![]() ## HELPING CREATE ## LASTING LEGACIES #### FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 01 ### AS ONE OF THE UK’S LEADING ### MANUFACTURERS OF BRICKS, BLOCKS ### AND PRECAST FLOORING, AT FORTERRA WE HELP CREATE LASTING LEGACIES; ### GOING BEYOND CONSTRUCTION ### TO GENERATE GROWTH AND FOSTER A LEGACY OF BUILDING TODAY, ### TOMORROW AND INTO THE FUTURE. STRATEGIC REPORT 02 2025 Highlights 02 Who we are 03 What we do 04 Strategic Progress 06 Investment Case 09 Chair’s Statement 10 Chief Executive’s Statement 12 Business Review 15 Business Model 18 Market Overview 19 Section 172 Statement 23 Key Performance Indicators 25 Chief Financial Officer’s Review 27 Sustainability Report 32 Risk Management and Key Risks 62 Viability Statement 69 GOVERNANCE 70 Board of Directors 72 Executive Committee 75 Corporate Governance Statement 76 Nomination Committee Report 86 Audit and Risk Committee Report 88 Sustainability Committee Report 94 Remuneration Committee Report 96 Directors’ Report 124 Statement of Directors’ Responsibilities 127 FINANCIAL STATEMENTS 128 Independent Auditor’s Report 129 Consolidated Statement of Total Comprehensive Income 136 Consolidated Balance Sheet 137 Consolidated Statement of Cash Flows 138 Consolidated Statement of Changes in Equity 139 Notes to the Financial Statements 140 Company Balance Sheet 173 Company Statement of Changes in Equity 174 Notes to the Company Financial Statements 175 Group Five-Year Summary 178 13 1,500 £386m Manufacturing facilities Employees Revenue ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 02 #### 2025 Highlights ### STRONG RESULTS UNDER CHALLENGING MARKET CONDITIONS ADJUSTED STATUTORY REVENUE (£m) EBITDA (£m) REVENUE (£m) +12.1% +18.5% +12.1% 2025 2024 2023 2025 2024 2023 2025 2024 2023 PROFIT BEFORE TAX (£m) NET DEBT BEFORE LEASES (£m) PROFIT BEFORE TAX (£m) +62.9% -34.4% -6.0% 2025 2024 2023 2025 2024 2023 2025 2024 2023 EPS (PENCE) EPS (PENCE) +65.8% -2.4% 2025 2024 2023 2025 2024 2023 386.0 344.3 346.4 36.0 22.1 31.1 12.6 7.6 11.4 61.6 52.0 58.1 55.7 84.9 93.2 386.0 344.3 346.4 23.3 24.8 17.1 8.1 8.3 6.2 Note: A full reconciliation for each non-GAAP measure from adjusted through to statutory results is shown in note 31 to the Consolidated Financial Statements. ![]() INSPIRED BY OUR PURPOSE #### Helping Create Lasting Legacies “We produce materials that bring lasting beauty and strength, helping create sustainable communities with homes and spaces that endure for generations.” DRIVEN BY OUR VISION GUIDED BY OUR VALUES → See Our People & Culture on pages 54 to 58 ALIGNED WITH OUR STRATEGY → See update on our Strategic Progress on pages 6 to 8 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 03 #### Who we are #### Brilliant Today We aspire to be leaders in operational excellence and customer service, working to continually maximise efficiency and create lasting value for our stakeholders. #### Ahead of Tomorrow By understanding and anticipating our customers’ evolving needs, we drive innovation and sustainable solutions that prepare them for the future. #### Innovate to Lead Empowered to continuously improve #### Pride in Excellence We relish achievement and success #### Collaborate & Care We work in partnership and look out for one another #### Strengthen the Core By continuing to invest in our assetbase and byfocusing on both operational andcommercial excellence, we will become aneven stronger business inthe future. #### Beyond the Core By investing in brick slip solutions we aim to secure a leading position in the growing lightweight façades market andextend our presence in the mid-high rise buildings segment. ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 04 #### What we do CONCRETE PRODUCTS 5 Aircrete Blocks Aircrete blocks are used to build the inner leaf ofcavity walls, the most common method of housebuilding in the UK. As its name suggests, aircrete is an extremely lightweight building material which is easy to handle and cut compared with traditional blocks. We manufacture aircrete under the renowned Thermalite brand supplied toboth housebuilders and builders’ merchants. 6 Aggregate Blocks Traditional aggregate blocks are used wherea higher strength product is required, for example in multi-storey buildings. Due to high transport costs associated with heavy goods, these products are usually supplied regionally in proximity to the factory. ### FOCUSED ON THE MANUFACTURE AND SUPPLY ### OF BRICKS, BLOCKS AND PRECAST CONCRETE BRICKS AND CLAY 1 Extruded Brick Also known as wire-cut bricks, sharp angled bricksused primarily in new construction by majorhousebuilders, extruded bricks are the mostcommonly used type of brickin the UK. Operating five factories across the UK, our footprint is weighted towards the production of extruded bricks. 2 Soft Mud Brick Also known as stock bricks, they are thrown andhave softer edges giving a more aged andtraditional appearance. Particularly popular inLondon and the South East, they are used in bothnew housing and improvement. We operate asingle, highly efficient soft mud factory. 21 43 65 7 3 Fletton Brick The Fletton is a type of brick which is unique toForterra and produced under the iconic London Brick brand. It was widely used in the 20th century for new housing. Today its main use is for housing renovation to match with existing brickwork. 4 Brick Slips A brick slip is a thin brick tile used as a cladding material to replicate traditional brickwork without the weight or structural role; they are commonly used in mid-rise and high-rise buildings. In 2025 weopened our new brick slip line alongside our traditional brick factory in Accrington. 7 Precast Concrete Flooring Our Bison brand is a leading player in the precast concrete market. Bison specialises inthe manufacture of pre-fabricated flooring elements and beams predominantly for the newhousing market. Our in-house design and technical support teams work directly with housebuilders to ensure each floor is designed and manufactured to meet the full suite of customers’ technical requirements. PERCENTAGE OF REVENUE BRICKS PERCENTAGE OF REVENUE BLOCKS PRECAST 52% 27% 21% ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 05 #### What we do the Markets we serve RESIDENTIAL NEW BUILD Our products are at the heart of the UK’s newhousing sector. For centuries, bricks have been, and remain, the most common choice of material for façades, defining the look and feel of our urban environment. There remains along-term shortage of housing in the UK. The Government have established ambitious targets to boost thecurrent levels of UK housebuilding andunblock current bottlenecks in the UKplanning system. We work closely with major housebuilders and distributors to ensure we have the right product to meet our customers’ needs, backed-up with our high levels of technical and design expertise and an in-house fleetofspecialist delivery vehicles to get products to site in atimely manner. HOUSING REPAIR MAINTENANCE ANDIMPROVEMENT Our bricks and blocks are an important inputto the housing repair, maintenance andimprovement sector. Demand is driven primarily by the number of homes being upgraded or extended which in turn is influenced by the costs of borrowing andmore widely the levels of housing marketactivity. Our iconic London Brick product range is aleading brand in this segment where it ischosen for its excellent colour and texture match with older brickwork. We work hand in hand with our builders’ merchant partners across the UK to provide the right range of products to meet the needs of both the local builder and homeowner. COMMERCIAL BUILDINGS ANDINFRASTRUCTURE The commercial building sector focuses onarchitecturally driven projects such as schools, hospitals, universities and other public buildings. We actively engage with architects and designers to provide the façade and flooring solutions to meet both their aesthetic and technical requirements. Our new Omnia range of brick slips and façade systems are designed to maximise visual appeal whilst delivering the highest levels of technical performance and on-siteproductivity. SUPPLYING #### HOUSEBUILDERS SUPPLYING #### RENOVATION SUPPLYING #### COMMERCIAL 67% 8% 25% ![]() In 2023, we set out a clear strategy to focus Forterra’s efforts on delivering both sustainable long-term growth and higher returns. Our strategy is built on two key pillars: • Strengthen the Core – investing in our plants and driving continuous improvement across our operational and commercial processes. • Beyond the Core – expanding our offering into higher-growth lightweight façade systems and increasing our presence in construction sectors beyond single-family housing. STRENGTHEN THE CORE Increasing output in line with demand Increased housebuilding activity led to some improvement in demand for extruded bricks and precast flooring. In a major milestone for our flagship brick factory at Desford this improvement in demand allowed us to run both kilns simultaneously for the first time. Improving operational efficiency 2025 marked a key step in our journey toward operational excellence; we launched the Sustainable Operational Excellence (SOE) programme, a structured approach tobuilding habits that connect daily routines with long-term success. Over 14 weeks, participants received real-time feedback and one-to- one coaching to build steady progress. Leaders learned to listen more, ask better questions and empower their teams, supported by coaches who reinforced that operational excellence is about people as much as process. The SOE programme was initially piloted in two of our factories and will continue to be implemented across our facilities in 2026. Increasing our customer focus During the year we launched a Net Promotor Score (NPS) study to obtain feedback from our customers and better understand both our strengths and areas for improvement. Looking ahead, we will continue to develop plans oriented around these results and track our progress through an annualised survey and tracking of key performance indicators. Our ongoing Commercial Excellence initiatives continue to deliver results with aclear focus on sales force efficiency and effectiveness. Throughout the year our sales organisation focused on improving results through active customer and product mix management. The second half of the year saw both the appointment of our new Group Commercial Director, James Cornish, along with the implementation ofanew commercial structure which aims to align our organisation with our key segments and routes to market with the goal of increased customer focus andan improved customer experience. Investing in our core products Reconstruction of our Wilnecote brick is virtually complete, with the kiln lit and the commissioning of a new specification focused product range is underway. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 06 #### Strategic Progress AWARD-WINNING PROJECTS We were proud to be recognised at the 2025 Brick Development Association Brick Awards for our work on the W House project in Fulham. Theextension features bespoke brickwork, created using sixspecially crafted brick types that form a folded, textured volume inspired by historic Victorian joinery. The intricate patterns, achieved through rotation and mirroring of the bricks, create movement and visual interest from every angle, demonstrating the creative potential of our bricks in high-end residential design. © Gilbert McCarragher gilbertmccarragher.com ### ESTABLISHING ### SECURE FOUNDATIONS ### AND INVESTING ### FOR GROWTH ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 07 #### Strategic Progress continued LONDON BRICK – AN ICONIC BRAND In 2025, we completed a strategic refresh of the London Brick brand, reinforcing its position as one of the UK’s mostrecognised construction brands and a core asset withinthe Group’s portfolio. The investment strengthens thebrand’s competitive positioning by clearly articulating itsdifferentiation and combining a long heritage in British housebuilding with the product’s ability to fit seamlessly alongside existing brickwork. A new dedicated website forms a central element of the refresh, enhancing digital engagement through improved user experience and high-quality visual content. The platform showcases the aesthetic appeal of London Brick products while providing streamlined access to key services, including brick matching, sample ordering and the full product portfolio. Overall, the refresh reflects our continued commitment toinvesting in and protecting the long-term value of the LondonBrick brand. By reinforcing its distinct heritage and market proposition, we are supporting its enduring relevance, market leadership and value contribution to the Group. WILNECOTE REDEVELOPMENT The c.£30m redevelopment of our Wilnecote factory is almost complete with the kiln lit and commissioning underway. The new factory, capable of producing 35 million bricks per annum, is designed to manufacture a premium range of bricks primarily aimed toward commercial and specification projects; complementing the existing range of bricks manufactured atour other factories. The launch of the Wilnecote offer will begin with the introduction of the original brick range previously manufactured at the factory, including the sought after Staffordshire Blue. This willbefollowed by further extensions to the offer reflecting thelatest trends in building design. The new range of products will be further enhanced with thecapability of the factory to manufacture a range of bricks inboth non-standard sizes and special shapes, providing thearchitect with an extensive range of design options for theirprojects. ![]() BEYOND THE CORE Launch of our extruded brick slips range Following a £12 million investment in a dedicated extruded brick slips line at our Accrington factory, we launched Omnia, our new range ofextruded brick slips. Omnia consists of a broad range of different colours, offering architects and specifiers a variety ofaesthetic options. In 2026 we will continue to strengthen our brick slips capabilities with an investment of around £1.5m in a dedicated brick slip cutting facility. This will further enhance our brick slips offer, allowing building designers to choose from almost any traditional brick. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 08 #### Strategic Progress continued BUILDING A LEADERSHIP POSITION IN BRICK SLIPS 2025 marked the launch of our new Omnia branded extruded brick slips range, marking a significant milestone for the business. We are now the first UK volume manufacturer ofextruded brick slips, with an annual production capacity ofapproximately 50 million slips per annum. Our purpose- made extruded slips avoid the waste generated by cutting traditional bricks into slips and reduce the transport related environmental impacts associated with importing products from overseas. Our Omnia range represents a more sustainable, UK manufactured solution. The initial range includes 15 colours, providing specifiers with abroad selection of aesthetic options and greater flexibility indesign. By bringing the product to market under the Omnia brand, we are specifically targeting architects and designers seeking a modern brick slip solution. This includes our fully certified brick slip ventilated façade system, offering a quick-to-install, fully certified system alongside style andsustainability. The launch of Omnia, strengthens our specification offer andsupports our ambition to become a leading provider ofbrick slip solutions. It also aligns with our strategic goal ofdeveloping thebusiness ‘Beyond the Core’, expanding ourcapabilities beyond traditional bricks and blocks into high-value, innovative building solutions. ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 09 #### Investment Case Strong profitable growth, cash generation and disciplined capital allocation • Strong cash generation creates optionality in our capital allocation priorities • Leverage to be maintained below 1.5x adjusted EBITDA • Modest future organic investment projects with capital outlay mitigated by maximising the value derived from property assets • Attractive dividend policy covered 2x byearnings • £20m share buyback programme underway in 2026 which is expected to continue in future years with the Board keeping this under review • Scope for selective bolt-on acquisitions focused Beyond the Core Established leading market positions in core products • Complementary product range comprising clay bricks, blocks, andflooringproducts with strong cross product synergy • Trusted and respected leading brands including London Brick andThermalite • High barriers to entry supported by secure long-term mineral reserves • Well-invested, efficient and profitable asset base • Strong customer relationships Commitment to sustainability and innovation leadership • Inherently sustainable and durable products • Ambitious ESG targets to 2030 and beyond under the ‘Planet Product People’ framework • Focus on innovation to deliver more sustainable products for the future Long-term structural demand and supply factors underpin market growth despite short-term cyclical challenges • Market demand driven by structural, through-cycle new housing shortage and resilient RM&I markets • Cyclical recovery story • Government desire to increase supply of new homes • Structural undersupply of domestically manufactured bricks and otherkeybuilding products provides opportunity for growth • Diversification through exposure to RM&I market • Consolidated brick and block market structures Opportunity to benefit from recent investments • £140m programme of investment virtually complete, modernising ourasset base, increasing brick production capacity by 15%, improvingefficiency and reducing carbon emissions, these investments will progressively deliver significant profit and cash returns as the marketrecovers • Lower capital expenditure looking ahead with opportunity for selective investments to retain both market position and competitiveness • Proven delivery of innovation, operational excellence and productivity improvement underpins profit growth • Brick slip investment provides renewed exposure to the high risemarketsegment Key Performance Indicators Revenue EBITDA Margin Total shareholder return (TSR) Strengthen the Core ü ü ü Beyond the Core ü ü ü Opportunistic bolt-on M&A beyond the core ü ü ü Sustained earnings growth Short-term earnings growth supports greater investment enabling greater still earnings growth ü Strong free cash flow conversion ü Attractive dividend ü Shareholder returns ü LONG-TERM STAKEHOLDER VALUE ![]() DEAR SHAREHOLDER In this, my first statement as Chair of Forterra, I am pleased to report arobust trading performance demonstrating the strength and resilience of our business model and strategy. The Group delivered revenue growth of 12.1% outperforming the wider market, leading to a 62.9% increase in adjusted profit before tax, with solid cash generation driving continued reduction in our borrowings. As part of my induction as Chair, I have had the opportunity to visit the majority of the Group’s facilities and I was impressed by the dedication and passion of our people, driven by our vision to be both Brilliant Today and Ahead of Tomorrow. The Group’s unwavering focus on health, safety and wellbeing is outstanding. It is clear that nothing is more important, and it is pleasing to see the measurable progress being delivered in this area. Iwas also encouraged by the strong emphasis on innovation and sustainability, ensuring our products continue to meet the evolving needs of our customers and a changing regulatory environment. STRATEGY Our strategy is to pursue long-term profitable growth in order to deliver value for all our stakeholders. Capitalising on the UK’s long-term shortage of housing supply, with astructural shortfall in the supply ofthe domestically manufactured building products necessary to meetthis demand, leveraging both our extensive mineral reserves andstrong market positions. Our strategy encapsulates the following strategic imperatives, theachievement of which will deliver sustained stakeholder value: • Strengthen the Core: Investing in new capacity to deliver revenue growth whilst also maximising operational efficiency; and • Beyond the Core: Expanding our product range beyond our traditional focus of mainstream residential construction focusing onnew and evolving solutions and end markets. PERFORMANCE AND RESULTS Group revenue increased by 12.1% to £386.0m (2024: £344.3m). Adjusted EBITDA was £61.6m (2024: £52.0m) and adjusted profit beforetax increasing 62.9% from £22.1m to £36.0m. The Group delivered another solid adjusted operating cash flow in theyear of £68.7m (2024: £60.1m). Adjusted earnings per share increased by 65.8% to 12.6p (2024: 7.6p). Net debt excluding leases was £55.7m, a reduction of £29.2m (2024: £84.9m). CAPITAL ALLOCATION Throughout 2025 our foremost capital allocation priority was to continue reducing the Group’s indebtedness to more prudent and sustainable levels, and I am pleased to report that this has been achieved. Leverage at 31 December 2025 was c.1.0 times adjusted EBITDA (2024: c.1.9 times), calculated on a banking covenant basis. Built upon this solid progress, the Board has this year redefined our forward-looking, medium-term capital allocation strategy. Recognising the cyclicality of our core markets, we aim to maintain our leverage below 1.5 times adjusted EBITDA. Operating within the confines of our targeted leverage parameters, ourcapital allocation priorities are designed tomaximise shareholder value through: • Selective strategic organic capital investment delivering attractivereturns; • Attractive ordinary dividend with a targeted coverage of c.2x adjustedearnings; • Supplementary shareholder returns such as share buybacks asappropriate; and • Bolt-on acquisitions as suitable opportunities ariseto accelerate ourgrowth, particularly Beyond the Core. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 10 #### Chair’s Statement ### OUR VISION IS TO ### BE BOTH BRILLIANT ### TODAY AND AHEAD ### OF TOMORROW “The Group’s unwavering focus #### onhealth, safety and wellbeing #### isoutstanding.” Nigel Lingwood Chair ![]() DIVIDEND In reaffirming our capital allocation priorities we intend to pursue an attractive dividend policy, distributing approximately 50% of earnings. The Board is recommending a final dividend of 4.3p per share (2024: 2.0p) which, in addition to the interim dividend of 1.9p per share paid inOctober (2024: 1.0p), will bring the total dividend to 6.2p per share, more than double the prior year figure (2024: 3.0p). Subject to approval by shareholders, the final dividend will be paidon 6 July 2026 to shareholders on the register as at 12 June 2026. SHARE BUYBACK As outlined above, supplementary returns are a key element of our capital allocation priorities, and with leverage now well within targeted levels, we are announcing the commencement of a programme ofshare buybacks. The Board intends to spend £20m repurchasing and subsequently cancelling shares over the remainder of 2026. The intention is that this programme will continue into 2027 and beyond, however the Board shall keep this under review. OUR PEOPLE AND CULTURE The Board has a responsibility to foster a corporate culture grounded in strong leadership and transparency, ensuring we do business responsibly, adhering to the highest ethical standards, whilst minimising the impact our business hason the environment. Our corporate values, which guide behaviour and support the achievement of our strategic goals, are defined below: • Innovate to lead: We’re empowered to continuously improve; • Pride in excellence: We relish achievement and success; and • Collaborate and care: We work in partnership and look after eachother. Our purpose is to manufacture and supply the essential building products used to build homes and other structures, helping to create lasting legacies in the form of communities that will thrive for centuries to come. It is important to recognise that our success is dependent on the passion and dedication of our employees and on behalf of the Board, Iwould like to express my sincere appreciation to all of our colleagues for their continued hard work and commitment. We firmly believe that seeking and listening to feedback is fundamental to our long-term success. We are proud of the results of our most recent employee engagement survey, where we achieved record response rates, with the results indicating continued improvement inour overall engagement score. Martin Sutherland, the designated Non-Executive Director for employee engagement attends regular meetings of the Employee Forum and provides feedback to the Board whilst working closely withthe Group People Director. BOARD CHANGES Independent Non-Executive Director, Martin Sutherland will be retiring from the Board at the forthcoming AGM. I wish to thank Martin for hissignificant contribution and wise counsel during his tenure and theBoard wish himevery success in the future. Our Senior Independent Non-Executive Director and Chair of the Remuneration Committee, Katherine Innes Ker will also reach the ninthanniversary of her appointment during 2026. We are committed to maintaining the right balance of skills, experience and diversity while at the same time introducing fresh perspective tothe Board. Over the coming year the Nomination Committee willcontinue with a search process to identify new Independent Non-Executive Directors. HEALTH, SAFETY AND WELLBEING Health, safety and wellbeing remains our number one priority andthe Board remains focused on leading by example, ensuring that there can be no doubting our commitment to zero harm. In 2025 we have reported a significant reduction in our lost time incident frequency rate (LTIFR) to0.92 accidents per 100,000 hours worked (2024: 2.25 accidents). This result represents our best ever performance and is an excellent achievement. We must not become complacent however, and will continue to strive for further improvement in our quest for zero harm. Each Board member has undertaken training in visible feltleadership (VFL) and safety observations and have utilised these skills in undertaking at least two factory health and safety walks in the year. Inaddition, the Board completed three factory visits as a group. CORPORATE GOVERNANCE The Board remains committed to embedding robust governance principles throughout the Group and keeping pace with evolving regulatory expectations. We strive to maintain a clear and strategic focus, ensuring we deliver long-term, sustainable value for our shareholders through robust oversight and responsible management. Open, rigorous and transparent discussions on key strategic issues, potential risks and emerging opportunities are fundamental to our Board’s decision- making process, always considering the interests of all stakeholders. Nigel Lingwood Chair 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 11 #### Chair’s Statement continued ![]() SIGNIFICANT PROGRESS We are pleased with the progress we have made over the past year. Capitalising on only a modest improvement in market conditions, wehave outperformed the wider industry. Demand from the new buildhousing sector improved a little during 2025, while the Repair, Maintenance and Improvement (RM&I) market remained subdued, withlittle sign of recovery. Against this mixed backdrop, the business has demonstrated resilience, delivering a strong financial performance and continued strategic progress. 2025 PERFORMANCE Revenue for the year ended 31 December 2025 increased by 12.1% to£386.0m (2024: £344.3m), primarily driven by higher sales volumes. Adjusted EBITDA rose by 18.5% to £61.6m (2024: £52.0m) while adjusted profit before tax increased by 62.9% to £36.0m (2024: £22.1m). Adjusted earnings per share (EPS) was 12.6p (2024: 7.6p). Importantly, net debt before leases reduced to £55.7m (2024: £84.9m) driven by anadjusted operating cash flow of £68.7m (2024: £60.1m) reflecting the consistent cash-generating capability of our business. OUR STRATEGY Our strategy remains focused on delivering long-term earnings growth. Inspired by our purpose, to Help Create Lasting Legacies, and driven byour vision to be both Brilliant Today andAhead of Tomorrow. Our organisation is fully aligned around our strategic imperatives with each individual understanding the part they playand how they contribute to our future success. • Strengthen the Core: Selective organic investment where appropriate to add capacity or enhance efficiency in our core business; • Beyond the Core: Expanding our product range beyond our traditional focus of mainstream residential construction, focusing on new and evolving solutions including brick slips and façade systems; These are supported by our strategic enablers: • Sustainability: Making our business more sustainable in everything wedo; and • Safety and engagement: Safety remains our number one priority andthrough prioritising employee engagement we willmaximise the potential of our workforce. STRATEGIC PROGRESS During 2025, we continued to Strengthen our Core. At our Desford brick factory, both kilns ran simultaneously for the first time, increasing production output and efficiency. The redevelopment of our Wilnecote factory is virtually complete, and commissioning of a new specification focused product range is underway. This will enable us to regain and grow our position in the commercial and specification markets. Beyond the Core, we successfully launched our Omnia extruded brick slip range at Accrington. Combined with our Omnia mechanically fixed façade system, these products position us to increase our share of thegrowing façade market and ensure brick remains a relevant and attractive choice for multi-family and high-rise developments. Sustainability and innovation remain key drivers. In collaboration with apartner, we have industrialised the production of calcined clay, a low- carbon cement substitute derived from our London Brick production waste. This material is already in use in our own concrete products and will shortly be available commercially through our partner. This initiative represents a first step leveraging this material and we are considering opportunities to expand this by utilising virgin clay. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 12 #### Chief Executive’s Statement ### A YEAR OF ### PROGRESS “Our Wilnecote brick factory is #### nearing completion, commissioning #### a new specification focused #### product range.” Neil Ash Chief Executive Officer ![]() CAPITAL ALLOCATION Whilst retaining leverage of under 1.5 times adjusted EBITDA, our capital allocation priorities are designed tomaximise stakeholder value and facilitate the delivery of our strategy over the medium-term. Selective strategic organic capital investment to deliver attractive returns Strategic investment in our manufacturing base has been central to ourprogress. Over the past six years we have invested approximately £140m in new brick and brick slip manufacturing capacity, modernising our asset base, increasing our brick manufacturing capacity by 15%, improving efficiency and reducing carbon emissions. Looking ahead, we now expect lower levels of capital expenditure in the coming years, whilst still progressing a potential investment in our aircrete business, ensuring we retain both our market position and competitiveness. Weintend to mitigate capital outlay by maximising the value we derive from our property assets. We are presently investing around £1.5m in a dedicated brick slip cutting facility at our Measham site complementing our Omnia range ofextruded brick slips with cut slips, ensuring we can meet all our customers' needs. This new facility is expected to be operational by the end of 2026. Alongside modest strategic investment, we expect annual maintenance capital spend of up to £15m in the medium-term whilst retaining theability to flex this as appropriate. In the short-term we expect maintenance capital spend to remain below this figure. Attractive ordinary dividend with a coverage of approximately 2xearnings We will retain an attractive dividend policy, distributing approximately 50% of adjusted earnings. As our markets improve and earnings recover, we expect our dividend to progressively increase. The Board is recommending a final dividend of 4.3p per share (2024: 2.0p) which, in addition to the interim dividend of 1.9p per share paid inOctober (2024: 1.0p), will bring the total dividend to 6.2p per share, more than double the prior year figure (2024: 3.0p). Subject to approval by shareholders, the final dividend will be paid on 6 July 2026 to shareholders on the register as at 12 June 2026. Supplementary shareholder returns as appropriate With leverage now returned to normalised levels, comfortably below our targeted maximum, and reflective of our lower capital investment requirements in the near-term, the Board intends to commence the return of capital to shareholders. We are announcing a programme ofshare buybacks returning approximately £20m to shareholders through the remainder of 2026. The intention is that this programme will continue beyond the end of this year although the Board will keep this under review. Bolt-on acquisitions as suitable opportunities ariseto accelerate our growth, particularly Beyond the Core We will continue to explore M&A opportunities that align with our strategy. With our core markets being highly consolidated, any M&A ismore likely to focus upon accelerating growth Beyond the Core. EXIT FROM NON-CORE BUSINESSES During the year, we also took the decision to exit two non-core businesses: the Formpave block paving business and the Bison Bespoke Precast operation. Both faced challenging trading conditions with limited prospects for improvement. The Formpave factory required significant capital investment, and neither business had been profitable in recent years despite multiple attempts to address this, leaving uswith little choice but to exit. Closing any business is never easy and Iextend my sincere thanks and best wishes to all those affected by these closures. The Group retains the freehold site formerly occupied by Bison Bespoke, which carries significant value that we intend to monetise in support of our strategic priorities. EXCELLENCE PROGRAMMES Operational excellence continues to be a cornerstone of Forterra’s performance. Our Sustainable Operational Excellence (SOE) programme, launched in 2025, equips leaders with the skills, habits, and behaviours needed to embed continuous improvement across ourfactories. SOE supports annual cost reduction targets, aiming toreduce cost of sales by 2%, and will be rolled out across all our manufacturing facilities over the next two-to-three years. Commercial excellence also remains central to our strategy. We have refined our route-to-market to meet customer needs and strengthen margin resilience. Pricing discipline, specification-led selling and enhanced customer engagement have allowed us to deepen relationships with housebuilders, merchants, distributors, and contractors. The introduction of Net Promoter Score measurement across key customer groups confirms the value we add through consistent, reliable service and expertise. CULTURE AND ENGAGEMENT Culture and engagement are at the heart of our long-term success. Weachieved a record 85% participation rate in our latest Gallup employee engagement survey and our overall engagement score increased to 3.83. This reflects the commitment, pride, and professionalism of our people. During 2025, we focused on embedding our purpose and values into everyday behaviours. A new values-led recognition scheme encouraged colleagues to acknowledge peers whose actions exemplify Forterra’s values, reinforcing integrity, collaboration, and excellence. We also launched Forterra Academy, a new learning management system, improving access to training and development across the Group. These initiatives empower employees to grow, innovate, andcontribute meaningfully to the business, strengthening both retention and capability. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 13 #### Chief Executive’s Statement continued ![]() HEALTH, SAFETY AND WELLBEING Our commitment to health, safety and wellbeing is unrelenting. I am pleased that we have delivered a strong safety performance in 2025 with a 60% reduction in lost time accidents. Our Lost Time Incident Frequency Rate (LTIFR) fell to its lowest ever level at 0.92 incidents forevery million hours worked (2024: 2.25 incidents). 2025 saw the launch of our Base to Brilliant programme which is focused on delivering best in class standards and compliance across our manufacturing facilities, with our first sites achieving bronze status in 2025. We have extended our Visible Felt Leadership programme toaround 200 managers focused on creating a strong safety culture through leaders being visible on the factory floor and having positive safety conversations with employees. We have also focused upon positive engagement around safety with our employees through dedicated safety days run at each factory. SUSTAINABILITY Sustainability continues to guide our innovation efforts. Recognising that our housebuilding customers increasingly focus on embodied carbon per home, we now monitor and report carbon emissions per square metre of product alongside our previous weight based measures. We are developing lighter, more efficient products reducing raw material use, energy consumption, and distribution emissions, allowing us to demonstrate meaningful progress in lowering our carbon footprint despite the significant operating inefficiencies that the weak demand environment forces upon us. We will continue to collaborate with customers to ensure our innovation and sustainability initiatives deliver tangible value across the supply chain. CURRENT TRADING AND OUTLOOK 2025 ended with subdued market conditions which have continued into early 2026, with exceptionally wet weather making it difficult to assess the strength of our underlying markets. UK domestic brick despatches in January 2026 were 8% below the 2025 comparative. With current activity tracking behind 2025 levels, it is expected that demand will be weighted towards the second half. We expect the operating leverage benefits of increasing production at Desford and Wilnecote to be broadly offset by the impacts of production reductions elsewhere as we continue to actively manage inventory levels. We are currently concluding our annual pricing negotiations with our customers and expect to recover the modest cost inflation we currently face. Accordingly, without the further benefit of a meaningful recovery indemand and assuming no prolonged impacts from the situation in theMiddle East, we currently expect our 2026 adjusted EBITDA to be slightly ahead of 2025. Looking beyond 2026, market fundamentals remain attractive with ashortage of housing, a strong desire within Government to address this, and a constrained supply of essential building products. The Board remains confident that our recent investments in new production capacity leave the Group well placed to benefit from the market’s structural growth drivers and a sustained recovery when it occurs. CONCLUSION I would like to thank all colleagues for their dedication and commitment throughout 2025, particularly those affected by the exit from our non-core businesses. I also extend my gratitude to shareholders andpartners for their continued support as we execute our strategy and deliver value responsibly and sustainably. In summary, 2025 has been a year of progress, resilience, and strengthened culture. Through disciplined investment, operational andcommercial excellence, and a focus on people and sustainability, Forterra is well-positioned to achieve long-term growth and continue creating lasting legacies. Neil Ash Chief Executive Officer 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 14 #### Chief Executive’s Statement continued ![]() OUR MARKETS Overall, we saw a modest improvement in the demand for our products during 2025, although it was a year of two halves. The first half of the year saw strengthening demand but this slowed in the second half of theyear, largely driven by uncertainty caused by the late Budget and thelong-running speculation as to its contents. UK domestic brick despatches as published by the Department for Business and Trade (DfBT) increased by 6% relative to 2024, however in line with our own experience, demand softened in the second half, with despatches 4% below the first half, and 3% below the second half of 2024. National House-Building Council (NHBC) data suggests that new home registrations increased by 11% in 2025 demonstrating some modest recovery, although build levels remain well below normal levels and demand from the Repair Maintenance and Improvement (RM&I) sector remained muted. Imports of bricks into the UK recorded a modest increase during the year, remaining broadly flat as a percentage of total brick consumption at approximately 20%. With 2025 total UK brick consumption standing at approximately 1.8billion bricks (2024: 1.7 billion), demand remains almost 30% belowthe2022 figure of 2.5 billion. BRICKS AND BLOCKS SEGMENT We possess a unique combination of strong market positions inboth clay brick and concrete blocks. We operate eight brick factories in seven locations across the country with a total installed production capacity of approximately 600 million bricks per annum. Alongside a range of products ideally suited to new build housing, we are the only manufacturer of the iconic and original Fletton brick sold under the London Brick brand. Fletton bricks were used in the original construction of nearly a quarter of England’s existing housing stock and are today used to match existing brickwork by homeowners carrying out extension or improvement work. Our clay reserves are the foundation that our brick business isbuilt upon and are the primary raw material used in manufacturing our bricks. Each of our brick factories is located adjacent to a quarry supplying locally sourced clay directly intothe manufacturing process. Sourcing material locally is sustainable and therefore preferable wherever possible as it avoids the costs and carbon emissions associated with transportation. Our mineral reserves also provide anatural barrier, reducing the threat of new entrants entering the market as the planning process to secure consent for a ‘green-field’ quarry and associated brick factory can take as long as 10 years. Allofthe new brick factories built in the UK over the last two decades, if not longer, have been redevelopments of existing locations utilising established quarries. We have access to over 90 million tonnes of minerals, and on average these reserves are sufficient to sustain manufacturing operations for approximately 50 years. The majority ofour minerals are owned, although a small amount are secured by way of lease with a royalty payable at the point of extraction. We are also a leader nationally in the aircrete block market. Under theThermalite brand, we operate two block facilities in the Midlands and South of England. In addition, our aggregate block business hasaleading position in the important South East and East of England markets where it has two well-located manufacturing facilities. Trading and results The performance of the Bricks and Blocks segment was principally drivenby the demand dynamics outlined above. Bricks and Blocks sales revenues were £307.7m, 11.2% ahead of the prior year (2024: £276.7m). Segmental adjusted EBITDA was £56.9m, a 16.1% increase on the prior year (2024: £49.0m). Adjusted EBITDA margin was 18.5% (2024: 17.7%). The improved EBITDA margin benefits from operating leverage as volumes increased, whilst also reflecting the headwinds of being broadly unsuccessful in our attempts to deliver brick price increases, alongside continuing to operate significantly below full capacity utilisation. Sales volumes Our brick despatches showed solid growth, outperforming the wider market. Of the different market segments that we service we carry thegreatest exposure to new build housing. It is this segment that has driven the wider growth in the market during the year. As a result of ourfocus on housebuilding, we somewhat mechanically suffered a loss ofbrick market share in 2023 as our major housebuilding customers quickly curtailed their build programmes in response to a sudden decline in demand. With the same major housebuilders increasing their brick consumption in 2025 and our footprint weighted towards extruded brick, our market share has recovered back to historical levels. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 15 #### Business Review Bricks and Blocks 2025 £m 2024 £m Revenue 1 307.7 276.7 Adjusted EBITDA 2 before overhead allocations 81.6 66.2 Overhead allocations 3 (24.7) (17.2) Adjusted EBITDA 2 56.9 49.0 Adjusted EBITDA 2 margin before overhead allocations 26.5% 23.9% Adjusted EBITDA 2 margin after overhead allocations 18.5% 17.7% 1. Revenue is stated before inter-segment eliminations. 2. Adjusted EBITDA is an APM, as explained within note 31 to the Consolidated Financial Statements. 3. Overhead allocations are costs centrally incurred by the Group, includinggeneral administrative expenses. Neil Ash Ben Guyatt ![]() Current affordability challenges place the greatest pressure on the housing market in the South East of England where soft mud brick is most prevalent. It is in the Midlands and Northern England where we have seen a stronger recovery in housing starts increasing demand for extruded bricks. Also, imported bricks are primarily soft mud products, which therefore has a greater impact on demand for domestically produced soft mud bricks. Our manufacturing footprint is well suited to current demand. UK brick manufacturing capacity is split approximately 65% extruded and 35% soft mud, with domestic despatches in recent years being approximately two thirds extruded, one third soft mud. Our own brick production footprint (excluding the unique London Brick) is 80% extruded, and 20% soft mud, with only a single highly efficient soft mud factory in our estate. Trade association data suggests that domestic extruded brick despatches grew by 9% in 2025, whereas soft mud demand actually fell by 1%, benefitting Forterra. In addition, with limited house price growth and the housebuilding sector facing pressure on their margins, housebuilders may seek to reduce build costs by electing for cheaper extruded bricks over soft mud. Demand for our aircrete and aggregate block products actually fell slightly relative to 2024. The aircrete market stabilised following the prior year competitor supply challenges from which we benefited, and our aggregate block business continued to experience weak demand by virtue of its exposure to the South East market and also the multi- family residential market which was heavily impacted by delays associated with the Building Safety Regulator. Pricing and costs We saw the continuation of a relatively benign cost base throughout 2025. Unit gas costs continued to moderate as a result of market movements and our strategy of forward purchasing in order to reduce price risk, however increased usage associated with higher production resulted in the overall cost of gas being in line with the prioryear. Our electricity spend in the year benefited from our solar power purchase agreement (PPA) which was signed in 2022. With the solar farm commencing generation in 2024, we began benefitting from the long-term competitive rates in April 2025 resulting in a year-on-year reduction in our electricity cost. Brick pricing during the year was stable. With no meaningful price increases delivered since 2022, our intention had been to increase selling prices to offset inflation. Unfortunately, challenging market conditions and competitor behaviours determined that these price increases did not hold inthe market, as we needed to ensure our pricing remained competitive. In addition, with much of our volume growth being in extruded brick, we also experienced an adverse price mix as cheaper bricks represented a larger proportion of our sales. Pricing in aircrete was more positive with increases delivered to all customers, although aggregate block remained highly competitive. Operations Our operational focus through 2025 was to ensure production remained aligned with demand, something that proved challenging with differing and shifting demand dynamics across our product range. Strong demand for extruded bricks led to our ramping up production at the Desford brick factory where during the autumn we commenced running both kilns simultaneously for the first time. Adding just 25 additional roles ultimately facilitates a doubling of output, significantly enhancing the factory's efficiency relative to a single kiln operation. Thisrepresents a key step in Desford’s journey as we seek to increase output towards its design capacity of 180 million bricks per annum. During the year we also increased production of aircrete blocks in response to growing demand in the first half. Demand increases have not been uniform however and regrettably, atthe beginning of 2026 we have announced reductions in production of London Brick and aircrete blocks. In the case of aircrete, this has reversed some of the increase implemented in 2025. These actions have regrettably led to modest numbers of redundancies in early 2026. Looking ahead, with continued uncertainty, weneed to retain our agility and will act to ensure that production continues to remain aligned with sales. Closure of non-core operations During the year we made the decision to exit our two non-core businesses, one of which, being the Formpave concrete block paving business, is included within our Bricks and Blocks segment. With 2024 full-year revenue of £5.9m, Formpave was a small non-core part of the segment, contributing around 2% of segmental revenue. The business broke even in 2024 and was loss-making in the current year. With the landscaping market remaining particularly challenging and the factory requiring significant capital investment to remain operational, we opted to exit this sub-scale business. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 16 #### Business Review continued ![]() Bespoke Products 2025 £m 2024 £m Revenue 1 81.0 71.5 Adjusted EBITDA 2 before overhead allocations 10.9 7.3 Overhead 3 allocations (6.2) (4.3) Adjusted EBITDA 2 4.7 3.0 Adjusted EBITDA 2 margin before overheadallocations 13.5% 10.2% Adjusted EBITDA 2 margin after overheadallocations 5.8% 4.2% 1. Revenue is stated before inter-segment eliminations. 2. Both EBITDA and adjusted EBITDA are APMs, as explained within note 31 to the Consolidated Financial Statements. 