costs become more competitive

relative to gas.

Overall, the programme demonstrates that

disciplined decarbonisation investment can

enhance cost efficiency, asset resilience and

long-term value.

Our absolute Scope 3 emissions have

reduced by 21% from a 2016/17 baseline,

thanks predominantly to lower purchases

offood with high embodied carbon –

another result of the strategic transformation

of ourbusiness.

We have established a Scope 3 Net Zero

Working Group to oversee the delivery of

our Scope 3 reduction plan, including senior

representatives from the teams who determine

what we buy and who we buy it from.

In2026/27, we will publish our refreshed

Net ZeroTransition Plan considering both

our operational and supply chain carbon

and taking into account risks and

dependencies.

This year we continued to change the shape

of our business, divesting some of our

branded restaurants and converting others

into higher-returning hotel rooms. This

allows us to adopt lower-carbon technologies

into our designs. The majority of the extensions

are built using timber frames that are lower

in embodied carbon than its alternative –

concrete; and 90% of the 3,500 rooms

delivered through our Accelerating Growth

Plan (AGP) will be low-carbon, powered by

electricity, without adding new gas connections.

We also made a significant change to our

procurement model, transitioning a majority

of our food purchases to a wholesaler. ESG

was a core part of the tender and onboarding

process, giving us much better visibility of

and influence over ESG topics with a significant

part of our supply chain. Our new partner

isworking closely with us on social and

environmental assessments, food waste

reduction, decarbonisation, packaging

andmore.

Our social mobility work is broadening our

talent pool and helping fantastic colleagues

into new careers. We’ve slightly increased

representation of women across our leadership

population. We’ve also made progress

towards our goal of supporting 100 interns

per year across the UK. The passion of our

teams to fundraise remains steadfast and

the results of their efforts are admirable

with a further £2.6m raised for GOSH

duringthe year.

By keeping our Force for Good programme

aligned to the core business strategy, we

continue to make progress and embed

sustainability into business as usual.

Responsibility

The decarbonisation of our operations and

value chain remains strategically important

both to reduce operational costs and supply

chain risks, and to meet the requirements

of our customers.

In 2025/26, we made further progress

towards our carbon targets, thanks to the

ongoing switch from gas boilers at the end

of their life to air-source heat pumps and

theupgrade to lower-flow showers – either

removing or lowering demand for gas for

heating and hot water.

We have now reached 2,300 low-carbon rooms

across our estate, more than any other UK&I

hotel chain, c.800 of which were delivered

during the year, incliding four new hotels in

the UK. These are rooms for which the

heating and hot water are entirely powered

by electricity backed by Renewable Energy

Guarantees of Origin (REGOs). REGOs certify

that the equivalent number of units of electricity

purchased have been generated from

renewable sources such as wind or solar

– moving us away from fossil fuels. We

haveachieved a 63%/m

emissions intensity

reduction in our Scope 1 and 2 emissions,

and absolute reduction of 48.3% on a market

basis from a 2016/17 baseline.

Year in review

Scope 1 and 2 intensity

reduction, tonnes of carbon/m

2022/23

2021/22

2023/24 2024/25 2025/26

0.025

0.023

0.019

0.018

SUSTAINABILITY CONTINUED

0.025

1 Restated number for 2024/25 due to a change

in the methodology for m

calculations.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

We continue to reduce demand for

waterthrough the installation of low-flow

showerheads and taps and replacing

toiletflushes with more efficient systems.

Theselow-flow solutions not only reduce

carbon, as less water is heated, butalso

reduce consumption and costs. All solutions

are trialled with guests to ensure that they

still get the same great Premier Inn experience.

We have made good progress this year

towards our food waste target – hitting

almost 40% reduction on our 2018/19

baseline and 12% year on year. This is due to

increased focus on site-level engagement

and strengthening operating standards, as

well as using improved data totarget

specific products that are drivingwaste.

Progress on our food waste target has also

been enhanced by AGP which involves

converting branded restaurants into hotel

rooms, optimising the delivery of F&B at

these sites.

Bins with AI vision continued to collect

data, which has allowed us to track in detail

exactly what is thrown away, how much and

at what time of day. From this data, we

have built a plan for the coming 12 months

to reduce plate waste and buffet waste at

breakfast time. We recognise that some

residual waste isinevitable – especially

witha buffet breakfast format – and have

extended our partnership with Too Good

ToGo (now at over 90 sites), which stops

good food goingin the bin while also

delivering a financial return.

Opportunity

The people-focused aspects of our Force

for Good agenda remain fundamental to our

success. Whitbread provides employment

inhundreds of local communities and

supports skills and career development.

The hospitality industry is one of the most

socially inclusive industries, and our approach

to diversity and inclusion reflects this.

Atleadership level, we are making steady

progress towards our target of 45% of

women in our leadership by considering

diversity in senior appointments and

succession planning. Over the past year,

we’ve increased our focus on internal

talentmanagement and future leadership

development to build a more diverse pipeline.

Asimportantly, we champion inclusion

across the business with an active community

of networks - GEN (Gender Equality), REACH

(Race, Ethnicity and Cultural Heritage), GLOW

(LGBTQ+), andenAble (Disability) – raising

awareness and driving policy improvements.

We regularly listen to our teams though

both our employee engagement survey

andour elected representative forum

– OurVoice – with over 80% of our

colleagues sharing their views in 2025/26.

This underpins our inclusive culture and

approach to employee wellbeing, hearing

from and acting upon our team’s feedback.

A specific initiative that our teams requested

was more help in understanding their finances,

and a core part of our wellbeing activity

focussed on financial education across

budgeting, debt management, savings

andpensions.

We are passionate about giving our

employees opportunities to further their

careers and run comprehensive development

programmes to foster progression, alongside

an apprenticeship offer for all levels within

the business. Our offer covers everything

from early careers, partnering with local

schools and colleges, through to leadership

development in conjunction with Ashridge

Management College. We currently have

over 1,000 apprentices in learning and

over300 people engaged in one of our

management or leadership courses.

We have specific plans focussed on youth

and social mobility. We partner with Barnardo’s

to offer a ten-week pre-employment

programme for care-experienced young

people, and via ourThrive initiative,

partnering with special educational needs

organisations to support students into the

workplace, which marked its ten-year

anniversary in 2025/26. Our longstanding

collaborations with Derwen College and

Hereward College havesupported more

than 30 students withlearning difficulties

totransition intopermanent jobs through

supportedinternships.

More detail can be seen on pages [XX]

(CPOsection)

Community

Our teams are passionate about the work

they do, raising funds for charity partners

and contributing to their communities.

Wehit our target of raising £2.6m for

GreatOrmond Street Hospital Children’s

Charity (GOSH) and our long-standing

partnership has reached an important

milestone. We are halfway to raising £20m

for the new Children’s Cancer Centre due

toopen in spring/summer 2028, with £10m

now secured. In total, thanks to our colleagues,

guests and partners, we have raised almost

£29m for GOSH since 2012, contributing to

the development of three clinical wards and

a dedicated patient-carer lounge within the

new facility.

We remain committed to improving

community health and nutrition through

improvements to our food and beverage

offerings. We engaged with government

andsector stakeholders to support policy

development, including DEFRA’s Food

Strategy, the NHS 10 Year Plan on mandatory

healthier sales reporting, and the Department

of Health’s review of the Nutrient Profiling

Model. In 2025/26 we transitioned to a new

sourcing model that has resulted in a lack of

progress towards the sugar, salt and calorie

targets. In addition, the new flavour profiles

we introduced to respond to current trends

were slightly higher in salt content. We are

addressing both in the coming year and

look forward to seeing the Government’s

new targets to help inform our approach.

We responded to the government’s increased

focus on High Fat, Sugar or Salt (HFSS),

reviewing our core menus and revising our

internal targets to reduce the number of

dishes classified as such.

There is a lot for us to be proud of in

ourForce for Good results to date, and I’m

looking forward to supporting our teams to

deliver against the plans we have set out for

the coming year. Force for Good supports

our short, medium and long-term resilience,

reducing risks, driving returns and protecting

our reputation – it remains a key value driver

for our future.

Clare Thomas

General Counsel

[•] [April] 2026

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

PRINCIPAL RISKS AND UNCERTAINTIES

Understanding and responding to risk

Risk management reporting and escalation

Board

Accountable for strategic risk management, including the assessment ofriskappetite,

andensuringasoundsystem of internal control and riskmanagement is in place.

Read more on page [•]

Governance, strategy, oversight and communications

Risk management framework

An effective and robust

risk management process

is integralto achieving our

strategic priorities. Our success

is underpinned by our ability to

identify, manage, and mitigate

risk within our business.

We can never fully avoid or eliminate risk,

which arises naturally from operational and

strategic decisions taken. Instead, we actively

manage and harness risk as far as is practical,

whilst pursuing our business objectives.

The Board has ultimate responsibility for

risk management throughout the business

and determines the nature and extent of

therisks we are willing to take. Certain

responsibilities, including overseeing the

systems of risk management and internal

control, have been delegated by the Board

to the Audit Committee, which completes

an annual review of the effectiveness of

these processes. The Executive Committee

is responsible for the identification and

day-to-day management of significant risks.

A bi-annual top-down risk assessment

captures Board and Executive views

ontheprincipal risks facing the business

andinforms updates to risk appetite and

mitigation actions. This enables us to keep

up to date with changes in our risk profile

and adapt as necessary. Actions required

tomanage these risks are monitored and

reviewed on a regular basis.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

All principal risks are owned by a member

of the Executive Committee and this,

combined with our robust three lines of

defence model, helps to reinforce a culture

of accountability throughout the business.

Internal Audit constructs a risk-based audit

plan, aligned to the principal risk register,

toprovide independent assurance over

ourhighest risk activities.

Risk Appetite

Risk appetite is defined as the level of risk

we are willing to accept in pursuit of our

strategic priorities. For principal and emerging

risks, this is determined on an annual basis

by the Executive and Board members, who

assess risk appetite against key indicators

including potential impact of risk, likelihood

of risk and ability to reduce risk through

mitigation. This ensures alignment between

our view of acceptable risk exposure and

the strategic priorities of the business.

The Executive Committee communicates

the appetite for risk, to embed this within

our ways of working and is considered

when making strategic or operational

decisions regarding new opportunities

forthe business.

Emerging Risks

Emerging risks are new or evolving uncertainties

that can be difficult to quantify but have

the potential to materially affect the Group

over the longer term. The pace of change

inareas such as technology, legislation and

geopolitics reinforces the importance of

proactive horizon scanning. Through our

risk management framework, management

conducts an annual review of industry trends,

external insights and peer developments to

identify potential issues atan early stage.

We have identified the following key

emerging risks:

• Ongoing geopolitical tensions in certain

regions continue to create uncertainty

forbusinesses operating in, or welcoming

guests from, affected areas. While Whitbread

has only a limited presence in these regions,

the safety and wellbeing of our guests

and team members remains paramount.

Amaterial escalation in geopolitical

conditions may disrupt local operations,

impact travel demand and negatively

affect customer confidence and the

Group’s reputation.

• The shift in government priorities and

increasing fiscal pressures are creating

amore uncertain policy landscape.

Evolving decisions on taxation, labour

regulation, planning, and industry specific

measures may increase operating costs or

constrain demand. We continue to closely

monitor policy developments and engage

with government and industry bodies

toanticipate change. Scenario planning

helps ensure we can respond quickly

toemerging regulatory or fiscal shifts.

We also continue to monitor other emerging

risk topics previously highlighted, which

reflect a more volatile and rapidly evolving

external environment. Changes in global

political and economic alignments may

increase uncertainty and disruption across

markets, supply chains and costs. Rapid

advances in digital technologies, including

AI, may create risk if platforms, controls and

capabilities do not keep pace with business

needs. In parallel, evolving workforce dynamics

from younger generations may have longer-term

implications for engagement, retention and

organisational resilience.

Updated Risks

Internal and external factors, as well as

continued uncertainty of key drivers, mean

the nuances in the detail of our risks are

constantly changing. Risk descriptions

areperiodically reviewed and updated to

ensure they remain an accurate reflection

ofthe risks faced by the business.

Risk identification

Our risk management framework is efficient

and effective, and is embedded across the

business. Risk Owners identify and regularly

review functional operational and strategic

risks that may affect the delivery of their

objectives, and implement mitigation actions

as appropriate to maintain exposure within

acceptable levels. This is underpinned by

clear governance arrangements, supported

by proportionate reporting and defined

escalation routes across the framework.

Risks are often highly interdependent,

meaning changes to one risk can affect

multiple existing risks or result in new risks

being created. The Risk Working Group

(RWG) is a collaborative forum, which

includes organisation-wide representation,

allowing us to utilise insights from senior

leaders to monitor these interdependencies

effectively and proactively identify associated

new risks. The RWG reports directly to the

Executive and AuditCommittees.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

Principal risks

Risk Key mitigations

Uncertain Economic Outlook

Uncertain UK and Germany economic outlook due to broader

macroeconomic trends, geopolitical volatility, and local political

instability. This uncertainty may affect consumer confidence; reduce

domestic and international travel and ultimately weaken hotel

market demand.

Continued fiscal pressure on governments to increase taxation could

drive structural increased in our operating cost base such as employee

taxes, business rates, regional levies, or duties and tariffs on imports,

that disproportionately impact the hospitality sector or property

ownership. Persistent inflation across key goods and services such

asutilities, food costs and construction materials combined with

supply chain disruption further exacerbates cost pressures.

Higher interest rates may impact the cost of borrowing, affect

property valuations and constrain our ability to fund growth,

placingpressure on balance sheet strength and cashflows.

• We are actively lobbying government directly and alongside industry bodies to

highlight specific hospitality challenges.

• We have a strong balance sheet, with substantial liquidity and a large freehold

property base, giving us the option to raise additional funds by entering into

sale and leaseback agreements, if required.

• We continue to make good progress with our efficiency programme and

rolling utilities hedging to offset inflationary and demand-led pressures and

maintain rigorous discipline over our capital spend and costs.

• We continue to execute our strong commercial strategy, designed to increase

market share and financial returns through execution of several commercial initiatives.

• Our rigorous business planning process considers many scenarios and

appropriate responses, always seeking to drive increased returns and create

value for shareholders whilst continuing to manage risk.

• We continue to make good progress in executing our F&B transformation

strategy to drive returns improvement and share price protection

Strategic priorities

Risk appetite

N/A

Movement vs prior year

Increase due to impact of

business rates and inflation.

Cyber and data security

Businesses are subject to continuously evolving methods of

cyber-attack. The digital world expands the potential impact arising

externally to Whitbread’s infrastructure due to our interconnectivity

and reliance on a significant number of suppliers that enables our

technology. Data breaches or operational disruption caused by

malware such as ransomware, can result in a loss of revenue, brand

trust, regulatory fines and have an adverse impact on the Group’s

share price.

• Established operational resilience programme, with cross functional ownership

of business continuity plans focusing on minimal viable product.

• We have a specialist team and mature Information Security Management in place

with a wide range of proactive and reactive security controls including up-to-date

antivirus software across the estate, network and system monitoring, and regular

penetration testing to identify vulnerabilities.

• All IT change and engineering has information security built-in by design.

• A continuous security improvement programme is in place, with regular internal

and external independent reviews of the control effectiveness and maturity.

• Our mature risk process and proactive threat modelling and monitoring

allowus to identify and address threats at the earliest opportunity.

• We have solid compliance foundations across all countries for data protection

and effective collaboration between the Information Security and Data

Protection teams exists to minimise risks and ensure compliance with GDPR.

Strategic priorities

Risk appetite

Cautious

Movement vs prior year

Lower

Higher

Level

See pages [•] to [•]

Strategic priorities

Grow and innovate

in the UK

Focus on our strengths

to grow in Germany

Enhance our capabilities to

support long-term growth

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Risk Key mitigations

Prolonged strategic change to the food

andbeverage proposition in Restaurant’s

There is a risk that continued uncertainty for our guests and teams

along with proposition changes may damage brand perception,

operational excellence and demand to eat in our restaurants, or hotel

F&B, causing us to lose share to other local branded restaurants. Whilst

some impacted properties continue to be marketed for sale, this risk

continues to be high. Restaurants are also being impacted by current

operational challenges in a highly competitive market with sector-driven

inflationary pressures and recent people-related legislation costs.

Overall, this risk could drive a prolonged and an increased focus on

restaurants by the business to adequately provide a solution that

satisfies any investment to remain relevant as a branded offer.

• Strong leadership with a focussed Managing Director of the Group’s branded

restaurant business and continue to implement our Accelerating Growth Plan

aligning to our strategic objectives.

• New menus and propositions have been launched, including revenue

opportunities focusing on specific trading times throughout the day,

premiumisation and improvement of guest experience by integrating

groundfloor spaces inside our hotels.

• We harness better buying with supply chain and procurement targets.

• We are always considering how best to serve our customers with extensive

market research and customer feedback.

• Our periodic rejuvenation of our brands and their associated marketing ensure

we optimise spend. This includes specific brand-led initiatives and focus on

key events throughout the year.

Strategic priorities

Risk appetite

Open

Movement vs prior year

Increase due to extended

timeframe for executing

activities, as well as the

impact of F&B re-organisation.

Strategic business change

andinterdependencies

The risk that we are unable to deliver major transformational

programmes on time and realise benefits, due to the high volume

ofchange. This may disrupt core business processes, operational

efficiency and potentially affect guest experiences. This risk specifically

relates to estate optimisation; the ongoing strategic review of our

branded restaurants business; and commercial optimisation initiatives.

Additionally, embedding new ways of working, having successfully

delivered our new reservation technology and HR system, presents

further challenges. This risk remains elevated due to cross-programme

dependencies, the scale and pace of organisational change, extensive

operational impacts and the significant associated investment

intechnology.

• To help ensure successful delivery of the change projects, we have enhanced

internal project delivery expertise with a dedicated strategic project

management office (PMO) function, supported by a robust assurance

management framework.

• This framework is coupled with regular reporting, cross-functional forums

andmonthly reporting to the Executive Committee.

• Our mature and independent programme assurance plan ensures aligned

assurance utilising subject matter experts to provide external insight.

• We engage with various change experts and strategic partners to gain

knowledge, challenge and insights.

Strategic priorities

Risk appetite

Balanced

Movement vs prior year

Recognising the delivery

andmaturity of various

programmes in the year such

as people related technology,

supply chain transformation,

outsourced guest contact

points and

securing our

systems’ networks.

Movement vs prior year

Lower

Higher

Level

See pages [•] to [•]

Strategic priorities

Grow and innovate

in the UK

Focus on our strengths

to grow in Germany

Enhance our capabilities to

support long-term growth

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

Risk Key mitigations

Brand strength and customer demand

Demand for our products and services can be impacted by a number

of factors including changes in customer behaviour, brand perception

and competitor activity. The Group’s brands need to remain relevant

in order both to compete effectively with new and existing sector

operators and evolving market dynamics. The importance of brand

relevance can increase during periods of market weakness or if

more challenging economic conditions prompt consumers to become

more focused on price and value, at the same time competitor

activity can become more aggressive and disruptive. Given the

prominence of the Premier Inn brand, negative media coverage

could have an adverse reputational impact and influence consumer

behaviour and booking volumes. The combined impact of these

factors may present a risk to market share, potential returns and

cash flow.

• We perform extensive top line scenario modelling, fed by regular competitor

and market analysis, allowing us to assess the impact of various structural

shifts on the business and enabling us to make informed decisions

goingforward.

• Our Customer & Trading Committees track metrics including Brand Index,

netpromoter score, and customer satisfaction and feedback to supplement

alldecision-making.

• We continue to focus on market share trading initiatives and perform in-depth

reviews into the impacts of key competitors to our business.

• There is an established Commercial and Customer Plan with ongoing

development and investment in customer proposition to maintain quality

andreflect demands of different segments.

• We perform proactive public relations activities including monitoring of all

media and prompt responses to any significant negative coverage that might

have a bearing on our reputation or our commercial activities.

Strategic priorities

Risk appetite

Cautious

Movement vs prior year

Changing distribution landscape and emergence

of AI-led search

Ongoing changes in the distribution landscape, including the

growth of online travel agents, AI-led search and specialist platforms,

may reduce the effectiveness of our current distribution strategy.

This could be particularly relevant with certain consumer groups

such as the under 35s who are less likely to go direct to brands and

more likely to shop around or seek help and advice when choosing

a hotel. Compounding this with AI usage in the hotel research

journeys could lead to a decline in direct bookings, reduced

brandloyalty, and potential revenue loss.

• Continuous monitoring of the competitor and technology landscape.

• Development of third-party distribution strategy and building of strategic

relationships with third parties.

• Continue good progress to execute customer focused strategy.

Strategic priorities

Risk appetite

Balanced

Movement vs prior year

New risk

Movement vs prior year

Lower

Higher

Level

See pages [•] to [•]

Strategic priorities

Grow and innovate

in the UK

Focus on our strengths

to grow in Germany

Enhance our capabilities to

support long-term growth

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Risk Key mitigations

Germany profitable growth

Uncertain German economic outlook or failure to achieve a flexible

operating model, may impact our ability to build the Premier Inn

brand, deliver market growth assumptions and deliver our targeted

level of return in a timeframe that satisfies shareholder and analyst

expectations, whilst recognising the significant amount of capital

now invested. This risk is partially offset by opportunities to acquire

sites arising from competitor weakness.

• We are able to use the deep level of skills and experience used to build the UK

business, coupled with our strong development team and new leadership in

country, which is able to perform detailed and ongoing assessments of the

German market and economic fundamentals at both a micro and macro level.

• Focus continues to be on the development of our strong organic and small

M&A growth pipelines, to become the number one hotel brand in Germany.

• We reduce capital costs through better buying power and harness efficiencies

and synergies with the UK business.

• A clear commercial plan and operational model driving improved profitability

along with the continued maturity of the estate and brand.

Strategic priorities

Risk appetite

Open

Movement vs prior year

Property finance execution

Unable to economically refinance and or sell assets to realise value,

whether via sale and leasebacks or alternative property-related

financing structures, within timeframes. This risk arises from adverse

market conditions, specifically affecting hospitality assets, or reduced

appetite among key investor groups such as defined-benefit pension

funds for property-backed assets; or increased due diligence

requirements. In addition, the continued slow recovery of the real

estate market could impact the potential future growth and pipeline.

This may limit the Group’s ability to realise property value, recycle

capital andgenerate cash within target timeframes and manage

leverageeffectively.

• We have a strong balance sheet that we can use to access a wide variety

ofdifferent property-related opportunities.

• Our strong financial covenants make us attractive to investment funds

asapreferred hotel tenant.

• We have a robust capital investment framework with updated analysis

including yield ranges (+/-50bps), coupled with an experienced and

well-networked Property team to support decisions.

• We perform continual monitoring of the market with sale and leaseback yields

tested regularly.

• Our committed pipeline remains solid with [xx rooms xx hotels over the next

XX years].

Strategic priorities

Risk appetite

Balanced

Movement vs prior year

New risk at half year

Movement vs prior year

Lower

Higher

Level

See pages [•] to [•]

Strategic priorities

Grow and innovate

in the UK

Focus on our strengths

to grow in Germany

Enhance our capabilities to

support long-term growth

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED

Risk Key mitigations

Health and safety

Death or serious injury arising from company negligence or a

significant failure in food safety, in particular the risk from allergens,

fire safety, security arrangements or other significant safety

controls. This could be due to a failure in safety standards, supply

chain provenance, responsible sourcing or poor hygiene standards,

or a direct targeted terrorism attack, all of which could lead to

adverse publicity, loss of revenue, brand damage and a sudden

orprolonged downturn in demand in key markets and locations.

• The safety of our guests and employees is of paramount importance. NSF, an

independent company, undertakes unannounced health and safety audits at

sites covering food, fire, and general health and safety requirements. Compliance

with these requirements is incentivised as part of site WINCard measures.

• We have robust fire safety policies, procedures and training for our team

members, and work closely with independent fire safety consultants regarding

fire safety in our hotels.

• We have stringent food safety and sourcing policies with robust traceability

and testing requirements, including the independent audit of key suppliers

inour supply chain. We invest considerable resources into employee training

along with allergen information, which is made easily accessible both online

and at sites.

• Regular health and safety updates are provided to the Risk Working Group,

Executive Committee, and Board.

• We invest in on-going site level training to help identify hostile reconnaissance

activities and to ensure we have an appropriate response should such events

take place. The executive team also holds crisis management exercises to

ensure we are prepared for such events.

Strategic priorities

Risk appetite

Cautious

Movement vs prior year

Third-party arrangements and supply

chainrigour

Whitbread relies on a number of key third-party suppliers to

support the effective operation of its hotels and support centre

activities, including IT, food and beverage, distribution, and laundry

services. Withdrawal of services by one or more of these suppliers,

provision of services below acceptable standards, lack of or failure

of information security controls; or reputational damage arising

from unethical supplier practices could cause significant

businessinterruption.

• We continually review our preferred supplier partnerships and business

continuity arrangements. Business continuity plans are in place for critical

suppliers, whilst enhanced supplier performance monitoring allows proactive

action when required.

• We expect our suppliers’ practices to be in line with our values and standards.

Suppliers are thoroughly vetted before we enter into any arrangements to

ensure they are reputable and then monitored through our supplier

management arrangements.

• We have evolved our international sourcing strategy by exploring additional

capacity in China, while also focussing on local suppliers and utilising stock

holding capacity in our Germany warehousing facility.

Strategic priorities

Risk appetite

Balanced

Movement vs prior year

Lower

Higher

Level

See pages [•] to [•]

Strategic priorities

Grow and innovate

in the UK

Focus on our strengths

to grow in Germany

Enhance our capabilities to

support long-term growth

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Risk Key mitigations

Talent, attraction, and retention

Recruitment and retention remain a challenge due to the structural

shifts in the labour market with occasional shortage in key roles

such as chefs, and cost-of-living pressures disproportionally

affecting the hospitality sector.

To be an agile organisation we are embedding people changes as

part of our everyday and a cultural strength, creating a multi-skilled

workforce driving efficiencies in a sustainable manner. Substantial

organisational changes driven by strategic business programmes

could also impact job security perception, affecting team engagement,

external employer sentiment and Whitbread’s ability to attract top

diverse talent. These factors may result in cost inflation and

potential business disruption.

• The success of our business would not be possible without the passion and

commitment of our teams. Team engagement is fundamental. We monitor this

closely through our annual engagement survey and invest in ongoing development,

wellbeing and engagement, along with driving our diversity and inclusion strategy.

• We have a dedicated Direct Hire Resourcing Team, and in addition

tooptimising our model, we continue to enhance our employer brand

presencewith a particular focus on youth.

• Team retention is a key component of our WINCard and Annual Incentive

Scheme, with long-term incentive schemes in place for senior team members.

• We have focussed reviews of remuneration in key areas each year and

regularly benchmark our reward packages against the market to ensure

theseremain attractive.

Strategic priorities

Risk appetite

Balanced

Movement vs prior year

Stable labour market, strong

employability credentials due

to established brand, good

retention and attraction.

Environmental, Social and Governance (ESG)

As a business we have an impact on and can be impacted by a wide

variety of environmental issues. A changing regulatory landscape

and high costs related to decarbonisation, may mean we are unable

to meet our publicly stated carbon targets which potentially could

result in an increase to our costs through carbon taxation and or

reputational damage. More regular extreme weather events impacting

our hotels, causing water shortages, affecting natural resources or

disrupting our supply chain may materially affect our ability to

operate or increases costs.

Socially unacceptable practices such as unethical sourcing issues

e.g. modern slavery or poor working conditions could damage our

reputation and reduce customer, supplier and/or investor confidence.

In addition, the volume of ESG legislation including reporting

requirements to comply with the Corporate Sustainability Reporting

Directive and the Task Force on Climate-Related Financial Disclosures,

could result in increased cost or complexity to deliver, or increased

potential to incur fines or penalties from non-compliance.

• Our Force for Good programme and structured sustainability governance

forums drive our ESG agenda. We set targets and strategies around emissions,

food procurement and waste, carbon and water reduction, and diversity and

inclusion ensuring our accountability for positive change.

• Our TCFD response helps us to identify and assess key risks opportunities

andimpacts of climate change to the business.

• We champion inclusivity and improving diversity across the organisation with

our inclusion networks raising awareness, education, and influencing policy

within the business, to ensure our teams feel supported and engaged.

• We perform regular ethical supplier audits combined with our responsible

sourcing policies and initiatives ensuring ethical end to end buying.

• We revise our public Net Zero Transition Plan at least every three years

asperbest practice guidance. Internally, we regularly review progress,

implementation and our trajectory towards our near term and long-term

targets, drawing on our internal expertise supported by external guidance

andextensive modelling across all three scope areas.

Strategic priorities

Risk appetite

Balanced

Movement vs prior year

Lower

Higher

Level

See pages [•] to [•]

Strategic priorities

Grow and innovate

in the UK

Focus on our strengths

to grow in Germany

Enhance our capabilities to

support long-term growth

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

VIABILITY STATEMENT

The UK Corporate Governance Code 2024

requires that the Directors have considered

the viability of the Group over an appropriate

period of time selected by them.

The Board acknowledges that, despite the

performance of the business, there are a

number of factors that continue to cause

uncertainty to the Group’s business planning,

namely; potential fluctuations in the global

economy and the impact on competitor and

customer behaviour.

Assessment period: three years

The Directors, in making the assessment

that three years is appropriate, considered

the current financial and operational position

of the Group, the Group’s business planning

cycle and the period over which the Directors

have carried out a robust assessment of the

principal risks and uncertainties facing the

Group as outlined on pages [•] to [•] of the

Annual Report.

Longer-term prospects

The strategy in action and business model

sections in the strategic report describe

how the Board has positioned the Group to

take advantage of the growth opportunities

in the markets in which the business operates

and how the Company is positioned to create

value for shareholders, over the longer term,

taking account of the risks described in this

section of the Annual Report.

Mitigating actions

As noted within the assessment of

viability, management would consider

mitigating actions such as making use

of its strong balance sheet to raise

funding, implementing a remeasured

property expansion plan, and establishing

a stricter control framework for spending.

Business plan

(downsideassumption)

The Group’s business plan is sensitised

to include downside assumptions to

show the expected impact of the

current uncertain economic outlook.

The Directors consider as part of the

planning cycle process; cash, profit

and headroom to the Group’s external

leverage targets.

+ individual principalrisks

This stage of the assessment also

includes consideration of the

potential impact of climate change

and associated regulation across the

viability statement period as well as

other principal risks occurring as

individual events, specifically:

uncertain economic impact, cyber

and data security, strategic business

change and interdependencies.

+ combined principalrisks

This stage of the assessment considers

the impact if a combination of the

principal risks (noted before) were to

occur together across the viability

statement period.

Outcome

This shows the Group has sufficient

headroom within its existing facilities

and planned activities to continue to

operate over the period of the viability

statement, operating within its

existing facilities.

Outcome

The impact on the Group’s financial

position would not result in a

requirement for further facilities;

however, the Group may look to

implement mitigating actions or

make use of its revolving credit facility

to maintain growth plans.

Outcome

The impact on the Group’s financial

position and the viability statement

would result in greater use of its

committed facilities, but does not

anticipate the need to secure additional

facilities. As above, the Group may look

to implement mitigating actions or

make use of its revolving credit facility

to maintain growth plans.

The Directors believe it is reasonable to expect

thatthe Group would have access to further financing

and/or the ability to agree covenant amendments,

assuming debt levels are maintained at an acceptable

ratio to the Group’s EBITDA.

Based upon this assessment, the Directors confirm that they have reasonable expectation that the Group will be

able to continue in operation and meet its liabilities as they fall due over the three-year assessment period.

The combination of compelling structural opportunities and

the advantages of our unique operating model should enable

the business to outperform in the UK as well as take market

share andcapitalise on the material growth opportunity in

Germany. The strong fundamentals outlined above, combined

with the appropriate capital structure, should continue to

drive long-term value.

Assessment of viability

Assessment of prospects

Long-term viability statement

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT

As the UK’s largest hotel company, we have a responsibility

to focus and lead on our most important people, social and

environmental issues, which is why one of our Force for Good

commitments is to ensure we always do business in the right way.

We aim to comply with the new non-financial reporting requirements contained in sections

414CA and 414CB of the Companies Act 2006. The below table, and the information it

refers to, is intended to help stakeholders understand our position on these key non-financial

matters. Our due diligence process is that each policy and standard is reviewed annually by

the responsible party and updated accordingly to ensure it reflects up-to-date and accurate

information. Further information on the various policies mentioned below and throughout

the report can be found on our website at www.whitbread.co.uk/governance/reports-policies.

More details on our Customer Privacy Policy is available on the Premier Inn website and the

websites of our restaurant brands.

Reporting requirement Policies and standards which govern our approach See for additional information

Anti-corruption

and anti-bribery

• Anti-bribery policy

• Code of conduct

• Corporate governance, page [97]

Employees

• Gender and ethnicity pay gap report

• Health and safety policy – statement

of intent

• Speaking out policy

• Diversity and inclusion report

• Board leadership and Company purpose,

page [96]

• Force for Good, pages [58 to 61]

• Section 172 statement on page [44]

Corporate social

responsibility

Sustainability reporting

• 2025/26 Sustainability report

• TCFD report 2025/26

• Net Zero Transition Plan 2022/23

Environmental Policies

• OFWAT Compliance Statement

• Premier Inn environment policy

• Restaurants environment policy

• Whitbread water policy

• Whitbread energy policy

Responsible Sourcing Policy

• Whitbread responsible sourcing

policy 2026

• Responsible sourcing – soy policy

• Responsible sourcing – cotton policy

• Responsible sourcing – cocoa policy

• Responsible sourcing – palm oil policy

• Whitbread responsible sourcing -

packaging policy

Animal welfare

• Animal welfare policy

2025

• 2025 Animal welfare KPIs

• Antibiotics Policy 2025

• Force for Good, pages [58 to 61]

• Read the full reports on our website,

www.whitbread.co.uk

Human rights

• Human rights policy

• Workplace adjustment policy

• Diversity and inclusion policy

• Human trafficking positioning

statement

• Modern slavery statement

• Whitbread PLC Board

diversity policy 2024

• Force for Good, pages [58 to 61]

Privacy

• Customer privacy policy

Social matters

• Gender pay gap report

• Responsible sourcing policy

• Diversity and inclusion statement • Force for Good, pages [58 to 61]

• Diversity and inclusion commitments, page[54]

Description of principal risks and impact on business activity

• Principal risks and uncertainties, pages [64 to 69]

Description of the business model

• Business model, pages [4 and 5]

Non-financial performance indicators

• Our strategic framework, pages [17 and 19]

Diversity and

inclusion

As part of our Diversity and inclusion commitments, we are undertaking regular reviews of our policies across Whitbread to ensure they are inclusive, particularly

of under-represented groups. For further information, see page 54.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

CLIMATE-RELATED FINANCIAL DISCLOSURES

Our changing climate is undeniable,

withthe impacts felt in many aspects

ofdaily life across the world. From

traveldisruption to empty shelves in

supermarkets, it is increasingly clear

thatwe must do whatever is possible

tolimit global warming and to adapt

toa new way of living. The changes in

our climate, governments’ responses

tolimit oradaptto these, and our own

mitigationsin turn present both risks

and opportunities to our business.

The following pages provide an overview of these climate-related

risksand opportunities, and contain our responses to the 11 TCFD

disclosures, as well as the Companies Act 2006 requirements

(s414CAand CB).

Ensuring long-term

resilience in the face

of climate change

Image: Premier Inn Birmingham NEC

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Disclosure Where we cover this disclosure Pages

Alignment with

CFD or Companies

Act requirements

Governance: Disclose the organisation’s governance around climate-related risks and opportunities.

Describe the Board’s oversight of

climate-related risks and opportunities.

See “Embedding climate change into our governance structures and management”. This section

describes the Board’s oversight of climate-related issues, including the frequency with which

theBoard and other forums meet to discuss these issues, and how it considers, implements

andmonitors progress against goals and targets.

See pages [85]

(a)

Describe management’s

roleinassessing and managing

climate-related risks and opportunities.

See “Embedding climate change into our governance structures and management” and

“Ourapproach to climate risk management”. These sections describe management’s role in the

assessment and management of climate-related issues, including: assignment of climate-related

responsibilities; the associated organisational structure(s); processes by which management is

informed about climate-related issues; and how management monitors climate-related issues.

See pages [85]

and [88]

Strategy: Disclose the actual and potential impacts of climate-related risks and opportunities on the organisation’s businesses, strategy, and financial planning

where such information is material.

Describe the climate-related risks

andopportunities the organisation

hasidentified over the short, medium

and long term.

See “Principal climate-related risks and opportunities”. This section sets out what we consider to

be the relevant short, medium and long-term risks and opportunities, together with a description

of the specific climate-related issues potentially arising and their associated potential financial

impacts on our business. The processes used to determine which risks and opportunities could

have a material financial impact on our business are set out in the ‘our approach to climate risk’ section.

See pages [78–

83] and[75–77]

(d), (e), (f)

Describe the impact of climate-related

risks and opportunities on the

organisation’s businesses, strategy

andfinancial planning.

See “Results of the scenario analysis and impacts on our strategies”. This section describes

howclimate-related issues serve as an input to our financial planning process.

See “Our approach to climate risk management”. This section describes the time period(s) used

and how these risks and opportunities are prioritised. Climate-related scenarios were used to

inform the strategy and financial planning, which have also been described in this section.

See pages [84]

and[75–77]

Describe the resilience of the

organisation’s strategy, taking

intoconsideration different

climate-related scenarios,

includinga2°C orlower scenario.

See “Results of the scenario analysis and impacts on our strategies”. This section describes

howclimate-related issues serve as an input to our financial planning process.

See “Our approach to climate risk management”. This section describes the time period(s)

usedand how these risks and opportunities areprioritised.

See pages [84]

and[75–77]

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED

Whitbread PLC has complied with the requirements of UKLR

6.6.6(8)R by including climate-related financial disclosures consistent

with the TCFD recommendations and recommended disclosures.

We disclose the work we have undertaken to analyse the relevant

climate scenarios against each risk with the data available to us,

including the financial quantification of the potential impacts of

climate change under different climate scenarios. This is with the

exception of one thematic area, relating to customer demand, where

we have found that much of the data we rely on contains a wide

range of assumptions and consequent uncertainties. While we

continue to evolve our approach to the quantification of these risks,

we look forward to the development of market regulatory frameworks

that will establish more comprehensive datasets that, alongside

improvements in our own data and understanding, will help

improve our assessment of the resilience of our business under

each climate scenario. The climate-related financial disclosures

made by Whitbread PLC comply with the requirements of the

Companies Act 2006 as amended by the Companies (Strategic

Report) (Climate-related Financial Disclosure) Regulations 2022.

This Annual Report includes both financial and non-financial

information (NFI), which is prepared using a range of internal

andexternal frameworks that differ materially from those applied

tofinancial data and is based on estimates, assumptions and

third-party inputs. As a result, NFI is subject to uncertainty, may

notbe comparable across companies or periods, and is provided

for information only without liability except where such liability

cannot be limited under applicable law.

Ensuring long-term resilience

inthe face of climate change

continued

Disclosure Where we cover this disclosure Pages

Alignment with

CFD or Companies

Act requirements

Risk management: Disclose how the organisation identifies, assesses and manages

climate-related risks.

Describe the organisation’s

processes for identifying

and assessing

climate-related risks.

See “Our approach to climate risk management”.

This section describes our processes for identifying

and assessing climate-related risks, including

how we determine the relative significance of

climate-related risks.

See

page

[88]

(b), (c), (d)

Describe the organisation’s

process for managing

climate-related risks.

See “Our approach to climate risk management”.

This section describes our processes for managing

climate-related risks, including how we make

decisions to mitigate, transfer, accept or control

those risks.

See

page

[88]

Describe how processes for

identifying, assessing and

managing climate-related

risks are integrated into

theorganisation’s overall

risk management.

See “Our approach to climate risk management”.

This section sets out how our processes for

identifying, assessing and managing climate-related

risks are integrated into ouroverall risk management.

See

page

[88]

Metrics and targets: Disclose the metrics and targets used to assess and manage relevant

climate-related risks and opportunities where such information is material.

Disclose the metrics

usedbythe organisation to

assess climate-related risks

and opportunities in line

with its strategy and risk

management process.

See “Principal climate-related risks and

opportunities”. This section discloses the metrics

relevant to each of the four thematic areas. The

progress against these metrics can be found in

the ‘sustainability’ section of this Annual Report.

See

pages

[78–83]

(g), (h)

Disclose Scope 1, Scope 2,

and, if appropriate, Scope 3

greenhouse gas (GHG)

emissions, and the

relatedrisks.

See “Principal climate-related risks and opportunities”.

This section describes how our decarbonisation

poses both risks and opportunities, and disclose

the potential impact on the business. Within the

‘sustainability’ section of this Annual Report, we

update on progress this year against our Scope 1,

Scope 2 and Scope 3 GHG emissions.

See

pages

[78–83]

and

[59]

Describe the targets used by

the organisation to manage

climate-related risks and

opportunities, and

performance against targets.

See “Principal climate-related risks and opportunities”

This section describes our key climate-related

targets, in line with anticipated regulatory

requirements, market constraints and/or

othergoals.

See

pages

[78–83]

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Our approach to climate risk management

Our business model as owner operator,

together with our leading sustainability

programme, presents an opportunity to

build resilience by mitigating potential

risks,and, in doing so, transform them

intoopportunities.

This is our fourth TCFD report, and our

understanding of climate risk is now

sufficiently mature for our approach to

climate risk to be fully embedded within

ourcompany risk management framework.

Last year, for the first time we published the

results of the financial quantification of our

risks and opportunities, disclosed under

four thematic areas to allow us to quantify

interlinked risks and opportunities together.

Best practice suggests this quantification

should be updated at least every three

years, or sooner in the case of changes to

identified risks and opportunities, or to the

business’s likely exposure. As such, we have

only updated our quantification of the

policy, taxation and compliance thematic

area to reflect the annual updates to our

carbon emissions reduction model in light

of progress achieved and capital allocated

over the next 12 months.

Climate-related risks, along with other

sustainability-related risks, are monitored

and managed through relevant functional

risk registers as part of the wider risk

management framework. Risks, corresponding

mitigations and ownership for individual

risk management are all tracked through

this framework with regular interaction

between the Head of Sustainability and

Internal Audit. The Board has ultimate

responsibility for risk management and the

risks that we are willing to accept to achieve

our objectives, including risks related to

climate change. For more information about

our risk management framework, see page [62].

Timeframes

Our standard risk management

framework requires that appropriate

timeframes are applied, although the

overarching guidance is to consider

risks in the context of the Five-Year

Plan (see pages 14–15). Given that

climate-related risks are likely to

materialise over a longer period,

wehave considered risk review

timelines alongside strategy review

timelines and have categorised short,

medium and long term to mean the

followingtimeframes:

Short:

0–1

years (aligned to our

budgetcycle)

Medium:

1–5

years (aligned to our

Five-Year Plan)

Long:

5–15

years (aligned to our 2040

Scope 1 and 2 reduction targets)

Transition risks:

• Policy, regulatory and legal changes.

• Technology shifts.

• Changing market demand.

Typically managed by:

• Sustainability team monitors

legislative landscape and emerging

trends and advises the Executive

Committee and Board.

• Proposition, Brand and Property

teams manage our response.

• Supply Chain, Operations and other

departments implement requisite

changes.

Physical risks:

• Acute: event driven, e.g.

extremeweather or flood risk.

• Chronic: longer-term shifts in

climate patterns, e.g. sustained

higher temperatures.

Typically managed by:

• Safety and Security team

andRepairs and Maintenance team

manage this with support from

Operations.

• Network Planning and Propertyand

Construction teamfuture-proof our

estate.

• Supply Chain and Procurement

manage the impact onglobal

supply chains.

Climate risks are classified into two types:

The Sustainability team reviews existing

andemerging climate change regulatory

requirements, and cascades information

directly to relevant teams through

cross-functional risk management meetings.

For more information on our risk identification

and management process, see page [63].

Our Internal Audit team, responsible for risk

management, forms part of the internal

TCFD Steering Group and Working Group,

and, as such, is closely involved in the risk

assessment and analysis. For more

information, please see page [63].

See page 63 for more details on how we

manage risks

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED

Scenario analysis

With many possible warming trajectories

ahead of us, and much uncertainty in

howboth physical and transition risks will

present, scenario analysis is a critical tool

toquantify potential impacts of climate

change on our business.

This assessment allows us to derive a

probability-based projection of the position

that Whitbread would be in at or around

2050, or, where related to transition risks,

along the way to 2050 where costs are

incurred. Each risk was analysed using

threereference scenarios: 1.5

C, 2

C and

Cincrease by 2100. These scenarios were

selected in line with the TCFD guidance to

include a range of scenarios, including at

least one that results in 2

C or less of warming.

The different scenarios present avariety of

exposure levels to physical and transition

risks over different timescales with sufficient

granularity to effectively stress test strategy.

They are also aligned tothe reference scenarios

used by the Bank of England in its analysis

of the resilience ofthe financial system and

are applicable ina business context, presenting

a plausible range of possible trajectories.

We used outputs from an Integrated

Assessment Model (IAM) scenario analysis

tool to underpin our quantification, which

comprises a Computable General Equilibrium

(CGE) model, an energy transition model,

and an earth systems model. The IAM develops

scenarios based on constraining emissions

associated with different economic activities

to align with different temperature pathways,

which could result in sector and region-specific

macroeconomic shifts (e.g. changes in output,

costs, capital and labour). The IAM incorporates

a variety of robust, academic sources,

including the Global Trade Analysis Project,

and provides global coverage. Forphysical

risks, we have applied the Representative

Concentration Pathway (RCP; referring

toprojected future greenhouse gas

concentrations) 2.6 for Scenarios A and B

and RCP 8.5 for Scenario C. The modelling

assumes that transitioning to a lower-carbon

economy will require significant changes to

the global economy, and economic activity

will change over time in different sectors

and geographies as policy and legal

developments, technological developments,

and market and reputational developments

take place. The analysis allows for consideration

of the potential size, shape and scope of

transition risks and opportunities that may

occur as a result, including, for example,

changes to market performance leading

todemand shifts, driving revenue change;

changing commodity costs due to supply

and demand shifts; and increasing carbon

taxation, representing government action to

disincentivise emissions-intensive activities.

The Group’s modelling is based on the

current estate size and future growth

targets, taking into account expected

economic growth. The annual financial

impact of the risks and opportunities

isdiscounted to present value using the

Group’s weighted average cost of capital

toarrive at an annualised discounted cash

flowimpact.

Overview

Urgent global policy response

delivering net zero emissions

by2050 and in line with Paris

Agreement ambition.

Assumptions

Rapid shifts in energy generation,

consumer behaviours and

technological innovation.

Impact

Physical risk increases are limited,

but transition risks are high.

Overview

Implementation of stated climate

policies and commitments without

further action beyond this.

Assumptions

Global and national institutions

work towards but makeslow

progress in achieving UN

Sustainable Development Goals.

Impact

Medium levels of physical and

transition risks in the short term, with

increasing physical risks over time.

Overview

No further global policy action is

taken on climate change, and even

current obligations are not met.

Assumptions

Emissions continue to grow. Severe

and frequent extremeweather.

Impact

Physical risks grow significantly

over time, buttransition risks

arelow.

Scenario A:

1.5°C by 2100

Scenario B:

2°C by 2100

Scenario C:

4°C by 2100

Climate scenario parameters

Our approach to climate risk management continued

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

We have used each scenario to understand

how our principal risks and opportunities

present under the different parameters.

Aspart of this process, we have assessed

strategies that may be affected by

climate-related risks and opportunities,

howthose strategies may change as a

result, and associated impacts on financial

performance. However, it is of course

impossible to encapsulate all potential

future pathways with a limited suite of

defined scenarios, and the true pathway

may unfold outside the ranges considered.

We have hotel operations within the UK,

Ireland and Germany, and the three countries

are considered to have similar riskprofiles

regarding the relevant (environmental)

legislative and geographical make-up of

these markets. Therefore, the differences

are neither material nor relevant when

assessing climate-related risks and

opportunities at anoverall business

leveland, equally, we do not believe that

climate-related risks and opportunities

canor should be broken down by regions

within each country. We also have franchised

operations in the Middle East, but due to

the very small size of the business in the

region, and as we hold a minority stake

inthe franchise, we have deemed it not

relevant to include what would be very

different risk profiles within this report, and

have focused on our wholly owned operations

only. The Group only operates branded

restaurants in the UK. Noting the nature of

our hotel and restaurant operations, similar

risks exist across both, and where there are

specific significant risks faced by one of

those sectors compared to the other, these

are limited and identified in the following

riskassessment.

Principal climate-related risks and opportunities

This section presents our principal

climate-related risks and opportunities,

grouped by thematic area todemonstrate

the tight interlinkages between risksand

opportunities; a risk may pose a potential

cost to the business, but this cost may then

be reduced by a mitigant or by capitalising

on a corresponding opportunity.

These risks were considered most significant

once current mitigating activity was considered;

potential further activities to mitigate the

residual risk were also identified through

this process.

The list of risks and opportunities assessed

has not changed from last year. As well as

identifying climate risks and opportunities

via our Company risk management processes,

we also conduct a peer benchmarking

exercise, reviewing all risks and opportunities

disclosed by other hospitality companies

and by our FTSE 100 peers. The results

ofthis comprehensive exercise are then

discussed by our TCFD Working Group,

toconsider relevance and materiality for

our business. This year, this exercise did

notbring forward any new risks or opportunities

that were considered material for our business,

and as such, our list has remained the same

from last year.

Image: Premier Inn Margate

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED

Principal climate-related risks and opportunities continued

Customer demand

Description and context Opportunities Metrics and targets

Description

Climate change impacts consumer preferences

because it raises environmental awareness,

prompting individuals to seek products and

services that minimise their ecological footprint.

As people become more conscious of their

climate impact, they prioritise businesses that

demonstrate sustainability and responsibility,

influencing their purchasing decisions across

various industries, including hospitality.

Context

As awareness of environmental issues grows,

customer demand for sustainable and eco-friendly

hospitality offerings may affect demand for

traditional offerings.

• The transition to a low-carbon economy is likely

to benefit the services sector, as sectors that

are generally less carbon intensive (such as the

services sector) could see an opportunity

resulting from the transition. This is due to

relatively small increases in typical costs

compared to carbon-intensive sectors. In

addition, over time, as costs associated with

emissions-intensive activity increase, this could

cause a shift in global activity towards the UK

and other decarbonised economies.

• There may also be an increase in leisure

customers who are choosing to holiday locally,

either because of climate concerns or because

of increased costs associated with overseas travel.

• As more businesses require more from their

providers in order to meet their sustainability

targets, being seen as a leader in sustainability

will help attract customers.

Relevant targets:

• Reach Net Zero by 2050

• Reduce Scope 1 and 2 emissions by 84.1%/m

by 2030, and by 99.6% by 2040

from a FY16/17 baseline

• FY26 results: 63% reduction per m

(FY25 results: 61.5% reduction per m

)

• Reduce non-FLAG Scope 3 emissions by 58.1%/m

by 2030, and by 90% by 2050,

from a FY18/19 baseline

• FY26 results: 38.1% reduction per m

in non-FLAG Scope 3 emissions

(FY25results: 35.7% reduction per m

)

• Reduce Scope 3 FLAG emissions by 36.4% by 2030

• FY26 progress: 40.2% reduction (FY25 results: 32.5% reduction)

Metrics:

• Number of EV chargers and % sites with EV charging facilities

• FY26 results: 134 chargers (excluding legacy chargers) available; 105% sites

with charging facilities (FY25 results: not available)

• Number and percentage of low-carbon rooms across our estate

• FY26 results 2,200 low-carbon rooms (2.3% of total rooms) (FY25 results: 1,500 rooms)

Risks Mitigation Quantification

• Less consumer business travel/in-person

conferences due to desire by businesses

toreduce carbon emissions associated

withtravel.

• Climate awareness leads to customers

choosing more sustainable options for

foodand accommodation.

• Our Force for Good programme and

its≈communication to customers.

• Dynamic pricing strategy in place to

respond≈to changes in customer demand.

• Evolving our guest offer including our F&B

product range to remain at the forefront of

emerging customer behaviours and demands.

• As our emissions will be accounted for within

business customers’ Scope 3 footprint, our

decarbonisation programme will help ensure

we are a priority choice for customers with

stretching Scope 3 targets.

Whilst initial modelling shows that the sector and regions in which we operate are

likely to benefit from the transition to a low-carbon economy, there isa high level

of assumption and judgement used within these calculations and therefore the

disclosure of a more precise quantification would not provide additional information.

Our initial modelling is demonstrating that the hotel sector in the markets in which

we operate may see an opportunity resulting from the transition. This is due to

relatively small increases in typical costs compared to carbon-intensive sectors.

Assumptions

As above, the 1.5°C and 2°C scenarios we have used for our analysis assume that transitioning to a lower-carbon economy will require significant changes to the global economy, and

economic activity will change over time in different sectors and geographies. The modelling makes evidenced assumptions regarding how emissions may be reduced through different

sectors in the economy, based on external data sources and assumed policy/technology instruments. The 1.5°C scenario assumes a fast adoption and a significant reduction in demand

for less sustainable, carbon-intensive products and services. As a result, in the medium and longer-term timeframes, we assume consumers will increasingly move away from

non-sustainable products.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Policy, taxation and compliance

Description and context Metrics and targets

Description

Climate change will prompt governments to enact policies

aimed at mitigating itseffects. This can include implementing

carbon taxes to reduce greenhouse gasemissions.

Additionally, governments may choose to offer tax incentives

forbusinesses that adopt eco-friendly practices or invest in

renewable energy. Such policies aim to incentivise sustainability

and combat climate change on a broader scale.

This may lead to increased regulatory and compliance burden.

Context

In the transition to net zero, there will be an array of voluntary

and mandatory regulations, with which the Group may need to

comply. The greatest impact is expected from carbon pricing

mechanisms, which are being introduced across jurisdictions

to≈encourage decarbonisation. In addition, there is a possibility

that

suppliers may face increased taxes, which are passed on

in≈the cost of goods supplied.

Relevant targets:

• Reach Net Zero by 2050

• Reduce Scope 1 and 2 emissions by 84.1%/m

by 2030, and by 99.6% by 2040 from a FY17 baseline

• FY26 results: 63.0%/m

reduction (FY25 results: 61.5% reduction per m

)

• Reduce Scope 3 non-FLAG emissions by 58.1%/m

by 2030, and by 90% by 2050 from a FY19 baseline

• FY26 results: 38.1%/m

reduction (FY25 results: 35.7% reduction per m

)

• Reduce Scope 3 FLAG emissions by 36.4% by 2030 from a FY19 baseline

• FY26 results: 40.2% reduction (FY25 results: 32.5% reduction)

• Reduce water consumption by 20% per sleeper by 2030

• FY26 results: 18% reduction per sleeper (FY25 results: 14.2% reduction)

Metrics:

• Average carbon, water and waste per occupied room:

• FY26 results: 3.4KG CO

e per occupied room (note this data is for Jan - Dec 2025 instead of Mar 2025 - Feb 2026)

(FY25 results: Not available)

• FY26 results: 211 litres water per occupied room (note this data is for Jan - Dec 2025 instead of Mar 2025 - Feb 2026; also

note this figure includes water use in outsourced laundry which is not included in our water target) (FY25 results: Not available)

• FY26 results: 1.1kg waste per occupied room (note this data is for Jan - Dec 2025 instead of Mar 2025 - Feb 2026;

also note this data excludes restaurants) (FY25 results: Not available)

• Number of hotels receiving BREEAM Excellent and number of hotels receiving EPC A

• FY26 results: 1 hotel with BREEAM Excellent (50%) and 2 hotels with EPC A (100%) (FY25 results: 3 certified

BREEAM Excellent (43%); 7 certified EPC A (100%))

Risks Mitigation Quantification

• Tax on carbon or increased carbon pricing throughout the

value chain increases costs.

• There is a chance of increased assurance and compliance costs.

• We may see increased supply chain costs due to suppliers

passing their increased costs from their own net zero

transition down to us.

• The introduction of higher energy efficiency standards may

require buildings to be upgraded in order to be compliant.

• There is a potential reputational impact of failure to meet our

public climate change commitments.

• Switching to low-carbon energy

sources and renewables and

implementing efficiency measures

across the Group’s operations.

• Considering climate implications when

making purchasing decisions.

• Our ability to vary our pricing in

response to cost increases.

• Targets to reduce our own emissions will

minimise exposure to taxation oncarbon.

The quantification represents the modelled cost of carbon taxes based

onanticipated carbon prices and the Group’s Net Zero Transition Plan.

Short Medium Long

4°C scenario

2°C scenario

1.5°C scenario

Under all scenarios, there is no impact in the short-term horizon as it will take

time to introduce policy. We expect a low impact in the medium to long term

from the introduction of a carbon tax, as our Net Zero Transition Plan means

that Scope 1 emissions will be reduced over this period.

Assumptions

The model assumes the 2024/25 emissions mix and markets remain static over the reporting period with emissions growth rate in line with 2025/26 target growth rates. A carbon price

has been applied to the Group’s Scope 1 emissions.

The underpinning scenarios make evidenced assumptions regarding how emissions may be reduced through different sectors in the economy, based on external data sources and assumed

policy/technology instruments. In order to facilitate emissions reductions under 1.5°C and 2°C pathways, we assume the introduction of a carbon price. As a result of this carbon price, there

could be an increase in costs associated with fossil fuels, leading to the energy system adapting to lower-emission sources such as renewables and away from fossil fuels.

We assume the cost increases are not passed on to customers through increased prices.

Quantification results key:

Discounted cash flow impact

Not relevant

<£20m

£20m–£40m >£60m

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED

Principal climate-related risks and opportunities continued

Investment in carbon reduction solutions

Description and context Opportunities Metrics and targets

Description

Climate change necessitates more stringent

building standards to enhance energy efficiency

and resilience. With rising temperatures, buildings

must withstand heatwaves while minimising

energy consumption. This entails adopting

advanced insulation, efficient HVAC systems,

and≈renewable energy sources.

Context

To align with global climate goals and to achieve

environmental targets, we will need to invest in the

identification and implementation ofefficiency

measures, switching to renewable sources of

energy and decarbonising across theestate.

• Improving the fabric and operational efficiency

of our buildings to mitigate increased

operating costs.

Relevant targets:

• Reduce Scope 1 and 2 emissions by 84.1%/m

by 2030, and by 99.6% by 2040

from a FY17 baseline

• FY26 results: 63.0%/m

reduction (FY25 results: 61.5% reduction per m

)

• Reduce Scope 3 non-FLAG emissions by 58.1%/m

by 2030, and by 90% by 2050

from a FY19 baseline

• FY26 results: 38.1%/m

reduction (FY25 results: 35.7% reduction per m

)

• Reduce Scope 3 FLAG emissions by 36.4% by 2030 from a FY19 baseline

• FY26 results: 40.2% reduction (FY25 results: 32.5% reduction)

Metrics:

• Number and percentage of low-carbon rooms across our estate

• FY26 results >2,300 low-carbon rooms (2.3% of total rooms) (FY25 results: 1,500 rooms)

• Number of hotels receiving BREEAM Excellent and number of hotels receiving EPC A

• FY26 results: 1 hotel with BREEAM Excellent (50%) and 2 hotels with EPC A (100%)

(FY25 results: 3 certified BREEAM Excellent (43%); 7 certified EPC A (100%))

Risks Mitigation Quantification

• Meeting net zero targets and climate-related

legislation requires investment in new technology

and the upgrade of buildings. The replacement

of assets may require the impairment of

existing book values.

• We are reliant on third parties, local

government and broader infrastructure to

meet our targets, e.g. capacity of the grid

to≈supply the additional energy required

forelectrification.

• Maintaining both short and long-term

investment plans with clear connection

between these plans and our sustainability

targets and commitments.

• Replacing assets at the end of their life,

aligning expenditure with ongoing

maintenance capex cycle.

• Fostering partnerships and relationships

andsupporting our suppliers to help us

meet≈our objectives.

The quantification represents the gross discounted capex costs of investing

inretrofitting the Group’s estate.

