ITM POWER PLC
LEADERS IN GREEN HYDROGEN TECHNOLOGY
Annual Report 2025
ABOUT US
OUR ELECTROLYSERS ARE HELPING OUR CUSTOMERS REACH NET ZERO THROUGH THE POWER OF GREEN HYDROGEN
ITM Power designs and manufactures state-of-the-art electrolysers based on proton exchange membrane (PEM) technology to produce green hydrogen, using renewable electricity and water.
Green hydrogen is the only true net-zero energy carrier, making it one of the best solutions to tackle the carbon crisis and create a clean, green future.
@ Find out why ITM's 5MW containerised NEPTUNE V is exceeding the expectations of customers around the world (youtube.com)
OUR VISION AND VALUES WITH:
@ Safety at the heart of everything we do
@ Innovation in our DNA
@ Superior technology
@ Precision manufacturing
@ Integrity and respect
WE:
@ Deliver the world's best electrolysers
@ Scale our operations profitably to meet the rising demand
@ Grow our global footprint and reach
@ Challenge ourselves to become better than yesterday, every day
TO:
@ Help customers decarbonise their operations
@ Drive sustainable change within industry, government and society
@ Accelerate the world's transition to net zero
@ Increase shareholder value
Strategic Report Governance Report Financial Statements Company Information
HIGHLIGHTS
OUR RESULTS
5.6
5.2
16.5
26.0
Revenue22 23 24 25
£m
£26.0m
+58%
@ Strong revenue growth of 58% compared to FY24.
@ Record revenue for the second consecutive year, a cumulative increase
of almost 400% over the past two years. Adjusted EBITDA* loss(39.8)
(94.2)
(30.4)
(33.0)
£m
(£33.0m)
2 23 2
4 25
2
-9%
@ Gross profit was impacted by the under-absorption of factory costs and inventory provisions against older generation products.
@ This was partly offset by the stringent management of our administrative expenses which were reduced by 6% year on year.
Cash at year end366
283
230
207
£m
£207m
22 2
3 2
4 2
5
-10%
@ Record order intake, strong project delivery performance and capital discipline enabled us to land £40m, or 24%, ahead of our original guidance.
@ ITM achieved a positive cash flow in the second half of the financial year.
IN THIS REPORT
Strategic Report
Highlights
ITM at a Glance
7 Investment Proposition
8 Pioneering for 25 years
11 Statement from the Chair of the Board
13 Chief Executive Officer's Statement
16 Chief Financial Officer's Review
18 Our Business Model
20 Our Strategy
21 Our Stakeholders and Section 172 (1) Statement
26 Sustainability Report
34 Principal Risks and Uncertainties
37 Going Concern
Governance Report38 Introduction from the Chair of the Board
39 Governance at a Glance
40 Our Compliance with and Application of the QCA Code
42 Board of Directors
44 Corporate Governance Report
48 Audit Committee Report
52 Nomination Committee Report
54 Remuneration Report
66 Directors' Report
Directors' Responsibilities Statement
Financial StatementsIndependent Auditor's Report to the Members of ITM Power plc
Consolidated Income Statement and Other Comprehensive Income
Consolidated Balance Sheet
Consolidated Statement of Changes in Equity
Consolidated Cash Flow Statement
Notes to the Consolidated Financial Statements
98 Company Balance Sheet
99 Company Statement of Changes in Equity
100 Notes to the Company Financial Statements
Company Information104 Glossary
IBC Officers, Professional Advisors and Useful Contacts
* Adjusted EBITDA is a non-statutory measure. The calculation methodology is set out in Note 6.
ITM Power plc | Annual Report 2025 3
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ITM AT A GLANCE
INNOVATION MADE IN THE UK
After 25 years of research and development and pioneering innovation, ITM is offering the most advanced PEM electrolyser technology in the world.
We have once again achieved strong revenue growth, and our performance this year highlights our ability to turn market opportunities into success.
OUR PRODUCTS
Leading PEM electrolyser stack technology
Our commercially proven 2MW electrolyser skid is based on our industry-leading 30bar stacks. Capable of the highest current density on the market, our technology enables reduced footprint and cost.
2MW 5MW 20MW
@ Find out more about our products online at https://www.itm-power.com
Autonomous 2MW plug & play electrolyser for small-scale projects
With our state-of-the-art TRIDENT stack platform at its heart, NEPTUNE II is a fully autonomous electrolyser system. Supplied with a power conversion system and incorporating all necessary balance of the plant.
Leading 5MW plug & play electrolyser for mid-size projects
Designed against the highest safety and quality standards, and building on the learnings from our operational electrolysers around the world, NEPTUNE V is our brand-new full-scope 5MW containerised electrolyser plant.
Cutting-edge 20MW module for large-scale projects
Our core electrolysis process module is engineered to incorporate real-world lessons learned from commercial projects. POSEIDON is a modular building block enabling scale-up with optimised footprint.
4 ITM Power plc | Annual Report 2025
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ITM AT A GLANCE CONTINUED
OUR MARKET
Designed and built in the UK, deployed worldwide.
We work together with industrial, energy and transport companies in projects all over the world.
The advanced design of our TRIDENT stack platform enables compliance flexibility. ITM can deliver the same stack into all highlighted world regions.
GLOBAL REACH
The intentional design of our TRIDENT stack platform enables compliance flexibility.
ITM can deliver the same stack into all highlighted world regions. This unlocks volume manufacturing advantages,
including a consistent supply chain approach.
@ More detail on page 7
INDUSTRY LEADING TECHNOLOGY
Our electrolysers are based on proton exchange membrane technology and are a key enabler for the energy transition.
@ The highest current density on the market, reducing footprint and cost
@ Leading conversion efficiency, reducing operational costs
@ The lowest reported precious metal loading, relieving supply chain constraints
@ More detail on page 7
@ More detail on page 7
ITM Power plc | Annual Report 2025 5
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ITM AT A GLANCE CONTINUED
OUR LOCATIONS
We are evolving. We are growing our production capacity and global reach with commercial projects, and investing in our commitment to best serve our customers.
SHEFFIELD, UK
@ Home to our manufacturing and Research and Development
@ World's first and largest PEM Gigafactory in commercial operation
@ Stepwise introduction of manufacturing automation ongoing
@ 20,000m2 factory floor
LINDEN, GERMANY
@ Growing closer to our customers
@ Home to functions which enable ITM's accelerated growth in our most important market
@ Local content creation in the EU
6 ITM Power plc | Annual Report 2025
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INVESTMENT PROPOSITION
400%
AN ATTRACTIVE MARKET
@ Green hydrogen is essential for decarbonising sectors that are challenging to electrify, such as petrochemicals, iron, steel, heavy-duty transport, cement, aviation, and shipping.