3. Overhead allocations are costs centrally incurred by the Group, includinggeneral administrative expenses. BESPOKE PRODUCTS SEGMENT The Bespoke Products segment consists of our Bison Precast flooring business. Our products comprise beam and block flooring, including Jetfloor, which was the UK’s first suspended ground floor system to use expanded polystyrene blocks combined with a structural concrete topping to provide high levels of thermal insulation. As well as this, wemanufacture and supply hollowcore floor alongside accompanying staircases and landings for use in the upper floorsof multi-family and commercial developments. During the year we exited the Bison Bespoke Precast operation. Thisbusiness manufactured a range of non-flooring structural precast components. The Bison flooring business is unaffected by this decision and remains an integral part of the Group’s core operations. Trading and results With Bison precast concrete flooring accounting for much of this segment’s revenue during the year, the performance of this segment remains closely correlated with Bricks and Blocks. Segmental turnover in the year increased by 13.3% to £81.0m (2024: £71.5m) driven by strong demand for both our beam and block and hollowcore products. Segmental adjusted EBITDA stated before allocation of Group overheads was £10.9m (2024: £7.3m). This segment delivered anexcellent performance in the year, ahead of the levels delivered in2022 when market demand was much stronger. After an allocation of Group overheads of £6.2m (2024:£4.3m), thesegment's adjusted EBITDA was £4.7m (2024: £3.0m). We have retained a consistent allocation of central overhead costs based on revenue although, in reality, the level of overhead directly attributable to this segment is likely to be lower. Sales volumes Linked to an increase in housebuilding activity, we experienced astrong growth in demand for both our Jetfloor beam and block flooring system and our hollowcore products during the first half of theyear, although demand softened in the second half of the year. Pricing and costs Both our selling prices and cost base remained relatively stable during the year. Margins improved reflecting both increased activity levels and the associated benefit in operating efficiency, alongside the benefits enabled by product innovation as we developed our products to meet customer needs in a more cost-effective manner. Our Sustainable Operational Excellence (SOE) programme continued to yield cost savings. Closure of non-core operations As outlined above, we exited our non-core Bison Bespoke Precast operation during the year. Manufacturing a range of non-flooring structural precast components, Bison Bespoke Precast generated revenue of £9.7m in 2024, accounting for around 14% of segmental revenue. This business had struggled to exceed break even performance for a number of years and several attempts to improve upon this performance had not been successful. The freehold factory site is owned by the Group and holds significant land value that we intend to monetise in support of our wider strategic and capital allocation priorities. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 17 #### Business Review continued Neil Ash Chief Executive Officer 10 March 2026 Ben Guyatt Chief Financial Officer ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 18 #### Business Model Our Purpose HELPING CREATE LASTING LEGACIES #### A BUSINESSBUILT ON Long-term clay reserves Our brick business is built upon our clay reserves. Engaged teams Our people power ourperformance. Close to our customers We have longstanding relationships with our supplychain partners andcustomers. Leading brands One of our key assets isour brands. Operational scale Our network of efficient, high-capacity brick factories ensure we have the ability to meet the needs of our customers. Leading class service anddistribution Our distribution fleet and customer facing teams ensure the best customer experience. #### SOURCE Clay reserves equivalent to approximately 50 years production #### DISTRIBUTIONAND SERVICE Focused on delivering the best customer experience #### COMBINED WITHOUR ACTIVITIES → See our Section 172 Statement on pages 23 and 24 #### MANUFACTURE A leading manufacturer of bricks, blocks and precast concrete flooring #### CREATING VALUEFOR OUR STAKEHOLDERS Shareholders An attractive dividend policy, supported by strongcash generation overthe medium-term. Suppliers We work collaboratively withoursupply partners toensure valueis deliveredthroughout oursupply chain. Customers By continuously engaging with ourlongstanding, loyalcustomer base, weoffer industry-leading customer service. Employers We invest in our people to build a skilled, motivated workforce that supports strong and sustainable business performance. Communities We supply the materials tobuild sustainable communities, creating localemployment and ensuring we dobusiness ina sustainable way. 1,094 No. of suppliers 28% NPS score +10% Improvement inemployee engagement £71k Charity donations madein the year 6.2p Total dividend ![]() OUR MARKETS Our products are predominantly used in residential construction withinthe UK. As such, demand for our products is directlylinked tolevels ofUK residential construction activity. Levels of,and growth in, construction activity are influenced by macroeconomic factors, including general economic prosperity, consumer confidence, Government policy, houseprices, interest rates and mortgage availability. In recent years, higher interest rates have impacted housing affordability, in turn causing reduced demand for properties and, asaresult, limiting the demand for our products. The UK construction market is typically segmented into new build andrepair, maintenance and improvement (RM&I), with each category split between residential and non-residential sectors. In 2025, over 90% of the Group’s revenue was derived from the residential sector. This percentage is likely to increase in the near-term following the decision to exit our non-core Bison Bespoke Precast andFormpave block paving businesses. Recent investments in our Wilnecote brick factory and the Accrington brick slips facility will, over time, allow us to increase our exposure tothe non-residential commercial and specification sector reducing ourreliance on residential construction alone. The Group’s revenue can also be split between residential new build and RM&Iapplications with 67% attributed to new build and 25% to RMI during2025 with the balance driven by non-residential applications. OUR PRODUCTS Whilst bricks is the largest part of our business representing around 50% of our revenues in 2025, it is important to recognise the importance of our block and precast concrete products which togethercontributed the remaining 50% of revenue. Our block and precast products are sold into the same markets as brickwith our aircrete blocks and the Jetfloor beam and block insulated flooring system being almost exclusively used in single-family residential applications. Our aggregate blocks are used in a wide range of applications including single-family housing but also multi-family apartment buildings, with our hollowcore flooring products also sold into this market. When looking at market data for each of our product groups, the brick market has the greatest level of market data available to us, both publicly through Government data published by the Department for Business and Trade (DfBT), the Office for National Statistics (ONS) andHis Majesty’s Revenue and Customs (HMRC) along with confidential data provided by our trade associations. Accordingly, withour products predominantly being sold into the same residential construction markets, we often utilise the comprehensive brick market data at our disposal asa proxy for the wider market for our products. GEOGRAPHIC AND PRODUCT SEGMENTATION The brick, aircrete and flooring markets are largely national in nature, with products transported significant distances across the UK. Incontrast, aggregate blocks have a lower value-to-weight ratio andaretherefore more localised, with our market position primarily concentrated in the South East. While block and precast concrete products are generally standardised and not factory-specific, each of our brick factories produces bricks tailored to its local clay reserves. This makes the output from each site distinctive and, in most cases, not directly interchangeable with bricks from other factories. The UK brick market comprises three main product types, each defined by its manufacturing method: • Extruded (wire-cut) bricks are formed by forcing clay through adieandcutting it into uniform units, resulting in precise edges andaconsistent appearance; • Soft mud bricks are produced by throwing or pressing clay into moulds, replicating traditional handmade techniques and creating arustic, textured finish; and • Fletton bricks, unique to Forterra and sold under the London Brick brand, are manufactured using a pressed process with specific clay and specialist kilns. Particularly popular in the post-World War II period, they were used in the construction of approximately 20% ofEngland’s housing stock. They remain a premium choice today, especially for extensions where matching existing brickwork isimportant. Historically, soft mud bricks were most common in the South and South East, while extruded bricks dominated the Midlands and North. However, as the number of factories has reduced and distribution hasbecome national, these regional distinctions have diminished. Softmud bricks are more expensive to manufacture and typically command a premium over extruded bricks. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 19 #### Market Overview ### SUPPLYING ### RESIDENTIAL ### CONSTRUCTION ![]() UK HOUSING MARKET The residential construction sector in the UK comprises private andpublic (social) housing and includes both new build and RM&I of existing properties. New build activity is generally measured by thenumber of housing registrations or starts and thenumber ofhousing completions. According to estimates provided by the Construction Products Association (CPA), GB housing starts in 2025are expected to be approximately 135,000 homes compared to 127,000 in 2024 and still well below the 209,000 in 2022. The National House-Building Council (NHBC) also publish data on housing registrations, starts and completions. Whilst they do not cover the whole market, their data provides the most timely indication of market development. The latest publicly released data reports that newhome registrations increased by 11% in 2025, demonstrating somemodest recovery, although build levels remain wellbelow normalised levels. The new build housing market is known for its cyclicality and as such, we remain confident that demand for housing will recover from its current lows with a supportive government seen as a positive. We view the Government’s commitment tomaterially increase housebuilding, with 1.5 million new homes promised over the course ofthis five-year Parliament, equating to 300,000 new homes per annum as a positive. Although, based on current run rates it is extremely unlikely that this target will be met. The last time the UK built close to 300,000 homes per annum was inthe 1970s, when around half of the homes constructed were social housing. To be successful in meeting their targets, the Government willlikely need to deliver a significant increase inthe construction of social housing. BRICK IMPORTS Under normal market conditions the UK brick market is subject to adeficit of supply, with domestic manufacturing capacity of just over 2.0 billion bricks annually compared to consumption in 2022 of over 2.5 billionbricks. This shortfall is met by imported bricks, most notably from continental Europe. In 2022 around 570 million bricks, representing around 23% of consumption, were imported into the UK. In 2025 this figure had fallen to around 350 million bricks (c.20% of consumption). Imports (primarily from the Netherlands and Belgium) remain persistent for three key reasons. First, some products are architecturally distinctive, and UK manufacturers cannot supply them. Second, customers, mindful of past shortages that are likely to recur as the market recovers, wish tomaintain import channels. Third, the continental European market is equally, if not more, challenging than the UK; European producers may export bricks to the UK to keep factories running, even when profits after shipping are minimal. Importsare heavily skewed toward soft mudproducts – the segment to which Forterra has the least exposure. Beyond brick, there is little import competition with our products, smallamounts of aircrete are imported from continental Europe and Northern Ireland, and some precast concrete flooring is also imported from Northern Ireland. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 20 #### Market Overview continued ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 21 #### Market Overview by Construction Sector ### IN 2025 BOTH BRICKS AND PRECAST FLOORING ### EXPERIENCED DEMAND GROWTH DRIVEN BY NEW HOUSING NEW RESIDENTIAL • Overall there was a strong start to 2025 followed by weaker growth in the second half. • Single family housing (+14%) was much stronger than the apartments sector (-2%) where high rise construction continues to be impacted by delays linked tothe new Building Safety Regulator. • According to the NHBC, regions of higher housing affordability such as the West Midlands (+29%) and Eastern England (+24%) experienced strong growth in registrations. • Growth in registrations was more modest inthe South East (+7%) where housing affordability remains low. London was particularly weak (-27%) given the additional headwinds associated with the Building SafetyRegulator. HOUSING RENOVATION • Inflation and interest rates continue to suppress the Repair, Maintenance and Improvement market particularly for larger householder investments like extensions which drive demand for our London Brick range. • We track levels of approvals for large householder extensions as a key indicator of demand (ratherthan the broader indicators of housing repair, maintenance and improvement). RM&I (extensions) +3% NON-RESIDENTIAL • The non-residential sector experienced solid growth in construction new orders during 2025. • Public sector projects including education and health grew 17% whilst the private commercial sector, including offices and retail, grew by 7%. Non-residential new orders +7% Total Housing Houses +11% +14% Apartments -2% HOUSEHOLDER EXTENSIONS NON-RESIDENTIAL NEW (£m) HOUSING REGISTRATIONS (NHBC) ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 22 #### Market Overview by Product Group ### BRICK DEMAND ROSE 6% IN 2025 BOOSTED ### BY SINGLE-FAMILY NEW HOUSING GROWTH BRICKS • Domestic brick despatches increased by 6%in 2025, largely due to increased new housebuilding. • There were however significant variations in growth depending on the brick types and the market segments which they primarily serve. • We saw strong growth for our extruded bricks which are used primarily for new housing. • Demand for both Fletton and soft mud bricks was less strong with Fletton being reliant onhousing improvement, and, in the case ofsoft mud, new housing in the South East, where affordability continues to constrain growth. With imported brick primarily comprising soft mud product, this may have also constrained demand. BLOCKS • Strong demand for aircrete during H1 was driven by growth in new housing with supply shortages across the industry in H1. • Whilst the overall market for aggregate blocks grew modestly in 2025, our geographical focuson Southern England means our sales were impacted by weaker market conditions, particularly in London where commercial projects have experienced delays linked to theBuilding Safety Regulator. UK Block Deliveries -2% PRECAST CONCRETE FLOORING • As with extruded bricks, our Bison precast flooring business experienced high levels of growth in the year (particularly in the first half of2025) driven by new housing demand. • Unlike bricks and blocks, industry statistics arenot available, however growth closely tracksthatof new housing with double digit growth insales volumes of both our floor beam and hollowcore products in 2025. UK BLOCK DELIVERIES (000m 2 ) UK BRICK DELIVERIES & IMPORTS (BILLIONS) Forterra floor beam sales 30,000+ new homes in 2025 Domestic Brick Despatches +6% ![]() We are committed to engaging with allof our stakeholders, ensuring that strong relationships arebuilt and maintained. Theserelationships are essential to our ongoing success. Our key stakeholders are at the core of everything we do. The Board remain fully appreciativeofthe impact of our strategy and business model across our stakeholder groupandrecognise that different stakeholders may have opposing views. More information about our strategy can be found on pages 6 to 8, and the business modelcan be found on page 18. The following details engagement across our stakeholder group, both throughout thebusiness and at Board level. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 23 #### Section 172 Statement Engaging with Our Stakeholders PEOPLE We aim to create an engaging workplace, attracting and retainingtalented people CUSTOMERS Our customers are essential to our business, and evolving tomeettheir changing needs is core to our success Aligning with our values: Aligning with our values: Business engagement • Provision of regular employee updates across a number of channels including social media, featuring regular podcasts fromthe CEO andother members of theExecutive Committee • CEO Neil Ash conducts regular face to face ‘town hall talks’ aswell as a roadshow visiting all sites • Our Employee Forum gives employees the opportunity to engage directly with senior leadership, including members oftheBoard • Monthly management briefings equip local management to disseminate information to the wider workforce on a face-to- facebasis • Over 180 managers including the Board and the Executive Committee have completed Visible Felt Leadership training and regularly undertake safety conversations across the business Business engagement • Our commercial team continually engages directly with customers, and our sales office form the first point of customer contact • Regular, often weekly, structured meetings with customer procurement teams to review forward orders, availability and anyservice issues • Clear communication was vital in a period where we saw differing demand dynamics for different products with limited inventories ofcertain in demand products Board engagement • Board members undertake regular health and safety walks aswellas full Board site visits, presenting the opportunity for 1-1engagement • Supplementing the health and safety walks, each Director engages inVisible Felt Leadership (VFL) conversations and safetyobservations • Martin Sutherland (Non-Executive Director) attended the Employee Forum which met quarterly during year • Defining culture and leading from the top is a key Board priority • The Board meets with senior managers at Board meetings, workshops and working dinners Board engagement • Executive Directors regularly meet with customers • Annual corporate event held where the Chair and Non-Executive Directors are able to meet withkey customers, gaining insight intotheir perspectives Outcomes The Employee Forum met on a quarterly basis, discussing a range of topics including our excellence programmes, health and wellbeing and pay along with charitable giving Outcomes We continued to meet our customers’ requirements. Open and transparent dialogue with our customers regarding their own businesses and their demand projections for our products informed the decisions we needed to make regarding production output OUR VALUES Innovate to lead Pride in excellence Collaborate and care DIRECTORS’ RESPONSIBILITIES IN ACCORDANCE WITHS172(1) OF THE COMPANIES ACT 2006 The Board considers, both individually and collectively, thatit has acted in good faith to promote the success ofthe Company for thebenefit of the Company’s members as a wholeinits decision-making throughout2025. In making a declaration that it has fulfilled its responsibilities in this matter the Board has considered the matters detailed in s172(1) paras(a-f). The table above highlights examples of howthe Directors have satisfied their duty under s172 during the year. ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 24 #### Section 172 Statement Engaging with Our Stakeholders continued SUPPLIERS Working collaboratively with our supply partners to ensure valueisdelivered throughout our supply chain COMMUNITY AND ENVIRONMENT We believe in putting communities at the heart ofeverything wesetout to achieve SHAREHOLDERS The core of our strategy is to create sustainable shareholdervalue Aligning with our values: Aligning with our values: Aligning with our values: Business engagement • Direct engagement with suppliers through the procurement team • Increased forecasting of requirements and management of bottlenecks • The Executive Committee maintains relationships with directors ofthe Group’s key suppliers with discussions covering health, safety and wellbeing and longer-term sustainability goals alongside day-to-day trading Business engagement • Supported numerous local clubs, organisations and charities withdonations through the Forterra Community Fund • We engaged in regular dialogue with local communities acrossourmanufacturing locations • Charity match funding available to employees, aiding fundraisingefforts Business engagement • Results presentations were delivered on release of full-year andinterim results • Meetings were held between management and both current andpotential shareholders • The investor relations section onour website has facilitated easyaccess to announcements, keydates and publications • Our management regularly engaged with the analyst community who then disseminated research to both current and potential shareholders • Shareholder feedback was obtained as part of our Double Materiality Assessment laid out within our Sustainability Report Board engagement • Sustainability is a key priority for the Board and is governed assuch by the Sustainability Committee • Risks to the supply chain including energy procurement areregularly discussed at both Board and Audit and Risk Committeemeetings Board engagement • Board actively involved in sustainability strategy and regularly updated regarding progress in thisarea • Sustainability Committee actively engaged in consideration of both transitional and physical climate risks Board engagement • Our AGM enabled shareholders direct access to the Board • The Remuneration Committee Chair met with a number of major shareholders to discuss the revisions to our Remuneration Policy • We carried out independently facilitated shareholder perception exercise canvassing the views of 15 major shareholders withthisfeedback being key in forming our updated capital allocation priorities Outcomes Managing supply chain pressures through secondary and multiple sources of supply Outcomes • Donated over £70,000 to charitable causes in 2025 Outcomes • Shareholders are kept informed of Group performance • Shareholders fully consulted in the formation of our revised capital allocation priorities and our new Remuneration Policy • Sustainability metrics of decarbonisation and plastic reduction incorporated into ourlong-term incentive Performance Share Plan(PSP) • Enhanced engagement with ESG ratings agencies including CDP • Fully compliant TCFD disclosure continues to develop, ensuring stakeholders are informed of the climate risks facing our business ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 25 #### Key Performance Indicators REVENUE (£m) OPERATING CASH CONVERSION (%) ADJUSTED PROFIT BEFORE TAX (£m) ADJUSTED EPS (PENCE) Definition Revenue represents the sale of our products, net of rebates, discounts and value added taxes. Performance Revenue for 2025 represented a 12.1% increase on the prior year, although varied ataproduct level. Within our Bricks and Blocks segment wesaw our brick volume growth outperforming the wider market, although demand for both aircrete and aggregate blocks was muted, withdespatches falling slightly year-on-year inline with the wider market. Within the Bespoke Products segment we saw strong volume growth for our precast concrete flooring products with pricing remaining stable across our entire product range. Definition Operating cash conversion is calculated as adjusted operating cashflow/adjusted EBITDA. Performance The Group has a long history of strong operating cash conversion although challenging trading conditions impacted this in 2023. Following management actions taken, the Group returned apositive operating cash conversion both in 2024 and 2025 which isexpected to continue in2026. Note: The calculation for this KPI has been amended in the current year to reflect what management feel is a morerepresentative measure of performance. Prior years have been restated to reflect this. The reconciliation for operating cash conversion is shown in note 31 to the Consolidated Financial Statements. Definition Profit before tax adjusted for exceptional items and other adjusting items. Performance Adjusted profit before tax increased by 62.9% vs. the prior year, with a result of £36.0m reported for 2025. This increase was driven by an improved trading performance alongside lower financing costs as a result of a reduction both in the cost and level of borrowings. Definition Basic earnings per share (EPS) adjusted for exceptional and adjusting items. Performance Adjusted EPS was 12.6p, compared with 7.6p in2024. This was largely due to the positive increase in operating profit, with the weighted average of share outstanding at similar levels forboth years. Links: S B 370.4 455.5 346.4 344.3 386.0 115.3 99.8 (9.1) 115.6 111.5 50.7 70.6 31.1 22.1 36.0 17.5 26.4 11.4 7.6 12.6 2021 2022 2023 2024 2025 2021 2022 2023 2024 2025 2021 2022 2023 2024 2025 2021 2022 2023 2024 2025 KEY Link to strategy Remuneration links S Strengthen the Core B Beyond the Core R Remuneration FINANCIAL Links: S B Links: S B R Links: S B R ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 26 #### Key Performance Indicators continued FINANCIAL NON-FINANCIAL NET (DEBT)/CASH BEFORE LEASES (£m) LOST TIME INCIDENT FREQUENCY RATE CLAY CARBON INTENSITY RATIO (CO 2 ePER TONNE) CONCRETE CARBON INTENSITY RATIO (CO 2 e PER TONNE) Definition Net (debt)/cash comprises cash and cash equivalents less thebalance of short and long- term borrowings, excluding leaseliabilities. Performance Net debt before leases totalled £55.7m at 31December 2025, equating to a leverage ofc.1.0 times on a banking covenant basis, andan£29.2m reduction on 2024 (£84.9m), notwithstanding capital spend of £8.3m on ourstrategic projects during theyear. Definition Our lost time incident frequency rate (LTIFR) iscalculated using contracted working hours andisstated as the number of lost time incidents suffered per million hours worked. Performance Our LTIFR was 0.92 incidents for every million hours worked in 2025. This is the lowest LTIFR rate the business has ever recorded and shows our continued focus on zero harm is starting tohave effect. 2025 saw the launch ofour Base to Brilliant programme which is focused on delivering best in class standards and compliance across our manufacturing facilities with our first sites achieving bronze status in 2025. In addition we have now extended our Visible Felt Leadership programme to over 180 managers. Definition It is important to recognise that the amount of carbon we emit is directly related to the volume of product we manufacture. Intensity ratio, defined as CO 2 e per tonne of manufactured product, shows this. We believe the most transparent way of reporting our carbon footprint is to separately report our greenhouse gas intensity ratio (CO 2 e) for our clay and concrete products and that this will provide themost meaningful information from which tomeasure our carbon emissions overtime. Performance Carbon intensity targets were first set in 2010, andbetween 2010 and 2019 decreased by 22%. Since setting challenging targets in 2020 (against a2019 benchmark), we have reduced carbon intensity by 9% in both the clay and concrete businesses. Product mix and production inefficiencies have impacted progress overall however these reductions areapositive illustration ofthe good work we are doing in reducing our emissions footprint, and reflect projects such asthe new Forterra Solar Farm and the new more efficient factory atDesford. Concrete emissions intensity increased marginally in the year reflecting the closure of the Formpave and Bison Bespoke sites and weexpect this to reduce in 2026 and beyond. Whilst we hope to continue this trajectory towards our 2030 target of 33% reduction in clay and 80% in concrete we also acknowledge that at the current rate of and the wider infrastructure challenges around hydrogen usage, this will bechallenging. 238.0 244.9 248.7 239.7 232.4 3.98 3.79 3.24 2.25 0.92 40.9 (5.9) (93.2) (84.9) (55.7) 19.9 20.7 25.6 18.8 19.0 2021 2022 2023 2024 2025 2021 2022 2023 2024 2025 2021 2022 2023 2024 2025 2021 2022 2023 2024 2025 KEY Link to strategy Remuneration links S Strengthen the Core B Beyond the Core R Remuneration Links: S B Links: S B R Links: S B R ![]() We have delivered a strong financial performance in 2025 with all of our key financial metrics seeing improvement. Alongside a strong profit performance in what remains a challenging market, we have again demonstrated the strong cash generation capability of the Group as we reduce our leverage to approximately 1 timesadjusted EBITDA. 2025 RESULTS Alternative performance measures In order to provide the most transparent understanding of theGroup’s performance, we use alternative performance measures (APMs) which are not defined or specified under IFRS. We believe that these APMs provide additional helpful information on how our trading performance is reported and reviewed internally by management and the Board, allowing non-trading items which are less likely to recur to be assessed separately. Management and the Board use several profit-related APMs in assessing Group performance and profitability. These are considered before the impact of exceptional and adjusting items. REVENUE Total revenue of £386.0m represented a 12.1% increase upon the prior year (2024: £344.3m). This increase was primarily driven by increased sales volume. Within our Bricks and Blocks segment we saw our brick volume growth outperforming the wider market, although demand for both aircrete and aggregate blocks was muted with despatches falling slightly year-on-year in line with the wider market. Within the Bespoke Products segment we saw strong volume growth for our precast concrete flooring products with pricing remaining stable across our entire product range. Adjusted earnings before interest, tax, depreciation andamortisation (EBITDA) Adjusted EBITDA was £61.6m (2024: £52.0m) with profitability benefitting from both increased sales volumes and also the greater operating efficiency that this enables. Our business is managed as two segments and we allocate ourcentral overheads to each segment based on a historical revenue-driven allocation mechanism, with central overheads allocated to Bricks andBlocks and Bespoke Products in the ratio 80%:20% respectively. In practice, the allocation of overheads to Bespoke Products exceeds the level of overheads that are directly applicable to this segment. Accordingly, we also disclose the allocation of central overheads to give greater visibility of the underlying profitability of our segments, inparticular Bespoke Products. Bricks and Blocks segmental adjusted EBITDA was £56.9m (2024: £49.0m) and Bespoke Products contributed an adjusted EBITDA of £4.7m (2024: £3.0m). ADJUSTED PROFIT BEFORE TAX Adjusted profit before tax was £36.0m representing an increase of 62.9% on the prior year (2024: £22.1m), with the increase driven by an improved trading performance alongside lower financing costs, which were the result of a reduction in both the cost and level of borrowings. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 27 #### Chief Financial Officer’s Review “A strong financial performance #### with all key financial metrics #### showing improvement.” ### A STRONG ### FINANCIAL ### PERFORMANCE Ben Guyatt Chief Financial Officer ![]() STATUTORY RESULTS On a statutory basis, EBITDA was £48.9m (2024: 54.7m), and profit before tax (PBT) was £23.3m (2024:£24.8m). These results are statedafter the inclusion of adjusting and exceptional items as laid outin this review. OPERATING EFFICIENCY We benefitted from some improvement in operating efficiency during the year with our output of the majority of our products increasing. In response to improving demand for extruded bricks, we have increased output at our Desford factory, running both kilns simultaneously for the first time although, overall our output remains well below normalised levels which creates some inherent operating inefficiency. During 2025 our brick production output ran at approximately 60% of our installed production capacity. Production planning was challenging, with the strong demand seen inthe first half of the year softening somewhat in the second half, necessitating that we keep output levels constantly under review. Regrettably, we announced some modest reductions in both the production of both London Brick and aircrete blocks in early 2026. OPERATING COSTS Our cost base remained broadly stable throughout the year with normal levels of input cost inflation. Unit gas costs continued to moderate as a result of both market movements and our strategy of forward purchasing in order to reduce price risk, however, increased usage associated with higher production resulted in the overall cost of gas being in line with the prioryear. Our electricity spend in the year benefited from our solar power purchase agreement (PPA) which was signed in 2022. The solar farm commenced generation in 2024, but we first benefitted from the long- term contracted competitive rates in April 2025, resulting in a year-on- year reduction in our electricity cost. Looking ahead, we have around 80% of our gas usage secured for the remainder of 2026 with the month of March 100% covered, insulating us somewhat from the current price volatility caused by the situation inthe Middle East. We also have a good level of layered coverage beyond this, with around 70% of our usage secured in 2027 and with coverage reducing through to 2030. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 28 #### Chief Financial Officer’s Review continued Results for the year Revenue EBITDA 2025 £m Adjusted EBITDA 2025 £m Exceptional items 2025 £m Adjusting items 2025 £m 2025 £m Bricks and Blocks 307.7 56.9 (3.4) (6.0) 47.5 Bespoke Products 81.0 4.7 (3.3) – 1.4 Inter-segment eliminations (2.7) Unallocated exceptional items – Group total 386.0 61.6 (6.7) (6.0) 48.9 Results for the prior year Revenue EBITDA 2024 £m Adjusted EBITDA 2024 £m Exceptional items 2024 £m Adjusting items 2024 £m 2024 £m Bricks and Blocks 276.7 49.0 (0.1) 5.6 54.5 Bespoke Products 71.5 3.0 (0.1) – 2.9 Inter-segment eliminations (3.9) Unallocated exceptional items (2.7) (2.7) Group total 344.3 52.0 (2.9) 5.6 54.7 ![]() EXCEPTIONAL ITEMS Exceptional items in the year included impairment and termination costs associated with the exiting of the non-core businesses of Formpave and Bison Bespoke Precast. The total combined exceptional cost of exiting these businesses was £6.7m with termination costs which have been, or will be cash-settled totalling £2.7m with the rest ofcosts being non-cash impairment charges. The decision to exit these non-core businesses is aligned to our long-term strategy, demonstrating disciplined capital management, being both cash flowand margin accretive, avoiding significant capital expenditure atFormpave and releasing a valuable land asset in the case of BisonBespoke Precast, whilst at the same time enabling greater management focus on delivering our strategy of Strengthening the Core and seeking growth through expansion Beyond the Core. ADJUSTING ITEMS In addition to exceptional items, we have also identified further adjusting items, the separate disclosure of which allows us topresent our results in a manner that will allow users of our financial statements to understand the underlying trading performance of the business applying consistent treatments as used by management to monitor theperformance of the Group. Adjusting items in the current and previous year relate to both realised and open energy positions where committed energy purchased by the Group has or are expected to exceed consumption. Where forward energy contracts are expected to be utilised in full,we apply the own use exception within IFRS 9 Financial Instruments and these are not marked to market. Where we have energy in excess of our anticipated needs secured under forward contracts, these contracts do not meet the own use exemption and as such are treated as derivatives and marked to market, resulting in gains and losses as market prices fluctuate. Anyimpact on the profit and loss as a result of this marked to market treatment, along with profits and losses on the sale of surplus energy, are shown as adjusting items. In the year, the Group realised a £1.2m gain in respect of surplus energy sold back to the market, which has been removed from the adjusted results. Alongside this, the Group has removed the marked to market revaluation impact of energy derivatives in the period, with the adjusted results reflecting the cost of energy consumed at the forward purchased rate. This has resulted in a £7.2m benefit in the adjusted versus the statutory results, with this effectively being a matter of timing, with a near reverse adjustment in the prior year. FINANCE COSTS Finance costs were £6.0m (2024: £9.1m) with the decrease driven by areduction in the level of borrowing, alongside a reduction in the interest rate payable, with falling leverage leading to a reduction in the margin payable on our facility, in addition to falls in the headline interest rate. Finance costs are stated net of capitalised interest of £2.5m (2024: £2.1m) in respect of the capital investment projects at Wilnecote andAccrington. Under the terms of the credit agreement, interest is payable according to a margin grid dependent on leverage. Starting witha margin of SONIA plus 1.65% applicable whilst leverage (net debt/adjusted EBITDA, as measured before the impact ofIFRS 16) is less than 0.5 times, rising to a margin of 2.75% ifleverage is greater than 2.5 times. Acommitment fee of 35% of the margin is payable on the undrawn credit facility. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 29 #### Chief Financial Officer’s Review continued Bricks and Blocks Adjusted 2025 £m Statutory 2025 £m Adjusted 2024 £m Statutory 2024 £m Revenue 1 307.7 307.7 276.7 276.7 EBITDA 2 before overhead allocations 81.6 72.2 66.2 71.7 Overhead 3 allocations (24.7) (24.7) (17.2) (17.2) EBITDA 2 56.9 47.5 49.0 54.5 EBITDA 2 margin before overhead allocations 26.5% 23.5% 23.9% 25.9% EBITDA 2 margin after overhead allocations 18.5% 15.4% 17.7% 19.7% Bespoke Products Adjusted 2025 £m Statutory 2025 £m Adjusted 2024 £m Statutory 2024 £m Revenue 1 81.0 81.0 71.5 71.5 EBITDA 2 before overhead allocations 10.9 7.6 7.3 7.2 Overhead 3 allocations (6.2) (6.2) (4.3) (4.3) EBITDA 2 4.7 1.4 3.0 2.9 EBITDA 2 margin before overhead allocations 13.5% 9.4% 10.2% 10.1% EBITDA 2 margin after overhead allocations 5.8% 1.7% 4.2% 4.1% 1. Revenue is stated before inter-segment eliminations. 2. Both EBITDA and adjusted EBITDA are APMs, as explained within note 31 to the Consolidated Financial Statements. EBITDA ispresented above under the statutory heading, being calculated with reference to statutory results without adjustment. 3. Overhead allocations are costs centrally incurred by the Group, includinggeneral administrative expenses. Adjusted profit before tax reconciliation 2025 £m 2024 £m Adjusted profit before tax 36.0 22.1 Exceptional costs Restructuring costs (6.7) (0.2) Aborted corporate transaction – (2.7) Adjusting items Realised gain/(loss) on the sale of surplus energy 1.2 (1.5) Fair value movement on energy contract derivatives (7.2) 7.1 Statutory profit before tax 23.3 24.8 ![]() TAXATION The adjusted effective tax rate (ETR) excluding the impacts of exceptional and adjusted items was 26.2% (2024: 27.1%). The decrease in the ETR is largely driven by the increase in adjusted profit before tax compared to 2024, and therefore the percentage of the permanent non-deductible items against profit is lower. The ETR is higher than the UK main rate of corporation tax due to the permanent impact of non-deductible items such as depreciation on non-qualifying assets. The statutory ETR was 27.1% (2024: 29.5%), with the decrease due to the impact of non-deductible professional fees incurred on an aborted corporate transaction in 2024. EARNINGS PER SHARE (EPS) Adjusted basic EPS was 12.6p (2024: 7.6p). Statutory basic EPS was8.1p (2024: 8.3p). EPS is calculated as the weighted average number of shares in issue during the year (excluding those held by theEmployee Benefit Trust (EBT)) which in 2025 was 211.0 million (2024: 210.6 million). CASH FLOW The Group has a strong history of cash generation and we have delivered another strong performance in 2025. Adjusted operating cash flow totalled £68.7m (2024: £60.1m), a year- on-year improvement of £8.6m. This helped drive a £29.2m reduction in netdebt before leases to £55.7m (2024: £84.9m) after a total capital expenditure of £14.5m including £8.3m on our three strategic projects at Desford, Wilnecote and Accrington. Overall, we saw a favourable £7.8m working capital movement with inventories decreasing by £2.5m with further favourable movements inboth receivables and payables. Cash outflows in respect of adjusting items comprised restructuring costs of £1.8m which were associated with exiting the non-core businesses, offset by receipts from settling surplus gas contracts of£1.2m. The net tax outflow was £1.1m although within this, the Group received a prior year tax refund of £2.3m. The corporation tax charge in respect of 2025 was £4.9m; this liability was satisfied by payments to HMRC of £3.4m and an estimated R&D tax credit claim for 2025 of £1.6m with a refund of £0.1m recoverable at the year end. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 30 #### Chief Financial Officer’s Review continued Cash flow – highlights 2025 £m 2024 £m Adjusted EBITDA 61.6 52.0 Purchase and settlement of carbon credits (0.9) 6.0 Other cash flow items 0.2 (6.5) Changes in working capital – Inventories 2.5 13.8 – Trade and other receivables 3.5 (8.0) – Trade and other payables 1.8 2.8 Adjusted operating cash flow 68.7 60.1 Payments made in respect of adjusted items (0.6) (8.3) Operating cash flow after adjusted items 68.1 51.8 Interest paid (8.0) (10.0) Tax paid (1.1) 0.4 Capital expenditure – Maintenance (6.2) (4.0) – Strategic (8.3) (21.6) Dividends paid (8.2) (6.3) Net cash flow from sale and purchase ofshares by Employee Benefit Trust (0.7) 5.1 Repayment of lease liabilities (6.0) (5.9) Other movements (0.4) (1.2) Decrease in net debt beforeleases 29.2 8.3 ![]() Net payments to the EBT in the year were £0.7m (2024: receipts of £5.1m). Whilst challenging trading conditions have dictated that the Performance Share Plan (PSP) awards due to vest in 2025 and 2026 have not done so, accordingly, the EBT’s current requirement for shares to satisfy vesting awards was diminished. With a significant Save As You Earn award due to vest at the end of 2026, the EBT has recommenced a modest monthly purchase of shares which is funded by the Group. As at the year end, the EBT held 2.2 million shares (2024: 1.9 million shares) with a market value of £4.0m (2024: £3.1m). It remains our policy to provide shares for settlement of our share- based employee reward schemes through open market purchases asopposed to the issue of new share capital. CAPITAL EXPENDITURE The cash outflow in relation to capital expenditure excluding capitalised borrowing costs totalled £14.5m (2024: £25.6m) with strategic capital expenditure totalling £8.3m (2024: £21.6m) with maintenance capital expenditure of £6.2m (2024: £4.0m). Strategic capital expenditure has been focused upon completing the projects at Wilnecote and Accrington with a small spend at Desford. The Accrington project issubstantially complete with the new range ofextruded brick slips successfully commissioned. The Wilnecote project is now nearing completion after a number of supplier driven delays with the commissioning process continuing. Recent maintenance capital spend reflects our balance sheet management and also the temporary reduction in our output. Ourcapital allocation priorities anticipate up to £15m of maintenance capital spend annually over the medium-term, with lower spend in recent years demonstrating our ability to flex this. Our total capex spend in 2026 is again expected to be around £15m, with approximately £8m of this related to the completion of the strategic projects. BORROWINGS AND FACILITIES At 31 December 2025 net debt before leases was £55.7m equating toleverage of c.1.0 times on a banking covenant basis and a £29.2m reduction on 2024 (2024: £84.9m). Net debt after adding lease liabilities of £19.9m (2024: £20.9m) was £75.6m (2024: £105.8m). These leases primarily relate to plant and equipment, in particular thefleet ofheavy goods vehicles used to deliver our products to our customers. After exercising an extension option during 2025, the Group’s credit facility comprises a committed revolving credit facility (RCF) of £170m extending to June 2028. At the year-end a total of £62m was drawn onthe facility, leaving headroom of £108m. The facility is subject to normal covenant restrictions of net debt/ adjusted EBITDA (as measured before the impact of IFRS 16) of less than three times and interest cover of greater than four times. The Group has traded comfortably within these covenants throughout 2025. On exercising the extension of our facility, we elected to remove the link to our long-term sustainability targets, as following the sudden decline inour markets in 2023 and the resultant impact on our efficiency, as a result of missing our targets the sustainability link was actually increasing borrowing and compliance costs. We remain committed to our long- term sustainability journey and the linkage of our financing to these targets did not influence our decision-making in this area. With the announcement of the commencement of a programme of share buybacks and our intention to allocate £20m to the repurchase of shares in 2026, we expect net debt before leases to remain around thecurrent level over the next year. Our net debt does fluctuate seasonally and in line with historical trends our debt levels are likely tobealittle higher at the half year. DIVIDEND The Board is recommending a final dividend of 4.3p per share (2024: 2.0p) which, in addition to the interim dividend of 1.9p per share paid inOctober (2024: 1.0p), will bring the total dividend to 6.2p per share (2024: 3.0p). Subject to approval by shareholders, the final dividend willbe paidon 6 July 2026 to shareholders on the register as at 12June 2026. PENSIONS The Group has no defined benefit pension liabilities. There is adefined contribution arrangement in place and pension costs forthe year amounted to £6.4m (2024: £5.9m). FORWARD-LOOKING STATEMENTS Certain statements in this Annual Report are forward-looking. Although the Group believes that the expectations reflected inthese forward- looking statements are reasonable, we can give no assurance that these expectations will prove to have been correct. Because these statements contain risks and uncertainties, actual results may differ materially from those expressed or implied by these forward-looking statements. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Ben Guyatt Chief Financial Officer 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 31 #### Chief Financial Officer’s Review continued ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 32 IN THIS SECTION 33 TCFD Disclosure Navigation 34 Letter to Stakeholders 36 Double Materiality Assessment 38 Sustainability Framework 39 Planet 52 Product 54 People 59 Our Reporting Detail # SUSTAINABILITY # REPORT ![]() GOVERNANCE Disclose the organisation’s governance around climate-related risks and opportunities. Recommended Disclosure Page a) Describe the Board’s oversight of climate-related risks and opportunities. 49-51 b) Describe management’s role in assessing and managing climate-related risks and opportunities. 49-51 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. Recommended Disclosure Page Describe the climate-related risks and opportunities the organisation has identified over the short, medium, and long-term. 51 Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy, and financial planning. 51 Describe the resilience of the organisation’s strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario. 41-42 RISK MANAGEMENT Disclose how the organisation identifies, assesses, and manages climate-related risks. Recommended Disclosure Page Describe the organisation’s processes for identifying and assessing climate-related risks. 41-42, 51 Describe the organisation’s processes for managing climate-related risks. 51 Describe how processes for identifying, assessing, and managing climate-related risks are integrated into the organisation’s overall risk management. 51 METRICS AND TARGETS Disclose the metrics and targets used to assess and manage relevant climate-related risks andopportunitieswhere such information is material. Recommended Disclosure Page Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy andrisk management process. 47, 59-60 Disclose Scope 1, Scope 2, and, if appropriate, Scope 3 greenhouse gas (GHG) emissions, and the related risks. 40-41, 59-60 Describe the targets used by the organisation to manage climate-related risks and opportunities and performance against targets. 46-47 The Group can state that in accordance with the Listing Rule 9.8.6 R, these Annual Report and Accounts include financial disclosures consistent with TCFD recommendations. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 33 #### Task Force on Climate-related Financial Disclosures (TCFD) Navigation ![]() 2025 presents an important milestone in our sustainability journey. Withmany of the targets established in 2020 now at their midpoint – and others reaching the end of their initial timeframe, this is a valuable moment to reflect on the progress made, capture the lessons learned, and set a clear and credible course for the years ahead. Our long-term focus remains clear and consistent guided by the threepillars of our sustainability framework: Planet, Product and People underpinning our responsibility to act as a good neighbour, aresponsible employer, and a business that creates lasting value forfuture generations. This framework also provides the foundation fordelivering our Climate Transition Plan set out in this Report. We recognise that progress has not been linear and that, in some areas, certain targets may ultimately take longer to achieve than originally anticipated. The pace of technological advancement and the availability of supporting infrastructure required to deliver large-scale decarbonisation to industries like ours has developed more slowly than we had initially anticipated. Today we are actively engaged on a number of hydrogen and carbon capture initiatives although the levels of both private and Government investment and national infrastructure needed to bring these initiatives to fruition suggests that we are unlikely to directly benefit from these game changing technologies before the 2030 target date of our current carbon reduction targets. Just as reduced output and therefore efficiency as a result of continued challenging market conditions acts as a headwind to our financial performance, the same applies to sustainability with many of our sustainability key performance indicators and targets also impacted, something that wasn’t anticipated when we set our targets back in2020. Progressing sustainability initiatives is not always straightforward. Aclear example is our ambition to reduce the amount of plastic used inpackaging our products. While reducing plastic remains an important objective, our unwavering commitment to health and safety means that any change must be assessed through a rigorous safety lens first. In particular, we have carefully evaluated the potential implications ofalternative packaging solutions during transportation, storage andhandling. Even where risks may appear unlikely, we will not compromise on safety standards. Protecting employees, customers and contractors remains our foremost priority, and sustainability initiatives must align with and never undermine that commitment. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 34 #### Letter to Stakeholders “With many of the targets established #### in 2020 now at their midpoint – #### andothers reaching the end of their #### initial timeframe – this is a valuable #### moment to reflect on the progress made, capture the lessons learned, #### and set a clear and credible course #### for the years ahead.” ### ENGAGING WITH ### OUR STAKEHOLDERS ### TO FURTHER ### OUR PROGRESS Gina Jardine Chair of the Sustainability Committee ![]() As expectations and priorities continue to evolve, we took the opportunity during the year to revisit stakeholder perspectives and to undertake ourfirst materiality assessment under double materiality principles. Thisexercise refreshed our original 2020 assessment and provided valuable insight that will directly inform both the replacement oftargets concluding in 2025 and the development of those that extend further into the decade. The engagement and insight gained through this comprehensive process involving customers, suppliers, shareholders along with ourown employees has enhanced our perspectives as to how our stakeholders are approaching decarbonisation. In particular, it has reinforced the importance of considering emissions across the full value chain, rather than focusing solely on our own operations. To support this we have produced Environmental Product Declarations, which includes information on the carbon footprint, for a range of products and this will be extended in 2026. While both absolute emissions and intensity per tonne of product remain important measures, we increasingly recognise that our customers oftenassess emissions per home or by the area of the façade or wall constructed. Many of our initiatives are focused on reducing material use, for example through larger brick perforations or thinner bricks, where the level of emissions falls in line with a reduction in product weight, recognising that our current intensity per tonne measures ofcarbon emissions will not fully reflect the progress being made. For this reason, we are presenting emissions per square metre for façades for thefirst time. This metric better reflects our customers’ perspective and more accurately captures the impact of our near-term emissions reduction initiatives. Product innovation remains central to our sustainability strategy. Theneed for lower-carbon, resource-efficient construction solutions continues to shape how we prioritise research and development, from incremental improvements to existing products to the development ofnew, transformative systems and construction methodologies. In 2025, this focus resulted in the launch of our Omnia extruded brick slips and the associated mechanically fixed façade system, which reduces material use, minimises waste and supports faster, more efficient on-site assembly. We also maintained momentum in the development and adoption of lower-carbon materials, continuing the transition to CEM II cement and further advancing the use of calcined clay derived from processed brick waste. This innovative material is now incorporated into many of our own concrete products, and will soon be available to external users through our partner. We are also continuing to investigate the opportunities, in partnership with others, to expand upon this exciting opportunity by calcining virgin clay. The importance we place on sustainability and the expectations of our stakeholders is reflected by the continued inclusion of a sustainability- related target within the long-term performance conditions applied to our Performance Share awards as part of our Long-Term Incentive Plan (LTIP), the changes to which are laid out in our Remuneration Report. This ensures that sustainability outcomes continue to be directly aligned with executive remuneration and long-term value creation. This Report provides an overview of our key sustainability initiatives andcredentials, highlighting both the progress made during the year and our longer-term sustainability journey. As always, we welcome feedback on our approach, as well as on the relevance, transparency and clarity of our disclosures. Gina Jardine Chair of the Sustainability Committee STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 35 #### Letter to Stakeholders continued ![]() Having first conducted a materiality assessment in 2020, the midpoint of our 2030 target period in 2025 offered an opportunity to revisit what matters most to our stakeholders. We have chosen to do this through an EU Corporate Sustainability Reporting Directive (CSRD) aligned Double Materiality Assessment (DMA). BASIS OF PREPARATION With assistance from third-party consultants, we have performed aDMA in alignment with the CSRD. This voluntarily applied CSRD- aligned approach toour assessment reflects emerging best practice, whilst recognising that certain elements of the CSRD framework and related implementation guidance are still being finalised. The purpose of the assessment is to identify and evaluate the sustainability topics that are most material to the business, from both an impact perspective and a financial perspective. This assessment considers our impacts, risks and opportunities (IROs) in relation to environmental, social and governance matters across our own operations, as well as both upstream and downstream in the value chain. DOUBLE MATERIALITY ASSESSMENT METHODOLOGY Value chain mapping A comprehensive exercise was undertaken to map our operations, business model, and business relationships across the value chain. This exercise involved categorising critical activities and gaining adetailed understanding of key customers and suppliers, aligning these with relevant European Sustainability Reporting Standards (ESRS) sustainability matters to provide a structured foundation forframing and drafting potential IROs. Key upstream inputs to the business include the supply of materials such as clay, aggregates and cement; whilst the downstream value chain focuses on ensuring products reach customers efficiently, including housebuilders, contractors and merchants. The assessment also considers the environment and communities that are impacted through our operations as well as the workers in our value chain. Identifying relevant sustainability matters CSRD identifies 10 ESRS sustainability matters, categorised across Environmental (E1-E5), Social (S1-S4) and Governance (G1) topics. A screening exercise was undertaken to identify the key ESRS sustainability matters in our value chain that could give rise to material impacts, risks and opportunities. The screening process assessed the ESRS sustainability matters by comparing them to relevant frameworks, peers, previous materiality assessments and the Group’s existing risk register to help determine whether any ESRS sustainability matters can be initially screened out as not being relevant to Forterra in its upstream, own operations or downstream value chain. At this point, no ESRS sustainability matters were screened out in their entirety. Identification and assessment of material impacts, risksandopportunities The identification and assessment of material IROs followed a structured double materiality process aligned with ESRS guidance. IROs were identified through internal engagement, expert input and external reference sources, considering both the organisation’s own operations and its value chain. For each IRO, the relevant location in the value chain and the applicable time horizon (short-term: 0-1 years; medium-term: 1-5 years; long-term: 5-25 years) were considered aspart of the assessment. Each IRO was then assessed and scored using the Group Risk Framework to ensure consistent evaluation across sustainability and Group-level risk processes. A materiality threshold, set in accordance with ESRS requirements, was applied to determine which IROs wereconsidered significant enough to be included in reporting. Impact materiality Impact materiality was assessed by evaluating the severity and likelihood of actual and potential positive and negative impacts on people and the environment. Severity was determined by considering the scale, scope and irremediable character of impacts, in line with ESRS guidance. The likelihood of potential impacts occurring was alsoconsidered where relevant. From an impact perspective, a sustainability topic was considered material where it was associated with significant actual or potential impacts arising from the organisation’s activities or its value chain. Financial materiality Financial materiality was assessed by identifying sustainability-related risks and opportunities that could reasonably be expected to affect theorganisation’s financial position, financial performance or future cash flows. The assessment considered the magnitude and likelihood of potential financial effects over the short-, medium- and long-term. From a financial perspective, a sustainability topic was considered material where related risks or opportunities could have a significant financial effect on the organisation. Stakeholder engagement Stakeholder engagement formed an integral part of the DMA, validating the list of IROs. In line with best practice, stakeholders are categorised into two groups: affected stakeholders and users of the sustainability statement. Both internal representatives and external stakeholders were engaged. Internal stakeholders included representatives from key business functions, including Finance, Strategy, Design & Technology, People, Health & Safety, and Sustainability. External stakeholders included keycustomers, suppliers and investors. The engagement involved qualitative interviews providing valuable insight and perspectives across the topics. The output of the interviews was used to inform andrefine the relevance of identified sustainability topics and to inform the assessment of impact, severity, likelihood and financial relevance. To ensure the robustness and comparability of the assessment, atop-down review was conducted to confirm consistent scoring across all IROs and alignment with the Group Risk Framework. This ensured methodological consistency and reduced potential bias from individual interviews or functional perspectives. As a final review step, a selection of internal stakeholders were invited to review and comment on the consolidated list of scored IROs. This final validation ensured that the assessment reflected stakeholder expectations and confirmed the robustness of the identified material impacts, risks and opportunities. RESULTS OF THE DOUBLE MATERIALITY ASSESSMENT Out of the 96 IROs initially identified across the 10 ESRS topics, 19sub-topics included material IROs with 5 deemed to be both impact and financially material. These areas are shown below and further mapped at sub-topic level to our sustainability framework on page 38. The results will be used to prioritise key focus areas for the ESG strategy and framework, ensuring alignment with core business elements such as the corporate strategy and business model. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 36 #### Double Materiality Assessment ### CSRD-ALIGNED ### DOUBLE MATERIALITY ### ASSESSMENT ### COMPLETED ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 37 #### Double Materiality Assessment continued MATERIAL ESRS SUB-TOPICS Based on the outcomes of the DMA, ESRS sustainability topics have been considered as not material, impact material, financial material or double material. KEY Environmental Social Governance IMPACT MATERIALITY E2 Pollution 4 Pollution of air 5 Pollution of water 8 Microplastics E3 Water 9 Water use including withdrawal, consumption, discharges and storage E4 Biodiversity and ecosystems 10 Drivers of biodiversity and ecosystem change (terrestrial and marine habitat change, invasive species) 12 The extent and condition of ecosystems S2 Workers in the value chain 25 Health and safety 28 Other labour-related rights DOUBLE MATERIALITY E1 Climate change 2 Climate change mitigation 3 Energy S1 Own Workforce 19 Health and safety 22 Other labour-related rights (including child labour, forced labour, privacy and adequate housing) G1 Business conduct 35 Corporate culture including anti- corruption and bribery, the protection of whistleblowers and animal welfare FINANCIAL MATERIALITY E1 Climate change 1 Climate change adaption E5 Resource use and circular economy 14 Resource inflows 15 Resource outflows related to products and services S1 Own workforce 18 Social dialogue, freedom of association, works councils, participation rights of workers, and collective bargaining 20 Training and skills development 21 Diversity and equal treatment (including gender equality, equal pay for work of equal value, employment and inclusion of people with disabilities, non- discrimination, anti- harassment, measures against violence) ![]() Building on our materiality assessment, we have translated the material areas identified across the10ESRS topics into a more detailed set of 19material ESRS sub-topics, reflecting where impacts, risks and opportunities are most significant for ourbusiness. These material sub-topics have been summarised and mapped to our sustainability framework, shown opposite, providing a clear line of sight between theoutcomes of the Double Materiality Assessment and the Planet, Product and People pillars, through which sustainability is governed and delivered across the Group. Having mapped these to the sustainability framework, the five topics highlighted as double material are also addressed within our wider risk management framework. Two are highlighted explicitly within the Principle Risk disclosures later inthis Report and the others deemed suitably mitigated within the Group’s Risk Register. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 38 #### Sustainability Framework OUR SUSTAINABILITY FRAMEWORK Our sustainability framework guides all aspects of our approach tosustainability. Our framework identifies thekey areas of focus toensure we operate ourbusiness with sustainability at its core. ### GUIDED BY OUR ### SUSTAINABILITY ### FRAMEWORK PLANET The Planet pillar frames our wider environmental responsibilities, with aparticular focus upon greenhouse gasemissions. Double materialsub-topics: E1 2 Climate change mitigation E1 3 Energy Materialsub-topics: E1 1 Climate change adaption E2 4/5 Pollution (air and water) E2 8 Microplastics E3 9 Water use PRODUCT The Product pillar focuses upon somemore specific industry and company level topics, including newproduct development, andthewider supply chain. Double materialsub-topics: G1 35 Corporate culture, including anti-corruption and bribery Materialsub-topics: E5 14/15 Resource use inc. clays,packaging and recycled materials PEOPLE The People pillar highlights our social responsibility objectives, including ourutmost priority ofensuring health, safety and wellbeing across our business. Double materialsub-topics: S1 19 Health and safety S1 22 Labour-related human rights inc. forced and child labour in our own workforce Materialsub-topics: S2 28 Labour-related rights inc. forced and child labour in the value chain KEY Environmental Social Governance Note: Material sub-topics as identified from our recent materiality assessment. ![]() INTRODUCTION Purpose of the report With the ultimate ambition of reaching net zero by 2050, our medium- term priority is to deliver a significant reduction in our emissions by 2030 and in this timeframe we have targeted to reduce our carbon intensity per tonne by 32% relative to 2019. This target underlines ourcommitment to both the Paris Agreement and the Race to Zero, and was set using the Science Based Targets initiative (SBTi) well below 2 degree pathway and requires a 27.5% reduction in absolute carbon emissions. First and foremost, five years into this 2030 target we acknowledge thechallenge associated with meeting this. A key component of ourdecarbonisation strategy is our capital investment projects at our Desford and Wilnecote brick factories, more efficient manufacturing capacity which alongside a number of other initiatives, including the manufacture of brick slips at our Accrington factory, fuelswitching and renewable energy usage, will combine to deliver ameaningful reduction in emissions. Whilst the emerging technologies that form part of our reduction planhave not developed as quickly as originally anticipated, we are continually exploring partnerships with technology providers to gain practical experience in factory environments within both carbon capture andstorage and hydrogen fuel, which will likely provide the longer-term pathway to net zero. The Commission on Climate Change (CCC) sets out a recommended strategy for the UK to reach net zero by 2050 stating that ‘most sectors will need to reduce emissions to closeto zero without the useof offsetting.’ Reliance on offsetting does not reduce the burning offossil fuelswhich is the primary contributor to climate change. Our plan for this transition is outlined across pages 39 to 50 ofthisReport. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 39 #### Planet ### OUR CLIMATE ### TRANSITION PLAN Principles AMBITION ACTION ACCOUNTABILITY Disclosure Elements 01 Foundations 02 Implementation Strategy 03 Engagement Strategy 04 Metrics and Targets 05 Governance Disclosure Sub-Elements 1.1 1.2 1.3 Strategic ambition Business model and value chain Key assumptions and external factors 2.1 2.2 2.3 2.4 Business operations Products and services Policies and conditions Financial planning 3.1 3.2 3.3 Engagement withvalue chain Engagement withindustry Engagement with government, publicsector, communities and civil society 4.1 4.2 4.3 4.4 Governance, engagement, business and operational metrics and targets Financial metrics andtargets GHG metrics andtargets Carbon credits 5.1 5.2 5.3 5.4 5.5 Board oversight and reporting Management roles, responsibility and accountability Culture Incentives and remuneration Skills, competencies andtraining OVERVIEW OF THE TRANSITION PLAN TASKFORCE (TPT) DISCLOSURE FRAMEWORK LINKING TO OUR OWN FRAMEWORK #### PRODUCT #### PEOPLE #### PLANET ![]() FOUNDATIONS 1.1 Strategic ambition Outline the overarching aims and objectives of the Transition Plan, including how the entity plansto contribute to a low GHG-emissions, climate-resilient economy. We have a clear strategy to grow our business and create stakeholder value whilst at the same time reducing our impact on the environment. Our strategy recognises that embracing sustainability iscritical in ensuring our longevity as a business. Our long-held strategic priorities sit hand-in-hand with our goal of reducing our impact on the environment. Increased use of modern methods of manufacturing improves efficiency, reducing both energy use and waste, reducing not only ourcosts, but the impact we haveon the environment. We have embedded challenging sustainability targets within our strategy (formore information please see our targets on pages 46 and 47). 1.2 Business model and value chain Describe the current and anticipated implications of the strategic ambition on the business model and value chain. Our strategy focuses on maximising the investment in our own business to deliver a tangible and transparent reduction in carbon emissions. We will continue to evaluate the benefits carbon offsetting can provide and whilst it is possible that in the future there will be aneed to use these in some form in order to reach net zero, we feel that at present we can have the greatest impact through investing toreduce our own emissions. Using the latest technology as we are doing within our Desford, Wilnecote and Accrington factories, rather than purchasing offsets and allocating them to the emissions from aparticular factory, is the most transparent and effective way ofmeeting ourchallenging carbon reduction targets and in the longer-term aiming for net zero by 2050. More information on our approach and progress in this area isavailable in the ‘Implementation Strategy’ section of this Sustainability Report. Our Business Model is detailed on page 18 of this Annual Report, and how these manifest within our Climate Transition Plan is detailed here. Greenhouse gas emissions We manufacture two broad categories of products – those made fromclay and those made from concrete. These products are regularly supplied in tandem to our customers and are used together in building high-quality homes and buildings. However, the manufacturing processes are very different and their carbon footprints, whilst similar overall, are built up in different ways. Details of the manufacturing processes can be found in previous Annual Reports, however the key point to emphasise is that both our clay and concrete products contain similar levels of overall carbon dioxide emissions per tonne of product. However, the way in which these emissions are reported within the Greenhouse Gas Protocol scopes is very different. The majority of the emissions associated with the manufacture of claybricks are direct emissions under our control and are therefore disclosed in scope 1. The majority of the emissions associated with themanufacture of our concrete products are indirect emissions under the control of our suppliers and included in scope 3, and therefore not disclosed in our figures. Details of our scope 3 emissions are included later in this Report. Scope 1 When reporting our emissions and setting targets to reduce these emissions, it is necessary to consider our product mix. Toensure full transparency looking forward, and when reviewing our past progress, we provide emissions figures for both ourclay and concrete businesses. The scope 3 emissions associated with our concrete manufacture (and to a lesser extent clay) make the direct comparison between our total clay and concrete reported emissions more challenging. Any change in product mix in our output between clay brick and concrete products could materially distort the comparability of our total reported scope 1 emissions year-on-year. Accordingly, we disclose thecarbon emissions for our clay and concrete businesses separately, providing much greater transparency onour carbon reduction progress. It is important to recognise the amount of carbon we emit is directly related to the volume of product we manufacture. Our key markets have historically exhibited a trend of cyclicality and assuch it would not be meaningful to measure our performance solely on absolute emissions. Never more relevant than the current period, where significant absolute emission reductions have been driven by thereduced output that market forces dictated, we have historically believed the most transparent way of reporting our carbon footprint isto separately report our greenhouse gas intensity ratio CO 2 e (thecarbon emitted per tonne of production output) for our clay and concrete products. We previously believed this would provide the most meaningful information from which to measure the reduction in our carbon emissions over time. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 40 #### Planet continued AMBITION 01 02 03 04 05 ### PLANET ![]() More recently however, we have also recognised the metrics that are most important to our customers, with CO 2 /m 2 of façade being amore reflective measure of how our customers view the carbon footprint of a home. With many of our initiatives focused upon reducing both the weight and embodied carbon of our products, in order to not only best track our own decarbonisation journey but for this to be as meaningful as possible to all stakeholders, we have therefore for the first time in 2025 included the additional metric of CO 2 /m 2 . We recognise that carbon dioxide emissions are an inherent result ofour manufacturing processes. The majority of our emissions are covered by the UK Emissions Trading Scheme (UK ETS). The increasing cost of UK ETS credits as well as a reduction in the number of freely allocated credits will increase our operating costs and by reducing ouremissions we can deliver a reduction in these compliance costs. Scope 2 Having previously reported zero scope 2 emissions through the purchase of Renewable Energy Guarantees of Origin (REGO), in2022, having acknowledged the requirement for further new capacity within the grid itself, working with a global leader in the management and development of solar energy projects, we committed to purchasing around 70% (at full production levels) of our electricity requirement froma dedicated solar farm, exceeding 150 acres in size situated inNottinghamshire. With this long-term agreement now in place and the solar farm operational we are pleased to confirm that our ongoing electricity usage is covered by either REGO’s or our own on site generation at our Desford plant. Scope 3 The goods and services that we purchase account for c.75% of our scope 3 emissions and we remain committed to working with our supply chain partners to continue minimising this where possible. One of the interesting discussions raised during the exercise to calculate these emissions focused on ‘end of life’ treatment of our products. Currently ourproducts would be recycled into secondary aggregate and whilst this is positive within the circular economy, wehave stillaccounted for the current emissions impact of recycled aggregate. However, due to the longevity of our products (>150years) it is highly likely that there will be no carbon emissions associated with their recovery when the time eventually comes. Cement continues to be the most significant contributor to our scope 3 emissions and one we are always looking to reduce. Across 2025, thework of our technical team has successfully allowed the utilisation of calcined clay derived from our London Brick production waste as alow-carbon cement substitute and we are delighted to be one of the first in theindustry to be commercialising calcined clay in this way. We are also working with our cement suppliers to reduce carbon in thisrespect; our ‘Product’ section later in this Report gives further details around our innovations in cement reduction and replacement. 1.3 Key assumptions and external factors Highlight the keyassumptions and external factors that influence theTransition Plan. SCENARIO ANALYSIS Methodology We have undertaken a scenario analysis exercise to better understand the external factors influencing our Transition Plan, and possible range of risks and opportunities our business couldface under different future climate forecasts. Theapproach consisted of two stages, the first being a qualitative analysis to identify and assess the likely risks, andthe second including quantitative modelling. In line with TCFD recommendations, weexamined three scenarios (+1.5ºC, +2.0ºC, +4.0ºC above pre-industrialised levels by 2100) inorderto capture the widest range of plausible impacts on ourbusiness. Both qualitative andquantitative analyses included a thorough assessment of transition and physical risks, and were modelled around the widely recognised Representative Concentration Pathways (RCPs) and Shared Socio- economic Pathways (SSPs). During the qualitative phase, granular assumptions about the policy (Government), built environment, technological and physical changes associated with each warming pathway wereexamined by a working group comprised of the respective heads of relevant business functions (Strategy, Operations, Finance, Sustainability, Marketing). Therisks and opportunities identified in the qualitative phase were thentransferred to the quantitative modelling in order to assess the scale of their potential impact. The quantitative modelling was undertaken with support from a specialist corporate climate modelling consultancy, and interrogated the warming pathways, modelling impacts across four categories: Operations, Supply Chain, Demand and Physical Effects. The outputs of this quantitative process allow us to better understand the relative impacts and opportunities arising from climate change, and a shift to alower-carbon macroeconomic model. Steady path to sustainability ~ 1.5°C warming The 1.5ºC pathway assumes significant proactive public and policy support for climate action, and a broadly unified global response. Itassumes a wide range of factors including stronger regulatory interventions; enabling and disrupting technologies emerging sooner; and demand-led effects being more material. Rather than a predictive exercise in modelling, the scenario allows us to examine the various impacts of a faster shift towards addressing climate change. Fossil-fuelled global growth ~ 4°C warming The 4ºC warming scenario assumes that the global growth continues to be driven by fossil fuels, with limited changes to current economic models. Regulatory interventions are delayed or absent, with a broad range of achievement of national decarbonisation targets. Towards 2050, the effects of climate change become readily apparent to electorates, and rapid reactive change is effected late in the period. The pathway has limited impact on Forterra’s near- and medium-term operations, with significant impact in the long-term. Implications for products (under 2°C – exaggerated under1.5°C and delayed under 4°C) • Bricks and blocks that are manufactured at a lower-carbon intensity are likely to gain popularity • Environmental product declarations (EPDs) and lifecycle assessments are likely to become the norm as product labels become mandatory • Products that are geared toward refurbishment are likely togain popularity • Products with strong thermal characteristics are likely to gain popularity as rising energy costs increase the drive for better insulation • Production facilities that are close to carboncapture, utilisation and storage (CCUS) cluster zones, orthat have hydrogen as part of their decarbonisation plans, will likely benefit from lower costs as carbon prices increase STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 41 #### Planet continued ![]() Resilience of our strategy The scenario analysis we have undertaken has assisted in better understanding the risks and opportunities across a broad range of climate scenarios. We would likely be subject to transition risks in a 1.5°C and 2°C warming scenario, which, if left unmitigated, would likely lead to potentially higher operational costs and lower revenues. Thisis especially true if demand for low-carbon products rises, aGovernment penalty is implemented on high-carbon products, competitors are better able to access low-carbon sources of energy and carbon costs rise. These financial impacts would behigher in a 1.5°C compared to a2°C scenario as public and policy support for climate mitigation is assumed to be stronger. In order to avoid these risks, our strategy includes reducing thecarbon intensity of our products, as demonstrated by ourtargets (on pages 46 and 47), and actively pursuing the opportunities outlined within this Report. We would assume more physical risks in a 4°C warming scenario, resulting in increased cost from operational disruption. However, themajority of our factories are at low risk of extreme weather events such as flooding and so the overall financial impact of these risks isconsidered manageable. We believe our strategy to be climate resilient, noting that it will continue to respond to evolving climate risk projections, with established procedures in place to identify and escalate climate-related risk as described on page 51. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 42 #### Planet continued MIDDLE OF THE ROAD: 2°C WARMING The 2°C warming scenario is considered the most likely scenario, and assumes the UK remains on its current pathtodecarbonisation,broadly meeting its stated policy goals, with a range of adherence to targets by other nations. Inspecificterms, this means the UK achieves net zero by 2050 and meets its other environmental industrialstrategy aims. The scenario assumes some demand-led growth in low-carbon masonry products, driven by carbon prices inflatingthecostofemissionsheavy products. Policy: The UK integrates product carbon labelling across sectors in the near-term, although these labels do not become mandatory until the medium-term. The UK phases out coal usage completely by the mid 2020s and it establishes its first net zero industrial cluster by 2040. Building regulations stipulate that public buildings and infrastructure must meet both embodied and whole-life carbon targets. Built environment: Building designs become more energy efficient, helping to drive down emissions and heating costs. Demand for high thermal mass products such as bricks andblocks continues to grow accordingly. Renovation and retrofitting increase in importance as growth drivers in the medium-term, especially as a response to green building regulations and rising electricity prices. As buildings become more thermally efficient, the component of embodied emissions from materials in the whole-life carbon footprint ofbuildings increases. This helps to drive steady demand forlow-carbon products and sustainable alternatives, with potential pricing premiums for the lowest emissions products. Technology: The carbon intensity of the electricity grid is assumed to hit current targets, and is modelled on a linear basis to 2050. Within the building products sector, landfilled pulverised fuel ash (PFA) is being utilised as a raw material as coal fired power plants have closed and in the long-term, the UK’s Government directs funds towards CCUS technology, CCUS-enabled ‘blue’ hydrogen, and electrolytic ‘green’ hydrogen. Carbon-cured concrete and lighter bricks become increasingly common. Physical: Physical impacts of climate change appear gradually over the period, though effects on the UK are relatively minor to 2050. These effects include having eight days per month above 25°C in summer months. Damage toUK non-residential property is expected to increase by 26% and flooding damage to facilities in UK coastal regions is expected to increase by 48%. ![]() IMPLEMENTATION STRATEGY 2.1 – 2.4 Transition activities We are committed to supporting the UK’s ambition to reach net zero by 2050 and to demonstrate this we declared a near-term carbon reduction target of 27.5% (using the Science Based Targets initiative (SBTi) well below 2°C scenario) running from 2019 through to 2030. This is supported by our Carbon Management Plan which maps out our decarbonisation pathway, including both ongoing projects aswell asthe further technologies, infrastructure and process changes that will be required for us to meet this target – someof them are already commercially available such as solar panelsand electric vehicles, whereas others, such as hydrogen and carbon capture are still, particularly from aninfrastructure perspective, emerging within our sector. Our vision is to take the learnings from the carbon journey ofour existing factories and future proof any new developmentsto make sureall of the potential carbon savingscan be incorporated, ultimately achieving a zero carbonproduction facility. We recognise that progress in this area has not been linear and that, insome areas, certain targets may ultimately take longer to achieve than originally anticipated. The pace of technological advancement and the availability of supporting infrastructure required to deliver large-scale decarbonisation have developed more slowly than hoped, alongside continued market challenges across the construction sector. We acknowledge that significant reductions in our carbon footprint canbe made by being proactive when designing ournew factories; ourDesford factory has reduced its energy consumption per brick by c.30% relative to the old factory itreplaced. This is, however, only the start of our ambitions. Applying our Carbon Management Plan to this design process contributes to the blueprint for what could come next for our future manufacturing capacity. OUR CARBON MANAGEMENT PLAN Our carbon management plan has historically focused on our scope 1 and 2 emissions, however as part of our continued stakeholder engagement efforts, helping to understand the ambitions of our whole value chain, discussions with our customers made it clear that scope 3 emission are of equal importance and should feature in our plan to fully realise decarbonisation efforts at product level. Energy efficiency Our brick business is responsible for the majority of both our energy use and carbon footprint, and as such our experts are working to ensure that the kilns and dryers in our factories are working as efficiently as possible, ensuring that when equipment is replaced, wedo so with the most efficient alternative. Process change and resource efficiency We can reduce the carbon footprint of our products by either reducing the amount of raw materials that go into their production or changing them for lower-carbon alternatives. As outlined in previous Sustainability Reports, this work has continued during the year and we are working on a ‘thin’ brick which can be used in the same way as standard brick, but its shallower profile means thatthe wall cavity can be increased to allow for additional insulation without needing to increase the overall thickness of the wall to meet future building regulations. Finally, the first extruded brick slips have left our Accrington factory, more information can be found on page 8. In partnership we have commercialised the production of calcined clay (a cement substitute) from the production waste from our Kings Dyke brick factory. This waste was previously used as an aggregate in our block business. Instead it is now being used as a higher value cement substitute, replacing a proportion of the cement content at a number ofour facilities. Renewable power As a business we continue to use 100% renewable power, from either on-site generation or our solar farm, with the shortfall backed by REGOs. Fuel switching We are continuing to work on projects to enable us to move from fossil fuels towards renewable solutions and work is progressing on the use of biomass. During the year we carried out our most ambitious trial yet where we fired over half a million bricks at our Kings Dyke factory using wood pellets. The trial was successful in that we were able to replicate most elements of firing under gas conditions, though further work is required in 2026 to overcome some colour issues which led to the product being downgraded. Additionally, we are pleased to report that in 2025 for the first time, ourcompany car fleet was 100% ULEV compliant, with 29% being fullyelectric. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 43 #### Planet continued ACTION 01 02 03 04 05 ![]() New factories Our redeveloped Wilnecote factory is nearing completion and undergoing commissioning and will deliver a significant reduction in gas usage per tonne of product when compared to the factory’s previous performance. This is the latest in series of factory improvements which began with the development of our Desford site and we are currently considering options beyond our clay business in continuing to upgrade our manufacturing footprint. Zero carbon firing and emerging technologies Within a brick factory, the drying and firing process can be responsible for up to 60% of its carbon emissions. This therefore forms afundamental area of focus in our decarbonisation strategy and beyond our efforts with biomass explained previously, we also acknowledge that reaching our 2050 goals will require technology to evolve across many other areas. We have continued to develop our understanding of how we can take advantage of the opportunity presented by hydrogen and in 2025 we have focused on supply, meeting with numerous developers of green hydrogen generation projects, all of whom are being supported by the Government’s Hydrogen Production Business Model. The majority of these will supply relatively low volumes to particular factories requiring the use of tankers for transportation. With more clarity in place regarding supply, wewill be continuing our research and development work into the use ofboth 50%and 100% hydrogen blends on our test kilns during 2026. In the longer-term we are investigating networked approaches, where proposed infrastructure projects would deliver grid supplied hydrogen direct to some of our factories, we have continued to support the EastCoast Hydrogen project and inMay 2024 were part of a delegation that met with the previous Government’s energy advisors inDowning Street todiscuss theneed for grid supplied hydrogen forsectors unable to electrify their processes or move closer to a hydrogenproducer. This has led to the recent announcement regarding the route of the first stage of their ambitious hydrogen network project which could supply our Kirton factory with hydrogen by mid 2030. Carbon capture continues to be challenging for our sector, somewhat perversely due to our relatively low volume and concentration of CO 2 but we continue to work with suppliers and innovators in the field so that we are ready to take advantage when these solutions become financially viable. ADDITIONAL FACTORS Distribution Around 5% of our carbon footprint can be attributed to our distribution fleet and we have made great strides over recent years in improving the fuel economy of our vehicles. In order toachieve zero carbon emissions we would need to transition toeither electric or hydrogen powered vehicles. Both electric and hydrogen delivery vehicles for our sector are intheir early phase of development and as such are markedly more expensive than a diesel equivalent, and particularly inthecase of electric vehicles, have a significantly reduced rangeespecially when carrying heavy loads. The weight of ourproducts generally determines that the vehicles carrying ourproducts reach legal maximum weights for UK roads, withelectric vehicles currently better suited to delivering lighter products suchas consumer goods. Air quality Air quality is of growing concern in the UK and we understand that we must do all we can to minimise the impact on the communities around our sites. Our plants are subject to the Environmental Permitting Regulations and must operate in accordance with a permit issued by either the Environment Agency or the Local Authority. Each permit has at least one section focusing on emissions to air, with the regulating authority carrying out inspections to ensure compliance. Inaddition, the majority of our brick manufacturing facilities arerequired to carry out annual monitoring on the exhaust fromthe kiln to demonstrate compliance with any emission limitsset out in the permit. Our Kings Dyke brick factory is located close to an air quality management area, and as a requirement of our permit we have installed, and operate, two ambient air quality monitoring stations. Since their installation in 2008 we have operated inaccordance with our permits with no breaches of air qualitylimits. Waste management As a business we recognise the value of our raw material resources. Our waste quantities are low (c.100,000 tonnes) and represent about 5% of our production output, however almost all process waste streams are diverted and recycled foruse in other products. For example, brick waste created atour Kings Dyke London Brick factory is crushed on-site andbecomes a raw material for the neighbouring aggregate block plant, and is now also being further processed and usedmore widely as a cement substitute. All of our aircrete block production waste is recycled into other products in thebusiness. As a responsible operator, we comply with all waste management legislation and apply the waste hierarchy using segregation ofwastes to ensure that the most appropriate disposal routes areutilised. Biodiversity Fragile habitats and associated biodiversity are at risk from climate change and deforestation across the globe. Within theUK, the Government has recognised our diverse range ofnatural landscapes and habitats, setting out a 25-year environmental plan focused on theirprotection and enhancement. We are responsible for almost 2,000 acres of mineral bearing land and are therefore aware of our important role in supporting these national ambitions through the ongoing management, treatment and final restoration of this land after these minerals have been exhausted. Ourquarrying operations are covered by planning consents, which include conditions for site restoration in accordance with the local mineral planning authority and taking into consideration local and wider environmental needs. Depending on future use proposals, the quarry development willoften lead to an improvement in the biodiversity value of theland involved, both during operation and when it moves intoits restoration phase. The Kings Dyke nature reserve near Peterborough is an excellent example of how exceeding the requirements of the restoration plan hasprovided a local community asset and enabled a diverse range ofhabitats to thrive. Whilst we are not yet reporting in line with the Taskforce on Nature- related Financial Disclosures (TNFD), a review group has been formed with the remit of considering our wider biodiversity agenda and the considerations required around future alignment in this area. We have identified a number of indicators to provide a framework for consideration of land use and environmental change as a result of our quarrying activities, and we support the Council for Sustainable Business Biodiversity commitment. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 44 #### Planet continued ![]() ENGAGEMENT STRATEGY 3.1 – 3.3 Engagement strategy Outline the approach to engaging with stakeholders, includingemployees, customers, investors and regulators. We are proud of our progress and are keen to place our sustainability information in the public domain, ensuring the highest levels of transparency as we engage with our stakeholders. Ensuring that all of our stakeholders are aware of the business’s ambitions and values has never been more important to us and we communicate this through a number of different routes. Forour employees we have regular stand down sessions and the CEO holds ‘Town Hall Talks’ at every site to inform our employees of business initiatives, receive feedback and answer questions relating to employee concerns. We also havequarterly employee forum meetings which are chaired byMartin Sutherland – one of our Non-Executive Directors – allowing nominated representatives of the workforce to discuss issues. Andfinally, we have the ‘Hear Me’ engagement survey; akey platform for our team members to express their thoughts, challenges, and ideas. A number of our sites operate local liaison committees to ensure that the voices of the local communities are heard and all of our sites operate an open door policy for the local community. Engagement with customers has been a key factor in a number of decisions made during the year and sessions held with both our commercial and sustainability teams have started to guide strategic decisions when it comes to decarbonisation, particularly in how we measure our efforts, now choosing per m 2 as a meaningful metric totrack progress in addition to our current intensity measures. We also further engaged with our investor base by way of an ‘InvestorAudit’, conducted by a third party and giving a group of ourtop shareholders the opportunity to feedback across a number ofareas, including sustainability, helping us ensure their needs are being met and helping to guide our focus moving forwards. We engage with regulators and government directly or in conjunction with our trade associations where we are active members and chair anumber of collaborative committees. Through a combination of these routes we have responded to a number of consultations during the year covering issues such as Landfill Tax, UK ETS Carbon Leakage aswell as a framework intended to grow the market for low emission industrial products. In addition, our Head of Sustainability is a member of a technical working group comprising both regulators and operators, which is responsible for the revision of the overarching ceramics sector guidance document for environmental permitting. Describe how progress and updates will be communicatedtoshareholders Since 2020 we have been producing a comprehensive Sustainability Report, both in standalone form and within our Annual Reporting. This allows the Group to showcase its sustainability efforts formally, giving shareholders and other stakeholders access to relevant updates regarding our progress. As well as this formal Sustainability Report, sustainability progress forms a core part of our regular communications with shareholders, across investor roadshows, conferences and more ad hoc interactions across the year. We are committed to actively engaging with a number of sustainability disclosure bodies and rating agencies including CDP, MSCI and Sustainalytics. In 2025, we are proud to have received a ‘B’ 2025 CDP Climate score, recognising the progress we have made not just in our sustainability efforts, but also how these are disclosed. Whilst our journey towards best practice disclosure is always evolving, maintaining this score is animportant result and one we strive to continue toimprove. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 45 #### Planet continued ACTION 01 02 03 04 05 ![]() METRICS & TARGETS 4.1 – 4.2 Operational and financial metrics and targets Collectively, our three pillars guide our future decision-making, ensuring we are successful in our overall objective of being agood neighbour and responsible employer, for generations tocome. It is important to note that our sustainability targets cover all three of our pillars, and whilst this Transition Plan is focused around Climate/ Planet, anumber of the targets highlighted inthis section reference our equally important People and Product pillars, detailed later in this Report. Our ambitions and targets The ability to track our progress is essential to realising our sustainability goals and we have considered the most appropriate metrics and targets necessary for users to understand the impacts of our business. 4.3 GHG metrics and targets In addition to disclosing our absolute greenhouse gas (GHG) emissions, we also provide additional disclosure showing the GHG intensity ratio (level of emissions per tonne of output) for both our clay and concrete products, recognising that absolute emissions vary with the level of our production according to market demand, shown clearly in the current cycle, and as suchare not necessarily a meaningful measure of our progress against our targets. Five years into our 2030 decarbonisation target period, with a number rolling off in 2025, we acknowledge that progress against this will not always be linear. New factories at Desford and Wilnecote are positive milestones in this journey, however risks remain around the speed of technological and infrastructural development required for utilisation ofhydrogen in our processes as well as carbon capture. For the first time in 2025 we have included the additional metric of CO 2 /m 2 , acknowledging the carbon footprint of a façade as a key metric for alarge portion of our customers and as such one we should consider actively in our decarbonisation journey. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 46 #### Planet continued 2024 PROGRESS 30% more efficient Desford Brick Factory open. Forterra Solar Farm Generating c.80% of our electricity demand and nowopen. OUR SUSTAINABILITY JOURNEY 2020-25 ACHIEVEMENTS 30% more efficient Desford brick factory open Forterra Solar Farm Generating c.80% of our electricity demand 2025 AND BEYOND Hydrogen Whilst trials have been undertaken at a small scale, progress in thisarea will require enhanced infrastructure most likely driven bygovernment policy Carbon capture We continue to engage with suppliers of carbon capture use and storage technologies (CCUS) monitoring systems inthis rapidly developing area ACCOUNTABILITY 01 02 03 04 05 2025 PROGRESS Calcined clay Utilised as a cement substitute, starting within our own aggregateblocks Fuel switching trials Working to better understand theuse of hydrogen, synthetic gas and biomass within our production processes 2030 TARGETS → Read more at forterra.co.uk/sustainability People ### Zero harm Climate 27.5% Waste ### Zero Innovation 10% Absolute reduction inCO 2 Waste to landfill of revenue from newproducts ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 47 #### Planet continued OUR TARGETS Pillar Topic Target Target type Target year Metric 2019 2024 2025 Target Progress vs.2019 Comment PLANET Group CO 2 emissions 27.5% reduction vs. 2019 baseline 2030 tonnes 319,296 177,246 195,376 231,489 -39% Performance against benchmark year reflects market driven reduction in production levels Group CO 2 emissions/tonne 32% reduction vs. 2019 baseline 2030 kg CO 2 / tonne 123.4 110.4 109.6 83.9 -11% 2030 target remains reliant onhydrogen/carboncapture developments which are currently constrained by delays in Government strategy and infrastructure Clay products CO 2 emissions/ sq metre n/a n/a kg CO 2 /m 2 30.9 29.9 28.8 -7% New metric introduced reflecting wider value chain view ofour decarbonisation efforts. This measure reflects how customers view our products and reflects the benefits of reducing material content Clay products CO 2 emissions/tonne 33% reduction vs. 2019 baseline PSP 2030 kg CO 2 / tonne 255.6 239.7 232.4 171.3 -9% 2030 target remains reliant onhydrogen/carboncapture developments which are currently impacted by delays in Government strategy and infrastructure Concrete products CO 2 emissions/tonne 80% reduction vs. 2019 baseline 2030 kg CO 2 / tonne 21.0 18.8 19 4.2 -9% Impacted by plant closures at Formpave and Bison Bespoke. Progress reliant on factory upgrades at aircretefacilities Power sourced from on-site renewables 10% Group power usage 2025 % 0 3.7% 4.08% 10% Strategy dictated by solar farm usage which is currently the majority of our power use. Future aspirations in this area to be reviewed in 2026 Waste to landfill Zero process waste n/a kg/tonne 0.16 0.01 0.01 0.00 -94% Negligible in 2025 andtherefore seen ason track PRODUCT New product index 10% Group revenue 2025 % 0.6% 2.5% 3.0% 10% New robust calculation established aligned tostrategy, updated further in 2025 to include Block and Bison Plastic packaging consumed 50% reduction vs. 2019 baseline PSP 2025 tonnes 1,802 963 1,178 901 -35% Not met despite market driven reduction in absolute usage. Rollout in reduction initiatives currently paused, ensuring fit for purpose across all areas included Health and Safety Plastic packaging 50% reduction vs. 2019 baseline 2025 kg/tonne 0.82 0.66 0.74 0.41 -10% Not met despite market driven reduction in absolute usage. Rollout in reduction initiatives currently paused, ensuring fit for purpose across all areas included Health and Safety PEOPLE Health and safety – LostTime Incident Frequency Rate (LTIFR) Zero harm ambition n/a no. 7.35 2.25 0.92 0 -87% Whilst zero harm isalways our goal, 2025 was a pleasing performance Membership of 5%Club 5% of employees in earn & learn positions 2025 % 3.2% 3.7% 3.8% 5% 18% Market downturn hasimpacted ability to hire into E&L positions whilst also making redundancies KEY Ahead of target/target currently met Behind target on pro-rated basis On track ![]() 4.4 Carbon credits The majority of our emissions are covered under UK ETS and as suchour efforts in emissions reduction are aligned with the financial incentives of reducing our compliance obligations under the scheme. Streamlined energy and carbon reporting (SECR) We have used the operational control approach to determine our organisational boundary for emissions purposes and calculated these emissions based on the UK Government’s Environmental Reporting Guidelines (2019) and emission factors from the DEFRA 2025 Greenhouse Gas (GHG) Conversion Factors for Company Reporting. Scope 2 emissions have been reported using both the location-based method of calculation and, to account for our use of renewable electricity through the purchase of REGOs in prior years, the market- based method forcalculation. Our underlying energy use figure has been reportedin GWh and includes fuel used in mobile plant, on-site generators and company vehicles. All our facilities are covered by the scope of our ISO 50001 certification which we have held since 2015. This is a third-party audited and certified scheme and has continual improvement at its core. We adopt a number of approaches to maximise energy efficiency; from LED lighting and the installation of variable speed drives on motors, through to the recycling of waste process heat from our kilns to power other areas of the plant. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 48 #### Planet continued Streamlined energy and carbon reporting 2025 2024 2023 2019 Scope 1 emissions (location-based) (tCO 2 e) 195,376 177,246 241,598 299,679 Scope 2 emissions (location-based) (tCO 2 e) 9,957 10,812 14,142 19,617 Scope 1&2 emissions (location-based) (tCO 2 e) 205,332 188,059 255,740 319,296 CO 2 e intensity kg per tonne 115.2 117.1 131.2 123.4 Total energy used GWh 635.8 572.9 791.6 956.3 Scope 1 emissions (market-based) (tCO 2 e) 195,376 177,246 241,598 299,679 Scope 2 emissions (market-based) (tCO 2 e) – – 14,142 19,617 Scope 1&2 emissions (market-based) (tCO 2 e) 195,376 177,246 255,740 319,296 CO 2 e intensity kg per tonne 109.6 110.4 131.2 123.4 Scope 3 emissions (tCO 2 e) 204,358 196,806 247,348 n/a ![]() GOVERNANCE 5.1 Board oversight and reporting Sustainability sits at the heart of everything we do as a business, and as such is at the core of our strategy. Delivery on this strategy, as well as governance and oversight responsibility around climate-related risks and opportunities, ultimately sitswith the Board. The Board’s Sustainability Committee discharges this responsibility onbehalf of the Board. The Sustainability Committee receives progress updates as to the execution of the Group’s sustainability strategy at each of the four committee meetings per year, reviewing ongoing compliance with TCFD requirements and progress against targets. As well as receiving feedback from the Executive Directors, and members of the Executive Committee, the Head of Sustainability and the Head of Health and Safety regularly attend Committee meetings. The Board’s Sustainability Committee includes the following within itsterms of reference: i. Defining the level of the Group’s ambitions with regard toreducing its environmental impact and addressing climaterisk; ii. Overseeing the development of the Group’s sustainability policies, covering both environmental and wider social (people) matters; iii. Setting challenging environmental targets in order to meet theGroup’s goals and monitoring progress against these; iv. Monitor the Group’s reporting under TCFD, Sustainable Accounting Standards Board (SASB) and other protocols asappropriate; v. Overseeing the Group’s health and safety performance and progress against its strategy; and vi. Ensuring that sustainability policy still satisfies its desired outcomes and evaluating management’s performance in implementing policy and achievement against the targets set. 5.2 Management roles, responsibility and accountability The Group’s Head of Sustainability leads the day-to-day sustainability activity and reports to the Chief Financial Officer. The Chief Operations Officer, reporting to the Chief Executive Officer, holds accountability for delivery of the key investments that will facilitate theachievement of our sustainability targets, including reduction of greenhouse gas emissions and reducing our use of plastic packaging. The Group also utilises a bi-monthly sustainability review, with a group comprising the Group’s Executive Committee and other members of the senior management team as required. This group is tasked with ensuring that the Company’s sustainability ambitions and targets are on track, and thatclimate-related risks are reported upwards to the Sustainability Committee. 5.3 Culture We have been reporting sustainability-related metrics and progress forover 20 years (including previous corporate structures and ownership) and therefore at site level it is business as usual that westrive to produce the best quality products with the minimum useofresources. However, to achieve the step change required to meet net zero, we also havea strong leadership team starting at the top ofthe business with the Board providing oversight and ensuring accountability against our corporate targets. This approach is underpinned by our corporate values which embrace innovation, collaboration and excellence, to enable us to produce the most sustainable products in the most efficient manner whilst being an important part of the communities we operate in. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 49 #### Planet continued ACCOUNTABILITY 01 02 03 04 05 ![]() 5.4 Incentives and remuneration The importance attached to sustainability both within our own businessand by our stakeholders is evidenced by the inclusion of sustainability-related targets within the Group’s remuneration structure. Sustainability and innovation driven targets may be included as personal objectives inthe Annual Bonus Plan in addition to the inclusion of a sustainability target within the performance targets applied to the long-term incentives granted under the Performance Share Plan. 5.5 Skills, competencies and training Our sustainability team has a vast experience of sustainability within the manufacturing sector and is a central resource which provides support to all aspects of our business from operations through to technical sales. Our business recognises that our people require the necessary knowledge and skills to carry out their tasks in a competent, responsible and safe manner. This isachieved by providing training to key personnel and then disseminating this information to site teams via toolbox talks. Allofour sites have at least one person who has attended our three- day sustainability training course, which is accredited bythe Institute of Sustainability and Environmental Professionals (ISEP) but tailored to the challenges facing our business. Wewillcontinue to roll this training out to ensure that sustainability isfirmly embedded within our business. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 50 #### Planet continued SUSTAINABILITY GOVERNANCE STRUCTURE Robust and transparent governance is essential to delivering our sustainability ambitions BOARD OF DIRECTORS Ultimate responsibility for sustainability-related matters through the Sustainability Committee EXECUTIVE COMMITTEE Review and approve climate strategy, scrutinise performance, review progress on climate strategy and targets SUSTAINABILITY REVIEW Tasked with ensuring that the Company’s sustainability ambitions and targets are on track, and that all climate-related risks arereported to the Sustainability Committee CROSS-FUNCTIONAL WORKINGGROUPS Task-specific working groups focusing onspecific climate-related challenges e.g.PlasticReduction Steering Group ![]() Risk management Risk identification: Identify the key risks associated with theTransition Plan. Our wider risk management protocols are explained in detail within the Risk Management and Key Risks section of this Annual Report which can be found starting on page 62. Climate-related risks are captured within our existing risk management process. And we use an expanded risk scanning horizon to allow the capture of longer-term climate-related risks which may not have an immediately measurable financial impact. In identifying climate-related risks, in accordance with the recommendations of TCFD, we have identified both the transitional risks associated with adapting our business to a lower-carbon economy, along with both the longer-term acute risks associated with increasing severe weather events and the physical risks of long-term climate change such as rising sea levels. Our scenario-based analysis, as previously shown, considers both risks and opportunities as well as the different time horizons over whichthey may impact. A full list of the risks and opportunities identified as part of this work isavailable on our website and in previous reports, and opposite summarised are what we deem the most material risks, and the timeframe within which they are deemed to relate under each climate scenario. The impact of these risks within our financial reporting has been additionally considered, and given the mid-long-term nature of the majority of our material risks below, we anticipate climate-related risks will not materially impact the Group in the short-term. Therefore, whilst considered, we do not believe there to be any impact within our modelling for viability purposes. Topic Scenarios 1.5°C 2.0°C 4.0°C Transitional risk Policy and legal The most material risks relating to our business as a result of changes in policy or legislation relate to the potential forsetting mandatory embodied carbon limits for construction products and an increase in financial liability as a result of increasing cost of carbon credits or reductions in free allowances. Metric link: relevant metrics around carbon intensity found on page 59. Short Mid Long Market As consumers become increasingly aware of the impacts of climate change and their ability to be a positive influencethere is an expectation of a trend towards greener processes and products. This may however be offset bythe opportunity that presents around thermal mass and the desire to make homes more energy efficient. Metric link: relevant metrics around carbon intensity and new products index found on pages 59 and 60. Short Short Mid Technology Potential demand impact as we await low-carbon technologies becoming available for our sector. This may then leadto reduced access to capital to implement the necessary changes in our production methods. Metric link: relevant metrics around carbon intensity, renewables and low emissions vehicles found on page 59. Mid Mid Long Reputational The Forterra brand could be materially impacted as a result of negative perceptions around our products should lower-carbon alternatives become available with similar performance characteristics. This could lead toa shift in consumer preferences to these competing materials. Metric link: relevant metrics around carbon intensity found on page 59. Mid Mid Long Topic Scenarios 1.5°C 2.0°C 4.0°C Physical risk 1 Acute There has been an increase in extreme weather events such as flooding over the last few years. While this poses arisk to our sites in terms of flash flooding in the longer-term, there is also a future opportunity where construction methods favour durable materials such as clay brick and concrete products. n/a n/a Long Chronic We recognise that the risk of rising sea levels triggered by increase in temperature will potentially lead to someareaofthe country becoming unsuitable for housing, leading to a requirement for increased housing elsewhereto compensate. n/a n/a Long 1. Noting their long-term horizon, we do not currently report any relevant metrics in relation to our physical risks. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 51 #### Risk and Opportunities KEY Short: 0-3 years Mid: 3-10 years Long: 10-25 years ![]() ### PRODUCT PRODUCT INNOVATION Sustainability-driven innovation Sustainability underpins our innovation strategy and is the primary driver of our product development pipeline. The need for lower-carbon, resource-efficient construction solutions shapes how we prioritise research and development, from incremental improvements to existing products through to new, transformative systems and construction methodologies. We focus on solutions that reduceenvironmental impact while meeting customer requirements forperformance, quality, and build efficiency. Key aspects: • Carbon reduction underpins our ambition to reach net zero by 2050. • Innovation targets material efficiency, waste reduction, and improved job site productivity. • We are increasing our product offer to support off-site and prefabricated construction, enabling faster, lower-carbon builds. These priorities guide our innovation funnel, ensuring new solutions deliver both environmental and practical benefits. Housebuilding solutions Housebuilding is a critical sector for our business, facing an increasingly stringent regulatory environment, particularly with enhanced Part L standards and the Future Homes Standard. Meetingthese requirements alongside ongoing challenges, maintaining build efficiency, managing costs, and addressing skilledlabour shortages requires close collaboration. We are working with housebuilders to deliver: • Incremental product improvements: e.g., increasing brick perforationsby approximately 10% reduces embodied carbon without compromising performance. • Material-efficient systems: e.g., reduced-section T-Beams for the Jetfloor insulated floor system, using less concrete while enhancing insulation performance. • • Collaborative development of low-carbon solutions: co-creating products to help customers meet regulatory requirements while maintaining build efficiency. Trials with housebuilders are also underway, representing a longer- term opportunity to test applications, gather insights, and co-create solutions that could reduce carbon and improve build efficiency whileremaining compatible with traditional construction practices. Omnia brick slips During the year, Forterra launched its Omnia brick slip system, designed for non-residential and high-rise projects. Key features: • Purpose-made, extruded brick slips rather than cutting traditional bricks and discarding the remainder. • Reduces material waste during manufacturing and reduces embodied carbon, whilst preserving the aesthetic qualities of traditional brickwork. • KIWA certified, providing assurance of high performance for high-riseapplications. • Supports faster assembly and reduces reliance on skilled labouron-site. Reducing cement use Cement is a major contributor to global carbon emissions. Forterra istaking steps to reduce its impact: • Several factories have transitioned to lower-carbon cement (CEM II), blending cement with limestone to cut embodied CO₂ by up to 16%. • Development of calcined clay from processed brick waste provides an alternative to cement, rolled out across Forterra’s concrete business and externally. Forterra’s partnership-led, sustainability-driven approach ensures innovation delivers measurable environmental benefits while meeting practical customer needs. By combining incremental improvements, co-created solutions, and breakthrough products such as Omnia, Forterra continues to respond to regulatory challenges, improve jobsite productivity, and maintain the aesthetic and performance qualities that define its brick and other masonry products. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 52 #### Product ![]() PACKAGING One of our mid-term targets has been to reduce the amount of packaging we use as a business. This has proved challenging and we have currently achieved a 10% reduction versus our 50% target. The purpose of our packaging is to ensure that the product arrives at the customer’s point of use safely, in good condition and ready to be used; it is pivotal that any future packaging solution provides all these elements. Whilst making slower progress than previously hoped, arobust approach to testing and trials and our unwavering commitment to health and safety has ultimately guided our progress. We have spent the last three years identifying and installing solutions atsome of our facilities which have reduced the amount of packaging by up to 55%, however these solutions do require a step change in how the product is handled and stored throughout its journey from factory to point of use. As a result the final deployments have been delayed while we determine how these packaging reductions impact ourstakeholders. PRICING INTEGRITY AND TRANSPARENCY We recognise that in many of our product categories our markets arecharacterised by a small number of large businesses, operating nationally, and enjoying large market share positions. In order to ensurethe highest standards of integrity, we enforce a zero-tolerance approach to any anti-competitive activity. All relevant managers and commercial employees are required toundertake annual online compliance training on both competition law and anti-bribery, with controls in place to recordcorrespondence and communications with competitors. The fines that can be levied on companies which are found tohave breached competition law can reach 10% of annual turnover and companies can face damages claims from those wronged by anti- competitive actions. The risk of such fines, even if senior management were unaware of such behaviours, means that compliance and monitoring obligations are taken extremely seriously. ETHICAL AND SUSTAINABLE PROCUREMENT The procurement of third-party materials and services are critical toourvalue chain. In 2025 this expenditure totalled over £265m, including materials such as steel, insulation, cement, aggregates, pulverised fuel ash (PFA) and products used in ourflooring solutions. Our environmental footprint is minimised through afocus on local sourcing with the majority of our materials procurement (excluding capital items) being UK-sourced, minimising environmental impacts ofcross-border transport logistics. Our procurement management system is audited as part of our ISO 14001 and ISO 9001 accreditations. Compliance plays a key role within the system, covering over 1,400 suppliers’ strict adherence witha range of governance topics including anti-slavery, bribery, competition law, data protection and equal opportunities. We adopt the Ethical Trading Initiative code of practice to ensure that worker rights are protected as part of the supplier onboarding process, and this is continuously reviewed. Larger suppliers are required to meet relevant ISO standards including ISO 9001, ISO 14001 and IS0 45001, or equivalent, for example, all timber procured is FSC accredited. Our health and safety team assists and develops suppliers’ standards to help them improve their own safety procedures where necessary. SUSTAINABLE SOURCING Operating responsibly, both environmentally and ethically, extends wellbeyond our site boundaries. For some of our products, the most significant risks and impacts arise within the supply chain, particularly inrelation to the sourcing of raw materials. To provide assurance toourcustomers, we were an early adopter of the BRE BES 6001 Responsible Sourcing Framework Standard, which has been applied toour products for over 15 years. The standard is independently audited annually, and assesses our performance across supply chainmanagement, organisational governance, and sustainable development. Certification to BES 6001 gives our customers confidence that the materials we procure and the products we manufacture are sourced and produced responsibly. It also enables customers to claim credits within the BREEAM suite of construction standards, supporting their own responsible procurement and sustainability objectives. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 53 #### Product continued ![]() Our people are at the heart of everything we do. With a workforce of c.1,500 employees across the UK, we are proud to foster aworkplace that prioritises engagement, growth, and inclusivity. Over the last year we made significant strides in reinforcing aculture where every individual can thrive and contribute to oursuccess. HEALTH, SAFETY AND WELLBEING The continuous improvement of our health and safety performance remains our number one priority, working towards our goal of zero harm and an ‘interdependent’ safety culture where all colleagues actively look after not only their own safety and wellbeing but also that of others. We recognise that our workforce is our greatest asset and strive to provide a working environment that is free of accidents and has a proactive awareness and support for positive physical and mental health. 2025 was the first year of our new health, safety and wellbeing strategy Base to Brilliant. The strategy is intended to move the business beyond legal compliance and defines expectations to achieve our interdependent safety culture goal. It is set in three parts (bronze, silver, gold), so the steps of the journey are structured, clear and follow a pathway of continuous improvement. All the sites were assessed against bronze requirements to establish the initial baseline and then worked to achieve the criteria. All sites showed progress as the year progressed and two achieved bronze status by year-end. All sites will use the Base to Brilliant strategy when setting out future objectives and targets in the coming years. SAFETY In 2025, we maintained our certification to the ISO 45001 occupational health and safety management system standard with a programme ofrobust internal and external audits to ensure continued adherence. This was the end of the three-year certification cycle and had a significant focus on senior management commitment alongside theusual adherence to company policies and legal requirements. Our Lost Time Incident Frequency Rate (LTIFR) in 2025 showed significant improvement running at 0.92 incidents for every million hours worked, compared to 2.25 in 2024 and 3.24 in 2023. This is the lowest LTIFR rate the business has recorded since inception and shows our continued focus on zero harm and positive wellbeing is really starting to take effect. Of the 26 separate business areas monitored, 23 were Lost Time Incident (LTI) free during 2025, six have been LTI free for over three years, seven for over five years and three for over 10years. TRAINING We continued to provide a range of health and safety-related training, with key highlights within the year being: • Our visible felt leadership and safety observations training programme; • For the 8th successive year, running an in-house National Examining Board for Occupational Safety and Health (NEBOSH) Certificate course with 7 delegates attaining the qualification within the year; • 2 Institute of Occupational Safety and Health Managing Safely courses run; and • Our colleagues continued to be provided with training, specifically the Institute of Occupational Safety and Health (IOSH) one-day working safely course alongside the traditional risk assessment and standard operating procedure training. HEALTH AND WELLBEING We continued our journey to promote positive mental health and wellbeing throughout 2025. We again targeted three nationally recognised campaigns where the business brought colleagues together to discuss mental wellbeing and encourage healthy conversations. These were: • ‘Time to Talk Day’, an event run by Mind and Rethink Mental Illness toencourage open conversations about mental health, break stigma, and show people they aren't alone, by starting simple chats with friends, family, or colleagues to listen and offer support. • Mental Health Awareness Week, with the theme of ‘community’. Thisraised awareness on the positive impact being part of a safe, positive community can have, how we thrive when we have strong connections with other people and supportive communities that remind us, we are not alone. • World Mental Health Day, with the theme being access to services – mental health in catastrophes and emergencies. and workplace mental health. The theme highlights the importance of people being able toprotect their mental health in times of global instability. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 54 #### People VISIBLE FELT LEADERSHIP (VFL) CASE STUDY After our Executive Committee and Board members participated in our VFL training programme during 2024, wemoved the focus to our operational management teams in 2025. We trained over 180 front line leaders through theyear on how to conduct a safety observation and set them atarget ofcompleting at least two formal written conversations a month. By the end of the year we had recorded almost 2,500 individual conversations where HS&W was the core focus ofthe interaction. This focus drives the health and safety message across the business and helps encourage apsychologically safe work environment where open conversations about safety are a normal part of work. Mostconversations are positive and a chance to say thanks to colleagues for working safely and recognise the good work being completed. ### PEOPLE ![]() SITE SAFETY DAYS CASE STUDY – A NEW APPROACH In 2025 we took a new approach to colleague awareness and engagement, by holding health, safety and wellbeing awareness days at each factory. These replaced the single national event held previously, meaning a greater number ofoperational colleagues attended an event rather than aselected few. The days were structured around common themes including incident performance, common incident injuries and colleagues’ opinions on HS&W, with each factory also able to focus on site specific subject matter with key messages to be linked to the Base to Brilliant strategy. External presenters delivered sessions on themes including the wider impacts of an accident, personal health and wellbeing and dependent safety culture, where colleagues were provided with tools and knowledge on how to protect their own safety, the pre- cursor to interdependent culture. The Group continued to offer pro-active support for physical health andwellbeing with its external partners including occupational therapy, health checks and physiotherapy to keep our colleagues physically fitand well. This is all part of our messaging focused on looking after ourselves, so we turn up to work right and are prepared to speak up and offer support to each other in times of need. This was in addition to the statutory medicals received by all operational colleagues at our sites. HEALTH AND SAFETY AWARDS As in previous years, we submitted best practice entries into the Ceramics UK Pledge awards. In 2025 we received 11 individual recognition awards, eight open category awards and two awards inconjunction with our contractors. EQUALITY, DIVERSITY AND INCLUSION Creating a workplace where people from different backgrounds, experiences and perspectives can succeed continues to be an important priority for the Group. We recognise that improving diversity and strengthening inclusion supports better decision-making, performance and culture. Further information on diversity at Board level is included inthe Corporate Governance Statement on page 84. The construction materials sector remains heavily male dominated, andwidening participation in operational and technical roles continues to require focused effort. During 2025 we saw positive movement in female representation at management level. Women now hold 26% of management roles (defined as direct reports to Executive Committee members), compared with 18% in the prior year, while overall female representation across the workforce remains at 12%. Gender Pay reporting is included within the Annual Report on Remuneration on pages 120 and 121. A key area of focus during the year was reinforcing standards of behaviour and awareness across the business. We rolled out Equality, Diversity and Inclusion and Sexual Harassment training to colleagues across the Group, aimed at increasing understanding, supporting inclusive behaviours, and ensuring a clear and consistent approach tomaintaining a respectful working environment. This programme will continue into 2026 as we extend coverage further across the workforce. We also reached an important milestone within our early careers programme with the appointment of our first female mechatronics apprentice. Increasing representation in engineering and operational roles is a long-term focus, and visible role models play an important part in encouraging more women to consider careers in these areas. We will continue to build on this progress as part of our broader inclusion priorities. We remain committed to ensuring that colleagues of all abilities can contribute and succeed. Our approach includes providing appropriate workplace adjustments and maintaining a working environment free from discrimination, harassment or bias. All colleagues are expected totreat one another with dignity, fairness and respect. EMPLOYEE EXPERIENCE The Employee Forum continued to run throughout the year, with representation from across the Group. Meetings provide an opportunity for open dialogue between colleagues and senior leadership, with CEONeil Ash and Non-Executive Director Martin Sutherland attending sessions and feedback shared with the Board. Employee engagement remains a key focus and forms part of a structured, multi-year approach to listening and action planning that began when we introduced our Group-wide survey in partnership withGallup, a global employee engagement and analytics organisation, in 2021. During 2025 we continued to build on this foundation, using feedback to inform both Group and local initiatives. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 55 #### People continued “Don’t give up if it feels intimidating because you’re a woman – you’re just as capable as anyone else if you work hard and keep asking questions. Forterra felt welcoming and like a place where there was space for me to fit in and excel.” Milie Gibbons Mechatronics Apprentice ![]() Our most recent employee survey saw participation increase to 85%, reflecting strong levels of involvement across the business. The overall engagement index improved to 3.83, indicating positive movement in how colleagues experience working at Forterra. Improvements were particularly evident in areas linked to recognition and development. Scores increased for questions relating to receiving recognition and having conversations about individual progress. Theseresults align with actions taken during the year, including the introduction of a new Group-wide employee recognition scheme designed to make it easier for colleagues to acknowledge one another’s contribution. Feedback from the survey also informed broader improvements to how we support learning and communication. During the year we began work on a new Learning Management System, Forterra Academy, which went live in early 2026 and provides a more accessible and structured platform for development. In response to colleague feedback regarding communication and understanding of business priorities, we are also exploring more collaborative communication channels to strengthen connection across the Group. Alongside Group-wide initiatives, managers across the business are encouraged to develop local engagement action plans tailored to the needs of their teams and sites. This approach ensures that feedback is addressed both at Group level and within individual areas of the business. Our next employee survey will be conducted in late 2026, maintaining the 18-month cycle to allow sufficient time for actions to be embedded and their impact assessed. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 56 #### People continued GENDER DIVERSITY DIRECTORS OF THE COMPANY 62% MALE 38% FEMALE DIRECT REPORTS OF THE EXECUTIVE COMMITTEE 76% MALE 24% FEMALE TOTAL EMPLOYEES OF THE GROUP 88% MALE 12% FEMALE EXECUTIVE COMMITTEE 1 57% MALE 43% FEMALE COMBINED EXECUTIVE COMMITTEE AND DIRECTREPORTS 73% MALE 27% FEMALE 1. Company Secretary has been included under Executive Committee. ![]() PEOPLE DEVELOPMENT Developing the skills and capabilities of our workforce remains central to building a resilient and high-performing organisation. During 2025 we continued to strengthen our approach to leadership, capability development and early careers pathways across the Group. We built further on the competency frameworks introduced for our manufacturing leadership teams, supporting clearer expectations and more structured development planning. Insights Discovery and 360° feedback also continued to form part of our leadership development approach, with a further 50 colleagues across graduate, commercial, operational and finance roles completing Insights Discovery during the year. These tools help individuals better understand their working styles and support more effective collaboration across teams. Talent and succession planning remained a focus throughout the year. Ongoing career conversations and talent reviews support visibility of future capability needs and help ensure that we are developing colleagues for critical and business-essential roles across the organisation. A key area of progress during 2025 was the continued development ofour early careers and apprenticeship pathways. We welcomed six graduates into the 2025 cohort, our largest graduate intake to date, alongside 11 mechatronic apprentices, two machining apprentices and one quantity surveyor apprentice. In addition, 19 existing colleagues were progressing through apprenticeship programmes inearn and learn positions, bringing the total number of colleagues undertaking formal development programmes during the year to 40. 12 colleagues successfully completed apprenticeship programmes during 2025, further strengthening capability across the business. Graduates from previous cohorts continue to progress into roles across commercial, operational, engineering, finance and logistics functions, demonstrating the long-term value of investing in early careers development and structured career pathways. Our broader learning and development offer continued to evolve, supported by the introduction of Forterra Academy, our new Learning Management System, which provides improved access to learning resources and a more consistent approach to development across theGroup. HUMAN AND LABOUR RIGHTS We recognise our responsibility to help prevent modern slavery and human trafficking within both our own operations and our wider supply chain. The Group meets its obligations under relevant Modern Slavery and Human Rights legislation through established Company policies, governance processes and formal declarations. Our Anti-Slavery Policy sets clear expectations for suppliers, requiring them to meet the same standards we apply within our own business. The Board values and appreciates the contribution made by allemployees at every level and is committed to protecting and respecting human rights. Each employee is treated fairly and equally, and the Group has measures in place to ensure that theGroup is free from discrimination. Throughout the Group there is a zero-tolerance approach to any form of harassment orbullying, forced or involuntary labour, and child labour in any form. TheBoard is invested in the development of employees and hasputin place measures to protect both their physical and mentalwellbeing. The Group embeds its commitments to the protection of human rights through its Anti-Slavery and Human Trafficking Policy. We continue to be an accredited member of the Living Wage Foundation. Paying the real Living Wage reflects our belief that a fair day’s work should receive fair pay and supports our ability to attract and retain colleagues across the business. LOOKING AHEAD As we move into 2026, our focus will continue to centre on strengthening capability, engagement and inclusion across the Group. Our priorities are to: • Continue to develop early careers and apprenticeship pathways, strengthening our pipeline of future talent and creating clearer entry routes into operational, technical and commercial roles; • Expand access to learning and development through the further embedding of Forterra Academy, supporting role-relevant learning, clearer career pathways and increased visibility of development opportunities; • Strengthen talent and succession planning processes to ensure we are developing colleagues for critical and business-essential roles across the organisation; • Enhance communication and engagement by modernising channels and encouraging more two-way dialogue, helping colleagues feel informed, connected and able to contribute; • • Continue to evolve our approach to reward and recognition, ensuring it is transparent, consistent and aligned to performance; • Build a more inclusive working environment by maintaining focus on equality, diversity and inclusion, and ensuring colleagues feel valued, supported and able to succeed at every stage of their career; and • Improve the use of people data and insight to support informed decision-making and provide leaders with greater visibility of workforce trends and priorities. We recognise that the long-term success of the business is closely linked to the capability, engagement and wellbeing of our people, and these priorities will guide our continued progress. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 57 #### People continued ![]() Local community and charity engagement While our products help shape the built environment, we are also mindful of our impact on the communities near our sites – the townsand villages where many of our colleagues live. During 2025, wecontinued to support local and national causes through targetedcommunity initiatives, product donations and Group-wide fundraising activity. Local community initiatives During the year, we launched a Local Charity Initiatives Scheme, enabling individual factory locations to support causes that matter most within their local communities. This approach allowed managers to access dedicated funding for grassroots organisations, including youth groups, food banks, sports clubs and environmental projects. Support included donations to the Chilterns Neuro Centre, helping to fund physiotherapy, occupational therapy and wellbeing support for people living with neurological conditions, and to The Spring Charity in Northamptonshire, supporting vulnerable families with young children through early intervention, practical support and community programmes. We also contributed to the remediation of Kings Dyke nature reserve, working with local stakeholders to stabilise the hillside following geotechnical challenges and help restore a valued public space for community use. Grassroots sport and youth initiatives We continued to support grassroots sports organisations, providing financial assistance for clubhouse refurbishments, pitch maintenance and equipment. Funding also helped Whittlesey Manor Bowls Club relaunch its under-25s team, encouraging younger people into the sport, and supported new safety equipment for a local trampoline gymnastics academy near our Northampton headquarters. Product donations During 2025, product donations continued to support major community construction projects. Through our partnership with Band of Builders, Forterra materials were used in a home extension project for a former construction worker who had been left paralysed, helping volunteers deliver a life-changing adaptation. We also supported BBC DIY SOS projects, supplying beam and block flooring and additional bricks to help create safer, more accessible homes for families with complex needs. Corporate charity and fundraising We continued to support Cancer Research UK as our corporate charity partner, with colleagues across the business taking part in a wide range of fundraising activities. In total, we raised over £44,000 for Cancer Research UK during the year, supported by our Charity Match scheme which doubles funds raised by employees. A standout contribution came from the 524-mile Beaune Cycle Challenge, where ateam of colleagues undertook an endurance ride to raise funds for Cancer Research UK. Beyond our corporate charity partnership, employees raised funds fora range of other causes through individual and site-led initiatives. Participation in events such as the Great North Run supported colleagues’ chosen charities, while teams across the business also supported national campaigns including Macmillan Coffee Mornings, Children in Need, Red Nose Day and the RBL Poppy Appeal. Colleagues also took part in the Jewson Dragon Boat Race alongside industry partners, contributing to funds raised for Band of Builders andWhiteley’s Retreat Children’s Hospice. Employee wellbeing Supporting the health, safety and wellbeing of our workforce remains an important priority. During 2025, we delivered monthly internal awareness campaigns focused on topics such as early cancer detection, mental health, healthy living and general wellbeing. These initiatives provide colleagues with practical information to help them maintain healthy lifestyles and recognise key warning signs. Wellbeing continued to be integrated into plant Safety Days across the Group, with sessions highlighting the importance of physical health, mental resilience and staying alert to potential health risks, reinforcing the link between safety and overall wellbeing. . STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 58 #### People continued ![]() Group sustainability reporting The following table covers our wider sustainability metrics, which are aligned where possible to the SASB disclosure for construction materials. We will continue to review this data suite on an ongoing basis for future reporting periods. Additional disclosure Pillar Topic Metric 2025 2024 2019 Planet Carbon emissions (scope 1, 2 and 3) tonnes 399,734 374,052 Planet Group CO 2 emissions (scope 1 and 2) tonnes 195,376 177,246 319,296 Planet Carbon emissions (scope 1) tonnes 195,376 177,246 299,679 Planet Carbon emissions (scope 2) tonnes – – 19,617 Planet Carbon emissions (scope 3) tonnes 204,358 196,806 Planet Group CO 2 emissions (scope 1 and 2) kg CO 2 /tonne 109.56 110.37 123.40 Planet Clay products CO 2 emissions (scope 1 and 2) kg CO 2 /tonne 232.41 239.72 256.00 Planet Concrete products CO 2 emissions (scope 1 and 2) kg CO 2 /tonne 19.02 18.80 20.90 Planet Clay products CO 2 emissions (scope 1 and 2) kg CO 2 /m 2 28.75 29.94 30.9 Planet Scope 1 emissions covered under emissions-limiting regulations % 86 86 88 Planet Energy consumption MWh 635,803 572,931 956,266 Planet Energy consumption GJ 2,288,892 2,062,552 3,442,558 Planet Energy consumption kWh/tonne 357 357 369 Planet Energy sourced from alternative sources % – – Planet Electricity sourced from on-site renewables % 4.1 3.7 Planet Electricity from renewable sources % 100.0 100.0 Planet Percentage energy from grid electricity % 8.5 8.8 8.0 Planet Percentage of power from grid electricity % 95.9 96.3 100.0 Planet Ultra low emission vehicles (cars) % of fleet 100.0 95.4 Planet Delivery fleet efficiency mpg 8.4 8.4 7.5 Planet Air quality – NOx emissions tonnes 201 152 Planet Air quality – SO ² emissions tonnes 3,213 3,267 5,783 Planet Air quality – particulate matter (PM10) tonnes 131 Planet Air quality – dioxins/furans tonnes n/a Planet Air quality – volatile organic compounds (VOCs) tonnes n/a Planet Air quality – polycyclic aromatic hydrocarbons (PAHs) tonnes n/a Planet Air quality – heavy metals tonnes n/a Planet Total water withdrawn m 3 412,701 400,803 Planet Total water consumed m 3 412,701 400,803 Planet Water withdrawn in areas with high or extremely high baselinewater stress % 40 48 Planet Water consumed in areas with high or extremely high baselinewater stress % 40 48 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 59 #### Our Reporting Detail ![]() Additional disclosure Pillar Topic Metric 2025 2024 2019 Planet Mains water m 3 278,338 249,795 287,101 Planet Mains water litres/tonne 156.09 155.54 111.00 Planet Waste generated tonnes 71,985 112,637 107,609 Planet Waste to landfill kg/tonne 0.01 0.01 0.16 Planet Waste recycled % 99.1 99.4 99.0 Planet Hazardous waste generated tonnes 163 116 88 Planet Hazardous waste generated % 0.2 0.1 Planet Terrestrial land area disturbed hectares (ha) 540 527 Planet Impacted area restored % – – Product New product index (revenue from new products) % revenue 3.5 2.5 Product Percentage of products that qualify for credits in sustainable building design and construction certifications % 100 100 Product Total addressable market and share of market for products thatreduce energy, water or material impacts during usage orproduction % n/a n/a Product Total amount of monetary losses as a result of legal proceedings associated with cartel activities, price fixing, and antitrust activities £ – – Product Plastic packaging consumed tonnes 1,178 963 1,802 Product Plastic packaging consumed kg/tonne 0.74 0.66 0.82 People Health and safety – lost time incident frequency rate (LTIFR) no. of accidents per million hours worked 0.92 2.25 7.35 People Total recordable incident rate (TRIR) (direct employees) rate per 200,000hoursworked 1.10 1.28 People Near miss frequency rate (NMFR) (direct employees) rate per 200,000 hoursworked 7.70 9.70 People Total recordable incident rate (TRIR) (contract employees) rate per 200,000 hoursworked included within direct employees People Near miss frequency rate (NMFR) (contract employees) rate per 200,000 hoursworked included within direct employees People Number of reported cases of silicosis no. – – People % employees in ‘earn and learn’ positions % 3.79 3.71 3.20 People Apprentices no. 30 22 31 People Graduates no. 6 1 7 People Charitable contributions £ 70,761 34,194 41,370 Output data Pillar Topic Metric 2025 2024 2019 Product Output clay products tonnes 756,604 665,659 1,129,173 Product Output concrete products tonnes 1,026,617 940,315 1,459,242 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 60 #### Our Reporting Detail continued ![]() This section of the strategic report constitutes Forterra plc’s Non-Financial and Sustainability Information Statement, produced tocomply with Section 414CB of the Companies Act 2006. The requirements are addressed in this section by means of cross-referencing to indicate which sections of the narrative they are embedded. Our policies can also be found at www.forterraplc.co.uk. Non-Financial Information Section Pages Description of our Business Model Our Business Model 18 Principal Risks and Uncertainties Risk Management and Key Risks 62-68 Non-Financial KPIs Key Performance Indicators/Sustainability Report 26, 47, 59-60 Climate Related Financial Disclosures Sustainability Report 32-60 Area Key policies Further information regarding related risks andperformance Employees Health and Safety Policy, Health and Wellbeing Policy, Flexible Working Policy, Maternity Leave Policy, Paternity Leave Policy, Adoption Leave Policy, Bereavement Policy, Diversity, Inclusion and Respect at Work Policy 54-58 Climate Related Matters including TCFD disclosures Sustainability Policy 33, 39-51, 59-60 Human Rights Anti-Slavery and Human Trafficking Policy 57 Social Matters Code of Business Conduct Policy 54-60 Anti-bribery and Corruption Bribery Act Policy, Conflicts of Interest Policy, Whistle Blowing Policy, Competition Law Policy, Gifts and Hospitality Policy 53, 93 Business Model — 18 Principal Risks — 62-68 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 61 #### Our Reporting Detail continued ### NON-FINANCIAL AND SUSTAINABILITY ### INFORMATION STATEMENT ![]() OVERVIEW Effective risk management is critical to successfully meeting our strategic objectives and delivering long-term value to our shareholders. Instilling a risk management culture at the core of everything we do isakey priority. Our risk management policy, strategy, processes, reporting measures, internal reporting lines and responsibilities are wellestablished. We continue to monitor this alongside numerous other rapidly evolvingbusiness risks; implementing mitigating controls and actions as appropriate. Details of our principal key risks are shown further inthetable starting on page 64. Our risk management objectives remain to: • Embed risk management into our management culture andcascade this down through the business; • Develop plans and make decisions that are supported byanunderstanding of risk and opportunity; and • Anticipate change and respond appropriately. SUSTAINABILITY Sustainability continues to be a key focus within our business with the increasing need to make Forterra more resilient againstthe potential effects of climate change, and evolving sustainability driven risks are highlighted within extensive disclosure in this Annual Report. These reflect not just the impact ofour operations on the environment but alsothe challenging targets we have set to reduce this, targeting netzero by 2050. The Board is committed to compliance with the requirements of theTask Force on Climate-related Financial Disclosure (TCFD) and comprehensive disclosure on both short and long-term climate risks (for the first time on a double materiality basis) is included in our Sustainability Report. The Board’s Sustainability Committee has provided oversight and governance over all matters sustainability and climate, including therisks and opportunities this presents over the short, medium and long-term. KEY RISKS Key risks are determined by applying a standard methodology to all risks, considering the potential impact and likelihood of arisk event occurring, before then considering the mitigating actions in place, theireffectiveness, their potential to be breached and the severity andlikelihood of the risk that remains. This is a robust but straightforward system for identifying, assessing and managing keyrisks in a consistent and appropriate manner. Management of key risks is an ongoing process thathas had additional focus in 2025 as the Group prepares for the incoming requirements of Provision 29 of the Corporate Governance Code 2024. Under the oversight of the Audit and Risk Committee, aworking group of senior management has considered key risks and associated material controls. Looking beyond the risks presented asprincipal risks, we have taken guidance from various advisors including the Internal Audit function and the External Auditor, as to how best to achieve this. Further detail around this preparedness exercise can be found in the Audit and Risk Committee Report on pages 88 to 93. Many of the key risks that are identified and monitored evolve and new risks regularly emerge. Emerging risks are reviewed regularly by senior management as part of the Risk Steering Group with a consolidated list of current emerging risks presented and discussed at each Audit and Risk Committee. The foundations of the internal control system are the first line controls in place across all our operations and activities. This first line of control is evidenced through monthly responsible manager self-assessments and review controls are scheduled torecur frequently and regularly. Policies, procedures and frameworks in areas such ashealth and safety, compliance, quality, IT risk management and cyber security represent the second line of controls, and internal audit activities represent the third line. Management continue to monitor risk closely and put in place procedures to mitigate risks promptly wherever possible. Where the risks cannot be mitigated, management focus on monitoring the risks and ensuring the Group maximises its resilience to the risks, should they fully emerge. RISK APPETITE The Group’s risk appetite reflects the fact that effective risk management requires risk and reward to be suitably balanced. Exposure to health and safety, financial and compliance risks are mitigated as far as is reasonably practicable. The Group is however prepared to take certain strategic, commercial and operational risks in pursuit of its objectives; where these risks and the potential benefits have been fully understood and reasonable mitigating actions have been taken. This approach was evaluated and re-approved by the Board in January 2026. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 62 #### Risk Management and Key Risks BOARD OF DIRECTORS The Board (through the Audit and Risk Committee and Sustainability Committee) have: • Received updates from management on specific key risks; • Continued to review progress against risk management actions and internal controlpriorities; • Considered the effectiveness of the risk management andinternal control environment; • Regularly reviewed all principal risks, heat maps andemerging risks; and • Engaged with management on internal project risksregularly. EXECUTIVE COMMITTEE The Executive Committee and the Risk Steering Group have: • Met frequently to discuss the risk environment and Group risk management activity, identify risks and gaps, and appraise likelihood, impact and risk mitigation; • Identified risk priority areas and focused on the key risks inthese areas; and • Accepted risk exposure in other areas to ensure appropriate prioritisation of key risks. RISK AND INTERNAL AUDIT Risk and Internal Audit have: • Followed a risk-based internal audit plan; • Supported appointed risk owners throughout theyear; and • Continued to track responses of monthly control self- assessments from operational control owners and closure ofinternal control improvement actions. OPERATIONAL MANAGEMENT Operational managers have: • Taken ownership of key local risks; • Completed internal control self-assessments monthly toevidence operational controls are inplace; and • Escalated risks as appropriate. ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 63 #### Risk Management and Key Risks continued RISK HEAT MAP Risk heat map reflecting evolving natureofcertain risks Recognising that impact and likelihood are equally important when assessing risk, the chart below demonstrates bothof these characteristics. Netimpact is afinancial measure of severity and netlikelihood reflectsthe chance of therisk occurring within the next three years. Given the risk environment that weare currently operating in, wehave additionally highlighted those risks deemed to beevolving. KEY RISKS 1 2 3 4 5 6 7 8 9 10 11 12 Health and safety Sustainability/climate change Economic conditions Government action and policy Residential sector activity levels Inventory management Customer relationships and reputation Attracting, retaining and developing employees Innovation IT infrastructure and systems Business continuity Project delivery Evolving risk ![]() 1 – HEALTH, SAFETY AND WELLBEING Links: Principal risk and whyit is relevant We continue to work toensure the safety ofemployees exposed torisks such as theoperation of heavy machinery, moving parts, noise, dusts and chemicals. Key mitigation, update and sponsor Safety remains our number one priority. We target an accident-free environment and have robust policies in place covering expected levels ofperformance, responsibilities, communications, controls, reporting, monitoring and review. 2025 was the first year of our new health, safety and wellbeing strategy, Base to Brilliant. The strategy is intended to move the business beyond legal compliance and defines expectations to achieve our interdependent safety culture goal. It is set in three parts (bronze, silver, gold), so the steps of the journey are structured, clear and follow a pathway of continuous improvement. 2025 also saw the Group maintain our certification to the ISO 45001 occupational health and safety management system standard with a programme of robust internal and external audits to ensure continued adherence. This was the end of the three-year certification cycle and had a significant focus on senior management commitment alongside the usual adherence to Company policies and legal requirements. Executive sponsor: Neil Ash Rationale for appetite Safety first is embedded in all decision- making andis never compromised. Reducing accidents and ill-health is critical to strategic success. 2 – SUSTAINABILITY/CLIMATE CHANGE Links: Principal risk and whyit is relevant We recognise the importance of sustainability and climate change and boththe positive and negative impacts ofour products and processes on the environment. Key mitigation, update and sponsor We recognise the positive impact that our products have on the built environment across their lifespan and are keen for the durability, longevity andlower lifecycle carbon footprint of our products to be championed and better understood. Short-term transitional sustainability risks include increasingregulatory burden or cost, aninability to adapt our business modelto keep pace with new regulation, customer preferences changing more quickly thananticipated or too quickly for ourinnovation to keep pace. Severallonger-term physical risks could have a material impact on the business. These risks include more severe weather impacts, such asflooding, and potentially changes to thedesign of buildings in order to adapt todifferentclimatic conditions. A comprehensive Sustainability Report is included within this Annual Report and isalso available as a separate document, providing detailed disclosure ofthe sustainability-related risks faced by our business, considered for the first time this year on a double materiality basis. Our desire to reduce our impact upon the environment sits hand-in-hand with maximising the financial performance of our business; by investing inmodernising our production facilities not only do we reduce energy consumption and our CO 2 emissions, but we also benefit financially from reducing the amount of energy and carbon credits we need to purchase. Five years into our 2030 decarbonisation targets we acknowledge that progress against this will not always be linear. New factories at Desford and Wilnecote are positive milestones in this journey, however risks around the speed of technological and infrastructural development required for utilisation of hydrogen in our processes as well as carbon capture, remain. We continue to take this challenge seriously and acknowledging the continued importance of the subject matter, allsustainability risks are governed by the standalone Sustainability Committee. Executive sponsor: Ben Guyatt Rationale for appetite Focus from all stakeholders has been maintained in2025 and sustainability remains a high priority for management intheshort-, medium- andlong-term. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 64 #### Risk Management and Key Risks continued KEY Link to strategy Risk appetite Change Strengthen the Core Beyond the Core L Low appetite B Balanced appetite H High appetite Increased Decreased No change Changes noted are since December 2024. Strategy: Appetite: L Gross Change: Net Change: Strategy: Appetite: L Gross Change: Net Change: ![]() 3 – ECONOMIC CONDITIONS Links: Principal risk and whyit is relevant Demand for our products is closely correlated with residential and commercial construction activity. Changes in thewider macroeconomic environment can have a significant impact in this respect and we monitor these closely as a result. Key mitigation, update and sponsor Understanding business performance in real-time, through our customer order book, strong relationships across the building sector, anda range of internal and external leading indicators, help to inform management and ensure that the business has time to respond tochanging market conditions. Despite a modest improvement in demand for our products in 2025, the Group remains impacted by the cyclical downturn in the UK housing market, driven primarily by global economic uncertainty, Government policy and low consumer confidence impacting demand forhousing in the short-term. We recognise that ultimately there remains a shortage ofhousing in the UK, financing is accessible and the population continues to grow, and as such we remain confident in market recovery in the medium-term. The trajectory of the recovery, however, remains uncertain and is dependent on the macroeconomic conditions outlined above, as well as broader geopolitical developments. Throughout this period of weaker demand we have continued to display our ability to flex production output both up and down, ensuring production remains closely matched to sales. This has been effective in the past and we believe the changes made to our operational footprint in recent periods, alongside the new flexibility and capacity provided by the Desford factory, leave us well positioned totake advantage of attractive market fundamentals in the medium to long-term. Executive sponsor: Neil Ash Rationale for appetite Generally weaker macroeconomic conditions inrecent years have caused demand for our products to fall. However, with modest improvements in demand seenduring 2025, we do believe the bottom of the cycle to have passed. Having already adapted our business to align production to sales, until more consistent demand signals are seen, this risk remains unchanged at December 2025. 4 – GOVERNMENT ACTION AND POLICY Links: Principal risk and whyit is relevant The general level and type of residential and other construction activity is partly dependent on the UK Government’s housebuilding policy, investment in public housing and availability of finance. Changes inGovernment policy and support towards housebuilding could either positively or negatively impact demand for our products. Key mitigation, update and sponsor We participate in trade associations, attend industry events and track policy changes which could potentially impact housebuilding and the construction sector. Such policy changes can be very broad, covering macroeconomic policy and including taxation, interest rates, mortgage availability and incentives aimed atstimulating the housing market. Through our participation in these trade and industry associations we ensure our views are communicated to Government andour Executive team on occasion meet with bothministers and MPs. Where identified, we factor any emerging issues into models of anticipated future demand to guide strategic decision-making. The need for more quality housing has featured significantly within the political narrative since the Labour Government and it is clear that the aim is to incentivise construction ofnew homes, even if different political ideologies may demand different models of home ownership. Changes in monetary policy and previous associated increases to interest rates had a significant impact on mortgage affordability. After many years of demand focused policy, current Government policy has been centred on the supply-side and particularly around planning reform. Arguably, planning issues are not at the centre of the current weak demand and it is worth highlighting that for the first time in along-while there is no Government support to stimulate demand for new housing such as the previous Help to Buy scheme. Executive sponsor: Neil Ash Rationale for appetite Recent investment incapacity and rangehas been madedespite the uncertainty presented by changes in Government policy. Whilst the UK Government have given renewed focus and prioritisation to housebuilding, we remain watchful in the short- tomedium-term as to date these policies do not appear to have been successful in driving the increases in housebuilding the Government might haveexpected. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 65 #### Risk Management and Key Risks continued Strategy: Appetite: B Gross Change: Net Change: Strategy: Appetite: B Gross Change: Net Change: ![]() 5 – RESIDENTIAL SECTOR ACTIVITY LEVELS Links: Principal risk and whyit is relevant Residential development (both new build and repair, maintenance and improvement) contributes the majority of Group revenue. The dependence of Group revenues on thissector means that any change in activity levels inthis sector will affect profitability and in the longer-term, strategic growth plans. Key mitigation, update and sponsor Government action and policy as laid out above continues to be a key determinant of demand for new build housing. We closely follow the demand we are seeing from our key markets, along with market forecasts, end-user sentiment, mortgage affordability and credit availability in order to identify and respond to opportunities and risk. Group strategy focuses upon our strength in this sector whilst also continuing to strengthen our commercial and specification offer. The impact of higher interest rates and wider macroeconomic circumstances on this sector has had a notable impact on demand levels in recent years, though 2025 has seen a modest improvement in this respect, with borrowing costs slowly falling and housebuilding forecasts projecting growth in the coming years. During 2025 we have benefited from the weighting of our manufacturing capacity toward extruded brick over soft mud, with demand for extruded brick showing an increase where soft mud demand has been more muted. The investment in the redevelopment of the Wilnecote brick factory, which will supply the commercial and specification market, will in due course provide a degree of diversification away from residential construction, offering some insulation from the impact of future residential demand cycles. Executive sponsor: Neil Ash Rationale for appetite Serving the residential construction market lies at the heart of our strategy. Whilst we will seek opportunities to broaden our offering, we continue to see residential markets ascore. Whilst modest improvement in 2025 suggests recent cyclical lows in the housebuilding sector have started to ease, at December 2025 this risk remains unchanged. 6 – INVENTORY MANAGEMENT Links: Principal risk and whyit is relevant Ensuring sufficient inventories of our products is critical tomeeting our customers’ needs, though this should not be at the expense of excessive cash tiedup in workingcapital. Whilst the ability to serve our customers is key, where excessive inventory starts to be built, management mustensure that production is aligned to forecast demand. Cash tied to surplus working capital increases financing costs and could ultimately impact theGroup’s liquidity, restricting the amount of cash available for other purposes. Key mitigation, update and sponsor After a long period of historically low stock levels, a softening in demand in recent years has allowed stocks to be replenished. Strong customer relationships and some degree of product range substitution have historically mitigated the risk of inventory levels being too low, and now that levels have grown these relationships remain key, ensuring that visibility of ourcustomers' needs and demand levels can accurately be matched to our production levels. 2025 saw a previously unseen dynamic in this respect, whereby growth in the demand for extruded bricks was much stronger than the demand for our soft mud and London bricks, creating some conflicting challenges, with some factories facing low inventory levels whilst others faced higher inventory levels necessitating cuts to production. Executive sponsor: James Cornish and Mark Davies Rationale for appetite Managing capacity sufficiently to prevent tying up excessive amounts of working capital in stock, butensuring that customer demand can continue to be met is crucial tooursuccess. It is important that whilst ensuring we do not build excess inventory, we are also able to continually meet demand where it occurs. At December 2025 this risk remains unchanged. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 66 #### Risk Management and Key Risks continued Strategy: Appetite: H Gross Change: Net Change: Strategy: Appetite: B Gross Change: Net Change: ![]() 7 – CUSTOMER RELATIONSHIPS AND REPUTATION Links: Principal risk and whyit is relevant Significant revenues aregenerated from sales to a number ofkey customers. Where a customer relationship deteriorates, there isarisk to revenue and cash flow. Key mitigation, update and sponsor One of our strategic priorities is to be the supply chain partner of choice for our customers. By delivering excellent customer service, enhancing our brands and offering the right products, we seek to develop our longstanding relationships withour customers. Regular and frequent review meetings focus on our effectiveness in this area. Failure to maintain these relationships could manifest itself in loss of market share, and if not managed correctly, be detrimental in the longer-term in periods of stronger demand. To mitigate these risks we remain in constant communication with our customers, ensuring they are well informed of the challenges faced by our business. We remain particularly conscious of potential impacts on our customer service and selling prices as we aim to retain our margins in a time where our customers are also facing challenging conditions. Executive sponsor: James Cornish Rationale for appetite Customer focus is akey priority for all employees. This risk remains equally heightened across periods of both stronger and weaker demand and as such remains unchanged at December 2025. 8 – ATTRACTING, RETAINING AND DEVELOPING EMPLOYEES Links: Principal risk and whyit is relevant We recognise that our greatest asset isour workforce and a failure to attract, retain and develop talent will be detrimental to Groupperformance. Key mitigation, update and sponsor We understand where key person dependencies and skills gaps exist and continue to develop succession, talent acquisition and retention plans. Wecontinue to focus on safe working practices, employee support and strong communication and employee engagement. Notwithstanding a softer demand environment, challenges associated with labour availability remain across the business in key skilled areas, and it is crucial that this continues to be addressed to ensure the ongoing success of the Group, which remains dependent on our people. Executive sponsor: Sarah Renton Rationale for appetite Our people have always been pivotal toour business and we must remain cautious of the previously increased risk associated with ensuring we attract, retain and develop ouremployees. 9 – INNOVATION Links: Principal risk and whyit is relevant Failure to respond tomarket developments couldlead to a fall indemand for the products that we manufacture. This inturn could cause revenue and margins tosuffer. Key mitigation, update and sponsor Strong relationships with customers as well as independently administered customer surveys ensure that we understand current and futuredemand. Closetiesbetween the Strategy, Operations and Commercial functions ensure that the Group focuses on the right areas ofresearch and development (R&D). Providing innovative products for both our core markets to ‘Strengthen the Core’ and the wider construction market, ‘Beyond the Core’, isof increased importance following a period of weaker demand, and we strive to ensure that we are ina position to do so. New product development and related initiatives are therefore ongoing and we continue to commit to further investment in R&D withclearlinks between investment in R&D and the work undertaken in relation tosustainability. Executive sponsor: Nicola Chapman Rationale for appetite The Group is willing toinvest in order to grow where the right opportunities present themselves. We have invested in the appropriate skills sothat opportunities can be identified andprogressed, and we are committed todeploying R&D toreduce the environmental footprint of our operations. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 67 #### Risk Management and Key Risks continued Strategy: Appetite: H Gross Change: Net Change: Strategy: Appetite: L Gross Change: Net Change: Strategy: Appetite: L Gross Change: Net Change: ![]() 10 – IT INFRASTRUCTURE AND SYSTEMS Links: Principal risk and whyit is relevant Disruption or interruption to ITsystems could have amaterial adverse impact onperformance andposition. Key mitigation, update and sponsor We have continued to invest in, consolidate andmodernise our IT systems, maintaining ISO 27001 Information Security accreditation and strengthening our ability to both resist the threat of a cyber attack and also restore our systems should the need arise. This investment supports our ability to maintain the levels of service that our customers expect. We continue to increase our resilience in this area, ensuring that our people understand their role in any attempt to compromise our cyber security, and regulartraining and tests are carried out as such. Executive sponsor: Ben Guyatt Rationale for appetite The downsides to ITrisks significantly outweigh any upside and our risk appetite reflects this. Our assessment of therisk in this area remains unchanged. 11 – BUSINESS CONTINUITY Links: Principal risk and whyit is relevant Group performance is dependent on key centralised functions operating continuously and manufacturing functions operating uninterrupted. Should we experience significant disruption, there is a risk that products cannot bedelivered to customers to meet demand and allfinancial KPIs maysuffer. Key mitigation, update and sponsor Plans are in place to allow key centralised functions to continue to operate in theevent of business interruption and remote working capabilities have been maintained and continually strengthened in recent years, ensuring the business isable to continue operating with minimal disruption. During 2025 we have focused on increasing our resilience and flexibility, strengthening our ability to continue operating in periods of system interruption. Given the number of news reports highlighting the disruption faced by well known businesses in the aftermath of cyber attacks, this will continue to be a focus in 2026. We consider climate-related risks when developing business continuity plans and have learnt lessons from weather-related events in recent years which inform these plans. Loss of one of our operating facilities through fire or other catastrophe would impact upon production and our ability to meet customer demand. Working with our insurers and risk advisors, we undertake regular factory risk assessments, addressing recommendations as appropriate. We accept it is not possible to mitigate all the risks we face in this area and as such we have a comprehensive package of insurance cover including both property damage and business interruption policies. Executive sponsor: Neil Ash and Ben Guyatt Rationale for appetite The potential for significant disruption dictates the low appetite for risk in thisarea,a risk that atDecember 2025 remains unchanged. 12 – PROJECT DELIVERY Links: Principal risk and whyit is relevant We are coming tothe end of anextensive programme of capital investment within our business which sees anumber of large projects add production capacity. Ensuring these projects are delivered and commissioned as intended is essential tothe future success ofthe business. Key mitigation, update and sponsor Despite the virtually complete Desford project, our vigilance in managing project delivery across the business has not diminished and the focus of this risk has in turnshifted to ongoing projects at both Wilnecote and Accrington. Management closely monitor all current strategic projects for potential challenges, cost over-runs and delays, and act promptly to ensure that risks are mitigated. Redevelopment of the new Wilnecote factory is nearing completion with the commissioning of a new specification focused product range underway. Challenges faced by the Group's suppliers and connected to wider global economic and supply chain challenges impacted the project timetable, though despite this, Wilnecote (aswithDesford previously) has been procured under a fixed price supply contract ensuring that the price we paid was certain at the outset. Given the unusually highlevels of inflation and supply chain challenges in recent years, theGroup has benefited significantly from these contract terms. Management recognise the additional risks posed by running concurrent major projects, and to mitigate, separate project management structures arein place foreach respective project and where common suppliers are involved, procedures are in place to ensure they retain sufficient capacity to deliver on both projects without significant risk. Executive sponsor: Mark Davies Rationale for appetite Management and theBoard are closely monitoring the ongoing expansion projects atWilnecote and Accrington. We acknowledge that progress made at both Wilnecote and Accrington across 2025 has reduced the inherent risk in this area and the rating at December 2025 has been reduced to reflect this. We do however continue to recognise the strategic imperative ofboth projects to thefuture success ofthe Group. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 68 #### Risk Management and Key Risks continued Strategy: Appetite: L Gross Change: Net Change: Strategy: Appetite: L Gross Change: Net Change: Strategy: Appetite: L Gross Change: Net Change: ![]() In accordance with the provisions of the UK Corporate Governance Code 2018, the Board has assessed the prospects of the Company and has a reasonable expectation that the Group will continue to operate and meet its liabilities as they fall due. The Board has reviewed the Group’s position and principal risks over a period of three years from the balance sheet date, which it considers appropriate as it aligns with the Group’s strategic and financial planning horizon. In making this assessment, the Board considered the principal risks set out on pages 62 to 68, together with climate-related risks detailed on page 51 of the Sustainability Report. The Group’s credit facility comprises a committed revolving credit facility (RCF) of £170m extending to June 2028, which was extended following the exercise of a 17-month extension option during 2025. At the balance sheet date, borrowings against the facility totalled £62m with £108m of headroom remaining. The cash balance stood at £6.1m with reported net debt before leases of £55.7m (2024: £84.9m) (net debt is presented inclusive of capitalised arrangement fees). The Group also benefits from an uncommitted overdraft facility of £10m which was undrawn at the year-end. The facility is subject to covenant restrictions of leverage (net debt/ adjusted EBITDA) (as measured before leases) of less than 3 times and interest cover of greater than 4 times. The covenants are subject to testing on a half yearly basis. The Group has comfortably traded within its covenants throughout 2025 and anticipates remaining within these throughout 2026. The Board has reviewed the Group’s financial forecasts andany consequential future funding requirements against committed external borrowing facilities regularly to confirm ongoing viability. The scenarios modelled include a base case, asevere but plausible downside scenario and a reverse stress test scenario, which is considered remote. These scenarios have been modelled using management’s experience of the business, including the impact of the 2008 global financial crisis and more recently the global pandemic and subsequent cost of living crisis. The scenarios remain framed against the backdrop of continuing market uncertainty. The plausible downside scenario modelled for viability purposes isaligned to that used for going concern modelling, from the perspective of assumed EBITDA. Assumptions underpinning these scenarios follow. Under all scenarios it is assumed that financing will be available to the Group throughout the period modelled, with refinancing on similar terms to that currently in place. Base case • The base case scenario is aligned to our current demand expectations, with 2026 sales volumes expected to be similar to 2025; • Management continues to align production to anticipated sales, minimising inventory growth. In addition, capital expenditure continues to reduce from prior years, with the Group’s spend on strategic projects largely complete, increasing free cash flows; • With leverage now returned to normalised levels, and reflective of our lower capital expenditure requirements going forward, the Board's intention to commence the return of surplus capital to shareholders with a £20m share buyback programme has been included; • Sales volumes are modelled to remain between 12% and 25% below2022 in 2026. Volumes improve in 2027 but remain up to 22%below 2022 (product dependent). 2028 sees a recovery involumes to nearer 2022 levels, however brick volumes remain 8%below2022; and • Under this scenario, net debt is forecast to remain under 1.5 times adjusted EBITDA in each year, in line with our capital allocation policies and reflecting the announced programme of share buybacks. Plausible downside • The Group’s plausible downside scenario takes into account the lowest levels of market demand seen across our products since 2022. Product dependent, this ranges up to 40% below the levelslast seen in 2022, which is considered to be representative ofanormalised market for the Group, and as such is seen as a reasonable benchmark for scenario modelling. It is not considered plausible that demand could fall further than the assumptions detailed within the downside scenario laid out below; • The scenario assumes that sales volumes return to their lowest level since 2022, which, product dependent, is a reduction of between 23%and 38% relative to 2022. Volumes begin to recover in 2027 butremain up to 36% below 2022. For 2028, despite a continued recovery, brick volumes remain 33% below 2022; and • Under this scenario, net debt is forecast to remain stable, however the announced programme of share buybacks is paused. Reverse stress test • The reverse stress test is modelled to support management and the Board in understanding what the quantum of fall in Group trading andfinancial performance would need to be to result ina covenant breach. The reverse stress test indicated that should volumes fall bya further 16% beyond those modelled in the plausible downside scenario, the Group would be atrisk of breaching its covenants. Thisscenario is considered remote. The scenarios above have been modelled with consideration given toseveral of the Group’s key risks, and the quantitative impact of theserisks should they occur. Potential contributing factors include Government policy, acontinuing economic downturn, consideration ofinventory management, a prolonged reduction in residential sector activity levels or new product development inthe sector. Management is comfortable confirming that the Group remains profitable under both the base and plausible downside scenarios. Inaddition, in the event of sales volumes falling in line with those modelled in the reverse stress test, the Group would seek to enact further mitigating actions including additional cost savings, production reductions, curtailment in the quantum of dividend distributions and thesale of surplus land and buildings. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 69 #### Viability Statement ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 70 # GOVERNANCE IN THIS SECTION 72 Board of Directors 75 Executive Committee 76 Corporate Governance Statement 86 Nomination Committee Report 88 Audit and Risk Committee Report 94 Sustainability Committee Report 96 Remuneration Committee Report 124 Directors’ Report 127 Statement of Directors’ Responsibilities ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 71 #### Governance at a Glance GOVERNANCE HIGHLIGHTS Board changes Nigel Lingwood and Aysegul Sabanci join the Board in April2025. → See pages 76 and 77 Succession planning Structured search initiated for new Independent Non- Executive Directors. → See page 76 Capital investment programme £140m capital programme largely complete; Desford operating two kilns, Wilnecote nearing completion. → See page 78 Remuneration Policy and shareholder engagement Proposed revisions to the Remuneration Policy following shareholder consultation. → See pages 101 to 109 MEETING ATTENDANCE → See page 80 Attendance B A S R N Justin Atkinson 1 4/4 n/a 2/2 2/2 0/0 Nigel Lingwood 2 6/6 n/a 2/2 3/3 2/2 Neil Ash 8/8 n/a 4/4 n/a n/a Ben Guyatt 8/8 n/a 4/4 n/a n/a Katherine Innes Ker 8/8 4/4 4/4 5/5 2/2 Vince Niblett 7/8 4/4 4/4 5/5 2/2 Martin Sutherland 8/8 4/4 4/4 5/5 2/2 Gina Jardine 8/8 4/4 4/4 5/5 2/2 Aysegul Sabanci 2 6/6 2/2 2/2 3/3 2/2 1. Justin Atkinson retired from the Board on 20 May 2025. 2. Nigel Lingwood and Aysegul Sabanci joined the Board on 1 April 2025. KEY B Board A Audit and Risk Committee S Sustainability Committee R Remuneration Committee N Nomination Committee BOARD SKILLS MATRIX → See page 85 Risk Management Strategy M&A Construction Sector Manufacturing Finance Corporate Governance Commercial Health & Safety HR and Talent Development Sustainability BOARD DIVERSITY → See page 85 GENDER DIVERSITY 62% MALE 38% FEMALE TENURE NON-EXECUTIVE DIRECTORS 50% 0-3 YEARS 50% 6-9 YEARS INDEPENDENCE 13% CHAIR 62% IND. NON-EXECUTIVE DIRECTORS 25% EXECUTIVE DIRECTORS ![]() NIGEL LINGWOOD Chair Appointment Nigel Lingwood joined the Boardon 1 April 2025 and was appointed Chair in May 2025. Skills, experience and qualifications Nigel is an experienced FTSE 250 chair and former CFO with extensive public company experience and wide ranging experience of industrial businesses. Prior to joining Forterra he was Group Finance Director at Diploma PLC, where he spent 20 years overseeing significant business growth. He qualified with Price Waterhouse and has a BSc in Economics from the University of Hull. Other Directorships • Chair of Volution Group Plc • Senior Independent Director and Audit Chair of Dialight plc NEIL ASH Chief Executive Officer Appointment Neil Ash was appointed to the Board as Chief Executive Officer on25April 2023. Skills, experience and qualifications Neil has almost three decades’ experience in the buildingmaterials sector and an impressive track recordof improving performance anddelivering growth. Previously at Etex, theBelgian lightweight building materials manufacturer, he led the €2.4bn revenue Building Performance division. During his time at Etex,Neiloversaw major capex projects, significant acquisitions, and developed its sales approach which delivered strong top line growth. His experience includes 15 years at Lafarge, where heundertook manyroles, including Vice President International Business Development and Salesand Commercial Director UK & Ireland ofLafarge Plasterboard. Neil has attended executive education programmes atINSEAD (France) and IMD (Switzerland). BEN GUYATT Chief Financial Officer Appointment Ben Guyatt was appointed to the Board on 1January 2020 and prior to this, served as Director of Finance andCompany Secretary. Skills, experience and qualifications Prior to his appointment as CFO, Ben held therole of Director of Finance and Company Secretary, playing akey role in the separation ofthe business from HeidelbergCement and the subsequent listing on the London Stock Exchange. Drawing upon his extensive experience with the business and financial acumen, Benkeeps the Board updated, enabling informed decision-making. Ben joined Hanson plc in 2006 and held a variety of senior finance and strategy roles within Hanson andHeidelbergCement. Previously, Ben held financial management roles at insurance broker, Heath Lambert. Ben is a Chartered Accountant and holds a Bachelor of Arts degree with honours in Accounting and Finance from the University of the West ofEngland. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 72 #### Board of Directors S R N S S KEY Committee membership A Audit and Risk Committee S Sustainability Committee R Remuneration Committee N Nomination Committee Chair ![]() KATHERINE INNES KER Senior Independent Non-Executive Director Appointment Katherine Innes Ker was appointed to the Board on 1September 2017as an Independent Non-Executive Director and wasappointed asSenior Independent Non-Executive Director in May 2019. Skills, experience and qualifications Katherine has gained extensive executive and non-executive experience across a range of sectors in a career spanning over 30 years. Katherine began her business career as a city financial analyst and has since held many non-executive directorships with a particular wealth of experience in the housebuilding sector. Katherine was a Non- Executive Director of Taylor Woodrow/Taylor Wimpey for 10 years and subsequently of St Modwen Properties and Vistry Group plc. This experience allows Katherine to provide valuable insightinto our markets from a customer perspective. Katherine has over 20 years’ experience as aChair ofRemuneration Committees, and asaSenior Independent Director. Katherine isa Graduate ofOxford University, holding a Masters degree in Chemistry and a Doctorate inMolecular Biophysics. Other Directorships • Non-Executive Director at Ground Rents IncomeFund plc • Senior Independent Director at Stelrad Group plc VINCE NIBLETT Independent Non-Executive Director Appointment Vince Niblett was appointed to the Board on8February 2019 asanIndependent Non-Executive Director. Skills, experience and qualifications Vince was previously a Partner at Deloitte where he held a number of senior roles including membership of the UK Board of Directors and Global Managing Director, Audit& Enterprise Risk Services before retiring in 2015. During his career at Deloitte, he served some of the firm’s most significant public company clients, working with them on commercial and strategic issues as well asproviding audit services. Vince uses his significant financial experience to both guide and challenge the Board on important decisions as well as offering adviceon governance and compliance matters. Vince is a Chartered Accountant and holds a Bachelor of Arts degree in Economics from Reading University. Other Directorships • Non-Executive Director at Big Yellow Group plc • Non-Executive Director at Target Healthcare REIT plc MARTIN SUTHERLAND Independent Non-Executive Director Appointment Martin Sutherland was appointed to the Board on23 May 2017 asanIndependent Non-Executive Director. Skills, experience and qualifications Martin has over 20 years of international experience at senior management or director level in technology and manufacturing businesses, focused on the government and commercial sectors. Martin was previously CEO of IT security business Reliance ACSN. Prior to this Martin held the position of CEO at De La Rue plc and various roles at Detica plc, Andersen Consulting and British Telecom. Martin brings his experience as aCEO in bothpublic and private companies to Board discussions on operational and strategic matters, as well as providing practical advice based on his expertise in the application of technology. As the Non-Executive Director responsible for employee engagement, he attends and feeds back from the Employee Forum. Martin holds a Masters degree in Physics from Oxford University, and a Masters degree in Remote Sensing from University College and Imperial College London. Other Directorships • Non-Executive Director at XPS Pensions Groupplc STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 73 #### Board of Directors continued A S R N A S R N A S R N ![]() GINA JARDINE Independent Non-Executive Director Appointment Gina Jardine was appointed to the Board asanIndependent Non- Executive Director on 3April 2023. Skills, experience and qualifications Gina has over 25 years of experience in senior human resources roles in Australia, Canada and the UK. She has worked in publicly listed and private organisations across multiple sectors, from building products to mining, logistics, automotive and telecoms. Previously Gina held the position of Chief Human Resources Officer at global materials business CRH plc, and before that held roles atKinross GoldCorp, Rio Tinto Group, Linfox Logistics, Sensis Pty Ltd and Honda Motor Co Ltd. Her global experience brings insight and helps guide the Board in the areas of corporate culture, talent management, organisation design and safety. Ginaholds a BA in Social Sciences from Monash University andan MBA from Melbourne Business School. AYSEGUL SABANCI Independent Non-Executive Director Appointment Aysegul Sabanci was appointed to the Board asanIndependent Non- Executive Directoron 1April 2025. Skills, experience and qualifications Aysegul has extensive international experience across commercial, procurement and supply chain leadership roles, bringing expertise insupply chain resilience, enterprise risk management and climate transition and sustainability across complex industrial and construction sectors. She most recently served as Group Head of Procurement andSupply Chain at ISG Ltd and previously held senior commercial and supply chain leadership roles at SPIE SA, supporting large-scale infrastructure and engineering projects. Aysegul previously served as a Non-Executive Director of T Clarke plc and currently serves as aNon- Executive Director of the Code for Construction Product Information, supporting stronger standards and transparency across construction product information. She holds an MBA from Durham University, anMSc in Innovation, Creativity and Enterprise Management from Newcastle University and a BSc in Mechanical Engineering from Yildiz Technical University. FRANCES TOCK Company Secretary Appointment Frances Tock was permanently appointed tothe position of Company Secretary on 14December 2023, having previously held theposition on a temporary basis. Skills, experience and qualifications Frances qualified as a Certified Accountant withGrant Thornton and worked in finance positions across a number of industries including leisure, renewable energy and ITservices before joining Forterra in2015. Inher previous role as Group Financial Controller, Francesplayed a key role inthe separation ofthe business from HeidelbergCement and the subsequent listing onthe London Stock Exchange, more recently project-managing theGroup’s IT and business change projects before taking on the role of Company Secretary. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 74 #### Board of Directors continued A S R N A S R N ![]() NEIL ASH Chief Executive Officer – See Neil Ash’s biography on page 72. BEN GUYATT Chief Financial Officer – See Ben Guyatt’s biography on page 72. MARK DAVIES Chief Operations Officer Mark joined the Group in July 2024 and has over 30 years of manufacturing and business experience. He hasheld senior manufacturing roles in Tata Steeland more recently, Welsh Water. Mark holds a Master of Business Administration degree from WarwickBusiness School anda Bachelor of Science degree inAppliedMathematics from the University of Reading. JAMES CORNISH Group Commercial Director James joined Forterra in December 2025 and has extensive commercial and leadership experience, having held senior roles withTravis Perkins, Samworth Brothers, Tesco, GSK and Premier Foods. James holds a Bachelor of Science degree in Business andManagement Studies from The University of Bradford School ofManagement. SARAH RENTON Group People Director Sarah joined Forterra in February 2025. Prior to joining, Sarah held senior leadership roles at SIG, LyrecoUK andTJX Europe. Sarah is amember of the Chartered Institute of Personnel andDevelopment and has aBachelor ofArts degree in Human Resources from TeessideUniversity. NICOLA CHAPMAN Strategy & Marketing Director Nicola joined Forterra in May 2024. Prior to joining Forterra, Nicola held Marketing Director, Head of Market Intelligence andHeadof Products roles for theEtex Group. Nicola has aBachelors degree in Business Administration and Management from the University ofBradford. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 75 #### Executive Committee 1 2 3 4 1 2 3 4 ![]() Dear Shareholder As Chair of the Company, I am pleased to present the Governance Report for the year ended 31 December 2025. The Report provides aninsight into the work and activities of the Board and its Committees during the year. Code compliance The Board operates in accordance with the UK Corporate Governance Code 2024 (the Code) which was issued by the Financial Reporting Council and which is available on their website: www.frc.org.uk We are preparing for the introduction of Provision 29 of the 2024 Corporate Governance Code, which will be applicable for us from 1January 2026. Over the year, we have reviewed our governance framework and have begun making any adjustments needed to remain compliant with the requirements of Provision 29. Further detail can be found in the Audit and Risk Committee Report on pages 88 to 93. The Board remains committed to the highest standards of corporate governance, recognising that strong governance is fundamental to the long-term sustainable success of Forterra. This Corporate Governance Statement, together with the reports of theNomination, Audit and Risk, Sustainability and Remuneration Committees on pages 86 to 123, sets out in detail how the principles and provisions of the Code have been fulfilled and how the Board and its Committees have discharged their responsibilities for ensuring robust governance practices operate across the Group. 2025 Board highlights During 2025, the Board has continued to demonstrate effective leadership, accountability and oversight in a year characterised by both external market uncertainty and meaningful strategic progress across the Group. The following summarises the areas of specific Board focus during the year and is not intended to reflect the wide-ranging recurring responsibilities of the Board. Board succession planning and recruitment As part of our ongoing commitment to strong governance and effective succession planning, the Board oversaw a structured recruitment process during the year. Following the planned retirement of Justin Atkinson who served as a Board member for nine years, including six years as Chair, I was appointed as Chair. I also Chair the Nomination Committee. The Board extends their thanks to Justin for his long and valued contribution to the Board and the wider organisation. To further strengthen the Board’s composition and complement the skills of existing members, we also appointed Aysegul Sabanci as anew Independent Non-Executive Director. Aysegul brings valuable additional expertise and will serve on all Board committees, supporting robust governance and oversight across the Group. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 76 “The Board continues to place strong governance at the heart of its long- term success, and I am pleased to #### present this year’s statement, which outlines Forterra’s adherence to the #### Code together with the key activities #### undertaken by the Board and its #### Committees during the year ended #### 31December 2025.” Nigel Lingwood Chair of the Board and the Nomination Committee ### CORPORATE ### GOVERNANCE ### STATEMENT ![]() After serving for nine years as an Independent Non-Executive Director, Martin Sutherland will not seek re-election at the forthcoming AGM. The Board would like to thank Martin for his important contribution during his tenure and wishes him every success in the future. Looking ahead, our Senior Independent Non-Executive Director and Chair of the Remuneration Committee, Katherine Innes Ker, will reach the ninth anniversary of her appointment during 2026. To ensure a smooth and well-planned transition of responsibilities, theNomination Committee has initiated a search process to identify new Independent Non-Executive Directors, ensuring the Board continues to retain the right balance of skills, experience, independence and diversity. Strategic investment The Board has continued to oversee and support the Group’s strategic progress, both in strengthening our core operations and advancing opportunities beyond our core. During the year, the Board monitored the successful milestone at Desford, where both kilns are now operating simultaneously for the first time, and supported the recommissioning of the Wilnecote factory following its redevelopment enabling the expansion of our product range and our re-established presence in the commercial and specification markets. The Board has also overseen the launch of the innovative Omnia extruded brick-slip range at our Accrington facility. Health and safety culture The Board remains fully committed to fostering a strong and proactive health and safety culture across the business. Throughout the year, theBoard continued to engage closely with management on health and safety performance and initiatives, and demonstrated its support for the Company’s behavioural safety programme by completing the Visible Felt Leadership (VFL) training. All Board members have now undertaken the training and have utilised these skills in undertaking twofactory health and safety walks in the year. Inaddition, the Board completed three factory visits as a group during theyear, reinforcing theBoard’s collective leadership role in promoting safe behaviours andembedding safety as a core value throughout the organisation. Vision, values and culture The Board received regular updates of the Group’s progress towards achieving its goals and the embedding of its vision, mission, purpose and values. To monitor the success of our culture within the business andensure compliance with the Code, Martin Sutherland hascontinued as the Non-Executive Director responsible for employee engagement, attending meetings of the Employee Forum and reporting back to the Board following each meeting. The Forum meets quarterly at different locations to discuss subject matters raised by our colleagues to their Forum constituency representative including culture, operational and commercial performance, customer feedback, health and safety and mental health awareness. In addition, Board members undertake regular health and safety walks, as well as Board site visits across thebusiness. Each of these occasions provides Board members with opportunity for one-to-one engagement with the workforce. Board members also take the opportunity to attend and participate in health and safety related events including Building Safety Together (BST) meetings at factories. The Board further strengthened its engagement with the wider leadership team, enabling meaningful relationship building and early involvement in the development of key initiatives. Corporate governance The Board has ensured that, through the work of the Audit and Risk Committee, it has continued to be fully appraised of the Group’s response to the new requirements of the UK Corporate Governance Code 2024. During the year the Remuneration Committee liaised closely with major shareholders in proposing a new remuneration policy to be adopted at the forthcoming Annual General Meeting in May 2026. Further details of the new Remuneration Policy can be found in the Remuneration Committee report on pages 96 to 123. The Board commissioned a Failure to Prevent Fraud review, initiating a programme of workshops to assess the business’s risk under the new regulations and ensure appropriate processes are in place to mitigate those risks where possible. Sustainability Sustainability progress during the year is laid out in our comprehensive Sustainability Report included on pages 32 to61. This Report includes the conclusions from the Corporate Sustainability Reporting Directive aligned Double Materiality Assessment and details of the Company’s new health, safety and wellbeing strategy ‘Base to Brilliant’. Board effectiveness We monitor Board effectiveness in accordance with the requirements ofthe Code and conducted an internally facilitated review during the year. More information about this process islaid out on page 84. Diversity The Board remains committed to furthering all aspects of diversity throughout the organisation and additional information is included within this Corporate Governance Statement on page 85. Board priorities for 2026 In 2026 the Board expects to focus upon the following non-recurring priorities. Response to market conditions The Board will continue to closely monitor the Group’s key markets and maintain oversight of management’s actions in response to evolving conditions. Given the ongoing uncertainty in the external environment, the Board remains focused on ensuring that appropriate measures are taken so the Group is well positioned to respond swiftly and effectively to changes in demand. Induction Following the ongoing recruitment process, the Board and the Company Secretary will work closely with management to ensure that all newly appointed Non-Executive Directors receive a personalised and comprehensive induction programme. This will be tailored to their individual experience and background, and will include visits to key sites, meetings with members of the Executive Committee and senior management, as well as a full briefing on the Group’s governance framework and policies, enabling them to contribute effectively from the outset. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 77 #### Corporate Governance Statement continued ![]() Corporate Governance Code 2024 Following adoption of the Corporate Governance Code 2024, the Board will continue to work closely with management, via the Audit and Risk Committee, to progress the Group’s strategy to formally document and test key controls ahead of changes to Provision 29 of the Corporate Governance Code which takes effect from 1 January 2026. Capitalinvestment programme Having overseen the completion of c.£140m of capital investment overa six-year period, capital expenditure is likely to be lower over the coming years. The Board will continue to support selective strategic investments, including completion of a £1.5m brick cutting facility at our Measham site, as well as overseeing important maintenance capital expenditure to ensure the most efficient running of our existing facilities. Nigel Lingwood Chair of the Board and the Nomination Committee 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 78 #### Corporate Governance Statement continued The Code focuses on the application of principles and supporting provisions that emphasise the value of good corporate governance to long-termsustainable success. Therelationship between companies, shareholders and stakeholders is critical to this, asisa focus on culture through alignment of purpose, strategy, integrity and diversity. Certain provisions of the Code do not apply to smaller companies defined as those, like Forterra plc, outside of the FTSE 250. The Board is, however, committed to sustaining the higher standards of corporate governance and the application of these principles, provisions and outcomes achieved are disclosed in the Annual Report as required for companies in the equity shares (commercial companies) category. The Board confirms that throughout the year ended 31December 2025, and as at the date of this report, the Company has complied with all relevant provisions set out inthe Code. THE KEY COMPONENTS OF THE CODE ARE: 1. Board leadership and purpose Led by an experienced Chair (succeeding the outgoing Chair), supported bya decisive and diverse Board with a broad range ofexperience setting the values, culture and purpose which are embedded across thebusiness. Engagement with shareholders and stakeholders enables the Board to understand their views and promote the long-term sustainable success of the Company, generating value for shareholders and contributing to wider society, particularly regarding sustainability and our roadmap to netzero. 2. Division of responsibilities The Board has an appropriate mix of Executive andNon- Executive Directors for balanced decision-making, with clearlines of communication to receive accurate and timely information to make informed decisions. There is a clear division of responsibilities between the leadership of the Board and the executive leadership of the business, and the Non-Executive Directors have sufficient time to meet their Board responsibilities. 3. Composition, succession and evaluation The Board and its Committees have a combination of skills, experience and knowledge to discharge their duties, and undergo an annual evaluation as to their effectiveness. Succession planning remains high on the agenda forthe Nomination Committee whilst acknowledging the increased need to promote diversity of gender, social and ethnic backgrounds and how effectively members worktogether toachieve objectives. 4. Audit, risk and internal controls The Board has a structured oversight of the internal and external audit function through the establishment of the Audit and Risk Committee. Inaddition, the Committee monitors theCompany’s risk register with a focus on emerging risks. Thework of the Audit andRisk Committees iscovered in more detail from page 88. 5. Remuneration The Remuneration Committee aligns executive remuneration to the Company’s purpose and values by setting clear objectives, which are linkedwith thesuccessful delivery of thelong-term strategy, including environmental, social and governance (ESG) factors. This is covered in more detailon pages 96 to 123. TheCommittee also has thediscretion to override formulaic outcomes to remuneration calculations. The Remuneration Committee has retained remuneration advisors, Willis Tower Watson, who areindependent of both the Company and theindividual Directors, to assist the Committee inmaking informed remuneration decisions. COMPLIANCE WITH THE UK GOVERNANCE CODE 2024 ![]() Board Committees The Board operates four Committees towhich it delegates responsibility: theAudit and Risk Committee, Nomination Committee, Remuneration Committee and Sustainability Committee. Each of these Committees provides a report within the Governance section of this Annual Report, detailing information asto their responsibilities, activities inthe past year and future priorities. The terms of reference of each ofthese Committees are each reviewed on an annual basis. TheBoard believes each of the Committees has the necessary skills and resources to fulfil its brief and each of the Committees has access to appropriate legal and professional advice where necessary. Chair The Chair, Nigel Lingwood, leads the Board and is responsible for its overall effectiveness. The Chair sets theBoard’s agenda, encourages theDirectors to contribute openly todebate and ensures the Directors receive accurate, timely andclear information via the Company Secretary to stimulate this debate. CEO The CEO, Neil Ash, isresponsible fortheday-to-day management ofthe Group, including embedding the purpose, values and strategic objectives established by theBoard. CFO The CFO, Ben Guyatt is responsible for theGroup’s financial matters, supports the CEO in the achievement ofthe Group’s strategic objectives and manages the relationships with investors, lenders andresearch analysts. Executive Committee The Executive Committee, which currently comprises six senior managers including the two Executive Directors, has been established to support the CEO inhismanagement of the business and inexercising the authorities delegated tohim by the Board. Membership of the Executive Committee along with biographies isdetailed on page 75. Senior Independent Non-Executive Director In the Senior Independent Non-Executive Director role, Katherine Innes Ker provides a sounding board for the Chair, serves asan intermediary for the other Directors and meets the other Independent Non-Executive Directors without the Chairpresent to appraise theChair’s performance. The Senior Independent Director is available to shareholders iftheywish to meet to discuss any matters related to theGroup. Company Secretary Frances Tock, in her role as Company Secretary, works closely with and supports the Chair, and the Chairs ofthe Board Committees insetting agendas and planning meetings, ensuring efficient distribution of thecomplete, accurate and timely information necessary tofacilitate Board and Committee discussion. Shealso advises the Boardand management on all matters relating tocorporate governance and is responsible for the management oftheAGM. Independent Non-Executive Directors Independent Non-Executive Directors arenot involved in the day-to- day running of the business and as such are able to provide an external perspective alongside sound judgement and objectivity. Non-Executive Directors receive a fixed level ofremuneration for their services and donot benefit from variable remuneration based on Group performance. Given thesize of the Group and its Board, it is thought appropriate and beneficial that each Non-Executive Director sits on each Committee. This better allows the Non-Executive Directors to effectively fulfil their responsibilities in providing constructive challenge, strategic guidance, specialist advice and holding Executive Directors toaccount for both the Group’s and theirown personal performance. All Non-Executive Directors have the required time to devote to Forterra with the Chairregularly keeping this under review. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 79 #### Division of Responsibilities THE BOARD Provides high level oversight and supports strategy setting NOMINATION COMMITTEE Oversees the composition of the Board andCommittees, considering succession planning, balance of skills and experience anddiversity in making recommendations to the Board. → See page 86 AUDIT AND RISK COMMITTEE Oversees the Group’s corporate financial reporting, the internal control system, risk management and the relationship with both the external auditor and the outsourced Internal Audit function. → See page 88 SUSTAINABILITY COMMITTEE Review and monitor theCompany’s attitude andapproach to ESG matters andrisks, andensure compliance with related reporting requirements. → See page 94 REMUNERATION COMMITTEE Responsibility for recommending overall Remuneration Policy and thesetting of executive andsenior management remuneration. → See page 96 EXECUTIVE COMMITTEE Responsible for day-to-day management of the business ![]() INDEPENDENCE OF THE BOARD The Company recognises the importance of its Non-Executive Directors remaining independent throughout their appointment, asitenables them to provide objective advice and guidance to theExecutive Directors and senior management. In considering the independence of each Non-Executive Director, theBoard has taken into consideration the guidance provided bytheCode, and as such, considers all Non-Executive Directors tobeindependent in accordance with Provision 10 ofsuch Code. Summary of matters reserved for the Board The Board has a formal schedule of matters reserved for its decision which is reviewed annually to ensure it remains appropriate and which is summarised below: • Approval of the Group’s long-term objectives and strategy; • Approval of the Group’s business plans, operating and capitalbudgets; • Approval of the Group’s sustainability targets and reporting; • Approval of the annual and interim accounts; • Changes in the Group’s capital or financing structure; • Approval of significant transactions including acquisitions anddisposals; • Approval of the dividend policy and any changes thereto; • Ensuring the maintenance of a sound system of internal control and risk management; • Carry out an assessment of the Group’s emerging and principal risks; • Board appointments; • Succession planning and setting terms of reference for BoardCommittees; • Approval of the Remuneration Policy and remuneration arrangements for the Executive Directors and senior management; and • Creation, ongoing assessment and monitoring of Company culture. Time commitments The Board acknowledges the importance of directors having enough time to perform effectively. After reviewing their external commitments, it concluded each Director has sufficient time for the Company. Their contributions to Board discussions reflect the time spent on Forterra matters outside of meetings, and they are often available for unscheduled activities as needed. Conflicts of interest Directors have a statutory duty to avoid situations in which they may have interests which conflict with those of the Company. The Board has adopted procedures as provided for in the Company’s Articles of Association for considering and if appropriate, authorising any potential conflicts of interest and forthe consideration of, and if appropriate, authorisation of newsituations which may arise. The Company maintains a conflict register which is reviewed periodically. Currently the only situations authorised and listed on the register are the Directors holding directorships and other similar appointments in companies or organisations notconnected with the Company where no conflict of interest has been identified. Board meetings It is the intention of the Board to meet on at least eight occasions ayear. In 2025 the Board met on eight scheduled occasions. Standing items on the Board agenda include the CEO report covering health & safety, market conditions, competitor activity and progress onmajor projects; a CFO report covering financial performance; areview of investor-related activity; and the Company Secretary’s report outlining regulatory updates. The Directors regularly communicate and exchange information regardless of the timing of meetings and should the need arise, ameeting of the Directors can be convened at short notice. Inaddition to the scheduled meetings, the Board also held anumber of updates and briefings by video conference during theyear. There were four meetings of the Audit and Risk Committee, four of the Sustainability Committee, five meetings oftheRemuneration Committee and two of the Nomination Committee during the year under review. The table below only includes attendance where each Director attended as a member. The Chair, CEO and CFOalso attended certain Committee meetings, or parts thereof, as invitees. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 80 #### Division of Responsibilities continued Attendance B A S R N Justin Atkinson 1 4/4 n/a 2/2 2/2 0/0 Nigel Lingwood 2 6/6 n/a 2/2 3/3 2/2 Neil Ash 8/8 n/a 4/4 n/a n/a Ben Guyatt 8/8 n/a 4/4 n/a n/a Katherine Innes Ker 8/8 4/4 4/4 5/5 2/2 Vince Niblett 7/8 4/4 4/4 5/5 2/2 Martin Sutherland 8/8 4/4 4/4 5/5 2/2 Gina Jardine 8/8 4/4 4/4 5/5 2/2 Aysegul Sabanci 2 6/6 2/2 2/2 3/3 2/2 1. Justin Atkinson retired from the Board on 20 May 2025. 2. Nigel Lingwood and Aysegul Sabanci joined the Board on 1 April 2025. KEY B Board A Audit and Risk Committee S Sustainability Committee R Remuneration Committee N Nomination Committee ![]() Engagement: Oversaw externally facilitated investor perception audit, ensuring shareholders were appropriately engaged through a structured feedback process. Links: A, B, C, D, E, F Review: Internal evaluation during the year to assess Board and Committees' effectiveness withthe findings used to support continuous improvement in governance practices. Links: A, B, C, D, E, F Review: Defined and approved new capital allocation priorities. Links: A, B, C, D, E, F Approval: Group’s annual operating and capital budgets ensuring appropriate oversightof financial planning and resourceallocation. Links: A, B, C, D, E Deep Dive: The newly appointed Chair and NED received a comprehensive, tailored induction covering regulatory obligations, the share dealing code, site visits, management and auditor meetings and shareholder introductions. Links: A, B, C, D, E, F Review: Group’s strategy, exploring future growth options beyond the current model and agreeing clear objectives. Links: A, B, C, D, F Approval: Approved PSP performance measures and targets for the forthcoming awardcycle. Links: A, B, C, D, E, F Deep Dive: A Provision 29 workshop to deepen itsunderstanding of the new internal controls requirements and to align on the documentation and testing approach needed for future compliance. Links: A, B, C, D, E, F Approval: Interim Results Announcement. Links: A, F Review: The Board reviewed the business’s first Net Promoter Score survey, marking the introduction of a new measure of customer experience and loyalty. Links: C Engagement: Formal shareholder consultation on the proposed revisions to the Remuneration Policy, engaging directly with key investors togather feedback ahead of finalising the updated policy. Links: A, E, F Approval: Year-end results announcement and theAnnual Report, ensuring that the financial and narrative disclosures presented a fair, balanced andunderstandable summary of the Group’s performance for the year. Links: A, B, C, D, E, F Approval: Final dividend, confirming the dividend amount and associated disclosures following its review of the year-end financial position. Links: A, F Deep dive: Failure to Prevent Fraud review, initiating a programme of workshops to assess thebusiness’s risk under the new regulations andensure reasonable processes are in place tomitigate the risks where possible. Links: A, B, C, D, E, F Approval: Approved a £1.5m capital investment inbrick slip cutting capability. Links: A, B, C, D, E, F Engagement: All Directors stood for re-election except Justin Atkinson, who retired after nine years; Nigel Lingwood was appointed Chair andAysegul Sabanci joined as an NED. Links: A, B, C, D, E, F Review: The annual HearMe employee survey results, noting a significant uplift in engagement and improved scores, while recognising that recognition and employee voice remain priority areas. Links: B Approval: The interim dividend, following a reviewof interim performance and available distribution options. Links: A, F Operations: Supported launch of Sustainable Operational Excellence (SOE) programme. Links: A, B, C, D, E, F STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 81 #### Board Activities and Decisions JANUARY MARCH APRIL MAY JULY SEPTEMBER OCTOBER DECEMBER KEY Stakeholders Section 172 factors Shareholders Suppliers Customers Employees Communities A Long-term consequences B Employees C Business relationships D Community and environment E Business conduct F Members of the Company ![]() Promoting long-term sustainable success TheBoard is responsible for successfully leading the Group in delivering long-term sustainable value to shareholders and formaking apositive contribution to wider society. The Board establishes the Company’s purpose, values and strategic objectives and ensures that sufficient financial and human resources are in place for the Group to meet its objectives. TheBoard ensures that a framework of effective controls are inplace to enable risk to be assessed and managed. Monitoring culture The Board ensures that the Group’s culture aligns with the Company’s purpose, values and strategy and that Directors lead by example in promoting the right culture. Our corporate values, being the principles of behaviour that will allow us to achieve our strategic goals, are defined below and following the refresh in 2024, the Board has continued throughout 2025 to oversee and support management’s progress in embedding these values across the organisation, ensuring they are reflected in day-to-day behaviours and decision-making. • Innovate to lead: We’re empowered to continuously improve; • Pride in excellence: We relish achievement and success; and • Collaborate and care: We work in partnership and look after eachother. The Board monitors culture through feedback from the Employee Forum, discussions with employees during site visitsand evaluation ofemployee survey results. Stakeholder engagement Board members engage with stakeholders directly to ensure that the Group is meeting its responsibilities towards them. This engagement with stakeholders allows any matters of concern tobe raised and addressed by the Board. Stakeholders not only include shareholders but our workforce (many of whom are also shareholders), lenders, suppliers, customers and the communities in which we operate. In performing their duties under S172(1) of the Companies Act 2006, the Directors give careful consideration to any concerns which the Group’s key stakeholders may have, and how these matters are factored into decisions and proposals requiring Board approval. Shareholder engagement The CEO and CFO meet regularly with major shareholders and work together with the joint corporate brokers to ensure there is effective communication with shareholders on matters including business performance, strategy and sustainability. As part of the Group’s investor relations programme, meetings with major shareholders are scheduled to discuss the Group’s interim and full-year results. The brokers obtain feedback from these meetings andthis is considered by the Board, allowing allBoard members to gain a better appreciation of shareholder views and expectations. FTI Consulting conducted an interview-based audit of its investor base, providing the Board with independent insights to support its ongoing oversight of shareholder engagement. Factory tours are provided for major institutional shareholders whoexpress an interest in visiting our facilities. Engaging with employees Engagement with our employees is an area which we have continued to develop throughout the year, enabled directly viathe Employee Forum which met four times in 2025. Martin Sutherland is the Non- Executive Director designated with responsibility for understanding the views of the workforce, heattends meetings of the Employee Forum inthis capacity andhas built a rapport with the forum over his tenure. The CEO undertook a roadshow of town hall talks at each of the Group’s facilities and the CEO supported by other members of the management team has continued topresent regular podcasts to keepemployees updated on theGroup’s progress. We completed our latest Gallup employee engagement survey in 2025, achieving an 85% participation rate, another record high for the Group. This strong level of engagement provides a robust and representative view of employee sentiment and confidence in the actions taken to date. The results demonstrated clear progress, with the engagement mean increasing to 3.83, ahead of our anticipated trajectory. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 82 #### Board Leadership and Company Purpose ![]() Details of how the Group engages with all of its stakeholders are shown on pages 23 and 24 alongside the Directors’ statement inrelation to their statutory duty in accordance with S172(1) of the Companies Act, however engagement specifically at Board level isdetailed in the below table: STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 83 #### Board Leadership and Company Purpose continued Attendance Subject Board engagement Employees Health, safety andwellbeing Culture, equality anddiversity Talentdevelopment Board members undertake regular health and safety walks, as well as full Board site visits across thebusiness. EachoftheseoccasionsprovidesBoardmembers with opportunity for one-to-one engagement with the workforce. Board members also take the opportunity to attend and participate in health and safety related events including training coursesandBuildingSafetyTogether (BST) meetings at factories. Non-Executive Director Martin Sutherland attends the Employee Forum meeting up to four timesper year. Defining culture and leading from the top is core to the Board’s activities. The Board considers the results of employee engagement surveys. The Board meets with senior managers at Board meetings and workshops and working dinners including anannual dinner withhighpotential employees. Customers Customer service andsatisfaction New product development The Executive Directors regularly meet with customers. An annual corporate event is held where Non-Executive Directors meet with key customers. Net Promoter Score (NPS) surveys are carried out to gauge customer satisfaction and gather actionable feedback. Suppliers Sustainable and ethicalsourcing Maintaining supply chainsecurity Sustainability is a key focus for the Board and delivering against the challenging targets set in2020 remains a priority. Scope3emissions are becominganarea of increased focus which willprompt additional supplier engagement. The Executive Directors regularly meet with key suppliers with a focus on health, safety and wellbeing and on occasion, itmaybeappropriate forotherBoard members to meet with keysuppliers. Community Being a good neighbour Delivering against the sustainability targets approved by the Board will improve the environment we live in. Shareholders and Lenders Group performance ESG matters Strategy Executive Directors, along with the Chair and Senior Independent Director, regularly meet withlarge shareholders. ExecutiveDirectorsregularlymeetwithlenders. Our full Sustainability Report is included within this Annual Report on pages 32 to 61. ![]() BOARDEVALUATION Following the externally facilitated Board effectiveness review in 2024, and in line with our established three-year review cycle, the Board undertook a comprehensive internal evaluation of its own performance and that of its Committees during 2025. This process drew on the findings and development areas identified in the prior external review, with progress against those recommendations monitored throughout the year. Their findings were summarised in a report to the Chair and then presented at a meeting of the Board. The review confirmed the Board continues to operate effectively with strong leadership, constructive challenge and a positive culture. The review identified further opportunities to improve Board effectiveness including: • Enhance strategic focus and sharpen agenda prioritisation to ensure time is directed to the most material issues; • Continue to strengthen succession planning to further diversify Board and senior leadership competencies, ensuring the recruitment and development of high-calibre leaders capable of supporting the Group’s strategic ambitions; and • Strengthen KPI reporting and expand the use of dashboards to provide clearer, more timely and more transparent performance tracking. An action plan is being developed and progress will be reviewed duringthe year. Notwithstanding these actions, theBoard can conclude that itscomposition and that of its Committees is appropriate, procedures in place are effective, responsibilities are clearly divided, and that the Directors have the skills, experience, independence and knowledge toallow theBoard and its Committees to successfully and effectively discharge theirduties. During the year the Senior Independent Non-Executive Director met the other Non-Executive Directors without the Chair being present; and the Chair met at least once with each Director on aone-to-one basis. These meetings allowed a full discussion ofeach Board member’s contribution, any feedback from the Board evaluation process and afocus on personal development. Appointment and re-election of Directors The Company’s Articles of Association contain certain powers of removal, appointment, election and re-election of Directors and provide that each Director should retire at the Annual General Meeting if they had been a Director at each of the two preceding Annual General Meetings and are not re-appointed bythe Company in the general meeting or since such meeting. Aretiring Director shall be eligible for re-appointment. In practice it is intended that all Executive and Non- Executive Directors willretire and put themselves forward for re- election annually ateach Annual General Meeting and as such all Directors will stand for re-election at the 2026 Annual General Meeting with the exception of Martin Sutherland who, after nine years as an Independent Non-Executive Director, will not seek re-election. On appointment, Board members disclose their other commitments and agree to allocate sufficient time as necessary to the Company in order to discharge their duties effectively. The current disclosable external commitments of the Board areshown on pages 72 to 74. Any conflicts of interest are dealt with in accordance with the Board’s conflict procedures, however this situation has not arisen this year. Induction A structured induction programme is in place to ensure new Directors are quickly integrated into the Board and given the necessary insight and information to allow them to quickly become effective. The induction programme includes: • Meetings with the Directors, Company Secretary, membersofthe Executive Committee and other members ofmanagement; • Guided visits to the Group’s manufacturing facilities; • Meetings with external advisors including corporate brokers, auditors and remuneration consultants as appropriate; and • Being given access to historic Board papers and minutes. BOARD DIVERSITY The Board is committed to furthering diversity at all levels. The Board acknowledges the recommendations of the Hampton-Alexander Review which recommends that at least 33% of the Board should be female. In addition, the Board recognises that the Financial Conduct Authority (FCA) Listing Rules targets for atleast 40% of the Board to be female, at least one senior member of the Board to be a woman and at least one member of the Board to be from a non-white ethnic minority background. At present 38% of the Board are female and one of the senior Board members is a woman. Diversity covers many facets other than gender andrace. The Board has astrong balance of diverse skills, knowledge, experience, upbringing and education. Forterra has made strong progress toward the Hampton-Alexander Review target, which calls for women to make up at least 33% ofsenior management roles (defined as the Executive Committee andtheir direct reports). Female representation at this level has risen to27%, up from 18% the previous year. This marks a notable improvement and reflects Forterra’s growing commitment to diversity across the organisation. Gender diversity is a wider issue within our industry. Presently only 12% of our employees are female with many of our roles, especially those which are factory based, traditionally being lesspopular with women, and we remain committed to further improvement of our diversity statistics. The Company does not presently track statistics of ethnicity below Executive Committee level. Internalcontrols and risk management The Board acknowledges its responsibility under Principle O ofthe Code for establishing procedures to manage risk, oversee the internal control framework and determine the nature and extent of the principal risks it is willing to take to achieve its long-term strategic objectives. In order to allow the Board to discharge its obligations, theBoard has, either directly or through the Audit and Risk Committee, reviewed the operation of the risk management andcontrol systems for the Group throughout the year. Inaddition to the work undertaken to review opportunities todevelop, strengthen and improve the effectiveness ofthe Group’s risk management and internal control systems ahead ofchanges to the 2024 UK Corporate Governance Code, the Audit and Risk Committee reviewed a management prepared paper which outlined the effectiveness of the risk management and internal control systems within the Group, along with any areas for improvement identified. In conducting this work, theAudit and Risk Committee actson behalf of the Board, andits activities remain the responsibility of the Board. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 84 #### Board Composition, Succession, Evaluation and Risk ![]() The Board confirms that: • There is an ongoing process for identifying, evaluating andmanaging the principal risks faced by the Group; • The systems have been in place for the year under review andup tothe date of the approval of the Annual Report andAccounts; • They are regularly reviewed by the Board along with the Auditand Risk Committee where appropriate; and • The systems accord with the Financial Reporting Council (FRC) guidance on risk management, internal control andrelated financial business reporting. The key risks faced by the Group together with their potential impact and mitigating actions are laid out in the Risk Management section of the Strategic Report on pages62 to 68. Directors’ and Officers’ insurance The Company maintains Directors’ and Officers’ liability insurance policies to cover against legal proceedings taken against its Directors and Officers acting in their capacity as such. The Company has also granted indemnities to its Directors to theextent permitted by the law inrespect of liabilities incurred asa result of their office. Neither the insurance cover or the indemnities would provide any coverage in the event that aDirector is proven to have acted fraudulently ordishonestly. Share dealing code The Company has adopted a code of securities dealing in relation tothe Ordinary Shares which is based on, and is at leastas rigorous as, the Model Code as previously published inthe Listing Rules. Thecode adopted applies to the Directors and other relevant employees ofthe Group. Approved by the Board and signed on its behalf by: Nigel Lingwood Chair of the Board and the Nomination Committee 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 85 #### Board Composition, Succession, Evaluation and Risk continued Board and Executive Committee reporting on ethnic background No. of Board members % of the Board No. of senior positions on the Board No. in the Executive Committee (inc. Company Secretary) % of the Executive Committee Male 5 62% 3 4 57% Female 3 38% 1 3 43% Total 8 100% 4 7 100% White British or other White 8 100% 4 7 100% Asian/Asian British – – – – – Black/Black British – – – – – Other ethnic group, including Arab – – – – – Mixed/multiple ethnic groups – – – – – Not specified/prefer not to say – – – – – Total 8 100% 4 7 100% 1 Provides a practical understanding ofrisk management in a listed organisation. 2 Experience of developing and implementing successful strategy inlarge corporations. 3 Experience of mergers, acquisitions, disposals and investing. 4 Senior Executive experience in the construction and housebuilding industry, with in-depth knowledge ofmarkets, strategy, operational issues and regulatory concerns. 5 Senior executive experience in a large manufacturing organisation. 6 Able to support the oversight of our financial statements and strategy andfinancial reporting to investors and other stakeholders. BOARD SKILLS MATRIX 1 Risk Management 2 Strategy 3 M&A 4 Construction Sector 5 Manufacturing 6 Finance 7 Corporate Governance 8 Commercial 9 Health & Safety 10 HR and Talent Development 11 Sustainability 7 Experience on the Board of a major listed corporation subject to vigorous corporate governance standards. 8 Experience of developing and leading commercial strategy in a large corporation. 9 Experience related to workplace health and safety at an executive level. 10 Experience in overseeing the management and development oflabour and human resource at alargecorporation. 11 Experience in overseeing environmental compliance and overseeing responsible, long-term value creation. ![]() DearShareholder I am pleased to present the report of the Nomination Committee (theCommittee) for 2025. The content below describes the main responsibilities of the Committee. I chair Nomination Committee meetings but would not participate in meetings when the Committee isdealing with my own position as Chair. RESPONSIBILITIES The principal responsibilities of the Committee are as follows: • To regularly review the structure, size and composition (includingtheskills, knowledge, experience and diversity) ofthe Board and to make recommendations to the Board withregard toany changes; • To plan for succession for both Executive and Non-Executive Boardroles along with senior management positions; to identify andrecommend to the Board for approval candidates to fill Board andseniormanagement vacancies asthey arise; and • To make recommendations to the Board in respect of theperformance of Directors standing for election or re-election in advance of the Annual General Meeting. The full responsibilities of the Committee are set out in its terms ofreference which are available on the Company’s website. The terms of reference are approved by the Board and are reviewed annually to ensure they remain appropriate. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 86 “As the newly appointed Chair of #### the Nomination Committee, I am pleased to present my first report, #### set against an important phase #### ofBoard renewal as we oversee #### the recruitment of new #### Non-Executive Directors in line #### with our succession strategy.” ### NOMINATION ### COMMITTEE ### REPORT MEMBERSHIP The members of the Nomination Committee are appointed bytheBoard. As at 31 December 2025 members ofthe Committee were asfollows: Nigel Lingwood (Chair) Katherine Innes Ker Martin Sutherland Vince Niblett Gina Jardine Aysegul Sabanci Nigel Lingwood Chair of the Nomination Committee ![]() Activities during the year The Committee has at least one standing meeting a year. There were two scheduled meetings in 2025 and an additional meeting held during the year to support the Non-Executive Director search process. Board appointments The Committee adopts a formal and transparent procedure for the appointment of new Directors to the Board. During the year, the Committee oversaw a number of important succession-related developments. As previously disclosed, the Committee undertook a selection process to appoint executive search agencies to assist with the identifying andsubsequent recruitment of a new Chair and Independent Non- Executive Director. In February 2025 we announced the appointment of Nigel Lingwood asChair designate, with effect from 1 April 2025. He was subsequently appointed Chair following the Annual General Meeting in May 2025. InMarch 2025, the Company announced the appointment of Aysegul Sabanci as Non-Executive Director, also effective from 1 April 2025. After nine years of valued service as an Independent Non-Executive Director, Martin Sutherland confirmed that he will not seek re-election at the forthcoming AGM. The Board has expressed its appreciation for his significant contribution and extends its best wishes for the future. The Committee also considered the longer-term composition of the Board. Our Senior Independent Director and Chair of the Remuneration Committee, Katherine Innes Ker, will reach the ninth anniversary of her appointment during 2026. In preparation for these planned changes, the Committee has initiated a structured search for new Independent Non-Executive Directors, ensuring continuity of experience and maintaining an appropriate balance of skills, independence and diversity across the Board. Executive performance and succession planning The Board undertook a structured review of Executive Team performance during the year, evaluating leadership effectiveness, capability and readiness to support the Group’s long-term strategy. Supported by the newly appointed Group People Director, the Committee also conducted a detailed assessment of high-performing talent across the business. This formed an important part of our wider succession-planning work, ensuring we maintain a strong, diverse and sustainable leadership pipeline and can identify individuals with the potential to progress into critical roles over the medium to long-term. Priorities for 2026 Board succession planning will continue to be a significant focus area for the Committee throughout 2026. Ensuring continuity of leadership remains essential to maintaining the Board’s effectiveness, particularly as we prepare for planned Non-Executive Director transitions over the coming years. The successful completion of the current recruitment process, together with the thorough onboarding and integration of thetwo new Independent Non-Executive Directors, will be critical in sustaining the right balance of skills, experience, independence and diversity. This work forms an integral part of our broader succession planning framework, supporting long-term Board resilience and ensuring that governance remains robust and future-ready. Executive skills and succession planning A key role of the Committee is ensuring the effectiveness of theBoard and its ability to deliver long-term success for the business. Included inthis is the continual review of the skills, experience, independence and knowledge required to ensure the right individuals are in place tosupport the Company’s continued progression and effective implementation of the Group’s strategy. See the Board Skills Matrix onpage 71. As described above, the executive succession plan is monitored by theCommittee, alongside the development initiatives to identify and nurture future leaders of the business. Diversity and equality The Group has an Equality and Diversity Policy and is committed to encouraging diversity across the business at all levels and tobeing inclusive. The percentage of females on the Board is 38% and one ofour senior Board members isawoman. Approved by the Board and signed on its behalf by: Nigel Lingwood Chair of the Nomination Committee 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 87 #### Nomination Committee Report continued ![]() Dear Shareholder I am pleased to present the Audit and Risk Committee Report, whichsetsout how the Audit and Risk Committee (the Committee) hasdischarged its responsibilities during the year and provides anunderstanding of work done to provide assurance over the integrityof the Annual Report and Accounts for the year ended 31December 2025. RESPONSIBILITIES The principal responsibilities of the Committee are as follows: Financial reporting • Monitor the integrity of the Financial Statements, interim report, andany other announcements relating to the Group’s financial performance or position; • Review significant estimates and judgements disclosed within theFinancial Statements and how each was addressed; • Review and challenge where necessary the consistency of, andanychanges to, significant accounting policies; and • Review the Annual Report and Accounts and provide assurance tothe Board that they present a fair, balanced and understandable assessment of the Group’s position and prospects. External audit • Review the effectiveness and independence of the external auditors, negotiate and agree their remuneration and make recommendations to the Board in respect of their appointment. Internal audit • Review and approve the Group’s internal audit plan and monitor progress against it; and • Determine the structure and operating model of the Group’s Internal Audit function and evaluate its effectiveness. Risk management and internal control • Define and keep under review the Group’s appetite for risk; • Review the effectiveness of risk management processes indetermining whether risks are being identified, evaluated, monitored and managed appropriately; • Review the Group risk register and consider its appropriateness and completeness, along with the appropriateness of the mitigating actions being taken; • Consider emerging risks which have the potential to impact thebusiness; • Keep under review the adequacy and effectiveness ofthe Group’s internal financial control and risk management systems; • Monitor the effectiveness of the Group’s procedures on whistleblowing, anti-bribery, corruption and anti-money laundering; and • Review modelling and analysis used to support the going concern assessment and long-term viability of the Group. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 88 “Efforts in our response to requirements under Provision 29 of #### the 2024 Corporate Governance Code #### have shifted towards ensuring consistency of approach and the #### development of a proportionate #### andeffective testing methodology.” ### AUDIT AND RISK ### COMMITTEE ### REPORT MEMBERSHIP The members of the Audit and Risk Committee are appointed bytheBoard. As at 31 December 2025 members ofthe Committee were asfollows: Vince Niblett (Chair) Katherine Innes Ker Martin Sutherland Gina Jardine Aysegul Sabanci Vince Niblett Chair of the Audit and Risk Committee ![]() The full responsibilities of the Committee are set out in its terms ofreference which are available on the Company’s website. Theterms of reference of the Audit and Risk Committee are approved bythe Board and are reviewed annually to ensure they remain appropriate. Meetings During 2025 the Committee formally met on four occasions. Inaddition to the members of the Committee, other members ofthe Board and senior management, including the CEO, CFO, Group Financial Controller, Head of Corporate Finance and Investor Relations and both the External and Internal Auditor, were invited to, and attended, each meeting of the Committee in2025. The Company Secretary provided secretarial services tothe Committee and attended meetings in this capacity. In addition to the scheduled meetings, the Committee Chair meets regularly with the CFO, Group Financial Controller, theInternal Audit function and External Auditor, providing additional opportunity for open dialogue and feedback. Key activities and highlights during the financial reportingcycle During the year under review and to the date of this Annual Report theagenda items and principal activities of the Committee are outlinedbelow. Financial reporting • Review of the Group’s annual and interim Financial Statements and preliminary results’ announcements, including accounting policies and compliance with accounting standards; • Review of significant financial reporting issues and matters of judgement within the Financial Statements (further details can be found on pages 90 and 91; • Review and approval of the viability statement, including the scenarios modelled and assumptions made within; • Review and approval of the going concern statement for the Group, and recommendation to the Board that the Directors can justifiably state that they have a reasonable expectation that the Group will beable to continue in operation and meet its liabilities in the period toJune 2027; • Review of the Annual Report and Accounts and advice to the Boardon whether, taken as a whole, these are fair, balanced andunderstandable and provide the information necessary forshareholders to assess the Group’s financial position and performance, business model and strategy; and • Consideration and challenge of the Group’s use of alternative performance measures (APMs) and their appropriateness within theAnnual Report and Accounts. External audit • In accordance with regulatory requirements, the Audit and Risk Committee oversaw and completed the mandatory external audit tender, resulting in a recommendation to the Board that Deloitte beappointed incoming External Auditor for the period ending 31December 2026. This recommendation was endorsed by the Board (further detailed on page 93); • Consideration of the 2025 external audit plan includingthe scope ofaudit work and approval of the auditfee for both audit and non- audit services; • Review and approval of reports presented by the External Auditor following the half year review and year-end audit; • Consideration of the annual letter to those charged with governance and other reports prepared by the External Auditor; and • Receipt of updates from the External Auditor on published changes to the Corporate Governance Code, in particular Provision 29, andunderstanding of theimplications this mayhave for the Group and Committee going forward. Internal audit • Monitoring of progress against the approved 2025 internal audit programme and review of reports prepared by the Internal Audit function; • Setting of the 2026 internal audit programme; • Monitoring of the Group’s fully outsourced Internal Audit function, andreviewing the performance of PwC as outsourced provider; • Review of the audit reports prepared by the Internal Audit function with subsequent oversight of the implementation ofrecommended improvements; and • Receipt of updates from the Internal Auditor on published changes tothe Corporate Governance Code, in particular Provision 29, andunderstanding of theimplications this has for the Group and Committee going forward. Risk management and internal control • Review and challenge of the Group Risk Register as presented bymanagement, with developments monitored through the year; • Review of emerging risks for the Group at each Audit andRisk Committee, using risk heat maps to monitor risk likelihood and impact. Challenge to management on actionsand monitoring; • Review and approval of external disclosures in relation to riskmanagement and internal controls, primarily principal riskdisclosures; • Receipt of regular updates from management on the progress ofthe Group’s strategy to formally document and test key controls ahead ofchanges proposed in the 2024 Corporate Governance Code, specifically those relating to risk and internal control management, asdue to take effect for all periods from 1 January 2026 onwards. Further detail on thisisprovided on page 92 of this Committee report; and • Receipt of a report detailing the risk and internal control systems operating in the business and their effectiveness, along with areas for improvement to support the proposed changes outlined in the 2024 Corporate Governance code. Other • Receipt of compliance updates from the Company Secretary inrelation to whistleblowing. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 89 #### Audit and Risk Committee Report continued ![]() Significant financial reporting risks and judgement areasconsidered The Committee, in carrying out its responsibilities, is required to assesswhether suitable accounting policies have been adopted and consistently applied in the preparation of the Financial Statements. The Committee considers the following to be the most significant financial reporting matters based on their potential effect on the Group’s Financial Statements. During the year and to the date of this report, the Committee has reviewed and challenged papers prepared by management, confirming these remain appropriate for the Group and relevant in the approval of the Financial Statements for the year ended 31 December 2025. Revenue recognition The Group recognises revenue on a point in time basis when performance obligations are met, which is usually on delivery tothe customer, but may vary by product and under different agreements. Inaddition to this, a number of contracts contain volume driven rebate mechanisms. Committee action The Committee reviewed and reaffirmed its understanding of the Group’s policy for recognising revenue and recording rebate obligations, noting that the underlying accounting policy remained consistent with prior periods. Through discussions with management, the Committee challenged the basis for key assumptions, including the identification of performance obligations, the evidence supporting transfer of control, and the completeness and valuation of rebate accruals. The Committee also reviewed the External Auditor’s findings from their substantive testing, analytical procedures and data-driven audit work. The Committee concluded that the Group’s assessment of the point at which control transfers to the customer has been appropriately assessed and applied, and was satisfied that the Group has robust systems, controls and processes in place to support the accurate and consistent recognition of revenue. Restoration and decommissioning provisions The Group recognises provisions for restoration and decommissioning obligations based on a combination of third-party specialist assessments and management’s judgement regarding the scope, timing and cost of future activities. Committee action The Committee reviewed the work undertaken by management to ensure the completeness and accuracy of provisions for restoration and decommissioning. This included consideration of the use of independent third-party experts and management’s assessment of key assumptions such as discount rates, expected timing of restoration activities and the useful economic lives of relevantassets. The Committee also received and considered the External Auditor’s report, which covered the procedures performed to assess the appropriateness of discount rates, useful lives, management’s underlying data, and the scope of third-party specialists engaged bythe Group. The Committee discussed with the External Auditor thedegree of estimation uncertainty inherent in long-term decommissioning obligations and the sensitivity of the provision tochanges in key assumptions. This process enabled the Committee to challenge and understand thebasis, methodology and judgements applied in determining the provisions as at 31 December 2025, and to confirm that the Group’s policy has been applied consistently. The Committee was satisfied thatappropriate systems, internal controls and oversight mechanisms are inplace to ensure that restoration and decommissioning provisionsarereasonable, supportable and accurately reflected intheFinancial Statements. Inventory valuation and provisioning Inventory carrying value in the Financial Statements is stated after recognising inventory provisions, with particular reference to the judgemental nature of the obsolescence and capping provisions. These provisions usepast sales data, with manual adjustments as determined necessary (an example of this being new product ranges) to calculate a provision at the balance sheet date. These judgements require management to evaluate the likely saleability, ageing profile andexpected net realisable value of certain finished goods, taking intoaccount current market conditions and commercial expectations. Committee action The Committee reviewed management’s assessment of the valuation of finished goods inventory, including the methodologies and assumptions applied in determining obsolescence and capping provisions. Particular attention was given to the impact of current economic conditions, changes in customer demand patterns and thepotential effects on stock utilisation and saleability. The Committee also considered the work performed by the External Auditor in this area. This included attendance at stock counts, procedures to assess the accuracy of recorded inventory quantities, sample testing and an evaluation of the reasonableness of both the model and the management adjustments within. Based on the information presented, the Committee concurred withmanagement’s assessment that there are appropriate policies, systems and controls in place to ensure the carrying value of the Group’s inventories is accurately stated. Impairment The Group holds significant assets in the form of brands, land and buildings, and plant and machinery. At both the interim and year-end reporting dates, these assets were assessed for indicators of impairment. Management carried out a structured review of potential impairment triggers and, where indicators were identified, performed detailed assessments for the relevant cash-generating units (CGUs). These assessments used either value-in-use calculations or estimates of fair value less costs of disposal, as appropriate at a CGU level, and required judgement in areas such as long-term cash flow forecasts, discount rates and growth assumptions. In 2025 management has proposed impairments to both the Bison Bespoke Precast (£1.3m) and Formpave (£2.7m) factories, reflecting the cessation of operations at these two sites. These impairments, covering property, plant and equipment, right-of-use assets and inventories have been recorded as exceptional items in the year. Further details can be found within note 8 to the Consolidated FinancialStatements. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 90 #### Audit and Risk Committee Report continued ![]() Committee action The Committee reviewed management’s impairment assessments, including the identification of impairment indicators and the selection of CGUs requiring detailed review. These assessments included the key assumptions used in the value-in-use and fair value models, including forecast cash flows, discount rates and long-term growth rates. The Committee also evaluated the proposed impairments relating to the Formpave and Bison Bespoke Precast factories, which reflect the cessation of operations at these sites. This included reviewing the basis for impairing property, plant and equipment, right-of-use assets and inventories, and ensuring the classification of these charges as exceptional items was appropriate. In addition, the Committee considered the External Auditor’s findings, including their procedures over the impairment models, assessment ofkey assumptions and review of the evidence supporting the impairments. Based on the information and assurance received, the Committee wassatisfied that the impairment reviews had been conducted appropriately, that the judgements applied were reasonable, and thatthe resulting impairments were correctly reflected in the FinancialStatements. Alternative performance measures (APM): exceptional items Exceptional items have historically been disclosed separately inthe Financial Statements where management believes it is necessary toshow an APM in presenting the financial results ofthe Group. Management assesses the nature, size and incidence of itemswhen judging what should be disclosed separately. In the current year, management has considered restructuring costs associated with the exit of the two non-core businesses, Formpave and Bison Bespoke Precast, to be exceptional in nature and has presented these are such. Full details can be found within note 8 totheConsolidated Financial Statements. Committee action The Committee reviewed the rationale for classifying the restructuring costs associated with the exit of the Formpave and Bison Bespoke Precast businesses as exceptional items. This included assessing thenature, size and non-recurring characteristics of the costs, and considering whether separate disclosure would provide users of the Financial Statements with a clearer understanding of the Group’s underlying performance. In addition, the Committee considered the External Auditor’s procedures in this area, including its assessment of the appropriateness of the exceptional classification and the evidence supporting the costs recognised. Based on these discussions and the assurances received, the Committee was satisfied that the items presented as exceptional intheyear have been appropriately identified, consistently applied, andclearly disclosed in the Financial Statements. Alternative performance measure (APM): adjusting items In addition to exceptional items, as in the prior year the Group is disclosing certain adjusting items separately within the Annual Report and Accounts. This has led to the presentation of ‘adjusted’ results, which are presented before both exceptional and adjusting items. Management believes the presentation ofthis APM is beneficial andnecessary in allowing users of the accounts to understand the performance of the Group. In the current year, the Group has presented thebelow as adjusting items: • The realised gain recognised within the Statement of Total Comprehensive Income for the sale of excess energy in2025, where committed volume exceeded actual consumption by the Group, totalling £1.2m; and • The impact of fair value accounting for forward energy contracts held, whereby committed future volume is expected, as at 31 December 2025, to exceed total consumption by the Group. For these future contracts, the Group can no longer apply the own use exemption under IFRS 9 and instead recognise these as derivatives held at fairvalue on the balance sheet at 31 December 2025. Committee action The Committee assessed the categories of items proposed for inclusion as adjusting items and considered their appropriateness. In doing so the Committee sought views fromthe External Auditor as to the use of adjusted results withinthe Annual Report and Accounts. Upon conclusion of thisreview, the Committee concurred with management’s analysis of proposed items and their disclosure as an APM. Alternative performance measure: accounting for carbon credits Under the UK Emissions Trading Scheme, the Group receives an annual allocation of free carbon credits, which are used to satisfy a portion of the Group’s carbon emissions liability as incurred over the compliance period, which falls in line with the accounting period of the Group. These are recorded at nil value within the Financial Statements. As this allocation is less than the total carbon compliance liability incurred by the Group over the compliance period, additional carbon credits are purchased to satisfy the shortfall. The liability for the shortfall is measured, up to the level of credits purchased, at the cost of the purchased credits. Where the liability to surrender carbon credits exceeds the carbon allowances purchased, the shortfall is measured at the prevailing market price andremeasured at the reporting date. The Group’s free allocation ofcarbon credits is based on expected emissions over the full compliance period, which is in line with the Group’s financial year. Assuch, management believes this operationally aligned method for measurement recognises these free allowances over the full financial year using a weighted average basis, aligned proportionately with the production which drives carbon emissions, in line with management reporting. This weighted average basis is presented as an APM in the interim financial statements. The interim statutory results showed carbon credits as being utilised ona first in, first out basis, fully utilising the Group’s freeallocation ofcarbon credits before recognising any liability to purchase further credits. The above differing treatments only affect the interim results for the Group and have no impact on thefull-year Financial Statements. Committee action The Committee received updates from management and the External Auditor on the appropriateness of the Group’s accounting policy for the treatment of carbon credits, including the measurement basis applied at both the interim and year-end reporting dates. The Committee reviewed and discussed the relevant accounting standards underpinning the policy and considered management’s rationale for disclosing a weighted-average measurement basis as an APM within the interim Financial Statements. The Committee also sought the External Auditor’s views on the suitability, transparency and consistency of the APM presentation andthe supporting reconciliations provided by management. Following its review, the Committee concluded that the disclosure continued to offer users additional clarity over performance and that the reconciliations and supporting explanations were sufficiently detailed and appropriately prominent within the Financial Statements. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 91 #### Audit and Risk Committee Report continued ![]() Risk management and internal controls Throughout the year and to the date of this Annual Report, the risk register for the Group has been reviewed and updated by management, considering completeness, likelihood and impact of risks, along with controls and actions in place to mitigate risks. Emerging and principal risks for the Group (as described in the Strategic Report on pages 62 to 68) are reviewed regularly and the full risk register is presented to the Board at least annually. During 2025, the Committee received regular updates on emerging and evolving risks, with continued focus on the risks surrounding, and subsequent responses to, current market conditions. Risks deemed as emerging in 2025 included an evolving market and how we as a business respond. The Committee considered the likely implications and potential mitigations of each risk and reviewed the Group’s overall approach to determining risk appetite, which was formally approved in January 2026. The Committee continues to review emerging risks alongside the Group’s principal risks to provide assurance that all risks continue to be afforded proper attention. Further information regarding the risks faced by the Group is included in the Strategic Report on pages 62 to 68. Internal audit The Internal Audit function exists to provide the Board and management with independent assurance that internal controls andrisk management processes are both appropriate and operatingeffectively. The Group operates an outsourced Internal Audit function which is supported by the Company Secretary and members of the senior finance team. The Committee believes this operating model provides the Group with a wide pool of external experience and specialist skill sets to deliver the most effective and responsive solution, alongside strong internal business support provided internally. The Internal Audit function operates to an agreed 12-month audit programme which is set by the Committee after considering recommendations from the outsourced Head of Internal Audit as well as senior management. Internal audit programmes are designed following an assessment of risk andmateriality. The Committee retains the ability to bring in independent specialists to assist with audit work where more specialist knowledge and understanding is required. During 2025 and to the date of this report the Internal Audit function performed work covering areas including: Corporate governance code preparedness, assessment of cyber security maturity, along with the scoping for an IT disaster recovery audit and planned reviews of the Groups business continuity plans. The outcomes of those that have reached completion were presented tothe Audit and Risk Committee ahead of approval of the Financial Statements for the yearended 31 December 2025. These set out anycontrol weaknesses identified as well as management’s actions toaddress control recommendations. A report on the status of open management actions was presented by the Internal Audit function ateach meeting of the Committee during 2025 and challenged asnecessary. Overall the Internal Audit function operated effectively and contributed strongly to the Group’s overall governance framework. The Chair of the Audit and Risk Committee regularly met with the Internal Audit function during the year and the function had confidential access to the Chair of the Committee as required. Committee experience and competence Provision 24 of the revised Code requires that the Board shouldsatisfy itself that at least one member of the Audit and Risk Committee has recent and relevant financial experience. The Committee asa whole shall have competence relevant to the sector in which it operates. The Board has concluded that Vince Niblett meets the recent and relevant financial experience requirement. Vince Niblett waspreviously Partner at international professional services firm,Deloitte, where he held a number of senior roles including membership of the UK Board ofDirectors and Global Managing Director, Audit & Enterprise Risk Services before retiring in 2015. Vince is a Chartered Accountant andalso a Non-Executive Director and Chair of the Audit Committee atBigYellow Group plc and Target Healthcare REIT plc. The Board also considers the wider Committee to have the required competence, skills and experience, and that it is operating effectively and is providing robust challenge to the Executive Directors and the wider business. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 92 #### Audit and Risk Committee Report continued STRATEGIC RESPONSE TO THE REVISIONS TO THEUK CORPORATE GOVERNANCE CODE COVERING RISK MANAGEMENT AND INTERNAL CONTROL EFFECTIVENESS During the year, supported by the Internal Audit function and an established working group of senior management, the Committee has continued to oversee the Group’s response to the revised UK Corporate Governance Code and the evolving expectations arising from the Government’s programme on audit and corporate governance reform. Inparticular, the Committee has focused on the practical implementation of the requirements under Provision 29, and the implications these place on the Board and the Committee. Following the revisions to the Corporate Governance Code published by the FRC in January 2024, the Group has made significant progress in strengthening its approach to risk management and internal control. The working group has now reached a well-developed position on the identification of material risks and the associated material controls, informed by guidance from Internal Audit and external advisers. The focus has therefore shifted from design to execution, with current activity centred on ensuring robust documentation, consistency of approach and the development of a proportionate and effective testing methodology. Internal Audit has continued to provide regular input throughout this phase of the programme, offering challenge and insight as the control framework has been refined and as plans for testing have been developed. A clear roadmap to the Group’s first Provision 29 declaration is now in place, setting out the key milestones required to support Board assessment and disclosure. Design effectiveness testing is scheduled across 2026 to ensure that controls are fit for purpose, and by Q3 the Committee expects to have a clear view of the proposed disclosure approach. The Committee has received regular updates on progress during the year and will continue to oversee the further embedding, documentation and testing of the Group’s material controls, as the Group moves towards full compliance with the 2024 UK Corporate Governance Code in 2026, alongside any further policy or legislative developments. ![]() Fair, balanced and understandable At the request of the Board, the Audit and Risk Committee has considered whether the 2025 Annual Report and Accounts is fair, balanced and understandable and whether it provides the necessary information forthe Group’s shareholders to assess the Group’s position, performance, business model and strategy. As part of its review the Committee considered: • The messaging and balance of key disclosures in the StrategicReport; • Presentation of APMs, including the balance between statutory and non-statutory measures; • Advice from external professional advisors on complex matters whereappropriate; • Reviews performed by senior management over the Annual Report and Accounts; • Disclosures related to the Group’s sustainability objectives, aswell asclimate risk and opportunities; and • Consistency of reporting within the Annual Report and Accounts, including disclosure of judgements and estimates. The Committee has concluded that the disclosures, and the process and controls underlying their production, were appropriate to enable itto determine that the 2025 Annual Report and Accounts is fair, balanced and understandable. Viability statement and going concern Ahead of the publication of the full-year financial results for 2025, the Committee undertook a detailed review of the prospects of the Group to ensure ongoing viability. A viability statement was prepared which carefully considered possible adverse scenarios resulting from continued economic uncertainties, against a budgeted base case. This was used to support a recommendation to the Board that the Directors can justifiably state that they have a reasonable expectation that the Group willbe able to continue in operation and meet its liabilities to theend of 2028. The viability statement is included in the risk management and key risks section of the Strategic Report. The Committee also reviewed and challenged the going concern statement included in the Directors’ Report, along with the underlying assessment prepared to support this statement. External audit In accordance with the regulatory requirement to conduct an external audit tender at least every 10 years, the Committee undertook a competitive tender process during the year for the statutory audit for the financial year ending 31 December 2026. The Committee approved the tender participants, scope, timetable and evaluation criteria, ensuring the process was consistent with the FRC’s Audit Committees and the External Audit: Minimum Standard. The tender was open to all eligible audit firms. Participating firms, including the incumbent auditor (Ernst & Young), were given access toa comprehensive data room providing detailed information on the structure and operations of the Group. This was supplemented by a factory site visit and meetings with senior management, the Chair of the Board and the Chair of the Audit Committee to support the firms’ understanding of the business. In parallel, each firm completed an independence assessment for the proposed audit period. The second phase of the process focused on the proposed approach of each audit firm, including the structure of the audit team, proposed use of data analytics and digital audit tools, and how the firms intended to address the more complex areas of the audit. The Committee reviewed written proposals, held detailed presentation sessions, and assessed the firms against a range of criteria, including audit quality, sector experience, independence, robustness of challenge, and the resourcing and depth of the engagement team. Upon completion of this process, the Committee concluded that Deloitte best met the Group’s requirements in delivering a high-quality, independent and effective audit. The Committee therefore recommended to the Board that Deloitte be appointed as External Auditor. The Board endorsed this recommendation, and Deloitte will be proposed for appointment by shareholders at the 2026 AGM. A transition plan has begun in early 2026, with Deloitte attending key meetings in relation tothe 2025 audit to ensure an effective handover from the incumbent auditor, Ernst & Young. Going forward, in line with regulatory expectations, the Committee anticipates that the statutory audit will be tendered at least every 10years to support ongoing audit quality, independence and value forshareholders. Non-audit services policy The Group’s non-audit services policy restricts the External Auditor from performing certain non-audit services in accordance with the Revised Ethical Standard 2024. It is the policy of the Company that theonly non-audit services provided by the external auditor should bethe review of the Group’s interim financial statements. Any further non-audit services require the specific approval of the Committee. The amounts paid to Ernst & Young for non-audit services during theyear are disclosed in note 5 of the Financial Statements. Non-audit services provided in the year were in respect of the review of the Group’s interim financial statements and results announcement. Ernst&Young also has its own policies and procedures in place toensure it maintains its independence andobjectivity and regularly reports to the Committee on its independence. Whistleblowing, fraud and the Bribery Act The Board has reviewed and approved the Group’s policies and procedures covering whistleblowing, anti-bribery and corruption including the controls in place to detect fraud and to ensure compliance with both competition and anti-bribery legislation. TheGroup maintains a zero-tolerance approach to breaches ofthislegislation and certain employees incommercial roles, selectedusingarisk-based approach, are provided with dedicated training andguidance appropriate to their roles. The Group operates a MySafeWorkplace anonymous incident reporting system, allowing employees to report any wrongdoing or concerns with confidentiality assured. There were no concerns notified to the Group that required the attention of the Committee during the year andup to the date of this report. Approved by the Board and signed on its behalf by: Vince Niblett Chair of the Audit and Risk Committee 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 93 #### Audit and Risk Committee Report continued ![]() DearShareholder I am pleased to present the report of the Sustainability Committee (theCommittee) for 2025. The purpose of the Committee is to guide the business towards successful long-term sustainability, overseeing the effective management ofrisksand opportunities across areas ofenvironmental, socialand governance. RESPONSIBILITIES The role of the Committee is to review and monitor the Company’s attitude and approach to sustainability matters and risks and ensure compliance with sustainability reporting requirements under relevant frameworks. As part of this it is responsible forthe review and monitoring of health and safety policy and performance, along with theprocess for compliance with applicable laws, regulations and ethical codes of practice. The principal responsibilities of the Committee are as follows: • Oversee the Group’s sustainability policies; • Review of the health and safety policy, considering whether it complies with legislation and best practice, and recommend improvements as appropriate; • Define the level of the Group’s ambitions with regards to reducing environmental impact and addressing climate-related risk; • Set challenging environmental targets and monitor progress againstthese; • Monitor the Group’s compliance with the requirements ofTCFD andother reporting protocols as appropriate; • Ensure that the Group’s sustainability policy satisfies its desired outcomes and monitors achievement against the targets set; and • Implement changes in the health and safety policy as necessary. The Committee’s full terms of reference are available on the Company’s website. The terms of reference of the Sustainability Committee are approvedby the Board and are reviewed annually to ensure theyremain appropriate. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 94 “Our commitment to health and safety is unwavering, and the #### Committee takes clear #### responsibility for driving this #### agenda forward across the Group.” ### SUSTAINABILITY ### COMMITTEE ### REPORT MEMBERSHIP The members of the Sustainability Committee are appointed bytheBoard. As at 31 December 2025 members ofthe Committee were asfollows: Gina Jardine (Chair) Nigel Lingwood Neil Ash Ben Guyatt Katherine Innes Ker Vince Niblett Martin Sutherland Aysegul Sabanci Gina Jardine Chair of the Sustainability Committee ![]() Meetings During the year under review, the Committee held four meetings. Inaddition to the Committee members, other members of the management team with responsibilities covering health andsafety, sustainability, commercial and operations regularly attended and actively contributed tothe meetings. Activities during the year During the year under review and to the date of this Annual Report theagenda items and principal activities of the Committee are outlinedbelow. Health and safety strategy Health and safety remains our number one priority as a Group and accordingly continued to be an area of significant focus for the Committee during the year. 2025 was the first year of our new health, safety and wellbeing strategy, Base to Brilliant. The strategy is intended to move the business beyond legal compliance and defines expectations to achieve our interdependent safety culture goal. It is set in three parts (bronze, silver, gold), so the steps of the journey are structured, clear and follow a pathway of continuous improvement. The Committee has been regularly updated on progress in this area as each site has been assessed against bronze requirements to establish an initial baseline, working to then achieve the criteria going forwards. The Committee has continued to demonstrate the Board’s commitment towards Visible Felt Leadership (VFL) as all Board members have now undertaken the training and have utilised these skills in undertaking two factory health and safety walks in the year. Whilst the Group’s Lost Time Incident Frequency Rate (LTIFR) in 2025showed significant improvement, the Committee has remained involved in ensuring the recent high standards of Health and Safety would be maintained when future capacity was increased. A number of‘deep dive’ incident reviews were presented to the Committee across the year, giving the Committee the opportunity to both understand incidents that have occurred and challenge the proposed learning and improvement actions. Decarbonisation Reducing our carbon emissions is a core focus for the Group, with theultimate ambition of reaching netzero by 2050, ourmedium-term priority is to deliver a significant reduction inour emissions by 2030. The Committee continues to play a key role in the Group’s decarbonisation activities, receiving regular updates as to performance against key carbon reduction targets and helping to shape the Group’s Climate Transition Plan. During the year, the Group took the opportunity to seek stakeholder views as part of a Double Materiality Assessment process, and the Committee was kept regularly apprised of progress throughout the exercise. In addition, a number of Committee members including the Committee Chair and CFO participated in the stakeholder interview process, providing direct input and oversight at a key stage of the assessment. Having been finalised in early 2026, conclusions from the assessment will be reviewed by the Committee and utilised in strategic decisions and target setting going forwards. Decarbonisation activities in the year focused at product level, as detailed below, however the Committee was kept updated with developments in the Group’s longer-term activities around hydrogen usage and carbon capture. These updates looked at supply and transport with significant progress being made with the East Coast Hydrogen pipeline project, which could connect to one of our facilities in the early 2030s, as well as opportunities for on-site production underthe Government’s hydrogen production business model. The Committee were also presented with potential longer-term options around Carbon capture, reviewing an opportunity to install a small scale pilot plant on one of our sites to determine if new technology inthis field would be suitable for the relatively low carbon dioxide concentrations found in brick factory emissions. Product innovation The Committee received updates regarding the Group’s ongoing workto reduce raw material usage and support housebuilders in their decarbonisation efforts recognising their focus on embodied carbon per m 2 of façade. On this basis, the Committee also reviewed the metrics through whichGroup emissions are measured and agreed that intensity per m 2 shouldbe included within our reporting going forwards, allowing this tobe measured on an ongoing basis and aligning how we think about emissions to how our customers look at this. The Committee continues to challenge and guide the Group’s innovation strategy acknowledging that continued investment inproduct development and innovation iscritical to our future success. Focus for 2026 The Committee’s focus in 2026 will remain in the governance ofthe Group’s sustainability strategy, with health and safety, decarbonisation and the Group’s wider sustainability targets atits core. Having taken the opportunity to seek stakeholder views through ourdouble materiality assessment in 2025, 2026 will offer a key opportunity tobuild on this and set targets to replace those that haveconcluded in2025. Approved by the Board and signed on its behalf by: Gina Jardine Chair of the Sustainability Committee 10 March 2026 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 95 #### Sustainability Committee Report continued ![]() RESPONSIBILITIES The principal responsibilities of the Committee are as follows: • Design and implement Remuneration Policy and practices oftheCompany to support strategy and promote long-term sustainablesuccess; • Ensure executive remuneration is aligned to Company purpose and values and linked to delivery of the Company’s long-term strategy; • Ensure the engagement and independence of external remuneration advisors; and • Review workforce remuneration and related policies and the alignment of incentives and rewards with culture. The full responsibilities of the Committee are set out inits terms of reference which are available on the Company’s website. The terms of reference are approved by the Board and are reviewed annually to ensure they remain appropriate. Dear Shareholder I am pleased to present, on behalf of the Board, the 2025 Directors’ Remuneration Report (Report). The Group aims to attract and retain talented people to deliver sustainably high levels of performance, ensuring the ongoing success ofthe Group. Our Remuneration Policy (Policy) aligns the Group’s strategic goals with the pay and incentives of Executive Directors, senior management, employees, and with the long-term interests ofour shareholders. Alongside this, the Policy is designed to create anenvironment of achievement and delivery, with appropriate reward forgood performance and for behaviours which support the culture promoted throughout the Group, without incentivising the taking ofunnecessary risks, and is designed to be both transparent and understandable. The current Remuneration Policy was approved by shareholders at the2023 AGM, and received 98.14% of the votes cast in favour. The Policy has reached the end of its three-year term and a new Policyis now being presented for approval by our shareholders at the 2026AGM. A major focus of the Committee over the course of 2025 has been to undertake a detailed review of the Policy to ensure that itcontinues to effectively support Forterra’s strategy and culture. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 96 “On behalf of the Board, I am pleased topresent our Directors’ Remuneration Report for the financial year ended 31December 2025. The Report explains how the Remuneration Committee has applied the Directors’ Remuneration Policy during the year and outlines proposed changes to thePolicy whichwill be submitted forshareholder approval at the Company’s 2026 AnnualGeneral Meeting.” ### REMUNERATION ### COMMITTEE ### REPORT MEMBERSHIP The members of the Remuneration Committee during the year andas at 31 December 2025 were as follows: Katherine Innes Ker (Chair) Nigel Lingwood Martin Sutherland Vince Niblett Gina Jardine Aysegul Sabanci Katherine Innes Ker Chair of the Remuneration Committee ![]() This review was informed by principles of good governance, current market practice, and included an investor consultation exercise. Forterra’s business context, the cyclical nature of our industry, opportunities for growth arising from market recovery, continued enhanced and more efficient production capacity, and the development of new products to broaden our market reach were alltaken into consideration. A key objective is to ensure that the remuneration arrangements and incentives support the Board’s objective to motivate and retain the current leadership team. While some aspects of the Policy continue to work well in this regard, theCommittee has concluded that some changes to our incentive arrangements will be important in supporting the Board’s strategy andExecutive Management retention. Full details of the changes proposed are set out within this Report. Trading performance Notwithstanding only a modest improvement in market conditions, we have returned a strong financial performance in 2025. Group revenue increased by 12.1% to £386.0m (2024: £344.3m) outperforming the wider market, driven by increased sales volumes, with our brick market share returning to historical levels. Adjusted EBITDA was £61.6m (2024: £52.0m) with adjusted profit beforetax increasing 62.9%, from £22.1m to £36.0m. The Group delivered another solid adjusted operating cash flow in theyear of £68.7m (2024: £60.1m) Adjusted earnings per share increased by 65.8% to 12.6p (2024: 7.6p). Net debt excluding leases was £55.7m, a reduction of £29.2m (2024: £84.9m). Having reduced our net debt, with leverage now around 1 times Adjusted EBITDA, we are now able to provide greater clarity on our capital allocation priorities looking forward, which will include additional returns to shareholders in the form of share buybacks. Strategic progress During the year we made good progress in Strengthening our Core. Atour Desford brick factory, both kilns ran simultaneously for the first time, increasing production output and efficiency. Redevelopment of our Wilnecote factory is nearing completion, and commissioning of an enhanced product range is underway. This will enable us to regain and grow our position in the commercial and specification markets. Beyond the Core, we successfully launched our Omnia extruded brick slip range atAccrington. Combined with the Omnia mechanically fixed façade system, these products position us to increase our share of thegrowing façade market and ensure brick remains a relevant and attractive choice for multi-family and high-rise developments. Remuneration in context In making decisions in relation to the Executive Directors’ remuneration outcomes for 2025, the Committee has taken into account key measures of the Group’s performance as well as the experience of wider stakeholders as outlined within this Report. Employees We are committed to the provision of an inclusive working environment and ensuring fair reward for all employees, regardless of seniority across the business. In addition to the Executive Directors and senior management, the Committee considers wider workforce remuneration and conditions. The Committee also continued its commitment to encouraging employee share ownership by approving the offer and subsequent grant of share options under the Forterra Sharesave Plan. There was continued uptake of this offer from employees, with over half of our workforce continuing to save in this way. In line with established protocols, wages and salaries were reviewed atthe beginning of 2025 with an increase of 3% awarded to salaried and hourly paid employees from January 2025. During the year, management met with representatives from the Employee Forum on a quarterly basis, with discussion topics including employee reward amongst many others. Shareholders We remain in close contact with major shareholders, with the Executive Directors regularly meeting shareholders to discuss business performance, strategy, capital allocation, sustainability and other matters. Discussion in 2025 centred upon market conditions, our balance sheet and capital allocation, as we successfully reduced ourindebtedness. The Chair of the Board is always available to discuss matters with major shareholders and held a number of meetings during the year. Ahead of proposing the amendments to our Remuneration Policy, Iwrote to major shareholders seeking feedback on proposed amendments. We have acted upon the feedback received, details ofwhich can be found within thisReport. 2025 salary and fees The base salaries of the Chief Executive Officer, Neil Ash; Chief Financial Officer, Ben Guyatt; the Chair’s fee; and the Non-Executive Directors’ base fee were all increased by 2.75% from January 2025. 2025 annual bonus Reflecting the fulfilment of personal objectives and Company performance, the 2025 annual bonus will be paid in March 2026. The adjusted profit before tax (PBT) of £36.0m exceeds the maximum threshold of £32.5m and will result in the Executive Directors receiving 100% of their maximum profit-related bonus entitlement. The maximum and minimum thresholds were set by the Committee inearly 2025 and reflected the Board’s expectations at the time for the Group’s 2025 performance, recognising that market uncertainty was likely to impact recovery, with higher inflation and interest rates. The achievement against the personal objectives’ element has been determined at 80% for the Chief Executive Officer (CEO), Neil Ash, making his total bonus earnings 95% of his maximum potential annualbonus for 2025. Ben Guyatt, Chief Financial Officer (CFO) wasdetermined to have achieved 75% of his personal objectives, making his 2025 bonus earnings 93.75% of his maximum potential annual bonus. No adjustments or discretion have been applied to the formulaic outcome for the 2025 annual bonus. Under the current rules of the Annual Bonus Plan, the first 10% ofsalary is payable in cash, with half of the remainder of any bonus beingnormally deferred into shares under the Deferred Annual Bonus Plan (DABP). STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 97 #### Remuneration Committee Report continued ![]() Performance Share Plan (PSP) awards vesting in 2025 The 2022 PSP award was due to vest on 17 March 2025. The award was granted with half of the award subject to an earnings per share (EPS) performance condition and half subject to a total shareholder return (TSR) performance condition, both measured over the three yearperiod ended 31 December 2024. Neither the EPS nor the TSRperformance conditions were met and therefore the 2022 PSP awardsdid not vest. Performance Share Plan (PSP) awards vesting in 2026 The 2023 PSP award is due to vest in April 2026 although each of theperformance conditions are assessed as at 31 December 2025. The award was granted with 40% of the award subject to a stretching EPS performance condition, 40% of the award subject to a TSR performance condition, and the remaining 20% of the award determined by sustainability-based targets. Neither the EPS, TSR orsustainability performance conditions were met and therefore the 2023 PSP awards will not vest in April 2026. Performance Share Plan (PSP) awards granted duringtheyear The 2025 grant of awards under the PSP was made in accordance with the Policy at 175% of salary for the CEO, Neil Ash, and 150% of salary for the CFO, Ben Guyatt. This represents an increase on 2024 award levels, which were 150% and 125% respectively, to reflect the stretch in the performance criteria. The performance targets applicable to this award are disclosed withinthis Report. The awards are structured with 40% of the awards granted subject to an EPS performance condition, 40% of the awards granted subject to a TSR performance condition and 20% of the awards subject to sustainability targets. 