Short Medium Long

4°C scenario

2°C scenario

1.5°C scenario

In all scenarios, long-term investment is required to replace end-of-life assets with

more efficient solutions; however, the longer-term impact is offset by reduced

energy spend as a result of increased building efficiency.

Assumptions

We will invest in new solutions as existing assets need replacement at all sites to meet our long-term (2040) Scope 1 and 2 emissions reduction target, replacing all gas equipment

in≈hotels and restaurants with technology that can be powered by renewable electricity, including air-source heat pumps and immersion heaters.

We will meet our 2030 SBTi-accredited target to reduce emissions.

No further investment, in addition to our Net Zero Transition Plan, will be required to conform with changes to laws and regulations.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Extreme weather events

Description and context Opportunities Metrics and targets

Description

Climate change has increased the frequency of extreme weather events

byaltering atmospheric conditions.

Prolonged periods of extreme temperatures may strain heating and cooling

systems, impacting guest comfort and increasing energy costs. Rising sea

levels can threaten coastal hotels with flooding and erosion. Additionally,

water stress may lead to reduced water availability.

Context

There is a risk to both revenue and the supply chain of increased severe

events. Revenue would be impacted through sites being unable to trade

orcustomers being unable to travel due to extreme heat, flooding, wildfires

or snow/rain. There may be additional damage to sites impacted by these

events. In addition, the availability of products in the supply chain could be

impacted by severe weather affecting product availability and input prices.

• Higher temperatures result in certain

locations becoming more desirable

asleisure destinations, leading to

increased leisure guests from the

UKand abroad.

Relevant targets:

• Reduce water consumption by 20% per sleeper by 2030 from

aFY19/20 baseline

• FY26 results: 18% reduction per sleeper

(FY25 results: 14.2% reduction)

Metrics:

• Average water use per occupied room (note this data is for

January - Dec 2025 instead of March 2025 - Feb 2026; also

note this figure includes water use in outsourced laundry

whichis not included in our water target)

• FY26 results: 211l per occupied room (FY25 results: not

available)

• Further metrics relating to impacts of extreme weather

areunder development.

• Percentage water reduction per sleeper

• FY26 results: 17.6% reduction per sleeper

Further metrics relating to impacts of extreme weather are

underdevelopment.

Risks Mitigation Quantification

• Flooding, storms, droughts, etc. lead to sites being unable to trade either

due to direct disruption or disruption of critical services. The supply

chain may be impacted bynon-availability of goods.

• Severe weather may impact guest visits/stays leading to cancellations.

• An increased use of energy for heating and cooling leads to greater costs

tothebusiness.

• There may be losses from assets located in high flood risk zones.

• Incorporating climate change

factorsinto design of new sites,

refurbishment programmes and

maintenance capex programmes.

• Adopting resilient building designs

and sustainable practices can

mitigate these risks.

• Ensuring appropriate insurance

canalso mitigate the risks posed

byextreme weather.

The quantification represents the expected combined cost of

asset damage and business interruption as a result of extreme

weather events.

Short Medium Long

4°C scenario

2°C scenario

1.5°C scenario

In general, the level of risk to sector assets in both the UK and

Germany is low. Of all hazards considered, only coastal inundation

in the UK could become moderate towards the end ofthe timeframe

provided. The risk is higher in RCP 8.5 than in RCP 2.6.

Assumptions

Due to the geographic spread of our assets, the impact of extreme weather events has been modelled using country level assumptions in the UK and Germany. We intend to further

develop these scenarios based on the specific location of our estate in future years.

Quantification results key:

Discounted cash flow impact

Not relevant

<£20m

£20m–£40m >£60m

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED

Principal climate-related risks and

opportunities continued

Results of the scenario analysis

and impact on our strategies

Overall, we do not believe the impact of

climate change will be material for our

business over the short or medium term,

and we believe that our current strategies

are resilient.

The results of the analysis indicate that the

highest short-term price and cost changes

can be expected under the early, smooth

transition climate scenario in association

with a near-term transition to a low-carbon

global economy.

Transitioning to net zero will require significant

investment in our estate over the medium

and long term, but this will also mitigate

other risks and drive a number of benefits

through, for example, reduced carbon

taxation and higher customer demand.

Overthe longer term, impacts are harder

toidentify due to the timeframes and

nature of risks, but at this point, we do not

believe the impact of climate change will be

material, at least over the initial years of this

period. This materiality is not the same as

financial statement materiality as set out

onpage [153].

At the time of analysis, not all value drivers

identified for individual risks could be modelled

robustly using existing datasets. For this

reason, we have not disclosed the results of

the quantification for the customer demand

thematic area. We remain committed to

reviewing and improving our TCFD climate

scenario analysis work over time, and updating

it at least every three years, as per the

CFDrequirements.

While our climate disclosure is an annual

process, we continually use the results,

alongside any evolution in knowledge or

understanding of climate change, its impacts,

and potential mitigants to monitor and test

the resilience of our strategies to these risks

and opportunities. This cross-functional

process, taking into account the mitigating

activity already ongoing, has confirmed that

there is no immediate concern; additional

mitigants have been identified and strategies

adapted where necessary. As technology

evolves, and knowledge and understanding

grow both within the business and outside,

new opportunities to mitigate risks arise

and must be considered. For example, this

year we have begun a process to achieve

sustainability certification in Germany,

tomeet customer demand.

Our Climate Transition Plan, currently being

updated, mitigates a number of risks, and is

integrated into our strategy and Five-Year

Plan. The business’s structure, with direct,

centralised control of its operations, makes

us well placed to react rapidly to any

emerging risks or opportunities to ensure

the best possible outcomes. We are also

preparing to align with ISSB and SRS

reporting requirements, including the

necessary data collection structure.

Image: Premier Inn Margate

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Embedding climate change into our governance structure and management

Effective corporate governance is critical to executing our strategy and delivering

for all our stakeholders. Our governance of climate and sustainability-related

matters reflects our commitment to strong leadership and oversight by senior

management and the Board, ensuring that there are strategies in place which

are resilient to climate-related risks.

Governance

Whitbread PLC Board

See pages [X]

• Oversees climate and sustainability governance, and ensures strategies are resilient to climate risk.

• Considers sustainability when reviewing and guiding strategy, major plans of action, risk management policies, annual budgets and business plans,

as well as setting the organisation’s performance objectives.

• Held ten meetings in 2025/26; at five of these, General Counsel presented an update that included sustainability matters where relevant.

• Head of Sustainability has attended two of these meetings to take the Board through key strategic priorities, e.g. transition to net zero.

Audit Committee

See pages [X]

• Sustainability included as part of Audit Committee’s risk management process.

• Held four meetings in 2025/26, and discussed TCFD at one of these.

• Reviews and approves TCFD disclosures

Nomination Committee

See pages [X]

• Ensures that the composition of the Board reflects the necessary balance of skills, knowledge and experience, including those relevant

forsustainability.

Remuneration Committee

See pages [X]

• Ensures that ESG is adequately reflected within our reward structures and monitors performance of senior management against these key

performance indicators (KPIs).

• In 2025/26, ESG measures formed part of the Chief Executive and Chief Financial Officer’s Annual Incentive Scheme as well as part of the Annual

Incentive Scheme for other senior Whitbread employees, e.g. Executive Committee members.

• ESG measures are also incentivised both through individual objectives and through the WINcard. The WINcard applies to all Whitbread employees,

ensuring a focus on specified ESG matters throughout the Company.

• The WINcard for 2025/26 includes KPIs related to the Group’s carbon reduction target from both an operational level and Support Centre level.

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Management

The Executive Committee

See pages [X]

• Has oversight for managing our sustainability, which encompasses climate-related issues, including formulating, implementing and monitoring

strategy (including resilience to climate-related risks), major plans of action, risk management policies, annual budgets and business plans, as well

as setting the organisation’s performance objectives.

• Clare Thomas, General Counsel, is a member of the Executive Committee and has responsibility for the Group’s sustainability programme,

Forcefor Good.

• During the past financial year, the Head of Sustainability presented two updates to the Executive Committee.

Sustainability Steering

Committee

• A multi-disciplinary group, responsible for overseeing the Company’s response to sustainability risk, opportunity and communication and

providing oversight, co-ordination and delivery of key programmes and initiatives, as approved by the Executive Committee. Meeting quarterly,

the Committee develops recommendations for our response to emerging risks, opportunities and legislation. The SSC is chaired by the General

Counsel and has representation from Finance, Investor Relations, HR, Operations, Brand, Property and Procurement, including five representatives

of the Executive Committee.

Sustainability team

• Led by the Head of Sustainability, Megan Adlen, the team is responsible for setting the overarching sustainability strategy including targets,

designing the framework to deliver our ESG programme, embedding processes across the business where it can make the most difference and

supporting internal stakeholders to deliver against these targets.

• The team also oversees our corporate sustainability disclosures, including in response to TCFD, and monitors climate-related issues. The Head

ofSustainability reports directly to the General Counsel, ensuring consistency with how we apply our climate programme across the individual

brands and ensuring accurate and timely monitoring of climate-related issues. Find out more in our ESG report 2025/26 [LINK]

TCFD Steering Group

• Chaired by the Chief Financial Officer with representation across various functions in the business and meets at least annually.

• Provides oversight and drives implementation of the TCFD recommendations and wider climate strategy, working with subject matter experts

tooversee the mitigation of risks and opportunities.

Risk Working Group

See pages [X]

• Supports the Executive Committee by reviewing the methodology for identifying and assessing both emerging as well as principal risks,

includingclimate-related risks, and reporting on the approved position. The General Counsel is member of this group.

Functional delivery of our

sustainability programmes

• Responsibility for delivering our sustainability strategy, which is closely integrated into wider business strategy, is embedded across functions

within the Group. Our sustainability targets and requirements are managed and shared across relevant business functions, as appropriate,

toensure successful implementation.

CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED

Embedding climate change into our governance structure and management continued

STRATEGIC REPORT

Whitbread PLC Annual Report and Accounts 2025/26

Our metrics and targets

Measuring our progress

towards our diverse

sustainability programme

is key to ensuring its

success. This year, we

have undertaken a

collaborative process

toidentify a more

comprehensive suite of

metrics – beyond those

reported against our

sustainability targets.

We have a number of publicly stated

targets that are directly relevant to our

management of climate risk, including our

SBTi-validated emissions reduction targets,

food waste target and water reduction

target (see page [x] and see our ESG

report). We also set annual internal targets

in order to build a delivery plan and ensure

that progress against longer-term goals is

tracked. These are then incorporated into

both individual and Company-wide annual

objectives, which, in turn, are captured

within the Group’s remuneration policies.

Progress against targets is reported annually

to the Board and through the Annual Report

and can be found on page [x]. All our targets,

programmes of implementation and progress

against them, including assurance statements,

are outlined in our ESG report. Our reporting

is aligned with the requirements of the

Sustainability Accounting Standards Board

(SASB). Key metrics are independently

assured to the ISAE 3000 standard, in

compliance with ISQM (UK) 1. For information

on the metrics and targets directly linked

tothe identified climate related risks and

opportunities, please see the table of principal

climate-related risks and opportunities on

pages [x].

Over the past year, we have been refining

our climate-related metrics, and will

continue to improve these and the data

behind them. As part of this process, we

have also removed targets and metrics

which are less directly related to the risks

and opportunities discussed, such as food

waste; although relevant, there are more

pertinent measures to use.

A number of the risks and opportunities

that we have identified are in fact broader

sectoral risks and are better suited to monitoring

through market-level changes or ad hoc

studies. In these cases, corporate-level

metrics would not provide useful insights

on the specific climate-driven trends.

Theseinclude:

• The risk that there will be less consumer

business travel or in-person conferences

due to businesses’ desire to reduce

carbon emissions associated with travel.

This will be better monitored through ad

hoc travel studies; due to a number of

factors influencing business travel rates

and the leisure/business travel split,

identifying the impact just of climate

change would not be possible from

corporate-level data.

• The risk of increases in supply chain costs

due to suppliers passing their increased

costs from their own net-zero transitions

down to us. Climate-driven increases will

not be identifiable from other increases,

such as those driven by increases in inflation,

labour costs, taxation energy costs etc.

• The risk relating to our reliance on third

parties, local government and broader

infrastructure to meet our targets. While

we can ensure we take any opportunities

to engage with government, industry and

partners, the impacts of this are

challenging to monitor.

• Higher temperatures result in certain

locations becoming more desirable as

leisure destinations, leading to increased

leisure guests from the UK and abroad.

While we can monitor the trends in

occupancy at sites dominated by leisure

travel, pinpointing the impacts of climate

change on this will not be possible from

corporate data alone and will require

industry-wide insights.

We have also identified one priority area for

development: impacts of severe weather on

guest visits/stays leading to cancellations or

disruption to trading. While this can currently

be assessed on an ad hoc basis, we do not

have continuous monitoring in place, and

will look to develop this further as a priority

over the coming year.

Our full assurance statement can be found

onpage [x]

Read our ESG report online

www.whitbread.co.uk

Image: Hub by Premier Inn Snowhill

STRATEGIC REPORT

Image to be updated

Whitbread PLC Annual Report and Accounts 2025/26

CORPORATE GOVERNANCE AT A GLANCE

Corporate governance

ataglance

During the year, we were fully compliant

with the provisions of the 2024 UK

Corporate Governance Code (the Code).

Highlights 2025/26

• Appointment of new

Chair,Christine Hodgson,

inSeptember2025

• Appointment of new Audit

Committee Chair, Jonathan

Howell, in January 2026

• Board gender diversity at [xx.x%]

• Conducted a comprehensive

internal Board evaluation. Read

more on pages [x] and [x].]

• Speaking Out policy updated

inApril 2025

Priorities for 2026/27

• Continue full compliance with the

new UK Corporate Governance

Code 2024

• Support and oversight of the

growth of the business both in

the UK and internationally

• Review and act on the

recommendations from the

internal Board evaluation.

Readmore on page [•]

In this section

[•] Chair’s governance report

[•] Corporate governance statement

[•] Board leadership and company purpose

[•] Division of responsibilities

[•] Board of Directors

[•] Executive Committee

[•] Composition, succession and evaluation

[•] Nomination Committee report

[•] Audit Committee report

[•] Remuneration Committee report

[•] Remuneration at a glance

[•] Directors’ remuneration policy

[•] Annual report on remuneration

[•] Directors’ report

[•] Directors’ responsibility statement

[•] Independent limited assurance report

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

Board tenure

The length of time each of the directors

hasserved on the Board at the date of the

report is shown below.

Board and Committee meeting attendance

Christine

Hodgson

Kal

Atwal

Horst

Baier

Frank

Fiskers

Richard

Gillingwater

Jonathan

Howell

Karen

Jones

Hermant

Patel

Dominic

Paul

Shelley

Roberts

Cilla

Snowball

Board 6/6 10/10 10/10 10/10 9/10 3/3 10/10 10/10 10/10 10/10 10/10

Audit

4/4 4/4 0/0 4/4 4/4

Nomination 2/2 4/4 4/4 4/4 4/4 1/1 4/4

4/4 4/4

Remuneration 3/3 5/5

5/5 4/5

5/5

Not a member of the Committee.

Board focus areas

The chart below demonstrates the

proportion of the Board’s time spent

ineach area.

Gender diversity

The chart below shows the gender

splitofthe Board.

Board experience

The Board comprises directors with a broadrange of skills and experience. The chart below

provides an overview of the experience around the Board table.

Competencies

Christine

Hodgson

Kal

Atwal

Horst

Baier

Frank

Fiskers

Richard

Gillingwater

Jonathan

Howell

Karen

Jones

Shelley

Roberts

Cilla

Snowball

CEO of a listed PLC/

P&L Delivery

CFO of a listed PLC

Direct Hospitality/

Travel/leisure sector

Digital/Technology/

Infrastructure

Cyber

Retail /Consumer

brand

Property

International

Mergers & Acquisitions

Commercial

procurement

ESG, Sustainability

Ethnic diversity

The chart below shows the ethnic diversity

of the Board.

Continue to grow and innovate in the UK 21%

Focusing on our strengths

to grow in Germany 7%

Enhancing our capabilities

to support long-term growth 6%

People and pay 6%

Strategy 26%

Financial and reporting 17%

Governance, sustainability and risk 18%

Women 5 45%

Men 6 55%

White British

(including minority

White groups) 9 89%

Asian/Asian

British 2 11%

Please see page [•] for details of key agenda

items that were covered at the Board

meetings during the period.

Christine Hodgson

Kal Atwal

Horst Baier

Frank Fiskers

Richard Gillingwater

Jonathan Howell

Karen Jones

Hemant Patel

Dominic Paul

Shelley Roberts

Cilla Snowball

0 1 2 3 4 5 6 7 8 9 10

1 Christine Hodgson joined the Board in September 2025.

2 Jonathan Howell joined the Board in January 2026.

3 The one meeting Richard Gillingwater missed was due to a prior commitment.

Years

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

Ensuring consistent,

effective governance

oversight

“The Board remains focused on generating

long term stakeholder value through

strong and effective governance.”

Christine Hodgson

Chair

CHAIR’S GOVERNANCE REPORT

I am pleased to present

thisyear’s Board report on

theCompany’s compliance

withthe UK Corporate

Governance Code.

The Board promotes an open culture that

supports transparent and constructive

interaction between management and

Non-Executive Directors. High quality

decision-making continues to be underpinned

by the standard of Board and Committee

papers, together with the breadth of knowledge,

skills and experience of our directors. This is

strengthened by an open and transparent

culture that enables rigorous debate and

effective oversight. Inreaching its decisions,

the Board remains focused ondelivering

the Company’s key strategic priorities while

maintaining a clear understanding of the

impact of those decisions on our stakeholders.

At Whitbread, we remain committed to

ensuring that our actions reflect our culture,

values and long term strategic ambitions.

We recognise that strong corporate governance

is fundamental to achieving this alignment.

Each year, the Board conducts an internal

assessment of the Company’s compliance

with the Code. I am pleased to report

thatwe have been fully compliant with

allprovisions for the reporting period.

Inthefollowing sections, we describe

howwe have applied the principles

oftheCode during the year.

At the 2025 annual general meeting,

ChrisKennedy chose not to stand for

re-election and stepped down from the

Board. In September, Adam Crozier also

stood down from the Board, both as a

director and as Chair. I was appointed

asChair of the Board in September

andJonathan Howell was appointed

asanon-executive director andChair

oftheAudit Committee in January.

An internal effectiveness review of the

Board and its Committees was undertaken

during the year. The process involved two

stages: aquestionnaire and individual

discussions with each director. Each director

provided feedback on the performance of

the Board and the Committees on which

they serve. The reports were subsequently

presented tothe Board andrelevant

Committees for discussion inMarch 2026.

The effectiveness review concluded that

theBoard continues to operate effectively

and that its Committees perform their roles

diligently, working cohesively within the

broader governance framework. Further

detail on the findings and progress made

against actions from the previous year’s

review can be found on pages [•] and [•].

Inaccordance with the Code, the next

Board review will also be internally facilitated.

The Board acknowledges its collective

responsibility for engaging with stakeholders

and ensuring that their views and interests

are considered in its decision making processes.

Additional information on our stakeholder

engagement activities can befound on

pages [•] to [•].

Christine Hodgson

Chair

29 April 2026

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

CORPORATE GOVERNANCE STATEMENT

The UK

Corporate

Governance

Code 2024

The UK Corporate Governance

Code 2024 is the standard

against which we measure

ourselves. It is issued by the

Financial Reporting Council

(FRC) and is available to view

onits website, www.frc.org.uk.

Further information on our compliance with the Code

can be found in the table on the right:

On page [•], we have reported on the experience of

the members of the Board and how the discussions

atthe Board meetings this year were focused on

improving shareholder value and contributing to wider

society. There is detail on the Board’s engagement

with all its stakeholders, including the Company’s

major shareholders. You will also find information

onhow the Board lays out its strategy and sets the

Company up for long-term sustainablesuccess.

On page [•] we outline the responsibilities of the

Chair; these are different from the role of the Chief

Executive. We also provide details on the matters

reserved for the Board and the matters that are

delegated to the Executive Committee. On pages [•]

to [•], we have introduced the Board to you and

provided details on the skills and experience of

thedirectors.

Section 1 – Board leadership and

Company purpose

Section 2 – Division of responsibilities

See page

A Effective and entrepreneurial board

to promote the long-term

sustainable success of the company,

generating value for shareholders

and contributing to wider society.

Ensure necessary resources, policies

and practices are in place

[•]

B Purpose, values and strategy with

alignment to culture

[•]

C Governance reporting should

highlight key board decisions and

their impact on the company’s strategy

[•]

D Effective engagement with

shareholders and stakeholders

[•]

E Consistency of workforce policies

and practices with the company’s

values to support long-term

sustainable success

[•]-[•]

See page

F Leadership of the board by

thechair

[•]

G Board composition and

responsibilities

[•]

H Role of non-executive directors [•]

I Company secretary, policies,

processes, information, time

andresources

[•]-[•]

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

You will find details of the composition, roles and

responsibilities and the work of the Nomination

Committee, which met four times during the year,

together with a summary of its activities during the

year on pages [•] and [•].

We have provided a summary of the internal Board

effectiveness review carried out this year, as required

by the Code.

Pages [•] to [•] contain a letter from Jonathan Howell,

Chair of the Audit Committee, which met four times

during the year, and provide an introduction to the

composition, roles and responsibilities of the Committee,

together with information on the key topics discussed

during the year. This section also covers details on

decision-making in line with the recommendations

provided by the Financial Reporting Council (FRC).

On pages [•] to [•], Frank Fiskers, Chair of the

Remuneration Committee, which met five times

during the year, presents the remuneration report.

The report sets out in detail the key decisions made

by the Committee during the year and provides

comprehensive disclosures on executive pay and

thelinkage to the Company’s strategic goals.

Section 3 – Composition,

successionand evaluation

Section 4 – Audit, risk

andinternalcontrol

Section 5 – Remuneration

See page

J Board appointments and succession

plans for board andsenior

management and promotion

ofdiversity

[•]

K Skills, experience and knowledge

ofboard and length of service

ofboard as a whole

[•]

L Annual evaluation of board and

directors and demonstration of

whether each director continues

tocontribute effectively

[•]-[•]

See page

M Independence and effectiveness of

internal and external audit functions

and integrity of financial and

narrative statements

[•]-[•]

N Fair, balanced and understandable

assessment of the company’s

position and prospects

[•]

O Risk management and internal

control framework and principal

risks the company is willing to take

to achieve its long-term objectives

[•]

See page

P Remuneration policies and practices

to support strategy and promote

long-term sustainable success, with

executive remuneration aligned to

company purpose andvalue

[•]

Q Procedure for executive

remuneration, director and senior

management remuneration

[•]-[•]

R Authorisation of

remunerationoutcomes

[•]-[•]

CORPORATE GOVERNANCE STATEMENT CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

BOARD LEADERSHIP AND COMPANY PURPOSE

Purpose, values and strategy

The Chair and the General Counsel met

withmajor shareholders during the year to

discuss environmental, social and governance

issues as well as business strategy and

performance in the UK and Germany.

Culture

The Board appreciates the rich culture of

Whitbread and its commitment to maintaining

the highest standards of honesty, openness

and accountability. The Board has approved

the ‘Values’ that are aligned to the strategy

and purpose of the organisation.

Speaking Out

The Speaking Out (whistleblowing) service

is available to all team members, employees,

suppliers and third parties allowing them to

raise concerns.

Through this service, reports can be raised

online using the web reporting functionality

or through the telephone hotline in multiple

languages. The service can also be accessed

on phones by scanning the QR code displayed

on the Company’s intranet or on the posters

across all our locations. The Audit Committee

approved a Speaking Out policy in April 2025,

which has been adopted this financial year.

Board diversity

The Board diversity policy was updated

inMarch 2024 to align with the latest FCA

targets and also business best practice.

The FCA’s diversity targets for UK listed

companies, which are implemented on

a‘comply or explain’ basis, require that at

least 40% of boards be women, and at least

one senior board position (Chair, CEO, SID,

or CFO) be held by a woman. Additionally,

at least one board member must be from a

minority ethnic background. We are pleased

to report that we are currently meeting these

targets. We have 18% ethnic representation

on our Board, meeting the FCA ethnicity

target. From a gender perspective, 45%

ofour directors are female. With the

appointment of Christine Hodgson as

Chairwe have met the FCA’s targets in full.

Gender and ethnicity data collection

The table below sets out the gender and ethnicity of the Board, executive management

and senior Board positions (CEO, CFO, SID and Chair) as at 26 February 2026. In line with

the Listing Rules definition, ‘executive management’ consists of Whitbread’s Executive

Committee members.

For full details of the Executive Committee please see page [•].

The Board diversity data is collected using a questionnaire and given on a self-identification

basis at the point of their onboarding to the Company. The diversity data collated for the

Executive Committee is collected on an anonymous basis directly from each member using

a questionnaire and given on a self-identification basis.

Gender of members of the Board and executive management

Board

members

Percentage

of the

Board

Senior Board

positions

(Chair, CEO,

CFO and SID)

Executive

management

Percentage

of executive

management

Women 5 45% 1 2 22%

Men 6 55% 3 7 78%

Ethnic background of members of the Board and executive management

Board

members

Percentage

of the

Board

Senior Board

positions

(Chair, CEO,

CFO and SID)

Executive

management

Percentage

of executive

management

White British or other White

(including minority White groups) 9 82% 3 8 89%

Mixed/multiple ethnic groups 0 0% 0 0 0%

Asian/Asian British 2 18% 1 1 11%

Black/African/Caribbean/

BlackBritish 0 0% 0 0 0%

Other ethnic groups 0 0% 0 0 0%

Not specified/prefer not to say 0 0% 0 0 0%

The Board and the executive team remain focused

on the strategic objectives of the Company while

also balancing the needs of stakeholders and

promoting shareholder value. You can read more

about how stakeholders are considered in the

decision-making process on pages [•] to [•].

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

Board agenda 2025/26

Standing agenda items

• Chief Executive’s report

• Chief Financial Officer’s report

• Chief People Officer’s report

• General Counsel’s report

• Property and International

Managing Director’s report

• Approval of capital projects

• KPI pack

• Budget review

• Risk review and appetite

• Board evaluation

• Property disposal

• Capital projects

• Review of annual accounts

ended 27 February 2025

• Reports from Remuneration

andAudit Committees

• Food and beverage update

• Health and safety

• Force for Good

• Commercial update

• Germany update

• Investor relations

• Capital projects

• Annual general meeting

• Appointment of Christine Hodgson

• Force for Good

• Germany update

• Employee engagement and insight

• Reports from Remuneration and Audit

Committees

• Capital projects

• Board strategy day preparation

• Review of half-year results

• Post-completion review

• Commercial/trading update

• Cyber security

• Guest experience

• Half-year risk review

• Technology update

• Health and safety update

• Operational and property strategy

• Appointment of Jonathan Howell

• Operational delivery

• People strategy

• Capital projects

• Board effectiveness review

• Budget approval

• Review of Five-Year Plan financialupdate

Controls and risk management

The Board is responsible for the

Company’sframework of internal control

andrisk management and for reviewing

their effectiveness. These frameworks are

designed to manage rather than eliminate

risk of failure to achieve business objectives.

Theycan only provide reasonable, and

notabsolute, assurance against material

misstatement or loss.

The Board has established an ongoing

process for identifying, evaluating and

managing the Company’s principal risks.

This process was in place throughout the

financial year and up to the date of this

report. The process is reviewed by the

Board and accords with the internal control

guidance for directors in the Code.

A report of the principal risks, together

withthe viability statement, can be found

onpages [•] to [•].

Code of Conduct

We updated our Code of Conduct last

year.Key enhancements include our new

values and an update to our whistleblowing

reporting processes. This was designed to

streamline the process for raising concerns

and to enable users to very clearly identify

when to use the system over other available

reporting tools, whilst always ensuring

absolute confidentiality and protection

forwhistleblowers. We have reinforced our

zero-tolerance stance against all forms of

abuse and discrimination, whether towards

our people, our guests or those that

wework with. These updates reflect our

commitment to ensuring a safe, transparent

and accountable workplace, aligning with

our core values and commitment to doing

business the right way. Our mandatory

Code of Conduct training now includes

anannual refresher requirement for all

employees. The programme has now been

fully rolled out across the Support Centre

and is being extended to our Operations

teams to ensure our teams not only

understand these changes, but also

modelour values in their daily operations.

BOARD LEADERSHIP AND COMPANY PURPOSE CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

DIVISION OF RESPONSIBILITIES

The Chair and the Chief Executive have clearly defined roles which are separate and

distinct. The specific duties and division of responsibilities between the Chair and the

Chief Executive have been agreed by the Board and are set out below, together with

information on the roles of the Senior Independent director, the executive directors,

thenon-executive directors and the Company Secretary.

Chair

• Leadership of the Board and setting its

agenda, including approval of the Group’s

strategy, business plans, annual budget

and key areas of business importance.

• Maintaining appropriate contact with

major shareholders and ensuring that

Board members understand their views

concerning the Company, especially

ongovernance.

• Ensuring a culture of openness and

debate around the Board table

• Leading the annual evaluation of the Board,

the Committees and individual directors.

• Ensuring, through the Company Secretary,

that the members of the Board receive

accurate, timely and clear information.

Chief Executive

• Optimising the performance

ofthebusiness.

• Day-to-day operation of the business.

• Reviewing and proposing strategy.

• Ensuring effective communication

withshareholders and employees.

• The creation of shareholder value by

delivering profitable growth and a good

return on capital.

• Ensuring the Company has a strong team

of high-calibre executives, and putting in

place appropriate management

succession and development plans.

• Leading and motivating a large workforce

of people.

Senior Independent Director

• The Senior Independent Director

providesa sounding board for the

Chairand supports her in the delivery

ofher objectives. The Senior Independent

Director is available to shareholders

ifthey have concerns that the normal

channels have failed to resolve, or that

would be inappropriate to raise with the

Chair or the executive team. He also

leadsthe annual evaluation of the Chair

on behalf of the other directors.

Executive directors

• The executive directors are responsible

for the day-to-day running of the business

and for implementing the operational and

strategic plans of the Company.

Non-executive directors

• The non-executive directors play a key

role in constructively challenging and

scrutinising the performance of the

management of the Company and helping

to develop proposals on strategy.

Company Secretary

• Advising the Board on legal

matters,corporate governance

andBoardprocedures.

• Arranging and minuting the Board

andCommittee meetings.

• Providing support to the Chair,

theChiefExecutive and the Board

Committee Chairs.

• Enabling and supporting communication

between directors and senior management

to the Board andCommittees.

The matters reserved for the Board can be

found on our website www.whitbread.co.uk

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

BOARD OF DIRECTORS

Christine Hodgson CBE

Chair

Dominic Paul

Chief Executive

External appointments:

• Severn Trent Plc (Chair)

• Newton Group Holdings Limited (Chair)

• Spencer Stuart (non-executive director)

Career:

Christine Hodgson is a highly experienced FTSE 100 Chair

with a strong background in finance, technology and

sustainability leadership. She has held senior roles across

the technology and consumer-facing sectors and working

with multiple high-growth international companies.

Christine joined Capgemini, one of the world’s largest

technology and professional service groups, in 1997 and

held a number of roles including CFO of Capgemini UK Plc

and for the Global Outsourcing business, CEO of Technology

Services North West Europe, Global Head of Corporate Social

Responsibility and Executive Chair of Capgemini UK Plc.

External appointments:

N/A

Career:

Dominic Paul is an experienced senior executive with a very

strong operational and commercial record in the travel, leisure

and hospitality sector and has a track record of growing and

transforming brands both in the UK and internationally.

Dominic was previously a member of the Whitbread Executive

Committee and Managing Director of Costa Coffee for three

years, before serving as CEO of Domino’s Pizza Group Plc

where he led the business through the COVID-19 pandemic,

delivered a strong period of sales growth and value creation

and aligned all stakeholders behind a growth strategy for

thefuture.

Previously Dominic was Senior Vice President of International

with Royal Caribbean Cruise Line, where he led the business

through a period of strong growth. His extensive experience

inthe travel and leisure industry also includes senior roles

ateasyJet, British Midland and British Airways.

We believe that it is vital for the Board to include a diverse range of skills,

backgrounds and experience, to enable a broad evaluation of all matters considered

and to contribute to a positive culture of mutual respect and constructive challenge.

The mix of skills and experience represented on the Board is outlined on page [•].

Hemant Patel MBE

Chief Financial Officer

External appointments:

• 3i Group PLC (non-executive director)

Career:

Hemant joined Whitbread in 2018 as UK Finance Director,

having previously been Finance Director of Greene King Pub

Co. He also worked at ASDA-Walmart for 11 years, carrying

out various management roles including Commercial Finance

Director, Director of Own Label and Director of Strategy.

Healso had several finance roles over six years at Mars, Inc.

He was Chair of the Royal Armouries Museum and was

awarded an MBE for services to Museums and Heritage in

the 2020 birthday honours list. He also received the Arts

and Business Individual of the Year award in 2007 for his

work with Interplay Theatre.

Board tenure:

Appointed March 2022

Nationality:

British

Board tenure:

Appointed January 2023

Nationality:

British

Board tenure:

Appointed

September 2025

Nationality:

British

Key:

Audit Committee

Nomination Committee

Remuneration Committee Committee Chair Committee member

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

Kal Atwal

Independent non-executive director

External appointments:

• OSB Group PLC (Non-Executive Director)

Career:

Kal has over 14 years’ executive experience at BGL Group

Limited in various roles, including founding managing

director of comparethemarket.com. Kal was also Chair of

Simply Cook, a tech-enabled meal kit subscription service

prior to its sale to Nestle.

Kal began her career at EY in Madrid, after which she held

anumber of operational and strategic roles with Southern

Derbyshire Chamber and Northcliffe Media Ltd.

Kal is an experienced strategic leader with international

experience in start-up, scale-up, fintech and digital businesses.

Richard Gillingwater

Senior Independent Director

External appointments:

• Spirax Group plc (independent non-executive director

and Senior independent director)

• Wellcome Trust (Chair of the Investment Committee)

Career:

Richard was Chairman of Janus Henderson Group plc from

2017 to the end of 2022, and served as a Non-Executive

Director of Helical PLC and was former Pro-Chancellor of

the Open University. Richard also served as Chairman on

SSE PLC from 2015 to 2021.

Richard is a highly experienced executive and has spent

much of his career in corporate finance and investment

banking with Kleinwort Benson, BZW and Credit Suisse

First Boston, before he moved out of banking and became

Chief Executive of the Shareholder Executive and then

Dean of Bayes Business School.

Karen Jones DBE

Independent non-executive director

External appointments:

• The Crown Estate (Chair and Senior Non-executive Director

of the Board and Chair of the Sustainability Committee)

• Underdog Group Limited (Hawksmoor – Chair)

• Imbiba Growth LLP (Advisory Board Member)

• Bricks and Fuel Limited (Director)

• National Theatre Enterprises Ltd (Chair)

• Federal Café Limited (Chair)

• Abode JV GP Limited (Chair)

• Punch Pubs Limited (Advisor)

Career:

Karen is Senior Independent Director at The Crown Estate

andthe Chair at Hawksmoor. Karen previously served as

Senior Independent Director at Deliveroo PLC, Executive Chair

at Prezzo and Senior Independent Director at Booker plc.

Karen has a wealth of experience in the restaurant, food

and hospitality sectors having founded Café Rouge and led

the formation of Spirit Group as CEO. Karen also has strong

experience in executive remuneration, having previously

chaired the remuneration committees at ASOS Plc, Booker

plc and Deliveroo plc.

GOVERNANCE

Board tenure:

Appointed January 2023

Nationality:

British

Board tenure:

Appointed March 2021

Nationality:

British

Board tenure:

Appointed June 2018

Nationality:

British

Whitbread PLC Annual Report and Accounts 2025/26

N A N A

External appointments:

• University of Birmingham (Deputy Pro Chancellor

andChair of the remuneration committee)

• Wellcome Trust (Governor)

Career:

Cilla Snowball has a wealth of advertising, marketing

anddigital experience, being made a Dame in 2017

forherservices to advertising, diversity and equality.

Cilla started her career in advertising and served as Group

Chief Executive at Abbott Mead Vickers BDDO Ltd from

2006 to 2018, also sitting on the BBDO Worldwide Board,

and Chair of both the Advertising Association and the

Women’s Business Council.

Cilla Snowball DBE

Independent non-executive director

Frank Fiskers

Independent non-executive director

External appointments:

• Shurgard Self Storage SA (non-executive director)

Career:

Frank spent ten years with Scandic Hotels Group and

served twice as President & CEO from 2007 to 2010

andfrom 2013 to 2018. Between September 2010 and

September 2012, hewas a non-executive director at the

Group. He has experience in several countries in Europe

andAfrica.

Frank has served as Chairman of Norstedt and

Akademibokhandln. He has also served as a board

memberof the Swedish Hospitality Employers Association,

the British Hospitality Association, and Shurgard Self

Storage SA.

Horst Baier

Independent non-executive director

External appointments:

• Bayer AG (Member of Supervisory Board)

• Ecclesia Holding GmbH (Member of the Voluntary

Supervisory Board)

Career:

Horst was Chief Financial Officer of TUI AG, previously

London-listed Anglo-German leisure travel group for eight

years until the end of September 2018. During his time at TUI

AG, Horst played an important role in TUI’s transformation

from a tour operator to a global provider of holidays.

N A

BOARD OF DIRECTORS CONTINUED

Board tenure:

Appointed January 2023

Nationality:

British

Board tenure:

Appointed February 2019

Nationality:

Danish

Board tenure:

Appointed November 2019

Nationality:

German

Key:

Audit Committee

Nomination Committee

Remuneration Committee Committee Chair Committee member

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

Clare Thomas

General Counsel and Company Secretary

External appointments:

N/A

Career:

Clare Thomas joined Whitbread as General Counsel and

Company Secretary in June 2023, having previously held

asimilar position at Britvic from 2013 to 2023. Prior to this,

she was a corporate/M&A partner at law firm Addleshaw

Goddard LLP, where she had a particular focus on working

with consumer-facing businesses in retail, consumer

brands, leisure and hospitality.

As well as being General Counsel and Company Secretary,

Clare is also the Executive Committee member responsible

for Whitbread’s sustainability programme, Force for Good.

Shelley Roberts

Independent non-executive director

External appointments:

• Compass Group (Chief Commercial Officer)

Career:

Shelley is currently the Group Chief Commercial Officer

atCompass Group PLC, where she is responsible for leading

the Group’s Global Clients, Strategy, M&A, Health & Safety,

Sustainability, Digital and Procurement functions.

Shelley has vast experience in the travel and hospitality sector,

having served as Managing Director of Compass Group’s

Australian business and previous to this holding leadership

roles at EasyJet, Tiger Airways and Sydney Airport.

Jonathan Howell

Independent non-executive director

External appointments:

• Experian Plc (non-executive director and Chair

ofAuditCommittee)

Career:

Jonathan was the Group Chief Financial Officer of The Sage

Group plc from 2018 to 2025. Prior to that he was Group CFO

of Close Brothers Group plc for ten years. Jonathan also served

as the Group CFO of The London Stock Exchange Group for

nine years. The early part of Jonathan’s career was at Price

Waterhouse where he qualified as a chartered accountant.

Jonathan is a Non-Executive Director and Chair of the

AuditCommittee at Experian plc and previously served as

aNon-Executive Director and as Chair of the Audit and Risk

Committee at Sage from 2013 to 2018, before becoming

theGroup CFO.

A NA N

Board tenure:

Appointed January 2026

Nationality:

British

Board tenure:

Appointed November 2023

Nationality:

Austrian

Board tenure:

Appointed June 2023

Nationality:

British

GOVERNANCE

100

Whitbread PLC Annual Report and Accounts 2025/26

EXECUTIVE COMMITTEE

Dominic Paul

Chief Executive

Rachel Howarth

Chief People Officer

Simon Ewins

Managing Director,

UK Hotels and Restaurants

Mark Smith

Chief Technology Officer

Joe Garrood

Chief Commercial Officer

Hemant Patel MBE

Chief Financial Officer

Clare Thomas

General Counsel

and Company Secretary

Mark Anderson

Managing Director,

Propertyand International

Erik Friemuth

Chief Executive Officer,

Premier Inn Germany

The Executive Committee

has authority to manage the

day-to-day operations of the

Group’s businesses, with the

exception of those matters

reserved for the Board, and

within the financial limits set

bythe Board.

The Committee’s

responsibilities include:

• formulation of strategy for

recommendation to the Board;

• management of performance in

accordance with strategy and budgets;

• talent & succession and team

memberwellbeing;

• risk management;

• capital investment decisions (where

Board approval is not required);

• cost efficiency, procurement and

organisational design;

• reputation and stakeholder management;

• culture and values;

• the Force for Good sustainability programme;

• health and safety; and

• customer engagement & satisfaction

andproduct development.

Biographical details for the Executive Committee can be found on the Company’s website: www.whitbread.co.uk

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

101

COMPOSITION, SUCCESSION AND EVALUATION

As stated in previous reports, we have

beendetermined to reach at least 40%

ofthe Board being female with at least

oneofthe main Board positions also being

held by a female. Both of these aims have

now been achieved.

Board evaluation

During the year, an internal performance

review of the Board and its Committees was

carried out. The process was set out in two

stages. In the first the Board and each of

the committees completed questionnaires.

In the second stage the Chair had independent

discussions with each member of the Board.

The Chair’s review was carried out by the

Senior Independent director.

Board composition

The Nomination Committee aims to

ensurethe Board and its Committees have

the appropriate balance of skills, experience,

diversity, independence and knowledge of

the Company to enable them to discharge

their responsibilities effectively. After assessing

independence against the Code, the Board

considers all non-executive directors to be

independent in judgement and character

and also considered the Chair to be

independent on appointment.

The Board is currently composed of

theChair, the Chief Executive, the Chief

Financial Officer and eight independent

non-executive directors.

As required by the Code, all directors

willbe subject to election or re-election

atthe next AGM. During the year, the Chair

completed the individual performance

review of each non-executive director and

the Chief Executive Officer in respect of

their contribution and time commitment

totheCompany.

Details setting out why each director is

deemed to be suitable for reappointment,

and how their contribution continues to

beimportant to the Company’s long-term

success, will be included in the AGM papers

circulated to the shareholders.

Board succession

The Chair leads the Nomination Committee

in annually evaluating the balance of skills,

experience, independence and knowledge

on the Board. A matrix of the skills and

competencies of the current Board is

mapped against the skills and competencies

the Committee believes will be required in

the future. This process helps the Committee

ensure a robust succession plan and the

development of a diverse pipeline in line

with the Board’s policies and Diversity

andInclusion commitments.

As part of the annual talent cycle,

theNomination Committee reviews the

long-term succession plan for the members

of the Executive Committee and their direct

reports. The Committee recognises the

importance of reviewing internal succession

strength and ensuring robust emergency

succession plans are in place. Deep dive

talent reviews into the critical capabilities

ofthe Executive Committee and senior

leadership team for both the UK and

Germany are also carried out annually.

As Adam Crozier and Chris Kennedy were

both approaching their nine-year tenure on

the Whitbread Board, we carefully planned

for a smooth transition and effective

handover of their considerable experience,

with Christine Hodgson succeeding Adam

Crozier as Chair in September 2025 and

Jonathan Howell replacing Chris Kennedy

as Audit Committee Chair in January 2026.

Horst Baier, who has significant and relevant

experience, acted as interim Chair of the

Audit Committee when Chris stepped

downafter the AGM in June 2025.

2026-27

Internally

Facilitated

Board

Effectiveness

Review

2025-26

Internally

Facilitated

Board

Effectiveness

Review

2024-25

Externally

facilitated

Board

Effectiveness

Review carried

out byChris

Saul

The General Counsel collated the responses

of the evaluation and based on the outcomes

of the discussions, a summary of findings

along with key outcomes was provided to

the Chair. Copies of the reports were also

presented to the Board and each Committee

for discussion.

The overall outcome was positive, with

Directors continuing to describe an open,

collegiate and constructive environment,

supported by clear reporting, well-structured

agendas and strong relationships across

theorganisation.

GOVERNANCE

102

Whitbread PLC Annual Report and Accounts 2025/26

COMPOSITION, SUCCESSION AND EVALUATION CONTINUED

Culture, people and

stakeholder engagement

Feedback on culture remained positive.

Directors described a Board environment

that is inclusive, collaborative and well

balanced, with constructive challenge and

mutual respect underpinning discussion.

Workforce engagement continues to be

valued, with Directors emphasising the

importance of maintaining site visits and

opportunities to meet employees and

observe customer interactions.

Board composition,

skillsandsuccession

The review indicates that the Board

composition remains appropriate, with

recent appointments made through open

and objective processes. The refreshed

skills matrix identified opportunities to

strengthen expertise in property, hotel

operations, digital and AI capability,

andinternational experience. Executive

succession planning is progressing, but

Directors emphasised the need to continue

deepening internal pipelines and formalising

a more structured NED succession plan.

Meetings, information

andcommittee operations

Meetings continue to be well chaired, with

high-quality papers and clear reporting

supporting effective decision-making.

Board meetings continue to be well chaired

and supported by high-quality papers.

Some Directors noted that certain papers

could be shorter and more clearly structured

around the decision required. Directors

alsosuggested continuing to vary meeting

locations and increasing opportunities for

informal interaction. Committee operations

continue to be strong, with well-balanced

agendas and well-prepared papers.

Summary of the 2026

Boardevaluation

Strategy and Business

Priorities

The review confirmed that the Board

maintains a strong understanding of the

organisation’s strategy and key priorities.

The strategy day and thematic deep-dives

were again highlighted as particularly valuable,

providing a clear platform for high-quality

discussion and structured challenge.

The review noted a desire for wider sector

and competitive insight, including greater

emphasis on AI, technology, and broader

hospitality and accommodation trends.

Directors also expressed interest in receiving

more external stimulus to further “bring the

outside in.”

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

103

Committee Effectiveness Reviews

Audit Committee

The Audit Committee continues to operate

effectively, with strong relationships across

finance, Internal Audit and the external auditor.

The reporting environment is viewed as

robust and papers are of high quality.

Remuneration Committee

The Remuneration Committee remains

effective, with clear alignment between

remuneration structures and strategic

priorities. Performance discussions with

management are described as balanced

and transparent, supported by high-quality

papers. The review identified opportunities

to streamline Executive Director objectives,

hold occasional NED-only sessions and

continue scanning for emerging remuneration

practices within UK governance guidelines.

Nomination Committee

The Nomination Committee continues to

oversee succession and talent effectively,

with strong processes and transparent

discussion. The Committee noted the

importance of monitoring sector-specific

skills—particularly property and hotel

expertise—during future recruitment cycles

and highlighted the need to continue

strengthening succession planning at the

Executive Committee and one level below.

The Committee also intends to formalise

aclearer NED succession plan.

Board strategy day

The Board and the Executive Committee

met in London on 26 November 2025

foraBoard strategy day.

The purpose of the Board strategy

day is to present, discuss, evolve and

crystallise the key strategic priorities

for the Group.

The focus of this strategy day was to

spend time thinking about the next

phase of the Company’s long-term

growth beyond the five-year plan,

andto think about the right model

tosupport that strategy.

There were also presentations on the

strategic plan for the Commercial and

Operations teams, and discussions on

Accelerating Growth Plan, Germany

and Technology, with an opportunity

for all participants to ask questions

and give feedback.

Information on the Group’s strategic

priorities canbefound on pages [•]

to [•]

Each Executive Committee member

presented their part of the plan and

all participants were able to ask

questions and provide feedback.

The presentations broadly covered

the following themes:

• the latest view of the Five-Year Plan;

• financial plan;

• commercial and operations plan;

• Germany plan;

• technology plan;

• accelerating growth plan.

Progress Against

ActionsfromLast Year

The Board reviewed progress against

theactions arising from last year’s Board

effectiveness review. Progress was strong

across all areas:

• more regular Board discussions of key

strategic themes: As can be seen from

the Board focus areas for this year on

page [x], the Board has spent

considerable time discussing this and the

Board effectiveness review indicates that

the Strategy Day in November was well

received by the Board.

• Periodic Competitior deep dives: there

was more focus on this during the year

and continues to be a focus area.

• At least one Board field trip - the Board

visiteda number of hotels in Birmingham

and Germany

• an addiitonal Nomination Committee

discussion around Executive Committee

succession- this took place during

theyear.

• actions around adding variety to Board

and Committee meeting locations to

offermore opportunities for informal

engagemnet with workforce and amongst

Board members conitnues tobe a focus

in the current year.

• This progress reflects a strong

commitment to continuity, capability

development and strengthening

Boardprocesses.

Actions Agreed

fortheYearAhead

In response to this year’s review, the Board

agreed the following priorities:

• Produce a calendar of events for the year

with touchpoints across various stakeholders;

• Identify opportunities for more training

on cyber, AI, big trends, competitor

benchamarking etc;

• Begin each Board meeting with a

‘customer moment’ and/ or a ‘health

andsafety’ moment; and

• Hold space at the end of each meeting

for a NED only meeting.

GOVERNANCE

104

Whitbread PLC Annual Report and Accounts 2025/26

NOMINATION COMMITTEE REPORT

“It has been a busy year for

the Nomination Committee

with both my appointment

as Chair of the Company

and the appointment of

Jonathan Howell as Audit

Committee Chair.”

Christine Hodgson

Chair, Nomination Committee

Membership of the

Nomination Committee

and meeting attendance

Name of director

Attendance at

meetings

Christine Hodgson

(Chair)* 2/2

Jonathan Howell* 1/1

Kal Atwal 4/4

Horst Baier 4/4

Frank Fiskers 4/4

Richard Gillingwater 4/4

Karen Jones 4/4

Shelley Roberts 4/4

Cilla Snowball 4/4

* Christine Hodgson was appointed to the

Board on 1 September 2025.

Jonathan Howell was appointed to the

Board on 1 January 2026.

Role of the Committee

The role of the Nomination Committee is

toreview the composition of the Board and

Executive Committee. The Committee is

also responsible for evaluating the directors

on an annual basis, striving for a balance of

skills, knowledge, independence, experience

and diverse representation to allow it

tooperate effectively. The Committee

alsocarries out succession planning

forseniormanagement.

Responsibilities

oftheCommittee

The Committee has specific responsibilities

on behalf of the Board and these are

detailed below:

• to regularly review the structure, size

andcomposition of the Board (including

the balance of skills, independence and

diversity, including gender), and to make

recommendations to the Board;

• to consider succession planning for the

Board and senior management, oversee

the development of a diverse pipeline

forsuccession and determine the skills

and experience required for future

Boardappointments;

• to identify and nominate, for the approval

of the Board, candidates to fill Board

vacancies as and when they arise;

• to evaluate the balance of skills,

knowledge, experience and diversity

required prior to recommending an

appointment to the Board and, on the

basis of this evaluation, to prepare a role

description outlining the capabilities

required for aparticular appointment;

• to keep the leadership needs of the

Company under review, for both

executive and non-executive directors;

• to review the time commitment required

from non-executive directors and to ensure

that a performance evaluation is undertaken

to determine if non-executive directors

are spending sufficient time to fulfil their

duties; and

• to review the results of the annual Board

evaluation that relate to the composition

of the Board.

Board training during the year

Throughout the year, various members of

the Board attended training sessions across

a wide range of topics to hone their skills

and expertise and keep abreast of changing

market conditions. Key themes of these

sessions were:

• Cyber Security

• Corporate Governance

• Diversity and Inclusion

• AI training

• ESG and Sustainability training

Board Diversity

andInclusionpolicy

The Board Diversity and Inclusion policy

was updated in March 2024 to align with

the latest FCA targets and also business

best practice.

This policy is applicable to the PLC Board

and its committees but sits alongside the

our Code of Conduct and our Diversity and

Inclusion policy, which set out Whitbread’s

broader commitment to Diversity and

Inclusion. The entire policy can be found

onthe Whitbread website.

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

105

Time commitment of

non- executive directors

On behalf of the Board, the Nomination

Committee has reviewed the extent of other

interests of the non-executive directors. As

a result, the Board is satisfied that the Chair

and each of the non-executive directors

continue to commit sufficient time to their

duties and fulfil their obligations to the

Company. No executive director has taken

on more than one other non-executive

directorship in a FTSE 100 company.

Matters considered by the

Nomination Committee

duringthe year

Every year, the Committee considers

thefollowing matters:

• talent review;

• Board succession planning;

• composition of the Board; and

• Board skills matrix.

Talent review

The Nomination Committee reviews

talentregularly. As part of this work, the

Committee reviews the long-term succession

plan for the Executive Committee and its

direct reports. The Committee recognises

theimportance of reviewing the internal

succession strength and ensuring robust

emergency and medium-term succession

plans are in place. We also value deep dive

talent reviews into the critical capabilities

ofthe Executive Committee and senior

leadership team. This review includes

boththe UK and Germany.

Chair of the Board and

AuditCommittee Chair

succession processes

Background

As part of the Company’s continued

focuson strong governance and long-term

Boardplanning, the Nomination Committee

commenced a formal process to identify

successors for both the Chair of the Board

and the Chair of the Audit Committee.

Thiswork formed part of the Committee’s

ongoing assessment of Board composition,

future leadership needs, and the evolving

strategic and operational environment in

which the Company operates.

The Senior Independent Director (SID)

ledthe process for the Chair succession.

After consideration of several firms, Russell

Reynolds Associates (RR), an experienced

executive search adviser, was proposed by

the SID and subsequently appointed by the

Committee. RR was selected on the basis of

its independence, its strong track record in

board-level appointments, and its adherence

to the Voluntary Code of Conduct for

Executive Search Firms.

Board discussion and approach

Following RR’s appointment, the SID

worked with executive and non-executive

directors to articulate desired future Chair

responsibilities and qualities. Early discussions

emphasised a preference for deep experience

in large-scale transformation, delivery of

sustained growth and familiarity with complex,

multi-site employer environments. RR

conducted 1:1 consultations with each Board

member to ensure a robust understanding

of both the strategic leadership attributes

and the cultural characteristics required of

the next Chair.

RR was also appointed to undertake the second search for a new Audit Committee Chair in

early 2025, with an initial candidate pool focused on acting and recently retiredCFOs with

experience in large listed organisations. Horst Baier agreed to act as interim Audit

Committee Chair while the formal search process progressed.

Succession processes

Details of the process in relation to my own appointment can be found below

Chair of the Board

Over the course of 2024 and early 2025,

the Committee received regular updates

from RR on the longlist and, subsequently,

the shortlist of candidates. The longlist

emerged from a combination of external

market mapping and stakeholder input

following Board member interviews.

RRpresented several candidates with

significant leadership credentials in

relevant industries. A staged interview

format – initially with the SID, followed

bya designated group of non-executive

directors (NEDs) and finally the wider

Board – provided multiple touchpoints

toassess leadership style, cultural

alignment and strategic capability.

Following the completion of all interview

rounds and Committee discussions,

Christine Hodgson emerged as the

preferred candidate. The Committee

concluded that Christine’s experience

leading high-growth, technology-enabled

and operationally complex businesses,

combined with her significant board level

and FTSE chairing experience, made herthe

ideal successor. The Committee provided its

recommendation to the Board in April 2025,

with a formal announcement published on

27 May 2025 confirming her appointment

as Chair effective 1 September 2025.

Audit Committee Chair

The Audit Committee Chair succession

process progressed alongside the later

stages of the Chair search. Following

longlist reviews and initial screening, RR

presented a shortlist to a group of NEDs in

early 2025. Each shortlisted candidate met

with multiple Board members to allow a

thorough assessment of their financial

oversight experience, risk management

acumen, and ability to contribute effectively

to the wider Board agenda. They also

metwith the prospective Chair to

ensurea good fit.

After these meetings and a comprehensive

discussion of feedback, Jonathan Howell

was identified as the leading candidate.

TheCommittee agreed torecommend him

for appointment and this recommendation

was accepted by the Board. A formal RNS

announcement published on 15September

2025 confirmed Jonathan Howell’s

appointment as Audit Committee Chair

effective 1 January 2026, with Horst Baier

remaining on the Committee and concluding

his interim chairship at year-end.

The Nomination Committee is satisfied

that both succession processes were

conducted with the appropriate level of

rigour, independence and transparency.

The appointments of Christine Hodgson

and Jonathan Howell will support strong

governance and continuity while enhancing

the Board’s depth of experience and

strategic capability.

Richard Gillingwater

Senior Independent director

GOVERNANCE

106

Whitbread PLC Annual Report and Accounts 2025/26

Timeline of Key Activities

NOMINATION COMMITTEE REPORT CONTINUED

Director induction

All Directors receive a comprehensive

induction programme. This is tailored

through discussion with the Chair, Senior

Independent Director in the case of a Chair

appointment, and the Company Secretary

and considers existing expertise and

anyprospective Board or Board

Committeeroles.

The induction programme for Christine

Hodgson and Jonathan Howell comprised a

balance of knowledge-based sessions with

internal functions and external advisers,

supplemented by operational site visits

andmeetings with key stakeholders. The

programme ensured a rounded understanding

of Whitbread’s business model, governance

structure, culture and key strategic priorities.

Meetings were sequenced to provide

earlyexposure to Board governance,

commercial performance, technology,

people, operations, and financial oversight,

followed by deeper dives with internal

andexternal advisers. For both new

directors, additional sessions with brokers

and external advisers were incorporated

asrequired.

2024 2025

In early 2024, RR was

formally appointed

and the SID, together

with the search agency,

developed the initial

role specifications,

timeline and approach.

These early discussions

established the

competencies,

leadership

characteristics and

cultural alignment

required of the

futureChair.

RR conducted

individual interviews

with each Board

member to refine

the Chair criteria,

capturing views on

experience, style,

cultural fit and

strategic priorities.

The longlist

candidates met with

the SID and then with

other NEDs to provide

additional insight.

Feedback was

consolidated

anddiscussed by

theCommittee.

Horst Baier

agreed to

serve as

interim Audit

Committee

Chair during

thetransition.

In 2025, all shortlisted Chair

candidates metwith thedesignated

NED subgroup, followed by broader

Board interactions. This multi-stage

engagement highlighted several

strong candidates, with consistent

interview feedback enabling the

Committee to narrow the list further.

The Committee reviewed additional

feedback on the shortlisted candidates

and, reached an in principle decision

to recommend Christine Hodgson

as the next Chair.

The Nomination Committee

reviewed the longlist of

Audit Committee Chair

candidates andfinalised

the process for shortlist

interviews. The NED

subgroup had completed

meetings with all shortlisted

candidates and provided

detailed feedback.

The Committee

had reviewed the

updated Board

skills matrix,

project plan

anddraft role

specifications.

This work informed

the creation of the

longlist presented in

early October 2024.

The Committee also

reviewed and approved

the interview stages

and finalised the Chair

role profile.

In parallel,

theCommittee

beganplanning

forthetransition of

the Audit Committee

Chair. RR was appointed

to lead this second

search, and an initial

longlist focused on

senior finance leaders

was prepared.

The Company

subsequently

announced her

appointment

andeffective date

of1September 2025.

The Committee

agreed to recommend

Jonathan Howell

forappointment,

concluding the

second succession

process. His

appointment was

effective from

1January 2026.

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

107

Christine Hodgson –

Inductionoverview

Christine’s induction programme brought

together core areas of the business and

governance environment she oversees as

Chair. Sessions spanned strategy, operations,

people, finance, governance, technology

and external advisory input, delivered

through structured meetings with Executive

Committee members, non-executive

directors, external advisers and major

shareholders. In addition, Christine also

received a comprehensive handover from

Adam Crozier and observed the Board

meeting and AGM in June 2025.

Christine also met with senior leaders

within the business across various

functions such as risk, internal audit,

secretariat, finance, property etc.

1. Strategy, property, international

andM&A

• Property strategy, international

business, supply chain, Middle East

footprint, and M&A

• Strategic advisory discussions,

long-term commercial thinking

• Premier Inn Germany strategy, market

landscape, financial performance

2. Governance, legal, risk

andregulatory

• Legal and regulatory matters,

external legal advisers, audit interface

• Remuneration Committee and Audit

Committee introductions

3. Finance, investor relations

andexternal market engagement

• Our key metrics – to build

understanding of business performance

• Bid defence, valuation,

marketpositioning

• Investor relations, major shareholders,

capital markets engagement

4. Operations, technology

andtransformation

• Hotel operations, culture,

tech-enabled change,

operationalefficiencies

• Technology strategy, operating

model, cyber security

5. People, culture and safety

• People strategy, remuneration,

succession planning

• Health and safety, major risk areas,

WINcard reporting

6. Secretariat and insurance

• Company Secretariat, governance

processes, insurance arrangements

“ I am delighted that the

search for the Chair of

Whitbread has resulted in

Christine’s appointment.