This transformative technology is paving the way for a cleaner, sustainable future.
@ Clean technologies, including green hydrogen, are at the forefront of ambitious climate, economic, and energy security goals set by governments worldwide. These innovations are key to achieving a sustainable and prosperous future.
@ With a revenue growth of almost 400% in
two years, ITM is growing quickly. Our pipeline of sales opportunities is growing at an even higher pace, underscoring a global shift and commitment to green hydrogen as a key pillar of the energy transition.
revenue growth over two years
25 YEARS
of technological innovation and know-howTECHNOLOGY LEADERSHIP AND INNOVATION
@ Since our founding in 2000, ITM has been a
trailblazer in electrolyser technology, and our pioneering efforts have positioned us at the leading edge of this transformative field.
@ Our research and development capabilities drive continuous technological advancements. This year, we proudly announced a 40% reduction in iridium loading, demonstrating our commitment to innovation and cost efficiency.
@ At the heart of our offerings is the TRIDENT stack platform, a state-of-the-art core product. Its versatility allows it to be deployed in multiple formats across a wide range of applications, ensuring optimal performance and adaptability.
@ Our product portfolio is designed to provide our customers with a variety of choices and flexibility. This demonstrates our unwavering dedication to meeting their unique needs
and preferences, reinforcing our commitment to excellence.
>400MW
delivered or in executionFINANCIAL STRENGTH
@ Our contracted order backlog has reached an all-time high of £145.1m at year end. This milestone reflects our strong market demand and the trust our customers place in us.
@ Our sales pipeline is more robust than ever, showcasing our growing market presence and the increasing interest in our innovative solutions.
@ Financial discipline is embedded into every facet of our business. We ensure optimal resource allocation and meticulously evaluate every investment decision to create long-term shareholder value.
@ With a year-end cash position of £207m,
we stand in an enviable position compared to our peers. This financial strength is a significant differentiator and instils confidence in
our customers.
£207M
of cash on the balance sheetGLOBAL CAPABILITIES AND SCALE
@ Our TRIDENT stack platform is designed to
achieve product compliance in most countries worldwide, allowing our core stack to be deployed globally with ease and efficiency.
@ Our asset-light approach empowers us to manufacture and deliver from our Sheffield facilities, providing the flexibility to deploy globally as the demand for green hydrogen continues to grow.
@ This strategic approach unlocks significant volume manufacturing advantages, ensuring a consistent and reliable supply chain.
@ With the majority of our projects operational or in development in Europe, our facility in Germany enables us to offer a first-class customer service proposition.
ITM Power plc | Annual Report 2025 7
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PIONEERING FOR 25 YEARS
Through continuous innovation and dedication, we have developed cutting-edge technology that drives the future of green hydrogen production, contributing significantly to global sustainability efforts.
2000
June - ITM Power foundedby Don Highgate, Jon Lloyd, and John Wreford
2002
April - Simon Bournerecruited as R&D technical scientist (now CTO)
2004
June - First hydrogenrelated company listed on the London Stock Exchange
2008
10kW electrolyser
developed
2010
2010
June - First 4.5kW electrolyser sold to the University of Birmingham2017
2017
£29.4M
September - Completed £29.4mworking capital fundraise
2018
2018
January - REFHYNE project launched in Cologne, Germany November - HyDeploy: PEM electrolyser at Keele University, Ofgem funded project led by Cadent with Northern Gas Networks (hydrogen into gas network)2019
2019
October - Established ITM Linde Electrolysis joint venture£52M
October - Raised £52min equity fundraising
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2020
2020
2020
February - ITM awarded £7.5m offunding from BEIS to develop Gigastack
£172M
November - Raised £172min equity fundraising
2021
2021
2021
January - Moved into Bessemer Park factory January - 24MW contract with Yara to supply the first green ammonia products2022
2022
2023
2022
2023
December - Dennis Schulz appointed CEO January - Two 100MW contracts signed with Linde Engineering for RWE2024
2024
May - Launch of NEPTUNE V100MW
August - 100MW REFHYNE IIcontract signed with Shell
November - First NEPTUNE V sale134,000
SQ. FT
August - Launch of POSEIDON2025
8
July - REFHYNE begins production£250M
October - Raised £250m to expandmanufacturing capacity
January - Eight Contracts signed for NEPTUNE V and counting (40MW)120MW
2025
2025
May - Selected supplier forUniper's 120MW Humber H2ub project
June - Launch of Hydropulse GmbHITM Power plc | Annual Report 2025 9
Strategic Report Governance Report Financial Statements Company Information
PIONEERING FOR 25 YEARS
POWERFUL IMPACT
25 years ago, ITM was founded with a bold yet fundamental vision: to harness the power of the smallest atom, hydrogen, to lead the world's clean energy future. Just as hydrogen, the universe's most abundant and simplest element, holds immense potential despite its size, ITM started as a small innovator with a big ambition.
Today, we stand as a global leader in electrolyser technology, providing high-performance, scalable solutions that produce green hydrogen, supporting the transition to a net-zero world.
Like the hydrogen atom, simple in structure yet essential to life and energy, our technology is elegant, efficient, and powerful. ITM's evolution reflects the atom we work with: small beginnings, endless energy, and a future
full of possibilities.
As we mark 25 years of progress, we are still inspired by the same fundamental force that founded us: hydrogen and the conviction that even the tiniest building blocks can transform the world.
10 ITM Power plc | Annual Report 2025
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STATEMENT FROM THE CHAIR OF THE BOARD
DELIVERING LASTING IMPACT
THIS WILL BE MY FINAL ANNUAL STATEMENT TO YOU, FOLLOWING THE ANNOUNCEMENT THAT JÜRGEN NOWICKI WILL SUCCEED ME ON 15 JANUARY 2026.
Sir Roger Bone
Chair of the Board
It has been an honour and a privilege to be part of ITM's journey over the past eleven years, and to have served as Chair over the last six years.
Over the past year, we have continued to execute our three-step strategy to simplify our product portfolio, improve our cost and capital discipline, and debottleneck our manufacturing facilities. We have achieved many successes, most notably the launch of NEPTUNE V,
our full-scope 5MW containerised electrolyser plant.