2026 OVERVIEW Review of the Directors’ Remuneration Policy The current Remuneration Policy was approved by shareholders at the2023 AGM and received 98.14% of the votes cast, in favour. This Policy is now due for renewal and will be put to shareholders at the 2026 AGM in May. The Remuneration Committee has conducted a thorough review of the current Policy to ensure it remains appropriate to support the business and would like to take theopportunity to make a number of changes, all of which are intended to bring the Policy further in line with best and market practice. Details of these changes are enclosed within this Report. The approach to structuring pay, and the remuneration framework, hasbeen in operation since the Initial Public Offering (IPO) in 2016. Alongside fixed pay, it consists of a Deferred Annual Bonus Plan (DABP), wherein bonus is delivered as a mix of cash and deferred shares, and awards of performance shares under a Performance SharePlan. In considering the current Policy and its application to date, the focus has been on three issues: the level of fixed pay, the quantum of potential reward, and the structure of the long-term incentive arrangements. 2026 salary and fees In line with the Policy, the Committee considered the base salaries ofthe Executive Directors, Neil Ash (CEO) and Ben Guyatt (CFO). TheCommittee considered benchmark data with caution, choosing to use two bases for assessing the relative base salaries of the Executive Directors. Benchmarking was conducted against a group of sector peers and against the lower quartile of the FTSE 250. In both assessments it was identified that the base salary of the CEO wassignificantly below relevant market peers, therefore a one-off adjustment of 10% has been proposed for 2026, taking the base salary of the CEO to £550,777 per annum. Future adjustments are expected to be in line with increases for the wider workforce. The CFO’s base salary review determined that no adjustment was required, therefore the base salary of the CFO was increased by 3.15%to £369,696, in line with that awarded to the wider workforce. 2026 annual bonus The Committee reviewed the operation of the Annual Bonus Plan during the year. The objective is to achieve a balance between financial performance and, through a clear link with objectives and reward, ensure that the right behaviours are being driven. It was agreed that financial performance and personal business objectives continue to form the basis of the 2026 annual bonus, however, there has been achange to the metrics used to measure performance and to the balance between financial and non-financial metrics. Under the existing policy, the 2025 annual bonus was structured as follows: • 75% of maximum opportunity: Adjusted Profit before Tax (PBT); and • 25% of maximum opportunity: non-financial/strategic objectives. The following metrics and weightings will apply for the 2026 annualbonus: • 60% of maximum opportunity: Adjusted Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA); • 20% of maximum opportunity: Average working capital as apercentage of sales; and • 20% of maximum opportunity: non-financial/strategic objectives. The market remains challenging, and industry analysts are currently forecasting only modest growth through 2026, which is reflected in their expectations of 2026 performance for the Group. Annual Bonus Plan thresholds have been set accordingly with a significant stretch to the maximum opportunity. These targets will be reported retrospectively following the end of the performance period, as they are considered tobe commercially sensitive. The Committee assessed that the current Policy maximum, in place since the IPO in 2016, should be revised, in particular with respect tothe levels typically observed within sector peers. The Committee proposes an increase to the maximum bonus potential from 100% to 200%. This is intended to allow the Committee flexibility to increase themaximum potential annual bonus for Executive Directors; however thismaximum would only be awarded in exceptional circumstances. It is proposed that for 2026, the maximum bonus opportunity for the CEO will be increased from 100% to 150% of base salary and from 100% to 130% of base salary for the CFO. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 98 #### Remuneration Committee Report continued ![]() 2026 Long-term incentive awards As part of the proposed 2026 Remuneration Policy changes, the Committee is proposing to introduce flexibility under the Policy to granthybrid long-term incentive (LTI) awards to Executive Directors, comprising a combination of performance and restricted shares. This blended approach seeks to strike an appropriate balance between motivating and rewarding for performance and, importantly, supporting executive retention. It introduces a predictable reward framework in ahighly cyclical sector, whilst preserving a strong alignment with long- term corporate performance. The long-term incentive arrangements forexecutive management below Board level will be aligned to this hybrid structure, to maintain a consistent pay policy across the Group as a whole. Executive management incentive and retention remain key objectives of the Policy. No change is proposed to the current Policy maximum notional performance share award level of 200% of salary (250% in exceptional circumstances). However, a 50% discount rate will be applied to the restricted share portion of the award. The notional performance share award level for the CEO (prior to any reduction for restricted share conversion) will remain at a maximum of 175% of base salary. The award will be split 50% performance shares (a face value of 87.5% of base salary) and 50% restricted shares (a face value of 43.75%, after applying the discount for these awards), reducing the award face value to 131.25% of base salary. The notional performance share award level for the CFO will remain ata maximum of 150% of base salary, and under the 50:50 split, the performance share award would equate to 75% and the restricted share award to 37.5% of salary face value, reducing the award face value to 112.5% of base salary. The Committee will review the appropriateness of the split between performance and restricted shares for each LTI award in succeeding years. Performance shares will be subject to the achievement of stretching performance conditions. Awards granted in 2026 will continue to be based on relative TSR compared tothe constituents ofthe FTSE 250 excluding investment trusts, EPS growth and an Environmental, Social, and Governance metric – with weightings of45%, 45% and 10%, respectively. It is also proposed that each LTI award (both performance and restricted share elements) will be subject to an underpin of satisfactory Return on Capital Employed (ROCE) and health and safety performance. The Committee will retain discretion as to whether to reduce the total award at vesting if this underpin has not been met. The Committee also retains discretion to adjust formulaic vesting outcomes if circumstances are considered appropriate. This longer-term incentive award structure underscores the Company's commitment to combining a focus on financial performance with sustainability and broader corporate responsibility todeliver acceptable returns on capital investment. Once finalised, the 2026 LTI award targets will be communicated by way of a Regulatory News Services (RNS) announcement and placed on the Group’s website. It is intended that LTI awards will be granted following the AGM, subject to shareholder approval of the new Policy. Shareholder engagement Shareholder views have been sought as part of a consultation to get aclear understanding of their views and perspectives, given the range and extent of the changes to the Remuneration Policy being proposed. Engagement was constructive and positive overall, and good feedback was received. The initial proposal put to shareholders had included increases to three components of remuneration for the CEO (base salary, annual bonus, and long-term incentive plan), and to both the annual bonus opportunity and long-term incentive plan for the CFO. Reflecting shareholders’ concerns that there were increases proposed for all three elements of the CEO remuneration, and for two of the CFOremuneration, the increase to the long-term incentive plan was considered and the Committee agreed that it should be amended. Inthe revised proposal, the current total potential award under the long-term incentive plan would remain unchanged at 175% of base salary for the CEO and 150% base salary for the CFO. Shareholders were supportive of a corrective adjustment to the base salary of the CEO, while a few shareholders requested that a phased increase be considered. The Committee discussed this and concluded that the proposed increase still left the CEO base salary in the lower quartile ofthe peer group, therefore the proposed 10% increase to thebase salary of the CEO has been retained. The decision to make the increase in one step was accompanied by aconfirmation of the undertaking made in the original proposal that theannual increases would thereafter revert to the average awarded annually to the workforce. The current maximum annual bonus opportunity of 100% ofsalary hasbeen in place since IPO in 2016. Shareholders were supportive ofan increase to the maximum annual bonus opportunity ifit were accompanied by sufficiently stretching performance metrics and targets, to reflect the increases. The increase in the annual bonus opportunity from 100% to 150% of base salary and from 100% to 130% of base salary for the CEO and CFO respectively were retained by the Committee, undertaking that targets set would be sufficiently stretching. The change to the performance measures from 75% Adjusted Profit before Tax and 25% personal business objectives, to 60% Adjusted Earnings Before Interest Tax, Depreciation and Amortisation (EBITDA), 20% on average working capital as a percentage of sales, and the remaining 20% for personal business objectives that reflected the key strategic objectives, was welcomed, in particular the introduction of acash-based metric. The rationale for, and introduction of, a hybrid long-term incentive plan was broadly understood, given the highly cyclical nature of the sector, and the objective to retain management at both Executive Director andsenior executive levels, alongside the ambition to deliver returns over the cycle from the extensive capital investment programme, whichis nearcomplete. We take a keen interest in our shareholders’ views on executive remuneration and welcome any feedback on the Remuneration Committee Report. This Remuneration Committee Report will be subject to an advisory vote and the revised Remuneration Policy subject to a binding vote atthe 2026 AGM. Our goal has been to be clear and transparent inthepresentation of this Report and I look forward to your support onthese resolutions. Approved by the Board and signed on its behalf by: Katherine Innes Ker Chair of the Remuneration Committee 10 March 2026 This report has been prepared in accordance with Schedule 8 to the large and medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 as amended in 2013, theprovisions of the UK Corporate Governance Code and the Listing Rule. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 99 #### Remuneration Committee Report continued ![]() STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 100 #### Remuneration Committee Report continued ![]() INTRODUCTION As described in the Chairman’s introduction, the revised Remuneration Policy will be put forward to a binding shareholder vote at the 2026 AGM. Subject to shareholder approval, it is intended that the new Policy will apply until the 2029 AGM. The proposed Policy as set out overleaf describes the pay structures that the Company will operate and summarises the approach that the Committee will adopt in certain circumstances such as the recruitment of new Directors and/or the making of any payments for loss of office. The Remuneration Committee conducted a comprehensive review and has proposed changes that bring the Policy in line with best and market practice. Policy overview The Committee has responsibility for determining the remuneration ofthe Chairman, Executives and Non-Executive Directors and other senior management. The Committee’s terms of reference are available on the Company’s website. The Company’s Remuneration Policy has been designed based on the following key principles: • to promote the long-term success of the Group, with stretching performance targets which are rigorously applied; • to provide appropriate alignment between the Group’s strategic goals, shareholder returns and executive reward; and • to have a competitive mix of base salary and short and long-term incentives, with an appropriate proportion of the package determined by stretching targets linked to the Group’s performance. The remuneration arrangements have been structured with due consideration of the UK Corporate Governance Code and both best practice and market practice for UK listed companies. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 101 #### Remuneration Committee Report Summary of Remuneration Policy Factor How our Remuneration Policy aligns Clarity Remuneration arrangements should betransparent and promote effective engagement with shareholders and theworkforce. Martin Sutherland remains the designated Non-Executive Director to represent the views of employees to the Board, and when appropriate this will include decisions on remuneration across the business. This is facilitated through the Employee Forum. We proactively consult our shareholders on any changes to the Remuneration Policy and seek their views. Simplicity Remuneration structures should avoid complexity and their rationale and operation should be easy to understand. The Remuneration Policy includes a single annual bonus plan and a single long-term incentive plan which are clearly communicated. The rationale for each element of the Policy is clearly explained in the Remuneration Policy tables. Risk Remuneration arrangements should ensure reputational and other risks from excessive rewards, and behavioural risks that can arisefrom target-based incentive plans, areidentified and mitigated. The Committee has discretion to adjust formulaic out-turn of performance incentives if it considers it appropriate to do so. Awards made under long-term incentive plans are subject to malus and clawback provisions. Post-vesting holding periods and shareholding requirements align the interests of management and shareholders and promote a long-term approach to performance and risk management. Performance metrics are aligned with the Company’s strategy, incentivising delivery of sustained performance over the long-term. Defined limits are set on the maximum awards which can be earned. Predictability The range of possible values of rewards toindividual Directors and any other limits ordiscretions should be identified and explained at the time of approving the policy. The Remuneration Policy sets out potential levels of vesting available for varying degrees ofperformance. The Remuneration Report illustrates the total remuneration opportunity for Executive Directors under various performance scenarios. There is full and transparent retrospective disclosure of targets within the Remuneration Report and the degree to which long-term incentive awards were achieved. Proportionality The link between individual awards, the delivery of strategy and the long-term performance ofthe Company should beclear. Outcomes should not reward poorperformance. The use of long-term incentive plans and post-vesting holding periods ensure focus on sustainedperformance over the long-term. The Committee has discretion to adjust formulaic out-turn of performance incentives if it considers itappropriate to do so. Alignment to culture Incentive schemes should drive behaviours consistent with Company purpose, values andstrategy. The Remuneration Policy places a focus on share ownership through shareholding requirements and incentive plans, incentivising delivery of sustained, long-term performance in the Company. ![]() The Remuneration Policy for Directors Subject to shareholder approval at the May 2026 AGM, the arrangements for the Executive and Non-Executive Directors will, in 2026, be in line with the revised Remuneration Policy. Element Purpose and link to strategy Operation Maximum opportunity Framework used to assess performance Salary 2026 Policy change No change Salary is a fixed payment thatreflects an individual’s experience and role and maybeincreased to reflect capability and performance. To recruit and retain executives. Salaries are paid monthly and are normally reviewed annually with changes effective from 1 January but by exception may be reviewed more frequently ifthe Committee determines this is appropriate. In reviewing salaries, the Committee considers: • remuneration practices within the Group; • market benchmarks based on companies of broadly comparable size and/or operating in similar sectors; • role, competence and performance; and • the general increase awarded to salaried employees. Higher increases may be awarded tonew Executive Directors who were hired at below-market rates but with theintention to move to a market competitive rate over time, subject toindividual performance. It is anticipated that salaries will generally be increased in line with increases awarded tosalaried employees. However, in certain situations suchaswhere there has beenan increase in the scope, responsibility or complexity ofthe role or there has been asignificant change inthe size, value or complexity oftheGroup, increases may be higher to remain market competitive. Individual and Group performance is taken into account when determining theannual increase. The rationale for any such increase will be disclosed inthe Annual Report on Remuneration. Benefits 2026 Policy change No change The Company’s aim is to offer competitive and cost-effective benefits valued by participants and to help recruit and retain executives. A range of benefits are provided to Executive Directors that may include acompany car (or car allowance), private medical and permanent healthinsurance, business travel insurance and life assurance/death inservice cover. Relocation (or other related expenses) and tax equalisation arrangements may be offered as appropriate to ensure Directors arenoworse or better off in a case ofrelocation. Any reasonable business-related expenses (including tax thereon) may bereimbursed if determined tobea taxable benefit. Executive Directors are eligible for otherbenefits which are introduced forthe wider workforce on broadly similar terms. The cost of providing market competitive benefits may vary from year-to-year depending on the cost tothe Company from third party providers. The Committee will continue to monitor the cost of benefits to ensurethat the overall benefit costs do not increase by more than the Committee considers appropriate inthe circumstances. No performance metricsapply. Pension 2026 Policy change No change To provide a market-competitive cost-effective contribution towards post-retirement benefits. Executive Directors receive a contribution towards their retirement provision which may be paid as a contribution to a personal pension scheme or a cash allowance in lieu ofpension or a mix of both. The Company contribution to retirement allowances is up to 10%ofsalary, which is aligned tothat offered to all employees. No performance metricsapply. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 102 #### Remuneration Committee Report Summary of Remuneration Policy continued ![]() The Remuneration Policy for Directors continued Element Purpose and link to strategy Operation Maximum opportunity Framework used to assess performance Annual bonus 2026 Policy change Increase in maximum bonus opportunity level to 200% ofsalary Simplified bonus deferralapproach to50% of bonus earned paid in cash and 50% deferred intoshares The Annual Bonus Plan is to incentivise Executive Directors to achieve annual financial and/ or strategic targets. Bonus deferral provides a retention mechanism and provides furtheralignment with shareholders’ interests. Bonus payments are determined by the Committee after the year-end, based onperformance against the targets set around the start of the year. The Committee aims to set out in the Annual Report on Remuneration the nature ofthe targets and their weighting for the forthcoming financial year anddetails oftheperformance conditions, the weightings and targets applied and the level of achievement against these targets for the financial year being reported on. 50% of any annual bonus earned will be payable in cash with the remaining 50%deferred into shares as either conditional awards or nominal cost optionsunder the Deferred Annual Bonus Plan (DABP). Such awards vest aftera periodof three years subject to continued employment. No further performance conditions apply. In line with good practice, recovery and withholding provisions apply (seepage106). Anadditional payment (in the form of cash or shares) may bemade inrespect of shares that vest to reflect the value of dividends that would havebeen paid on those shares during the vesting period. The maximum opportunity under theannual bonus scheme is 200% ofsalary. Bonus starts to be earned at thethreshold level (up to 25% ofthe maximum depending on theperformance metric). The bonus may be based on the achievement of an appropriate mix of challenging financial, operational orstrategic measures. Typically, financial measures will account for the majority of the bonus opportunity and may include measures such as profit or cash flow. Other financial measures that support the key short-term priorities ofthe business may be used. The targets applying to financial metrics will take into account the internal plan and external expectations ofthe business at the time they are set. If operational, individual or strategic measures are included, where possible a quantitative performance range will be set although this will depend on the measure chosen. Themeasures, targets and weightings may be varied by the Committee year-on-year based on the Company’s strategic priorities at the time. The payment of any bonus is at the absolute discretion of the Committee which may adjust the formulaic out-turn ofthe bonus if it considers itappropriate to do so. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 103 #### Remuneration Committee Report Summary of Remuneration Policy continued ![]() The Remuneration Policy for Directors continued Element Purpose and link to strategy Operation Maximum opportunity Framework used to assess performance Long-term IncentivePlan 2026 Policy change Introduction offlexibility to make awards ofrestricted shares alongside performance shares The Long-Term Incentive Plan(The Plan) incentivises Executive Directors and selected senior management to deliver sustained performance overthe long-term. The Plan also acts as a method of retaining key management over the medium-term. It aligns the interests of the Executive Directors and shareholders andassists Executive Directorsin building up a substantial shareholding. Awards are granted annually in the form of nominal or nil cost options under the Plan and vest after no less than three years. The performance share element of the award will be subject to the achievement of stretching performance conditions measured over a period of three years to determine the extent to which awards vest. Each award under the Plan (both performance and restricted share elements) will be subject to satisfactory Return on Capital Employed (ROCE) and health and safety performance. The Committee will retain discretion as to whether to adjust the total award at vesting and reduce it if performance does not meet the standards expected. The Committee also retains discretion to reduce formulaic vesting outcomes if circumstances are considered appropriate. A holding period may apply to vested awards under which Executive Directors will be required to retain the net of tax number of vested awards forat least two years from the date of vesting. In exceptional circumstances, the Committee may, at its discretion, allow participants to sell or dispose ofsomeor all of these vested shares before the end of the holding period. Detailsof performance conditions for grants made in the year will be set outinthe Annual Report on Remuneration. Award levels are reviewed annually (subject to the Plan individual limits) takinginto account matters such as market practice, overall remuneration, andthe performance of the Company and the Executive Director being madethe award. In line with good practice, recovery and withholding provisions may apply (seepage 106). Dividends may accrue based on the value of dividends paidduring the three-year vesting period and two-year holding period (ifapplicable). The maximum annual award under the Plan that may be granted to anindividual in any financial year is200% of salary in normal circumstances (250% of salary inexceptional circumstances). A50% discount rate will be applied to the restricted share portion of the award. For the performance share element, a maximum of 25% of theaward will vest for threshold performance. Performance share vesting is based on the achievement of one or more challenging performance targets set by the Remuneration Committee at the timeof grant and measured over a three-year period. Measures may include EPS growth (or another financial metric), TSR and an Environmental, Social and Governance metric. In determining the target range for any financial measures that may apply, the Committee ensures theyare challenging by taking into account current andanticipated trading conditions, the long-term business plan and external expectations. The Committee retains the flexibility to vary the mix ofmetrics for each year’s award in light of the business priorities at the time, or to introduce new measures tosupport the long-term business strategy. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 104 #### Remuneration Committee Report Summary of Remuneration Policy continued ![]() The Remuneration Policy for Directors continued Element Purpose and link to strategy Operation Maximum opportunity Framework used to assess performance All-employee share plans 2026 Policy change No change To increase alignment between employees andshareholders inataxefficient manner. All-employee share schemes may beoperated. Current schemes include: • Sharesave Plan (SAYE); • Share Incentive Plan (SIP); and • Other HMRC approved all-employee schemes may be introduced at the Committee’s discretion. Consistent with prevailing HMRClimits. No performance metricsapply. Share ownership policy 2026 Policy change No change To align interests of management and shareholders and promote a long-term approach to performance andrisk management. In-post Executive Directors are required to build up a shareholding in the Company equal to 200% of salary. Half of the net of tax number of vested LTIP andDABP awards are expected to be retained until the guideline is met. Thevalue of vested but unexercised awards subject to a two-year holding period will count towards the guideline on a net of tax basis. Post-cessation Leavers will be required to hold the lower of 200% of their in-post share ownership requirement or their actual holding on departure for two years post-cessation. Shares acquired by or granted to an Executive Director prior to 1 January 2020 will not be counted towards the requirement. Shares purchased by anExecutive Director, along with shares granted or acquired prior to appointment to the Board will also not be counted towards the requirement. Not applicable. No performance metricsapply. Non-Executive Directors’ fees 2026 Policy change No change To attract and retain high- quality and experienced Non- Executive Directors. The fees of the Non-Executive Directors are set by the Board and the Chair’s fee is setby the Committee (the Chair does not take part in any discussion regarding his own fees). Fees are reviewed periodically. Non-Executive Directors receive a fee forcarrying out their duties. Additional fees may bepayable in relation to extra responsibilities undertaken such as chairing aBoard Committee and/or a Senior Independent Director or other designated Non-Executive Director role. The Chair andNon-Executive Directors are entitled to reimbursement of reasonable business-related expenses (including any tax thereon). They do not participate in any incentive arrangements and they do not receive a pension contribution. The level of fees reflects the time commitment and responsibility of their respective roles. Details of current fees are set outinthe Annual Report on Remuneration. As set out in the Company’s Articles of Association, the total fees paid to Non- Executive Directors must not exceed £1m a year or any higher amount agreed by ordinary resolution at a general meeting. No performance metricsapply. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 105 #### Remuneration Committee Report Summary of Remuneration Policy continued ![]() Recovery and withholding provisions Recovery and withholding provisions apply to the Annual Bonus Plan, including the DABP, and the LTIP. If, within three years of the payment of a bonus, grant of a deferred bonus award and/or vesting of an LTIP award, it transpires that payment or vesting should not have occurred as a result of a material misstatement, error in calculation, gross misconduct has been discovered, corporate failure, material damage to the Company’s reputation, failure of risk management, or any other circumstances that the Board considers to have a similar nature or effect, the payment or vesting can be recovered or withheld, in part orin full, as appropriate. Incentive plan discretions The Committee will operate the Annual Bonus Plan, including the DABP, and the LTIP according to their respective rules as summarised in the policy set out on previous pages. The Committee, consistent with market practice, retains discretion over a number of areas relating to the operation and administration of these plans. These include, butare not limited to, the following: • Who participates in the plan; • The timing of grant and/or payment; • The size of an award and/or payment; • The choice of performance measures and targets for each incentive plan in accordance with the policy set out on previous pages and the rules of each plan; • The ability to vary any performance conditions if circumstances occur which cause the Remuneration Committee to determine that the original conditions have ceased to be appropriate provided that anychange is fair and reasonable and in the Committee’s opinion, not materially less difficult to satisfy than the original condition; • Discretion to override formulaic outcomes and scale back outcomes under the annual bonus and LTIP; • Discretion relating to the measurement of performance in the event ofachange of control or reconstruction; and • Determination of a good leaver (in addition to any specified categories) for incentive plan purposes based on the rules of each plan and the appropriate treatment under the plan rules. Any use of the above discretions would, where relevant, beexplained in the Annual Report on Remuneration and may, as appropriate, be thesubject of consultation with the Company’s major shareholders. Remuneration policy for other employees The Policy described above applies specifically to the Company’s Executive and Non-Executive Directors and is designed with regard to the policy for employees across the Group as a whole. The Company aims to apply similar principles to the design of the remuneration arrangements for all employees. Executive Directors are entitled to receive a similar package of benefits and participate in the pension plan at the same level as other employees. However, differences doexist between the Company’s policy for the remuneration of the Executive Directors and its approach to the payment of employees generally, reflecting market practice and different levels of seniority: • There are differences in salary levels and in the levels of potential reward depending on seniority and responsibility, although a key reference point for executive salary increases is the average increase across the general workforce; • A lower level of maximum annual bonus opportunity (or zero bonus opportunity) may apply to employees; • Performance metrics attached to the annual bonus may differ to reflect the precise roles and responsibilities of the employee; and • Participation in the LTIP is limited to the Executive Directors and certain selected senior employees. In general, these differences arise from the development of remuneration arrangements that are market competitive for the various categories ofemployee. They also reflect that, in the case of the Executive Directors and selected senior employees, a greater emphasis is placedon performance-related pay reflecting their influence over theCompany’s performance. How the views of employees and shareholders are takeninto account In setting the remuneration for the Executive Directors, the Committee takes note of the overall approach to reward for employees in the Group, and salary increases will ordinarily be (in percentage of salary terms) in line with those of the wider workforce. The Committee does not formally consult directly with employees on executive pay but does receive periodic updates on employee remuneration within the Group as necessary. In line with the UK Corporate Governance Code, MartinSutherland remains the designated Non-Executive Director to represent the views of employees to the Board, and when appropriate this will include decisions on remuneration across the business. Thisisfacilitated through the Employee Forum. During the year the management met with representatives from the Employee Forum on aquarterly basis. At each meeting a business performance update was provided, together with pay included within general topics addressed by the forum. The Committee takes keen interest in shareholders’ views on executive remuneration and welcomes any feedback on theapproach taken. Service contracts and letters of appointment Service contracts and letters of appointment are available for inspection at the Company’s registered office. Service contracts The service contracts for the Executive Directors are terminable byeither the Company or the Executive on 12 months’ notice. The Company can terminate either Executive Director’s service contract bypayment of a cash sum in lieu of notice equivalent to the base salary and the cost that would have been incurred in providing the Executive Director with contractual benefits for any unexpired portion of the notice period (or alternatively the Company can choose to continue providing the contractual benefits). The payment in lieu may be paid as one lump sum or in monthly equal instalments over the notice period. Ifthe Company chooses to pay in instalments, the Executive Directors are obliged to seek alternative income over the relevant period and thepayment of each monthly instalment will be reduced by the amountof such income earned. There are no enhanced provisions ona change of control. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 106 #### Remuneration Committee Report Summary of Remuneration Policy continued ![]() At the discretion of the Committee, a contribution to reasonable outplacement costs in the event of termination of employment due to redundancy may also be made. The Committee also retains the ability to reimburse reasonable legal costs incurred in connection with a termination of employment and may make a payment for any statutory entitlements or to settle or compromise claims in connection with a termination of employment of any existing or future Executive Director as necessary. Relevant details will be provided in the Annual Report onRemuneration should such circumstances apply. The table overleaf sets out, for variable pay elements, the Company’s policy on payment for loss of office in respect of Executive Directors. Ingeneral, treatment will depend on the circumstances of departure and in particular whether a leaver isa ‘good leaver’. Good leaver reasons include: • Death; • Injury; • Retirement; • Disability; • Redundancy; • The employing company being sold outside the Group; or • Other circumstances at the discretion of the Committee. In any other circumstance, the leaver will be treated as a‘badleaver’. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 107 #### Remuneration Committee Report Summary of Remuneration Policy continued ILLUSTRATIONS OF APPLICATION OF THE REMUNERATION POLICY TOTAL REMUNERATION OPPORTUNITY Notes: • Minimum is equivalent to fixed pay which comprises salary levels applying for 2026, the value of benefits in 2025 and a 10% retirement allowance. Minimum also includes restricted shares which are 43.75% of salary for the CEO and 37.5% of salary for the CFO. • Target comprises fixed pay plus restricted shares (as above) plus the value of the on-target bonus at 50% of the maximum bonus opportunity (150% of salary for the CEO and 130% ofsalary for the CFO) plus the value of the on-target level of vesting under the PSP which is taken to be 50% of the expected 2026 grant level which is 87.5% of salary for the CEO and 75% of salary for the CFO. • Maximum comprises fixed pay plus restricted shares plus maximum bonus plus the maximum value of PSP (equal to 100% of the face value of the award at grant using the 2026 grant policy of 87.5% of salary for the CEO and 75% of salary for the CFO). • Maximum +50% share price growth comprises fixed pay plus maximum bonus plus the maximum value of the PSP at a 50% higher share price than when the PSP award was granted plus restricted shares at a 50% higher share price than when the restricted shares were granted. ![]() Policyonpayment for loss of office The following table summarises the key aspects of the Company’s Remuneration Policy for Executive and Non-Executive Directors. Element Treatment Annual Bonus Plan No automatic or contractual right to bonus payment. Good leavers: a pro-rata bonus may become payable at the normal payment date for the period of employment and based on full-year performance. With rationale set out in the Annual Report on Remuneration. Bad leavers: no bonus is payable for the year of cessation. Discretions: to determine whether to pro-rate the bonus for time. It is the Committee’s normal policy to pro-rate for time, however, there may be circumstances where this is not appropriate. Where this is the case it will be fully disclosed to shareholders. Deferred Annual Bonus Plan The use of post-vesting holding periods and long-term incentive plans ensure focus on sustained performance over the long-term. Good leavers: all deferred shares vest at the date of cessation. Bad leavers: awards lapse. Discretions: to vest deferred shares at the end of the original deferral period or to defer vesting inconnection with a potential clawback event. Long-Term Incentive Plan Good leavers: awards vest at normal vesting date pro-rated for time and tested for performance in respect of each subsisting LTIP award. Bad leavers: awards lapse. Discretions: to vest and measure performance over the original performance period or vest and measure performance at the date of cessation ortodefer vesting in connection with a potential clawback event. To determine whether to pro-rate the maximum number of shares for the time from the date of grant to the date of cessation (the Committee may needto round up to the nearest whole year). Normal policy is to pro-rate for time, however there may be circumstances where this is not appropriate. Where this is the case it will be fully disclosed to shareholders. Shareholding requirements All leavers will be required to hold the lower of 200% of their in-post share ownership requirement or their actual holding on departure for two years post- cessation. Shares acquired by or granted to an Executive Director prior to 1 January 2020 will not be counted towards the requirement. Shares purchased byan Executive Director along with any shares granted or acquired prior to appointment to the Board will also not be counted towards the requirement. Change of control The Committee’s policy on the vesting of incentives on a change of control is summarised below: Element Treatment Annual Bonus Plan Pro-rated for time and performance to the date of the change of control. Deferred Annual Bonus Plan Subsisting DABP awards will vest on a change of control. Long-Term Incentive Plan The number of shares subject to existing LTIP awards will vest on a change of control pro-rated for time and performance to the date of the change of control. Discretions: to determine whether to pro-rate the maximum number of shares from the time fromthe date of grant to the date of the change of control (theCommitteemay round up to the nearest whole year). Normal policy is to pro-rate for time, however there may be circumstances where this is not appropriate. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 108 #### Remuneration Committee Report Summary of Remuneration Policy continued ![]() Letters of appointment The Chair and Non-Executive Directors have letters of appointment and are subject to annual re-election at the AGM. The appointment letters for the Non-Executive Directors provide that no compensation ispayable on termination. The appointments are terminable by the Company on not less than 30 days’ notice or immediately in the event that the appointment is terminated by the shareholders (or where shareholder approval is required but not forthcoming). Approach to recruitment and promotions The recruitment package for a new Executive Director would be set in accordance with the terms of the Company’s approved Remuneration Policy. The Committee is proposing a maximum annual bonus payment of no more than 200% of salary and LTIP award of up to 200% of salary (other than in exceptional circumstances (including recruitment), where up to 250% of salary may be made). On recruitment, salary may (but need not necessarily) be set below the normal market rate, with phased increases as the Executive Director gains experience. The rate of salary should be set so as to reflect the individual’s experience and skills. The pension offered to new Executive Directors will be set in line with the current policy and in alignment with the majority of employees in the Group. In addition, on recruitment the Company may compensate for amounts foregone from a previous employer (using the exemption to the requirement for prior shareholder approval under Listing Rule LR 9.3.2R if necessary) taking into account the quantum foregone and, asfar as reasonably practicable, the extent to which performance conditions apply, the form of award and time to vesting date. For an internal appointment, any variable pay element awarded in respect of their prior role should be allowed to pay-out according to its outstanding terms. Any other ongoing remuneration obligations existing prior to appointment may continue, provided that, if they are outside the approved policy, they are put to shareholders for approval at the earliest opportunity. For all appointments, the Committee may agree that the Company willmeet appropriate relocation costs. For the appointment of a new Chairor Non-Executive Director, the fee arrangement would be set inaccordance with the approved Remuneration Policy in force at thattime. Policy on external appointments Subject to Board approval, Executive Directors are permitted to take on a single paid non-executive position with an unconnected company and to retain their fees in respect of such position. Where appropriate, details of outside directorships held by the Executive Directors andanyfees that they received are provided in the Annual Report onRemuneration. Legacy arrangements For the avoidance of doubt, any remuneration or loss of office payments that are not in line with this Policy may be made if the termswere agreed before the approval of this Policy, including those disclosed in the prospectus. In addition, authority is given to the Company to honour any commitments entered into at a time when therelevant employee was not a Director of the Company. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 109 #### Remuneration Committee Report Summary of Remuneration Policy continued ![]() SINGLETOTAL FIGURE OF REMUNERATION (AUDITED) Executive Directors (audited) Fixed Variable Executive Directors Period Salary and fees Taxable benefits 1 Retirement allowance Annual bonus 2 Long-term incentives 3 Total Total fixed remuneration Total variable remuneration Neil Ash 2025 £500,706 £5,959 £50,071 £475,671 – £1,032,407 £556,736 £475,671 2024 £487,305 £3,697 £48,731 £235,125 – £774,858 £539,733 £235,125 Ben Guyatt 2025 £358,406 £9,495 £35,841 £336,006 – £739,748 £403,742 £336,006 2024 £348,814 £8,722 £34,881 £168,303 – £560,720 £392,417 £168,303 1. Taxable benefits in the year comprised a company car/allowance and private medical insurance. 2. Details of the bonus targets and their level of satisfaction and resulting bonus earned are set out below. 3. The EPS and TSR conditions of the 2023 PSP were calculated overthe three-year reporting period to 31 December 2025, therefore are known at the year-end date; however the performance conditions have vested at nil. 2025 Annual bonus (audited) Threshold performance required Maximum performance required Actual performance achieved Percentage of maximum value achieved Bonus achieved Weighting Neil Ash Ben Guyatt Neil Ash Ben Guyatt PBT (before adjusted items) 75% £22.5m £32.5m 100% 100% 100% £375,530 £268,805 Strategic objectives 25% 80% 75% £100,141 £67,201 Total (% of maximum) 100% 95% 94% Total £475,671 £336,006 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 110 #### Remuneration Committee Report Annual Report on Remuneration ![]() 2025 strategic objectives A full breakdown of the bonus payments and share award deferral is set out below. These calculations are based on the current Policy, whereby the first 10% of salary is payable in cash and half of the remainder ofthe bonus is deferred into shares. As previously stated, this is proposed to be changed as part of the new Policy. Bonus total Paid in cash Paid in Shares Neil Ash £475,671 £262,871 £212,800 Ben Guyatt £336,006 £185,923 £150,083 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FORTERRA PLC ANNUAL REPORT AND ACCOUNTS 2025 111 #### Remuneration Committee Report Annual Report on Remuneration continued Participants Objectives Assessment of achievement % of bonus entitlement earned Neil Ash Objectives linked to: Improving sustainability including the launch of a new lower-carbon product range; completion of the redeveloped factory at Wilnecote and progress to be made on the pipeline of organic investment opportunities, specifically including opportunities beyond brick; driving innovation andbusiness growth through the launch of the Omnia brick slips and associated mechanically fixed façade system and embedding new product development process, and preparation of an acquisition funnel of potential bolt-on acquisition opportunities to accelerate business growth; embedding of the Sustainable Operational Excellence initiative, delivering savings and ensuring successful roll out and ongoing progress in commercial excellence. Good progress has been made on reducing embedded carbon, with the introduction of larger brick perforations and ongoing work to introduce a lower-carbon brick. The Wilnecote factory is almost complete and commissioning an enhanced range of specification focused bricks. Good progress has been made on the pipeline of organic investment projects. The brick slips facility at Accrington has been completed and a new range of slips has been brought tomarket, supported by a commercial organisation to drive growth. Progress has been made on developing the innovation funnel, with a roadmap now in place and strong progress has been made in developing the calcined clay opportunity with discussions now being held with potential partners. In addition, a full acquisition funnel has been prepared, focusing on slips, façades and alternative methods of construction. Savings and efficiencies continue to be delivered by the Sustainable Operational Excellence programme and our commercial excellence initiative has continued to drive value in the year. 80% Ben Guyatt Objectives linked to: Improving sustainability including the launch of a new lower-carbon product range; completion of the redeveloped factory at Wilnecote and progress to be made on the pipeline of organic investment opportunities, specifically including opportunities beyond brick; driving innovation and business growth through preparation of an acquisition funnel of potential bolt-on acquisition opportunities; progressing compliance with UK Governance Code 2024 Provision 29 inaccordance with roadmap. Good progress has been made on reducing embedded carbon, with the introduction of larger brick perforations and ongoing work to introduce a lower-carbon brick. The Wilnecote factory is almost complete and commissioning an enhanced range of specification focused bricks. Good progress has been made on the pipeline of organic investment projects. A full acquisition funnel has been prepared, focusing on slips, façades and alternative methods ofconstruction. Strong progress has been made on compliance with Provision 29 of the UK Corporate Governance Code2024, with material controls identified and documented. 75% ![]() Long-termincentives: 2023 Performance Share Plan (audited) PSP awards granted in 2023 are subject to following the performance conditions: Performance condition % of award subject to condition Target % of PSP award which will vest Annual basic EPS growth (before exceptional items) over a 2022 EPS of 26.4p 40% <4% Equal to 4% 11% or above 0% 25% 100% Company’s total TSR against TSR index members – measured at 31December 2025 40%