Christine’s experience

working with high-profile

consumer and technology

businesses will behugely

valuable over the

comingyears.”

Richard Gillingwater

Senior Independent director

GOVERNANCE

108

Whitbread PLC Annual Report and Accounts 2025/26

Jonathan Howell –

iInductionoverview

Jonathan’s induction reflects his

responsibilities as incoming Audit

Committee Chair, with emphasis

onfinance, audit, risk, governance,

operations, technology, safety and

external advisory relationships.

1. Finance, treasury, accounting

andinvestor relations

• Group finance, treasury,

accountingframework

• Investor relations overview

2. Audit, internal control,

riskandgovernance

• Internal audit and risk management

• Governance, Board processes, legal

overview, Secretariat and insurance

• Interactions with NEDs and Audit/

Remuneration Committee Chair

• Whistleblowing

3. Commercial, strategic

andmarketorientation

• Commercial strategy, performance,

longterm planning

• Germany business overview

(market,performance, strategy)

4. Operations, technology

andtransformation

• Hotel operations and culture,

digitaloperational transformation

• Technology, data, cyber security

• Group transformation agenda,

futuresuccess enablers

5. Property, international

andsupplychain

• Property strategy, supply chain, M&A

6. People and safety

• People strategy, remuneration, talent

• Safety and security, risk areas,

oversight mechanisms

7. External advisers

• Market advisory, valuation,

auditinterface

[Christine Hodgson]

[Chair, Nomination Committee]

[29] [April] 2026

“ Jonathan is a great

addition to the Board. His

international outlook and

experience in technology

and data-led businesses

are of great benefit to

Whitbread as we continue

to deliver on our key

strategic priorities and

Five-Year Plan.”

Christine Hodgson

Chair

NOMINATION COMMITTEE REPORT CONTINUED

Director induction continued

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

109

“ I am pleased to have

taken on the role of

Audit Committee chair

for Whitbread, and am

looking forward tohow

theCommittee will

continue to support

the business and it’s

priorities.During the year,

the Committee maintained

its focus and oversight

on the Group’s financial

reporting and internal

controls. We continue to

respond to the changing

regulatory and corporate

governance landscape,

building on our existing

controls frameworks

andbest practice.”

Jonathan Howell

Chair, Audit Committee

AUDIT COMMITTEE REPORT

Membership of the

AuditCommittee and

meeting attendance

Name of director

Attendance at

meetings

Jonathan Howell

(Chair)*

Horst Baier 4/4

Frank Fiskers 4/4

Cilla Snowball 4/4

Shelley Roberts 4/4

* Jonathan Howell was appointed as

AuditCommittee Chair on 1 January 2026.

During the year, Chris Kennedy, chaired

the Audit Committee and the three Audit

Committee meetings before stepping

down from the Board on 19 June 2025.

Horst Baier chaired one Audit Committee

meeting as Interim Chair before stepping

down on 1 January 2026

Specific Areas of Focus

oftheAudit Committee

The Committee spent time on the following

specific areas during the year, to consider

and challenge relevant, current and

important issues (a full listing of activities

during the year is found on page [xx]):

Response to changes in UK

governance code and provision 29

Oversight of the development and

operation of activities for monitoring

andreviewing the effectiveness of material

controls, that will allow the Board to meet

the requirement of the new UK Corporate

Governance Code, with the regard to the

effectiveness of internal controls.

Impact of Accelerating Growth Plan

The Accelerating Growth Plan is not by

itself a significant matter; it does, however,

have animpact across the significant

matters ofadjusting items, assets held

forsale and impairment testing for this

financial year and future financial years.

TheGroup has announced it will extend

theprogramme to include all remaining

branded restaurants. The Audit Committee

has considered and approved the approach

taken by management across these areas.

ESG Reporting

On 26 February 2025, the EU Omnibus

Directive was released resulting in changes

to the Group’s CSRD and EU taxonomy

requirements, with the reporting year for

Germany delayed by a year whilst the

Group reporting under the EU taxonomy

reporting becoming optional.

GOVERNANCE

110

Whitbread PLC Annual Report and Accounts 2025/26

AUDIT COMMITTEE REPORT CONTINUED

Significant matters in the financial statements

The Committee are provided a formal update from Management in the form of financial reporting papers at the relevant Audit Committees throughout the year, as well as relevant audit

reporting papers from the external auditors.

The key areas of judgement and estimates considered by the Committee, in relation to the 2025/26 accounts and disclosed in Note 2 to the consolidated financial statements on pages [•]

and [•], were:

Significant matters in the financial statements Response Challenge and outcome Cross reference

Adjusting items

  

During the year certain items are identified and separately

disclosed as adjusting items. Judgement is applied as to

whether the item meets the necessary criteria as per the

accounting policy disclosed in Note 2. This assessment covers

the nature of the item, the cause of occurrence and the scale

of impact of that item on reported performance. Reversals of

previous adjusting items are assessed based on the same

criteria. Note 6 provides information on all of the items

disclosed as adjusting in the current year and comparative

financial statements.

The Committee were informed of the adjusting

items in this financial year as well as the controls

that surround their identification and recognition.

The Committee challenged the appropriateness of the presentation

ofadjusting items, giving consideration to the nature and significance

of each item classified as adjusting as well as considering multi-year

programmes and their appropriate cut-off where such a programme

issubstantively complete.

The Committee concluded that the items met the criteria as defined

by the accounting policy and that the policy had been applied

consistently across theyears.

See Note 2

andNote 6 to

the financial

statements.

Assets held for sale

  

Assets are classified as held for sale only if the asset is available

for immediate sale in its present condition and a sale is highly

probable and expected to be completed within one year from

the date of classification.

As a result of the Group’s Accelerating Growth Plan (AGP)

the Group is actively marketing a significant number of sites.

Judgement exists on a site-by-site basis as to whether the

sale will complete within one year. In exercising its judgement

management has taken into consideration all available

information including external market expert advice.

The Committee reviewed and considered the

assumptions used by management to assess

whether (on a site-by-site basis) the sales of

those sites being marketed as part of the

Group’s Accelerating Growth Plan will complete

within one year of and be actively marketed as

at the balance sheet date.

The Committee specifically challenged the approach taken in

relation to sites that are to be disposed of as part of the announced

extension to include the remaining branded restaurants in the

Accelerating Growth Plan, noting these sites were not actively

marketed at the balance sheet date.

The Committee has concluded that the available information

including external market expert advice has been applied appropriately.

See Note 2 and

Note 15 to the

financial

statements.

Recognition of German deferred tax asset

  

The Group, through its market entry in Germany, has generated

tax losses that will be available for offset against future

taxable profits. These losses have resulted in a material

unrecognised deferred tax asset.

The Committee were provided an update of the

financial position of the German taxable profits

profile on which the tax losses are generated.

The Committee challenged the basis of Management’s assessment

regarding the criteria to be met for recognition of the German loss

generated deferred tax asset.

The Committee has concluded that the assessment conducted

supports not recognising the asset in this financial year, but the

topicis appropriately classified as a Key Judgement for the Group.

See Note 2 to

the financial

statements.

Defined benefit pension

  

Defined benefit pension plans are accounted for in accordance

with actuarial advice using the projected unit credit method.

The Group makes significant estimates in relation to the

discount rates, mortality rates and inflation rates used to

calculate the present value of the defined benefit obligation.

Note 32 describes the assumptions used together with an

analysis of the sensitivity to changes in key assumptions.

The Committee were informed of the principal

assumptions used were updated for the latest

available Trust valuation assumptions, as well as

noting the specific methodology adopted for

Alphabet Inc. bond issuances into the discount

rate. The sensitivities around the assumptions

were considered and the consistency in approach

from 2024/25 to 2025/26 was assessed.

The Committee challenged the basis of the assumptions used to

calculate the fair value of pension scheme assets and present value

of defined benefit obligations under IAS 19, to satisfy itself that

appropriate consideration and balance had been given to all

macroeconomic factors.

See Note 2

andNote 32

tothe financial

statements.

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

111

Roles and responsibilities

ofthe Committee

The Board has delegated specific responsibilities

to the Committee in accordance with the

Code. The key responsibilities of the Audit

Committee areto:

• monitor and review the integrity of the

Group’s half-year and full-year financial

results, and the financial reporting process

including consideration of these reports

being fair, balanced and understandable;

• monitor the statutory audit of the

parentcompany and consolidated

financial statements;

• review the Group’s internal controls

andrisk management systems;

• review and monitor the independence

and effectiveness of the external auditor,in

particular the provision ofadditional services;

• monitor and review the effectiveness of

the Group’s Internal Audit function; and

• have primary responsibility for the

recommendations to the Board in

relationto the external auditor.

To aid its review, the Committee considers

reports from the Group Finance Director

and the Director of Internal Audit & Risk,

aswell as reports from the external auditor

on the outcomes of its half-year review and

annual audit. The Committee looks for

constructive challenge from Deloitte as

external auditor.

The Committee met four times in 2025/26.

Meetings were attended by members of the

Committee and, by invitation, the Chair of

the Board, the Chief Executive, the Chief

Financial Officer, the Director of Internal

Audit & Risk also responsible for Group

Risk, the Group Finance Director, the

General Counsel and other relevant people

from the business when appropriate.

The external auditor, Deloitte, is also invited

to meetings except where discussion includes

matters relating to its own independence,

performance, reappointment, fees or

audittendering.

Composition of the Committee

In accordance with the UK Corporate

Governance Code 2024, the Board has

confirmed that all members of the Committee

are independent non-executive directors

and have been appointed to the Committee

based on their individual financial and

commercial experience.

The Board has also confirmed that the Chair

of the Committee, has recent and relevant

financial experience through his experience

from his time as Group Chief Financial Officer

of The Sage Group plc from 2018 to 2025.

Jonathan is also the Non-Executive Director

and Chair of the Audit Committee at Experian

plc and previously served as a Non-Executive

Director and as Chair of the Audit and Risk

committee at Sage from 2013 to 2018, before

becoming the Group CFO. Horst who served

as Interim Audit Committee Chair and

continues to be a member of the Audit

Committee was Chief Financial Officer of TUI

AG, previously London-listed Anglo-German

leisure travel group, for eight years until the

end of September 2018 and brings relevant

financial experience to the Committee.

Environmental, social

andgovernance (ESG)

Due to the significant changes proposed

around sustainability regulations and

associated reporting requirements, ESG is

astanding item on the Audit Committee’s

agenda and during the year the Committee:

• reviewed the impact of the EU Omnibus

simplification package and the impact on

timing to the Group and its subsidiaries;

• reviewed the impact of the UK SRS alignment

announcement and determined it is

appropriate to adopt these for

Whitbread’s first report year in FY28; and

• noted that the TCFD quantification was

disclosed in FY26 and has been reviewed

for changes in this financial year, noting

no significant changes in the business to

date to reflect.

Corporate governance

During the year, the Committee maintained

close oversight of the business readiness

activities supporting forthcoming corporate

reporting (UK Corporate Governance Provision

29) and control reforms. The programme

has continued to progress well,with materiality

thresholds defined, material controls identified

and an assurance approach developed. Initial

dry run testing was completed, supported

by extensive engagement with control owners

and seniorstakeholders, and the team further

strengthened documentation to evidence

control effectiveness. The Committee reviewed

and approved the proposed materiality,

controls and assurance approach, and

planning for the year ahead has been

established to ensure appropriate coverage.

Significant matters in the financial statements Response Challenge and outcome Cross reference

Impairment testing – Property, plant and equipment and right-of-use assets

The performance of the Group’s impairment review

requiresmanagement to make a number of judgements

andestimates, a portion of these recur whereas others are

considered as a result of certain events such as the impact

ofthe accelerating growth plan.

The Committee were informed of the assumptions

and methodology utilised across the Group’s

impairment model. The Committee were

informed of the drivers of the impairment

recognised in the financial year.

The Committee challenged management’s approach, in particular

the methodology used to estimate both value in use and fair value

less costs of disposal for site level impairment reviews, as well as the

approach taken where an individual asset within a CGU is no longer

highly dependent on the remainder of the CGU for its expected cashflows.

TheCommittee also challenged the inputs used in management’s

model, specifically challenging the valuations utilised, the advice

provided by local market experts, the impact of the announced increase

to business rates in future financial years and the application of

growth rates.

The Committee was satisfied that the Group has appropriately performed

the impairment reviews, accounted for the impairment and impairment

reversals identified and that the related disclosures are appropriate.

See Note 2

andNote 14

tothe financial

statements.

GOVERNANCE

112

Whitbread PLC Annual Report and Accounts 2025/26

Corporate governance continued

The programme continues tobuild on

Whitbread’s mature audit methodology

andestablished risk and control frameworks,

providing a robust platform for implementation.

‘Speaking Out’ facility

In accordance with the Code, the Committee

has continued to review the Company’s

whistleblowing function. Asystem was

introduced in 2024 and is operated by

Safecall Ltd. This allows employees and

third parties to report anonymously and

inconfidence in a variety of different

ways.The Committee received half-yearly

reports from the General Counsel on

theoperation of this function and the

arrangements in place for proportionate

and independent investigations.

Fair, balanced and understandable

In order to confirm to the Board that the

Annual Report and Accounts, taken as a

whole, is fair, balanced and understandable,

there has been a thorough verification and

approval process using the Committee’s

knowledge of the Company, as outlined below:

• The Annual Report and Accounts

isdrafted by the appropriate senior

management with overall coordination by

the Secretariat team to ensure consistency.

• Comprehensive reviews of the drafts

ofthe Annual Report and Accounts are

undertaken by management, members of

the Executive Committee and the Audit

Committee Chair.

• A final draft is reviewed by the Audit

Committee prior to consideration by

aCommittee of the Board.

• Formal approval of the Annual

Reportand Accounts is given

bytheDisclosure Committee.

Going concern and viability

The assessment of the Group to continue as

a going concern is supported by the following:

• cash and cash equivalents of £0.2bn at

the balance sheet date with access to

undrawn committed borrowing facilities

of £0.8bn;

• the Group maintains sufficient headroom

to its current financial covenant throughout

the going concern period;and

• £1.0bn of sterling bonds are maturing

outside of the going concern period,

between May 2027 and May 2032.

In arriving at the going concern assessment

for the Group the Committee challenged

management to ensure the business rates

cost increase from the Autumn 2025

Budget and the subsequent impact on

thebusiness planning cycle have been

considered adequately.

The Committee has reviewed the Group’s

assessment of viability over a period greater

than 12 months. In assessing viability, the

Committee has considered the Group’s

position as listed above, considered the

current financial and operational position

ofthe Group, the Group’s business planning

cycle and the period over which the directors

have carried out a robust assessment of the

principal risks and uncertainties facing the

Group as outlined on pages [•] to [•] of the

Annual Report. As part of the assessment, the

Group considers its likely investment grade

status over the viability assessment period.

Further detail of the assessment following this

can be found within the Viability Statement.

The viability statement can be

found on page [•]

Internal control and

riskmanagement

The Audit Committee oversees the

effectiveness of Whitbread’s systems of risk

management and internal control. As part of

its annual cycle, the Committee undertakes

a formal review of the overall framework,

including the risk management policy,

management’s risk assessment processes, and

the adequacy of monitoring and reporting

arrangements. The Committee also reviews

updates to the Financial Control Framework as

part of its oversight of financial governance.

Responsibility for identifying, assessing

andmanaging financial and non-financial

functional risks sits with designated risk

owners across the business. These risks are

monitored and mitigated through established

processes, supported by the cross-functional

Risk Working Group, which provides visibility

of emerging or elevated risks. The Executive

Committee retains ownership of principal

risks, sets the risk appetite and oversees

mitigating actions. Internal Audit provides

regular updates to the Committee on

insights arising from Executive Committee

risk discussions and the activities of the

Risk Working Group. During the year, the

Board undertook a robust assessment of

the Company’s principal and emerging risks

and approving the risk appetite. For each

principal risk, the Board also reviewed and

confirmed the level of assurance required.

Within the wider Finance Controls

Framework (FCF), both the Control

Steering Group and the Fraud Risk

SteeringCommittee assess the strength

ofthe control environment and review

fraud-related indicators. Internal Controls

present periodic updates to the Committee,

including outcomes of FCF testing, fraud

risk management.

AUDIT COMMITTEE REPORT CONTINUED

During the year, the Committee received

updates on legal compliance and corporate

reform readiness. The Committee also

approved revisions to the treasury policy

and tax strategy, and received a comprehensive

review of employee relations within UK

operations, including key themes and

emerging risks.

Overall, the Committee is satisfied that the

systems of risk management and internal

control operated effectively throughout the

year. The UK control environment remains robust,

underpinned by clear accountability, strong

governance and regular monitoring, with

our overseas businesses progressively maturing.

Further details of the principal risks facing

the Company canbe found on pages [•] to [•]

Internal Audit

The Internal Audit function provides

independent and objective assurance

overthe effectiveness of Whitbread’s

riskmanagement processes and internal

controls established by management. Its

work helps the Audit Committee and the

Board evaluate whether core systems and

processes remain robust as the business

grows, supporting sound governance and

sustainable long-term performance.

The Audit Committee discusses and

approves the annual Internal Audit plan

andreceives regular reports and updates

onaudit progress, key findings, and status

of management actions. To support the

Committee’s assessment of Internal

Audit’sindependence, the Director of

Internal Audit and Risk meets privately

withthe committee at least once a year.

Over the last 12 months, internal audit

completed a broad programme of work

across operational, and people processes

inboth the UK and Germany incorporating

testing of associated financial controls.

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

113

Group-wide audits were delivered across

the technology functions with a continued

focus on cyber risk and the transition of

programme activity into IT services. In addition,

the function undertook programme assurance

reviews across three of our strategic

programmes: the implementation of the

new HR & Payroll system, transformation of

the supply chain and exploratory development

of the revenue management system. This

coverage provided valuable insight on areas

of complexity and change, contributing to

strengthened oversight of key business risks.

Internal Audit operates a rolling 24-month

plan, with the first 12 months of activity

approved by the Committee in March for

the year ahead. This approach provides

flexibility to respond and re-prioritise audits

as business priorities evolve. The plan is

risk-based, aligned to Whitbread’s principal

risks, and determined by the Audit Universe.

It reflects areas of major change, recurring

themes from prior audit results, management

views and external risk trends. Follow-up

audits are undertaken where significant

risks were identified to confirm that agreed

actions have been implemented and are

operating effectively.

The function continues to conform to

professional standards through its Quality

Assurance and Improvement Programme,

and coordination with External Audit

ensures efficient coverage of key risk areas.

The Committee monitors Internal Audit

effectiveness throughout the year and, in

2025, reviewed and updated the Internal

Audit Terms of Reference to reflect the latest

Institute of Internal Auditors’ Standards.

The Committee concluded that Internal

Audit remains appropriately resourced,

independent, and effective in providing

assurance over key risks and internal controls.

In 2026, the Committee will consider feedback

gathered from stakeholders following the

FY26 year end to inform its ongoing

assessment. An External Quality Assessment

(EQA) is scheduled during 2026 in line with

the five-year requirement of the Institute of

Internal Auditor. The Committee will approve

the scope, consider the findings and any

recommended enhancements to ensure

continued alignment with best practice.

External auditor

On behalf of the Board, the Committee

oversees the relationship with the external

auditor. Deloitte was appointed as the

auditor of the Company in 2015 following

aformal tender process. The Audit Committee

recommended to the Board the reappointment

of Deloitte for the financial year, and for this

to be ratified at the upcoming annual

general meeting.

The current lead audit partner is William

Smith, who was appointed in 2025.

Audit effectiveness

The effectiveness of the external audit

process is dependent on appropriate audit

risk identification at the start of the audit

cycle. We receive a detailed audit plan from

Deloitte, identifying its assessment of these

key risks. These risks were reviewed and

they, together with the work done by the

auditor, were used to challenge management’s

assumptions and estimates around these

areas, as well as other areas reported upon.

The effectiveness of the audit process was

assessed in addressing these matters

through the reporting we received from

Deloitte at both the half year and year-end.

In addition, feedback was sought from the

Committee, the Board and management

onthe effectiveness of the audit process

and targeted and tailored questionnaires

were completed.

In the October 2025 meeting the Committee

reviewed the FRC’s Audit Quality Review

results of Deloitte, assessing the quality

ofthe results of the audit inspections and

considering whether any specific observations

impact upon Whitbread’s external audit.

The relevant areas identified involved audit

work on Impairment, noting the need for

specific focus on data, evaluation and challenge

of key assumptions in cashflow forecasts.

An assessment of the effectiveness of

Deloitte in respect of the previous financial

year was undertaken in July 2025. Overall,

the audit was considered to be effective

and executed to a high standard with relevant

and robust challenge together with working

through significant judgemental areas and

best practice governance. Improvements

had been made in significant financial

reporting matters, with earlier planning

andidentification of the key decision

pointsdelivering a more effective process

inrelation to impairment and the defined

benefit pension scheme.

The focus for this financial year is to

continue to improve the systems audit

approach that reflects the maturity of the

finance systems environment and focusing

on the minor improvements in the wider

audit that builds on the successes from

previous years. A joint action plan has

beenagreed between Whitbread and

Deloitte to address these areas.

As part of our review process for the

financial year, the Committee will be

assessing the work of the year-end audit

after it is finalised, incorporating an external

audit effectiveness review for this financial

year which will be completed and reported

to the Audit Committee.

Auditor independence

To safeguard the objectivity and independence

of the external auditor, the Committee’s

terms of reference set out the policy in

respect of provision of services by the

external auditor. The Committee regularly

reviews this policy for necessary changes

inresponse to changes in related standards

and regulatory requirements.

The policy defines permitted non-audit

services that can be provided by the

auditor, because of the knowledge and

experience of the external auditor and/or

for reasons of confidentiality, meaning it

can be more efficient or prudent to engage

the external auditor rather than another

party. This is particularly the case with

audit-related assurance services that are

closely connected to the audit function

where the external auditor has the benefit

of knowledge gained from work already

performed as part of the audit.

For these specifically permitted audit-related

assurance services, the Group canemploy

the external auditor without reference to

the Audit Committee, subject to a specified

fee limit of up to £250,000.

For the services permitted in certain

circumstances, agreement must be sought

from the Chair of the Audit Committee,

where fees are less than the limit specified,

or with full Audit Committee approval

where fees are anticipated to be greater

than £250,000. Atender process would

beheld where appropriate.

Total non-audit fees amounted to £0.1m,

asbroken down below:

£0.1m for audit-related assurance (interim

review), although this is considered to be

anon-audit service, the objectives of the

review are aligned with the audit.

Signature to be supplied

Jonathan Howell

Chair, Audit Committee

[29] [April] 2026

GOVERNANCE

114

Whitbread PLC Annual Report and Accounts 2025/26

Main activities during the year

In 2025/26, the Audit Committee’s work covered internal controls, risk management, internal audit, external audit and financial reporting. The details of the matters discussed

atCommittee meetings are shown below.

March 2025

• Review of the year-end financial

statements and reports template,

accounting judgements methodology

and early view on estimates and

impairment approach.

• External audit – approval of

remuneration, terms of engagement

and non-audit fees.

• Approval of the Internal Audit plan.

• Risk and controls – financial controls

update, approval of risk management

policy and risk management framework

and deep dive on cyber risks.

• Compliance report and TCFD.

• Committee evaluation report.

• UK Corporate Reform update.

• Sustainability reporting update –

outcome from EU Omnibus and

TCFDquantification.

April 2025

• 2024/25 Annual Report and Accounts

including strategic report, governance

and consolidated accounts.

• Approval of the impact of judgements

and estimates.

• Review of going concern, viability

statement and fair, balanced and

understandable assessment; external

evaluation of the Committee; review

and approval of the AC terms of reference.

• External audit – year-end audit report

and non-audit fees.

• Internal Audit – internal audit report

and terms of reference.

• Risk and controls – review of

statements on risk management

andcontrols and litigation report.

• Compliance report (including subsidiary

audit status) – whistleblowing update

and TCFD report.

• Whistleblowing report and

Whistleblowing policy.

• Externally facilitated Committee

evaluation report.

• Approval of Audit Committee

termsof reference.

July 2025

• Compliance – treasury policy.

• Internal audit report and external

quality assessment action plan update.

• External audit – auditor effectiveness

review and financial reporting update.

• Risk and controls – financial control

framework update.

• UK corporate reform – material risks

and controls.

October 2025

• Review of 2025/26 interim results

– including management papers in

relation to judgements and estimates,

impairment and going concern.

• External audit – half-year report,

interim letter of representation

andpreliminary audit plan.

• Risk and controls – financial controls

update and UK Corporate Governance

Code – key controls plan.

• Internal Audit – interim update

including retail audit.

• Compliance – litigation report,

compliance report, whistleblowing,

employee relations in Whitbread

UKoperations and tax Strategy.

AUDIT COMMITTEE REPORT CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

115

Main activities post-financial year

March 2026

• Review of year-end financial statements

andreport template – including accounting

judgements and estimates methodology.

• External audit – audit update report,

AQR output review, non-audit fees and UK

Corporate Code update.

• Internal Audit – approval of plan and update

onrecent internal audits.

• Provision 29 dry run test results and FY27 timeline

• Risk and controls – approval of risk management

policy and management framework and update

on financial control framework.

• Compliance report.

• External Audit Committee effectiveness review.

April 2026

• 2025/26 Annual Report and Accounts

includingstrategic report, governance and

consolidated accounts.

• Review of Going Concern and Viability

Assessment – including review of Downside

scenario (severe but plausible scenario).

• Approval of the impact of updated judgements

and estimates including approval of going concern

assessment on behalf of the Board.

• External audit – year-end audit report and

non-audit fees and approval of remuneration.

• Internal Audit – internal audit report and terms

ofreference.

• Risk and controls – review of statements on risk

management and tax controls and litigation report.

• Compliance report – whistleblowing and

TCFDupdate.

Image: Premier Inn Margate

GOVERNANCE

116

Whitbread PLC Annual Report and Accounts 2025/26

REMUNERATION COMMITTEE REPORT

“The incentive outcomes

for 2025/26 reflect the

business’s strong financial

performance and continued

delivery of strategic and

ESG objectives.”

Frank Fiskers

Chair, Remuneration Committee

Membership of the

Remuneration Committee

and meeting attendance

Name of director

Attendance at

meetings

Frank Fiskers (Chair) 5/5

Kal Atwal 5/5

Richard Gillingwater

4/5

Christine Hodgson

3/3

Karen Jones 5/5

1 The meeting Richard Gillingwater

couldnot attend was due to a

priorcommitment.

2 Christine Hodgson joined the Board

on1September 2025couldnot attend

was due to a priorcommitment.

The Committee’s focus in 2025/26 has been

implementing our approved Policy to ensure

that it continues to drive alignment of

remuneration with our overall aims and strategy.

Remuneration Committee

activities in2025/26

Following shareholder approval of the

Policy at the AGM, the Committee’s activities

this year centred on ensuring its effective

application. Key activities included setting

the performance framework for the year

ahead, assessing prior year outcomes for

both the annual incentive and the Restricted

Share Plan, and considering remuneration

and workforce trends across the organisation.

Throughout the year, we ensured that

remuneration outcomes remained aligned

with shareholder expectations and

consistent with the strategic priorities of

the business. This letter summarises the

actions wehave taken, the reasoning

behind our decision-making and why we

believe these outcomes are appropriate.

2025/26 incentive outcomes

The incentive outcomes for 2025/26 reflect

the business’s strong financial performance

and continued delivery of strategic and ESG

objectives. This has been achieved in a year

marked by the laying of strong foundations

for future growth and resilience in the face

ofsignificant headwinds.

The Committee believes the outcomes are an

appropriate reflection of performance and

has, therefore, not made any adjustments.

The Committee is also comfortable that the

Policy operated as intended, in terms of

Company performance and quantum.

The Annual Incentive Scheme (AIS) for

2025/26 was structured around financial,

strategic, and ESG-related performance metrics:

• financial performance: 75% weighting

(60% profit, 15% efficiency savings); and

• strategic and ESG objectives: 25% weighting.

As in prior years, the target level of

Profitgeneration was set in line with our

stretching internal plan. Achieving the profit

target amid persistent inflation, rising labour

costs and softer UK market demand required

the delivery of very strong cost controls

and strong underlying growth inthe face of

these material headwinds. TheCommittee

believes that the level of adjusted PBT

delivered in the year is a strong outcome for

shareholders, and this incentive outcome is a

fair reflection of this element of performance.

Germany profit was included in the executive

directors’ scorecard for the first time in

2025/26. This was a breakthrough year for

our German business, delivering our first

annual profit and making material progress

on our commercial initiatives. However, we

set a materially tougher threshold for incentive

purposes, with actual performance coming

slightly below threshold. As such the outcome

for this measure is nil.

The delivery of our efficiency programme

remains as critical as ever to our financial

performance and allows us to continue

toinvest in our guest experience, our

people and our growth opportunities.

Efficiency savings delivered in year were

£[97.3]m, materially above our stretch

goalof £82.5m.

Delivery of the executive directors’ strategic

objectives, which purposefully focused on

key areas that underpin the Five-Year Plan,

was excellent, with highlights in the year

included on pages [•] and [•].

On behalf of the Remuneration

Committee, I am pleased to

present our remuneration

report for 2025/26. This report

outlines the key remuneration

decisions made by the Committee

during the financial year and

how the remuneration policy

was implemented.

The Committee appreciated the high level

of shareholder support for the 2024/25

Remuneration Report and Policy, which

were supported by 95% and 94% of our

shareholders, respectively. In particular,

theCommittee would like to thank those

shareholders and investor bodies that

actively participated in the consultation

process that we ran ahead of the 2025

Annual General Meeting.

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

117

After assessing all elements of the AIS,

payouts for 2025/26 on a formulaic basis

are [65.4]% of maximum for Dominic Paul

and [64.9]% for Hemant Patel. As ever, the

Committee sought to ensure these outcomes

were reasonable in the context of the overall

performance of the business and the manner

in which it was delivered for all of its

stakeholders, and the way we confirmed

this is set out on page [•].

2023 Restricted Share Plan award

The two underpins for the 2023 RSP were

an average lease-adjusted net debt to FFO

leverage ratio of less than 4.7x, and an average

ROCE for the UK business of 9% or higher.

Both RSP underpins have been met, and

therefore, the 2023 RSP awards will vest

infull; a summary of the Committee’s

assessment of these underpin conditions

isset out on page [X].

Implementation for 2026/27

Both Dominic Paul and Hemant Patel will

receive salary increases of 3%. This is in

linewith the increase applied to salaried

employees in the UK and below the increase

applied to the majority of our hourly paid

team members in the UK where we have

continued to make a significant investment

to ensure our pay rates remain competitive.

In respect of the AIS, the maximum opportunity

will remain at 170% of salaryfor Dominic Paul

and Hemant Patel, respectively. We are

retaining the same framework as in FY26,

with a 75% allocation for financial metrics,

split between 60% profit and 15% efficiency,

and a 25% allocation for strategic objectives

and ESG. We believe this allows for a continued

focus on driving Group and Germany

profitability, whilst ensuring focus on future

years of the plan through delivery of key

strategic growth enablers. Full details on

our measures for 2026/27 are on page [X].

Business performance

Our strategic priorities for the year were to grow and innovate in the UK, to focus on our strengths

to grow in Germany, and to enhance our capabilities to support long-term growth in order to

deliver for our stakeholders.

During the year, management have made strong progress across the full range of our priorities,

despite significant sector wide headwinds. Some headwinds were known at the start of the year

such as the increase in NIC contributions from April 2025 and increased labour costs, whilst others

arose during the year, most notably a material increase in business rates and a weaker hotel market.

Despite these headwinds, management’s focus on the delivery of technology-enabled commercial

initiatives, material cost savings, and achieving the key profitably milestone in Germany, has

delivered continued market outperformance ina challenging year.

A summary of our key achievements in the year is set out below:

Strategic Pillar 2025/26 performance highlights

1. Grow and

innovate in

theUK

• [Like for like sales?]

• Outperformed the midscale and economy market by +1.1% on RevParbasis.

• Delivered a RevPAR premium to the M&E market of [£5.88]

• Opened 4 new hotels and over 1,100 new rooms across the estate.

• Refurbished almost 5,000 rooms, including upgrades to Premier Plus.

• Expanded our development pipeline with more than [2,000]additionalrooms.

2. Focus on our

strengths to

grow in

Germany

• Increased Germany’s total year-on-year accommodation sales by 9.2% in

localcurrency.

• Grew total estate RevPAR and RevPAR of our more established hotels by [x]%

and [x]% respectively, significantly outperforming the wider Midscale and

economy market.

• Delivered profitability through positive RevPAR growth and a clear focus on

ourcost base.

• Strengthened our portfolio with three new hotels (633 new rooms), providing

great-value accommodation in even more locations for customers.

• Our development pipeline now exceeds 40 committed sites and almost 9,000

new rooms, securing sustained growth for the years ahead.

• Our product quality and resulting high guest scores supported Premier Inn to

deliver the strongest year-on-year brand awareness growth among competitors.

3. Enhance our

capabilities

tosupport

long-term

growth

• Delivered £97.3m in cost efficiencies, up from £75m in 2024/25.

• Early positive results from our Accelerating Growth Plan, divesting someof our

branded restaurants and converting some others into higher-returning hotel rooms.

• Enhanced operation and commercial performance through investment into our

technology stack.

• Maintained a strong balance sheet:

• Lease adjusted leverage of [3.3x]

• Net debt £709m

• On track to complete the previously announced £250m share

buy-backprogramme.

2026 RSP awards will be made at 125%

ofsalary for Dominic Paul and 110% of

salary for Hemant Patel. The underpins

areunchanged vs 2025 and based on net

debt to EBITDAR ratio and returns. The

Committee considers these underpins to

continue to be the most appropriate to

protect shareholders against any payments

for potential failure.

More details on the underpins are provided

on page [•]

Looking forward

Despite external challenges, this has been

ayear in which the business has continued

to lay strong foundations and position our

business for future growth. The Committee

will continue to set stretching goals and

appropriate policies that align management

with this long-term growth, driving the right

behaviours and performance outcomes.

I hope to meet some of you at our AGM

inJune, where I will be happy to answer

anyquestions you might have.

Frank Fiskers

Chair, Remuneration Committee

29 April 2026

GOVERNANCE

118

Whitbread PLC Annual Report and Accounts 2025/26

CustomersEmployees

• Over £35m invested in pay increases,

continuing to pay ahead of National

Living Wage, with average increases

forhourly paid team members of 6%.

• Over £500k awarded to hourly paid team

members under the ‘All Green’ WINcard

incentive to recognise excellent

performance at site level.

• Germany hotel team members

receivedaspecial annual payment.

• Investment in developing careers through

external leadership programmes for

senior leaders and our “Progressing Into”

programmes for future operational

leaders (with over 250 team members

onprogrammes to progress to first

management or hotel management).

• We have over 1,000 team members on

apprenticeship programmes, with over

350 achieving their qualification this year.

We were rated as a top ten apprenticeship

employer in FY26, reflecting the quality

of our programmes.

• Recognised as a Top Employer

forthe16th consecutive year.

• We actively enable opportunity for

disadvantaged young people, helping

them into meaningful, paid employment.

We partner with Barnardo’s, focussing on

those who are care experienced, and with

Derwen and Hereward Colleges for our

“Thrive” programme, which supports

students with learning difficulties

intowork.

• Maintained our market-leading Quality

&Value scores in the UK, with scores

inGermany among the highest in the

midscale and economy market,

measuredby the YouGov BrandIndex.

• Investment in bed replacement programme

to ensure a great night’s sleep, with over

70,000 beds now upgraded to our new

specification.

• Refurbished a further 4,982 rooms to

ensure a consistent, quality experience

forour guests.

• Developed a further 500 Premier Plus

rooms across 30 hotels (including three

hotels in Germany), to give guests an

upgrade option, taking the total to almost

8,000rooms.

• Continued to offer guests flexibility and

choice with room rate products such as

Early Check-In and Rooms with a View.

• Further 47 ‘Social’ F&B concepts rolled

outacross estate, including AGP sites,

todeliver our famous tastly breakfast

andagreat choice for dinner.

• Enhanced the app and kiosk user experience,

upgrading 485 digital check-in kiosks

during FY26 and piloting new features

such as Digital Keys in both the UK

andGermany.

• Ongoing investment and development of

our web and app user experience, offering

guests new functionality such as price

finder, whilst driving increased revenue

through optimised booking flow

• Strong growth in key ancillary lines

including upgraded wifi, car parking,

andoffering guests the opportunity

tobuy our beds and bedding.

• Strong customer satisfaction scores

inGermany Premier Inn sites, with an

average online review score of 4.18/5.

Stakeholder experience in2025/26

REMUNERATION COMMITTEE REPORT CONTINUED

Image: Hub by Premier Inn Snowhill

Image: Premier Inn Margate

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

119

InvestorsCommunities

• Scope 1&2 Carbon reduction of 3.9%

year-on-year and 63% from a 2016/17 baseline.

• This year, we reached over 2,200

low-carbon rooms, with 710 delivered

in-year, which have no natural gas connection

and use only electricity backed by

Renewable Energy Guarantees of

Origin(REGO).

• The AGP will result in 3,500 new rooms,

90% of which will be operationally low

carbon, powered by electricity backed

byREGO.

• ESG scores received: MSCI AA, ISS ESG B,

S&P CSA scored 54 (88th industry percentile),

CDP B for climate and water.

• 17.6% reduction in water use per sleeper

from a 2019/20 baseline, meaning we are

making great progress towards our target

of a 20% reduction by 2030.

• Opened seven new hotels across the

UKand Germany, with our flagship hub

by Premier Inn London Farringdon (Old

Bailey), incorporating the culturally and

historically important elements of a Grade

IIlisted building, together with modern

sustainability features, including a blue

roof, air source heat pumps and heat

recovery systems.

• Since 2020, we have opened 62 hotels

inthe UK&I. Of these, 46 achieved an

EPCrating of A, and 48 were certified

toa BREEAM rating of Very Good or

higher, including 10 rated Excellent

andone Outstanding.

• All electricity that we procure across

ourUK, Irish and German estate is

verifiedas renewable, backed by

EnergyAttributeCertificates.

• We have achieved a 40% reduction in

food waste against our 2018/19 baseline,

keeping us on track to achieve our target

of 50% reduction by 2030.

• We continue to source our critical

commodities responsibly, with 100% of

beef farm assured, 100% of wild caught

fish MSC certified, 100% of whole shell

eggs cage free, and 100% of Palm Oil

included in non-branded food products

being RSPO certified in our own recipes.

• Adjusted PBT of [£483m].

• Dividend of 97.0 pence per share.

• £250m share buy-back on track to

becompleted.

• A further year of market outperformance

in the UK, with Premier Inn total

accommodation sales +0.7%pts ahead

ofthe wider midscale and economy market.

• Expansion continuing at pace in Germany,

establishing a broad national network

with 65 open hotels (11,598 rooms) and

45 sites in the pipeline (8,713 rooms).

• Significant interaction principally through

the Chief Executive, Chief Financial Officer

and Investor Realtions team throughout

the year. Separately, the Chair, General

Counsel and Investor Relations Director

also met with several of the Group’s larger

investors to discuss governance-related

matters. The Group also hosts investor

visits to our hotels in both the UK and

Germany and presents at several investor

conferences each year.

• Donated 40,385 meals to 641 charities

viaFareShare.

• Raised £2.6m for Great Ormond Street

Hospital Children’s Charity (GOSH),

totalling almost £29m since our

partnership began in 2012.

• Donated 527 old laptops from our Support

Centre through Sustainable Tech for Good.

These have been refurbished and distributed

to families in need in the local area.

• Raised €50,000 in 2025/26 for our

German charity partner Children for

abetter World e.V., a national charity

fighting child poverty, taking total

fundraising for this partner to €1.7m

since2021.

• For the Children’s Health Foundation

inIreland, we have raised just over half

ofthe €30,000 we’ve committed to raise

in 2024–2027, for a ground-breaking

multi-disciplinary rehabilitation programme

– the first of its kind in thecountry.

Environment

• Continued option for discounted early

payment to support supplier cash

flowmanagement.

• Continued additional due diligence

onhuman rights.

Suppliers

Image: Premier Inn Margate

GOVERNANCE

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Whitbread PLC Annual Report and Accounts 2025/26

Incentive outcomes in 2025/26

2025/26 Annual Incentive Scheme outcomes

Measure

Weighting (% of

max) Threshold Target Max

Outcome (% of maximum)

Dominic

Paul

Hemant

Patel

Group PBT

performance

50% Actual: £[483.1]m [57.3]% [57.3]%

£436.5m

(10%

payout)

£485m

(60%

payout)

£533.5m

(100%

payout)

Germany PBT

performance

10%

Actual: €[0.7]m 0% 0%

€3.38m

(10%

payout)

€8.38m

(60%

payout)

€13.38m

(100%

payout)

Efficiency

savings

15%

Actual: £[97.3]m 100% 100%

£67.5m

(10%

payout)

£75m

(60%

payout)

£82.5m

(100%

payout)

Strategic

objectives

20%

Details of performance are set out

on pages [•] and [•]

[90]% [87.5]%

ESG measures 5%

Details of performance are set out

on page [•]

[75]% [75]%

Total outcome (% of maximum) [65.4]% [64.9]%

Actual annual incentive

£[1,072]k £[627]k

Value of which deferred into shares (50% of total)

£[536]k £[313]k

2023 RSP underpin assessment

Underpin Assessment

Vesting level

(% of maximum)

Average Lease-adjusted net debt to FFO

leverage ratio of less than 4.7x over the

three-year period to the end of 2025/26

Met: [3.6x] 100%

ROCE for the UK business of 9% or higher

over the three-year period to the end

of2025/26

Met: [13.7%]

2025/26 single total figure ofremuneration

The diagram below provides a summary of the single total figure of remuneration for

2025/26. Further details are set out on page [•] in the annual report on remuneration.

Dominic Paul

Chief Executive

£[3.10]m

Base salary [31]%

Benefits [1]%

Annual Incentive Scheme [35]%

Restricted Share Plan [31]%

Pension [3]%

Hemant Patel

Chief Financial Officer

£[1.75]m

Base salary [32]%

Benefits [1]%

Annual Incentive Scheme [36]%

Restricted Share Plan [27]%

Pension [3]%

REMUNERATION AT A GLANCE

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

121

Summary of our remuneration policy and implementation for 2026/27

The Company’s directors’ remuneration policy (the ‘Policy’) was approved by shareholders at the annual general meeting on 19 June 2025. A summary of the Policy and how we intend to

implement it for 2026/27 is set out below. The full Policy can be found at whitbread.co.uk/governance.

Key elements 2026/27 2027/28 2028/29 2029/30 2030/31

Overview of

remuneration policy Implementation for 2026/27

Base salary,

pension and

benefits

Salary

Salaries are reviewed annually. CEO: £993k ([3]% increase).

CFO: £585k ([3]% increase).

Benefits

Car or car allowance and healthcare or personal insurance.

Additional benefits may be provided in exceptional circumstances (e.g. relocation).

In line with Policy.

Pension

Maximum of 10% of salary. CEO: 10% of salary.

CFO: 10% of salary.

Annual

Incentive

Scheme

Maximum

opportunity

Up to 200% of base salary.

Any increase beyond 170% of salary will only be applied in exceptional

circumstances.

CEO: 170% of salary.

CFO: 170% of salary.

Operation

andmetrics

Directors are required to defer 50% of their bonus into shares, if they have not met

their minimum shareholding requirement, or 25% of their bonus if they have met

their shareholding requirement.

The remainder is paid in cash.

Shares vest after three years.

Malus and clawback provisions apply.

Profit: 50%.

Germany profit: 10%.

Efficiency: 15%.

Strategic objectives: 20%.

ESG: 5%.

Restricted

SharePlan

Maximum

opportunity

CEO: 125% of salary.

CFO: 110% of salary.

CEO: 125% of salary.

CFO: 110% of salary.

Operation and

metrics

Three-year vesting period.

Subject to two or more performance underpins and continued employment.

Additional two-year holding period.

Malus and clawback provisions apply.

Average lease-adjusted net debt to

EBITDAR leverage ratio being less

than4.2x.

Average ROCE for the UK business to be

9% or higher.

Shareholding

requirement

Shareholding

requirements

CEO: 300% of salary.

CFO: 200% of salary.

Requirement is that shares from exercised share awards must be retained until

these levels have beenreached.

Actual shareholding as at 26February

2026:

Dominic Paul 253%.

Hemant Patel: 204%.

Post-cessation

shareholding

requirements

100% of the in-role requirement for two years post-departure.

Malus and

clawback

Circumstances

i) Material misstatement of results.

ii) Misconduct.

iii) Material loss as a result of participant actions or behaviour.

iv) Material reputational damage.

v) An error in assessing the performance conditions or underpin.

vi) Insolvency or corporate failure.

Timeframe

Malus and clawback provisions apply to the cash bonus and deferred annual bonus for three years from the date of award.

Forthe RSP, provisions apply during the vesting period and for two years following vesting.

The duration of these malus and clawback periods is intentionally aligned with the respective deferral, vesting and post-vesting

holding periods. These timeframes are considered appropriate to allow the Committee to assess whether any trigger events

have occurred that would warrant the application of malus or clawback.

GOVERNANCE

122

Whitbread PLC Annual Report and Accounts 2025/26

DIRECTORS’ REMUNERATION POLICY

Share-based awards under the AIS and RSP may:

a) be delivered as nil-cost options, forfeitable shares, conditional share awards or

equivalent cash-settled instruments; and

b) be adjusted in the event of any variation of the Company’s share capital or in any other

circumstances the Committee considers it appropriate.

Illustration of application of Remuneration Policy

The graphs below show how the Policy will be applied in 2026/27, with details of expected

remuneration levels for each director for below threshold performance, on-target

performance and maximum performance.

Executive directors – potential value of 2026/27 package

The table below sets out the assumptions used in the scenario charts on the left:

Below threshold On target Maximum

• Only the fixed pay

elements are received

(base salary, benefits

andpension).

• Salary reflects what will be

paid in 2026/27. For the

CEO and CFO this means

the salary has been

pro-rated to the increase

from 1 May 2026.

• Benefits are included at

the value in the 2025/26

single figure table.

• The CEO’s and CFO’s

pensions are 10% of salary.

• Fixed pay elements plus

target annual bonus

andRSP.

• Incentives are based on

salaries at 1 May 2026.

• On-target pay for the

Annual Incentive Award

has been included at 57.5%

of the maximum award

(170% for each director).

• On-target pay for the RSP

has been included at 100%

of the 2026/27 maximum

award (125% of salary for

the CEO and 110% of

salary for the CFO).

• Fixed pay elements plus

maximum Annual Incentive

Award and RSP, with

values as set out to

theleft.

• An additional scenario sets

out the value of the RSP

assuming a 50% increase

in share price between

grant and vesting.

Performance measures

With the exception of base salary, benefits, pension and participation in the Sharesave

scheme, all other elements of the remuneration packages of the executive directors are

linked to performance.

The RSP is subject to performance underpins, which, if not met, may cause an award to be

reduced. The RSP is designed to incentivise delivery of the growth strategy in both the UK

and Germany, to support shareholder alignment through direct exposure to share price and

to retain executive directors throughout an important time for the business to deliver

growth. The underpins each year are set taking into account the business plan and the

Group’s strategy so as to protect against a payment for failure.

The performance measures and targets for the Annual Incentive Scheme are selected

annually to align with the business strategy. Targets for measures are normally set at

thebeginning of the financial year.

There are a number of types of measure used to determine the level of awards under

thescheme. There are financial and other business measures and some strategic growth

objectives. The growth objectives will be quantitative measures linked to individual

responsibilities in the context of our strategic objectives and will be reviewed in

advancebythe Committee. Targets are set taking into account the business plan.

Dominic Paul

Hemant Patel

On target

Maximum

Maximum, with

50% share

pricegrowth

Maximum, with

50% share

pricegrowth

30%

32%

26%

23%

25%

22%

15%

21%

22%

18%

19%

15%

21%

22%

18%

19%

37%

35%

31%

27%

40%

37%

£3,321,011

£1,878,590

£4,038,455

£2,301,444

£4,659,081

£2,623,340

Base salary and benefits Pension Cash incentive Deferred shares RSP

Below threshold

91%

£1,109,098

£662,703

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

123

Service contracts and externalappointments

The key terms of the executive directors’ service contracts are as follows:

• notice period – six months by the director and 12 months by the Company;

• termination payment – see policy on payment for loss of office in the Policy,

whichcanbefound at whitbread.co.uk/governance;

• sickness – full salary for a maximum of 12months in any three-year period

orforamaximum of nine consecutive months; and

• non-compete – for six months after leaving or being put on garden leave.

The dates of the executive directors’ service contracts are as follows:

Dominic Paul 28 June 2022

Hemant Patel 26 January 2022

Executive directors’ service contracts are available for inspection by any person at the

Company’s registered office during normal office hours and on the Company’s website

atwww.whitbread.co.uk. The executive directors are entitled to retain fees from

externaldirectorships.

The effective dates of the letters of appointment of the Chair and the non-executive

directors are as follows:

Christine Hodgson 1 September 2025

Kal Atwal 1 March 2021

Horst Baier 1 November 2019

Frank Fisker 1 February 2019

Richard Gillingwater 27 June 2018

Jonathan Howell 1 January 2026

Karen Jones 9 January 2023

Shelley Roberts 31 October 2023

Cilla Snowball 24 January 2023

The Chair and non-executive directors were each appointed for an initial three-year

termand are subject to annual re-election at the AGM.

Image: Premier Inn Birmingham NEC

GOVERNANCE

124

Whitbread PLC Annual Report and Accounts 2025/26

Single total figure of remuneration – executive directors (audited information)

Base salary Benefits Pension Fixed pay

Annual Incentive

Scheme

Long-term

Incentive Variable pay Total

Director

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

Dominic Paul 959 930 22 22 96 93 1,077 1,045 1,072 865 949 1,069

[1]

2,021 2,029 3,098 3,074

Hemant Patel 565 548 22 22 57 55 644 625 627 499 478

550

[2]

1,104 1,070 1,745 1,695

1 The share price used to calculate the value at vesting was 2,611.97 pence, being the average closing price of a Whitbread share in the final quarter of the 2025/26 financial year, as the shares vest on 30 April 2026.

2 The value in relation to the 2024/25 long-term incentive has been updated from the estimate provided in last year’s report to reflect the actual share price on the date of vesting (1 May 2025) of 2,743.0 pence.

Base salary

Annual salary increases across the Group are usually effective from 1 May each year. The base salary numbers shown in the table, therefore, include two months’ pay based on the

director’s salary from 1 May 2024 and ten months’ pay based on the director’s salary from 1 May 2025.

Benefits

The benefits received by each executive director include family private healthcare and a cash allowance in lieu of a company car.

Pension

The executive directors receive a monthly amount in cash in lieu of pension contributions. This is at the rate of 10% of base salary and is aligned with the rate available to the majority

ofthe wider workforce. No executive director participates in a Group defined benefit or final salary pension scheme.

2025/26 Annual Incentive Scheme

The maximum bonus opportunity for Dominic Paul and Hemant Patel was 170% of base salary. The incentive for 2025/26 was assessed against a combination of Group and Germany

profit, efficiency savings, strategic objectives and ESG metrics.

As stated in the Committee Chair’s letter on page [•], the Committee believes the formulaic outcome was appropriate and consistent with the wider stakeholder experience and as such

no discretion was exercised. The outcome of the Annual Incentive Scheme is as follows:

Director

Group

Profit outcome

(% maximum)

Germany

Profit outcome

(% maximum)

Efficiency target

outcome

(% maximum)

Strategic

objectives outcome

(% maximum)

ESG measures

outcome

(% maximum) Total % of maximum Total % of salary

Total

£’000

Weighting 50% 10% 15% 20% 5%

Dominic Paul

[57.3]% [0]% [100]% [90]% 75% [65.4]% [111.2]% [1,072]

Hemant Patel

[57.3]% [0]% [100]% [87.5]% 75% [64.9]% [110.3]% [627]

On the basis that neither Executive Director has met their shareholding requirements as at 26 February 2026, half of these awards will be paid in cash in May 2026, with the remaining

half being settled in deferred shares, which are expected to vest in 2029. Details on the outturns for the financial measures (50% of total award) and the overall outcomes are provided

inthe at a glance section on page [•]. No malus or clawback provisions were exercised in relation to annual bonus awards during the year.

ANNUAL REPORT ON REMUNERATION

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

125

Awards based on strategic objectives (20% of total award)

Dominic Paul and Hemant Patel each had a number of business objectives and 20% of the maximum incentive opportunity was linked to performance against these objectives.

Asummary of each of the executive directors’ objectives, together with the incentive outcomes, is shown in the tables below.

Chief Executive, Dominic Paul

Measure Actual outcome vs targets

OBJECTIVE 1: Grow and innovate in the UK – [8.9]% out of 10.0%

Deliver the network growth plan for the UK through

organic pipeline and deliver refurbishment plan

• Opened 1,178 new rooms in UK and added 2,017 rooms to the pipeline, ahead of target.

• Completed 4,982 refurbished rooms ahead of stretch

Deliver the commercial strategy

• Improved website and app user experience, delivering £10m of LFL revenue upside.

• Achieved step-change app functionality with revenue contribution exceeding 13% of direct sales.

• Outperformed the midscale and economy market by +1.1% on RevPar basis.

Achieve customer/guest satisfaction targets

• Premier Inn guest satisfaction below target.

• Restaurant customer satisfaction ahead of stretch.

Deliver strategic F&B implementation plan and

execute agreed in-year activity

• Continued the delivery of strategic F&B implementation plan, with the overall progress of plan.

• Delivery of the evolved breakfast room/Solus restaurant programme was fully delivered.

• Conversion of legacy F&B estate into expanded PI rooms was fully delivered with >500 rooms now open as a result of F&Bchanges.

• Disposals of impacted sites above target. Operationally, all F&B offerings were delivered with increased training programmes

for staff and guest satisfaction actively monitored throughout the year.

• Overall commercial performance ahead of business case.

OBJECTIVE 2: Focus on our strengths to grow in Germany – 6.1% out of 7%

Deliver network growth plan including organic

pipeline additions in Germany

• Opened 633 new rooms in Germany, ahead of target.

• Added 2,358 rooms to the committed pipeline, ahead of stretch.

Drive Germany commercial performance

• Strategically reinforced commercial organisation under new leadership.

• Completed Premier Inn Germany e-commerce transformation with revised ROAS targets and new campaign plan in rollout.

• Adjusted and successfully implemented trading strategies.

• Significantly expanded indirect channel reach through key partnerships, leading to broader market access and

enhancedconversion.

Achieve guest satisfaction targets

• Guest satisfaction achieved at target (assessed via own surveys and online reviews).

OBJECTIVE 3: Enhance our capabilities to support long-term growth – [3.0]% out of [3.0]%

Determining the approach for growth opportunities • Successfully agreed and approved Third Engine strategy with Board endorsement.

• Expansion of ‘hub by Premier Inn’ both in UK and Germany, with first signed site in Berlin, and UK sites under evaluation.

Drive technology stability

• Reduced net impact of digital outages by more than 50%, exceeding stretch.

Total outcome (% of maximum incentive opportunity) [•]% out of [20]%

GOVERNANCE

126

Whitbread PLC Annual Report and Accounts 2025/26

Single total figure of remuneration – executive directors (audited information) continued

2025/26 Annual Incentive Scheme continued

Awards based on strategic objectives (20% of total award) continued

Chief Financial Officer, Hemant Patel

Measure Actual outcome vs targets

Objective 1: Grow and innovate in the UK – 3.8% out of 4.5%

Deliver the network growth plan for the UK through

organic pipeline and deliver refurbishment plan

• Opened 1,178 new rooms in UK and added 2,017 rooms to the pipeline, ahead of target.

• Completed 4,982 refurbished rooms, ahead of stretch.

Deliver strategic F&B implementation plan and

execute agreed in-year activity

• Continued the delivery of strategic F&B implementation plan, with the overall progress ahead of plan.

• Delivery of the evolved breakfast room/Solus restaurant programme was fully delivered.

• Conversion of legacy F&B estate into expanded PI rooms was delivered with >500 rooms now open as a result of F&B changes.

• Disposals of impacted sites were above target.

• Operationally, all F&B offerings were delivered with increased training programmes for staff and guest satisfaction actively

monitored throughout the year.

• Overall commercial performance ahead of business case.

Optimisation of UK PI estates portfolio

• Executed combined sale and leaseback and disposal of surplus asset packages of £283m, in line with target.

• Full estate valuation completed and communicated externally at interim results.

Objective 2: Focus on our strengths to grow in Germany – 1.2% out of 1.5%

Deliver network growth plan including organic

pipeline additions in Germany

• Executed Opened 633 new rooms in Germany, ahead of target.

• Added 2,358 rooms to the committed pipeline, ahead of stretch.

Objective 3: Enhance our capabilities to support long-term growth – 12.5% out of 14%

Deliver Investor Relations plan • Successful communication of 5 year plan and effective follow up with investors following results announcements and

business rates changes, [although interim communications faced some challenges.] Managed expectations on profitability

progress consistently.

Deliver FY25 financial audit clearance with no material

misstatements and half-year FY26 interim review

• Delivered the 2024/25 audit clearance and 2025/26 interim review with high accuracy and timeliness.

Deliver Accelerated Efficiency programme to budget

across business

• Achieved P&L savings that significantly exceeded target.

• Established Transformation team to continue to support delivery of five year plan targets (which are currently ahead

ofschedule).

Land new outsourced Finance organisation with

minimal disruption to business

• Delivered continued savings for FY26 and FY27. On target to agree continuous improvement plan with outsourcing provider

in FY27.

• Ensured talent pathway is in place for graduates as part of new structure.

Drive technology stability

• Reduced net impact of digital outages by almost 60%, exceeding stretch, with significant improvement in stability of Opera &

Planet against FY25.

• Technology budgets set and governed appropriately.

Total outcome (% of maximum incentive opportunity)

17.5% out of 20%

ANNUAL REPORT ON REMUNERATION CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

127

Awards based on ESG objectives (5% of total award)

The ESG targets for 2025/26, together with the results, are shown below.

ESG measure Threshold Target Stretch Allocation Result (% of maximum)

Carbon reduction >= 1.3% reduction >= 1.5% reduction >= 1.7% reduction 2.5% Stretch:

5.6% reduction

100%

Leadership diversity

Senior leadership population to be made up of:

• 40% female representation

• 10% ethnic minority representation

2.5% Part-achieved

40.4% female and

6.3% ethnic minority representation

50%

TOTAL 75%

1 When the impact of the external factors of reduced sleeper numbers over the performance period is removed from the carbon reduction targets, performance still exceeds the stretch target. The Committee is

therefore satisfied that this outcome is attributable to internal actions taken and appropriately reflects performance.

2 This measure was assessed in a binary manner, unlike the carbon reduction measure which follows a threshold to stretch range as outlined above.

Long-term incentive

Assessment of performance underpins for the 2023 RSP

Awards were granted at 125% of salary for Dominic Paul and 110% of salary for Hemant Patel. The 2023 RSP was awarded subject to two underpins and, for each underpin that is not met,

the Committee may reduce the vesting outcome by up to 50%. In line with shareholder feedback, the 2023 RSP award is based on two hard financial underpins:

• The Company’s average Lease-adjusted net debt to FFO leverage ratio being less than 4.7x. Over the period, the Company’s average Lease-adjusted net debt to FFO leverage ratio was

[3.6%]; therefore, this underpin was met.

• The Company’s average ROCE for the UK business to be 9% or higher. Over the period, the Company’s average ROCE for the UK business was [13.8%]; therefore, this underpin was met.

As stated in the Committee Chair’s letter on page [•], the Committee believes the formulaic outcome was appropriate and consistent with the wider stakeholder experience and as such

no discretion was exercised. Therefore, the Committee determined that the 2023 RSP should vest in full.