It was pleasing to announce financial results that exceeded our original guidance, particularly in revenue and our year-end cash position of £207m, which our continued cost and capital discipline have enabled us to achieve.
In April, we celebrated ITM's 25th anniversary. Our journey has not been without its challenges, but the momentum seen in the Company today validates our ambitions, and a bright future lies ahead.
The macro pictureIf net zero targets are to be achieved by 2050 and fossil fuels are to be phased out, extensive investments across every relevant sector are still required to transform and enable the implementation of clean technologies at the speed and scale required. Global efforts to decarbonise may have lost some of the elevated expectations of four years ago, but the energy transition will continue to gather momentum.
It is clear that the energy transition will not follow a straight path. The direction of travel, however, is very clear. The world needs more energy in all forms to meet growing demand. Green hydrogen will have a major role to play in this. It is a clean, versatile energy carrier. It will undeniably become a significant part of the global energy mix and be a key enabler in decarbonising the global energy system, whether as a feedstock into sectors such as chemicals and refining, as a fuel where electrification is not possible due to the need for high-temperature heat, or as a source of flexible power generation.
With our world leading technology and manufacturing capability, ITM will play a significant role in the green hydrogen economy. We are as ambitious and excited today as we were when the Company was formed 25 years ago.
Environmental, social and governance (ESG) objectives We are dedicated to delivering a robust ESG performance, driven by a desire to uphold the highest ethical standards. Our MSCI rating of A demonstrates that our practices are well aligned with shareholders interests, and we are proud to hold this rating. It also indicates that we are a business setting the standard for how our sector manages the biggest ESG risks and opportunities. Board changesIn January, Amy Grey joined us as our new Chief Financial Officer, replacing Andy Allen, to whom we would like to extend our thanks for his support during the transition.
Additionally, we announced that Matthias von Plotho had been appointed as a Non-Executive Director to serve as Linde's nominated Board representative, replacing Jürgen Nowicki, who resigned from the Board at the same time.
Subsequently, we announced in June that Jürgen Nowicki would succeed me as Chair, and he will assume his new position on 15 January 2026. It has been my honour to serve ITM and to have played a role in its transition from a development-stage company to an established
commercial business and a market leader in electrolysers.
We also announced that Sir Warren East and John Howarth will be appointed as Non-Executive Directors, effective following our Annual General Meeting (AGM) on 8 October 2025.
Warren brings a wealth of global leadership experience from the technology and engineering sectors. He spent thirty years in the semiconductor industry, serving as CEO of ARM from 2001 to 2013. He was then appointed CEO of Rolls-Royce in 2015, with a mission to modernise the company. He stepped down from his role at the end of 2022. Currently, he serves as a Non-Executive Director
at ASML NV and Tokamak Energy Ltd, and is the Chair of NATS, as well as the President of the Institution of Engineering and Technology (IET).
John is a Chartered Accountant with deep expertise in manufacturing, renewable energy, professional services and aerospace. He is currently a Partner at S&W LLP, where he provides audit and accounting advisory services to a range of listed and private companies. His previous
roles include Partner at EY LLP and senior finance roles at Future plc and PwC LLP.
Warren will be a member of the Audit and Remuneration Committee, and John will join the Audit Committee and take on the role of Chair of the Remuneration Committee.
Denise Cockrem, who has served on the ITM Board since July 2022, will step down from the Board at the time of the AGM. We thank her for her invaluable contributions over the past three years, and we wish her every success for the future.
Looking aheadOur strategy is clear; operationally, ITM is in great shape, and we are financially in a healthy position.
Over the next year, we will continue to invest in our core technology, enabling us to remain at the forefront of the industry. We will also introduce more automation, particularly in stack assembly, which will enhance our production capabilities. After our year end, we announced the launch of Hydropulse in June 2025, tailored for industrial users with dependable hydrogen needs and which will build, own and operate decentralised green hydrogen production plants using ITM's modular NEPTUNE technology.
In closing, I would like to express my gratitude to our shareholders, employees, and customers for their ongoing support and confidence in our business. I am confident that our colleagues will go above and beyond to support our customers. By working together, we can continue to deliver against our strategy and create sustainable long-term value for our shareholders.
Sir Roger Bone Chair of the Board 13 August 2025
ITM Power plc | Annual Report 2025 11
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PIONEERING FOR 25 YEARS
POWERING GROWTH
As ITM Power marks its 25th anniversary, the company stands as a beacon of innovation, resilience, and leadership in the global transition to green energy. From its early beginnings to becoming a world leader in electrolyser technology, ITM has consistently pushed the boundaries of what's possible in green hydrogen production.
From landmark projects with Yara in Norway, RWE in Germany, and Shell's REFHYNE II in Wesseling, to the recent selection by Uniper for the 120MW Humber H2ub® project in the UK, ITM's technology is powering some of the most ambitious green hydrogen initiatives worldwide. ITM is not just participating in the energy transition-it is driving it.
Globally, the policy landscape is aligning with ITM's mission. From the EU's Net-Zero Industry Act to the UK's Hydrogen Strategy and Japan's Hydrogen Society Promotion Act, governments are investing heavily in hydrogen infrastructure. ITM is strategically positioned in these key markets, with a growing global footprint and a product portfolio that meets the evolving needs of industries.
As the world races toward net zero, ITM's 25-year journey is a testament to the power of vision, innovation, and execution. With unmatched technology, and a clear strategic roadmap, ITM Power is not only celebrating its past- it is shaping the future of global green energy.
12 ITM Power plc | Annual Report 2025
CHIEF EXECUTIVE OFFICER'S STATEMENT
GROWING AND THRIVING
OVER THE PAST 25 YEARS, ITM HAS EVOLVED INTO
A LEADER IN ELECTROLYSER TECHNOLOGY WITH A FOCUS ON HIGH-PERFORMING, RELIABLE SOLUTIONS FOR THE ACCELERATING GREEN HYDROGEN MARKET.
Dennis Schulz
Chief Executive Officer
Our proprietary stack technology lies at the core of our success, enabling us to deploy scalable, cutting-edge solutions for projects of any size, across nearly every region of the world.
Our commercial momentum continues to gather pace with a contracted order backlog at year-end standing at £145.1m, representing an increase of almost 90% year-on-year.
Financial discipline remains central to our strategy.
Our year-end cash position of £207m, including positive cash flow in the second half of the year, demonstrates robust capital management and positions us to scale with confidence.
In FY25, our revenue grew by more than 50%, marking the second consecutive year of record-breaking performance. This milestone represents not only the highest revenue in the company's history but also a fivefold increase compared to the year ending April 2023. It demonstrates our ability to convert market demand into commercial success.
Additionally, operational excellence is fundamental to our long-term strategy. Our commitment to manufacturing quality has driven a transformative improvement in our Factory Acceptance Test (FAT)
first-time pass rate, improving from below 50% to 99%, reflecting stronger processes, efficiency, product reliability and execution capability.
Our market-leading position is underpinned by continuous technological innovation. We remain agile and responsive to the evolving needs of our customers in a dynamic global environment. There is no greater example of this than the launch of POSEIDON and NEPTUNE V, which have been met with customer enthusiasm and commercial success.
Our technology advantage is clear and differentiated.
We retain full ownership of our core science and manufacturing processes, ensuring maximum value-add, rapid innovation cycles, and supply chain resilience. Our electrolysers are already being deployed in landmark projects worldwide, including for Yara in Porsgrunn
(24MW), for RWE in Lingen (200MW) and REFHYNE II for Shell in Wesseling (100MW), with the latter two projects currently under construction.
OUR COMMERCIAL MOMENTUM CONTINUES TO GAIN STRENGTH
£145.1M
@ Our contracted order backlog at year end stands at £145.1m, almost double the backlog at the end of FY24. This positions us strongly for future growth.
>400MW
@ With 400MW delivered or in build, we are demonstrating our ability to deliver at scale.
@ More detail on page 20
Since the product launch in May, during the financial year, we have already announced three NEPTUNE V contracts for eight units, totalling 40MW, along with two Front-End Engineering Design (FEED) contracts of 50MW and 10MW respectively. Since year-end, we signed a contract for a NEPTUNE V unit with Westnetz and were selected by Uniper for their 120MW Humber H2ub® (Green) project
in the UK, which will consist of six 20MW POSEIDON core electrolysis process modules. Furthermore, we signed
a POSEIDON supply agreement with MorGen Energy for their 20MW West Wales Hydrogen Project. We also announced a plant integration engineering package for EDF Renewables UK and Hynamics, a 100% subsidiary of the EDF Group, utilising four NEPTUNE II units, and a
contract to supply a NEPTUNE II unit to a leading cement producer in Spain.
With market demand accelerating, a world-class product portfolio, and a proven track record of execution, along with strong reference plants, ITM is well positioned to lead the green hydrogen industry into its next phase
of growth.
The market for green hydrogenRegulation and incentives
Over the past year, elections in over 70 countries have shaped the policy and economic landscape for nearly half the world's population. While political shifts and global uncertainty have influenced energy and climate policies, one thing remains clear: the energy transition
is accelerating.
This transition is not only about decarbonisation - it's about energy security, economic resilience, and a
diversified energy mix. Green hydrogen remains central to this vision. While early excitement led to unrealistic expectations, a course correction was inevitable for such a young sector facing global economic headwinds. Rather than signalling failure, current market adjustments reflect a healthy maturation process. The customer landscape,
ITM Power plc | Annual Report 2025 13
CHIEF EXECUTIVE OFFICER'S STATEMENT CONTINUED
The market for green hydrogen continued
Regulation and incentives continued
supply chains and technologies are evolving, weeding out weaker projects and paving the way for a more resilient, commercially viable hydrogen market.
Governments continue to play a vital role. Voluntary measures such as policy direction and decarbonisation targets, combined with regulatory tools like mandates, quotas, and carbon pricing, can stimulate demand in both existing and emerging sectors - from traditional grey hydrogen users to mobility, green steel, glass, maritime, and aviation.
By investing in hydrogen infrastructure ahead of market demand, economies can foster innovation, maintain technological leadership, and strengthen energy independence. Effective subsidies and carbon pricing will help close the cost gap, driving adoption and growth. Waiting for perfect market conditions risks falling behind in a technology vital to the global energy transition.
Across Europe, the Net-Zero Industry Act (NZIA) and the Renewable Energy Directive III (RED III) are driving investment and regulatory certainty. The EU aims to produce 10 Mt and import 10 Mt of green hydrogen
by 2030, with binding targets to accelerate renewable hydrogen adoption across industries. Substantial funding is already flowing into green hydrogen projects, infrastructure, and decarbonisation initiatives.
Germany, Europe's largest economy, is positioning itself as a leader in the green hydrogen transition. The
government has suspended its constitutional debt brake to unlock €500 billion in infrastructure investment, a significant portion of which is earmarked for climate
and energy transformation. With net zero by 2045 now enshrined in its constitution, Germany is setting a clear long-term policy signal. The country has emerged
as a key market for ITM.
In the UK, progress is underway: 11 projects totalling 125MW were selected under the first Hydrogen Allocation Round (HAR), awaiting Final Investment Decision (FID). HAR2 has shortlisted 27 projects
(875MW), alongside a £500m investment to develop the UK's first regional hydrogen transport and storage network. Looking ahead, HAR3 is expected to launch in late 2025, with HAR4 to follow in 2026, providing
a clear long-term foundation for project developers and investors.
In the US, recent legislation has implications for green hydrogen and the Section 45V tax credits. Whilst the availability of the tax credit was extended through to 1 January 2028, the broader rollback of clean energy incentives is likely to pose challenges and given this, our asset-light approach in the region continues.
Also elsewhere, hydrogen strategies are gaining pace. Japan's Hydrogen Society Promotion Act, which came into effect in October last year, aims to accelerate the adoption of low-carbon hydrogen by providing financial assistance to the costs of hydrogen production and infrastructure development, with its first $20bn scheme oversubscribed. In September, Australia updated its National Hydrogen Strategy, which included an A$8bn production tax incentive and additional green hydrogen production tax credits to unlock private sector investment.
Together, these developments reflect a growing global commitment to hydrogen as a cornerstone of the energy transition, creating new opportunities for collaboration and investment.
Customer activity
Our pipeline of project opportunities is expanding. Whether enabling refineries transitioning to green hydrogen or utility companies optimising excess renewable power, ITM remains a key player in
the transformation.
Europe is the most important market for green hydrogen today, with projects advancing at scale and unprecedented industry participation. Leading energy players are building significant portfolios, and we are proud to be at the forefront of this momentum.
Our solutions are enabling a wide range of applications - from mobility applications and specific industrial use cases, such as in distilleries or semiconductor
manufacturing. Across these diverse sectors, our technology is setting new benchmarks for performance, operational flexibility, reliability and safety.