The number and value of shares vesting for the executive directors under the RSP are as follows:

Director Number of shares granted Number of shares vesting

Estimated value

at vesting date

(£’000)

Value attributable to share

price appreciation (£’000s)

Dominic Paul 36,346 36,346 949 nil

Hemant Patel 18,302 18,302 478 nil

The share price used to calculate the value at vesting was 2,611.97 pence, which was the average closing price of a Whitbread share in the final quarter of the 2025/26 financial year.

Theshares vesting to Dominic Paul and Hemant Patel will vest in May 2026. In both cases the awards are subject to a two-year post-vesting holding period.

No malus or clawback provisions were exercised in relation to RSP awards during the year.

GOVERNANCE

128

Whitbread PLC Annual Report and Accounts 2025/26

Single total figure of remuneration – Chair and non-executive directors (audited information)

Director

Base fee

Senior Independent

Director fee

Fee as Chair of a Board

Committee

Fee as a member of

a Board Committee Total

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

2025/26

£’000

2024/25

£’000

Christine Hodgson

233 — — — — — — — 233 —

Adam Crozier

230 450 — — — — — — 230 450

Kal Atwal 71 69 — — — — 6 5 77 74

Horst Baier

71 69 — — 9 — 6 5 86 74

Frank Fiskers 71 69 — — 22 22 6 5 99 96

Richard Gillingwater 71 69 17 17 — — 6 5 94 91

Jonathan Howell

12 — — — 4 — — — 16 —

Karen Jones 71 69 — — — — 6 5 77 74

Chris Kennedy

21 69 — — 7 22 — — 28 91

Shelley Roberts 71 69 — — — — 6 5 77 74

Cilla Snowball 71 69 — — — — 6 5 77 74

1 Christine Hodgson and Jonathan Howell joined the Board on 1 September 2025 and 1 January 2026, respectively.

2 Adam Crozier and Chris Kennedy stepped down from the Board on 1 September 2025 and 19 June 2025, respectively.

3 Horst Baier’s fees include fees for acting as interim Audit Committeee Chair from 19 June to 31 December 2025.

Neither the Chair nor the non-executive directors are entitled to any additional benefits.

ANNUAL REPORT ON REMUNERATION CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

129

Statement of directors’ shareholding and share interests (audited information)

The Committee believes that the shareholding requirements for executives play an important role in the alignment of the interests of executives and shareholders and help to incentivise

executives to deliver sustainable long-term performance.

The Chief Executive’s shareholding requirement is 300% of salary and the Chief Financial Officer’s is 200% of salary. All shares vesting from incentive plans cannot be sold until the

shareholding requirement has been met. The Chair and the non-executive directors are each required to build a holding to the value of 100% of their annual fee over a three-year period.

The table below shows the holdings of directors as at 26 February 2026:

Director

Ordinary

awards

Value based on

input price

£’000

Value based on

market price

£’000

Requirement %

of salary/base

fee

% of salary

based on

input price

% of salary

based on

market price

Share awards

not counting

towards

requirements

CHAIR

Christine Hodgson 17,817 — 500 465 100% 107% 100% —

EXECUTIVE DIRECTORS

Dominic Paul 29,088 106,945 2,442 2,240 300% 253% 232% 112,561

Hemant Patel 20,021 34,540 1,161 1,001 200% 204% 176% 57,312

NON-EXECUTIVE DIRECTORS

Kal Atwal 2,525

— 73 66 100% 103% 93% —

Horst Baier 2,456 — 86 64 100% 122% 90% —

Frank Fiskers 3,865 — 110 101 100% 155% 142% —

Richard Gillingwater 2,500 — 85 65 100% 120% 92% —

Karen Jones 2,075 — 40 54 100% 56% 76% —

Jonathan Howell 4,520 — 130 118 100% 184% 166% —

Shelley Roberts 1,106 — 15 29 100% 21% 41% —

Cilla Snowball 2,258 — 69 59 100% 98% 83% —

1 The market price used was the average for the last quarter of the financial year (2,611.97 pence). The number of share awards shown is the full number, but the valuation of those awards has been reduced

toreflect deductions to be made at the point of exercise in respect of income tax and Employee National Insurance contributions. The awards counting towards the requirement include shares held outright

(including by a connected person), unvested deferred shares awarded under the Annual Incentive Scheme and unexercised awards under the Restricted Share Plan and the Recruitment and Retention Scheme,

where no further performance conditions apply. All share awards are structured asnil-cost options on vesting. The awards not counting towards requirements are unvested awards under the Restricted Share

Plan, where the performance underpins have not yet been tested.

There has been no change to the interests in the tables shown on this page between the end of the financial year and the date of this report.

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Whitbread PLC Annual Report and Accounts 2025/26

Awards granted in 2025/26

The tables below outline the share awards granted during 2025/26. Awards were granted

using the average closing price of a Whitbread share for the five trading days immediately

prior to the grant, excluding any days on which dealing in Whitbread shares by management

was prohibited. All awards were granted in the form a nil-cost option over shares.

Deferred share awards under the Annual Incentive Scheme

50% of the total annual incentive earned in respect of performance during 2024/25 was

deferred into shares, as detailed below. Deferred share awards are subject to continued

employment but are not subject to further performance conditions.

Director Date of award

Number of

Share price

used

(p)

Face value of

award at grant

(£’000)

Vesting

date

Dominic Paul 9 May 2025 15,741 2748.6 433 30 April 2028

Hemant Patel 9 May 2025 9,085 2748.6 250 30 April 2028

2025 Restricted Share Plan

Director

% of base

salary

awarded Date of award

Number

granted

Share price

used (p)

Face value

of award at

grant

(£’000)

Vesting

date

Dominic Paul 125% 9 May 2025 42,567 2748.6 1,170 30 April 2028

Hemant Patel 110% 9 May 2025 22,077 2748.6 607 30 April 2028

The awards made under the Restricted Share Plan are subject to the following two

underpins being met, which are assessed over the three-year performance period

totheend of 2027/28:

• the Company’s average lease-adjusted net debt to EBITDAR leverage ratio being

lessthan4.2x; and

• the Company’s average ROCE for the UK business to be 9% or higher.

Awards vesting will then be subject to a two-year holding period.

Options exercised (audited information)

Director Scheme

Number

of shares Exercise price Exercise date

Market price

on exercise (p)

Dominic Paul RSP 6,808 N/A 23 May 2025 2,790.24

Hemant Patel AIS 5,535 N/A 23 May 2025 2,790.24

Key

AIS: Awards made under the Annual Incentive Scheme.

RSP: Awards made under the Restricted Share Plan.

Payments for loss of office (audited)

There were no payments made for loss of office during the year.

Payments to past directors (audited information)

With the exception of regular pension payments and dividends on Whitbread shares and

the exercise of share awards as permitted under the rules of the Company’s share schemes,

no other payments were made during the year to past directors.

Chief Executive’s remuneration

Whitbread is in the hospitality business and has a large workforce of around 30,000 team

members who are employed directly by the business, with the majority being in hourly paid

customer-facing roles in our hotels and restaurants. We have an aligned set of reward

principles for all employees which includes offering competitive pay rates at all levels,

reflecting our position as a leading organisation in the hospitality sector. This enables

ustoattract and retain the right talented people for our winning teams.

For our hourly paid team members, we benchmark against other hospitality companies to

ensure we are competitive when comparing pay with similar organisations. We operate a

pay approach where increases are linked to skills progression, with clear and transparent pay

rates for each role that increase as new skills are developed. For our Chief Executive, we

benchmark against the FTSE 31–100, excluding any non-comparable industries such as

Financial Services, Oil and Gas and Natural Resources, where remuneration levels are

significantly higher. This ensures we use an appropriate and relevant comparison for

thisrole within our sector.

As noted in previous years, the Chief Executive has a high level of variable pay and,

therefore, the CEO median pay ratio fluctuates in line with Chief Executive incentive

outcomes each year.

For 2025/26, the median pay ratio has decreased from 122:1 in 2024/25 to [115:1]. [The

primary drivers of this decrease are our continued investment in employee pay, which has

led to higher median employee pay across the business, while CEO remuneration has

remained broadly stable year on year.]

All three of the UK employee reference points compare our Chief Executive’s remuneration

with that of hourly paid team members in customer-facing roles in the operational sites and

there is relatively limited difference in the 25th, median and 75th percentile ratios as shown

below. Given this, we believe the median pay ratio is consistent with the reward policies for

our UK employees. Whitbread has continued to use Option A to calculate its ratio, as the

data required is readily available and this option provides the most accurate comparison

asthe figures are calculated on a like-for-like basis.

ANNUAL REPORT ON REMUNERATION CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

131

The table below shows how the total pay of the Chief Executive compares with our UK employees at the 25th, median and 75th percentile:

Year Method

25th percentile

ratio

Median pay

ratio

75th percentile

pay ratio

2025/26 Total pay (FTE): £[25,679] £[25,998] £[28,019]

Total pay and benefits (FTE):

£[26,182] £[26,927] £[28,737]

Pay ratio (Option A):

[118:1] [115:1] [108:1]

2024/25 Pay ratio (Option A): 126:1 122:1 114:1

2023/24 Pay ratio (Option A): 110:1 105:1 97:1

2022/23 Pay ratio (Option A): 147:1 141:1 131:1

2021/22 Pay ratio (Option A): 110:1 105:1 98:1

2020/21 Pay ratio (Option A): 55:1 53:1 50:1

2019/20 Pay ratio (Option A): 150:1 143:1 134:1

The figures for the wider workforce were calculated as of 26 February 2026 (the ‘snapshot date’) and use the single figure methodology (salary, benefits, annual incentive,

LTIPandpension). The Chief Executive’s figure of £[3.09]m is taken from the total single figure remuneration for 2025/26 on page [•].

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Whitbread PLC Annual Report and Accounts 2025/26

Chief Executive’s remuneration continued

Annual percentage change in remuneration

We are required to publish the annual percentage change in remuneration (salary or fees, benefits and annual bonus) for each director compared to the annual average percentage

change in remuneration for the employees (excluding directors) of the parent company. As Whitbread PLC is not an employing entity, it has no employees and as such this statutory

disclosure is not possible. For information purposes, the average remuneration of the Group’s employees increased by [•]% versus the previous year.

Director

2025/26 2024/25 2023/24 2022/23 2021/22

% change 2025/26–2024/25 % change 2024/25–2023/24 % change 2023/24–2022/23 % change 2022/23–2021/22 % change 2021/22–2020/21

Base

salary/fees Benefits

Annual

bonus

Base

salary/fees Benefits

Annual

bonus

Base

salary/fees Benefits

Annual

bonus

Base

salary/fees Benefits

Annual

bonus

Base

salary/fees Benefits

Annual

bonus

EXECUTIVE

DIRECTORS

Dominic Paul 3% 1%

[24]% 3% 0% (40%) 0% 0% 1% — — — — — —

Hemant Patel 3% 1%

[26]% 4% 0% (42%) 3% 0% 5% — — — — — —

NON-EXECUTIVE

DIRECTORS

Adam Crozier

— — — 4% — — 3% — — 3% — — 7% — —

Christine Hodgson

— — — — — — — — — — — — — — —

Kal Atwal 3% — — 4% — — 3% — — 3% — — — — —

Horst Baier

15% — — 4% — — 3% — — 3% — — 7% — —

Jonathan Howell

— — — 4% — — 3% — — 3% — — — — —

Frank Fiskers 3% — — 4% — — 3% — — 3% — — 5% — —

Richard Gillingwater 3% — — 4% — — 3% — — 3% — — 5% — —

Karen Jones 3%

— — 4% — — 3% — — — — — — — —

Chris Kennedy

— — — 4% — — 3% — — 3% — — 5% — —

Shelley Roberts 3% — — 4% — — — — — — — — — — —

Cilla Snowball 3% — — 4% — — 3% — — — — — — — —

1 Adam Crozier and Chris Kennedy have been excluded from the year-on-year percentage change calculation for FY25 to FY26, as they stepped down from the Board on 1 September 2025 and 19 June 2025

respectively. As their FY26 remuneration reflects only a part-year of service, the percentage movement is not considered meaningful. They remain included in the table for historic years during which they

serveda full financial year.

2 Christine Hodgson and Jonathan Howell were appointed on 1 September 2025 and 1 January 2026 respectively and did not serve in the prior financial year; therefore, no year-on-year comparison is shown.

3 Horst Baier’s year-on-year percentage change calculation for FY25 to FY26 is inclusive of an additional fee which was paid in relation to his support in acting as the interim Audit Committee Chair from 19 June 2025

to 31 Dec 2025.

ANNUAL REPORT ON REMUNERATION CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

133

Ten-year history of Chief Executive remuneration

The following table shows the Chief Executive’s pay over the last ten years, with details of

the percentage of maximum paid out under the Annual Incentive Scheme and the LTIP/RSP

vesting percentage for each year.

Year Chief Executive

Single total figure

of remuneration

(£’000)

% of maximum

annual incentive

achieved

% of LTIP/RSP

award vesting

2025/26 Dominic Paul [3,099] [65.4] 100.0

2024/25 Dominic Paul 3,074 54.4 100.0

2023/24 Dominic Paul 2,465 95.0 N/A

2022/23 Dominic Paul 2,416 94.4 N/A

Alison Brittain 3,199 94.4 45.0

2021/22 Alison Brittain 2,164 71.4 N/A

2020/21 Alison Brittain 1,032 0.0 N/A

2019/20 Alison Brittain 2,636 56.7 36.0

2018/19 Alison Brittain 5,588 54.8 0.0

2017/18 Alison Brittain 2,336 64.1 38.3

2016/17 Alison Brittain 2,509 49.8 76.5

Total shareholder return (TSR)

The chart looks at the value over ten years of £100 invested in Whitbread PLC on 3 March 2016

compared, on a consistent basis, with that of £100 invested in the FTSE 100 Index based

on30 trading day average values. The FTSE 100 has been selected by the Committee as

anappropriate comparator group due to Whitbread’s position within the Index.

Relative importance of spend on pay

The table below compares the change in total expenditure on employee pay during the

year with the change in dividend payments and share buy-backs.

2024/25 2025/26 % change

Employee costs £818.7m £801.6m 2.1%

Dividends and share buy-backs £442.4m

£[•]m [•]%

FTSE 100 FTSE 350 (Travel & Leisure) Whitbread

Source: Workspace by LSEG.

300

250

200

150

100

Total shareholder return (rebased)

03 Mar

2016

02 Mar

2017

01 Mar

2018

28 Feb

2019

27 Feb

2020

25 Feb

2021

03 Mar

2022

02 Mar

2023

29 Feb

2024

27 Feb

2025

26 Feb

2026

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134

Whitbread PLC Annual Report and Accounts 2025/26

Implementation of remuneration policy in 2026/27

Base salary

Dominic Paul and Hemant Patel will each receive a 3% salary increase in May 2026. This is

in line with the increases in pay for salaried employees across the organisation. The base

salaries of the executive directors with effect from 1 May 2026 will be as follows:

Director

Base salary at

1 May 2026

(£’000)

Base salary at

1 May 2025

(£’000)

Dominic Paul 993 964

Hemant Patel 585 568

Benefits and pension

The benefits received by each executive director will continue to include family private

healthcare, a cash allowance in lieu of a company car and cash allowances at 10% of salary

in lieu of pension.

Annual Incentive Scheme

The maximum bonus opportunity for Dominic Paul and Hemant Patel will be 170% ofbase

salary. Any incentive payments will be at the discretion of the Remuneration Committee in

the event that the health and safety score is red on the WINcard. Keeping our teams and

customers safe is not an incentive lever but a core responsibility that earns the right to

achieve incentivised rewards.

The Committee has the discretion to amend formulaic outcomes.

Cash awards will be made in May 2027, with deferred share awards granted in April or May 2027

and due to vest in 2030, with no further performance conditions applying.

The measures and weightings for the 2026/27 annual incentive are, therefore, as follows:

Measure Weighting

Group Profit 50%

Germany profit 10%

Efficiency 15%

Strategic objectives 20%

ESG measures 5%

ANNUAL REPORT ON REMUNERATION CONTINUED

Financial measures

The targets of the three financial metrics, which make up 75% of the annual incentive,

areconsidered by the Board to be commercially sensitive and, for that reason, are not

disclosed in advance. The Committee intends to disclose the targets retrospectively in

the2026/27 report.

Targets have been set with reference to external consensus and budget.

Strategic objectives

Each executive director also has business objectives aligned with the Group’s strategic

priorities. They will be eligible to receive up to 20% of the maximum incentive opportunity

based on the delivery of these objectives. Some of the objectives have measures with

clearthreshold, on-target and stretch targets, whereas others will be objectively assessed

against a stretch level of performance. All measures are quantifiable and linked to the

business plan and future financial performance. For both executives, objectives have

beenset under the following areas:

• protect and strengthen the core UK market;

• focus on our strengths to grow inGermany; and

• strategic growth.

ESG measures

The 5% allocation to ESG measures will be split between an environmental measure and

asocial measure.

The targets within the Strategic objectives and ESG measures are considered by the Board

to be commercially sensitive and, for that reason, are not disclosed in advance.

Restricted Share Plan

Awards will be granted at 125% of salary for Dominic Paul and 110% of salary for Hemant Patel.

The awards will be subject to two underpins and, subject to these underpins being met,

areexpected to vest in 2029, after which they will be subject to a two-year holding period.

The underpins are the same as used for last year’s award:

• the Company’s average lease-adjusted net debt to EBITDAR leverage ratio being less

than 4.2x; and

• the Company’s average ROCE for the UK business to be 9% or higher.

Chair’s fee

The Chair will receive a fee increase of 3% with effect from 1 May 2026, taking her annual

fee to £478,950.

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

135

Remuneration Committee

– responsibilities

• Set the broad Policy for the

remuneration of the Chair and

members of the Executive Committee,

including the executivedirectors.

• Within the terms of the agreed

Policy, determine the total individual

remuneration package (including

incentive payments, share awards

and other benefits) of the Chair

andeach executive director.

• Monitor the structure and level

ofremuneration of Executive

Committee members.

• Approve the design of, and

determine the targets for,

executiveincentive schemes.

• Approve awards to be made to

executive directors and other senior

executives under incentive schemes.

• Ensure that contractual terms

ontermination, and any payments

made, are fair to the individual and

the Company, that failure is not

rewarded and that the duty to

mitigate loss is fully recognised.

• Review the alignment of incentives

with the Company’s wider culture.

• Obtain ideas and concerns from

thewider workforce about reward

andtake into account workforce

remuneration across the Company

and externally when setting

remuneration policy for the

executive directors.

Non-executive director fees

The base annual fee for non-executive directors will increase on 1 May 2026 by

3%to£73,080. The fees for chairing the Audit Committee and the Remuneration

Committee will increase to £17,570. The fees for the Senior Independent director

willincrease to £5,870 and the fees for membership of the Audit and Remuneration

Committeeswill increase to£23,420.

Statement of shareholder voting

Both the advisory resolution to approve the 2024/25 annual report on remuneration

andthe resolution to approve the directors’ remuneration policy were put to shareholders

for approval at the 2025 AGM, where each resolution was passed.

The voting results were as follows:

Resolution For Against Total Withheld

Annual report on remuneration 131,425,799

(95.2%)

6,643,822

(4.8%)

138,069,621 41,236

Directors’ remuneration policy 129,328,965

(93.6%)

8,837,859

(6.4%)

138,166,824 44,033

During 2024/25, the Committee conducted an extensive consultation exercise with major

shareholders, to seek their views on the structure of our remuneration schemes and our

new Policy proposals. We were pleased to have the support of the overwhelming majority,

and we modified our proposals slightly in light of some feedback received. In particular,

asmall number of shareholders asked that we align our post-cessation shareholding

requirement (PCSR) with the Investment Association’s recommended approach, which

wedid in our updated proposals. Shareholder views on executive pay at Whitbread are

alsoperiodically considered and discussed at investor meetings attended by the Chair.

Remuneration Committee

– advisers

Internal advisers

Clare Thomas General Counsel

and Secretary

to the Committee

Rachel Howarth Chief People Officer

Stephen Brown Reward, Pensions

and Insight Director

External advisers

PwC, one of the founding members

ofthe Remuneration Consultants

Group Code of Conduct, was appointed

remuneration consultant by the

Committee with effect from September

2017 following a rigorous tender process

and adheres to thiscode in its dealings

with the Committee. Fees paid to PwC

in respect of advice received by the

Committee amounted to £114,250.

These fees were charged on a time

and material basis.

The Committee is satisfied that

theadvice received is independent

and objective. The Committee is

comfortable that the PwC engagement

partner and team tha provide remuneration

advice tothe Committee do not have

connections with the Company that

may impair their independence or

objectivity. PwC also provided

Whitbread with internal audit

andother consulting advice.

Image: Premier Inn Margate

GOVERNANCE

136

Whitbread PLC Annual Report and Accounts 2025/26

Remuneration Committee agenda – 2025/26

Frank Fiskers

Chair, Remuneration Committee

29 April 2026

Approval of Annual Incentive Scheme

andtargetsfor2025/26.

Approval of awards of cash and deferred shares

toexecutive directors and senior executives under

the2024/25 Annual Incentive Scheme.

Approval of executive directors’ and

seniorexecutives’salary review.

Approval of the 2025 awards made under the RSP.

Confirmation of the vesting percentage for the RSP

awards made in 2022 and which vested in 2025.

Approval of directors’ remuneration policy.

Approval of the 2025 remuneration report.

Consideration of the approach to

underpinsforthe2026 RSP award.

Review of wider remuneration strategy

acrosstheorganisation.

Consideration of the performance of

the2025/26Annual Incentive Scheme.

Consideration of the performance against

theunderpinsfor the 2023 RSP award.

Evaluation of Committee effectiveness.

ANNUAL REPORT ON REMUNERATION CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

137

DIRECTORS’ REPORT

Appointment and replacement

ofdirectors

Directors shall be no fewer than two and no

more than 20 in number. Directors may be

appointed by the Company, by ordinary

resolution or by the Board of directors.

In accordance with the UK Corporate

Governance Code 2024, all directors will

stand for annual re-election at each AGM.

The Company may, by special resolution,

remove any director before the expiration

of his/her term of office.

Directors automatically stop being

directorsif:

• they give the Company a written notice of

resignation (at the date such notice expires);

• they give the Company a written notice in

which they offer to resign and the other

directors decide to accept the offer;

• all of the other directors (who must

comprise at least three people) pass

aresolution or sign a written notice

requiring the director to resign;

• they are or have been suffering from

mental or physical ill health and the

directors pass a resolution removing

thedirector from office;

• they have missed directors’ meetings

(whether or not an alternate director

appointed attends those meetings) for a

continuous period of six months without

permission from the directors and the

directors pass a resolution removing

thedirector from office;

• a bankruptcy order is made against them or

they make any arrangement or composition

with their creditors generally;

• they are prohibited from being a director

under any applicable legislation; or

• they cease to be a director under any

applicable legislation or are removed

from office under the Company’s articles

of association.

Directors’ indemnity

A qualifying third-party indemnity provision

was in force for the benefit of the directors

during the financial year. In addition, a qualifying

pension scheme indemnity provision was in

force for the benefit of Whitbread Pension

Trustees during the financial year.

The directors present their report and accounts for the year ended 26 February 2026.

Results and dividends

Group adjusted profit before tax £[•]m

Group profit before tax

£[•]m

Interim dividend paid on [•] [December] 2025 [•]p per share

Recommended final dividend

[•]%

Total dividend for the year

[•]p per share

Certain information required for disclosure in this report is provided in other

appropriate sections of the Annual Report and Accounts. These include the

corporate governance and remuneration reports and the Group financial

statements and notes to those financial statements, and accordingly these

areincorporated into the report by reference.

Details on the Group’s dividend policy can

be found on page [•] in the Chief Financial

Officer’s review.

Subject to approval at the AGM, the final

dividend will be payable on [•] [July] 2026

to the shareholders on the register at the

close of business on [•] [May] 2026

The Board

Board of directors

The directors at the date of this report

arelisted on pages [•] to [•].

Adam Crozier and Chris Kennedy did

notseek re-election at the 2025 AGM.

Chrisstepped down from the Board at the

conclusion of that meeting, while Adam

stepped down as Chair in September 2025.

We appointed a new independent

non-executive director, Jonathan Howell,

toreplace Chris, both on the Board and

asChair of the Audit Committee. We also

appointed Christine Hodgson to succeed

Adam as Chair of the Board.

Directors’ service contracts

The key terms of the executive directors’

service contracts, together with the dates

of those contracts, can be found in the

remuneration report on page [•], along

withthe effective dates of the letters

ofappointment of the Chair and the

non-executive directors.

The executive directors’ service contracts

are available for inspection at our head office.

Powers of directors

The business of the Company is managed

by the directors who may exercise all the

powers of the Company, subject to the

Company’s articles of association, any

relevant legislation and any directions

givenby the Company by passing a special

resolution at a general meeting. In particular,

the directors may exercise all the powers

ofthe Company to borrow money, issue

shares, appoint and remove directors and

recommend and declare dividends.

GOVERNANCE

138

Whitbread PLC Annual Report and Accounts 2025/26

The Board continued

Compensation for loss of office

There are no agreements between the

Company and its directors or employees

providing for compensation for loss of office

or employment that occurs as a result of

atakeover bid.

Directors’ share interests

Details regarding the share interests

ofthedirectors in the share capital of

theCompany, including with respect to

optionsto acquire ordinary shares, are set

out in the remuneration report on page [•].

Share capital

Details of the issued share capital can

befound in Note [27] to the accounts.

Holders of ordinary shares are entitled to

attend and speak at general meetings of

theCompany, to appoint one or more proxies

and, if they are corporations, corporate

representatives to attend general meetings

and to exercise voting rights. Holders of

ordinary shares may receive a dividend and,

on a liquidation, may share in the assets of

the Company. Holders of ordinary shares

are entitled to receive the Company’s Annual

Report and Accounts. Subject to meeting

certain thresholds, holders of ordinary shares

may requisition a general meeting of the

Company or the proposal of resolutions

atAGMs.

Voting rights

On a show of hands at a general meeting

ofthe Company, every holder of ordinary

shares present, in person or by proxy, and

entitled to vote, has one vote (unless the

proxy is appointed by more than one member

in which case the proxy has one vote for

and one vote against if the proxy has been

instructed by one or more members to vote

for the resolution and by one or more members

to vote against the resolution) and on a poll

every member present in person or by proxy

and entitled to vote has one vote for every

ordinary share held. Voting rights for any

ordinary shares held in treasury are suspended.

None of the ordinary shares carry any special

rights with regard to control of the Company.

Electronic and paper proxy appointments

and voting instructions must be received

bythe Company’s registrars not later than:

(i) 48 hours before a meeting or adjourned

meeting (excluding non-working days); or

(ii) 24 hours before a poll is taken, if the poll

is not taken on the same day as the meeting

or adjourned meeting.

Unless the directors decide otherwise, a

shareholder cannot attend or vote at any

general meeting of the Company or at any

separate general meeting of the holders of

any class of shares in the Company or upon

a poll or exercise any other right conferred

by membership in relation to general

meetings or polls if he or she has not paid

all amounts relating to those shares which

are due at the time of the meeting.

Where a shareholder with at least a 0.25%

interest in a class of shares has been served

with a disclosure notice in relation to a

particular holding of shares and has failed

to provide the Company with information

concerning those shares, those shares will

no longer give that shareholder any right

tovote at a shareholders’ meeting.

Restrictions on transfer of shares

There are the following restrictions on

thetransfer of shares in the Company:

• certain restrictions which may from time

to time be imposed by laws and regulations

(for example, insider trading laws);

• pursuant to the Company’s share dealing

code, the directors and senior executives

of the Company require approval to deal

in the Company’s shares;

• where a person with at least a 0.25%

interest in a class of shares has been served

with a disclosure notice and has failed to

provide the Company with information

concerning interests in those shares;

• the subscriber ordinary shares may not

be transferred without the prior written

consent of the directors;

• the directors can, without giving any

reason, refuse to register the transfer

ofany shares which are not fully paid;

• transfers cannot be in favour of more

than four joint holders; and

• the directors can refuse to register the

transfer of an uncertificated share in the

circumstances set out in the uncertificated

securities rules (as defined in the Company’s

articles of association).

The Company is not aware of any agreements

between shareholders that may result in

restrictions on the transfer of shares or

onvoting rights.

Purchase of own shares

The Company is authorised to purchase

itsown shares in the market. Approval to

renew this authority will be sought from

shareholders at the 2026 AGM. The Company

purchased [•] million of its own shares

during the year and cancelled them. At [•]

[February] 2026, [•] million shares were

held as treasury shares (27 February 2025:

12.5 million).

Employee share schemes

Whitbread does not have any employee

share schemes with shares which have

rights with regard to the control of the

Company that are not exercisable directly

by the employees.

Major interests

As at the end of the financial year, the

Company had received formal notification,

under the Disclosure and Transparency

Rules, of the following material holdings in

its shares (the percentages shown are the

percentages at the time of the disclosure

and have not been re-calculated based on

the issued share capital at the year-end):

Number

of shares

% of issued

capital

[1]

Blackrock Inc 11,976,143 6.89%

Corvex

Management LP 9,355,020 5.53%

Artemis Investment

Management LLP 8,760,514 5.01%

Aberdeen Asset

Management 9,155,869 4.99%

Vulcan Value

Partners LLC 6,698,606 4.98%

1 The percentage of issued share capital is taken

from the date of the relevant notification and

changes to the voting rights since that date can

cause higher numbers of shares to have lower

percentages and vice versa.

DIRECTORS’ REPORT CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

139

[We improved our understanding of landlord

sites that used REGO-backed electricity

over the year; this was been taken into

account when reporting our Scope 2

emissions. We also improved our tracking

ofthe F-gas data for the Scope 1 reporting.]

Scope 3

[Our 2024/25 Scope 3 emissions stand at

407,242 tCO

e. This is a reduction in emissions

of 9% compared to FY23/24, and a reduction

of 17% since the 2018/19 baseline.]

[Following SBTi Forest Land and

Agriculture (FLAG) guidance, we have

updated and re-baselined the 2018/19 result

to calculate FLAG and non-FLAG emissions.

This methodology was followed for 2024/25.

Our total FLAG emissions were 92,932 tCO

and a reduction of 33% from 2018/19. Total

non-FLAG emissions were 314,310 tCO

e, a

reduction of 11% from the 2018/19 baseline.]

[The key sources of Scope 3 emissions are:]

• [Category 1a: Purchased goods and

services (product) contributing 32% of

total Scope 3 – this includes embodied

emissions of food and packaging

procured by Whitbread.]

• [Category 1b: Purchased goods and

services (non-product) contributing 23%

– this includes embodied emissions of

corporate services, non-capital property

services and IT.]

• [Category 2: Capital goods contributing

27% – this includes capitalised construction,

repair and maintenance services.]

[Together, the three categories account

for82% of our reported emissions (83%

in2018/19).]

[Category 1a emissions have decreased

compared to 2023/24 by 35%. This is

largely due to a 20% decrease in volumes

procured. Category 1b emissions have

increased 25% compared to the previous

year. Changes in emission factors also

affected results in both categories.]

Mandatory greenhouse

gasreporting

In order to comply with the requirements

ofthe Companies (Directors’ Report) and

Limited Liability Partnerships (Energy

andCarbon Report) Regulations 2018,

wehave amended our environmental

reporting accordingly.

Scopes 1 and 2

[We considered the six main greenhouse

gases (GHGs) and report in CO

e for our

Scope 1 (direct) and Scope 2 (indirect) CO

emissions. We used the GHG Protocol

Corporate Accounting and Reporting

Standard methodology to calculate our

emissions, as well as DEFRA and International

Energy Standards GHG Conversion Factors

for Company Reporting.]

[Scope 1 includes emissions from the fuels

we use in our hotels, restaurants and offices

such as natural gas and liquid petroleum

gas (LPG). It also accounts for CO

e from

business-owned vehicles, which includes

company cars and food logistics vehicles as

we own the lease arrangements. CO

e from

company cars are calculated using the

manufacturer’s stated performance multiplied

by an uplift stated in the DEFRA standards

methodology paper.]

[Scope 2 relates to the indirect emissions

associated with the generation of the

electricity consumed in our sites including

district heating.]

[When defining the scope of our data,

wedo not report on operations under

jointventure agreements, or that are

fullyfranchised, where we do not have

operational control such as Premier Inn

UAE. For reasons of materiality, small,

one-person offices in the Far East have

been excluded. All other sites throughout

the world are included.]

[Where possible we reported billed or AMR

(Automated Meter Reading) data. For those

operations that are currently beyond our

reporting capabilities, we have used an

estimation model based on historic budgeted

or billed usage.]

[In 2024/25, we decarbonised a further

759hotel rooms installing air-source heat

pumps and other electric equipment to

reduce our reliance on gas for water and

space heating. We continued our track

record of energy efficiency across the

estate by undertaking projects such as

refrigeration optimisation, installing improved

controls for HVAC (heating, ventilation,

andair conditioning) and utilising voltage

optimisation technology. We continued

electrification of our kitchens and installed

solar PV at new sites where possible.]

GOVERNANCE

140

Whitbread PLC Annual Report and Accounts 2025/26

Mandatory greenhouse gasreporting continued

Scopes 1 and 2 continued

Source of emissions

Scope

Total %

change

24/25

to 25/26

2025/26 2024/25 2023/24

Total

Rest of

the world UK Total

Rest of

the world UK Total

Rest of

the world UK

Gas (TCO

e) Scope 1 -7.7% 40,631 1,786 38,845 44,004 1,486 42,518 46,921 1,360 45,561

LPG (TCO

e) Scope 1 -16.9% 1,757 0 1,757 2,114 0 2,114 2,306 0 2,306

F-gas (TCO

e) Scope 1 5.3% 5,982 428 5,554 5,680 54 5,626 7,104 258 6,845

Business travel (TCO

e) Scope 1 -93.3%

441 140 301 6,616 137 6,479 7,504 128 7,376

Total Scope 1 emissions (TCO

e) Scope 1 -16.4% 48,810 2,355 46,455 58,414 1,677 56,737 63,835 1,747 62,088

Electricity, district heating and EV

charging (Total Scope 2 location

based) (TCO

e) Scope 2 -8.5% 74,491 17,269 57,222 81,422 13,584 67,838 89,130 12,952 76,179

Electricity, district heating and EV

charging (Total Scope 2 market

based) (TCO

e) Scope 2 25.2% 7,435 5,902 1,533 5,938 4,180 1,758 7,537 4,924 2,612

Gross emissions (location based) — -11.8% 123,301 19,623

103,678 139,836 15,261 124,575 152,965 14,698 138,267

Gross emissions (market based) — -12.6% 56,245 8,257 47,988 64,352 5,857 58,495 71,372 6,671 64,700

Floor area (m

) — 0.4% 3,152,682 441,121 2,711,561 3,138,672

433,019

2,705,653

3,110,054 426,530 2,683,524

Tonnes carbon per m

floor area

(location based) — -12.4% 0.0391 — — 0.0446

— — 0.0492 — —

Tonnes carbon per m

floor area

(market based) — -4.3% 0.0178 — — 0.0186

— — 0.0229 — —

Gas (kWh) — -7.7% 222,079,486 9,768,763 212,310,723 240,593,338 8,125,335 232,468,003 256,499,715 7,434,531 249,065,184

LPG (kWh) — -16.9% 7,627,050 0 7,627,050 9,176,774 0 9,176,774 10,013,931 0 10,013,931

Business travel (kWh) — -26.1% 3,741,105 884,628 2,856,477 5,065,164 863,992 4,201,172 28,654,168 846,610 27,807,558

Electricity, district heating and EV

charging (kWh) — -1.2% 376,948,465 53,184,902 323,763,563 381,429,268 52,928,003 328,501,265 415,317,497 47,243,369 368,074,128

Self-generated electricity via solar

PV (kWh) — 22.2% 4,701,214 0 4,701,214 3,848,140 0 3,848,140 3,943,107 0 3,943,107

Total (kWh) — -3.9% 615,097,320

63,838,293 551,259,027 640,112,684 61,917,330 578,195,354 714,428,418 55,524,510 658,903,908

1 Large reduction due to transition to wholesaler distribution model.

2 Restated number for 2024/25 due to a change in the methodology for m

calculations.

DIRECTORS’ REPORT CONTINUED

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

141

Additional information

Stakeholder engagement

Information on how the directors engage

with our different stakeholders, including

shareholders, employees and customers,

and on how directors have regard to

stakeholders’ interests and the need to

foster stakeholder relationships when

making decisions, can be found in the

stakeholder engagement section on

pages[•] to [•].

Employment policies

We have a range of employment policies

covering such issues as diversity, employee

wellbeing and equal opportunities.

Read more on our website

[www.whitbread.co.uk]

Environmental policies

Our businesses depend upon the environment

to operate hotels and restaurants through

the energy we use and the services and

products we provide to our customers. Our

main environmental impacts are from the

use of natural resources, water consumption

and generation of residual waste and GHG

emissions associated with energy and fuel use.

Our strategy in this area is executed via our

Force for Good sustainability programme,

which includes energy, water and waste

reduction activities. We are committed to

minimising our impact on the environment,

preventing pollution and promoting good

environmental practices.

Further details can be found on

pages [•] to [•]

Employee involvement

The importance of good relations with

ourteams is fundamental to our culture

andthe success of our business. Across the

UK and Germany, and across our hotel and

restaurant sites and Support Centres, we

regularly ask all our employees for their

views, through regular pulse surveys. Every

employee has an opportunity to participate

in these surveys, and action plans are

created by site/business area.

Our Employee Forum, which we call

OurVoice, is made up of formally elected

representatives from across our hotels,

restaurants and Support Centres. Our Voice

is designed to connect our senior leaders

with our front-line teams for two-way

conversations about the business, ensuring

employee views are properly represented.

More detail can be found on page [•].

Our employees are actively encouraged to

take part in our Sharesave scheme, which

isavailable to all employees and offers an

option price discounted by 20%.

Regular internal communications are

madeto all employees to ensure that

theyare kept well informed about the

performance of Whitbread, and of financial

and economic factors that may affect the

Company’s performance.

Amendment of the Company’s

articlesof association

Any amendments to the articles of association

of the Company may be madein accordance

with the provisions oftheCompanies Act

2006 by way of special resolution.

Additional disclosures

The table below sets out the location of information required to be disclosed in the

directors’ report (in accordance with Listing Rule 9.8.4R, and otherwise), which can be

found in other sections of this Annual Report and Accounts and is incorporated by reference:

Item Section

An indication of likely future developments

inthe business Strategic report, pages [•] to [•]

Financial risk management objectives

andpolicies

Financial statements, Note [24], pages [•]

to[•]

Research and development N /A

Existence of branches N/A

Post-balance sheet events

Financial statements, Note [34], page [•]

Stakeholder and employee engagement

Stakeholder engagement, pages [•] to [•]

Conflicts of interest

Corporate governance report, pages [•] to [•]

Statement of capitalised interest

Financial statements, Note [8] page [•]

Long-term incentive schemes

Remuneration report, pages [•] to [•]

Details on Whitbread’s compliance with Disclosure Guidance and Transparency Rules 7.2

can be found on [this page].

GOVERNANCE

142

Whitbread PLC Annual Report and Accounts 2025/26

Additional information

continued

Contractual arrangements

We have contractual arrangements with

numerous third parties in support of our

business activities, none of which are considered

individually to be essential to our business

and, accordingly, it has not been considered

necessary for an understanding of the

development, performance or position of

our business to disclose information about

any of those third parties.

Post-balance sheet events

Information on post-balance sheet events

isprovided in Note [34] to the accounts.

Political donations

We have not made any political donations

during the year and intend to continue

thispolicy of not doing so for the

foreseeable future.

Auditor

Deloitte has expressed its willingness to

continue in office as auditor of the Company

and a resolution proposing its reappointment

will be put to shareholders at the 2026 AGM.

After proper consideration, the Audit Committee

is satisfied that Deloitte continues to be

objective and independent of the Company.

In coming to this conclusion, the Audit

Committee gave full consideration to any

non-audit work carried out by Deloitte and

has concluded that certain services will not

be carried out by Deloitte, as outlined in the

Committee’s terms of reference.

Disclosure of information to auditor

The directors have taken all reasonable steps

to make themselves aware of relevant audit

information and to ensure that the auditor

is aware of that information. The directors

are not aware of any relevant audit information

which has not been disclosed to the auditor.

Going concern

Our business activities, together with the

factors likely to affect our future development,

performance and position, are set out in

thestrategic report on pages [•] to [•].

Thefinancial position of the Company,

ourcash flows, net debt and borrowing

facilities and the maturity of those facilities

are set out in the Chief Financial Officer’s

review on pages [•] to[•].

In addition, there are further details in

thefinancial statements on our financial

riskmanagement, objectives and policies

(Note [24]) and on financial instruments

(Note [25]).

The directors have outlined the assessment

approach for going concern in the

accounting policy disclosure in Note [2]

ofthe consolidated financial statements.

Following that review, the directors have

concluded that the going concern basis

remains appropriate.

The viability statement can be found

on page [•]

Annual general meeting

The AGM will be held at 2.30pm on

18June2026 at Whitbread Court, Houghton

Hall Business Park, Porz Avenue, Dunstable

LU5 5XE. The Notice of Meeting is enclosed

with this report for shareholders receiving

hard copy documents and is available at

www.whitbread.co.uk for those who have

elected to receive documents electronically.

Approved by the Board on [•] [April] 2026

and signed.

[Clare Thomas]

[General Counsel and Company Secretary]

Registered office:

Whitbread Court

Houghton Hall Business Park

Porz Avenue

Dunstable

Bedfordshire LU5 5XE

Registered company number: 4120344

DIRECTORS’ REPORT CONTINUED

Image: Premier Inn Margate

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

143

Company law requires the directors to

prepare financial statements for each

financial year. Under that law the directors

are required to prepare the Group financial

statements in accordance with International

Accounting Standards in conformity with

the requirements of the Companies

Act2006.

The directors have chosen to prepare the

parent company financial statements in

accordance with Financial Reporting Standard

101 Reduced Disclosure Framework. Under

company law the directors must not approve

the financial statements unless they are

satisfied that they give a true and fair view

of the state ofaffairs of the Company and

of the profit or loss of the Company for

thatperiod.

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 UK 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 financial statements,

International Accounting Standard 1

requires that directors:

• 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

in IFRS Standards is 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 Group’s

abilityto continue as a going concern.

The directors are responsible for keeping

adequate accounting records that are

sufficient to show and explain the Company’s

transactions and disclose with reasonable

accuracy at any time the financial position

of the Company and enable them to ensure

that the financial statements comply with

the Companies Act 2006. They are also

responsible for safeguarding the assets

ofthe Company and hence for taking

reasonable steps for the prevention and

detection of fraud and other irregularities.

The directors are responsible for the

maintenance and integrity of the corporate

and financial information included on the

Company’s website. Legislation in the United

Kingdom governing the preparation and

dissemination of financial statements may

differ from legislation in other jurisdictions.

Responsibility statement

We confirm that to the best of our 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

Company and the undertakings included

in the consolidation taken as a whole;

• the strategic report includes a fair review

of the development and performance of

the business and the position of the

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; and

• the Annual Report and Accounts,

takenasa whole, is fair, balanced

andunderstandable and provides the

information necessary for shareholders

toassess the Company’s position and

performance, business model

andstrategy.

This responsibility statement was approved

by the Board of directors on [•] [April]

2026 and is signed on its behalf by:

By order of the Board

[Dominic Paul]

[Chief Executive]

[Hemant Patel]

[Chief Financial Officer]

DIRECTORS’ RESPONSIBILITY STATEMENT

The directors are responsible for preparing the Annual Report

and Accounts in accordance with applicable law and regulations.

GOVERNANCE

144

Whitbread PLC Annual Report and Accounts 2025/26

Our assurance conclusion does not extend

to information in respect of earlier periods,

or to anyother information included in, or

linked from,the Report.

Our limited assurance

conclusion

Based on the work we have performed,

asoutlined in the ‘Summary of work

performed’ section of our report, and the

evidence we have obtained, nothing has

come to our attention that causes us to

believe that the Subject Matter Information,

as defined below, has not been prepared,

inall material respects, in accordance with

the Applicable Criteria, as defined below.

This conclusion is to be read in the context

of what we say in the remainder of our

report, in particular the ‘inherent limitations’

and ‘use and distribution of our report’

explained below.

Subject Matter Information

The Subject Matter Information comprises

the Force for Good metrics for the financial

year ending 27 February 2025 in the Annual

Report and the ESG report (the ‘Report’).

The Force for Good metrics in scope of

ourassurance are detailed in Appendix A.

The scope of our work was limited to the

provision of limited assurance over the

Subject Matter Information.

Applicable Criteria

The criteria used to measure or evaluate

theunderlying subject matter (‘Underlying

Subject Matter’) are in the 2025 Basis of

Preparation. The Subject Matter Information

needs to be read and understood together

with the Applicable Criteria, which the

Entity is solely responsible for selecting

andapplying.

Inherent limitations

The absence of a significant body of

established practice on which to draw

toevaluate and measure non-financial

information allows for different, but

acceptable evaluation and measurement

techniques and can affect comparability

between entities and over time. The

precision of different measurement

techniques may also vary.

Non-financial information is subject to

moreinherent limitation than financial

information, given the characteristics of the

Underlying Subject Matter and the methods

used for determining such information.

GHG quantification is subject to inherent

uncertainty because of incomplete scientific

knowledge used to determine emissions

factors and the values needed to combine

emissions of different gases.

Directors’ responsibilities

The Directors of Whitbread are

responsiblefor:

• Designing, implementing and maintaining

internal controls to enable the

preparation and presentation of Subject

Matter Information that is free from

material misstatement, whether due to

fraud or error;

• Selecting and/or establishing suitable

Applicable Criteria for preparing the

Subject Matter Information;

• Preparing, measuring and presenting the

Subject Matter Information in accordance

with the Applicable Criteria;

• Referring to or describing in the Subject

Matter Information the Applicable Criteria

used and, when it is not readily apparent

from the engagement circumstances, the

person(s) responsible for developing the

Applicable Criteria; and

• The content and preparation of the

Subject Matter Information, including

adjustments to the comparative year

greenhouse gas emissions footprint, and

the associated intensity metric and

reduction percentage, as compared to

the FY16/17 base year.

Our responsibilities

Our responsibility is to independently

express a limited assurance conclusion

onthe Subject Matter Information based

onthe procedures we have performed

andthe evidence we have obtained.

We are also responsible for:

• Planning and performing the engagement

to obtain limited assurance about

whether anything has come to our

attention that causes us to believe that

the Subject Matter Information is not

prepared, in all material respects, in

accordance with the Applicable Criteria;

• Assessing the suitability of the Applicable

Criteria and whether they exhibit the

characteristics of relevance,

completeness, reliability, neutrality and

understandability;

• Forming an independent conclusion,

based on the work we have performed

and the evidence we have obtained; and

• Reporting our conclusion to the Directors

of Whitbread.

Professional standards applied

andlevel of assurance

We performed a limited assurance

engagement in accordance with

International Standard on Assurance

Engagements (ISAE) 3000 (Revised)

‘Assurance Engagements Other Than Audits

or Reviews of Historical Financial

Information’ issued by the International

Auditing and Assurance Standards Board

(IAASB) and, in respect of the Greenhouse

Gas Statement, in accordance with

International Standard on Assurance

Engagements (ISAE) 3410 ‘Assurance

Engagements on Greenhouse Gas

Statements’, issued by the IAASB (ISAE

3410). These standards require that we plan

and perform our engagement to obtain

limited assurance about whether anything

has come to our attention that causes us to

believe the Subject Matter Information has

not been prepared, in all material respects,

in accordance with the Applicable Criteria.

INDEPENDENT LIMITED ASSURANCE REPORT

to the Directors of Whitbread PLC

All text to be supplied

The Directors of Whitbread PLC (the ‘Entity’) engaged us to provide

limited assurance on the Subject Matter Information defined below.

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

145

All text to be supplied

Professional standards applied

andlevel of assurance

continued

A limited assurance engagement

undertaken in accordance with ISAE 3410

involves assessing the suitability in the

circumstances of the Entity’s use of the

Applicable Criteria as the basis for the

preparation of the Greenhouse Gas

Statement, assessing therisks of material

misstatement of the Greenhouse Gas

Statement whether due tofraud or error,

responding to the assessed risks as

necessary in the circumstances,

andevaluating the overall presentation

ofthe Greenhouse Gas Statement.

A ‘limited assurance’ engagement is

substantially less in scope than a reasonable

assurance engagement in relation to both

the risk assessment procedures, including

an understanding of internal control, and

the procedures performed in response to

the assessed risks. The procedures

performed in a limited assurance

engagement vary innature and timing from,

and are less inextent than for, a reasonable

assurance engagement. As a result, the level

of assurance obtained in a limited assurance

engagement is substantially lower than the

assurance that would have been obtained

had a reasonable assurance engagement

been performed. Accordingly, we do not

express a reasonable assurance opinion

about whether the Subject Matter

Information has been prepared, in all

material respects, in accordance with the

Applicable Criteria.

Our independence

andqualitycontrol

We have complied with the independence

and other ethical requirements of the

ethical pronouncements in the Institute

ofChartered Accountants in England and

Wales (ICAEW) Code of Ethics which are

founded on the fundamental principles of

integrity, objectivity, professional

competence and due care, confidentiality

and professional behaviour that are at least

as demanding asthe applicable provisions

of the IESBA International Code of Ethics

for ProfessionalAccountants.

RSM UK Risk Assurance Services LLP

appliesthe International Standard on

Quality Management (UK) 1 ‘Quality

Management for Firms that Perform Audits

or Reviews of Financial Statements, or other

Assurance or Related Services

Engagements’ (ISQM (UK) 1), which requires

RSM UK Risk Assurance Services LLP to

design, implement and operate a system of

quality management including policies or

procedures regarding compliance with

ethical requirements, professional standards

and applicable legaland regulatory

requirements.

Summary of work performed

The work we perform depends on our

professional judgement and included

enquiries, observation of processes

performed, inspection of documents,

analytical procedures, recalculation,

reperformance and confirmations.

We are required to obtain an understanding

of the Underlying Subject Matter, the Entity,

its environment and the internal controls

relevant to the Underlying Subject Matter,

sufficient to identify the risk of material

misstatement of the Subject Matter

Information and to design and perform

procedures to address the assessed risks

ofmaterial misstatement in order to obtain

sufficient appropriate evidence to support

our limited assurance conclusion.

In doing so, we:

• Made enquiries of Whitbread’s

management about the control

environment, information systems and

results of Whitbread’s risk assessment

process;

• Considered the suitability for the

engagement circumstances of

Whitbread’s use of the Applicable Criteria

as the basis for preparing theSubject

Matter Information;

• Assessed the appropriateness of the

Subject Matter which is measured or

evaluated against the Applicable Criteria;

• Performed limited substantive testing on

a selective basis of the Underlying

Subject Matter to check that the

information had been appropriately

measured, recorded, collated and

reported, including:

• Agreed or reconciled the Subject

Matter to underlying records;

• Reviewed the data collection and

consolidation processes used to

compile the Subject Matter, including

the data scope and reporting

boundaries;

• Agreed a selection of the Subject

Matter to corresponding source

documents, including third-party data;

• Reperformed calculation of the

SubjectMatter;

• Vouched emission factors used to

independent external sources;

• Performed analytical procedures by

comparing year-on-year movements

and making enquiries of management

to obtain explanations for significant

differences from our developed

expectations; and

• Evaluated whether the Subject Matter

Information adequately refers to the

Applicable Criteria; and

• Considered the disclosure and presentation

oftheSubject Matter Information.

Other information

The other information comprises the

information included in the Report, other

than the Subject Matter Information and

ourlimited assurance report thereon.

TheDirectors are responsible for the

otherinformation contained within the

Report. Ourlimited assurance conclusion

does not cover the other information and

we do not express any form of assurance

conclusion thereon.

Our responsibility is to read the other

information to identify material

inconsistencies, if any, with the Subject

Matter Information or our limited assurance

report. If, on reading the other information,

we identify such material inconsistencies or

become aware of a material misstatement

of fact in that other information that is

unrelated to matters appearing in the

Subject Matter Information or ourlimited

assurance report, we discuss the

matterwith the Directors and take further

action asappropriate.

GOVERNANCE

146

Whitbread PLC Annual Report and Accounts 2025/26

Use and distribution

ofourreport

This report, including our conclusion, has

been prepared solely for the confidential

use of the Directors of Whitbread in

accordance with our engagement letter

dated 7 August 2024 and for no other

purpose. To the fullest extent permitted

bylaw, we do not accept or assume

responsibility to anyone other than the

Directors of Whitbread as a body and

Whitbread for our work, for this limited

assurance report or for the conclusions

wehave formed.

This report is released to the Directors on

the basis that it shall not be copied, referred

to, disclosed (in whole or in part) used,

distributed or made available (in whole or in

part) to any other party (save as otherwise

permitted by agreed written terms), without

our express prior written consent. Without

assuming or accepting any responsibility or

liability in respect of this report to any party

other than the Directors of Whitbread as a

body and Whitbread PLC, we acknowledge

that the Directors may choose to make this

report publicly available. Any other party

that chooses to rely on this report (or any

part of it) will do so at their own risk and

RSM UK Risk Assurance Services LLP

neither owes nor accepts any responsibility

or duty to those parties, and shall not be

liable for any loss, damage or expense of

whatever nature caused by their reliance on

this report for any purpose or in any

context.

Signed

RSM UK Risk Assurance Services LLP

25 Farringdon Street,

London EC4A 4AB

[•] [April] 2026

Appendix A: Subject Matter Information

The Subject Matter Information subject to limited assurance procedures is set out below. The Subject Matter Information is the reported

results for selected Force for Good performance measures for the 2024/25 reporting period. Whitbread’s Basis of Preparation 2024/25

lists out the Force for Good performance measures and reported results, as well as the Reporting Criteria used to prepare and report on

the Subject Matter Information.

Pillar Force for Good performance measures provided for testing

2024/25 reported performance measure per FFGreport

(Subject Matter Information)

Opportunity

In our leadership population*:

39.5% of female representation

9.3% of ethnic minority representation

* Leadership population is defined by all roles at grades C20+

thatare UK based.

In our leadership population*:

39.5% of female representation

9.3% of ethnic minority representation

* Leadership population is defined by all roles atgrades C20+

thatare UK based.

In our workforce population:

% of female representation:

Female 63.9%

Male 36.1%

% of ethnic minority representation:

Asian/Asian British 9.6%

Black/African 4.5%

Other ethnicity 4.9%

White 70.3%

In our workforce population:

% of female representation:

Female 63.9%

Male 36.1%

% of ethnic minority representation:

Asian/Asian British 9.6%

Black/African 4.5%

Other ethnicity 4.9%

White 70.3%

% of positive responses to the question from our internal

survey – ‘Would you recommend Whitbread as a place

towork?’

UK Operations and Support Centre: 72%

% of positive responses to the question from our internal

survey – ‘Would you recommend Whitbread as a place

towork?’

UK Operations and Support Centre: 72%

Community 21.2% salt reduction based on 2017 baseline 21.2% salt reduction based on 2017 baseline

24.7% sugar reduction based on 2021 baseline 24.7% sugar reduction based on 2021 baseline

3.1% calorie reduction based on 2017 baseline 3.1% calorie reduction based on 2017 baseline

All text to be supplied

INDEPENDENT LIMITED ASSURANCE REPORT CONTINUED

to the Directors of Whitbread PLC

GOVERNANCE

Whitbread PLC Annual Report and Accounts 2025/26

147

Pillar Force for Good performance measures provided for testing

2024/25 reported performance measure per FFGreport

(Subject Matter Information)

Responsibility 100% of whole shell eggs sourced from cage-free hens 100% of whole shell eggs sourced from cage-free hens

85.4% of eggs used as ingredients sourced from

cage-free hens*

* Relates to Whitbread own recipes only.

85.4% of eggs used as ingredients sourced from

cage-free hens*

* Relates to Whitbread own recipes only.

100% of our raw beef range in the UK is produced to a

recognised farm assurance scheme in its country of origin

100% of our raw beef range in the UK is produced to a

recognised farm assurance scheme in its country of origin

31.3% food waste reduction based on 2018/19 baseline

yeardata**

** Excludes waste which occurred due to a cooling system failure

inone of partner’s warehouses in December 2024.

31.3% food waste reduction based on 2018/19 baseline

yeardata**

** Excludes waste which occurred due to a cooling system failure

inone of partner’s warehouses in December 2024.

Scope 1 and 2 greenhouse gas (GHG) footprint –64,407 tonnes Scope 1 and 2 greenhouse gas (GHG) footprint –64,407 tonnes

Scope 1 and 2 GHG reductions based on intensity metrics

based on 2016/17 baseline year data – 59.7%

Scope 1 and 2 GHG reductions based on intensity metrics

based on 2016/17 baseline year data – 59.7%

14.2% reduction in water use per sleeper since 2019/20 14.2% reduction in water use per sleeper since 2019/20

The Basis of Preparation for the above Subject Matter Information is held on the Whitbread PLC website within the Sustainability Reports

and Policies sub-section of the Environmental and Social section.

All text to be supplied

Appendix A: Subject Matter Information continued

GOVERNANCE

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148

INDEPENDENT AUDITOR’S REPORT

To the members of Whitbread PLC

Report on the audit of the financial statements

1. Opinion

In our opinion:

• the financial statements of Whitbread 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 27 February 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 101 “Reduced Disclosure Framework”; and

• the financial statements have been prepared in accordance with the requirements of the

Companies Act 2006.

We have audited the financial statements which comprise:

• the consolidated income statement;

• the consolidated statement of comprehensive income;

• the consolidated and parent company statements of changes in equity;

• the consolidated and parent company balance sheets;

• the consolidated cash flow statement;

• the Notes to the consolidated financial statements 1 to 35; and

• the Notes to the parent company financial statements 1 to 9.

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. The financial reporting framework that has been applied in the preparation of

the parent company financial statements is applicable law and United Kingdom Accounting

Standards, including FRS 101 “Reduced Disclosure Framework” (United Kingdom Generally

Accepted Accounting Practice).

2. Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs

(UK)) and applicable law. Our responsibilities under those standards are further described

in the auditor’s responsibilities for the audit of the financial statements section of our report.

We are independent of the Group and the parent company in accordance with the ethical

requirements that are relevant to our audit of the financial statements in the UK, including

the Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard as applied to listed public

interest entities, and we have fulfilled our other ethical responsibilities in accordance with

these requirements. The non-audit services provided to the Group and parent company for

the year are disclosed in Note [5] 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 matter that we identified in the current year was:

Impairment and impairment reversals of property, plant and

equipment and right-of-use assets

Within this report, key audit matters are identified as follows:

Newly identified

Increased level of risk

Similar level of risk

Decreased level of risk

Materiality

The materiality that we used for the Group financial statements

was £25.0 million (2024: £28.0 million) which represents 4.8% of

profit before tax including gains or losses on property disposals,

but excluding other adjusting items as defined in Note [6]. Our

materiality represents 6.8% of statutory profit before tax.

Scoping We identified account balances in scope primarily for Premier Inn

trading entities in the UK & Ireland, and Group head office, with

specified audit procedures performed on one or more classes of

transactions, account balances or disclosures for the Germany

business. These locations account for 91.1% of the Group’s revenues

and 99.6% of total assets.

Significant changes in

our approach

There were no significant changes in our overall approach in the

current year. We continued to identify a key audit matter in relation

to impairment and impairment reversals of property, plant and

equipment and right-of-use assets.

FINANCIAL STATEMENTS

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Whitbread PLC Annual Report and Accounts 2025/26

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;

• Obtained an understanding of the processes and controls underpinning Directors

forecasting of financial performance and cash flow;

• Obtained confirmation of the financing facilities including nature of facilities, repayment

terms and covenants;

• Obtained an understanding of how the Directors identify, monitor and manage principal

risks facing the business;

• Assessed the reasonableness of the assumptions used in the business plan, including

performing a retrospective review of previous assumptions and considering the impact of

the macroeconomic environment;

• Considered the amount of headroom in the business plans with regards to liquidity and

covenants;

• Assessed the sensitivity of the headroom in the five-year plan; and

• Assessed the appropriateness of the Group’s disclosure concerning the Going Concern

basis of preparation.