Customers are now leveraging insights from their pilot projects or learning from industry reports on early-stage deployments. This has heightened their focus on verified technology performance, system design, integration efficiency, and execution capabilities across technology providers. In this environment, real-world operational data has become a key differentiator - and ITM is uniquely positioned. Thanks to the successful delivery and operation of flagship projects, we offer customers proven technology, robust system performance, and
the confidence to scale with certainty. Our ability to demonstrate reliability and efficiency in live plants underscores our credibility as the industry transitions from demonstration to industrial deployment.
Strategic update: our priorities are clearThe market outlook for green hydrogen remains strong, with sustained growth expected over the coming years. Although wider market FIDs have experienced delays relative to initial projections, positive momentum is building. In this environment, operational agility and financial discipline are key to remaining strategically positioned to capitalise on emerging opportunities.
Our strategic priorities are aligned with our vision: delivering best-in-class electrolysers, scaling operations profitably to meet the growing demand, and expanding our global presence to maximise market reach over time.
To help us achieve our vision and further accelerate our growth, we launched Hydropulse in June, a build, own, and operate business model that will consist of decentralised green hydrogen production plants using ITM's modular NEPTUNE technology, with a focus
on serving industrial customers under long-term offtake agreements.
The launch of Hydropulse opens a new chapter for ITM and the green hydrogen industry. By addressing the bankability hurdle of green hydrogen projects through capital expenditure, operations, and technology risk
By investing in hydrogen infrastructure ahead of market demand, economies can foster innovation, maintain technological leadership, and strengthen energy independence.
14 ITM Power plc | Annual Report 2025
CHIEF EXECUTIVE OFFICER'S STATEMENT CONTINUED
mitigation for the end user, Hydropulse will solve the most pressing real-world challenges that are holding back exponential industry growth.
OutlookOur technology sets the global benchmark, delivering cutting-edge innovation and industry-leading performance. Operationally, we are in an exceptional position; we pair agility with scale, ensuring we stay ahead of evolving market dynamics.
Our next-generation stack platform, CHRONOS, is progressing well through development and validation, and is destined to further substantiate our lead among PEM electrolyser companies.
With a strong balance sheet, clear strategic focus on the highest-growth hydrogen markets, and our agility, we are uniquely positioned for sustained success. Our record order backlog, expanding sales pipeline, and commercial traction are driving tangible momentum on our pathway to profitability.
I am confident in our strategy and business model. We are delivering on our commitments, capturing market opportunities, and creating long-term value for our shareholders as we continue to advance the global energy transition.
Dennis Schulz
Chief Executive Officer
13 August 2025
ITM Power plc | Annual Report 2025 15
CHIEF FINANCIAL OFFICER'S REVIEW
BUILT ON FINANCIAL STRENGTH
THE PRUDENT MANAGEMENT
OF OUR INVESTED CAPITAL BASE IS AT THE CORE OF OUR DAILY OPERATIONS AND STRATEGIC DECISION MAKING.
By embedding financial discipline into every facet of our business, we ensure optimal resource allocation, and every investment decision is carefully evaluated for its long-term viability, aligning with our strategic priorities while maintaining flexibility to adapt to evolving
market conditions.
Our long-term commitment to financial stewardship drives efficiency and strengthens our resilience, enabling us to seize opportunities while safeguarding the integrity of our capital base. Through informed decision-making and rigorous financial oversight, we uphold the principles of accountability and value creation in every step we take.
This culture is no more evident than in our year-end cash position of £207m, which is significantly above the original guidance of between £160m and £175m. We were also cash generative in the second half of the year, with cash increasing from £203m to £207m.
Key financialsA summary of the Group's key financials is set out in the
table below:
Non-financial key performance indicators (KPIs)We use certain non-financial performance indicators to consider our performance over time. These include QHSE metrics, order intake, megawatts contracted,
stacks built, project milestones achieved, and employee metrics. During the year, MW in work-in-progress (WIP) increased to 410MW (FY24: 284MW). Revenue was recognised against 40MW of deliveries (FY24: 12MW). The Board also regularly reviews other non-financial performance criteria, including production throughput, testing and validation performance and labour utilisation. As the Group matures further, we will continue to refresh our non-financial KPIs to reflect the evolvedbusiness.
Financial performanceThe principal ways in which we generate revenue and income are through product sales, maintenance
contracts, and consulting contracts (FEED and feasibility studies). In the future, Hydropulse is expected to add additional high-quality revenue.
Revenue Staff costs and administrative expenses before exceptional itemsAdministrative costs reduced year on year to £21.2m (FY24: £22.6m). Across the Company (including production), staff and employment costs increased from£21.2m to £24.2m, reflecting the ongoing focus on improving our capabilities and competencies. The
capitalisation of direct staff costs increased from £9.1m to £10.8m, deriving expensed staff costs of £13.4m (FY24: £12.1m).
The average number of full-time employees (FTEs) was 304.6, compared to 323.2 in FY24.
Consultancy and consumable costs fell by 13% to £2.2m (FY24: £2.5m) as we focused activities and further controlled costs, whilst depreciation and amortisation rose by 25% to £7.4m (FY24: £5.9m), reflecting our strategic investment in capital projects.
We did not incur an impairment charge in FY25.
The impairment charge in FY24 of £1.4m relatedto products where development costs had previously been
Amy Grey
Chief Financial Officer
Year to 30 April
2025 £m2024
£m
2023
£m
Revenue for the period was £26.0m (FY24: £16.5m). The majority of this revenue, £22.5m (FY24: £8.2m), was generated from product sales, which increased almost threefold. Consulting contracts delivered £1.8m (FY24: £5.0m), primarily due to a government contract related to our stack platform development, the majority of which was received in FY24. In addition, we generated
Revenue | 26.0 | 16.5 | 5.2 |
Gross loss | (23.7) | (16.7) | (79.1) |
Pre-tax loss | (45.4) | (27.1) | (101.2) |
Adjusted EBITDA1 | (33.0) | (30.4) | (94.2) |
Property, plant and | |||
equipment plus | |||
intangible assets | 46.2 | 39.6 | 31.9 |
Inventory (raw | |||
materials) | 7.9 | 10.3 | 18.3 |
Inventory work in | |||
progress (WIP) | 48.1 | 60.2 | 40.5 |
Cash | 207.0 | 230.3 | 282.6 |
Net assets | 224.3 | 268.7 | 295.5 |
£0.9m (FY24: £1.5m) from maintenance contracts, and a small amount of other income.
Gross marginThe gross loss was £23.7m (FY24: £16.7m). This loss is due to under absorption of factory costs of £9.6m, resulting from increased production capacity and
efficiency following the implementation of the prior year's 12-month plan, and wastage or inventory write-offs provisions as per our policy of £13.2m.
capitalised, and which were no longer offered as part of the streamlined portfolio following the 12-month plan.
Government grants, which constitute claims against individual projects or research and development (R&D) claims, totalled £3.4m (FY24: £1.2m), with £3.3m receivable in relation to R&D tax reclaims (FY24: £0.8m).
Adjusted EBITDAThe Group posted an adjusted EBITDA loss of £33.0m (FY24: £30.4m) for the period. Adjusted EBITDA is a non-statutory measure and is detailed in Note 6.
1. Adjusted EBITDA is a non-statutory measure. The calculation method is shown in Note 6.
16 ITM Power plc | Annual Report 2025
CHIEF FINANCIAL OFFICER'S REVIEW CONTINUED
Loss before tax
The loss from operations was £54.5m (FY24: £38.0m), and included the exceptional item of £13.0m relating to the settlement of a commercial dispute with Linde which had previously been disclosed as a contingent liability. The loss from operations before exceptional items was
£41.5m (FY24: £38.0m).
Net finance income of £9.2m (FY24: £11.6m), consisted of finance income of £10.2m (FY24: £12.2m) and finance costs of £1.0m (FY24: £0.6m).
The loss before tax was £45.4m (FY24: £27.1m), and the basic and diluted loss per share was 7.4p (FY24: 4.4p).
Capital expenditureCapital expenditure totalled £12.8m in the period (FY24: £14.0m), with £8.5m invested in capital projects (FY24: £12.0m), namely expansion and improvements at our Sheffield facilities and machinery, and £4.3m (FY24: £2.0m) in intangible assets primarily in respect of continued product development.
As we enter the new financial year, we are well-positioned to drive growth and deliver value.
Working capitalThe working capital position (being net of inventory, receivables and payables) improved by £34.3m in the year (FY24: £1.4m inflow), with inventories and receivables decreasing by £14.4m and £7.9m respectively, as well as an increase in payables of £12.1m.
CashCash at the end of the year was £207m (FY24: £230m). This is testament to our continued cost and capital discipline and a significant improvement on our original guidance. Achieving a cashflow positive position in the second half of the year demonstrates the focus we continue to have.
We have also continued to have tight control on receivables and upfront payments resulting in an increase in deferred income of £12.4m to £64.2m (FY24: £51.8m).
Financial position: positioned for the future Current assets decreased to £283.8m (FY24: £329.5m), principally reflecting a reduction in year-end cash of£23.3m, with year-end cash of £207m (FY24: £230m), together with a £14.4m reduction in inventories to
£56.0m (FY24: £70.4m).
The level of inventories held as raw materials decreased to £7.9m (FY24: £10.3m) as a result of increased throughput, and inventory held as work-in-progress reduced by £12.0m to £48.1m (FY24: £60.2m).
Inventoryprovisions increased by £4.4m (as per Note 16) to £28.1m (FY24: £23.6m) in accordance with our stock provisioning policy.
Trade and other receivables were £20.8m (FY24: £28.7m), reflecting the effective management of credit control with customers and the timing of invoicing upon the completion of contract milestones, which resulted in a reduction of
£12.6m in trade receivables. Partly offsetting this is an increase of £3.2m in relation to the R&D tax credits. Trade and other payables increased to £80.4m (FY24: £68.3m), driven by an increase of £12.4m in deferred sales income, principally concerning the timings of payments from customers on projects to be delivered.
Non-current assets increased to £58.1m (FY24: £52.3m), reflecting a £4.8m rise in property, plant and equipment and a £1.8m increase in intangible assets, partly offset
by a £0.9m reduction of right-of-use assets.
Contract loss provisions relate to several factors, including acceleration measures for previously delayed projects, additional on-site works, increased energy and labour costs due to previously under-estimated stack testing times, and future costings updated for inflation. Net contract loss provisions were reduced by£7.6m, with
£1.2m created and £7.6m either utilised or released in the period. The total contract lossprovision at the
year-end stood at £12.3m (FY24: £19.9m).
The warranty provision was increased by £0.4m in the period, with £0.3m created during the year, £1.0m released but offset by £1.1m transferred from contract loss provisions relating to project deliveries. The balance at period end was £3.8m (FY24: £3.4m). This includes all projects that have been commissioned and entered their warranty stage but excludes those that have not yet been delivered. The warranty costs of projects not yet delivered are presented as contract loss provisions.
Contingent liabilitiesIn the last financial year, the Group disclosed a contingent liability around a commercial dispute. During the year,
the Group concluded the commercial dispute with Linde, leading to a payment of £13.0m to Linde, which is lower than the Company's estimate of the loss at the time of the announcement of up to £15m.
Outlook for FY26As we enter the new financial year, we are well-positioned to drive growth and deliver value. Our immediate priority is to successfully execute ongoing projects while actively securing new opportunities to expand our customer base, including the launch of our new Build, Own, and Operate company, Hydropulse.
We remain committed to strategic investment in the business, preparing for the anticipated scale-up as FIDs progress and contracts materialise. At the same time, we will uphold our disciplined approach to cost management and capital allocation, ensuring sustainable success and long-term resilience.
Our guidance for FY26 is as follows:
@ Revenue expected to be between £35m and £40m: our revenue is expected to increase by almost 50% year-on-year, with the majority of the revenue coming from contracted product sales.
@ Adjusted EBITDA loss of £27m to £29m: We have gained control of what we can control and reducing our losses, although we continue to deliver on loss-making projects which ITM were committed to prior to the strategic shift in the Company in 2023. Already 60%
of our contracted order backlog is profitable and the share will grow further in this financial year.
@ Cash at year end is expected to be between £170m and £175m: CAPEX for the year is expected to be in the range of £10m to £15m, as we continue to invest in R&D, product development and our manufacturing capabilities. We anticipate working capital to decrease by £10m to £15m.
With a strong contracted order backlog, a robust balance sheet, and a growing share of profitable projects, ITM enters FY26 with confidence and momentum. The strategic foundations we have built over the past two years are now translating into tangible results, positioning us to capture the expanding opportunities in the global hydrogen market.