Based on the work we have performed, we have not identified any material uncertainties

relating to events or conditions that, individually or collectively, may cast significant doubt

on the Group’s and parent company’s ability to continue as a Going Concern for a period of

at least twelve months from when the financial statements are authorised for issue.

In relation to the reporting on how the Group has applied the UK Corporate Governance

Code, we have nothing material to add or draw attention to in relation to the Directors’

statement in the financial statements about whether the Directors considered it appropriate

to adopt the Going Concern basis of accounting.

Our responsibilities and the responsibilities of the Directors with respect to Going Concern

are described in the relevant sections of this report.

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 and impairment reversals of property, plant and equipment

and right-of-use assets

Key audit

matter

description

As described in Note [14] (Impairment), Note [13] (Property, plant and

equipment), and Note [22] (Lease arrangements), the Group held £4,677.4

million (2024: £4,627.9 million) of property, plant and equipment and

£3,662.7 million (2024: £3,597.0 million) of right-of-use assets at 27

February 2025.

Overall

Under IAS 36 Impairment of Assets (“IAS 36”), the Group is required to

complete an impairment review of its site portfolio where there are

indicators of impairment. The net impairment charge for the year of £76.5

million is comprised of £22.5 million charge on sites in Germany and £54.0

million charge on UK sites, of which £43.5 million relates to sites impacted

by the Accelerating Growth Plan (“AGP”), and has been recognised through

the consolidated income statement, within Adjusting items (Note [6]).

Estimation and judgement is required in determining the recoverable

amount of the Group’s portfolio of sites. There is a risk that the carrying

value of sites, including the property, plant and equipment and right-of-use

assets, may be higher than the recoverable amount, which would indicate an

impairment is required. There is also a risk that the recoverable value of

previously impaired sites is higher than the carrying value, which would

indicate an impairment reversal is required. Where an impairment review is

performed, the recoverable amount is determined based on the higher of

value-in-use or fair value less costs of disposal, which is determined through

the use of either a discounted cash flow method using a market based

discount rate or an industry valuation methodology.

FINANCIAL STATEMENTS

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Key audit

matter

description

continued

Sites impacted by the AGP

In the current year, as part of the AGP, a number of food and beverage sites

will be disposed of through agreed transactions or future sales, with further

sites being converted into new hotel rooms as part of the extension

programme. The impact of these strategy changes has led to an increase in

the judgement and complexity in the impairment assessment relating to

these impacted sites. The Group has recognised a total impairment charge

of £51.0 million and impairment reversal of £7.5 million relating to sites

impacted by the AGP.

With regards to the sites covered by the extension programme, judgement

and estimation is required to assess whether sites whose financial

performance has been impacted by the AGP should be impaired, as well as

in determining the point at which the Group is committed to the change in

use and should therefore, reassess the remaining useful economic life of

relevant property, plant and equipment in accordance with IAS 16 Property,

plant and equipment (“IAS 16”).

For sites which are planned for disposal as part of the AGP, the Group has

determined that a portion of these sites meet the classification criteria as

held for sale per IFRS 5 Non-current Assets Held for Sale and Discontinued

Operations (“IFRS 5”). When sites are held for sale, they must be held at the

lower of carrying amount and fair value less costs to sell, with any impairment

or impairment reversal recognised. The fair value has been determined

based on current prices in an active market for similar properties.

Report on the audit of the financial statements continued

5. Key audit matters continued

5.1. Impairment and impairment reversals of property, plant and equipment

and right-of-use assets continued

Estimates and judgements

Estimates and judgement is required in assessing the appropriate treatment

under IAS 36, IFRS 5 and IFRS 13 Fair Value Measurement (“IFRS 13”), which

are set out below:

• Determining the cash-generating units (“CGUs”) that show indicators

of impairment or impairment reversal. A CGU is determined to be each

individual trading outlet;

• Calculation of the appropriate discount and long-term growth rates;

• Estimates of future trading earnings and cash flow projections, including

the impact of the AGP;

• Assessing whether sites to be disposed of as part of AGP meet the criteria

of held for sale as per IFRS 5;

• Estimating the fair value of property assets to be disposed of;

• Assessing the future growth profile of sites which have not yet reached maturity;

• Considering the appropriateness of the valuation methodology, as well as

inputs to these; and

• Estimating a reasonable possible change in assumptions for the purpose

of sensitivity analysis.

The Group’s accounting policy on impairment, the critical judgements and

key sources of estimation uncertainty in relation to impairment testing are

disclosed in the financial statements. In addition, Impairment testing –

property, plant and equipment and right-of-use assets is also a significant

matter considered by the Audit Committee, as discussed on page [•].

INDEPENDENT AUDITOR’S REPORT CONTINUED

To the members of Whitbread PLC

FINANCIAL STATEMENTS

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Whitbread PLC Annual Report and Accounts 2025/26

How the

scope of our

audit

responded to

the key audit

matter

We performed the following audit procedures in response to the identified

key audit matter:

• Obtained an understanding of the relevant controls relating to the

impairment review process and determination of cash flow forecasts;

• Challenged the valuation methodologies adopted to identify impairment

indicators, including the consistency of these with the requirements of

IAS 36, IFRS 5 and IFRS 13;

• Tested the mechanical accuracy of the impairment models, with input

from our analytics and modelling specialists;

• Assessed the completeness of CGUs displaying impairment indicators

or impairment reversal indicators by challenging a sample of CGUs for

which no indicators had been identified;

• Assessed the appropriateness of the discount rates applied in

conjunction with our internal valuation specialists and compared the

rates applied with our internal benchmarking data;

• Performed testing on a sample of sites where impairment had been

recognised, sites where impairment indicators had been identified, but

no impairment recognised, and sites which indicated an impairment

reversal was required; we challenged the individual circumstances of

these sites and whether the rationale for conclusion was appropriate. In

order to perform this assessment, we considered the trading history of

each site, understood its current performance with reference to market

data and challenged the appropriateness of site-wide forecasts being

applied, where appropriate;

• Assessed the sensitivity analysis performed by management; and

• Assessed the completeness and accuracy of disclosures within the

financial statements with reference to relevant IFRS requirements.

In addition to the above, we have performed the following procedures in

response to sites impacted by the AGP:

• Performed inquiries with key management personnel to understand the

latest status of the programme;

• Assessed the appropriateness of the impairment assessment of

extension sites through comparison to board approved plans; this was

done with reference to historical forecasting accuracy and external

market data such as industry forecasts;

Report on the audit of the financial statements continued

5. Key audit matters continued

5.1. Impairment and impairment reversals of property, plant and equipment and

right-of-use assets continued

• Assessed the judgement reached as to when the Group is committed to

the change in use and must reassess the remaining useful economic life

of relevant property, plant and equipment in accordance with IAS 16;

• Assessed whether the criteria of IFRS 5 are met for sites which are held

for sale; and

• Assessed the appropriateness of the fair value of property assets to

be disposed of in conjunction with our internal real estate specialists

and compared valuations to external comparable transactions or offers

received.

Key

observations

Based on the audit procedures performed, we are satisfied that the

impairment and impairment reversals recognised in the year are

appropriate. We consider the disclosures, including the sensitivities in Note

14, to be appropriate.

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 £25.0 million (2024: £28.0 million) £21.2 million (2024: £23.8 million)

Basis for

determining

materiality

We have determined materiality to

be £25.0 million based on 4.8%

(2024: 5.0%) of profit before tax,

before adjusting items normalised for

gains on property disposals, which

represents 6.8% (2024: 6.2%) of

statutory profit before tax.

Materiality was determined on

the basis of the parent

company’s net assets. This was

then capped at 85% of Group

materiality. In the prior year, this

was also capped at 85% of

Group materiality.

Rationale for the

benchmark

applied

In determining the benchmark for the

current year, we have considered the

focus of the users of the financial

statements on the Group’s trading

performance and determined that

profit before tax including gains or

losses on property disposals, but

excluding other adjusting items is the

most appropriate benchmark,

consistent with our approach in the

prior year.

The entity is non-trading and

contains investments in all the

Group’s trading components

and as a result, in line with prior

year, we have determined

materiality using net assets as

our benchmark for the current

year.

FINANCIAL STATEMENTS

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Report on the audit of the financial statements continued

6. Our application of materiality continued

6.1. Materiality continued

Adjusted PBT* Group Materiality

Adjusted PBT*

£519m

Group materiality £25.0m

Component materiality range

£7.0m to £16.6m

Audit Committee reporting

threshold £1.3m

* Profit before tax including gains or losses on property disposals, but excluding other adjusted items.

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 understanding of the entity and its environment, including our

assessment of the Group’s overall control environment;

• Our cumulative knowledge of the Group, including the nature,

quantum and volume of corrected and uncorrected misstatements in

prior periods; and

• Our understanding of accounting issues that require significant judgement.

6.3. Error reporting threshold

We agreed with the Audit Committee that we would report to the Committee all audit

differences in excess of £1.3 million (2024: £1.4 million), 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

Our Group audit was scoped by obtaining an understanding of the Group and its environment,

including Group-wide controls and assessing the risks of material misstatement at the Group

level. The Group has three (2024: three) reporting units and the financial statements reflect

a consolidation of entities covering centralised functions, operating units, and non-trading

legal entities. Components were selected to provide an appropriate basis for undertaking

audit work to address the risks of material misstatement.

Our scoping consisted of performing a risk-based approach considering both quantitative

and qualitative factors to obtain sufficient appropriate audit evidence to address the risk of

material misstatement over the Group financial statements. Based on our assessment, we

have focused our audit on the UK & Ireland business, which was subject to an audit of its

entire financial information, and performed audit procedures on one or more classes of

transactions, account balances or disclosures for the German business. The Group audit

team performed this work with the assistance of component auditors in Germany. The

scope of our audit procedures covered 91.1% of the Group’s revenues and 99.6% of total

assets within the Group. For the UK & Ireland business, component performance materiality

was assessed at £16.6 million and for Germany this was assessed at £7.0 million.

At the Group level, we also tested the consolidation process and have performed analytical

review procedures on other wholly owned and joint venture businesses.

Review at group level 9%

Full audit scope 91%

Review at group level <1%

Full audit scope >99%

Revenue Total assets

INDEPENDENT AUDITOR’S REPORT CONTINUED

To the members of Whitbread PLC

FINANCIAL STATEMENTS

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Whitbread PLC Annual Report and Accounts 2025/26

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 Whitbread IT landscape contains a number of IT systems, applications and tools used

to support business processes and for reporting. In line with our scoping of components

(refer to section 7.1) our work in relation to IT controls focused on the UK component. We

performed an independent risk assessment of the systems, applications and tools to

determine those which are of greatest relevance to the Group’s financial reporting,

including those that contain system configured automated controls that host financially

relevant data and associated reports. In addition, we tested the relevant manual business

controls alongside the automated controls.

With involvement from our IT specialists, we performed testing of General IT Controls

(“GITCs”) of these systems, typically covering controls over user access management,

change management and interfaces with other systems relating to in scope IT systems

(including Oracle Fusion) as well as controls over key reports generated from the IT

systems and their supporting infrastructure (database and operating system). We also

performed certain procedures over the hotel management system implemented last year.

In order to evaluate IT controls, we performed walkthrough procedures of relevant controls

in key business cycles, including revenue, property, plant and equipment, right-of-use

assets, lease liabilities and expenditure (processed through Oracle Fusion) to understand

whether the purpose of the control was effectively designed to address the IT related risk.

We then performed testing of the relevant controls across the audit period, to determine

whether the control had been consistently applied as designed.

Our procedures enabled us to place reliance on IT controls, as planned, in the audit

approach across a number of business cycles, where audit quality and effectiveness are

enhanced by doing so. Based on the testing performed, we adopted a controls reliance

approach over the processes supporting revenue, expenditure (processed through Oracle

Fusion), right-of-use assets, lease liabilities, and additions to property, plant and equipment.

The Board’s discussion of the internal controls and Risk Management framework is set out

on page [•].

7.3. Our consideration of climate-related risks

As described on pages [•] to [•], the Group has assessed the risks and opportunities

associated with various future climate-related scenarios. The Group’s full Task Force on

Climate-Related financial disclosures report outlines the process they have taken to identify

the principal climate-related issues which have affected and will potentially affect the

business. We have considered the Group’s assessment of the impact of these risks and the

opportunities on the financial statements and their conclusion that there is no material

impact on the financial performance and position of the Group (as described in Note [2] to

the financial statements).

As part of our risk assessment procedures, we have performed the following:

• Obtained an understanding of the Group’s process and controls in considering the

impact of climate risks;

• Performed enquiries of management and those charged with governance to understand

the impact of climate-related risks;

• Assessed whether the risks identified by the entity are complete and consistent with our

understanding of the entity;

• Performed a review of the climate change risk assessment and related documentation

prepared by management including the basis for the quantification of risks and

opportunities, and read the Task Force on Climate-related financial disclosures report on

page [•] to consider whether they are materially consistent with the financial statements

and our knowledge obtained in the audit; and

• Evaluated whether appropriate disclosures have been made in relation to climate-related

risks in the financial statements.

7.4. Working with other auditors

The Group audit team is responsible for the scope and direction of the audit process and

provides direct oversight, review and coordination of our component audit team. During

the current year we engaged component auditors from the Deloitte member firm in

Germany to perform specific procedures on the German entities. This approach allowed us

to engage local auditors who have appropriate knowledge of local regulations to perform

this audit work. We issued detailed instructions to the component auditor and directed,

supervised, and reviewed their work.

We interacted regularly with the component team during each stage of the audit and

reviewed key working papers. We maintained continuous and open dialogue with our

component teams in addition to holding formal meetings so that we were fully aware of

their progress and results of their procedures.

8. Other information

The other information comprises the information included in the annual report, Strategic

Report on pages [•] to [•] and the governance reports on pages [•] to [•], other than the

financial statements and our auditor’s report thereon. The Directors are responsible for the

other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except

to the extent otherwise explicitly stated in our report, we do not express any form of

assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the

other information is materially inconsistent with the financial statements or our knowledge

obtained in the course of the audit, or otherwise appears to be materially misstated.

FINANCIAL STATEMENTS

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Report on the audit of the financial statements continued

8. Other information continued

If we identify such material inconsistencies or apparent material misstatements, we are

required to determine whether this gives rise to a material misstatement in the financial

statements themselves. If, based on the work we have performed, we conclude that there is

a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

9. Responsibilities of Directors

As explained more fully in the Directors’ responsibilities statement, the Directors are

responsible for the preparation of the financial statements and for being satisfied that they

give a true and fair view, and for such internal control as the Directors determine is

necessary to enable the preparation of financial statements that are free from material

misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the

Group’s and the parent company’s ability to continue as a Going Concern, disclosing as

applicable, matters related to Going Concern and using the Going Concern basis of

accounting unless the Directors either intend to liquidate the Group or the parent company

or to cease operations, or have no realistic alternative but to do so.

10. Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements

as a whole are free from material misstatement, whether due to fraud or error, and to issue

an auditor’s report that includes our opinion. Reasonable assurance is a high level of

assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will

always detect a material misstatement when it exists. Misstatements can arise from fraud or

error and are considered material if, individually or in the aggregate, they could reasonably

be expected to influence the economic decisions of users taken on the basis of these

financial statements.

A further description of our responsibilities for the audit of the financial statements is

located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description

forms part of our auditor’s report.

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 Group’s remuneration policies, key drivers for Directors’

remuneration, bonus levels and performance targets;

• Results of our enquiries of management, internal audit, the Directors and the Audit

Committee about their own identification and assessment of the risks of irregularities,

including those that are specific to the Group’s sector;

• Any matters we identified having obtained and reviewed the Group’s documentation of

their policies and procedures relating to:

• Identifying, evaluating and complying with laws and regulations and whether they were

aware of any instances of non-compliance;

• Detecting and responding to the risks of fraud and whether they have knowledge of

any actual, suspected or alleged fraud; and

• The internal controls established to mitigate risks of fraud or non-compliance with laws

and regulations;

• The matters discussed among the audit engagement team including the component

audit team in Germany, and relevant internal specialists, including tax, valuations,

pensions, IT, real estate, and industry specialists regarding how and where fraud might

occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may

exist within the organisation for fraud and identified the greatest potential for fraud in the

following area: impairment and impairment reversals of property, plant and equipment and

right-of-use assets. In common with all audits under ISAs (UK), we are also required to

perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory framework 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, UK corporate governance legislation, tax legislation, and health

and safety 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.

INDEPENDENT AUDITOR’S REPORT CONTINUED

To the members of Whitbread PLC

FINANCIAL STATEMENTS

All text to be supplied

155

Whitbread PLC Annual Report and Accounts 2025/26

Report on the audit of the financial statements continued

11. Extent to which the audit was considered capable of detecting irregularities,

including fraud continued

11.2. Audit response to risks identified

As a result of performing the above, we identified impairment and impairment reversals of

property, plant and equipment and right-of-use assets 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 General Counsel concerning actual

and potential litigation and claims;

• Performing analytical procedures to identify any unusual or unexpected relationships that

may indicate risks of material misstatement due to fraud;

• Reading minutes of meetings of those charged with governance, reviewing internal audit

reports and reviewing correspondence with relevant tax authorities; 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 significant component

audit teams, and remained alert to any indications of fraud or non-compliance with laws

and regulations throughout the audit.

Report on other legal and regulatory requirements

12. Opinions on other matters prescribed by the Companies Act 2006

In our opinion the part of the Directors’ remuneration report to be audited has been

properly prepared in accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

• the information given in the Strategic Report and the Directors’ report for the financial

year for which the financial statements are prepared is consistent with the financial

statements; and

• the Strategic Report and the Directors’ report have been prepared in accordance with

applicable legal requirements.

In the light of the knowledge and understanding of the Group and the parent company and

their environment obtained in the course of the audit, we have not identified any material

misstatements in the Strategic Report or the Directors’ report.

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

Group’s compliance with the provisions of the UK Corporate Governance Code specified for

our review.

Based on the work undertaken as part of our audit, we have concluded that each of the

following elements of the Corporate Governance Statement is materially consistent with

the financial statements and our knowledge obtained during the audit:

• The Directors’ statement with regards to the appropriateness of adopting the Going

Concern basis of accounting and any material uncertainties identified set out on page [•];

• 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 [•];

• The Directors’ statement on fair, balanced and understandable set out on page [•];

• The board’s confirmation that it has carried out a robust assessment of the emerging and

principal risks set out on page [•];

• The section of the annual report that describes the review of effectiveness of Risk

Management and internal control systems set out on page [•]; and

• The section describing the work of the Audit Committee set out on page [•].

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.

FINANCIAL STATEMENTS

All text to be supplied

Whitbread PLC Annual Report and Accounts 2025/26

156

Report on other legal and regulatory requirements continued

15. Other matters which we are required to address

15.1. Auditor tenure

Following the recommendation of the Audit Committee, we were appointed by members

on 21 June 2015 to audit the financial statements for the year ending 3 March 2016 and

subsequent financial periods. The period of total uninterrupted engagement including

previous renewals and reappointments of the firm is 10 years covering the years ending 3

March 2016 to 27 February 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 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.

[Kate J Houldsworth FCA]

[(Senior statutory auditor)]

[For and on behalf of Deloitte LLP]

[Statutory Auditor]

[London, UK]

[•] [April] 2026

INDEPENDENT AUDITOR’S REPORT CONTINUED

To the members of Whitbread PLC

FINANCIAL STATEMENTS

All text to be supplied

157

Whitbread PLC Annual Report and Accounts 2025/26

CONSOLIDATED INCOME STATEMENT

Year ended 26 February 2026

			52 weeks to 26 February 2026			52 weeks to 27 February 2025
			Adjusting			Adjusting
			items			items
		Adjusted	(Note 6)	Total	Adjusted	(Note 6)	Total
	Notes	£m	£m	£m	£m	£m	£m
Continuing operations
Revenue	3	2,920.2	—	2,920.2	2,921.9	—	2,921.9
Other income	4	6.6	2.6	9.2	6.5	0.9	7.4
Operating costs	5	(2,282.6)	(187.3)	(2,469.9)	(2,303.5)	(116.5)	(2,420.0)
Operating profit before joint ventures		644.2	(184.7)	459.5	624.9	(115.6)	509.3
Share of profit from joint ventures	16	4.7	—	4.7	4.7	—	4.7
Operating profit	3	648.9	(184.7)	464.2	629.6	(115.6)	514.0
Finance costs	8	(200.3)	—	(200.3)	(188.5)	—	(188.5)
Finance income	8	34.5	—	34.5	42.3	—	42.3
Profit before tax	3	483.1	(184.7)	298.4	483.4	(115.6)	367.8
Tax expense	9	(123.2)	37.7	(85.5)	(134.4)	20.3	(114.1)
Profit for the year		359.9	(147.0)	212.9	349.0	(95.3)	253.7
Earnings per share
(Note 10)			52 weeks to 26 February 2026			52 weeks to 27 February 2025
		pence	pence	pence	pence	pence	pence
Basic		208.5	(85.2)	123.3	194.6	(53.1)	141.5
Diluted		207.0	(84.6)	122.4	193.4	(52.8)	140.6

FINANCIAL STATEMENTS

Whitbread PLC Annual Report and Accounts 2025/26

158

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Year ended 26 February 2026

Notes

		52 weeks to	52 weeks to
		26 February	27 February
		2026	2025
		£m	£m
Profit for the year		212.9	253.7
Items that will not be reclassified to the income statement:
Remeasurement loss on defined benefit pension scheme	32	(11.3)	(51.7)
Current tax on defined benefit pension scheme	9	(1.7)	(1.8)
Deferred tax on defined benefit pension scheme	9	4.3	14.4
		(8.7)	(39.1)
Items that may be reclassified subsequently to the income statement:
Net gain/(loss) on cash flow hedges:
Net fair value movement	25	0.7	5.7
Reclassified and reported in the consolidated income statement	25	1.6	8.8
Deferred tax on cash flow hedges	9	(0.6)	(3.6)
Net gain/(loss) on hedge of a net investment	25	(22.0)	16.1
Current tax on hedge of a net investment	9	3.3	(2.1)
(Credit)/costs in relation to hedging	25	(1.4)	1.1
		(18.4)	26.0
Exchange differences on translation of foreign operations		29.2	(20.9)
Current tax on exchange differences on translation of foreign operations	9	(3.5)	2.4
		25.7	(18.5)
Other comprehensive loss for the year, net of tax		(1.4)	(31.6)
Total comprehensive income for the year, net of tax		211.5	222.1

FINANCIAL STATEMENTS

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Whitbread PLC Annual Report and Accounts 2025/26

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Year ended 26 February 2026

			Capital		Currency
			redemption	Retained	translation
	Share capital	Share premium	reserve	earnings	reserve	Other reserves	Total
	(Note 27)	(Note 28)	(Note 28)	(Note 28)	(Note 28)	(Note 28)	equity
	£m	£m	£m	£m	£m	£m	£m
At 29 February 2024	151.8	1,031.8	63.5	4,645.3	25.9	(2,398.9)	3,519.4
Profit for the year	—	—	—	253.7	—	—	253.7
Other comprehensive (loss)/income	—	—	—	(39.1)	(3.9)	11.4	(31.6)
Total comprehensive income/(loss)	—	—	—	214.6	(3.9)	11.4	222.1
Ordinary shares issued (Note 27)	0.1	7.0	—	—	—	—	7.1
Loss on ESOT shares issued	—	—	—	(8.1)	—	8.1	—
Accrued share-based payments (Note 31)	—	—	—	16.8	—	—	16.8
Tax on share-based payments	—	—	—	(0.8)	—	—	(0.8)
Equity dividends paid	—	—	—	(178.1)	—	—	(178.1)
Share buy-back, commitment and cancellation	(6.8)	—	6.8	(252.0)	—	—	(252.0)
Conversion of preference share capital	0.1	(0.1)	—	—	—	—	—
At 27 February 2025	145.2	1,038.7	70.3	4,437.7	22.0	(2,379.4)	3,334.5
Profit for the year	—	—	—	212.9	—	—	212.9
Other comprehensive (loss)/income	—	—	—	(8.7)	13.6	(6.3)	(1.4)
Total comprehensive income/(loss)	—	—	—	204.2	13.6	(6.3)	211.5
Ordinary shares issued (Note 27)	0.1	5.1	—	—	—	—	5.2
Loss on ESOT shares issued	—	—	—	(13.8)	—	13.8	—
Accrued share-based payments (Note 31)	—	—	—	16.7	—	—	16.7
Tax on share-based payments	—	—	—	(0.1)	—	—	(0.1)
Equity dividends paid	—	—	—	(168.8)	—	—	(168.8)
Share buy-back, commitment and cancellation	(6.7)	—	6.7	(251.3)	—	—	(251.3)
Purchase of ESOT shares	—	—	—	—	—	(11.3)	(11.3)
At 26 February 2026	138.6	1,043.8	77.0	4,224.6	35.6	(2,383.2)	3,136.4

FINANCIAL STATEMENTS

Whitbread PLC Annual Report and Accounts 2025/26

160

CONSOLIDATED BALANCE SHEET

At 26 February 2026

		26 February	27 February
		2026	2025
	Notes	£m	£m
Assets
Intangible assets	12	161.0	174.3
Right-of-use assets	22	3,833.6	3,662.7
Property, plant and equipment	13	4,886.9	4,677.4
Investment in joint ventures	16	54.0	54.4
Deferred tax asset	9	3.0	—
Derivative financial instruments	25	0.1	—
Defined benefit pension surplus	32	131.9	134.6
Total non-current assets		9,070.5	8,703.4
Inventories	17	11.0	17.1
Derivative financial instruments	25	—	19.9
Current tax asset		6.2	—
Trade and other receivables	18	136.7	127.1
Cash and cash equivalents	19	233.7	909.0
Total current assets		387.6	1,073.1
Assets classified as held for sale	15	108.5	128.2
Total assets		9,566.6	9,904.7
Liabilities
Borrowings	20	—	450.0
Lease liabilities	22	175.6	167.0
Provisions	23	22.4	27.6
Derivative financial instruments	25	—	1.4
Current tax liabilities		1.7	12.2
Trade and other payables	26	689.7	660.8
Total current liabilities		889.4	1,319.0
Borrowings	20	943.0	942.4
Lease liabilities	22	4,345.5	4,066.8
Provisions	23	6.1	7.2
Derivative financial instruments	25	9.5	—
Deferred tax liabilities	9	236.7	234.8
Total non-current liabilities		5,540.8	5,251.2
Total liabilities		6,430.2	6,570.2
Net assets		3,136.4	3,334.5

		26 February	27 February
		2026	2025
	Notes	£m	£m
Equity
Share capital	27	138.6	145.2
Share premium	28	1,043.8	1,038.7
Capital redemption reserve	28	77.0	70.3
Retained earnings	28	4,224.6	4,437.7
Currency translation reserve	28	35.6	22.0
Other reserves	28	(2,383.2)	(2,379.4)
Total equity		3,136.4	3,334.5

Dominic Paul

Chief Executive

29 April 2026

Hemant Patel

Chief Financial Officer

FINANCIAL STATEMENTS

161

Whitbread PLC Annual Report and Accounts 2025/26

CONSOLIDATED CASH FLOW STATEMENT

Year ended 26 February 2026

		52 weeks to	52 weeks to
		26 February 2026	27 February 2025
	Notes	£m	£m
Cash generated from operations	29	1,076.4	1,004.5
Payments against provisions		(21.9)	(15.5)
Defined benefit pension payments	32	(6.2)	(17.9)
Interest paid on lease liabilities	22	(177.0)	(166.7)
Interest paid on other items		(39.5)	(26.0)
Interest received		28.6	33.5
Corporation taxes paid		(99.7)	(50.2)
Net cash flows from operating activities		760.7	761.7
Cash flows used in investing activities
Cash paid in advance for purchase of property related assets		(21.8)	(12.2)
Purchase of property, plant and equipment	3	(666.1)	(466.4)
Proceeds from disposal of property, plant and equipment		30.7	81.0
Proceeds from sale and leaseback of property		282.2	55.5
Investment in intangible assets	3	(19.7)	(19.6)
Payment of deferred and contingent consideration		—	(1.9)
Distributions received from joint ventures	16	1.4	1.2
Net cash flows used in investing activities		(393.3)	(362.4)
Cash flows used in financing activities
Proceeds from issue of ordinary shares		5.2	7.1
Proceeds from issuance of debt		—	398.3
Payment of facility fees and costs of long-term borrowings		—	(3.1)
Net lease incentives received/(paid)		0.3	2.7
Payment of principal of lease liabilities		(172.9)	(148.7)
Drawdown of RCF facility (short-term)	20	50.0	—
Repayment of RCF facility (short-term)	20	(50.0)	—
Repayment of bonds	20	(450.0)	—
Net settlement of cross-currency swaps		(3.8)	—
Net settlement of FX swaps		8.8	—
Dividends paid	11	(168.8)	(178.1)
Purchase of own shares, including transaction costs for buy-back programme	27	(251.3)	(264.3)
Purchase of own shares for ESOT	28	(11.3)	—
Net cash flows used in financing activities		(1,043.8)	(186.1)
Net increase/(decrease) in cash and cash equivalents	21	(676.4)	213.2
Opening cash and cash equivalents	21	909.0	696.7
Foreign exchange differences	21	1.1	(0.9)
Closing cash and cash equivalents	19	233.7	909.0

FINANCIAL STATEMENTS

Whitbread PLC Annual Report and Accounts 2025/26

162

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Year ended 26 February 2026

1. General information and authorisation of consolidated

financial statements

The consolidated financial statements of Whitbread PLC for the year ended 26 February

2026 were authorised for issue by the Board of Directors on 29 April 2026. Whitbread PLC

is a public company limited by shares incorporated in the United Kingdom under the

Companies Act and is registered in England and Wales. The Company’s ordinary shares are

traded on the London Stock Exchange. The address of the registered office is shown on

page [•]. Whitbread PLC and its subsidiaries and joint ventures operate hotels and

restaurants located in the UK and internationally.

2. Accounting policies

Basis of accounting and preparation

The consolidated financial statements of Whitbread PLC and all its subsidiaries have been

prepared in accordance with International Accounting Standards in conformity with the

requirements of the Companies Act 2006 and UK-adopted International Accounting Standards.

The consolidated financial statements have been prepared on the historical cost basis,

except for certain financial instruments that are measured at fair value at the end of each

reporting period, assets classified as held for sale and the defined benefit pension scheme

as explained in the accounting policies below.

The consolidated financial statements are presented in pounds sterling and all values are rounded

to the nearest hundred thousand except when otherwise indicated. The financial year represents

the 52 weeks to 26 February 2026 (prior financial year: 52 weeks to 27 February 2025).

Going concern

The Group’s and Company’s (the “Group”) business activities, together with the factors

likely to affect future development, performance and position, are set out in the Strategic

Report. The Group’s financial position, cash flows, liquidity and borrowing facilities are

described in the Financial Review. The principal risks and uncertainties faced by the Group

are detailed in the Risk Management section and Note 24 to the financial statements

includes the Group’s financial Risk Management objectives, its financial instruments and

hedging activities, exposure to liquidity risk and details of its capital structure.

The Directors have considered these areas alongside the principal risks and the potential

impact on the Group’s ability to continue as a Going Concern. Details of the Group’s

available and drawn facilities are provided in Note 20. At the year end, the Group held

cash and cash equivalents of £233.7m and had access to committed borrowing facilities

of £775.0m, of which £nil had been drawn.

The Group’s forecasts demonstrate that it is expected to maintain significant financial

resources and operate within its covenant for at least 12 months from the date of approval

of these financial statements .

In the event that additional funding was required, the Directors have a reasonable expectation

that such funding could be secured through existing financing channels. The Directors have

also considered the potential impact of climate-related factors on cash flows and liquidity

over the period of the assessment and do not expect these to materially affect the Group’s

ability to continue to operate.

After due consideration of all relevant factors, the Directors are satisfied that the Group

has adequate resources to continue in operational existence for the foreseeable future,

being a period of at least 12 months from the date of signing these financial statements.

Accordingly, the financial statements have been prepared on a Going Concern basis.

Changes in accounting policies

The accounting policies adopted in the preparation of these consolidated financial

statements are consistent with those followed in the preparation of the consolidated

financial statements for the year ended 27 February 2025, except for the adoption of the

new standards and policies applicable for the year ended 26 February 2026. The significant

accounting policies adopted during the year are set out below. They have been assessed as

not having a material financial impact.

The Group has applied the following standards and amendments for the first time for

the annual reporting period commencing 1 March 2025:

• Amendments to IAS 21 – Lack of Exchangeability (effective for periods beginning on or

after 1 January 2025). These amendments did not have a material impact on the Group’s

financial statements.

Standards issued by the IASB not effective for the current year and not early

adopted by the Group

Whilst the following standards and amendments are relevant to the Group, they have been

assessed as not having a material impact nor additional disclosure requirements at this time:

• Amendments to IFRS 9 and IFRS 7 – Classification and Measurement of Financial

Instruments (effective for periods beginning on or after 1 January 2026).

• Annual improvements to IFRS – volume 11 (effective for periods beginning on or after

1 January 2026).

• IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective for periods

beginning on or after 1 January 2027).

The impact of the following is under assessment:

• IFRS 18 Presentation and Disclosure in Financial Statements, which will become effective in

the consolidated Group financial statements for the financial year ending 26 February 2028.

The Group does not intend to early adopt any of these new standards or amendments.

FINANCIAL STATEMENTS

163

Whitbread PLC Annual Report and Accounts 2025/26

2. Accounting policies continued

Basis of consolidation

The consolidated financial statements incorporate the accounts of Whitbread PLC and all its

subsidiaries, together with the Group’s share of the net assets and results of joint ventures

incorporated using the equity method of accounting. These are adjusted, where appropriate,

to conform to Group accounting policies. The financial statements of significant trading

subsidiaries are prepared for the same reporting year as the parent company.

A subsidiary is an entity controlled by the Group. Control is achieved when the Company:

• has power over the investee;

• is exposed, or has rights, to variable returns from its involvement with the investee; and

• has the ability to use its power to affect its returns.

The Company reassesses whether or not it controls an investee if facts and circumstances

indicate that there are changes to one or more of the three elements of control listed above.

Apart from the acquisition of Whitbread Group PLC by Whitbread PLC in 2000/01, which

was accounted for using merger accounting, acquisitions by the Group are accounted for

under the acquisition method and any goodwill arising is capitalised as an intangible asset.

The results of subsidiaries acquired or disposed of during the year are included in the

consolidated financial statements from, or up to, the date that control passes respectively.

All intra-Group transactions, balances, income and expenses are eliminated on consolidation.

Unrealised losses are also eliminated, unless the transaction provides evidence of an

impairment of the asset transferred.

Business combinations

Acquisitions of businesses are accounted for using the acquisition method. The consideration

transferred in a business combination is measured at fair value, which is calculated as the

sum of the acquisition-date fair values of assets transferred by the Group, liabilities incurred

by the Group to the former owners of the acquiree and any equity interest issued by the

Group in exchange for control of the acquiree. Acquisition-related costs are recognised in

the consolidated income statement as incurred.

When the consideration transferred by the Group in a business combination includes

contingent consideration, the contingent consideration is measured at its acquisition-date

fair value and included as part of the consideration transferred in a business combination.

Changes in fair value of the contingent consideration that qualify as measurement period

adjustments are adjusted retrospectively, with corresponding adjustments against goodwill.

Measurement period adjustments are adjustments that arise from additional information

obtained during the ‘measurement period’ (which cannot exceed one year from the

acquisition date) about facts and circumstances that existed at the acquisition date.

Changes in the fair value of the contingent consideration at subsequent reporting dates

that do not qualify as measurement period adjustments are recognised within finance costs

in the consolidated income statement, unless the contingent consideration is classified as equity .

If the initial accounting for a business combination is incomplete by the end of the reporting

period in which the combination occurs, the Group reports provisional amounts for the

items for which the accounting is incomplete. Those provisional amounts are adjusted

during the measurement period (see above), or additional assets or liabilities are recognised,

to reflect new information obtained about facts and circumstances that existed as of the

acquisition date that, if known, would have affected the amounts recognised as of that date.

During this and the previous year, the Group has purchased a number of properties; the

legal form of the transactions varies between acquisition of the property or acquisition

of the company holding title of the property, as well as noting that a number of properties

are purchased in a state that means they do not meet the definition of a business on

acquisition. For the remaining properties which do meet the definition of being a business

on acquisition, these transactions have been accounted for as asset acquisitions under IFRS

3 Business Combinations as the fair value of the assets is concentrated in a single group of

similar assets in each deal analysed. The transactions form part of the Group’s strategic

priorities over both international growth and continued UK market share gains.

Goodwill

Goodwill arising on acquisition is capitalised and represents the excess of the fair value of

consideration over the value of the Group’s interest in the identifiable assets and liabilities

of a subsidiary, at the date of acquisition. Goodwill is not amortised but reviewed for

impairment annually, or more frequently if events or changes in circumstances indicate

that the carrying value may be impaired. On disposal of a subsidiary, the attributable

amount of goodwill is included in the determination of the profit or loss on disposal.

Intangible assets

Intangible assets are carried at cost less accumulated amortisation and accumulated

impairment losses.

Intangible assets acquired separately from a business are carried initially at cost. An intangible

asset acquired as part of a business combination is recognised at fair value, separately from

goodwill if the asset is separable, or arises from contractual or other legal rights, and its fair

value can be measured reliably.

Amortisation of IT software and technology is calculated on a straight-line basis over

the estimated life which varies between three and ten years.

The carrying values are reviewed for impairment if events or changes in circumstances

indicate that they may not be recoverable.

Software as a Service (SaaS) arrangements

SaaS arrangements are service contracts providing the Company with the right to access

the cloud provider’s application software over the contract period. Costs incurred to

configure or customise, and the ongoing fees to obtain access to the cloud provider’s

application software, are recognised as operating expenses when the services are received.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

2. Accounting policies continued

Intangible assets continued

Some of these costs incurred are for the development of software code that enhances or

modifies, or creates additional capability to, existing on-premise systems and meets the

definition of and recognition criteria for an intangible asset. These costs are recognised as

intangible software assets and amortised over the useful life of the software on a straight-line

basis. The useful lives of these assets are reviewed at least at the end of each financial year,

and any change accounted for prospectively as a change in accounting estimate.

Property, plant and equipment

Property, plant and equipment acquired separately from a business are stated at cost less

accumulated depreciation and impairment. Gross interest costs incurred on the financing of

qualifying assets are capitalised until the time that the assets are available for use. Property,

plant and equipment acquired as part of a business combination are recognised at fair value.

Depreciation is calculated on a straight-line basis over the estimated useful life of the asset

as follows:

• freehold land is not depreciated;

• freehold and long leasehold buildings are depreciated to their estimated residual values

over periods up to 50 years; and

• plant and equipment is depreciated over 3 to 25 years.

The residual values and estimated useful lives are reviewed annually.

Profits or losses on disposal of property, plant and equipment reflect the difference

between net selling price and carrying amount at the date of disposal and are recognised

in the consolidated income statement.

Leases

Right-of-use assets

A contract contains a lease if the contract conveys the right to control the use of an

identified asset for a period of time in exchange for consideration, these assets are called

right-of-use assets. The Group recognises right-of-use assets for hotel and restaurant

properties along with other equipment at the commencement date of the lease (i.e. the

date the underlying asset is available for use). Right-of-use assets are measured at cost,

less any accumulated depreciation and impairment losses, and adjusted for any remeasurement

of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities

recognised, initial direct costs incurred, and lease payments made at or before the

commencement date, less any lease incentives received. Unless the Group is reasonably

certain to obtain ownership of the leased asset at the end of the lease term, the recognised

right-of-use asset is depreciated over the shorter of its estimated useful life and lease term.

Lease liabilities

At the commencement date of the lease, the Group recognises lease liabilities measured at

the present value of lease payments to be made over the lease term. The lease payments

include fixed payments and variable lease payments that depend on an index or a rate less

any lease incentives receivable. Variable lease payments that do not depend on an index or

a rate (e.g. turnover rent) are recognised as an expense in the period over which the event

or condition that triggers the payment occurs. The Group incurs service charges on property

leases which are non-lease components of the contract under IFRS 16 and therefore these

charges are recorded separately within operating costs. In calculating the present value of

lease payments, the Group uses the incremental borrowing rate at the lease commencement

date if the interest rate implicit in the lease is not readily determinable. Incremental borrowing

rates are determined quarterly and depend on the country, currency and start date of the

lease. The incremental borrowing rate is determined based on a series of inputs including:

the risk-free rate based on government bond rates; a country-specific risk adjustment;

and a credit risk adjustment based on the Group’s credit rating.

After the commencement date, the amount of lease liabilities is increased to reflect lease

interest charges and reduced for lease payments made. In addition, the carrying amount

of lease liabilities is remeasured if there is a modification or a change in the lease term.

Cash outflows relating to lease interest are recorded within net cash flows from operating

activities and cash outflows relating to principal repayments are included within net cash

flows from financing activities in the consolidated cash flow statement.

Group as a lessor

Leases are classified as finance leases where the terms of the agreement transfer substantially

all risks and rewards of ownership to the lessee. All other leases are treated as operating

leases, with rental income recognised on a straight-line basis over the lease term.

Sale and leaseback

A sale and leaseback transaction occurs when the Group sells an asset and immediately

reacquires the use of the same asset in the same state as sold by entering into a lease with

the buyer. A sale occurs when control of the underlying asset passes to the buyer. A lease

liability is recognised, the associated property, plant and equipment asset is derecognised,

and a right-of-use asset is recognised at the proportion of the carrying value relating to the

right retained. Any gain or loss arising therefore relates to the rights transferred to the

buyer and development of the underlying asset.

Impairment of non-current assets

Property, plant and equipment and right-of-use assets

The carrying values of property, plant and equipment and right-of-use assets are reviewed

for impairment whenever events or changes in circumstances indicate that their carrying

values may not be recoverable. Individual assets are grouped into cash generating units

(CGUs), for impairment purposes, at the lowest level at which there are identifiable cash

flows that are largely independent of the cash flows of other assets.

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2. Accounting policies continued

Impairment of non-current assets continued

Property, plant and equipment and right-of-use assets continued

The recoverable amount of an asset or CGU is the greater of its fair value less costs

of disposal (FVLCD) and value in use (VIU). For an asset that does not generate largely

independent cash inflows, the recoverable amount is determined with reference to the CGU

to which the asset belongs. In estimating value in use, the estimated future cash flows are

discounted to their present value, using a pre-tax discount rate that reflects current market

assessments of the time value of money and the risks specific to the asset. To estimate fair

value less costs of disposal, the Group uses a number of techniques including third-party

valuations, market multiple approaches and discounted cash flows.

Impairment charges

An impairment loss is recognised if the carrying amount of an asset or CGU exceeds

its estimated recoverable amount. Impairment losses recognised in respect of CGUs are

allocated first to reduce the carrying amount of any goodwill allocated to the units and

then to reduce the carrying amounts of other assets in the CGU, on a pro rata basis. Any

impairment in the values of property, plant and equipment and right-of-use assets is

charged to the consolidated income statement within operating costs.

Impairment reversals

An assessment is made at each reporting date as to whether there is any indication

that previously recognised impairment losses may no longer exist or may have decreased.

If such an indication exists, the CGU’s recoverable amount is estimated. A previously recognised

impairment loss is reversed only if there has been a change in the estimated future cash

flows used to determine the asset’s recoverable amount since the last impairment loss was

recognised. If that is the case, the carrying amount of the asset is increased to its recoverable

amount. That increased amount cannot exceed the carrying amount that would have been

determined, net of depreciation, had no impairment loss been recognised for the asset in

prior years. Such a reversal is recognised in the consolidated income statement. After such

a reversal, the depreciation charge is adjusted in future periods to allocate the asset’s carrying

amount, less any residual value, on a straight-line basis over its remaining useful life.

Central assets

For the purposes of impairment testing, all centrally held assets are allocated in line

with IAS 36 to CGUs based on management’s view of the consumption of the asset.

Any resulting impairment is recorded against the centrally held asset.

Goodwill

Goodwill acquired through business combinations is allocated to groups of CGUs at the

level management monitors goodwill, which is at an operating segment level. The Group

performs an annual review of its goodwill to ensure that its carrying amount is not greater

than its recoverable amount. The recoverable amount is determined as the greater of fair

value, less costs of disposal and value in use. An impairment is then made to reduce the

carrying amount to the recoverable amount.

Investments in joint ventures

The Group assesses investments for impairment whenever events or changes in circumstances

indicate that the carrying value may not be recoverable. If any such indication of impairment

exists, the carrying amount of the investment is compared with its recoverable amount.

Where the carrying amount exceeds the recoverable amount, the investment is written

down to its recoverable amount.

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 are measured at the lower of carrying amount and fair value, less the cost

of disposal, and are not depreciated or amortised.

In accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations,

the net results of discontinued operations are presented separately in the consolidated

income statement.

Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is calculated on the

basis of first in, first out and net realisable value is the estimated selling price less any costs

to sell.

Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as

a result of a past event, it is probable that an outflow of resources will be required to settle

the obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are discounted to present value, using a pre-tax discount rate that reflects

current market assessments of the time value of money and the risks specific to the liability.

The amortisation of the discount is recognised as a finance cost.

Onerous contracts

Present obligations arising under onerous contracts are recognised and measured as

provisions. An onerous contract is considered to exist where the Group has a contract

under which the unavoidable costs of meeting the obligations under the contract exceed

the economic benefits expected to be received under it.

Restructuring costs

A restructuring provision is recognised when the Group has developed a detailed formal

plan and has raised a valid expectation, in those affected, that it will carry out the restructuring

by starting to implement the plan or announcing its main features to those affected by it.

The measurement of a restructuring provision includes only the direct expenditures arising

from the restructuring which are those amounts that are both necessarily entailed by the

restructuring and not associated with the ongoing activities of the entity .

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

2. Accounting policies continued

Provisions continued

Property-related remediation

The Group recognises provisions for property-related remediation where it has a present

obligation, it is probable that an outflow will be required and a reliable estimate can be

made, with amounts measured at the best estimate of expected remediation costs. Matters

not meeting these criteria remain contingent liabilities, and while the Group seeks to recover

costs from original developers or other responsible parties, no asset is recognised until

recovery is virtually certain. The Group has previously disclosed as contingent liabilities

property-related topics in relation to Fire Safety (including Cladding Materials) which it

has now provided for known items, therefore does not continue to disclose these matters

further in the Notes to the consolidated financial statements.

Adjusting items and use of alternative performance measures

We use a range of measures to monitor the financial performance of the Group. These

measures include both statutory measures in accordance with IFRS and alternative performance

measures (APMs) which are consistent with the way the business performance is measured

internally by the Board and Executive Committee. A glossary of APMs and reconciliations

to statutory measures is given on pages [•] to [•].

The term ‘adjusted profit’ is not defined under IFRS and may not be directly comparable

with adjusted profit measures used by other companies. It is not intended to be a substitute

for, or superior to, statutory measures of profit. Adjusted measures of profitability are

non-IFRS because they exclude amounts that are included in, or include amounts that are

excluded from, the most directly comparable measure calculated and presented in

accordance with IFRS.

The Group makes certain adjustments to the statutory profit measures in order to derive

many of its APMs. The Group’s policy is to exclude items that are considered to be

significant in nature and quantum, not in the normal course of business or are consistent

with items that were treated as adjusting in prior periods or that span multiple financial

periods. Treatment as an adjusting item provides users of the accounts with additional

useful information to assess the year-on-year trading performance of the Group.

On this basis, the following are examples of items that may be classified as adjusting items:

• net charges associated with the strategic review of the Group’s hotel and restaurant

property estate;

• significant restructuring costs and other associated costs arising from strategy changes

that are not considered by the Group to be part of the normal operating costs of the business;

• significant pension charges arising as a result of the changes to UK defined benefit

scheme practices;

• net impairment and related charges for sites which are/were underperforming that are

considered to be significant in nature and/or value to the trading performance of the business;

• costs in relation to non-trading legacy sites which are deemed to be significant and not

reflective of the Group’s ongoing trading results;

• transformation and change costs associated with the implementation of the Group’s IT

strategic programme;

• profit or loss on the sale of a business or investment, and the associated cost impact

on the continuing business from the sale of the business or investment;

• acquisition costs incurred as part of a business combination or other strategic asset acquisitions;

• amortisation of intangible assets recognised as part of a business combination or other

transaction outside of the ordinary course of business; and

• tax settlements in respect of prior years, including the related interest and the impact

of changes in the statutory tax rate, the inclusion of which would distort year-on-year

comparability, as well as the tax impact of the adjusting items identified above.

The Group income statement is presented in a columnar format to enable users of the

accounts to see the Group’s performance before adjusting items, the adjusting items and

the statutory total on a line-by-line basis. The Directors believe that the adjusted profit and

earnings per share measures provide additional useful information to shareholders on the

performance of the business. These measures are consistent with how business performance

is measured internally by the Board and Executive Committee.

Foreign currency translation

Monetary assets and liabilities denominated in foreign currencies are translated into functional

currency at the rates of exchange quoted at the balance sheet date. Non-monetary items

that are measured in terms of historical cost in a foreign currency are translated using the

exchange rates as at the dates of the initial transactions.

Day-to-day transactions in a foreign currency are recorded in the functional currency

at an average rate for the month in which those transactions take place, which is used

as a reasonable approximation to the actual transaction rate. Translation differences

on monetary items are taken to the consolidated income statement.

A number of subsidiaries within the Group have a non-sterling functional currency. The

financial performance and end position of these entities are translated into sterling in the

consolidated financial statements. Balance sheet items are translated at the rate applicable

at the balance sheet date. Transactions reported in the consolidated income statement are

translated using an average rate for the month in which they occur.

The differences that arise from translating the results of foreign entities at average rates

of exchange, and their assets and liabilities at closing rates, are dealt with in a separate

component of equity. On disposal of a foreign entity, the deferred cumulative amount

recognised in equity relating to that particular foreign operation is recognised in the

consolidated income statement. All other currency gains and losses are dealt with

in the income statement.

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2. Accounting policies continued

Revenue recognition

Revenue is recognised at an amount that reflects the consideration to which the Group

expects to be entitled in exchange for transferring goods or services to a customer.

Consideration is net of discounts, allowances for customer loyalty and other promotional

activities and amounts collected on behalf of other parties, such as value added tax.

Revenue includes duties which the Group pays as principal.

The Group has analysed its business activities and applied the five-step model prescribed

by IFRS 15 Revenue from Contracts with Customers to each material line of business, as

outlined below:

Sale of accommodation

The contract to provide accommodation is established when the customer books accommodation.

The performance obligation is to provide the right to use accommodation for a given

number of nights, and the transaction price is the room rate for each night determined at

the time of booking. The performance obligation is met when the customer is given the

right to use the accommodation, and so revenue is recognised for each night as it takes

place, at the room rate for that night.

Sale of food and beverage

The contract is established when the customer orders the food or beverage item and the

performance obligation is the provision of food and beverage by the outlet. The performance

obligation is satisfied when the food and beverage are delivered to the customer, and revenue

is recognised at this point at the price for the items purchased. Where payment is made on

the same day there are no contract assets or liabilities.

Payment terms

Customers may pay in advance for accommodation, food and beverage. In this case the

Group has received consideration for services not yet provided. This is treated as a contract

liability, net of VAT, until the performance obligation is met. The Group has taken advantage

of the practical expedient in IFRS 15 to not adjust the consideration for the effects of a

financing component as the period between payment and the performance obligation

is less than one year.

Payment terms for corporate customers are generally 30 days with amounts recorded

in trade and other receivables once the performance obligations have been met.

Contract costs

The Group applies the practical expedient in paragraph 94 of IFRS 15 and consequently

contract costs incurred related to contracts with an amortisation period of less than one

year have been expensed as incurred.

Variable consideration

The Group makes an estimate, based on historical information, of amounts that will be

refunded to customers. The refund liability represents variable consideration under IFRS 15

with revenue recognised reduced by this amount and a corresponding liability recognised

in other payables in the consolidated balance sheet.

Certain restaurants within the Group offer customer loyalty programmes where the

customer can earn vouchers for historic purchases which are redeemable as discounts

on future purchases. The loyalty points issued by the Group are a separate performance

obligation providing a material right to a future discount. The sales price of goods is allocated

to the loyalty points and the goods sold based on their relative standalone selling prices,

with the loyalty points, standalone price based on the value of the points to the customer,

adjusted for expected redemption rates. The amount allocated to loyalty points is deferred

as a contract liability within trade and other payables. Revenue is recognised as the points

are redeemed by the customer.

Finance income

Interest income is recognised as the interest accrues, using the effective interest method.

Finance costs

Borrowing costs are recognised as an expense in the period in which they are incurred,

except for gross interest costs incurred on the financing of major projects, which are

capitalised until the time that the projects are available for use.

Retirement benefits

In respect of the defined benefit pension scheme, the surplus recognised in the consolidated

balance sheet represents the fair value of scheme assets, reduced by the present value of

the defined benefit obligation. Where the calculation results in a surplus to the Group, the

recognised asset is limited to the present value of any future available refunds from the plan.

The cost of providing benefits is determined using the projected unit credit actuarial valuation

method. Remeasurements are recognised in full in the period in which they occur in the

statement of comprehensive income and are not reclassified to the consolidated income

statement in subsequent periods.

For defined benefit plans, the employer’s portion of the past and current service

cost is charged to operating profit, with net interest costs reported within finance costs.

In addition, all administration costs, other than those relating to the management of plan

assets or taxes payable by the plan itself, are charged as incurred to operating costs in the

consolidated income statement. Net interest is calculated by applying the opening discount

rate to the opening net defined benefit obligation, taking into account the expected

contributions and benefits paid.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

2. Accounting policies continued

Retirement benefits continued

Curtailments and settlements relating to the Group’s defined benefit plan are recognised

in the period in which the curtailment or settlement occurs.

Payments to defined contribution pension schemes are charged as an expense as they fall due.

Share-based payment transactions

Equity-settled transactions

Certain employees and Directors of the Group receive equity-settled remuneration

in the form of share-based payment transactions, whereby employees render services

in exchange for shares or rights over shares. The cost of these equity-settled transactions

is measured by reference to the fair value, determined using a stochastic model, at the date

at which they are granted. The cost of equity-settled transactions is recognised, together

with a corresponding increase in equity, over the period in which the performance conditions

or non-vesting conditions are fulfilled, ending on the relevant vesting date. Except for awards

subject to market-related conditions for vesting, the cumulative expense recognised for

equity-settled transactions, at each reporting date until the vesting date, reflects the extent

to which the vesting period has expired, and is adjusted to reflect the Directors’ best available

estimate of the number of equity instruments that will ultimately vest. The income statement

charge or credit for a period represents the movement in cumulative expense recognised

as at the beginning and end of that period. If options are subject to market-related conditions,

awards are not cumulatively adjusted for the likelihood of these targets being met. Instead,

these conditions are included in the fair value of the awards.

Where an equity-settled award is cancelled, it is treated as if it had vested on the date of

cancellation, and any expense not yet recognised for the award is recognised immediately.

Where an equity-settled award is forfeited, the related expense recognised to date is reversed.

Where an equity-settled award is replaced by newly granted instruments, these are accounted

for as a modification of the existing award. When the terms of an equity-settled award are

modified, the minimum expense recognised is the grant date fair value of the unmodified

award, provided the original vesting terms of the award are met. An additional expense,

measured as at the date of modification, is recognised for any modification that increases

the total fair value of the share-based payment transaction, or is otherwise beneficial to

the employee.

Tax

The income tax charge represents both the income tax payable, based on profit for the

year, and deferred income tax.

Deferred income tax is recognised in full, using the liability method, in respect of temporary

differences between the tax base of the Group’s assets and liabilities and their carrying

amounts that have originated but have not been reversed by the balance sheet date. No

deferred tax is recognised if the temporary difference arises from the initial recognition

of goodwill, or the initial recognition of an asset or liability, in a transaction that is not a

business combination and, at the time of the transaction, affects neither the accounting

profit nor taxable profit or loss. Deferred income tax is recognised in respect of taxable

temporary differences associated with investments in joint ventures, except where the

timing of the reversal of the temporary differences can be controlled and it is probable

that the temporary differences will not reverse in the foreseeable future.

Deferred income tax assets are recognised to the extent that it is probable that taxable

profit will be available against which the deductible temporary differences or unused tax

losses can be utilised. The carrying amount of deferred income tax assets is reviewed at

each balance sheet date and reduced to the extent that it is no longer probable that

sufficient taxable profit will be available to allow all, or part of, the deferred income

tax asset to be utilised.

Deferred income tax assets and liabilities are measured at the tax rates that are expected

to apply in the year when the asset is realised or the liability is settled, based on tax rates

that have been enacted or substantively enacted at the balance sheet date.

Income tax is charged or credited to other comprehensive income if it relates to items that

are charged or credited to other comprehensive income. Similarly, income tax is charged

or credited directly to equity if it relates to items that are charged or credited directly

to equity. Otherwise, income tax is recognised in the consolidated income statement.

Investments in joint ventures

Investments in joint arrangements are classified as either joint operations or joint ventures

depending on the contractual rights and obligations of each investor. The Group has

assessed the nature of its joint arrangements and determined them to be joint ventures.

The Group’s investments in joint ventures are accounted for using the equity method.

Under the equity method, the investment in a joint venture is initially recognised at cost.

The carrying amount of the investment is adjusted to recognise changes in the Group’s

share of net assets of the joint venture since the acquisition date. Goodwill relating to

joint ventures is included in the carrying amount of the investment.

The consolidated income statement reflects the Group’s share of the results of operations

of the joint ventures. Any change in other comprehensive income of those investees is

presented as part of the Group’s consolidated statement of comprehensive income. Unrealised

gains and losses resulting from transactions between the Group and the joint ventures are

eliminated to the extent of the interest in the joint venture. When necessary, adjustments

are made to bring the accounting policies in line with those of the Group.

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2. Accounting policies continued

Financial assets

Trade receivables and contract assets

Trade receivables and contract assets are initially measured at fair value. Subsequently they

are measured at amortised cost as the objective of the business model is to hold the assets

to collect contractual cash flows and the contractual terms of the asset give rise to cash

flows on specified dates which are solely payments of principal and interest.

In line with the IFRS 9 Financial Instruments ‘simplified approach’, the Group segments its

trade receivables and contract assets based on shared characteristics and recognises a loss

allowance for the lifetime expected credit loss for each segment. The expected credit loss

is based on the Group’s historical credit loss experience, adjusted for factors that are

specific to the debtors, general economic conditions and an assessment of the current

and forecast conditions at the reporting date.

Credit impaired financial assets

A financial asset is credit impaired when one or more events that have a detrimental impact

on the estimated future cash flows of that financial asset have occurred, such as significant

financial difficulty of the debtor or default by the debtor. The Group writes off a financial

asset where there is no realistic prospect of recovery. Credit losses are recorded within

operating costs in the consolidated income statement.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank, cash in hand, and deposits (including

money market funds) which are short term, highly liquid and not at significant risk of

changes in value.

Recognition and derecognition

The recognition of financial assets occurs when the Group becomes party to the contractual

provisions of the instrument. The Group derecognises a financial asset only when the

contractual rights to the cash flows from the asset expire, or when it transfers the financial

asset and substantially all the risks and rewards of ownership of the asset to another entity .

Derivatives and hedging

The Group enters into derivative transactions to manage its exposure to interest rate,

foreign exchange rate and power commodity price risks.

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. The resulting gain

or loss is recognised in profit or loss immediately unless the derivative is designated and

effective as a hedging instrument, in which event the timing of the recognition in profit

or loss depends on the nature of the hedge relationship.

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 interest rate,

foreign currency and power commodity price risks as either fair value hedges or cash flow

hedges. 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:

• 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 fair value change on qualifying fair value hedges is recognised in profit or loss.

Cash flow hedges

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 profit or loss in the periods when the

hedged item affects profit or loss, in the same line as the recognised hedged item.

The Group discontinues hedge accounting when the hedge relationship ceases to meet the

qualifying criteria, or when the hedging instrument expires, is sold, terminated or exercised.