Amy Grey
Chief Financial Officer
13 August 2025
ITM Power plc | Annual Report 2025 17
Strategic Report Governance Report Financial Statements Company Information
OUR BUSINESS MODEL
A UNIqUE PROPOSITION FOR FUTURE VALUE CREATION
Hydrogen as an energy source is becoming increasingly important as the world looks to decarbonise. We are invested in producing and harnessing green hydrogen, the cleanest kind possible, through our innovative PEM electrolyser technology.
WHAT WE DO
World-class electrolysersOUR STRENGTHS
25
At the heart of our operations, we are dedicated to creating world-class electrolysers that cater to a diverse range of customer needs. Our offerings span from compact 2MW units to expansive projects exceeding 100MW, ensuring we meet every requirement with precision and excellence.
YEARS'
experience in technology development Collaborative growthWe believe in the power of collaboration. By working closely with our customers, strategic partners and suppliers, we continuously expand the scale and scope of the projects we deliver. This synergy not only enhances our capabilities but also drives mutual growth and success.
4
There is no better example than Hydropulse, our recently launched Build, Own and Operate model which provides a simple and scalable green hydrogen as a service solution to industrial users with dependable hydrogen needs.
unique products for different scales Innovation and excellence45%
Innovation is our cornerstone. Over the years, we have meticulously designed and developed cutting-edge electrolyser technology. Our commitment to continuous improvement and refinement ensures that we remain at the forefront of the industry, delivering solutions that are both advanced and reliable.
of the workforce are engineers, scientists and technicians in FY2518 ITM Power plc | Annual Report 2025
Strategic Report Governance Report Financial Statements Company Information
OUR BUSINESS MODEL CONTINUED
HOW WE GENERATE REVENUE
3%
WHO WE DELIVER FOR
4%
7%
£26M
FY25 revenue
86%
Our shareholdersWe are committed to building
long-term value for our shareholders. The solid foundations we have established enable ITM to invest
in growth opportunities and drive attractive returns, ensuring sustained success and prosperity.
Our customersOur cutting-edge technology and substantial volume capacity empower our customers to navigate their decarbonisation journeys confidently. We provide exceptional delivery capability, reliability, performance, and unwavering support, helping them achieve their sustainability goals.
Our peopleWe believe in the potential of our people. By investing in their development and offering challenging, exciting roles with competitive remuneration and rewards, we create an environment where talent thrives and innovation flourishes.
PRODUCTS
We sell our electrolysers to customers in energy, industry and transport
SERVICE
We support our customers through our responsive after sales services
CONSULTING
Consultancy contracts including FEED studies for larger system deployments
OTHER
Fuel and scrap sales and other contractual revenues
Our partnersAs we scale, it is essential that our suppliers grow in tandem with us. We have forged strategic partnerships with key suppliers, ensuring they are integral to our core products and our collective success.
Our planetGreen hydrogen is crucial for achieving net-zero emissions. Our advanced technology plays a vital role in reducing greenhouse gas emissions (GHG), contributing to a cleaner and more sustainable future for our planet.
GovernmentsAround the world, governments have set ambitious green hydrogen strategies. Our electrolysers play a crucial role in helping them achieve their climate, economic, and energy security objectives, driving global
progress toward a sustainable future.
ITM Power plc | Annual Report 2025 19
Strategic Report Governance Report Financial Statements Company Information
OUR STRATEGY
THE RIGHT PRIORITIES AT THE RIGHT TIME
GROW A GLOBAL FOOTPRINT AND REACH, WHILE
STAYING ADAPTABLE
@ Ensure appropriate setup in all attractive offtake regions, to be best positioned and prepared for a rapid demand uptick
@ Pursue an asset-light product and service first approach, including further expanding regional product compliance
SCALE OPERATIONS WHILST RETAINING FLEXIBILITY AND CONSERVING CASH
@ Incrementally deepen the level of automation
@ Grow capacity in line with commercial projects
@ Focus on credible opportunities, and capture significant market share through product and (large-scale) delivery performance
REMAIN AT THE FOREFRONT OF TECHNOLOGY, PRODUCT AND DELIVERY CREDIBILITY
@ Evolve our technology and products
@ Utilise our core stack platform in different ways to address emerging market needs and be prepared for rapid scaling
@ Evolve processes and capabilities in manufacturing, engineering, procurement, and services
1. 2. 3.
During FY25, we have:@ Launched NEPTUNE V, a full-scope 5MW containerised electrolyser plant which utilises ITM's leading and proven TRIDENT stack technology
@ Announced a further technical milestone, achieving a step change in iridium loading with an additional 40% reduction whilst maintaining stack performance and longevity
@ Further developed our next-generation and game-changing stack platform, CHRONOS, which will be a vehicle for adopting several technology improvements from our development roadmap
During FY25, we have:@ Introduced more automation into our processes, which will be extended as we optimise our factory layout for stack manufacturing automation and serial production
@ Incrementally added capacity by increasing shift patterns when required to fulfil our project delivery obligations
@ Further embedded financial discipline into every facet of our business, to ensure optimal resource allocation and careful evaluation of every investment decision
During FY25, we have:@ Successfully registered TRIDENT in Australia, and we are now able to deliver our stack into every relevant part of the world
@ Further strengthened our footprint in Germany as one of our key markets
@ After our year end in June, we launched Hydropulse, which will build, own and operate decentralised green hydrogen production plants using ITM's modular NEPTUNE technology
and which creates a new growth engine for the ITM Group
20 ITM Power plc | Annual Report 2025
OUR STAKEHOLDERS AND SECTION 172 (1) STATEMENT
BALANCING STAKEHOLDER NEEDS TO SUPPORT RESPONSIBLE BUSINESS DECISIONS
PARTNERING FOR PROGRESS AND PERFORMANCE
@ We recognise that strong relationships with our stakeholders are essential to our long-term success.
@ By maintaining open and transparent communication, we ensure that their perspectives and priorities inform our decisions.
@ Through regular engagement, we build trust, create shared value, and work together towards sustainable growth.
@ This ongoing dialogue helps us stay responsive, responsible, and aligned with what matters most.
When making strategic decisions, we strive to balance
the interests of our stakeholders in ways that are consistent with ITM Power's long-term, sustainable growth. The Board obtains stakeholder viewpoints to inform its decision making through direct involvement where possible, although due to the quantity and distribution
of ITM Power's stakeholders, stakeholder interaction frequently occurs at an operational level. In this example, the Board learns about stakeholder perspectives through communication with senior management and regular
AT ITM POWER, WE BELIEVE THAT A REAL UNDERSTANDING OF THE PRIORITIES OF OUR STAKEHOLDERS IS CRITICAL IN ENSURING LONG-TERM
SUCCESS AND VALUE CREATION FOR THE GROUP.