Hedges of a net investment

Hedges of a net investment in a foreign operation, including a hedge of a monetary item

that is accounted for as part of the net investment, are accounted for in a way similar

to cash flow hedges. Gains or losses on the hedging instrument relating to the effective

portion of the hedge are recognised in other comprehensive income while any gains or

losses relating to the ineffective portion are recognised in the statement of profit or loss.

On disposal of the foreign operation, the cumulative value of any such gains or losses

recorded in equity is transferred to the statement of profit or loss.

The Group uses a cross-currency swap as a hedge of its exposure to foreign exchange

risk on its investments in foreign subsidiaries. Refer to Note 25 for more details .

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

2. Accounting policies continued

Derivatives and hedging continued

Offsetting financial instruments

Financial assets and liabilities are offset and the net amount reported in the Group balance

sheet when there is a current legally enforceable right to offset the recognised amounts

and there is an intention to settle on a net basis or realise the asset and settle the

liability simultaneously .

Financial liabilities

Debt and equity instruments are classified as financial liabilities or equity in accordance

with the substance of the contractual arrangements.

Financial liabilities are measured at amortised cost using the effective interest rate method

unless they are required to be measured at fair value through profit or loss or the Group

has opted to measure them at fair value through the profit or loss. The effective interest

rate method calculates the amortised cost of a financial liability and allocates interest

expense to the relevant period.

Borrowings

Borrowings are initially recognised at the fair value of the consideration received, net of

any directly associated issue costs. Borrowings are subsequently recorded at amortised

cost, with any difference between the amount initially recorded and the redemption value

recognised in the consolidated income statement using the effective interest method.

Recognition and derecognition

The recognition of liabilities occurs when the Group becomes party to the contractual

provisions of the instrument.

The derecognition of financial liabilities occurs when the obligation under the liability is

discharged, cancelled or expires. When the Group exchanges with the existing lender one

debt instrument into another one with the substantially different terms, such exchange is

accounted for as an extinguishment of the original financial liability and the recognition

of a new financial liability.

Share buy-back transactions

Shares purchased for cancellation are deducted from retained earnings. The Group

uses irrevocable closed period buy-back programmes. A liability to purchase shares is

recognised at inception of the programme with any subsequent reduction in the obligation

credited back to retained earnings at the end of the programme. Share capital is reduced

and credited to the capital redemption reserve once shares are cancelled, maintaining

non-distributable reserves.

Critical accounting judgements and key sources of estimation uncertainty

The preparation of financial statements requires management to make judgements, estimates

and assumptions that affect the amounts reported as assets and liabilities at the balance

sheet date and the amounts reported as revenues and expenses during the year. Although

these amounts are based on management’s best estimates, events or actions may mean

that actual results ultimately differ from those estimates, and these differences may be material.

These judgements and estimates and the underlying assumptions are reviewed regularly.

The Group has considered the impact of climate-related risks on its financial performance

and position, and although the impact represents an uncertainty, it is not considered to

be material.

Critical accounting judgements

The following are the critical accounting judgements, apart from those involving estimations

(dealt with separately below) that management has made in the process of applying the

Group’s accounting policies and which have the most significant effect on the amounts

recognised in the financial statements.

Adjusting items

During the year certain items are identified and separately disclosed as adjusting items.

Judgement is applied as to whether the item meets the necessary criteria as per the

accounting policy disclosed earlier in this Note. This assessment covers the nature

of the item, the cause of occurrence and the scale of impact of that item on reported

performance. Reversals of previous adjusting items are assessed based on the same

criteria. Note 6 provides information on all of the items disclosed as adjusting in the

current year and comparative financial statements.

Assets held for sale

As per the accounting policy above assets are classified as held for sale only if the asset

is available for immediate sale in its present condition and a sale is highly probable and

expected to be completed within one year from the date of classification.

As a result of the Group’s Accelerating Growth Plan (AGP) the Group is actively marketing

a significant number of sites. Judgement exists on a site-by-site basis as to whether the

sale will complete within one year. In exercising its judgement management has taken

into consideration all available information including external market expert advice.

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2. Accounting policies continued

Critical accounting judgements and key sources of estimation uncertainty

continued

Critical accounting judgements continued

Recognition of German deferred tax asset

The Group, through its market entry in Germany, has generated tax losses that will be

available for offset against future taxable profits. These losses have resulted in a material

unrecognised deferred tax asset of £77.3m (unrecognised tax losses carried forward of

£284.7m (€325.5m)) at this balance sheet date (2024/25: £80.9m). If the Group were

to fully recognise the deferred tax asset in this financial year it would have the effect

of reducing the Group’s effective tax rate from 28.6% to 2.7%.

The German reportable segment’s results have continued to improve, with this forecast

to continue in future reporting periods. However, the forecasts used to support whether

sufficient positive evidence exists to recognise the deferred tax asset are instead based

on the German taxable profits profile. Following this assessment, the Group has judged

that at the balance sheet date there remains to be insufficient convincing other evidence,

as required under IAS 12, that it will have sufficient taxable profits to realise the above

deferred tax asset at this time.

In July 2025, the German legislator substantively enacted a reduction to the corporate

income tax rate by 1 percentage point per annum over a five-year period, commencing

in 2028 and concluding in 2032. This phased reduction will lower the statutory corporate

income tax rate from 15% to 10% by 2032. Trade taxes have not been amended and as a

result the blended deferred tax rate applied to German losses under IAS 12 has reduced

from 31.9% (2024/25) to 27.2% (2025/26). The unrecognised deferred tax asset above

has been calculated accordingly.

Key sources of estimation uncertainty

The following are the key areas of estimation uncertainty that may have a significant risk

of causing a material adjustment to the carrying amounts of assets and liabilities within

the next financial year.

Defined benefit pension

Defined benefit pension plans are accounted for in accordance with actuarial advice using

the projected unit credit method. The Group makes significant estimates in relation to the

discount rates, mortality rates and inflation rates used to calculate the present value of the

defined benefit obligation. Note 32 describes the assumptions used together with an

analysis of the sensitivity to changes in key assumptions.

Impairment testing – Property, plant and equipment and right-of-use assets

The performance of the Group’s impairment review requires management to make

a number of judgements and estimates which are presented together below for ease

of understanding but identified separately:

Estimates within impairment testing:

Inputs used to estimate value in use

The estimate of value in use is most sensitive to the following inputs:

• Forecast period cash flows – the initial five-year period’s cash flows are drawn from

the five-year business plan.

• Discount rate – judgement is required in estimating the Weighted Average Cost of

Capital (WACC) of a typical market participant and in assessing the specific country

and currency risks associated with the Group. The rate used is adjusted for the Group’s

gearing, including equity, borrowings and lease liabilities.

• Maturity profile of individual sites – judgement is required to estimate the time taken

for sites to reach maturity and the sites’ trading level once they are mature.

Methodology used to estimate fair value

Fair value is determined using a range of methods, including present value techniques using

assumptions consistent with the value in use calculations and market multiple techniques

using externally available data. To assess the fair value for disposal sites the Group has

sought property expert valuations based on insight into specific local market factors.

Judgements within impairment testing:

Strategic impact on composition of CGUs

The Group has judged that where there is an expectation that a component of a cash

generating unit’s value will be realised primarily through sale, an impairment review should

be completed on the component to be disposed of as an individual asset. This is due to the

Group understanding the value in use of the individual component to be sold is estimated

to be close to its now measurable fair value less costs of disposal.

Identification of indicators of impairment and reversal

The Group assesses each of its CGUs for indicators of impairment or reversal at the

end of each reporting period and, where there are indicators of impairment or reversal,

management performs an impairment assessment.

Useful economic life review – AGP site extensions and conversions

Where site extensions or conversions are committed as part of Whitbread’s Accelerating

Growth Plan, the Group commences accelerated depreciation on assets that will no longer

be used after the site redevelopment. The Group’s key judgement here has been assessing

that the trigger point for commitment to the extension or conversion is from the date that

the site has both planning permission and an approved internal business case to proceed.

From this point, the remaining useful life of affected assets is reassessed with an estimated

end date aligned with when the asset will no longer be used. The resulting depreciation

charge, along with any write-offs of similar assets that have been disposed of as at the

balance sheet date, are treated as adjusting items.

Key estimates and sensitivities for impairment of assets are disclosed in Note 14.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

3. Segment information

The Group provides services in relation to accommodation, food and beverage both in the UK and internationally. Management monitors the segment performance separately for

the purpose of making decisions about allocating resources and assessing performance. Segment performance is measured based on segment adjusted profit/(loss), defined below.

Included within central and other in the following tables are the costs of running the public company, other central overhead costs and share of profit from joint ventures.

The following tables present revenue and profit information regarding business operating segments for the years ended 26 February 2026 and 27 February 2025.

			52 weeks to 26 February 2026				52 weeks to 27 February 2025
			Central and				Central and
	UK and Ireland 1	Germany 2	other	Total	UK and Ireland 1	Germany 2	other	Total
Revenue	£m	£m	£m	£m	£m	£m	£m	£m
Accommodation	2,024.9	220.8	—	2,245.7	2,010.1	197.6	—	2,207.7
Food and beverage	594.8	32.5	—	627.3	646.4	26.7	—	673.1
Other	39.6	7.6	—	47.2	34.8	6.3	—	41.1
Revenue	2,659.3	260.9	—	2,920.2	2,691.3	230.6	—	2,921.9

			52 weeks to 26 February 2026				52 weeks to 27 February 2025
			Central and				Central and
	UK and Ireland 1	Germany 2	other	Total	UK and Ireland 1	Germany 2	other	Total
Profit/(loss)	£m	£m	£m	£m	£m	£m	£m	£m
Adjusted operating profit/(loss)	660.3	18.9	(30.3)	648.9	653.1	9.9	(33.4)	629.6
Segmental royalty fees 3	(7.0)	5.9	1.1	—	(1.0)	—	1.0	—
Segment adjusted operating profit/(loss)	653.3	24.8	(29.2)	648.9	652.1	9.9	(32.4)	629.6
Net finance (costs)/income	(154.3)	(22.8)	11.3	(165.8)	(145.3)	(21.2)	20.3	(146.2)
Segment adjusted profit/(loss) before tax	499.0	2.0	(17.9)	483.1	506.8	(11.3)	(12.1)	483.4
Adjusting items before tax (Note 6)				(184.7)				(115.6)
Profit before tax				298.4				367.8

1 The UK and Ireland segment includes operations of the Group within Crown Dependencies. Royalty fees are charged between the geographies within this segment.

2 The Germany segment includes operations of the Group within Austria.

3 Royalty fees are charged from the UK to other geographies.

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3. Segment information continued

			52 weeks to 26 February 2026				52 weeks to 27 February 2025
			Central and				Central and
	UK and Ireland	Germany	other	Total	UK and Ireland	Germany	other	Total
Other segment information	£m	£m	£m	£m	£m	£m	£m	£m
Capital expenditure:
Property, plant and equipment – cash basis	567.4	98.7	—	666.1	399.6	66.8	—	466.4
Property, plant and equipment – accruals basis (Note 13)	592.4	111.7	—	704.1	402.0	63.3	—	465.3
Intangible assets (Note 12)	18.2	1.5	—	19.7	18.9	0.7	—	19.6
Cash outflows from lease interest and payment of principal
of lease liabilities	289.5	60.4	—	349.9	262.4	53.0	—	315.4
Depreciation – property, plant and equipment (Note 13)	168.4	16.0	—	184.4	162.7	14.6	—	177.3
Depreciation – right-of-use assets (Note 22)	164.9	43.7	—	208.6	152.8	41.5	—	194.3
Amortisation (Note 12)	32.8	0.4	—	33.2	30.1	0.1	—	30.2

Segment assets and liabilities are not disclosed because they are not reported to, or reviewed by, the Chief Operating Decision Maker.

The Group’s revenue and non-current assets

, split by country in which the legal entity resides, is as follows:

	Group revenue		Group non-current assets 1
	2025/26	2024/25	2026	2025
Geographical information	£m	£m	£m	£m
United Kingdom	2,611.0	2,649.1	7,222.4	7,063.3
Germany	256.8	226.3	1,387.3	1,219.4
Ireland	35.9	29.6	217.6	179.4
Other	16.5	16.9	108.2	106.7
	2,920.2	2,921.9	8,935.5	8,568.8

1 Non-current assets exclude derivative financial instruments, deferred tax asset and the surplus on the Group’s defined benefit pension scheme.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

4. Other income

An analysis of the Group’s other income is as follows:

	2025/26	2024/25
	£m	£m
Rental income	4.7	5.5
Other	1.9	1.0
Other income before adjusting items	6.6	6.5
Legal claim settlements and insurance proceeds (Note 6)	2.6	0.9
Other income	9.2	7.4

5. Operating costs

	2025/26	2024/25
	£m	£m
Cost of inventories recognised as an expense 1,2	215.1	225.7
Employee benefits expense 2 (Note 7)	801.6	818.7
Amortisation of intangible assets (Note 12)	33.2	30.2
Depreciation – property, plant and equipment (Note 13)	184.4	177.3
Depreciation – right-of-use assets (Note 22)	208.6	194.3
Utilities	119.4	134.8
Rates	106.7	105.4
Laundry costs	79.6	78.0
Site repairs and maintenance	131.7	131.5
Marketing and commissions	141.4	127.6
Site operating costs	154.1	157.0
Variable lease payment expense (Note 22)	3.5	4.0
Net foreign exchange differences	(0.5)	0.5
Other operating charges 2	103.8	118.5
Adjusting operating costs 2 (Note 6)	187.3	116.5
	2,469.9	2,420.0

1 Cost of inventories recognised as an expense includes £8.1m (2024/25: £6.8m) of inventory write

downs recorded during the year.

2 Operating costs above are before adjusting items. Adjusting operating costs includes a charge

of £nil relating to cost of inventories recognised as an expense (2024/25: £4.4m), a charge for

net impairments and write-offs of £162.5m (2024/25: charge of £76.5m), a charge of £1.7m

(2024/25: charge of £23.1m) relating to employee benefit expenses and a charge of £23.1m

(2024/25: charge of £12.5m) relating to other operating charges (see Note 6).

Fees paid to the Group’s auditor during the year consisted of:

	2025/26	2024/25
	£m	£m
Audit of the Group’s financial statements	1.3	1.3
Audit of the Group’s subsidiaries	0.7	0.7
Total audit fees	2.0	2.0
Audit-related assurance	0.1	0.1
Other non-audit fees	—	0.2
Total non-audit fees	0.1	0.3
Included in other operating charges	2.1	2.3

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Whitbread PLC Annual Report and Accounts 2025/26

6. Adjusting items

As set out in the policy in Note 2, we use a range of measures to monitor the financial

performance of the Group. These measures include both statutory measures in accordance

with IFRS and APMs which are consistent with the way that the business performance is

measured internally. We report adjusted measures because we believe they provide both

management and investors with useful additional information about the financial performance

of the Group’s businesses. Adjusted measures of profitability represent the equivalent IFRS

measures adjusted for specific items that we consider hinder the comparison of the financial

performance of the Group’s businesses either from one period to another or with other

similar businesses.

Adjusting items were as follows:

	2025/26	2024/25
	£m	£m
Other income:
Legal claim settlements and insurance proceeds 1	2.6	0.9
Adjusting other income	2.6	0.9
Operating costs:
Net impairment charges – property, plant and equipment, right-of-use assets and assets held for sale 2	(32.0)	(33.0)
Accelerating Growth Plan-related net impairment charges and write-offs 3	(130.5)	(43.5)
Net gain on disposals of property 4	6.4	40.1
Property and other provisions 5	(14.3)	(4.4)
Strategic IT programme costs 6	(8.0)	(24.8)
Strategic F&B programme costs 7	(4.3)	(19.9)
Strategic supply chain programme costs 8	(2.9)	(24.1)
Employment tax settlement 9	—	2.0
Other restructuring costs 10	(1.7)	(8.9)
Adjusting operating costs before joint ventures	(187.3)	(116.5)
Adjusting items before tax	(184.7)	(115.6)

Tax adjustments included in reported profit after tax, but excluded in arriving at adjusted

profit after tax:

	2025/26	2024/25
	£m	£m
Tax on adjusting items 11	35.6	20.3
Impact of change in tax rates 12	2.1	—
Adjusting tax credit	37.7	20.3

1 During the year, the Group received settlements of £2.6m in relation to insurance claims for damaged

inventory (2024/25: received settlements for business interruption insurance claims of £0.9m).

2 The Group has identified indicators of impairment and impairment reversal relating to assets held by

the Group at the year-end date, including those sites impacted by the Accelerating Growth Plan (see

separate footnote below). For those sites not impacted by the Accelerating Growth Plan, an impairment

review of relevant assets was undertaken, resulting in adjusting net impairment charges of £32.0m.

Further information is provided in Note 14.

During the comparative year, the Group has identified indicators of impairment and impairment

reversal relating to assets held by the Group at the year end date, including those sites impacted

by the Accelerating Growth Plan (see separate footnote below). For those sites not impacted by

the Accelerating Growth Plan, an impairment review of relevant assets was undertaken, resulting in

adjusting net impairment charges of £33.0m. The net impairment is comprised of impairment charges

on sites of £38.3m (£22.2m relating to property, plant and equipment and £16.1m relating to right-of-use

assets) offset by impairment reversals of £5.3m (£2.0m relating to property, plant and equipment and

£3.3m relating to right-of-use assets). The net impact was an impairment charge of £33.0m, representing

the total adjusting net impairment recognised within operating costs outside of the Accelerating

Growth Plan in that year.

3 Included in the amounts recorded during the period are imapriments arising from the Group’s

continued optimisation of its UK F&B strategy, the Accelerating Growth Plan. The net impairment of

£130.5m comprises impairment charges of £102.9m relating to sites and accelerated depreciation of

£27.6m. Further information on impairment is provided in Note 14. Accelerated depreciation charges

arise primarily from site extensions and conversions undertaken as part of the AGP to transform or

exit a number of the Group’s branded restaurant formats. A commitment to redevelop is deemed to

exist from the date planning permission is granted. From this point, the useful lives of affected assets

are reassessed to reflect the expected completion date of the redevelopment, resulting in accelerated

depreciation where applicable.

During the comparative year, the amounts recorded for impairment included charges arising from the

Group’s continued optimisation of the UK F&B strategy under the Accelerating Growth Plan. The net

impairment of £43.5m comprised impairment charges of £51.0m (£30.6m relating to property, plant

and equipment, £13.2m relating to right-of-use assets and £7.2m relating to assets held for sale),

partly offset by impairment reversals of £7.5m (£1.5m relating to property, plant and equipment,

£0.7m relating to right-of-use assets and £5.3m relating to assets held for sale). The net impairment

charge also included £1.0m relating to the write-off of assets following revisions to useful economic

lives for Extensions sites.

4 During the year, the Group recognised net gains of £4.8m on sale and leaseback property disposals

(2024/25: £0.1m) and net gains of £1.6m on other property disposals (2024/25: £40.0m). No gains

or losses relating to these assets were recognised in other comprehensive income.

5 The Group recorded a £15.2m property-related provision and released £0.9m of provisions in respect

of historic tax positions. During the comparative year, the group created a provision in relation to

damaged inventory of £4.4m.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

176

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FINANCIAL STATEMENTS

6. Adjusting items continued

6 The Group has assessed the presentation of costs incurred in relation to the current and future

implementation of its strategic IT programmes. The programmes scheduled are the Group’s Hotel

Management System, HR & Payroll System, Restaurant System and Strategic Network. These represent

significant business change costs for the Group rather than replacements of IT systems with the

system products being Software as a Service (SaaS). The start date of these projects varies and

as such we expect costs to be incurred within this category over the next few financial years,

with their commercial and strategic benefit seen as lasting several years.

Cash costs incurred on the programmes and presented within adjusting items in the period

were £8.0m, with cumulative cash costs to date being £73.7m (2024/25: £65.7m).

7 The Group has incurred legal, advisory and project management costs regarding the announced

changes to facilitate the Accelerating Growth Plan (AGP) as well as restructuring costs. This programme

represents a significant business change for the Group’s strategic focus in relation to F&B.

Cash costs incurred on the programmes and presented within adjusting items in the period

were £4.3m, with cumulative cash costs to date being £30.1m (2024/25: £25.8m).

8 As part of the Group’s strategic supply chain programme the Group has incurred costs of £2.9m

in relation to project management costs (2024/25: £24.1m relating to supplier contract exit fees).

This decision allows the Group to make use of a different supply model and it is expected the

commercial and strategic benefit will be seen over several years.

9 During the comparative year, the Group received confirmation that a previous enquiry from HMRC

on historic taxes has been closed. £2.0m has been released through adjusting items from accruals

held in relation to these enquiries.

10 During the year, the Group restructured its UK Contact Centre, resulting in a charge of £1.7m.

During the comparative year, restructuring of the UK and Germany Support Centres and site

operations in Germany resulted in a charge of £8.9m.

11 The Group recognised tax credits of £35.6m (2024/25: £20.3m) in relation to its adjusting items in

the financial year. This includes a deferred tax charge of £8.4m (2024/25: nil) in the year arising from
changes in the recoverability of indexation allowances in relation to property.
12 In July 2025, the German government substantively enacted legislation to reduce the corporate
income tax rate by 1% per annum over a five-year period, commencing in 2028 a in 2032.	The change has resulted in the remeasurement of certain deferred tax assets and liabilities
which are forecast to be utilised or to crystallise from 2028. As a result, a credit of £2.1m is recorded
in the income statement.
Summary of adjusting item lines that can be forecast:

Low range

£m

High range

£m

Expected year

of completion

Accelerating Growth Plan-related net impairment

charges and write-offs 50.0 70.0 FY29

Strategic F&B programme costs 20.0 30.0 FY29

Strategic IT programme costs 5.0 10.0 FY27

Forecast adjusting items before tax 75.0 110.0

7. Employee benefits expense

	2025/26	2024/25
	£m	£m
Wages and salaries	704.6	738.8
Social security costs	75.9	63.5
Defined contribution pension costs	21.1	16.4
	801.6	818.7

The amounts above exclude adjusting items. Wages and salaries excludes a charge

of £1.7m (2024/25: charge of £23.1m).

Included in wages and salaries is a share-based payments expense of £16.7m (2024/25: £16.8m),

which arises from transactions accounted for as equity-settled share-based payments.

Employee costs are split between hourly paid and salaried employees as below:

	2025/26	2024/25
	£m	£m
Employee costs – hourly paid	534.1	548.5
Employee costs – salaried	267.5	270.2
	801.6	818.7

	2025/26	2024/25
Average number of employees directly employed	Number	Number
UK and Ireland	30,867	33,157
Germany	1,661	1,543
	32,528	34,700

Employees of joint ventures are excluded from the numbers above.

Directors’ remuneration is disclosed below:

	2025/26	2024/25
	£m	£m
Directors’ remuneration	3.5	3.5
Aggregate contributions to the defined contribution pension scheme	—	—
Aggregate gains on the exercise of share options	0.3	0.3

The number of Directors accruing benefits under the defined benefit pension scheme was

nil (2024/25: nil).

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8. Finance (costs)/income

	2025/26	2024/25
Finance costs	£m	£m
Interest on bank loans and overdrafts	(5.0)	(4.7)
Interest on other loans	(42.7)	(24.7)
Interest on lease liabilities (Note 22)	(177.0)	(166.7)
Interest capitalised (Note 13)	23.0	8.7
Credit/(costs) in relation to hedging (Note 25)	1.4	(1.1)
	(200.3)	(188.5)

	2025/26	2024/25
Finance income	£m	£m
Bank interest receivable	26.8	33.5
IAS 19 pension net finance income (Note 32)	7.5	8.3
Other interest receivable	0.2	0.5
	34.5	42.3
Total net finance costs	(165.8)	(146.2)

Net finance costs include £201.7m (2024/25: £187.4m) finance costs and £26.8m

(2024/25: £33.5m) finance income in respect of financial assets and liabilities that

are measured at amortised cost using the effective interest rate method.

9. Taxation

	2025/26	2024/25
Consolidated income statement	£m	£m
Current tax:
Current tax expense	83.9	51.4
Adjustments in respect of previous periods	(1.2)	(1.1)
	82.7	50.3
Deferred tax:
Origination and reversal of temporary differences	3.8	63.1
Effect of in-year rate differential/change in tax rates	(2.1)	—
Adjustments in respect of previous periods	1.0	0.7
	2.8	63.8
Tax reported in the consolidated income statement	85.5	114.1

	2025/26	2024/25
Consolidated statement of other comprehensive income	£m	£m
Current tax:
Defined benefit pension scheme	1.7	1.8
Tax on net gain on hedge of a net investment	(3.3)	2.1
Tax on exchange differences on translation of foreign operations	3.5	(2.4)
	1.9	1.5
Deferred tax:
Cash flow hedges	0.6	3.6
Defined benefit pension scheme	(4.3)	(14.4)
	(3.8)	(10.8)
Tax reported in other comprehensive income	(1.9)	(9.3)

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

9. Taxation continued

A reconciliation of the tax expense applicable to adjusted profit before tax and profit before tax at the statutory tax rate, to the actual tax expense at the Group’s effective tax rate,

for the years ended 26 February 2026 and 27 February 2025 respectively is set out here. All current year items have been tax effected at the UK statutory rate of 25.0% (2024/25: 25.0%)

with the exception of the effect of unrecognised losses in overseas companies, which has been tax effected at the statutory rate in the relevant jurisdictions with an adjustment to account

for the differential tax rates included in the effect of different tax rates.

	2025/26		2024/25
	Tax on adjusted		Tax on adjusted
	profit	Tax on profit	profit	Tax on profit
	£m	£m	£m	£m
Profit before tax as reported in the consolidated income statement	483.1	298.4	483.4	367.8
Tax at current UK tax rate of 25.0% (2024/25: 25.0%)	120.8	74.6	120.9	92.0
Effect of different tax rates	(3.3)	(3.1)	(2.7)	(4.5)
Unrecognised losses in overseas companies	5.1	10.4	9.3	17.6
Expenditure not allowable	1.2	1.9	3.3	5.4
Adjustments to current tax expense in respect of previous years	(1.2)	(1.2)	(1.0)	(1.0)
Adjustments to deferred tax expense in respect of previous years	1.0	1.0	0.7	0.7
Impact of deferred tax rate change	—	(2.1)	—	—
Impact of deferred tax related to indexation allowance	0.3	8.7	2.7	2.7
Impact of property disposals	—	(4.0)	—	—
Other movements	(0.7)	(0.7)	1.2	1.2
Tax expense reported in the consolidated income statement	123.2	85.5	134.4	114.1
Effective tax rate	25.5%	28.7%	27.8%	31.0%

Pilar two

The Group is within the scope of the OECD Pillar Two rules. Based on the Group’s current assessment, Pillar Two is not expected to have a material impact on the Group’s tax charge.

The Group has applied the mandatory temporary exception in respect of deferred taxes arising from Pillar Two income taxes, as required by IAS 12.

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9. Taxation continued

Deferred tax

The major deferred tax assets/(liabilities) recognised by the Group and movement during the current and prior financial years are as follows:

	Accelerated	Rolled over gains
	capital	and property
	allowances	revaluations	Pensions	Leases 2	Losses	Other 3	Total
	£m	£m	£m	£m	£m	£m	£m
At 29 February 2024	(109.7)	(86.1)	(62.2)	43.8	35.2	(2.1)	(181.1)
(Expense)/credit to consolidated income statement 1	(20.9)	(9.0)	(3.7)	6.0	(33.9)	(2.3)	(63.8)
Credit/(expense) to statement of comprehensive income	—	—	14.4	—	—	(3.6)	10.8
Expense to statement of changes in equity	—	—	—	—	—	(0.8)	(0.8)
Foreign exchange and other movements	—	—	—	0.1	(0.3)	0.3	0.1
At 27 February 2025	(130.6)	(95.1)	(51.5)	49.9	1.0	(8.5)	(234.8)
(Expense)/credit to consolidated income statement 1	(7.6)	(5.4)	(0.5)	12.6	(0.5)	(1.4)	(2.8)
Credit/(expense) to statement of comprehensive income	—	—	4.3	—	—	(0.6)	3.7
Expense to statement of changes in equity	—	—	—	—	—	(0.1)	(0.1)
Foreign exchange and other movements	—	—	0.1	(0.1)	—	0.3	0.3
At 26 February 2026	(138.2)	(100.5)	(47.6)	62.4	0.5	(10.3)	(233.7)

1 The consolidated income statement expense of £2.8m is lower than the prior year charge of £63.8m. This predominantly relates to the utilisation of UK tax losses of £nil (2024/25: charge of £29.6m) and a higher

credit arising on fixed asset impairments of £33.2m (2024/25: £10.6m).

2 The Leases category includes an asset of £51.8m (2024/25: £54.8m) for IFRS 16 transitional adjustments and an asset of £13.2m (2024/25: nil) for deferred accounting profits on sale and leaseback transactions.

3 The Other category includes a deferred tax liability of £17.8m (2024/25: £14.8m) in respect of capitalised interest and a deferred tax asset of £5.5m (2024/25: £5.8m) in respect of share-based payments.

The Group recognises UK deferred tax assets to the extent that taxable profits will be available to utilise deductible temporary differences or unused tax losses. At 26 February 2026,

no net UK deferred asset is unrecognised (2024/25: £nil).

The Group has generated unrecognised tax losses in Germany of £284.7m (€325.5m) (2024/25: £253.6m (€307.3m)) that will be available for offset against future taxable profits. Whilst

the gross tax losses have increased, the unrecognised deferred tax asset has fallen to £77.3m (2024/25: £80.9m). This is a result of the substantive enactment of a phased reduction to

the corporate income tax rate in Germany from 15% to 10% by 2032. Trade taxes have not been amended and as a result the blended deferred tax rate applied to German losses under

IAS 12 has reduced from 31.9% (2024/25) to 27.2% (2025/26). Refer to Note 2 for further information.

At 26 February 2026, no deferred tax asset is recognised (2024/25: £nil) on gross temporary differences of £2.0m (2024/25: £2.4m) relating to the accumulated losses of other international

subsidiaries as the Group is able to control the timings of the reversal of these temporary differences and it is probable that they will not reverse in the foreseeable future.

Tax relief on total interest capitalised amounts to £4.2m (2024/25: £2.0m).

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

10. Earnings per share

The basic earnings per share (EPS) figures are calculated by dividing the net profit/(loss)

for the period attributable to ordinary shareholders of the parent by the weighted average

number of ordinary shares in issue during the period after deducting treasury shares and

shares held by an independently managed employee share ownership trust (ESOT).

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 period.

Where the average share price for the period 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 calculations is as follows:

	2025/26	2024/25
	million	million
Basic weighted average number of ordinary shares	172.6	179.3
Effect of dilution – share options	1.3	1.2
Diluted weighted average number of ordinary shares	173.9	180.5

The total number of shares in issue at the year end, as used in the calculation of the basic

weighted average number of ordinary shares, was 180.1m, less 12.5m treasury shares held

by Whitbread PLC and 0.6m held by the ESOT (2024/25: 188.8m, less 12.5m treasury shares

held by Whitbread PLC and 0.8m held by the ESOT).

The profits used for the earnings per share calculations are as follows:

	2025/26	2024/25
	£m	£m
Profit for the year attributable to parent shareholders	212.9	253.7
Adjusting items before tax (Note 6)	184.7	115.6
Adjusting tax credit (Note 6)	(37.7)	(20.3)
Adjusted profit for the year attributable to parent shareholders	359.9	349.0

	2025/26	2024/25
	pence	pence
Basic EPS on profit for the year	123.3	141.5
Adjusting items before tax	107.0	64.4
Adjusting tax credit	(21.8)	(11.3)
Basic EPS on adjusted profit for the year	208.5	194.6
Diluted EPS on profit for the year	122.4	140.6
Diluted EPS on adjusted profit for the year	207.0	193.4

11. Dividends paid and proposed

	2025/26		2024/25
	pence per		pence per
	share	£m	share	£m
Final dividend proposed and paid
relating to the prior year	60.60	106.5	62.90	114.7
Interim dividend proposed and paid
for the current year	36.40	62.3	36.40	65.2
Unclaimed dividend written back	—	—	N/A	(2.1)
Total equity dividends paid in the year		168.8		177.8
Dividends on other shares:
B shares	—	—	11.40	0.2
C shares	—	—	7.60	0.1
Total dividends paid		168.8		178.1
Proposed for approval at annual
general meeting:
Final equity dividend for the current year	[•]	[•]	60.60	106.4

B and C shares were fully converted and cancelled on 16 December 2024; therefore, no such

shares were in issue during 2025/26.

A final dividend of [•]p per share amounting to a dividend of £[•]m was recommended

by the Directors at their meeting on [•] April 2026. A Dividend Reinvestment Plan (DRIP)

alternative will be offered. The proposed final dividend is subject to approval by shareholders

at the annual general meeting and has not been included as a liability in these consolidated

financial statements.

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12. Intangible assets

		IT software and
	Goodwill	technology	Total
	£m	£m	£m
Cost
At 29 February 2024	350.1	160.0	510.1
Additions	—	19.6	19.6
Assets written off	—	(12.6)	(12.6)
Foreign currency translation	—	(0.1)	(0.1)
At 27 February 2025	350.1	166.9	517.0
Additions	—	19.7	19.7
Assets written off	—	(21.9)	(21.9)
Foreign currency translation	—	0.3	0.3
At 26 February 2026	350.1	165.0	515.1
Amortisation and impairment
At 29 February 2024	(239.6)	(85.5)	(325.1)
Amortisation during the year	—	(30.2)	(30.2)
Amortisation on assets written off	—	12.6	12.6
Foreign currency translation	—	—	—
At 27 February 2025	(239.6)	(103.1)	(342.7)
Amortisation during the year	—	(33.0)	(33.0)
Amortisation on assets written off	—	21.9	21.9
Foreign currency translation	—	(0.1)	(0.1)
At 26 February 2026	(239.6)	(114.5)	(354.1)
Net book value at 26 February 2026	110.5	50.5	161.0
Net book value at 27 February 2025	110.5	63.8	174.3

Other than goodwill, there are no intangible assets with indefinite lives. IT software and

technology assets, which are made up entirely of internally generated assets, have been

assessed as having finite lives and are amortised under the straight-line method over

periods ranging from three to ten years.

Note 14 contains details of the impairment review conducted on goodwill as at the year end date.

Capital expenditure commitments

Capital expenditure commitments in relation to intangible assets at the year end amounted

to £1.4m (2024/25: £4.3m).

13. Property, plant and equipment

	Land and	Plant and
	buildings	equipment	Total
	£m	£m	£m
Cost
At 29 February 2024	4,110.8	1,787.4	5,898.2
Additions	228.0	237.3	465.3
Interest capitalised	8.7	—	8.7
Net movements to assets held for sale in the year	(261.8)	(62.3)	(324.1)
Disposals	(0.6)	(0.1)	(0.7)
Assets written off	(2.2)	(103.7)	(105.9)
Foreign currency translation	(22.5)	(3.8)	(26.3)
Asset reclassified from right-of-use asset	(3.8)	—	(3.8)
At 27 February 2025	4,056.6	1,854.8	5,911.4
Additions	433.7	274.1	707.8
Interest capitalised	23.0	—	23.0
Net movements to assets held for sale in the year	(236.8)	(50.4)	(287.2)
Assets written off	(20.4)	(117.1)	(137.5)
Foreign currency translation	38.9	6.5	45.4
At 26 February 2026	4,295.0	1,967.9	6,262.9

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

13. Property, plant and equipment continued

	Land and	Plant and
	buildings	equipment	Total
	£m	£m	£m
Depreciation and impairment
At 29 February 2024	(441.9)	(828.4)	(1,270.3)
Depreciation charge for the year	(21.5)	(155.8)	(177.3)
Net impairment charge (Note 14)	(46.2)	(2.1)	(48.3)
Net movements to assets held for sale in the year	120.8	36.3	157.1
Disposals	0.5	0.1	0.6
Depreciation on assets written off	0.3	100.1	100.4
Foreign currency translation	2.3	1.5	3.8
At 27 February 2025	(385.7)	(848.3)	(1,234.0)
Depreciation charge for the year	(19.1)	(165.3)	(184.4)
Net impairment charge (Note 14)	(123.2)	(4.6)	(127.8)
Net movements to assets held for sale in the year	19.7	19.9	39.6
Depreciation on assets written off	19.0	118.3	137.3
Foreign currency translation	(4.0)	(2.8)	(6.8)
At 26 February 2026	(493.2)	(882.8)	(1,376.0)
Net book value at 26 February 2026	3,800.5	1,086.4	4,886.9
Net book value at 27 February 2025	3,670.9	1,006.5	4,677.4

Included above are assets under construction of £955.8m (2024/25: £682.3m).

There is a charge in favour of the pension scheme over properties with a market value

of £531.5m (2024/25: £531.5m). See Note 32 for further information.

Amounts relating to right-of-use assets under IFRS 16 are detailed in Note 22.

Capital expenditure commitments

	2026	2025
	£m	£m
Capital expenditure commitments for property, plant and equipment for which no provision has been made	370.0	271.8

Capitalised interest

Interest capitalised during the year amounted to £23.0m, using an average rate of 3.4%

(2024/25: £8.7m, using an average rate of 2.4%).

14. Impairment

Summary of impairment charges and reversals

During this year, net impairment charges of £162.5m (2024/25: £76.5m) were recognised

within operating costs.

Accelerating Growth Plan:

Net impairment,write-offs and accelerated depreciation of £130.5m (2024/25: £43.5m) has

been recognised in respect of the Group continuing with and extending the Accelerating

Growth Plan (AGP).

UK:

Outside of Accelerating Growth Plan-related impairments, gross impairment charges in the

UK of £15.5m (2024/25: £15.8m) and no gross impairment reversals in the UK (2024/25: £5.3m)

have been recorded across right-of-use assets and property, plant and equipment.

Germany:

The Group continues to make progress through organic and portfolio acquisitions in order

to access German markets, with 2025/26 performance reflecting the increased maturity of

open sites. Impairment indicators were identified at a small number of German sites, which

has resulted in a net impairment charge of £16.5m (2024/25: £22.5m impairment charge).

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14. Impairment continued

Summary of impairment charges and reversals continued

The charges/(reversals) were recognised on the following classes of assets:

	Impairment	Impairment
	charge	reversal	Total
2025/26	£m	£m	£m
Impairment charges/(reversals) included in operating costs
Property, plant and equipment	130.2	(2.4)	127.8
Accelerating Growth Plan sites	119.6	(2.4)
Rest of estate	10.6	—
Right-of-use assets	23.9	(0.1)	23.8
Accelerating Growth Plan sites	2.5	(0.1)
Rest of estate	21.4	—
Assets held for sale	10.9	—	10.9
Accelerating Growth Plan sites	10.9	—
Total charges/(reversals) for impairment included
in operating costs	165.0	(2.5)	162.5

1 The net impairment charge of £127.8m above includes £27.6m of accelerated depreciation in relation

to the Extensions programme.

	Impairment	Impairment
	charge	reversal	Total
2024/25	£m	£m	£m
Impairment charges/(reversals) included in operating costs
Property, plant and equipment 1	52.8	(3.5)	49.3
Accelerating Growth Plan sites	30.6	(1.5)
Rest of estate	22.2	(2.0)
Right-of-use assets	29.3	(4.0)	25.3
Accelerating Growth Plan sites	13.2	(0.7)
Rest of estate	16.1	(3.3)
Assets held for sale	7.2	(5.3)	1.9
Accelerating Growth Plan sites	7.2	(5.3)
Total charges/(reversals) for impairment included
in operating costs	89.3	(12.8)	76.5

1 The net impairment charge of £49.3m above includes £1.0m of accelerated depreciation in relation to

the Extensions programme.

Property, plant and equipment and right-of-use assets – impairment review

The carrying value of property, plant and equipment and right-of-use assets are reviewed

for impairment whenever events or changes in circumstances indicate that their carrying

values may not be recoverable.

The majority of the Group’s trading sites offer a combination of accommodation and

food and beverage services, either through a hotel and branded restaurant at the same

location or a hotel which offers food and beverage. Due to the high dependency between

accommodation and food and beverage cash flows at these locations, each trading site is

considered to represent a separate cash-generating unit (‘CGU’). Exceptions to this exist

in the form of a small number of sites where a third party provides food and beverage

services. In addition, in circumstances where the Group is committed at the balance sheet

date to the disposal of a portion of a site, the related proportion is not included in the

trading CGU as the economic benefits are expected to be received principally through sale.

The Group has judged that where there is an expectation (but not yet commitment) that

a component of a CGUs value will be realised primarily through sale, an impairment review

should be completed on the component to be disposed of as an individual asset. This is

due to the Group understanding the value in use of the individual component to be sold

is estimated to be close to its now measurable fair value less costs of disposal.In assessing

whether an asset has been impaired, the carrying amount of the CGU is compared to its

recoverable amount. The recoverable amount is the higher of its value in use and its fair

value less costs of disposal.

In assessing whether an asset has been impaired, the carrying amount of the CGU is

compared to its recoverable amount. The recoverable amount is the higher of its value

in use and its fair value less costs of disposal.

Valuation methodology:

The Group calculates a value in use (VIU) for each CGU. The key assumptions used

in calculating VIU are set out below.

Where the VIU is lower than the carrying value of the CGU, the Group additionally

estimates a fair value less costs of disposal (FVLCD) for each site.

• For leasehold sites, FVLCD is estimated based on present value techniques using

a discounted cash flow method.

• For freehold sites, FVLCD is estimated based on applying a market multiple to the

CGU EBITDAR.

The assumptions applied in estimating fair value for each of the above are set out below.

Both estimates of FVLCD rely on inputs not normally observable by market participants

and are therefore level 3 measurements in the fair value hierarchy.

All of the impairment assessments take account of expected market conditions which

include future risks including climate change and related legislation.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

14. Impairment continued

Property, plant and equipment and right-of-use assets – impairment review continued

Key assumptions:

VIU for freehold and leasehold sites:

The key assumptions used by management in estimating VIU were:

Discount rates

The discount rate is based on the Weighted Average Cost of Capital (WACC) of a typical

market participant, taking into account specific country and currency risks associated with

the Group.

	2025/26		2024/25
	UK	Germany	UK	Germany
Average pre-tax discount rate	11.3%	9.5%	11.4%	9.2%
Average post-tax discount rate	9.0%	7.4%	9.1%	7.0%

Approved budget period

Forecast cashflow for the initial five-year period are based on actual cash flows and

considered after applying management’s assumptions of the performance of the Group

over the next five years. The assumptions used are consistent with those applied in

assessing the Group’s longer term viability.

The key assumptions used by management in setting the board approved financial budgets

for the initial five-year period were as follows:

• Forecast period cashflows: The initial five-year period’s cashflows are drawn from the

5-year business plan. Cash flows used in impairment testing reflect the current condition

of assets and exclude future enhancements or expansions not already committed.

• Forecast growth rates: Forecast growth rates are based on the Group business plan, which

includes assumptions around the UK and German economies over the next five years.

• Operating profits are forecast based on historical experience of operating margins,

adjusted for the impact of inflation and cost saving initiatives.

• Local factors impacting the site in the current year or expected to impact the site in

future years. Key assumptions include the maturity profile of individual sites, the future

potential of immature sites and the impact of increasing or reducing market supply in

the local area.

Long-term growth rates

A long-term growth rate of 2.0% (2025: 2.0%) was used for cash flows subsequent to the

five-year approved budget/plan period. This long-term growth rate is a conservative rate

and is considered to be lower than the long-term historical growth rates of the underlying

territories in which the CGUs operate and the long-term growth rate prospects of the

sectors in which the CGUs operate.

FVLCD for leasehold sites:

The key assumptions used by management in estimating the FVLCD on a discounted

cashflow method were similar to those used in the VIU assessment, modified to reflect

estimated cost of disposal and lease payments.

Discount rates

The discount rate is based on the Weighted Average Cost of Capital (WACC) of a typical

market participant, taking into account specific country and currency risks associated with

the Group.

	2025/26		2024/25
	UK	Germany	UK	Germany
Average pre-tax discount rate for FVLCD for leaseholds	11.5%	9.9%	12.1%	10.0%

FVLCD for freehold sites:

The key assumption used by management in estimating the FVLCD for freehold sites is an

EBITDAR multiple.

EBITDAR multiple

An EBITDAR multiple is estimated based on a normalised trading basis, with reference to

market data obtained from external sources. This resulted in a multiple in the range of 9

to 11 times.

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14. Impairment continued

Methodology in relation to the Group’s Accelerating Growth Plan

As set out in detail on page [22] of the Strategic Report, the Group announced an

extension to the Accelerating Growth Plan during FY26. When considered together, the

existing and extended AGP have had the following impact on the Group’s impairment review:

Extensions programme:

As part of the Group’s Extensions programme, certain branded restaurant units are being

repurposed, with smaller areas dedicated to integrated food and beverage services and

where appropriate the remaining space converted to additional hotel rooms. The

composition of the CGU remains unchanged.

During the year, planning applications were submitted for a number of sites, with approvals

received for some locations. The useful economic lives of relevant buildings and FF&E have

been reassessed based on the status of planning approvals and commencement of works.

Where all relevant internal and external approvals have been obtained, the carrying value

of the related assets is written down accordingly.

During the year, £27.6m was written off. The Group expects to incur further charges

of between £50.0m and £70.0m over the coming financial years.

Disposal sites:

The Group has a committed plan to dispose of a further group of sites to third parties.

Disposal sites that were actively marketed at the year end, with a valid expectation of

disposal within 12 months of the balance sheet date, have been classified as assets held for

sale. As the economic benefits of these sites are expected to be realised principally through

sale rather than continuing use, they have been measured at the lower of carrying value

and fair value less costs of disposal. The remaining net book value of £39.2m (2024/25: £68.0m)

is presented within assets held for sale.

Disposal sites that do not meet the criteria for classification as assets held for sale are

measured at the lower of carrying value and net realisable value. In these cases, net

realisable value is represented by FVLCD, which exceeds the VIU. With the announcement

of the extension to the Accelerating Growth Plan during FY26 the Group has recorded an

impairment of £75.4m.

Sensitivity to changes in assumptions

The level of impairment is predominantly dependent upon estimates used in arriving at

future growth rates and the discount rates applied to cash flow projections. The incremental

impact on the net impairment charge of applying a reasonably possible change in assumptions

to the growth rates used in the five-year business plans, long-term growth rates, pre-tax

discount rates, EBITDAR multiple and FV of disposal is as follows:

	Total
	£m
Incremental increase/(decrease) to the net impairment charge
Increase to net impairment charge if year one’s cash flows reduced by 10%	16.6
Decrease to net impairment charge if year one’s cash flows increased by 10%	(8.7)
Increase to net impairment charge if discount rates increased by 2%	5.8
Decrease to net impairment charge if discount rates reduced by 2%	(3.8)
Increase to net impairment charge if the fair value of disposal sites reduced
by 20%	18.7
Decrease to net impairment charge if the fair value of disposal sites increased
by 20%	(13.4)
Increase to net impairment charge if long-term growth rates reduced by 1%	8.7
Increase to net impairment charge if EBITDAR multiple reduced by 10%	8.8

The above sensitivity analyses are based on a reasonably possible change in an assumption

(in line with disclosure requirements) whilst holding all other assumptions constant. In practice,

this is unlikely to occur and changes in some of the assumptions may be correlated.

Goodwill – impairment review

Following the impairment assessment over property, plant and equipment and right-of-use

assets, the Group completed an impairment review of goodwill. Goodwill acquired through

business combinations is allocated to groups of CGUs at an operating segment level, being

the level at which management monitors goodwill. As a result of the German goodwill

being impaired in previous years, all of the Group’s goodwill is allocated to the UK and

Ireland segment.

The recoverable amount is the higher of FVLCD and VIU using the same assumptions

as those used in the site level impairment reviews. The recoverable amount has been

determined from VIU calculations. The future cash flows are based on assumptions from

the approved budget and cover a five-year period. These forecasts include management’s

most recent view of medium-term trading prospects. Cash flows beyond this period are

extrapolated using a 2.0% (2024/25: 2.0%) growth rate. The pre-tax discount rate applied

to cash flow projections is 11.3% (2024/25: 11.4%).

Given the level of headroom within the UK segment, there is no reasonably possible change

that could result in a further material impairment of goodwill.

Assets held for sale – impairment review

In addition to impairments on assets transferred to held for sale in the year, an impairment

charge of £10.9m (2024/25: £1.9m) was recorded in relation to assets which had previously

been classified as held for sale as a result of a reduction in expected sales proceeds.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

15. Assets classified as held for sale

The following table presents the major classes of assets and liabilities classified as held for sale:

	2026	2025
	£m	£m
Property, plant and equipment	109.2	128.8
Right-of-use assets	1.4	1.1
Lease liabilities	(2.1)	(1.7)
Assets classified as held for sale	108.5	128.2

At the year end, there were 86 sites with a combined net book value of £108.5m

(2024/25: 107 with net book value of £128.2m) classified as assets held for sale (AHFS).

There are no gains or losses recognised in other comprehensive income with respect to

these assets. The value and number of assets held for sale are both heightened by the

Group’s continued commitment to the Accelerating Growth Plan.

There are no individually material assets within this group of assets.

Sites are classified as held for sale only if they are 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. Where there has been a delay in disposing of a site,

the Group remains committed to its plan to sell the asset. If a site no longer meets this

criteria at future reporting dates it is transferred back to property, plant and equipment.

Included within assets held for sale are assets which were written down to fair value less

costs to sell of £62.5m (2024/25: £56.4m). The fair value of property assets was determined

based on current prices in an active market for similar properties or from independent

market valuations of the assets by management’s experts. Where such information is not

available management considers information from a variety of sources including current

prices for properties of a different nature or recent prices of similar properties, adjusted to

reflect those differences. This is a level 3 measurement as per the fair value hierarchy set

out in Note 24. The key inputs under this approach are the property size and location.

16. Investment in joint ventures

	2026	2025
Movement in investment in joint ventures	£m	£m
Opening investment in joint ventures	54.4	50.8
Share of profit for the year	4.7	4.7
Foreign exchange movements	(3.7)	0.1
Distributions received from joint ventures	(1.4)	(1.2)
Closing investment in joint ventures	54.0	54.4

Premier Inn Hotels LLC

The Group holds a 49% interest in Premier Inn Hotels LLC, a joint venture which operates

Premier Inn branded hotels in the United Arab Emirates. The investment forms part of the

Group’s international growth strategy. Premier Inn Hotels LLC holds a 49% investment in

Premier Inn Qatar Limited.

During the year, Premier Inn Hotels LLC repatriated £1.4m (2024/25: £1.2m) to the Group

as a return of capital contributed to the joint venture. The Group continues to exercise

significant influence over the entity.

During the year, the Group also charged a franchise fee aggregating to £1.1m

(2024/25: £1.1m) which has been repatriated by Premier Inn Hotels LLC and

recorded in the Group’s Income Statement.

Subsequent to the balance sheet date, there has been military escalation in the region

in which the joint venture operates (UAE and Qatar). The potential impact on operations

and financial performance will be assessed in the next financial reporting period.

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Whitbread PLC Annual Report and Accounts 2025/26

16. Investment in joint ventures continued

Premier Inn Hotels LLC continued

	2026	2025
	Premier Inn	Premier Inn
	Hotels LLC	Hotels LLC
Summary of joint ventures’ balance sheets	£m	£m
Current assets	25.7	20.8
Non-current assets	123.6	132.8
Current liabilities	(14.8)	(13.7)
Non-current liabilities	(24.3)	(29.0)
Net assets	110.2	110.9
Group’s share of interest in joint ventures’ net assets	54.0	54.4
Group’s carrying amount of the investment	54.0	54.4
Within gross balance sheets
Cash and cash equivalents	22.5	17.8
Current financial liabilities	(2.7)	(4.8)
Non-current financial liabilities	(24.3)	(29.0)

	2025/26	2024/25
	Premier Inn	Premier Inn
	Hotels LLC	Hotels LLC
Summary of joint ventures’ income statement	£m	£m
Revenue	37.3	35.6
Depreciation and amortisation	(3.2)	(2.9)
Other operating costs	(22.2)	(20.6)
Finance costs	(1.2)	(1.8)
Profit before tax	10.7	10.3
Income tax	(1.1)	(0.7)
Profit after tax	9.6	9.6
Group share
Profit after tax	4.7	4.7

At 26 February 2026, the Group’s share of the capital commitments of its joint ventures

amounted to £1.3m (2024/25: £1.2m).

17. Inventories

	2026	2025
	£m	£m
Finished goods held for resale	9.2	13.9
Consumables	1.8	3.2
	11.0	17.1

The carrying value of inventories is stated net of a provision of £0.5m (2024/25: £0.7m).

18. Trade and other receivables

	2026	2025
	£m	£m
Trade receivables	43.3	55.3
Prepayments and accrued income	67.5	53.7
Other receivables	25.9	18.1
	136.7	127.1
Analysed as:
Current	136.7	127.1
Non-current	—	—
	136.7	127.1

Trade and other receivables are non-interest bearing and are generally on 30-day terms.

Trade receivables includes £43.2m (2024/25: £49.3m) relating to contracts with customers.

The allowance for expected credit loss relating to trade and other receivables at

26 February 2026 was £1.2m (2024/25: £0.9m). During the year, credit write-backs of

£0.3m (2024/25: credit write-backs of £0.5m) were recognised within operating costs

in the consolidated income statement.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

19. Cash and cash equivalents

	2026	2025
	£m	£m
Cash at bank and in hand (excluding committed payment runs 1 )	23.9	62.1
Committed payment runs 1	(69.1)	(60.2)
Cash at bank and in hand	(45.4)	1.9
Money market funds 2	278.6	572.1
Short-term deposits 3	0.5	335.0
Cash and cash equivalents	233.7	909.0

1 In line with the Group’s accounting policy, cash at bank is reduced at the point when BACS payment

runs are created. In the current year this results in a temporary negative cash at bank and in hand

balance of £45.4m that does not represent an overdraft. The payment runs were settled on the day

after the year-end, with funding from the day-maturing money market funds. The IASB’s May 2024

Amendment to IFRS 9 clarifies that the liability should be derecognised and subsequently cash at

bank reduced, at the settlement date, the Group intends to apply the Amendment for the first time

in next year’s Annual Report and Accounts therefore would disclose 2026 year-end cash at bank and

in hand value of £23.9m as shown in the table above.

Money market funds used by the Group are short-term, highly liquid investments that are readily

convertible to known amounts of cash and are subject to an insignificant risk of changes in value.

The Group typically holds MMF investments on a rolling 24 hour maturity to ensure funds are readily

available to meet operational cash requirements whilst achieving finance income for the Group.

3 Short-term deposits are made for varying periods of between one day and three months depending

on the immediate cash requirements of the Group. They earn interest at the respective short-term

deposit rates.

The Group does not have material cash balances which are subject to contractual or regulatory

restrictions. For the purposes of the consolidated cash flow statement, cash and cash

equivalents comprise the amounts as disclosed above.

20. Borrowings

Amounts drawn down on the Group’s borrowing facilities are as follows:

	Current		Non-current
	2026	2025	2026	2025
	£m	£m	£m	£m
Senior unsecured bonds	—	450.0	943.0	942.4
	—	450.0	943.0	942.4

Revolving credit facility and covenant

The Group has a five-year £775.0m multicurrency revolving credit facility agreement, which

expires on 25 May 2029. The facility’s terms include variable interest rates, with GBP linked

to SONIA and EUR linked to EURIBOR. The revolving credit facility agreement contains one

financial covenant ratio, being:

Net debt/adjusted EBITDA <3.5x, on a frozen GAAP basis.

During the year, the Group utilised the facility for short-term working capital requirements

with a maximum drawdown of £50.0m, all of which was fully repaid prior to the reporting

date. As at 26 February 2026, the facility was undrawn (2025: £nil).

Senior unsecured bonds

The Group has issued senior unsecured bonds with coupons and maturities as shown

in the following table:

	Year	Principal
Title	issued	value	Maturity	Coupon
2027 senior unsecured – green use of proceeds bonds	2021	£300.0m	31 May 2027	2.375%
2031 senior unsecured – green use of proceeds bonds	2021	£250.0m	31 May 2031	3.000%
2032 senior unsecured bonds	2025	£400.0m	31 May 2032	5.500%

On 16 October 2025, the Group repaid bonds on maturity with a principal value of £450.0m.

As a result of the hedging arrangements in place, the total cash outflow recorded by the

Group was £453.8m.

Unamortised arrangement fees of £4.0m (2024/25: £5.0m) and unamortised coupon

discounts of £1.9m (2024/25: £2.6m) incurred in relation to the bonds are included in the

carrying value and are being amortised over the term of the bonds. In addition, £150.0m

of the £400.0m 5.500% Bonds are held at fair value following set up of a fair value hedge,

resulting in a fair value credit of £1.0m as at the balance sheet date. The bonds contain

an early prepayment option which meets the definition of an embedded derivative.

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Whitbread PLC Annual Report and Accounts 2025/26

21. Movements in cash and net debt

		Share buy-back						Cost of
		commitments						borrowings and
		including		Net new		Transfers to		amortisation of
	27 February	transaction		lease	Foreign	assets held for	Impact of fair	premiums and	26 February
	2025	costs	Cash flow	liabilities	exchange	sale	value hedge	discounts	2026
Year ended 26 February 2026	£m	£m	£m	£m	£m	£m	£m	£m	£m
Cash and cash equivalents	909.0	—	(676.4)	—	1.1	—	—	—	233.7
Liabilities from financing activities
Borrowings	(1,392.4)	—	450.0	—	—	—	1.1	(1.7)	(943.0)
Lease liabilities	(4,233.8)	—	172.9	(409.3)	(50.9)	—	—	—	(4,521.1)
Committed share buy-back	—	(251.3)	251.3	—	—	—	—	—	—
Total liabilities from financing activities	(5,626.2)	(250.4)	873.3	(409.3)	(50.9)	—	1.1	(1.7)	(5,464.1)
Less: lease liabilities	4,233.8	—	(172.9)	409.3	50.9	—	—	—	4,521.1
Less: committed share buy-back	—	250.4	(250.4)	—	—	—	—	—	—
Net debt	(483.4)	—	(226.4)	—	1.1	—	1.1	(1.7)	(709.3)

		Share buy-back						Cost of
		commitments						borrowings and
		including		Net new		Transfers to		amortisation of
	29 February	transaction		lease	Foreign	assets held for	Impact of fair	premiums and	27 February
	2024	costs	Cash flow	liabilities	exchange	sale	value hedge	discounts	2025
Year ended 27 February 2025	£m	£m	£m	£m	£m	£m	£m	£m	£m
Cash and cash equivalents	696.7	—	213.2	—	(0.9)	—	—	—	909.0
Liabilities from financing activities							—
Borrowings	(994.9)	—	(398.3)	—	—	—	—	0.8	(1,392.4)
Lease liabilities	(4,098.4)	—	148.7	(311.1)	31.6	(4.6)	—	—	(4,233.8)
Committed share buy-back	(12.3)	(252.0)	264.3	—	—	—	—	—	—
Total liabilities from financing activities	(5,105.6)	(252.0)	14.7	(311.1)	31.6	(4.6)	—	0.8	(5,626.2)
Less: lease liabilities	4,098.4	—	(148.7)	311.1	(31.6)	4.6	—	—	4,233.8
Less: committed share buy-back	12.3	252.0	(264.3)	—	—	—	—	—	—
Net debt	(298.2)	—	(185.1)	—	(0.9)	—	—	0.8	(483.4)

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

22. Lease arrangements

The Group leases various buildings which are used as hotels and restaurants. The leases are

non-cancellable leases with varying terms, rent review clauses and renewal rights and include

variable payments that are not fixed in amount but based upon a percentage of sales. The

Group also leases various plant and equipment under non-cancellable lease agreements.

An analysis of the Group’s right-of-use assets and lease liabilities is as follows:

	Property	Other	Total
Right-of-use assets	£m	£m	£m
At 29 February 2024	3,594.6	2.4	3,597.0
Additions including sale and leaseback of property	323.4	0.5	323.9
Net impairment charge (Note 14)	(25.3)	—	(25.3)
Foreign currency translation	(30.4)	—	(30.4)
Depreciation	(193.1)	(1.2)	(194.3)
Terminations	(1.6)	—	(1.6)
Net movements from assets held for sale in the year	3.7	—	3.7
Reclassification to property, plant and equipment 1	(10.3)	—	(10.3)
At 27 February 2025	3,661.0	1.7	3,662.7
Additions including sale and leaseback of property	354.3	0.1	354.4
Net impairment charge (Note 14)	(23.8)	—	(23.8)
Foreign currency translation	48.2	—	48.2
Depreciation	(207.6)	(1.0)	(208.6)
Terminations	(0.3)	—	(0.3)
Net movements from assets held for sale in the year	1.0	—	1.0
At 26 February 2026	3,832.8	0.8	3,833.6

	Property	Other	Total
Lease liabilities	£m	£m	£m
At 29 February 2024	4,096.6	1.8	4,098.4
Additions including sale and leaseback of property	327.6	0.4	328.0
Interest	166.6	0.1	166.7
Foreign currency translation	(31.6)	—	(31.6)
Payments	(313.7)	(1.7)	(315.4)
Terminations	(0.3)	—	(0.3)
Net movements from assets held for sale in the year	4.6	—	4.6
Reclassification to property, plant and equipment 1	(16.6)	—	(16.6)
At 27 February 2025	4,233.2	0.6	4,233.8
Additions including sale and leaseback of property	410.1	0.5	410.6
Interest	177.0	—	177.0
Foreign currency translation	51.0	—	51.0
Payments	(348.9)	(1.0)	(349.9)
Terminations	(1.4)	—	(1.4)
At 26 February 2026	4,521.0	0.1	4,521.1

1 During the comparative year, the Group acquired two properties over which it had previously held a

leasehold interest.

During the year, the Group had non-cash additions to right-of-use assets and lease liabilities

of £271.2m (2024/25: £205.0m) relating to new leases and £87.5m (2024/25: £118.9m)

relating to amendments to existing leases. The difference between additions to right-of-use

assets and lease liabilities of £51.6m mainly relates to deferred gain on sale and lease back

of properties (2024/25: £4.1m mainly relating to net lease payments).

A maturity analysis of gross lease liability payments is included within Note 24.

191

Whitbread PLC Annual Report and Accounts 2025/26

22. Lease arrangements continued

Amounts recognised in the Group income statement

	2025/26	2024/25
	£m	£m
Depreciation expense of right-of-use assets	208.6	194.3
Interest expense on lease liabilities	177.0	166.7
Expense relating to low-value assets and short-term leases	—	—
Variable lease payment expenses	3.5	4.0
Impairment losses of right-of-use assets (Note 14)	23.8	25.3
Rental income	(4.7)	(5.5)
Net lease expense recognised in the consolidated
income statement	408.2	384.8

The Group’s total cash outflow in relation to leases was £353.4m including variable lease

payments of £3.5m (2024/25: £319.4m including variable lease payments of £4.0m).

Future possible cash outflows not included in the lease liability

The Group has several lease contracts that include extension and termination options.

Set out below are the undiscounted future rental payments relating to periods following

the exercise date of extension and termination options that are not included in the

lease liability.

	2025/26	2024/25
	£m	£m
Extension options expected not to be exercised	1,920.1	1,600.8
Termination options expected to be exercised	—	—
	1,920.1	1,600.8

The Group uses judgement in determining whether termination and extension option

periods will be included within the lease term. The Group assumes that, unless a decision

has been made to exit a lease, termination options will not be exercised as a result of

historical practices within the Group. At the outset of a lease, the Group assumes that

it will not exercise extension options. Due to the length of the Group’s leases, there

is generally insufficient evidence that exercising an extension option is certain.

Future increases or decreases in rentals linked to an index or rate (not arising on a sale and

leaseback transaction) are not included in the lease liability until the change in cash flows

takes effect. Approximately 77% of the Group’s lease liabilities are subject to inflation-linked

rentals (with 94% of these leases containing caps) and a further 12% which are subject to

open market rent or similar review clauses. Rental changes linked to inflation or rent

reviews typically occur on an annual or five-yearly basis.

As at 26 February 2026, the Group was committed to leases with future cash outflows

totalling £1,152.0m (2024/25: £1,182.3m) which had not yet commenced and as such are

not accounted for as a liability. A liability and right-of-use asset will be recognised for

these leases at the lease commencement date.

The Group as a lessor

The Group acts as a lessor in relation to a number of non-trading legacy sites and in

subletting space within trading sites. Rental income recognised by the Group during the

year is £4.7m (2024/25: £5.5m). Future minimum rentals receivable under non-cancellable

operating leases at the year end are as follows:

	2025/26	2024/25
	£m	£m
Within one year	4.0	4.1
After one year but not more than five years	6.7	7.9
More than five years	16.1	12.7
	26.8	24.7

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

23. Provisions

		Onerous
		contracts and	Property	Insurance
	Restructuring	related costs	costs	claims	Other	Total
	£m	£m	£m	£m	£m	£m
At 29 February 2024	—	2.9	5.6	8.3	1.8	18.6
Created	8.6	24.0	0.9	2.0	—	35.5
Utilised	(2.0)	(10.7)	(2.7)	(2.1)	(0.2)	(17.7)
Released	(0.1)	—	(0.4)	(1.0)	—	(1.5)
Foreign exchange	—	—	(0.1)	—	—	(0.1)
At 27 February 2025	6.5	16.2	3.3	7.2	1.6	34.8
Created	0.8	—	15.8	2.0	—	18.6
Utilised	(6.1)	(14.2)	(1.5)	(3.1)	—	(24.9)
Released	—	—	—	—	—	—
Foreign exchange	—	—	—	—	—	—
At 26 February 2026	1.2	2.0	17.6	6.1	1.6	28.5
Analysed as:
Current	1.1	2.0	17.6	—	1.6	22.4
Non-current	—	—	—	6.1	—	6.1
At 26 February 2026	1.1	2.0	17.6	6.1	1.6	28.5
Analysed as:
Current	6.5	16.2	3.3	—	1.6	27.6
Non-current	—	—	—	7.2	—	7.2
At 27 February 2025	6.5	16.2	3.3	7.2	1.6	34.8

Restructuring

During the year, the Group progressed the restructuring programmes announced last year

for its UK and Germany Support Centres, as well as its site operations in Germany resulting

in a provision created of £0.8m and £6.1m utilised.

Onerous contracts

Onerous contract provisions relate primarily to property, software licences and supplier

contracts where the contracts have become onerous. Provision is made for property-related

costs for the period that a sublet or assignment of the lease is not possible. Onerous contract

provisions are discounted using a discount rate of 2.0% (2024/25: 2.0%) based on an

approximation for the time value of money.

Property related

The amount and timing of the expected cash outflows are subject to variation. The Group

utilises the skills and expertise of both internal and external property experts to determine

the provision held. Provisions are expected to be utilised over a period of up to ten years.

During the year, the Group utilised £0.2m of property-related onerous provisions.

Exit fees

The Group has incurred exit fees in relation to the Group’s strategic decision to exit and

change to a new logistics provider. A provision of £24.0m was created in the previous year

in relation to these contracts. During the year, the Group utilised the remaining £14.0m of

the provision (2024/25: utilised £10.0m).

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23. Provisions continued

Property costs

The Group has established a provision for the performance of property-related remediation

works at a small number of the Group’s sites. A provision of £3.3m is brought forward

in relation to these costs. During the year £1.5m of the provision has been utilised, and

£15.8m was created. The provision is expected to be utilised over the next two years.

Insurance

A provision of £7.2m was brought forward in relation to the estimate of the cost of future

claims against the Group from employees and the public. The claims covered typically

relate to accidents and injuries sustained within Whitbread’s trading sites. During the year,

£3.1m of the provision was utilised and £2.0m was created.

Other

The Group has previously announced its intention to exit hotel operations in South East

Asia. The £1.6m provision has been carried forward for risks arising from indemnity agreements.

The Group operates leases where it neither anticipates nor intends exiting a lease;

therefore, the Group has determined that the circumstances in which these leases would

end mean that an outflow of resources is not considered probable. As a result, the Group

does not hold a material dilapidations provision.

24. Financial Risk Management objectives and policies

The Group’s principal financial instruments, other than derivatives, comprise bank loans,

senior unsecured bonds, cash, short-term deposits, money market funds, trade receivables

and trade payables. The Group’s financial instrument policies can be found in the accounting

policies in Note 2. The Board agrees policies for managing the financial risks summarised below:

Interest rate risk

The Group’s exposure to market risk for changes in interest rates relates primarily to the

Group’s long-term debt obligations. Interest rate swaps are used where necessary to

maintain a mix of fixed and floating rate borrowings to manage this risk, in line with the

Group treasury policy. At the year end, 100% of Group debt was fixed for an average of

4.4 years at an average interest rate of 3.9% (2024/25: 100% for 3.9 years at 3.7%).

In accordance with IFRS 7 Financial Instruments: Disclosures, the Group has undertaken

sensitivity analysis on its financial instruments which are affected by changes in interest

rates. This analysis has been prepared on the basis of a constant amount of net debt,

a constant ratio of fixed to floating interest rates, and the hedging instruments in place

at 26 February 2026 and 27 February 2025 respectively. Consequently, the analysis

relates to the situation at those dates and is not representative of the years then ended.

The following assumptions were made:

• balance sheet sensitivity to interest rates applies only to derivative financial instruments,

as the carrying value of debt and deposits does not change as interest rates move; and

• gains or losses are recognised in equity or the consolidated income statement in line

with the accounting policies set out in Note 2.

Based on the Group’s cash and cash equivalent position at the year end, a 1%pt increase

in interest rates would increase the Group’s profit before tax by £2.3m (2024/25: £9.1m).

Liquidity risk

In its funding strategy, the Group’s objective is to maintain a balance between the

continuity of funding and flexibility through the use of overdrafts and bank loans.

This strategy includes monitoring the maturity of financial liabilities to avoid the risk

of a shortage of funds.

Excess cash used in managing liquidity is placed on interest-bearing deposit where

maturity is fixed at no more than three months. Short-term flexibility is achieved through

the use of short-term borrowing on the money markets and through drawings under the

Group’s revolving credit facility. The facility is typically utilised for periods of around one

month to meet short-term liquidity needs.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

24. Financial Risk Management objectives and policies continued

Liquidity risk continued

Fair value hedges

The Group presents the time bands below as they reflect the maturity profile that it monitors in its liquidity management activities. The tables below summarise the Group’s financial

liabilities at 26 February 2026 and 27 February 2025 based on contractual undiscounted payments, including interest:

	Less than	Between 1	Between 3	Between 10 and	More than		Carrying
	12 months	and 3 years	and 10 years	20 years	20 years	Total	value
26 February 2026	£m	£m	£m	£m	£m	£m	£m
Non-derivative financial assets/liabilities:
Interest-bearing loans and borrowings	36.6	402.8	760.5	—	—	1,199.9	943.0
Lease liabilities	365.3	740.2	2,473.8	2,381.3	1,800.4	7,761.0	4,521.1
Trade and other payables	197.6	—	—	—	—	197.6	197.6
	599.5	1,143.0	3,234.3	2,381.3	1,800.4	9,158.5	5,661.7
Derivative financial assets/liabilities:
Cross-currency swaps
Derivative contracts – receipts	—	—	(574.7)	—	—	(574.7)
Derivative contracts – payments	—	—	543.2	—	—	543.2
	—	—	(31.5)	—	—	(31.5)
Total	599.5	1,143.0	3,202.8	2,381.3	1,800.4	9,127.0

	Less than	Between 1	Between 3	Between 10 and	More than		Carrying
	12 months	and 3 years	and 10 years	20 years	20 years	Total	value
27 February 2025	£m	£m	£m	£m	£m	£m	£m
Non-derivative financial assets/liabilities:
Interest-bearing loans and borrowings	501.8	373.3	790.0	—	—	1,665.1	1,392.4
Lease liabilities	337.8	673.2	2,282.8	2,271.6	1,562.1	7,127.5	4,233.8
Trade and other payables	170.4	—	—	—	—	170.4	170.4
	1,010.0	1,046.5	3,072.8	2,271.6	1,562.1	8,963.0	5,796.6
Derivative financial assets/liabilities:
Cross-currency swaps
Derivative contracts – receipts	(465.2)	—	—	—	—	(465.2)
Derivative contracts – payments	439.1	—	—	—	—	439.1
	(26.1)	—	—	—	—	(26.1)
Total	983.9	1,046.5	3,072.8	2,271.6	1,562.1	8,936.9

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Whitbread PLC Annual Report and Accounts 2025/26

24. Financial Risk Management objectives and policies continued

Credit risk

Due to the high level of cash held at the year end, the most significant credit risk faced by

the Group is that arising on cash and cash equivalents. The Group’s exposure arises from

default of the counterparty, with a maximum exposure equal to the carrying value of these

instruments. The Group seeks to minimise the risk of default in relation to cash and cash

equivalents by spreading investments across a number of counterparties and dealing in

accordance with the Group treasury policy which specifies acceptable credit ratings and

maximum investments for any counterparty. Counterparties for cash and cash equivalents

and derivatives contracts are required to have a long-term credit rating of A- or better at

contract inception from either Moody’s, Standard & Poor’s or Fitch. Exposures to these

counterparties are regularly monitored and, if the long-term credit rating falls below A-,

management will make a decision on remedial action to be taken.

In the event that any of the Group’s banks get into financial difficulty, the Group is exposed

to the risk of withdrawal of currently undrawn committed facilities. This risk is mitigated by

the Group having a range of counterparties to its facilities.

The Group is exposed to a small amount of credit risk attributable to its trade and other

receivables. This is minimised by dealing with counterparties with good credit ratings. The

amounts included in the balance sheet are net of expected credit losses, which have been

estimated by management based on prior experience and any known factors at the balance

sheet date.

The Group’s maximum exposure to credit risk arising from trade and other receivables,

derivatives and cash and cash equivalents is £305.9m (2024/25: £1,002.3m).

Foreign currency risk

The Group operates internationally and is exposed to foreign currency risk arising from net

investments in foreign operations. See Note 25 for more details. At 26 February 2026, the

Group has an exposure in relation to euro denominated net assets that are not hedged

against of £142.1m, primarily relating to operations in Germany and the Republic of Ireland.

The Group’s functional currency is GBP.

The Group manages foreign currency risk by using natural hedges and derivative instruments.

Where appropriate, the Group designates certain borrowings as hedges of net investments

in foreign operations under IFRS 9. The objective is to minimise volatility in equity arising

from exchange rate movements.

The following table illustrates the impact on equity of a reasonably possible change in

the EUR/GBP exchange rate at the reporting date, assuming all other variables remain

constant. A 10% strengthening or weakening of the euro against sterling has been

considered reasonable based on historical volatility.

	Impact on equity
Change in EUR/GBP	(£m)
+10% (euro strengthens)	11.4
-10% (euro weakens)	(15.8)

The sensitivity analysis is based on €162.5m net assets translated at a closing rate of

€1.14:£1.00. There is no material impact on profit or loss as the exposure relates to net

investments in foreign operations.

The Group applies hedge accounting for certain euro-denominated borrowings designated

as hedges of net investments in foreign operations. The effectiveness of these hedges is

assessed regularly and was continually effective throughout the financial year

Capital management

The Group’s primary objective in regard to capital management is to ensure that it

continues to operate as a Going Concern and has sufficient funds at its disposal to grow

the business for the benefit of shareholders. The Group seeks to maintain a ratio of debt

to equity that balances risks and returns and also complies with the Group’s net debt to

EBITDA covenant. See pages [•] to [•] of this report for the policies and objectives of the

Board regarding capital management, analysis of the Group’s credit facilities and financing

plans for the coming years.

The Group aims to maintain sufficient funds for working capital and future investment in

order to meet growth targets. The management of equity through share buy-backs and

new issues is considered as part of the overall leverage framework balanced against the

funding requirements of future growth. In addition, the Group may carry out a number

of sale and leaseback transactions to provide further funding for growth.

The Group has access to a £775.0m multicurrency revolving credit facility with a final

maturity date on 25 May 2029. There is one financial covenant ratio, being net

debt/adjusted EBITDA <3.5x, on a frozen GAAP basis.

The above matters are considered at regular intervals and form part of the business

planning and budgeting processes. In addition, the Board regularly reviews the Group’s

dividend policy and funding strategy.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

196

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

25. Financial instruments

The carrying values of financial assets and liabilities at each reporting date are as follows:

	Amortised cost		Fair value
	Financial	Financial	Hedging
	assets	liabilities	instruments	Other	Carrying value
At 26 February 2026	£m	£m	£m	£m	£m
Trade and other receivables	69.2	—	—	—	69.2
Cash and cash equivalents	(44.9)	—	—	278.6	233.7
Interest-bearing loans and borrowings	—	(794.0)	—	(149.0)	(943.0)
Lease liabilities	—	(4,521.1)	—	—	(4,521.1)
Derivative financial instruments	—	—	(9.5)	—	(9.5)
Trade and other payables	—	(197.8)	—	—	(197.8)

	Amortised cost		Fair value
	Financial	Financial	Hedging
	assets	liabilities	instruments	Other	Carrying value
At 27 February 2025	£m	£m	£m	£m	£m
Trade and other receivables	73.4	—	—	—	73.4
Cash and cash equivalents	336.9	—	—	572.1	909.0
Interest-bearing loans and borrowings	—	(1,392.4)	—	—	(1,392.4)
Lease liabilities	—	(4,233.8)	—	—	(4,233.8)
Derivative financial instruments	—	—	18.5	—	18.5
Trade and other payables	—	(170.4)	—	—	(170.4)

Fair values

IFRS 13 Fair Value Measurement requires that the classification of financial instruments at fair value be determined by reference to the source of inputs used to derive the fair value.

The classification uses the following three-level hierarchy:

• level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

• level 2 – other techniques for which all inputs, which have a significant effect on the recorded fair value, are observable, either directly or indirectly; and

• level 3 – techniques which use inputs, which have a significant effect on the recorded fair value, that are not based on observable market data.

For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the Group determines whether transfers have occurred between levels

in the hierarchy by reassessing categorisation (based on the lowest-level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

197

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25. Financial instruments continued

Fair values continued

Financial assets and liabilities measured at amortised cost

The carrying values of trade and other receivables, cash and cash equivalents and trade

and other payables are considered to be reasonable approximations of their fair values

largely due to the short-term maturities of these instruments.

The fair value of the Group’s borrowings is estimated at £926.9m (2024/25: £1,344.8m).

The fair value of the Group’s borrowings is based on level 1 valuation techniques where

there is an active market for the instrument and on level 2 valuation techniques otherwise.

Financial assets and liabilities measured at fair value

	2026	2025
	£m	£m
Financial assets
Derivative financial instruments – level 2	0.1	19.9
Financial liabilities
Derivative financial instruments – level 2	9.5	1.4

During the year ended 26 February 2026, there were no transfers between fair value

measurement levels. Derivative financial instruments include £0.1m assets (2024/25: £nil)

due after one year, £nil assets (2024/25: £19.9m) due within one year, £nil liabilities

(2024/25: £1.4m) due within one year and £9.5m liabilities (2024/25: £nil) due after one year.

The fair value of derivative instruments classified as level 2 is calculated by discounting all

future cash flows by the relevant market discount rate at the balance sheet date. The fair

values of money market funds within cash and cash equivalents classified as level 1 are

calculated by reference to their active market values at 26 February 2026.

Derivative financial instruments

Hedge of net investment in foreign operations

The Group maintains a strategy of hedging its net investment in its German operations

against movements in the GBP:EUR exchange rate. The cross-currency swaps entered into

in October 2019 matured and settled in October 2025. Upon maturity, the Group re-entered

into new FX swap arrangements to maintain this hedge position. The current swaps have a

settlement date of May 2031, whereby the Group pays an average fixed rate of 2.12% on a

notional amount of €521.0m and receives a fixed rate of 3.375% on a notional amount of £450.0m.

There is an economic relationship between the hedged item and the hedging instrument

as the net investment creates a translation risk that will match the foreign exchange risk on

the cross-currency swaps. The Group has established a hedge ratio of 1:1 as the underlying

risk of the hedging instrument is identical to the hedged risk component. The hedge

ineffectiveness will arise if the amount of the investment in the foreign subsidiary was

to become lower than the nominal amount of the swaps.

The net investment hedges were assessed to be highly effective at 26 February 2026

and a net unrealised loss of £22.0m (2024/25: gain of £16.7m) has been recorded in the

translation reserve. The Group has recorded credit of hedging of £1.4m (2024/25: costs

of hedging of £1.1m) within finance costs in the consolidated income statement as a

result of the foreign currency basis spread within the hedging instrument.

Cash flow hedges

Commodity price risk

The Group is exposed to the impact of changes in gas and power prices. In the UK, the

Group manages this risk by entering into physical supply agreements with an energy supplier.

As at 26 February 2026, the Group did not designate any financial instruments as cash

flow hedges for commodity price risk (2024/25: the Group had fixed prices in respect

of approximately 80% of its gas and power requirements for the next financial year).

Interest rate risk

The Group maintains hedge relationships to manage the variability of GBP cash flows

arising from changes in floating interest rates on its GBP-denominated floating rate debt.

These hedging relationships are in place for a period of two years and are executed

through a partial-term interest rate hedge.

Fair value hedges

The Group maintains fixed rate debt as part of its strategy to manage interest rate fluctuations

on the income statement, aiming for no less than two-thirds of total debt. The Group issued

GBP debt with a fixed coupon of 5.50% and is exposed to changes in the fair value of this

debt. The Group meets its objective of having effective GBP floating rate debt by entering

into an interest rate swap, which hedges the fair value risk.

There is an economic relationship between the hedged item and the hedging instrument

as the terms of the interest rate swap match the terms of the fixed rate loan. The Group has

established a hedge ratio of 1:1 for the hedging relationships as the underlying risk of the

interest rate swap is identical to the hedged risk component.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

25. Financial instruments continued

Derivative financial instruments continued

Fair value hedges continued

The impact of the hedging instruments and hedged items on the statement of financial position is as follows:

				Change in fair
				value used for
				measuring
	Notional	Carrying		ineffectiveness		Change in fair value
	amount	amount		for the year		of hedged item
At 26 February 2026	£m	£m	Line item in statement of financial position	£m	Hedged item	£m
Net investment in foreign operations
Foreign exchange swaps	478.0	(9.0)	Derivative financial instruments	(9.0)	Net investment in foreign subsidiaries	9.0
Foreign exchange forwards	95.6	(0.5)	Derivative financial instruments	(0.5)	Net investment in foreign subsidiaries	0.5
Cash flow hedges
Interest rate swaps	150.0	1.1	Derivative financial instruments	1.1	Highly probable forecast net interest payments	(1.1)
Fair value hedges
Interest rate swaps	150.0	(1.0)	Derivative financial instruments	(1.0)	£150m of £400m 5.50% Guaranteed Notes	1.0

				Change in fair
				value used for
				measuring
	Notional	Carrying		ineffectiveness		Change in fair value
	amount	amount		for the year		of hedged item
At 27 February 2025	£m	£m	Line item in statement of financial position	£m	Hedged item	£m
Net investment in foreign operations
Cross-currency swaps	450.0	19.9	Derivative financial instruments	16.1	Net investment in foreign subsidiaries	(16.1)
Cash flow hedges
Power commodity swaps	4.5	(1.4)	Derivative financial instruments	5.7	Highly probable forecast future power usage	N/A – future usage

The impact of the hedging instruments in the consolidated income statement and consolidated statement of comprehensive income is as follows:

	Total hedging	Amount
	gain/(loss)	reclassified		Accumulated value
	recognised in	from OCI to		recognised in cash flow
	OCI	profit or loss		hedge reserve
2025/26	£m	£m	Line item in the consolidated income statement	£m
Power commodity swaps	—	—	N/A - future usage	—

	Total hedging	Amount
	gain/(loss)	reclassified		Accumulated value
	recognised in	from OCI to		recognised in cash flow
	OCI	profit or loss		hedge reserve
2024/25	£m	£m	Line item in the consolidated income statement	£m
Power commodity swaps	5.7	8.8	N/A – future usage	(1.4)

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Whitbread PLC Annual Report and Accounts 2025/26

25. Financial instruments continued

Derivative financial instruments continued

Impact of hedging on equity

Set out below is the reconciliation of each component of equity and the analysis of other

comprehensive income:

		Foreign
	Cash flow	currency
	hedge	translation
	reserve	reserve
	£m	£m
At 29 February 2024	(11.6)	25.9
Net fair value movement recognised in other comprehensive income:
– Power commodity swaps	5.7	—
Reclassified and reported in the consolidated income statement:
– Power commodity swaps	8.8	—
Foreign exchange arising on consolidation	—	(20.9)
Fair value movement on derivatives designated as net investment
hedges	—	16.7
Net current tax credit	—	0.3
Deferred tax charge	(3.6)	—
At 27 February 2025	(0.7)	22.0
Net fair value movement recognised in other comprehensive income:
– Interest rate swaps	0.7	—
Reclassified and reported in the consolidated income statement:
– Power commodity swaps	1.6	—
Foreign exchange arising on consolidation	—	29.2
Fair value movement on derivatives designated as net investment
hedges	—	(22.0)
Net current tax credit	—	(0.2)
Deferred tax charge	(0.6)	—
At 26 February 2026	1.0	35.6

The foreign currency translation reserve includes an accumulated gain of £1.9m (2024/25:

gain of £17.3m) relating to derivatives designated as net investment hedges.

26. Trade and other payables

	2026	2025
	£m	£m
Trade payables	81.0	96.1
Other taxes and social security	68.0	73.8
Contract liabilities	186.2	183.3
Accruals	237.7	233.3
Other payables	116.8	74.3
	689.7	660.8
Analysed as:
Current	689.7	660.8
Non-current	—	—
	689.7	660.8

Included with contract liabilities is £183.8m (2024/25: £180.0m) relating to payments

received for accommodation where the stay will take place after the year end and £2.4m

(2024/25: £3.3m) revenue deferred relating to the Group’s restaurant customer loyalty

programmes. During the year, £180.0m presented as a contract liability at 26 February

2026 has been recognised in revenue (2024/25: £177.1m).

Trade payables typically have maturities up to 60 days depending on the nature of the

purchase transaction and the agreed terms.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

200

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

27. Share capital

Ordinary share capital

Allotted, called up and fully paid ordinary shares of 76.80 pence each (2024/25:

76.80 pence each)

	million	£m
At 29 February 2024	197.5	151.8
Issued on exercise of employee share options	0.1	0.1
Conversion of preference share capital	0.1	0.1
Cancellations following share buy-back	(8.9)	(6.8)
At 27 February 2025	188.8	145.2
Issued on exercise of employee share options	0.1	0.1
Cancellations following share buy-back	(8.8)	(6.8)
At 26 February 2026	180.1	138.5

Employee share options

During the year, options over 0.1m (2024/25: 0.1m) ordinary shares, fully paid, were

exercised by employees under the terms of various share option schemes. The Company

received proceeds of £5.2m (2024/25: £3.3m) on exercise of these options.

Share buy-back, commitment and cancellation

The Company purchased and cancelled 8.8m (2024/24: 8.9m) shares with a nominal value

of £6.8m (2024/25: £6.8m) under the share buy-back programmes running through this

financial year. Consideration of £251.3m (2024/25: £264.3m), including associated fees

and stamp duty of £2.1m (2024/25: £2.0m), was paid during the year.

Share forfeiture

The Group has implemented a share forfeiture programme following the completion of a

tracing and notification exercise to any shareholders who have not had contact with the

Company over the past 12 years, in accordance with the provisions set out in the Company’s

articles of association. Under the share forfeiture programme the shares and dividends

associated with shares of untraced members have been forfeited.

Other than shares issued in the normal course of business as part of the share-based

payments schemes, there have been no transactions involving ordinary shares or potential

ordinary shares since the reporting date and before the completion of these consolidated

financial statements.

28. Reserves

Share premium

The share premium reserve is the premium paid on the Company’s 76.80 pence ordinary shares.

Capital redemption reserve

A capital redemption reserve was created on the cancellation of the Group’s B and C

preference shares and also includes the nominal value of cancelled ordinary shares.

Retained earnings

In accordance with IFRS practice, retained earnings include revaluation reserves which

arose on transition to IFRS.

Currency translation reserve

The foreign currency translation reserve is used to record exchange differences arising from

the translation of the financial statements of foreign subsidiaries, other foreign currency

investments and exchange differences on derivative instruments that provide a hedge

against net investments in foreign operations.

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Whitbread PLC Annual Report and Accounts 2025/26

28. Reserves continued

Other reserves

The movement in other reserves during the year is set out in the table below:

				Excluded
	Treasury	Merger	Hedging	component of	Total other
	reserve	reserve	reserve	hedge reserve	reserves
	£m	£m	£m	£m	£m
At 29 February 2024	538.1	1,855.0	11.6	(5.8)	2,398.9
Other comprehensive income – net gain on cash flow hedges (Note 25)	—	—	(14.5)	—	(14.5)
Other comprehensive income – deferred tax on cash flow hedges (Note 25)	—	—	3.6	—	3.6
Other comprehensive income – loss on net investment hedges	—	—	—	0.6	0.6
(Credit)/costs in relation to hedging	—	—	—	(1.1)	(1.1)
Loss on ESOT shares issued	(8.1)	—	—	—	(8.1)
At 27 February 2025	530.0	1,855.0	0.7	(6.3)	2,379.4
Other comprehensive income – net gain on cash flow hedges (Note 25)	—	—	(2.3)	—	(2.3)
Other comprehensive income – deferred tax on cash flow hedges (Note 25)	—	—	0.6	—	0.6
Other comprehensive income – loss on net investment hedges	—	—	—	6.6	6.6
(Credit)/costs in relation to hedging	—	—	—	1.4	1.4
Purchase of ESOT shares	11.3	—	—	—	11.3
Loss on ESOT shares issued	(13.8)	—	—	—	(13.8)
At 26 February 2026	527.5	1,855.0	(1.0)	1.7	2,383.2

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

28. Reserves continued

Other reserves continued

Treasury reserve

This reserve relates to shares held by an independently managed employee share

ownership trust (ESOT) and treasury shares held by Whitbread PLC. The shares held by the

ESOT were purchased in order to satisfy outstanding employee share options and potential

awards under the Long Term Incentive Plan (LTIP) and other incentive schemes.

The movement in treasury reserves during the year is set out in the table below:

	Treasury shares held by
	Whitbread PLC		ESOT shares held
	million	£m	million	£m
At 29 February 2024	12.5	514.5	0.9	23.6
Exercised during the year	—	—	(0.3)	(8.1)
Purchase of ESOT shares	—	(5.1)	0.2	5.1
At 27 February 2025	12.5	509.4	0.8	20.6
Exercised during the year	—	—	(0.5)	(13.8)
Purchase of ESOT shares	—	—	0.4	11.3
At 26 February 2026	12.5	509.4	0.7	18.1

During the year, 0.4m shares were purchased by the Group’s independently managed

Employee Share Ownership Trust (ESOT) for consideration of £11.3m.

Merger reserve

The merger reserve arose as a consequence of the merger in 2000/01 of Whitbread Group PLC

and Whitbread PLC.

Hedging reserve

The hedging reserve records movements for effective cash flow hedges measured at fair value.

Excluded component of hedge reserve

The excluded component of hedge reserve records movements in the elements of

derivatives used in hedging arrangements that are excluded from the hedge relationship.

29. Analysis of cash flows given in the cash flow statement

	2025/26	2024/25
	£m	£m
Profit for the year	212.9	253.7
Adjustments for:
Tax expense	85.5	114.1
Net finance costs (Note 8)	165.8	146.2
Share of profit from joint ventures	(4.7)	(4.7)
Depreciation and amortisation	426.2	401.8
Share-based payments	16.7	16.8
Net impairment charge (Note 14)	152.6	76.5
Gains on disposals, property and other provisions	(6.4)	(40.1)
Other non-cash items	23.2	35.6
Cash generated from operations before working capital changes	1,071.8	999.9
Decrease in inventories	6.2	4.1
Decrease in trade and other receivables	11.5	4.1
Decrease in trade and other payables	(13.1)	(3.6)
Cash generated from operations	1,076.4	1,004.5

Other non-cash items include a £0.3m inflow representing bad debt charges (2024/25: £nil),

inflow of £18.7m (2024/25: £33.9m inflow) as a result of net provision-related movements,

an inflow of £5.1m (2024/25: £5.1m inflow) representing non-cash pension scheme

administration costs, an outflow of £nil (2024/25: £3.6m) in relation to other adjusting item

write-offs and an outflow of £0.9m (2024/25: £0.2m inflow) from foreign exchange gains.

30. Contingent liabilities

The Group previously stated that it was involved in legal proceedings in relation to a

third-party intellectual property claim, this matter was successfully defended during the

current period and the Group no longer deems this to be a contingent liability.

The Group has updated it’s accounting policy (Note 2) in relation to property-related

remediation, clarifying its accounting treatment in this area, as well as having created

related provisions in the financial year (Note 23).

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Whitbread PLC Annual Report and Accounts 2025/26

31. Share-based payment plans

Long Term Incentive Plan (LTIP)

LTIP awards were made to Directors and senior executives of the Group prior to the

adoption of the Restricted Share Plan. Vesting of share awards under the scheme was

dependent on continued employment and meeting performance targets over a three-year

vesting period. The awards are settled in equity once exercised.

Deferred equity awards

Share awards are made under the Whitbread Directors’ Incentive Scheme implemented

during 2004/05. The awards are not subject to performance conditions and will vest in full

on the release date subject to continued employment at that date. If the director or senior

executive of the Group ceases to be an employee of Whitbread prior to the release date,

normally three years after the award, by reason of redundancy, death, injury, ill health,

disability or some other reason considered to be a permitted reason by the Remuneration

Committee, the awards may be released in full. If employment ceases for any other reason,

the proportion of awards which vest depends upon the year in which the award was made

and the date that employment ceased. If employment ceases in the first year after an

award is made, none of the award vests, between the first and second anniversary, 25%

vests, and between the second and third anniversary, 50% vests. The awards are settled in

equity once exercised.

R&R Scheme

The R&R Scheme enables Whitbread to make share awards periodically on a flexible basis.

There are typically no performance conditions but these can be imposed by Whitbread at

time of grant. Vesting of awards under this scheme is dependent on being in employment

at date of vesting. If employment at Whitbread ceases prior to the vesting date by reason

of resignation or is terminated for cause, all unvested awards will lapse. If employment

ceases for any other reason, any vesting will be at the discretion of the Remuneration

Committee and if granted will be on a pro-rated basis to the leaving date. The awards are

settled in equity once exercised.

Restricted Share Plan (RSP)

At the general meeting held on 6 December 2019, it was agreed that the Restricted Share

Plan would replace the Long Term Incentive Plan. Vesting of all shares under the scheme

will depend on continued employment and meeting underpin targets over a period of at

least three years. Details of the underpin target that apply to RSP awards are included in

the remuneration report on page [•]. After vesting there is an additional holding period

applicable to Directors and senior executives such that the underpin measurement period

and holding period are at least five years. If employment at Whitbread ceases prior to the

vesting date by reason of resignation or terminated for cause, all unvested shares will lapse.

If employment ceases for any other reason, any vesting will be at the discretion of the

Remuneration Committee and if granted will be on a pro-rated basis to the leaving date.

The awards are settled in equity once exercised.

Movements in the number of share awards are as follows:

	Outstanding at	Granted	Exercised	Expired	Outstanding at	Exercisable at
	the beginning	during	during	during	the end of	the end of
52 weeks to 26 February 2026	of the year	the year	the year	the year	the year	the year
Long Term Incentive Plan	—	—	—	—	—	—
Deferred equity awards	375,868	114,875	(130,122)	—	360,621	51,578
R&R Scheme	176,352	13,477	(132,654)	(2,121)	55,054	—
Restricted Share Plan	704,761	256,207	(102,995)	(5,008)	852,965	19,093
	1,256,981	384,559	(365,771)	(7,129)	1,268,640	70,671

	Outstanding at	Granted	Exercised	Expired	Outstanding at	Exercisable at
	the beginning	during	during	during	the end of	the end of
52 weeks to 27 February 2025	of the year	the year	the year	the year	the year	the year
Long Term Incentive Plan	569	—	—	(569)	—	—
Deferred equity awards	310,012	152,385	(62,436)	(24,093)	375,868	1,019
R&R Scheme	383,905	14,996	(210,792)	(11,757)	176,352	123,572
Restricted Share Plan	615,136	187,944	(46,155)	(52,164)	704,761	120,000
	1,309,622	355,325	(319,383)	(88,583)	1,256,981	244,591

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

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FINANCIAL STATEMENTS

31. Share-based payment plans continued

Employee Sharesave scheme

The employee Sharesave scheme is open to all employees and provides for a purchase price equal to the market price on the day preceding the date of invitation, with a 20% discount.

The shares can be purchased over the six-month period following the third or fifth anniversary of the commencement date, depending on the length chosen by the employee.

The weighted average exercise price (WAEP) of movements in the number of share awards is as follows:

	2025/26		2024/25
		WAEP £ per		WAEP £ per
	Options	share	Options	share
Outstanding at the beginning of the year	1,210,203	23.29	1,213,411	23.79
Granted during the year	335,287	22.06	405,496	23.33
Exercised during the year	(225,660)	22.47	(140,968)	24.93
Expired during the year	(264,668)	23.33	(267,736)	24.76
Outstanding at the end of the year	1,055,162	22.97	1,210,203	23.29
Exercisable at the year end	190,716	20.87	85,757	24.52

Outstanding options to purchase ordinary shares of 76.80 pence between 2026 and 2031 are exercisable at prices between £20.51 and £27.11 per share (2024/25: between 2025 and 2030

at prices between £20.51 and £31.62 per share). The weighted average share price at the date of exercise for options exercised during the year was £22.47 (2024/25: £31.17).

The weighted average contractual life of the share options outstanding as at 26 February 2026 is between two and three years.

205

Whitbread PLC Annual Report and Accounts 2025/26

31. Share-based payment plans continued

Employee Sharesave scheme continued

The following tables list the inputs to the model used for years ended 26 February 2026 and 27 February 2025:

									Weighted
			Price at	Expected	Expected	Expected	Risk-free		average
		Exercise price	grant date	term	dividend yield	volatility	rate	Vesting	fair value
26 February 2026	Grant date	£	£	Years	%	%	%	conditions	£ per share
Deferred equity awards	09.05.2025	—	28.10	2.00	2.00	N/A	N/A	Service 3	26.52
Deferred equity awards	19.06.2025	—	27.58	2.00	2.00	N/A	N/A	Service 3	26.04
Restricted Share Plan	09.05.2025	—	28.10	2.00	2.00	N/A	N/A	Non-market 1,2,3,4	26.47
Restricted Share Plan	19.06.2025	—	27.58	2.00	2.00	N/A	N/A	Non-market 1,2,3,4	26.04
Restricted Share Plan	21.01.2026	—	27.14	2.00	2.00	N/A	N/A	Non-market 1,2,3,4	25.95
R&R awards	09.05.2025	—	28.10	2.00	2.00	N/A	N/A	Service 3	26.87
R&R awards	19.06.2025	—	27.58	2.00	2.00	N/A	N/A	Service 3	26.84
R&R awards	21.01.2026	—	27.14	2.00	2.00	N/A	N/A	Service 3	26.23
SAYE – three years	12.12.2025	22.06	24.00	3.21	2.00	29.0	3.74	Service 3	5.93
SAYE – five years	12.12.2025	22.06	24.00	5.21	2.00	29.0	3.97	Service 3	7.15

									Weighted
			Price at	Expected	Expected	Expected	Risk-free		average
		Exercise price	grant date	term	dividend yield	volatility	rate	Vesting	fair value
27 February 2025	Grant date	£	£	Years	%	%	%	conditions	£ per share
Deferred equity awards	30.04.2024	—	31.67	2.15	2.00	N/A	N/A	Service 3	30.36
Deferred equity awards	30.01.2025	—	28.72	2.27	2.00	N/A	N/A	Service 3	27.44
Restricted Share Plan	30.04.2024	—	31.67	3.00	2.00	N/A	N/A	Non-market 1,2,3,4	29.83
Restricted Share Plan	30.01.2025	—	28.72	2.27	2.00	N/A	N/A	Non-market 1,2,3,4	27.44
R&R awards	30.04.2024	—	31.67	1.19	2.00	N/A	N/A	Service 3	30.92
R&R awards	30.01.2025	—	28.72	0.44	2.00	N/A	N/A	Service 3	28.47
SAYE – three years	16.12.2024	23.33	29.42	3.21	2.00	38.8	4.20	Service 3	10.68
SAYE – five years	16.12.2024	23.33	29.42	5.21	2.00	38.8	4.20	Service 3	12.14

1 Return on capital employed.

2 Other performance conditions.

3 Employment service.

4 Lease-adjusted net debt.

The fair value of share options granted is estimated as at the date of grant using a stochastic model, taking into account the terms and conditions upon which the options were granted.

Expected volatility reflects the assumption that historical volatility is indicative of future trends, which may not necessarily be the actual outcome. The risk-free rate is the rate of interest

obtainable from government securities over the expected life of the equity incentive. The expected dividend yield is calculated on the basis of publicly available information at the time

of the grant date which, in most cases, is the historical dividend yield. No other features relating to the granting of options were incorporated into the measurement of fair value.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

206

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

31. Share-based payment plans continued

Employee share ownership trust (ESOT)

The Company funds an ESOT to enable it to acquire and hold shares for the share-based

payment plans noted above. The ESOT held 0.6m shares at 26 February 2026 (2024/25:

0.8m). All dividends on the shares in the ESOT are waived by the Trustee.

Total charged to the consolidated income statement for all schemes

	2025/26	2024/25
	£m	£m
Deferred equity	5.5	3.5
R&R Scheme	0.9	2.1
Restricted Share Plan	3.5	5.7
Employee Sharesave scheme	6.8	5.5
Equity settled	16.7	16.8

32. Retirement benefits

Defined contribution schemes

The Group operates a contracted-in defined contribution scheme under the Whitbread

Group Pension Fund. Contributions by both employees and Group companies are held

in externally invested, trustee-administered funds.

The Group contributes a specified percentage of earnings for members of the above

defined contribution scheme, and thereafter has no further obligations in relation to the

scheme. The total cost charged to the consolidated income statement in relation to the

defined contribution scheme in the year was £21.1m (2024/25: £16.4m). At the year end,

the Group owed outstanding contributions of £3.2m (2024/25: £3.1m) in respect of the

defined contribution scheme.

Defined benefit scheme

The defined benefit (final salary) section of the principal Group pension scheme, the

Whitbread Group Pension Fund, was closed to new members on 31 December 2001 and to

future accrual on 31 December 2009. The Whitbread Group Pension Fund is set up under

UK trust law, registered with His Majesty’s Revenue and Customs and regulated by the

Pensions Regulator. The Whitbread Group Pension Fund is governed by a corporate trustee

which operates the scheme in accordance with the requirements of UK pensions legislation.

The surplus recognised in the consolidated balance sheet in respect of the defined benefit

pension scheme is the fair value of the plan assets less the present value of the defined

benefit obligation at the end of the reporting period. The IAS 19 pension cost relating to

the defined benefit section of the Whitbread Group Pension Fund is assessed in accordance

with actuarial advice from, and calculations provided by, Lane Clark & Peacock, 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 have terms to maturity approximating to the terms of the related pension obligation.

Actuarial gains and losses arising from experience adjustments and changes in actuarial

assumptions are charged or credited to equity in other comprehensive income in the period

in which they arise. As the scheme is closed to future accrual, there is no future service cost.

The surplus has been recognised as, under the governing documentation of the Whitbread

Group Pension Fund, the Group has an unconditional right to receive a refund, assuming

the gradual settlement of the scheme liabilities over time until all members and their dependants

have either died or left the scheme, in accordance with the provisions of IFRIC 14 IAS 19

– The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction.

With the pensioner buy-in policy purchased in June 2022, the defined benefit scheme

has now insured around 50% of pensioners, under which the benefits payable to defined

benefit members covered under the policy became fully insured, thus reducing the Group’s

exposure to changes in longevity, interest rates, inflation and other relevant factors.

The weighted average duration of the defined benefit plan obligation at the end of the

reporting period is 11 years (2024/25: 12 years).

207

Whitbread PLC Annual Report and Accounts 2025/26

32. Retirement benefits continued

Funding

Expected contributions to be made in the next reporting period total £6.2m (2024/25: £6.7m).

In 2025/26, contributions were £5.3m with £5.1m from the employer, and £0.2m of benefits

settled by the Group in relation to an unfunded scheme (2024/25: £17.1m with £5.1m from

the employer, £11.8m from Moorgate Scottish Limited Partnership (SLP) and £0.2m of

benefits settled by the Group in relation to an unfunded scheme). In addition, Whitbread

paid £1.0m (2024/25: £0.8m) of investment manager expenses.

A scheme specific actuarial valuation for the purpose of determining the level of cash

contributions to be paid into the Whitbread Group Pension Fund was undertaken as

at 31 March 2023 by Towers Watson Ltd using the projected unit credit method.

The valuation showed a surplus of assets relative to technical provisions of £34.0m

(31 March 2020: surplus of £55.0m). As a result, no deficit reduction contributions are due.

A scheme specific actuarial valuation of the scheme as at 31 March 2025 is currently being

carried out, with the majority of principal assumptions now being substantively agreed by

the Trust and Company.

The Trustee holds as security £531.5m of Whitbread’s freehold property. This is expected

to remain in place until certain steps are taken in relation to the Scottish Partnership

arrangements, with the expectation that these steps will occur during the 2026/27 financial

year. Following that, the security held by the Trustee will be the lower of: £500.0m; and

120% of the buy-out deficit and will remain in place until there is no longer a buy-out deficit.

Investment in Moorgate SLP

Up until February 2025, the pension scheme received a share of the partnership profits

from its investment in Moorgate SLP, which was established by the Group in the year ended

4 March 2010 (the share in profits was accounted for by the Group as pension contributions

at the time of payment). The partnership interests in Moorgate SLP are held by the Group,

the general partner and by the pension scheme.

Moorgate SLP holds an investment in a further partnership, Farringdon Scottish Partnership

(SP), established in the same year. Property assets were transferred from other Group

companies to Farringdon SP and are leased back to Whitbread Group PLC and Premier Inn

Hotels Limited. The Group retains control over these properties, including the flexibility to

substitute alternative properties. However, the Trustee has first charge over the property

portfolio and certain other assets with an aggregate value of £228.0m which is included

in the charge of £531.5m above. The Group retains control over both partnerships and,

as such, they are fully consolidated in these consolidated financial statements.

The pension scheme is a partner in Moorgate SLP and, as such, was entitled to an annual

share of the profits of the partnership up until February 2025. Steps are being taken to

terminate the underlying agreement with the expectation that these steps will occur during

the next financial year. At the end of this agreement, the partnership capital allocated to

the pension scheme partner will, depending on the funding position of the pension scheme

at that time, be transferred in cash to the pension scheme up to a value of £150.0m. The

Group does not currently expect to need to pay out a material value under this clause.

The funding position of the scheme as at 31 March 2025 is expected to be in a technical

funding surplus, whilst noting that the actuarial valuation is currently being carried out

and the funding position is subject to change up to the point of the partnership agreement

being terminated in the next financial year.

Under IAS 19, the investment held by the pension scheme in Moorgate SLP, a consolidated

entity, does not represent a plan asset for the purposes of the consolidated financial statements.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

208

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

32. Retirement benefits continued

Risks

Through its defined benefit scheme, the Group is exposed to a number of risks in relation to the IAS 19 surplus, the most significant of which are detailed below:

Risk	Description	Principal impact on assets and obligation reconciliations
Market volatility	The value of the defined benefit obligation is linked to AA-rated corporate bonds whilst the	•	Return on plan assets
	scheme invests some of its assets in other asset classes (including those denominated in foreign	•	Actuarial movements in financial assumptions
	currencies). These assets include private equities, secure income assets, gilts, swaps and cash. This
	exposes the Group to risks including those relating to interest rates, equity markets, foreign
	exchange and climate change. As a result, any change in market conditions which impacts the
	value of the scheme’s assets or the interest rate on AA-rated corporate bonds will lead to volatility
	in the Group’s net pension surplus on the balance sheet, pension expense in the income statement
	and remeasurement of movements in other comprehensive income. There is the potential for
	heightened market volatility through a number of different sources, including the economic impact
	of geopolitical events (e.g. regional conflicts or the potential for trade wars), and the policy
	response of central banks to changing economic conditions (e.g. growth and inflation) which could
	have consequential implications on interest rates, in addition to wider economic impacts. There are
	also longer-term macroeconomic risks, such as the possible risk of recession and constraints on
	market liquidity, which could all adversely affect the scheme’s assets.
Inflationary risk	Due to the link between the scheme obligation and inflation, an increase in the expected future	•	Actuarial movements in financial assumptions
	rate of inflation will lead to higher scheme liabilities, although this is mitigated by the scheme
	holding inflation-linked assets which aim to match the increase in liabilities.
Accounting	The defined benefit obligation is calculated by projecting the future cash flows of the scheme for	•	Discount rate: interest income on scheme assets and cost
assumptions	many years into the future. Consequently, the assumptions used can have a significant impact on		on liabilities
	the balance sheet position and income statement charge. In practice, future scheme experience	•	Mortality: actuarial movements in demographic assumptions
	may not be in line with the assumptions adopted. For example, an increase in the life expectancy of	•	Actuarial movements in financial assumptions
	members would increase scheme liabilities.

209

Whitbread PLC Annual Report and Accounts 2025/26

32. Retirement benefits continued

The principal assumptions used by the independent qualified actuaries in updating the most

recent valuation carried out as at 31 March 2025 of the UK scheme to 26 February 2026 for

IAS 19 Employee Benefits purposes (2024/25: 31 March 2023 of the UK scheme to

27 February 2025) were:

	At	At
	26 February	27 February
	2026	2025
	%	%
Pre-April 2006 rate of increase in pensions in payment	2.90	3.00
Post-April 2006 rate of increase in pensions in payment	2.00	2.10
Pension increases in deferment	2.90	3.00
Discount rate	5.50	5.50
Inflation assumption	3.00	3.20
Life expectancy assumptions
Retiring at the balance sheet date at age 65 – male	19.9 years	19.7 years
Retiring at the balance sheet date at age 65 – female	23.0 years	22.4 years
Retiring at the balance sheet date in 20 years at age 65 – male	20.8 years	20.7 years
Retiring at the balance sheet date in 20 years at age 65 – female	24.2 years	23.5 years

The mortality assumptions are based on standard mortality tables which allow for future

mortality improvements. The mortality improvements assumption has been updated to

use the CMI 2024 model with appropriate parameterisation (2024/25: CMI 2023).

The amounts recognised in the consolidated income statement in respect of the defined

benefit scheme are as follows:

	2025/26	2024/25
	£m	£m
Net interest on net defined benefit surplus	(7.5)	(8.3)
Administrative expense	5.1	5.1
Total income recognised in the consolidated income statement
(gross of deferred tax)	(2.4)	(3.2)

The amounts taken to the consolidated statement of comprehensive income are as follows:

	2025/26	2024/25
	£m	£m
Actuarial (gains)/losses	(13.7)	(59.8)
Return on plan assets lower than discount rate	25.0	111.5
Remeasurement effects recognised in other comprehensive income	11.3	51.7

The amounts recognised in the consolidated balance sheet are as follows:

	2026	2025
	£m	£m
Present value of defined benefit obligation	(1,614.0)	(1,641.2)
Fair value of scheme assets	1,745.9	1,775.8
Surplus recognised in the consolidated balance sheet	131.9	134.6

Changes in the present value of the defined benefit obligation are as follows:

	2025/26	2024/25
	£m	£m
Opening defined benefit obligation	1,641.2	1,719.6
Interest cost	87.5	83.7
Remeasurement due to:
Changes in financial assumptions	(35.0)	(95.4)
Changes in demographic assumptions	8.9	26.9
Experience adjustments	12.4	8.7
Benefits paid	(100.8)	(102.1)
Unfunded pension scheme benefits settled by the Group 1	(0.2)	(0.2)
Closing defined benefit obligation	1,614.0	1,641.2

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

210

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

32. Retirement benefits continued

Changes in the fair value of the scheme assets are as follows:

	2025/26	2024/25
	£m	£m
Opening fair value of scheme assets	1,775.8	1,884.8
Interest income on scheme assets	95.0	92.0
Return on plan assets lower than discount rate 2	(25.0)	(111.5)
Contributions from employer 1	5.1	5.1
Additional contributions from Moorgate SLP 1	—	11.8
Investment manager expenses paid by the employer 1	1.0	0.8
Benefits paid	(100.8)	(102.1)
Administrative expenses	(5.2)	(5.1)
Closing fair value of scheme assets	1,745.9	1,775.8

The major categories of plan assets are as follows:

		2026			2025
	Quoted and			Quoted and
	pooled	Unquoted	Total	pooled	Unquoted	Total
	£m	£m	£m	£m	£m	£m
Bonds	461.0	—	461.0	38.3	1.2	39.5
Private markets	—	211.1	211.1	—	273.5	273.5
Liability-driven investments (LDI) 3	605.6	—	605.6	981.5	—	981.5
Cash and other 4	22.7	4.5	27.2	20.0	4.1	24.1
Buy-in insurance	—	441.0	441.0	—	457.2	457.2
	1,089.3	656.6	1,745.9	1,039.8	736.0	1,775.8

1 The total of these items equals the cash paid by the Group as per the consolidated cash flow statement. ‘Contributions from employer’ include contributions to cover administration expenses.

2 Includes cost of managing fund assets.

3 Liability-driven investments include UK fixed and index-linked gilts, repurchase agreements and reverse repurchase agreements, interest rate and inflation (RPI) swaps, gilt futures and cash.

4 Other primarily relates to assets held in respect of cash and net current assets.

211

Whitbread PLC Annual Report and Accounts 2025/26

32. Retirement benefits continued

The assumptions in relation to discount rate, mortality and inflation have a significant effect

on the measurement of scheme liabilities. The following table shows the sensitivity of the

valuation to changes in these assumptions:

		(Increase)/decrease in		(Increase)/decrease in gross
		net defined benefit surplus		defined benefit liability
	2026	2025	2026	2025
	£m	£m	£m	£m
Discount rate
1.00% increase to discount rate	(125.0)	(131.0)	158.0	165.0
1.00% decrease to discount rate	152.0	159.0	(189.0)	(199.0)
Inflation
0.25% increase to inflation rate	26.0	23.0	(32.0)	(29.0)
0.25% decrease to inflation rate	(25.0)	(23.0)	31.0	29.0
Life expectancy
Additional one-year increase to life
expectancy	36.0	38.0	(56.0)	(60.0)

The above sensitivity analyses are based on a change in an assumption whilst holding all

other assumptions constant. In practice, this is unlikely to occur and changes in some of

the assumptions may be correlated. Where the discount rate is changed this will have an

impact on the valuation of scheme assets in the opposing direction.

When calculating the sensitivity of the defined benefit obligation to significant actuarial

assumptions, the same method (projected unit credit method) has been applied as

when calculating the pension surplus recognised within the consolidated balance sheet.

The methods and types of assumptions did not change.

As the Trustees of the Fund have a strategy in place to hedge the Fund’s liabilities against

movements in interest rates and inflation, it is likely that movements in assets and liabilities

will offset.

33. Related party disclosure

The Group consists of a parent company, Whitbread PLC, incorporated in the UK, and a

number of subsidiaries and joint ventures held directly and indirectly by Whitbread PLC,

which operate and are incorporated around the world. Note 9 to the Company’s separate

financial statements lists details of the interests in subsidiaries and related undertakings.

The Group holds 6% as a general partnership interest in Moorgate Scottish Limited

Partnership (SLP) with Whitbread Pension Trustees holding the balance as a limited

partner. Moorgate SLP holds a 67.8% investment in a further partnership, Farringdon

Scottish Partnership (SP), which was established by the Group to hold property assets.

The remaining 32.2% interest in Farringdon SP is owned by the Group. The partnerships

were set up in 2009/10 as part of a transaction with Whitbread Pension Trustees and the

Group retains control over both partnerships and, as such, they are fully consolidated in

these consolidated financial statements. Further details can be found in Note 32.

Shares in Whitbread Group PLC are held directly by Whitbread PLC. Shares in the other

subsidiaries are held directly and indirectly by Whitbread Group PLC.

Related party transactions

	2025/26	2024/25
	Joint	Joint
	ventures	ventures
	£m	£m
Sales to a related party	1.1	1.1
Purchases from a related party	—	—
Amounts owed by a related party	1.1	—
Amounts owed to a related party	—	—

Other transactions with joint ventures

The majority of the sales to a related party relate to the £1.1m (2024/25: £1.1m) franchise

fee charged by Whitbread to one of its joint ventures.

For details of the Group’s investments in and loans to joint ventures, see Note 16; those

details are excluded from the table above.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

212

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

33. Related party disclosure continued

Key management personnel

The key management personnel of the Group are defined as the members of the Whitbread

PLC Executive Committee. Compensation of key management personnel (including

Directors) is set out below.

	2025/26	2024/25
	£m	£m
Short-term employee benefits	7.6	7.5
Post-employment benefits	—	—
Share-based payments	5.2	6.0
	12.8	13.5

Terms and conditions of transactions with related parties

Sales to, and purchases from, related parties are made at normal market prices. Outstanding

balances at year end are unsecured and settlement occurs in cash. There have been no

guarantees provided, or received, for any related party receivables. No adjustment for

expected credit loss relating to amounts owed by related parties has been made (2024/25: £nil).

An assessment is undertaken, each financial year, through examining the financial position

of the related parties and the market in which the related parties operate.

Transactions with other related parties

Details of transactions with Directors are detailed in Note 7.

34. Events after the balance sheet date

[placeholder]

213

Whitbread PLC Annual Report and Accounts 2025/26

COMPANY BALANCE SHEET Company number: 04120344

At 26 February 2026

Notes

26 February

2026

£m

27 February

2025

£m

Non-current assets

Investment in subsidiaries 3 2,506.3 2,489.6

Other receivables 4 364.5 273.9

Total non-current assets 2,870.8 2,763.5

Current assets

Other receivables 4 150.0 250.0

Total assets 3,020.8 3,013.5

Current liabilities

Other payables 5 (10.5) (9.7)

Total liabilities (10.5) (9.7)

Net assets 3,010.3 3,003.8

Equity

Share capital 6 138.6 145.2

Share premium 7 1,043.8 1,038.7

Capital redemption reserve 7 77.0 70.3

Retained earnings 7 2,278.4 2,279.6

Treasury reserve 7 (527.5) (530.0)

Total equity 3,010.3 3,003.8

The profit and loss account of the parent company is omitted from the Company’s accounts by virtue of the exemption granted by section 408 of the Companies Act 2006. The profit

generated in the year for ordinary shareholders, and included in the financial statements of the parent company, amounted to £416.0m (2024/25: £13.8m).

Dominic Paul

Chief Executive

29 April 2026

Hemant Patel

Chief Financial Officer

FINANCIAL STATEMENTS

Whitbread PLC Annual Report and Accounts 2025/26

214

COMPANY STATEMENT OF CHANGES IN EQUITY

Year ended 26 February 2026

capital

(Note 6)

£m

premium

(Note 7)

£m

Capital

redemption

reserve

(Note 7)

£m

Retained

earnings

(Note 7)

£m

Treasury

reserve

(Note 7)

£m

Total

£m

At 29 February 2024 151.8 1,031.8 63.5 2,687.2 (538.1) 3,396.2

Profit for the year — — — 13.8 — 13.8

Total comprehensive income — — — 13.8 — 13.8

Ordinary shares issued on exercise of employee share options 0.1 7.0 — — — 7.1

Loss on ESOT shares issued — — — (8.1) 8.1 —

Accrued share-based payments — — — 16.8 — 16.8

Dividends paid — — — (178.1) — (178.1)

Share buy-back, commitment and cancellation (6.8) — 6.8 (252.0) — (252.0)

Conversion of preference share capital 0.1 (0.1) — — — —

At 27 February 2025 145.2 1,038.7 70.3 2,279.6 (530.0) 3,003.8

Profit for the year — — — 416.0 — 416.0

Total comprehensive income — — — 416.0 — 416.0

Ordinary shares issued on exercise of employee share options 0.1 5.1 — — — 5.2

Loss on ESOT shares issued — — — (13.8) 13.8 —

Accrued share-based payments — — — 16.7 — 16.7

Dividends paid — — — (168.8) —

(168.8)

Share buy-back, commitment and cancellation (6.7) — 6.7 (251.3) — (251.3)

Purchase of ESOT shares — — — — (11.3) (11.3)

At 26 February 2026 138.6 1,043.8 77.0 2,278.4 (527.5) 3,010.3

FINANCIAL STATEMENTS

215

Whitbread PLC Annual Report and Accounts 2025/26

NOTES TO THE COMPANY FINANCIAL STATEMENTS

Year ended 26 February 2026

1. Basis of accounting

The financial statements of Whitbread PLC for the year ended 26 February 2026 were

authorised for issue by the Board of Directors on 29 April 2026. The financial year represents

the 52 weeks to 26 February 2026 (prior financial year: 52 weeks to 27 February 2025).

The financial statements are prepared under the historical cost convention and in accordance

with applicable UK Accounting Standards. The Company meets the definition of a qualifying

entity under FRS 100 Application of Financial Reporting Requirements as issued by the

Financial Reporting Council (FRC).

As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions

available under that standard in relation to share-based payments, non-current assets held

for sale, financial instruments, capital management, presentation of comparative information

in respect of certain assets, presentation of a cash flow statement, standards not yet effective,

impairment of non-current assets and related party transactions.

Where required, equivalent disclosures are given in the consolidated financial statements

ofthe Group.

Going Concern

The Directors have concluded that it is appropriate for the financial statements to be

prepared on the Going Concern basis (see Note 2 to the consolidated financial statements).

2. Summary of significant accounting policies

Investments

Investments held as non-current assets are stated at cost less provision for any impairment.

The carrying values of investments are reviewed for impairment when events or changes in

circumstances indicate that the carrying amounts may not be recoverable.

Critical accounting judgements and key sources of estimation uncertainty

In the opinion of the Directors, there are no critical accounting judgements or key sources

of estimation uncertainty in relation to the parent company financial statements.

3. Investment in subsidiary undertakings

Investments at cost

2026

£m

2025

£m

Opening investments 2,489.6 2,472.8

Contributions to subsidiaries in respect of share-based payments 16.7 16.8

Closing investments 2,506.3 2,489.6

Significant trading subsidiary undertakings

Principal activity

Country of

incorporation

Country of

principal

operations

% of equity

and votes

held

Whitbread Group PLC Hotels and restaurants England England 100.0

Premier Inn Hotels Limited Hotels England England 100.0

Whitbread Group PLC, in which the Company has an investment, holds 6% as a general

partnership interest in Moorgate Scottish Limited Partnership (SLP) with Whitbread Pension

Trustees holding the balance as a limited partner. Moorgate SLP holds a 67.8% investment

in a further partnership, Farringdon Scottish Partnership (SP), which was established by the

Group to hold property assets. The remaining 32.2% interest in Farringdon SP is owned by

Whitbread Group PLC. The partnerships were set up in 2009/10 as part of a transaction

with Whitbread Pension Trustees. Further details can be found in Note 32 of the Whitbread

PLC consolidated financial statements.

Shares in Whitbread Group PLC are held directly by Whitbread PLC. Shares in the other

subsidiaries are held directly or indirectly by Whitbread Group PLC or its subsidiaries.

Afulllist of subsidiaries and related undertakings is provided in Note 9.

4. Other receivables

2026

£m

2025

£m

Amounts due from subsidiary undertakings 514.5 523.9

514.5 523.9

Analysed as:

Current 150.0 250.0

Non-current 364.5 273.9

514.5 523.9

FINANCIAL STATEMENTS

NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

216

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

5. Other payables

2026

£m

2025

£m

Unclaimed dividends 5.5 5.1

Corporation tax payable 5.1 4.6

10.6 9.7

6. Share capital

Ordinary share capital

Allotted, called up and fully paid ordinary shares of 76.80 pence each

(2024/25:76.80 pence each)

million £m

At 29 February 2024 197.5 151.8

Issued on exercise of employee share options 0.1 0.1

Conversion of preference share capital 0.1 0.1

Share buy-back, commitment and cancellation (8.9) (6.8)

At 27 February 2025 188.8 145.2

Issued on exercise of employee share options 0.1 0.1

Share buy-back, commitment and cancellation (8.8) (6.8)

At 26 February 2026 180.1 138.5

Employee share options

During the year, options over 0.1m (2024/25: 0.1m) ordinary shares, fully paid, were

exercised by employees under the terms of various share option schemes. The Company

received proceeds of £5.2m (2024/25: £3.3m) on exercise of these options.

Share forfeiture

The Group has implemented a share forfeiture programme following the completion of a

tracing and notification exercise to any shareholders who have not had contact with the

Company over the past 12 years, in accordance with the provisions set out in the Company’s

Articles of Association. Under the share forfeiture programme the shares and dividends

associated with shares of untraced members have been forfeited.

Share buy-back, commitment and cancellation

The Company purchased and cancelled 8.8m (2024/25: 8.9m) shares with a nominal value

of £6.8m (2024/25: £6.8m) under the share buy-back programmes running through this

financial year. Consideration of £251.3m (2024/25: £264.3m), including associated fees

andstamp duty of £2.1m (2024/25: £2.0m), was paid during the year.

7. Reserves

Share premium

The share premium reserve is the premium paid on the Company’s 76.80 pence ordinary shares.

Capital redemption reserve

A capital redemption reserve was created on the cancellation of the Company’s B and C

preference shares and the nominal value of cancelled ordinary shares.

217

Whitbread PLC Annual Report and Accounts 2025/26

7. Reserves continued

Retained earnings

Retained earnings are the net earnings not paid out as dividends, but retained to be reinvested.

Treasury reserve

This reserve relates to shares held by an independently managed employee share ownership

trust (ESOT) and treasury shares held by Whitbread PLC. The shares held by the ESOT were

purchased in order to satisfy outstanding employee share options and potential awards

under the Long Term Incentive Plan (LTIP) and other incentive schemes.

The movement in treasury reserves during the year is set out in the table below:

	Treasury shares held by
	Whitbread PLC		ESOT shares held
	million	£m	million	£m
At 29 February 2024	12.5	514.5	0.9	23.6
Exercised during the year	—	—	(0.3)	(8.1)
Purchase of ESOT shares	—	(5.1)	0.2	5.1
At 27 February 2025	12.5	509.4	0.8	20.6
Exercised during the year	—	—	(0.4)	(13.8)
Purchase of ESOT shares	—	—	0.4	11.3
At 26 February 2026	12.5	509.4	0.8	18.1

Distributable reserves

As at 26 February 2026, Whitbread PLC had distributable reserves of £1,500.0m

(2024/25:£1,516.3m).

8. Contingent liabilities

Whitbread PLC is a member of the Whitbread Group PLC VAT group. All members of this

group are jointly and severally liable for the VAT liability. At the balance sheet date Group’s

liability amounted to £33.7m (2024/25: £42.1m).

9. Related parties

Details of related undertakings are shown below:

Active related undertakings

					% of class of
				% of class of	shares held by
				shares held	the Group (if
				by the	different from	% of nominal
	Country of	Class of shares		parent	the parent	value (where
Company name	incorporation	held		company	company)	applicable)
AIRE HIEX Stuttgart	Germany	Ordinary		—	100.0	100.0
Verwaltungs GmbH		EUR 50,	000
Brickwoods Limited	England 1	Ordinary £0.25		—	100.0	100.0
Duttons Brewery Limited	England 1	Ordinary £1.00		—	100.0	100.0
Elm Hotel	England 1	Ordinary £0.10		—	100.0	100.0
Holdings Limited
Farringdon Scottish	Scotland 2	N/A		N/A	N/A	N/A
Partnership
Leeds City Hotels	England 1	Ordinary		—	100.0	100.0
Limited		£100.00
London Hotel Holdings	England 1	Ordinary		—	100.0	100.0
Limited		£100.00
London Hotel Holdings	England 1	Ordinary		—	100.0	100.0
2 Limited		£100.00
London Hotel Holdings	England 1	Ordinary		—	100.0	100.0
3 Limited		£100.00
London Hotel Holdings	England 1	Ordinary		—	100.0	100.0
4 Limited		£100.00
London Hotel	England 1	Ordinary		—	100.0	100.0
Holdings 5 Limited		£100.00
Manchester Hotel	England 1	Ordinary		—	100.0	100.0
Holdings Limited		£10.00
Milton (SC) 2 Limited	Scotland 2	Ordinary £1.00		—	100.0	100.0
Milton (SC) Limited	Scotland 2	Ordinary £1.00		—	100.0	100.0
Milton 1 Limited	England 1	Ordinary £1.00		—	100.0	100.0
Moorgate Scottish	Scotland 2	N/A		N/A	N/A	N/A
Limited Partnership
Newbury Park	England 1	Ordinary		—	100.0	100.0
Hotels Limited		£100.00
PI Hotels and Restaurants	Ireland 3	Ordinary EUR 1		—	100.0	100.0
Ireland Limited

FINANCIAL STATEMENTS

NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

218

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Premier Inn (Bath Street)	Jersey 5	Ordinary £1.00	—	100.0	100.0
Limited
Premier Inn (Guernsey)	Guernsey 15	Ordinary £1.00	—	100.0	100.0
Limited
Premier Inn (Isle of Man)	Isle of Man 4	Ordinary £1.00	—	100.0	100.0
Limited
Premier Inn (Jersey)	Jersey 5	Ordinary £1.00	—	100.0	100.0
Limited
Premier Inn (UK) Limited	England 1	Ordinary £1.00	—	100.0	100.0
Premier Inn AT Holding	Austria 17	Ordinary	—	100.0	100.0
GmbH		EUR 35,000
Premier Inn AT	Austria 17	Ordinary	—	100.0	100.0
Hotelbetriebsgesellschaft		EUR 35,000
GmbH
Premier Inn AT	Austria 17	Ordinary	—	100.0	100.0
Immobilienbesitz GmbH		EUR 35,000
Premier Inn Dortmund	Germany 8	Ordinary	—	100.0	100.0
Königswall GmbH		EUR 25,000
Premier Inn Essen City	Germany 8	Ordinary	—	100.0	100.0
Hauptbahnhof GmbH		EUR 25,000
Premier Inn Flensburg	Germany 8	Ordinary	—	100.0	100.0
City GmbH		EUR 25,000
Premier Inn Frankfurt	Germany 8	Ordinary	—	100.0	100.0
City Ostbahnhof GmbH		EUR 25,000
Premier Inn Frankfurt	Germany 8	Ordinary	—	100.0	100.0
Eschborn GmbH		EUR 25,000
Premier Inn	England 1	Ordinary £1.00	—	100.0	100.0
Glasgow Limited
Premier Inn GmbH	Germany 8	Ordinary	—	100.0	100.0
		EUR 25,000
Premier Inn Hamburg	Germany 8	Ordinary	—	100.0	100.0
Nordanalstrasse GmbH		EUR 25,000

9. Related parties continued

Active related undertakings continued

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Premier Inn Holding GmbH	Germany 8	Ordinary	—	100.0	100.0
		EUR 25,000
Premier Inn Hotel GmbH	Germany 8	There are no	—	100.0	100.0
		classes of
		shares. The
		total nominal
		share capital
		of amounts to
		EUR	300,000
		and is divided
		into two
		shares, one
		in the nominal
		amount of
		EUR 275,000
		and one in
		the nominal
		amount of
		EUR 25,000
Premier Inn Hotels Limited	England 1	Ordinary £1.00	—	100.0	100.0
Premier Inn Hotels LLC	United Arab	Ordinary	—	49.0	49.0
	Emirates 6	AED 1,000
Premier Inn Hotels Qatar	Qatar 7	Ordinary	—	24.0	24.0
		QAR 100.00
Premier Inn Immo 19	Germany 8	Ordinary	—	100.0	100.0
GmbH		EUR 25,000
Premier Inn Immo 20	Germany 8	Ordinary	—	100.0	100.0
GmbH		EUR 25,000
Premier Inn Immo 21	Germany 8	Ordinary	—	100.0	100.0
GmbH		EUR 25,000
Premier Inn Immo 22	Germany 8	Ordinary	—	100.0	100.0
GmbH		EUR 25,000
Premier Inn Immo 23	Germany 8	Ordinary	—	100.0	100.0
GmbH		EUR 25,000
Premier Inn Immo 24	Germany 8	Ordinary EUR	—	100.0	100.0
GmbH		25,000

219

Whitbread PLC Annual Report and Accounts 2025/26

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Premier Inn Immo	Germany 8	Ordinary	—	100.0	100.0
25 GmbH		EUR 25,000
Premier Inn International	England 1	Ordinary £1.00	—	100.0	100.0
Development Limited
Premier Inn Manchester	England 1	Ordinary £1.00	—	100.0	100.0
Airport Limited
Premier Inn Manchester	England 1	Ordinary £1.00	—	100.0	100.0
Trafford Limited
Premier Inn Mannheim	Germany 8	Ordinary	—	100.0	100.0
Quadrate T1 GmbH		EUR 25,000
Premier Inn München	Germany 8	Ordinary	—	100.0	100.0
Frankfurter Ring GmbH		EUR 25,000
Premier Inn	England 1	Ordinary £1.00	—	100.0	100.0
Ochre Limited
Premier Inn Rostock	Germany 8	Ordinary	—	100.0	100.0
City Hafen GmbH		EUR 25,000
Premier Inn	Germany 8	Ordinary	—	100.0	100.0
Verwaltungsgesellschaft		EUR 25,000
Süd GmbH
Premier Inn Westminster	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Premier Travel Inn	England 1	Ordinary £1.00	—	100.0	100.0
India Limited
PT. Whitbread Indonesia	Indonesia 10	Ordinary	—	100.0	100.0
		USD 1.00
PTI Middle East Limited	United Arab	Ordinary	—	100.0	100.0
	Emirates 11	AED 1,000
Quay House Admirals	England 1	Ordinary £1.00	—	100.0	100.0
Way Land Limited
Silk Street Hotels Limited	England 1	Deferred £1.00	—	100.0	99.1
		Ordinary	—	100.0	100.0
		USD 0.01

9. Related parties continued

Active related undertakings continued

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
St Andrews Homes	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Swift Hotels Limited	England 1	Ordinary £1.00	—	100.0	0.1]
		Preference	—	100.0	99.9]
		£5.00
T.F. Ashe & Nephew	England 1	Deferred £1.00	—	100.0	0.1
Limited		Ordinary £0.01		100.0	100.0
UNA 312. Equity	Germany 8	Ordinary	—	100.0	100.0
Management GmbH		EUR 25,000
UNA 352. Equity	Germany 8	Ordinary	—	100.0	100.0
Management GmbH		EUR 25,000
Wembley Park	England 1	Ordinary £1.00	—	100.0]	100.0
Holdings Limited
Whitbread East	England 1	Ordinary £1.00	—	100.0	100.0
Pennines Limited
Whitbread Group PLC	England 1	Ordinary £0.23	100.0	—	50.0
		A ordinary	100.0	—	50.0
		£0.25
Whitbread Hotel	England 1	Ordinary £0.10	—	100.0	100.0
Company Limited
Whitbread International	China 9	Ordinary	—	100.0	100.0
Sourcing Business Services		RMB 1.00
(Shanghai) Co., Ltd
Whitbread Properties	England 1	5% non-	—	100.0	24.9
Limited		cumulative
		preference £0.50
		7% non-	—	100.0	24.9
		cumulative
		preference £0.25
		Ordinary £0.175	—	100.0	58.7
Whitbread West	England 1	Ordinary £1.00	—	100.0	24.9
Pennines Limited

FINANCIAL STATEMENTS

NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

220

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
WHRI Development DMCC	United Arab	Ordinary	—	100.0	24.9
	Emirates 12	AED 1,000
WHRI Holding	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited

Dormant related undertakings

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Advisebegin Limited	England 1	Ordinary £1.00	—	100.0	100.0
Alastair Campbell &	Scotland 14	Ordinary £1.00	—	100.0	100.0
Company Limited
Archibald Campbell	Scotland 14	Ordinary £1.00	—	100.0	100.0
Hope & King Limited
Autumn Days Limited	England 1	Ordinary £1.00	—	100.0	100.0
Belgrave Hotel Limited	England 1	Ordinary £1.00	—	100.0	100.0
Belstead Brook Manor	England 1	Ordinary £1.00	—	100.0	100.0
Hotel Limited
Brewers Fayre Limited	England 1	Ordinary £1.00	—	100.0	100.0
Britannia Inns Limited	England 1	Ordinary £1.00	—	100.0	100.0
Broughton Park	England 1	Ordinary £1.00	—	100.0	100.0
Hotel Limited
Carpenters of Widnes Limited	England 1	Ordinary £1.00	—	100.0	100.0
		Deferred	—	100.0	100.0
		ordinary £1.00
Cherwell Inns Limited	England 1	A ordinary non-	—	100.0	66.7
		voting £1.00
		Ordinary £1.00	—	100.0	33.3
Chiswell Overseas Limited	England 1	Ordinary £1.00	—	100.0	100.0

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Chiswell Properties Limited	England 1	Ordinary £1.00	—	100.0	100.0
Churchgate Manor	England 1	Ordinary £1.00	—	100.0	100.0
Hotel Limited
Country Club Hotels Limited England 1		Ordinary £1.00	—	100.0	100.0
Cromwell Hotel (Stevenage) England 1		Ordinary £1.00	—	100.0	100.0
Cymric Hotel	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited
Danesk Limited	Scotland 13	Ordinary £1.00	—	100.0	100.0
David Williams	England 1	Ordinary £1.00	—	100.0	100.0
(Builth)Limited
Dealend Limited	England 1	Ordinary £1.00	—	100.0	100.0
Delamont Freres Limited	England 1	Ordinary £1.00	—	100.0	100.0
Delaunay Freres Limited	England 1	Ordinary £1.00	—	100.0	100.0
Dome Restaurants Limited England 1		Ordinary £1.00	—	100.0	100.0
Dragon Inns and Restaurants Limited	England 1	Ordinary £1.00	—	100.0	100.0
Dukes Head 1988 Limited	England 1	B ordinary £1.00	—	100.0	100.0
		W ordinary £1.00	—	100.0	100.0
E. Lacon & Co., Limited	England 1	Ordinary £1.00	—	100.0	100.0
E.B. Holdings Limited	England 1	Ordinary £1.00	—	100.0	100.0
Evan Evans Bevan Limited	England 1	Ordinary £1.00	—	100.0	100.0
Finite Hotel Systems Limited England 1		A ordinary £1.00	—	100.0	50.0
		B ordinary £1.00	—	100.0	50.0
Fleet Wines & Spirits Limited England 1		Ordinary £1.00	—	100.0	100.0
Forest of Arden Golf and Country Club Limited	England 1	Ordinary £1.00	—	100.0	100.0
Gable Care Limited	England 1	Ordinary £1.00	—	100.0	100.0
Goodhews (Castle)	England 1	A ordinary £1.00	—	100.0	51.0
		Ordinary £1.00	—	100.0	49.0
Goodhews (Holdings)	England 1	A ordinary £1.00	—	100.0	42.2
Limited		B ordinary £1.00	—	100.0	42.2
		C ordinary £1.00	—	100.0	15.6

9. Related parties continued

Active related undertakings continued

221

Whitbread PLC Annual Report and Accounts 2025/26

9. Related parties continued

Dormant related undertakings continued

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Goodhews (Inns)	England 1	Ordinary £1.00	—	100.0	100.0
Goodhews (Restaurants)	England 1	Ordinary £1.00	—	100.0	100.0
Goodhews B. & S. Limited England 1		Ordinary £1.00	—	100.0	100.0
Goodhews Enterprises	England 1	Ordinary £1.00	—	100.0	100.0
Goodhews Limited	England 1	Ordinary £1.00	—	100.0	100.0
Gough Brothers Limited	England 1	Deferred	—	100.0	97.6
		ordinary £0.20
		Ordinary £1.00	—	100.0	2.4
Grosvenor Leisure Limited England 1		Ordinary £1.00	—	100.0	100.0
Hammock Limited	England 1	Ordinary £1.00	—	100.0	100.0
Hart & Co. (Boats) Limited	England 1	1% non-	—	100.0	99.0
		cumulative
		preference £1.00
		Ordinary £1.00	—	100.0	1.0
		1% non-	—	100.0	—
		cumulative
		preference £0.01
Harveys Leisure	England 1	A ordinary £1.00	—	100.0	100.0
Promotions Limited		B ordinary £1.00	—	100.0	100.0
Hunter & Oliver Limited	England 1	Ordinary £1.00	—	100.0	100.0
J. Burton (Warwick) Limited England 1		Ordinary £1.00	—	100.0	100.0
J. J. Norman and Ellery	England 1	Ordinary £1.00	—	100.0	100.0
Limited
James Bell and	England 1	Deferred	—	100.0	96.2
Company Limited		ordinary £0.25
		Ordinary 0.01	—	100.0	3.8
Jestbread Limited	England 1	Ordinary £1.00	—	100.0	100.0
Kingsmills Hotel	Scotland 16	Ordinary £1.00	—	100.0	100.0
Company Limited
Lambtons Ale Limited	England 1	Ordinary £1.00	—	100.0	100.0

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Latewise Limited	England 1	Ordinary £1.00	—	53.4	53.4
Lawnpark Limited	England 1	Ordinary £1.00	—	100.0	100.0
Leisure and Retail	England 1	Ordinary £1.00	—	99.6	99.6
Resources Limited
Lloyds Avenue	England 1	3% non-	—	100.0	50.0
Catering Limited		cumulative
		preference £1.00
		Ordinary £1.00	—	100.0	50.0
London International	England 1	Ordinary £1.00	—	100.0	100.0
Hotel Limited
Lorimer & Clark, Limited	Scotland 16	Ordinary £1.00	—	100.0	100.0
Mackeson &	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited
Mackies Wine	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited
Maredrove Limited	England 1	Ordinary £1.00	—	100.0	100.0
Marine Hotel	England 1	Ordinary £1.00	—	100.0	100.0
Porthcawl Limited
Marlow Catering Limited	England 1	Ordinary £1.00	—	100.0	100.0
Meon Valley Golf and Country Club Limited	England 1	Ordinary £1.00	—	100.0	100.0
Milton 2 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Morans of Bristol Limited	England 1	Ordinary £1.00	—	100.0	100.0
Morris’s Wine	England 1	Ordinary £1.00	—	100.0	5.4
Stores Limited		5.6% non-	—	100.0	5.4
		cumulative
		preference £1.00
New Clapton Stadium	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited
Norseman Lager Limited	England 1	Ordinary £1.00	—	100.0	100.0
Pacific Caledonian	Scotland 13	Ordinary £1.00	—	100.0	100.0
Properties Limited

FINANCIAL STATEMENTS

NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

222

Whitbread PLC Annual Report and Accounts 2025/26

FINANCIAL STATEMENTS

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Percheron Properties	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Peter Dominic Limited	England 1	Ordinary £1.00	—	100.0	100.0
PI Hotels York Limited	England 1	Ordinary £1.00	—	100.0	100.0
Piquant Caterers Limited	England 1	Ordinary £1.00	—	100.0	100.0
Pizzaland Limited	England 1	Ordinary £1.00	—	100.0	100.0
Premier Inn Limited	England 1	Ordinary £1.00	—	100.0	100.0
Premier Inn Troon Limited England 1		Ordinary £1.00	—	100.0	100.0
Priory Leisure Limited	England 1	Ordinary £1.00	—	100.0	100.0
Raybain (Northern) Limited England 1		Ordinary £1.00	—	100.0	100.0
Raybain (Wine Bars)	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Respotel Limited	England 1	Ordinary £1.00	—	100.0	100.0
Rhymney Breweries Limited England 1		Ordinary £1.00	—	100.0	100.0
S & S Property Limited	England 1	Ordinary £1.00	—	100.0	100.0
S.H. Ward &	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited
Salford Automatics Limited England 1		Ordinary £1.00	—	100.0	100.0
Scorechance 1 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Scorechance 12 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Scorechance 17 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Scorechance 25 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Scorechance 8 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Sheffield Automatics	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Shewell Limited	England 1	Ordinary £1.00	—	100.0	100.0
Silk Street Hotel	England 1	Ordinary £1.00	—	100.0	100.0
Liverpool Limited

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Small & Co.	England 1	Ordinary £1.00	—	100.0	100.0
(Engineering)Limited
Small & Co. Limited	England 1	7% cumulative	—	100.0	0.7
		preference £1.00
		Ordinary £1.00	—	100.0	99.3
Spring Soft Drinks Limited	England 1	Ordinary £1.00	—	100.0	100.0
Sprowston Manor	England 1	Ordinary £1.00	—	100.0	100.0
Hotel Limited
Square October 1 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Square October 2 Limited	England 1	Ordinary £1.00	—	100.0	100.0
Square October 3 Limited	England 1	Ordinary £1.00	—	100.0	100.0
St Andrews Homes	England 1	Ordinary £1.00	—	100.0	100.0
(1995) Limited
St Martins Care Homes	England 1	Ordinary £1.00	—	100.0	100.0
Investments Limited
Stoneshell Limited	England 1	Ordinary £1.00	—	100.0	100.0
Stripe Travel Inn Limited	England 1	Ordinary £1.00	—	100.0	100.0
Strong and Co. of Romsey Limited	England 1	Ordinary £1.00	—	100.0	100.0
Summerfields Care Limited England 1		Ordinary £1.00	—	100.0	100.0
Sun Taverns Limited	England 1	Ordinary £1.00	—	100.0	100.0
Sweetings (Chop House)	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Swift (Lurchrise) Limited	England 1	Ordinary £1.00	—	100.0	100.0
Swift Hotels (1995) Limited England		Ordinary £1.00	—	100.0	100.0
Swift Hotels	England 1	Ordinary £1.00	—	100.0	100.0
(Management) Limited
Swift Inns and Restaurants Limited	England 1	Ordinary £1.00	—	100.0	100.0
Swift Profit Sharing	England 1	Ordinary £1.00	—	100.0	100.0
Scheme Trustees Limited
Swift Quest Limited	England 1	Ordinary £1.00	—	100.0	100.0

9. Related parties continued

Dormant related undertakings continued

223

Whitbread PLC Annual Report and Accounts 2025/26

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Swingbridge Hotel Limited England 1		Ordinary £1.00	—	100.0	100.0
Tewkesbury Park Golf	England 1	Ordinary £1.00	—	100.0	100.0
and Country Club Limited
The Barcave Group Limited England 1		7% cumulative	—	100.0	90.9
		preference £1.00
		Ordinary £1.00	—	100.0	9.1
The Dominic Group Limited England 1		Ordinary £1.00	—	100.0	100.0
The Four Seasons Hotel	England 1	8% cumulative	—	100.0	33.0
Investments Limited		preference A
		£1.00
		8% cumulative	—	100.0	28.1
		preference B
		£1.00
		Ordinary £1.00	—	100.0	30.2
		Preferred	—	100.0	8.8
		ordinary £1.00
The Four Seasons	England 1	Ordinary £1.00	—	100.0	100.0
Hotel Investments
Management Limited
The Four Seasons	England 1	Ordinary £1.00	—	100.0	100.0
Hotel Limited
The Oyster Spa	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited
The Portsmouth	England 1	Ordinary £0.25	—	100.0	100.0
and Brighton United
Breweries, Limited
Thomas Wethered	England 1	Ordinary £1.00	—	100.0	100.0
& Sons Limited
Threlfalls (Liverpool	England 1	Ordinary £1.00	—	100.0	100.0
& Birkenhead) Limited
Threlfalls (Salford) Limited	England 1	Ordinary £1.00	—	100.0	100.0
Trentrise Limited	England 1	Ordinary £1.00	—	100.0	100.0

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Uncle Sam’s Limited	England 1	Ordinary £1.00	—	100.0	100.0
Virlat Limited	England 1	Ordinary £1.00	—	100.0	100.0
W. M. Darley, Limited	England 1	Ordinary £1.00	—	100.0	49.8
		Preference £1.00	—	100.0	49.8
		Preferred	—	100.0	0.4
		ordinary £0.01
W. R. Wines Limited	England 1	Deferred £1.00	—	100.0	99.0
		Ordinary £0.01	—	100.0	1.0
West Country	England 1	Ordinary £1.00	—	100.0	100.0
Breweries Limited
Wentworth Guarantee	England 1	N/A	N/A	N/A	N/A
Company Limited
Wheeler Gate Limited	England 1	Ordinary £1.00	—	100.0	100.0
Whitbread (Condor)	England 1	Ordinary	—	100.0	100.0
Holdings Limited		£0.0001
Whitbread (G.C.) Limited	England 1	Ordinary £1.00	—	100.0	100.0
Whitbread Company	England 1	Ordinary £1.00	—	100.0	100.0
Two Limited
Whitbread	England 1	Ordinary £1.00	—	100.0	100.0
Developments Limited
Whitbread Devon Limited	England 1	Ordinary £1.00	—	100.0	100.0
Whitbread Directors	England 1	Ordinary £0.05	—	100.0	100.0
1 Limited
Whitbread Directors	England 1	Ordinary £1.00	—	100.0	100.0
2 Limited
Whitbread Dunstable	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Whitbread Enterprise	England 1	Ordinary £1.00	—	100.0	00.0
Centre Limited
Whitbread Finance PLC	England 1	Ordinary £1.00	—	100.0	100.0
Whitbread Fremlins Limited England 1		Ordinary £1.00	—	100.0	100.0

9. Related parties continued

Dormant related undertakings continued

FINANCIAL STATEMENTS

NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED

Year ended 26 February 2026

224

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FINANCIAL STATEMENTS

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Whitbread Golf and	England 1	5% non-	—	100.0	45.0
Country Club Limited		cumulative
		preference £1.00
		A ordinary £1.00	—	100.0	55.0
Whitbread Golf Club	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Whitbread Guarantee	England 1	N/A	N/A	N/A	N/A
Company Two Limited
Whitbread Healthcare	England 1	Ordinary £1.00	—	100.0	100.0
Trustees Limited
Whitbread Hotel	England 1	Ordinary £0.05	—	100.0	100.0
(Bournemouth) Limited
Whitbread Hotels	England 1	Deferred £1.00	—	100.0	100.0
(Management) Limited		USD 0.01	—	100.0	—
Whitbread International	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Whitbread International	England 1	Ordinary £0.25	—	100.0	100.0
Trading Limited
Whitbread Investment	England 1	Ordinary £1.00	—	100.0	100.0
Company Limited
Whitbread Investment	England 1	Ordinary £1.00	—	100.0	100.0
Company Securities Limited
Whitbread London Limited England 1		Ordinary £1.00	—	100.0	100.0
Whitbread Nominees	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Whitbread Pension	England 1	N/A	N/A	N/A	N/A
Trustee Directors
Company Limited
Whitbread Pension Trustees England 1		Ordinary £1.00	—	100.0	100.0
Whitbread Pub and Bars Limited	England 1	Ordinary £1.00	—	100.0	100.0

9. Related parties continued

Dormant related undertakings continued

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Whitbread Pub	England 1	Ordinary £1.00	—	100.0	100.0
Partnership Limited
Whitbread Pub Restaurants	England 1	Ordinary £1.00	—	100.0	100.0
Business Limited
Whitbread Quest	England 1	Ordinary £1.00	—	100.0	100.0
Trustee Limited
Whitbread Restaurants	England 1	Ordinary £1.00	—	100.0	—
(Australia) Limited		Ordinary £0.56	—	100.0	100.0
Whitbread Restaurants	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Whitbread Scotland Limited Scotland 14		Ordinary £1.00	—	100.0	100.0
Whitbread Secretaries	England 1	Ordinary £0.05	—	100.0	50.0
Limited		4% preference	—	100.0	50.0
		£0.05
Whitbread Share Ownership	England 1	N/A	N/A	N/A	N/A
Trustees Limited
Whitbread Spa Company	England 1	Ordinary £1.00	—	100.0	100.0
Limited
Whitbread Sunderland	England 1	Ordinary £1.00	—	100.0	100.0
(1995) Limited
Whitbread Sunderland 2	England 1	Ordinary £1.00	—	100.0	57.0
Limited		5.6% non-	—	100.0	43.0
		cumulative
		[preference
		£1.00
Whitbread Sunderland	England 1	Ordinary £5.00	—	100.0	50.0
Limited		Preference	—	100.0	50.0
		£5.00
Whitbread Trafalgar	England 1	A ordinary	—	100.0	50.0
Properties Limited		£1.00
		B ordinary	—	100.0	50.0
		£1.00
Whitbread UK Limited	England	Ordinary £1.00	—	100.0	100.0

225

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9. Related parties continued

Dormant related undertakings continued

				% of class of
			% of class of	shares held by
			shares held	the Group (if
			by the	different from	% of nominal
	Country of	Class of shares	the parent	the parent	value (where
Company name	incorporation	held	company	company)	applicable)
Whitbread Wales Limited	England 1	Ordinary £1.00	—	100.0	100.0
Whitbread Wessex Limited England 1		Ordinary £1.00	—	100.0	100.0
White Cross Films Limited England 1		Ordinary £1.00	—	100.0	100.0
Wiggin Tree Limited	England 1	Ordinary £1.00	—	100.0	100.0
Willhouse Limited	England 1]	Deferred £1.00	—	100.0	50.0
		Q ordinary	—	100.0	25.0
		£1.00
		W ordinary	—	100.0	25.0
		£1.00
William Overy	England 1	Ordinary £1.00	—	100.0	100.0
Crane Hire Limited

The registered office of the above companies is as follows:

1 Whitbread Court, Houghton Hall Business Park, Porz Avenue, Dunstable, Bedfordshire LU5 5XE.

2 4th Floor, Saltire Court, 20 Castle Terrace, Edinburgh EH1 2EN, Scotland.

3 Ground Floor, Two Dockland Central, Guild St, North Dock, Dublin D01 K2C5, Ireland.

4 2nd Floor, St Mary’s Court, 20 Hill Street, Douglas IM1 1EU, Isle of Man.

5 4th Floor, St Paul’s Gate, 22–24 New Street, St Helier JE1 4TR, Jersey.

6 Ground Floor, Premier Inn Dubai Investment Park, P.O. Box 35118, Dubai, United Arab Emirates.

7 3rd Floor, Tornado Towers, PO Box 34040, Doha, Qatar.

8 Europa-Allee 22, 60327 Frankfurt am Main, Germany.

9 Room 742, 968 West Beijing Road, Jing’an District, Shanghai, China.

Gandaria 8 Office Tower, 19th Floor Unit A1, Jalan Sultan Iskandarmuda, Kebayoran Lama, 12240, Indonesia.

11 TMF Services B.V., Nassima Tower, Office 1401, Sheikh Zayed Road, PO Box 213975, Dubai,

United Arab Emirates.

12 Almas 6C, Almas Tower, Jumeirah Lake Towers, Dubai, United Arab Emirates.

13 4th Floor, 115 George Street, Edinburgh EH2 4JN, Scotland.

14 The Royal Scot Hotel, 111 Glasgow Road, Edinburgh EH12 8NF, Scotland.

15 11 New St, Guernsey GY1 3EG, Guernsey.

16 Swallow Royal Scot Hotel, Glasgow Road, Edinburgh EN12 8NF, Scotland.

17 Hegelgasse 13, 1010 Wien, Austria.

FINANCIAL STATEMENTS

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Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

GLOSSARY

Basic earnings per share (basic EPS)

Profit attributable to the parent shareholders divided by the basic weighted average

number of ordinary shares in issue during the year after deducting treasury shares and

shares held by an independently managed share ownership trust (ESOT).

Cash rent

The total of interest paid on lease liabilities, payment of principal of lease liabilities and

variable lease payments, adjusted to reflect one year’s rent.

Committed pipeline

Sites where the Group has a legal interest in a property (that may be subject to planning/

other conditions) with the intention of opening a hotel in the future.

Direct bookings/distribution

Based on stayed bookings in the financial year made direct to the Premier Inn website, the

Premier Inn app, the Premier Inn customer contact centre or hotel front desks.

Food and beverage (F&B) sales

Food and beverage revenue from all Whitbread owned restaurants and integrated hotel

restaurants.

GOSH Charity

Great Ormond Street Hospital Children’s Charity.

IFRS

International Financial Reporting Standards.

Lease debt

In line with methodology used by our credit rating agency, lease-adjusted net debt includes

lease debt. Lease debt is calculated at eight times cash rent.

Occupancy

Number of hotel bedrooms occupied by guests expressed as a percentage of the number

of bedrooms available in the period.

Operating profit

Profit before net finance costs and tax.

OTAs

Online travel agents.

Rent expense

Rental costs recognised in the income statement prior to the adoption of IFRS 16.

Team retention

The number of permanent new starters that we retain for the first 90 days/three months.

Trading site

A joint hotel and restaurant or a standalone hotel.

Segment adjusted operating profit/(loss)

The adjusted operating profit/(loss) excludes the impact of segmental royalty fees charged

from the UK to other segments to aid comparability of segment performance.

WINcard

Whitbread In Numbers – balanced scorecard to measure progress against key performance

targets.

YourSay

Whitbread’s annual employee opinion survey to provide insight into the views of employees.

227

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OTHER INFORMATION

ALTERNATIVE PERFORMANCE MEASURES

We use a range of measures to monitor the financial performance of the Group. These measures include both statutory measures in accordance with IFRS and alternative performance

measures (APMs) which are consistent with the way that the business performance is measured internally.

APMs are not defined by IFRS and therefore may not be directly comparable with similarly titled measures reported by other companies. APMs should be considered in addition to, and

are not intended to be a substitute for, or superior to, IFRS measures. Adjusted measures of profitability represent the equivalent IFRS measures adjusted for specific items that we

consider relevant for comparison of the Group’s business either from one period to another or with similar businesses. We report adjusted measures because we believe they provide both

management and investors with useful additional information about the financial performance of the Group’s businesses.

APM

Closest equivalent IFRS

measure Adjustments to reconcile to IFRS measure Definition and purpose

REVENUE MEASURES

Accommodation sales

Revenue Excludes non-room revenue such

as food and beverage

Premier Inn accommodation revenue excluding non-room income such as food and

beverage. The growth in accommodation sales on a year-on-year basis is a good

indicator of the performance of the business.

Reconciliation: Note 3

Average room rate (ARR)

No direct equivalent Refer to definition Accommodation sales divided by the number of rooms occupied by guests. The

Directors consider this to be a useful measure as this is a commonly used industry

metric which facilitates comparison between companies.

RECONCILIATION 2025/26 2024/25

UK accommodation sales (£m) 2,024.9 2,010.1

Number of rooms occupied by guests (’000) 24,710 25,279

UK AVERAGE ROOM RATE (£) 81.95 79.52

Germany accommodation sales (£m) 220.8 197.6

Number of rooms occupied by guests (’000) 2,811 2,631

GERMANY AVERAGE ROOM RATE (£) 78.53 75.08

UK like-for-like accommodation

sales growth

Movement in

accommodation

salesper the

segmentinformation

(Note 3)

Accommodation sales from

non-like-for-like

Year-over-year change in accommodation revenue for outlets open for at least one

year with no significant changes in room numbers. The Directors consider this to be

auseful measure as it is a commonly used performance metric and provides an

indication of underlying revenue trends.

RECONCILIATION 2025/26 2024/25

UK like-for-like accommodation sales growth 0.2% (2.0%)

Impact of extensions >5% of rooms 0.1% —

Contribution from net new hotels 0.4% 2.1%

UK ACCOMMODATION SALES GROWTH 0.7% 0.1%

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OTHER INFORMATION

APM

Closest equivalent IFRS

measure Adjustments to reconcile to IFRS measure Definition and purpose

REVENUE MEASURES CONTINUED

Revenue per available room

(RevPAR)

No direct equivalent Refer to definition Revenue per available room is also known as ‘yield’. This hotel measure is achieved

bydividing accommodation sales by the number of rooms available. The Directors

consider this to be a useful measure as it is a commonly used performance measure

inthe hotel industry.

RECONCILIATION 2025/26 2024/25

UK accommodation sales (£m) 2,024.9 2,010.1

Available rooms (’000) 31,244 31,206

UK REVPAR (£) 64.81 64.42

Germany accommodation sales (£m) 220.8 197.6

Available rooms (’000) 4,074 3,882

GERMANY REVPAR (£) 54.19 50.90

INCOME STATEMENT MEASURES

Adjusted operating profit/loss

Profit/loss before tax Adjusting items (Note 6), finance

income/costs (Note 8)

Profit/loss before tax, finance costs/income and adjusting items.

Reconciliation: Consolidated income statement

Adjusted tax

Tax charge/credit Adjusting items (Note 6) Tax charge/credit before adjusting items.

Reconciliation: Consolidated income statement

Adjusted

profit/loss before tax

Profit/loss before tax Adjusting items (Note 6) Profit/loss before tax and adjusting items.

Reconciliation: Consolidated income statement

Adjusted

basic EPS

Basic EPS Adjusting items (Note 6) Adjusted profit attributable to the parent shareholders divided by the basic weighted

average number of ordinary shares in issue during the year after deducting treasury

shares and shares held by an independently managed share ownership trust (ESOT).

Reconciliation: Note 10

Profit/PBT margin

No direct equivalent Refer to definition Segmental adjusted profit before tax divided by segmental adjusted revenue, to

demonstrate profitability margins of the segmental operations.

Reconciliation: Strategic Report

ALTERNATIVE PERFORMANCE MEASURES CONTINUED

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Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

APM

Closest equivalent IFRS

measure Adjustments to reconcile to IFRS measure Definition and purpose

BALANCE SHEET MEASURES

Net cash/debt

Total liabilities from

financing activities

Excludes lease liabilities, other

financial liabilities and derivatives

held to hedge financing activities

Cash and cash equivalents after deducting total borrowings. The Directors consider

this to be a useful measure of the financing position of the Group.

Reconciliation: Note 21

Adjusted net cash/debt

Total liabilities from

financing activities

Excludes lease liabilities, other

financial liabilities and derivatives

held to hedge financing activities,

adjusted for cash assumed by

ratings agencies to not be readily

availabl

Net cash/debt adjusted for cash, assumed by ratings agencies to not be readily

available, and excluding unamortised debt-related fees. The measure has been

amended in the year to exclude unamortised debt-related fees. The Directors consider

this to be a useful measure as it is aligned with the method used by ratings agencies

to assess the financing position of the Group.

RECONCILIATION

2025/26

£m

2024/25

£m

Net debt 709.3 483.4

Less: unamortised debt costs 5.9 7.6

Less: fair value adjustment to bond carrying value 1.1 -

Restricted cash adjustment 10.0 10.0

ADJUSTED NET DEBT 726.3 501.0

Unamortised debt costs of £5.9m (including unamortised arrangement fees of £4.0m)

as well as £1.0m in relation to a fair value credit are included within the carrying value

of borrowings.

Lease-adjusted net debt/cash

Cash and cash

equivalents less total

liabilities from financing

activities

Excludes lease liabilities and

derivatives held to hedge

financing activities. Includes an

adjustment for cash assumed by

ratings agencies to not be readily

available

In line with methodology used by credit rating agencies, lease-adjusted net debt includes

Lease debt which is calculated at 8x Cash rent. The directors consider this to be a useful

measure as it forms the basis of the Group’s leverage targets.

RECONCILIATION

2025/26

£m

2024/25

£m

Adjusted net debt 726.3 501.0

Lease debt 2,827.2 2,580.8

LEASE-ADJUSTED NET DEBT 3,553.5 3,081.8

Net debt/cash and lease

liabilities

Cash and cash

equivalents less total

liabilities from financing

activities

Refer to definition Net debt/cash plus lease liabilities. The Directors consider this to be a useful measure

of the financing position of the Group.

RECONCILIATION

2025/26

£m

2024/25

£m

Net debt 709.3 483.4

Lease liabilities 4,521.4 4,233.8

NET DEBT AND LEASE LIABILITIES 5,230.7 4,717.2

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Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

APM

Closest equivalent IFRS

measure Adjustments to reconcile to IFRS measure Definition and purpose

CASH FLOW MEASURES

Lease-adjusted net debt to

adjusted EBITDAR for leverage

No direct equivalent Refer to definition This measure is a ratio of lease-adjusted net debt compared against the Group’s

adjusted EBITDAR. The Directors use this to monitor the leverage position of the

Group. This measure may not be directly comparable with similarly titled measures

utilised by credit rating agencies; however, on a normalised basis these measures

would be expected to move proportionally in the same direction.

RECONCILIATION

2025/26

£m

2024/25

£m

Lease-adjusted net debt 3,553.5 3,081.8

Adjusted EBITDAR 1,073.9 1,029.9

LEASE-ADJUSTED NET DEBT TO ADJUSTED EBITDAR FOR

LEVERAGE 3.3x 3.0x

Adjusted operating cash flow

Cash generated from

operations

Refer to definition Adjusted operating profit/loss adding back depreciation and amortisation and after

IFRS 16 interest and lease repayments and working capital movement.

The Directors consider this a useful measure as it is a good indicator of the cash

generated which is used to fund future growth and shareholder returns, tax, pension

and interest payments.

RECONCILIATION

2025/26

£m

2024/25

£m

Adjusted operating profit 648.9 629.6

Depreciation – right-of-use assets 208.6 194.3

Depreciation – property, plant and equipment 184.4 177.3

Amortisation 33.2 30.2

ADJUSTED EBITDA (POST-IFRS 16) 1,075.1 1,031.4

Interest paid on lease liabilities (177.0) (166.7)

Payment of principal of lease liabilities (172.9) (148.7)

Net lease incentives received/(paid) 0.3 2.7

Movement in working capital 4.6 4.6

ADJUSTED OPERATING CASH FLOW 730.1 723.3

Cash capital expenditure

(‘cash capex’)

No direct equivalent Refer to definition Cash flows on property, plant and equipment and investment property and investment

in intangible assets, payments of deferred and contingent consideration, and capital

contributions or loans to joint ventures.

ALTERNATIVE PERFORMANCE MEASURES CONTINUED

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Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

APM

Closest equivalent IFRS

measure Adjustments to reconcile to IFRS measure Definition and purpose

OTHER MEASURES

Adjusted EBITDA

(post-IFRS 16),

adjusted EBITDA

(pre-IFRS 16)

and adjusted EBITDAR

Operating profit Refer to definition Adjusted EBITDA (post-IFRS 16) is profit before tax, adjusting items, interest,

depreciation and amortisation.

Adjusted EBITDA (pre-IFRS 16) is further adjusted to remove rent expense.

Adjusted EBITDAR is profit before tax, adjusting items, interest, depreciation,

amortisation, variable lease payments and rental income.

The Directors consider this measure to be useful as it is a commonly used industry

metric which facilitates comparison between companies. The Group’s RCF covenants

include measures based on adjusted EBITDA (pre-IFRS 16).

RECONCILIATION

2025/26

£m

2024/25

£m

Adjusted operating profit 648.9 629.6

Depreciation – right-of-use assets 208.6 194.3

Depreciation – property, plant and equipment 184.4 177.3

Amortisation 33.2 30.2

ADJUSTED EBITDA (POST-IFRS 16) 1,075.1 1,031.4

Variable lease payments 3.5 4.0

Rental income (4.7) (5.5)

ADJUSTED EBITDAR 1,073.9 1,029.9

Rent expense, variable lease payments and rental income (348.1) (323.4)

ADJUSTED EBITDA (PRE-IFRS 16) 725.8 706.5

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OTHER INFORMATION

APM

Closest equivalent IFRS

measure Adjustments to reconcile to IFRS measure Definition and purpose

OTHER MEASURES CONTINUED

Return on capital employed

(ROCE)

No direct equivalent Refer to definition Adjusted operating profit/loss (pre-IFRS 16) for the year divided by net assets at the

balance sheet date, adding back net debt, right-of-use assets, lease liabilities, taxation

liabilities, the pension surplus/deficit and derivative financial assets/liabilities, other

financial liabilities and IFRS 16 working capital adjustments.

The Directors consider this to be a useful measure as it expresses the underlying

operating efficiency of the Group and is used as the basis for remuneration targets.

RECONCILIATION

2025/26

Total

£m

UK and

Ireland

£m

Adjusted operating profit 648.9

Depreciation – right-of-use assets 208.6

Rent expense (349.3)

ADJUSTED OPERATING PROFIT PRE-IFRS 16 508.2 497.3

Net assets 3,136.4

Net debt 709.4

Net current tax assets (4.5)

Net deferred tax liabilities 233.7

Pension surplus (131.9)

Derivative financial assets (0.1)

Derivative financial liabilities 9.5

Lease liabilities 4,521.0

Right-of-use assets (3,833.6)

IAS 17 rent adjustments (65.0)

ADJUSTED NET ASSETS 4,574.9 3,844.2

RETURN ON CAPITAL EMPLOYED 11.1% 12.9%

ALTERNATIVE PERFORMANCE MEASURES CONTINUED

233

Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

APM

Closest equivalent IFRS

measure Adjustments to reconcile to IFRS measure Definition and purpose

OTHER MEASURES CONTINUED

Return on capital employed

(ROCE) continued

RECONCILIATION

2024/25

Total

£m

UK and

Ireland

£m

Adjusted operating profit 629.6

Depreciation – right-of-use assets 194.3

Rent expense (324.9)

ADJUSTED OPERATING PROFIT PRE-IFRS 16 499.0 497.3

Net assets 3,334.5

Net debt 483.4

Current tax liabilities 12.2

Deferred tax liabilities 234.8

Pension surplus (134.6)

Derivative financial assets (19.9)

Derivative financial liabilities 1.4

Lease liabilities 4,233.8

Right-of-use assets (3,662.7)

IAS 17 rent adjustments (65.0)

ADJUSTED NET ASSETS 4,417.9 3,844.2

RETURN ON CAPITAL EMPLOYED 11.3% 12.9%

234

Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

SHAREHOLDER SERVICES

Useful contacts

Registrars

MUFG Corporate Markets Shareholder Services

Central Square

29 Wellington Street

Leeds LS1 4DL

The website address is

www.mpms.mufg.com. For enquiries

regarding your shareholding please

telephone +44 (0)344 855 2327.

Alternatively, you can email:

whitbread@cm.mpms.mufg.com.

Registered office

Whitbread PLC

Whitbread Court

Houghton Hall Business Park, Porz Avenue

Dunstable

Bedfordshire LU5 5XE

General Counsel and Company Secretary

Clare Thomas

Managing your shareholdings

You can manage your shareholdings by

visiting www.whitbread-shares.com. This is

a secure online site where you can:

• sign up to receive shareholder

information by email;

• buy and sell shares via the MUFG

Corporate Markets Share Dealing Service;

• view your holding and get an indicative

valuation; and

• change your personal details.

You will need to have your Investor Code to

hand. This can be found on the following

documentation:

• share certificate;

• dividend voucher; or

• proxy card.

Please ensure that you advise MUFG

Corporate Markets promptly of any change

of address.

Share dealing service

For MUFG Corporate Markets Share Dealing

Services you can telephone +44 (0)371 664

0445. Calls are charged at the standard

geographic rate and will vary by provider.

Calls from outside the United Kingdom will

be charged at the applicable international

rate. Lines are open between 8.00am and

4.30pm, Monday to Friday excluding public

holidays in England and Wales.

Private shareholders

Private shareholders are shareholders who

hold their shares in their own name on the

Company’s Register of Members. They have

full voting rights and have the right to

stipulate their communication preferences

and bank account preferences on their own

holding.

Nominee shareholders

Nominee shareholders are underlying

beneficial shareholders who hold their

shares through a nominee company. The

name of the nominee company will appear

on the Company’s Register of Members. It

will depend on the terms and conditions of

the nominee provider as to whether

underlying shareholders receive copies of

the annual general meeting (AGM)

documents and any other Company

documents that are mailed. Dividend

options may also be restricted by the

nominee. If underlying shareholders wish to

receive Company mailings then they have

the right to request to be put on the

beneficial holders’ information rights

nominee provider.

Corporate Sponsored Nominee

We worked with MUFG Corporate Markets to

establish the Whitbread Corporate Sponsored

Nominee (CSN). We did this because we

know that a number of shareholders prefer

not to hold their shares in certificated form,

but still wish to receive documents and

benefits from the Company. This has been

raised by shareholders at previous AGMs.

The CSN allows shareholders to hold their

Whitbread shares via a nominee, but also

allows Whitbread to have direct access to the

underlying register, such that we can ensure

that participants receive the documents

and benefits that they request.

If you would like to hold your shares in

theWhitbread CSN, please log on to www

whitbread-shares.com. If you have

notregistered before then you will need

your Investor Code. Your Investor Code

islocated on your share certificate.

On the portal you will find further

information in relation to the Whitbread

CSN. The terms and conditions and various

transfer forms that you will need to review

and complete are located there. If you need

any assistance with the forms or want any

additional support, please email

CustodyMGT@cm.mpms.mufg.com outlining

what you would like to do and they will email

you back with the relevant instructions.

Annual general meeting 2026

The AGM will take place at 2.30pm on

Thursday 18 June 2026 at Whitbread Court,

Porz Avenue, Dunstable LU5 5XE.

Dividend diary 2026/27 (subject to confirmation)

Ex-dividend date for final dividend 21 May 2026

Record date for final dividend 22 May 2026

DRIP election 12 June 2026

Payment date for final dividend 3 June 2026

Ex-dividend date for interim dividend 29 October 2026

Record date for interim dividend 30 October 2026

DRIP election 13 November 2026

Payment date for interim dividend 4 December 2026

1 These details have been provided for information only and any action you take is at your own risk. If

you are in any doubt about what action to take, please consult your own financial adviser. Should you

not wish to use these services you could find a broker in your local area, or on the internet, or enquire

about share dealing at any high street bank or building society. The availability of this service should

not be taken as a recommendation to deal.

235

Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

Analysis of ordinary shares at 26 February 2026

Shareholder analysis Shareholding analysis

Range (Up to:)

Number of

holders % holders Holding % capital

100 13,685 51.4822 496,961 0.2757

200 4,369 16.4359 634,694 0.3521

500 4,425 16.6466 1,422,060 0.7889

1,000 2,023 7.6104 1,423,072 0.7895

2,000 938 3.5287 1,285,452 0.7131

5,000 463 1.7418 1,417,969 0.7866

10,000 162 0.6094 1,122,226 0.6226

50,000 256 0.9631 5,911,468 3.2795

100,000 80 0.3010 5,592,000 3.1022

500,000 118 0.4439 26,856,460 14.8989

1,000,000 31 0.1166 21,933,033 12.1676

5,000,000 26 0.0978 48,635,338 26.9810

10,000,000 2 0.0075 16,643,702 9.2333

50,000,000 4 0.0150 46,882,968 26.0089

99,999,999,999 0 0.0000 0

TOTAL 26,582 180,257,403

Capital gains tax

For further information on:

• the market value of shares in the

Company as at 31 March 1982;

• the reduction of capital on 10 May 2001;

and

• the special dividend and share

consolidation in May 2005,

or if you require any further information on

capital gains tax allocations, please refer to

the investors section of the Company’s

website: www.whitbread.co.uk.

Dividend Reinvestment Plan

To reinvest your dividend, you will need to

(DRIP). Terms and conditions of the DRIP

can be found at www.whitbread-shares.com

or can be requested from MUFG Corporate

Markets. For enquiries regarding the DRIP

please telephone +44 (0)344 855 2327.

Dividend payments by BACS

We can pay your dividends directly to your

bank or building society account using the

Bankers’ Automated Clearing Service

(BACS). This means that your dividend will

be in your account on the same day we

make the payment. Your tax voucher will be

posted to your home address. If you would

like to use this method please ring the

registrars on +44 (0)344 855 2327.

As mentioned in the Chair’s statement on

page [•], we would like to remind you that

cash dividend payments made by the

Company, starting with the interim

dividend, which was paid in December

2025, are now only made by electronic

means. We no longer issue payments by

cheque.

If you haven’t already done so, you will need

to register your bank account details to

enable payment of cash dividends into your

bank account. You can do this using one of

the following methods:

• Via the Share Portal: www.signalshares.com.

If you have not previously registered with the

Share Portal, you will need your Investor

Code (a unique number that can be found on

shareholder correspondence, such as share

certificates or dividend tax confirmations).

Once registered, you will be able to register

your bank account details and obtain

dividend confirmations via the Share Portal.

You can also register a preference to receive

a notification by email that your cash

dividend has been paid into your bank

account.

• By calling MUFG Corporate Markets on

0371 664 0300. If you are outside the United

Kingdom please call +44 371 664 0300.

Opening hours and call charges are as

stated earlier in this letter.

Shareholder FAQs

How can I find the current share price?

You can keep up to date with the current

share price on the Company’s website:

www.whitbread.co.uk.

I have lost my share certificate; how

can I get a replacement?

If you have lost your certificate please

contact the Company’s registrars, MUFG

Corporate Markets, on the shareholder

helpline +44 (0)344 855 2327. They will be

able to assist you in arranging a replacement.

Am I entitled to shareholder benefits?

Shareholders with a holding of 64 shares or

more are eligible to receive a shareholder

benefits card. Those shareholders who have

previously registered to receive the

shareholder benefits card should

automatically have received the card with

the Annual Report and Accounts mailing.

Shareholders who wish to register for a card

can do so by contacting MUFG Corporate

Markets, whose contact details are shown

on page [•].

236

Whitbread PLC Annual Report and Accounts 2025/26

OTHER INFORMATION

Unsolicited mail

We are aware that some shareholders have

had occasion to complain of the use, by

outside organisations, of information obtained

from Whitbread’s share register. Whitbread,

like other companies, cannot by law refuse

to supply such information provided that the

organisation concerned pays the appropriate

statutory fee. If you are a resident in the UK

and wish to stop receiving unsolicited mail

then you should register with the Mailing

Preference Service; you can register online:

www.mpsonline.org.uk.

Shareholder warning

Share and bond scams are often run from

‘boiler rooms’ where fraudsters cold-call

investors offering them worthless,

overpriced or even non-existent shares or

bonds. Boiler rooms use increasingly

sophisticated tactics to approach investors,

offering to buy or sell shares in a way that

will bring a huge return. However, victims

are often left out of pocket – sometimes

losing all of their savings or even their

family home. Even seasoned investors have

been caught out, with the biggest individual

loss recorded by the police being £6m.

Shareholders are advised to be wary of

unsolicited advice, offers to buy shares at

adiscount or offers of free Company

reports. If you receive any unsolicited

investment advice:

• make sure you get the correct name of

the person or organisation;

• check that it is properly authorised by the

FCA before getting involved byvisiting

www.fca.org.uk and contact the firm

using the details on the register;

• report the matter to the FCA either

bycalling 0800 111 6768 or visiting

www.fca.org.uk/scams;

• if the calls persist, hang up; and

• REMEMBER, if it sounds too good to be

true, it probably is!

If you deal with an unauthorised firm, you

will not be eligible to receive payment

under the Financial Services Compensation

Scheme (FSCS) if things go wrong.

The FCA can be contacted by completing

an online form at www.fca.org.uk/scams or

you can call the FCA Consumer Helpline on

0800 111 6768 or Action Fraud on 0300 123

2040 (www.actionfraud.police.uk).

Details of any share dealing facilities that

the Company endorses will be included in

Company mailings.

More detailed information on this or similar

activity can be found on the FCA website,

www.fca.org.uk/consumers.

SHAREHOLDER SERVICES CONTINUED

Produced by Design Portfolio

www.design-portfolio.co.uk

[Whitbread PLC’s commitment to environmental stewardship is reflected

in this Annual Report, which has been printed on Revive 100 Silk, which is

100% post-consumer recycled, FSC

certified and totally chlorine free

(TCF) paper. Printed in the UK by Park Communications using vegetable-

based inks, with 99% of dry waste being diverted from landfill. The printer

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ISO 14001 (Environmental Management System) and ISO 9001 (Quality

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paper statement and logos to be

updated

Whitbread PLC Annual Report and Accounts 2025/26

Whitbread Court

Houghton Hall Business Park

Porz Avenue

Dunstable

Bedfordshire

LU5 5XE

www.whitbread.co.uk/investors

Spine width TBC

Whitbread PLC Annual Report and Accounts 2025/26