We remain driven by innovation and continuous improvement. Actively engaging with our key stakeholders is essential to how we operate and evolve. Gaining insight into their needs and expectations helps us build meaningful, long-term relationships that support sustainable business growth. We regularly seek feedback to inform our decision making and to help refine our products, processes and operations.
To assist the world in reaching net zero by 2050, we recognise that technological advancement and
innovation across the supply chain will be critical. We continue to look beyond our own operations to support the development of a wider hydrogen ecosystem. This includes participating in and championing industry organisations that drive sustainable energy and legislative progress
Statement from the BoardDuring the year, the Board acted in good faith to promote the long-term success of ITM Power.
In accordance with Section 172 (1) of the Companies Act 2006, each Director must act in the way they consider,
in good faith, would be most likely to promote the success
of the Company for the benefit of its shareholders as a whole. The Board oversees the operation and development of ITM Power in order to optimise its equity value over the long term, without regard to any shareholder's individual interests. Matthias von Plotho (who replaced Jürgen Nowicki in January 2025) is one of our Non-Executive Directors and is appointed by a major shareholder of ITM Power (Linde). However, each of the Directors recognises his or her responsibilities under the Companies Act to behave and conduct themselves fairly amongst Company members and to manage any potential conflicts of interest that may arise. We recognise that our decisions can influence the long-term success of ITM Power and,
in turn, impact our stakeholders. We therefore approach all decisions with careful consideration and due respect in this regard. Decisions, likely to promote the success of the Company while considering the long-term interests of stakeholders, are made through rigorous analysis, debate and consideration of all the relevant factors.
To deliver our strategy in a sustainable and responsible manner, the Board acknowledges the importance of evaluating a broad range of commercial, financial, ethical, social, and environmental (ESG) considerations, in line with its duties under Section 172 (1) of the Companies Act 2006. These considerations form a key part of our decision-making process and help ensure that the interests of our stakeholders are appropriately reflected in our strategy. Throughout the year, we regularly reviewed and assessed progress against our business plan and strategic objectives. Financial and non-financial indicators, including ESG metrics, were embedded within our targets. This broader assessment framework enabled the Board to make informed decisions which reflected the values and long-term aims of the Company.
reporting. The major stakeholder groups that we have identified are those that have significant interactions with our business model and are influenced by our business operations. The importance of each stakeholder group varies based on the choice being made. The Board must balance many, and often conflicting, perspectives, which means that it is not always possible to satisfy everyone's desired outcome or create a favourable result for all stakeholders. Ensuring that our Company runs responsibly is critical to our long-term success. To support the weighing of stakeholder interest, the Board of Directors oversees a corporate governance framework that ensures policies and processes are regularly reviewed and updated in line with best practice and stakeholder expectations, enabling the appropriate people to make the right decision at the right time.
We recognise that the long-term success of our business is intrinsically linked to our ability to meet the needs
and expectations of our stakeholders. By adhering to the principles outlined in Section 172 (1) of the Companies Act 2006 and maintaining a strong commitment to corporate governance, sustainability and ethical business practices, we aim to create value for all our stakeholders while driving sustainable growth and profitability for
our shareholders.
On the following pages, we have provided examples of how we have engaged with our stakeholders during the year, and the ways in which this engagement has informed the Board's decision-making process.
ITM Power plc | Annual Report 2025 21
OUR STAKEHOLDERS AND SECTION 172 (1) STATEMENT CONTINUED
INVESTORS
Investors provide equity capital for our business. They hold management and the Board to account for operational, commercial and financial performance, and key ESG matters.
Statement from the Board continued
You can read more about key aspects of Section 172 considerations as follows:
Section 172 (1) matters Relevant disclosures
The likely consequences of any decision in the long term
The interests of the Company's employees
The need to foster business relationships with suppliers, customers and others
The impact of the Company's operations on the community and the environment
The desirability of the Company maintaining a reputation for high standards of business conduct
The need to act fairly as between members of the Company
@ Our Business Model on pages 18 and 19
@ Our long-term commitment to financial stewardship as seen in our CFO Review on page 17
@ Stakeholder Engagement: Our People on page 23
@ Sustainability Report: Our Social Impact on pages 30 and 31
@ Principle 3 at https://itm-power.com/investors/corporate-governance
@ https://itm-power.com/careers
@ Stakeholder Engagement: Customers and Strategic Partners on page 23
@ Principle 3 at https://itm-power.com/investors/corporate-governance
@ Business Partner Code of Conduct at https://itm-power.com/sustainability
@ Stakeholder Engagement: Local Communities on page 25
@ Sustainability Report: Our Environmental Impact on page 28
@ Principle 3 at https://itm-power.com/investors/corporate-governance
@ Sustainability Report: Our Governance on pages 32 and 33
@ Code of Ethics at https://itm-power.com/sustainability
@ Principle 8 at https://itm-power.com/investors/corporate-governance
@ Stakeholder Engagement: Investors on page 22
@ Principle 2 at https://itm-power.com/investors/corporate-governance
Our approach
We actively engage with our shareholders, communicating our strategic priorities to ensure that our strategy is aligned with their interests.
We are committed to openness and transparency with our capital providers and the effective management of risk. Our shareholders hold us accountable for doing the right thing.
Our engagements mean that we understand their expectations and can execute our strategy, which delivers sustainable shareholder value creation. This, in turn, should enable us to attract new investors to support the Company's growth ambitions.
How we engage:
@ The Board, supported by the Investor Relations team, is available to meet current and potential shareholders.
@ The Board is kept regularly apprised of analysts' views
@ Shareholder communication is coordinated by the Investor Relations team with the Company Secretary and NOMAD.
@ Through regular one-to-one meetings, attendance at broker conferences, and investor roadshows.
@ Price-sensitive information is shared through the London Stock Exchange's Regulatory News Service.
@ Shareholders can attend our Annual General Meeting (AGM) and any Extraordinary General Meeting (EGM) which Board members attend.
@ Through our interim and final results reports, supported by webinars and roadshows.
@ Through regular updates posted to the Investor Centre section on the Company's website and specifically
the Investor Relations section.
Action taken:
@ We conduct online and in-person investor events to facilitate the broadest possible engagement.
@ We have engaged with some of the larger investors which have dedicated ESG teams to aid their understanding of us and obtain their views on
our approach to ESG.
22 ITM Power plc | Annual Report 2025
OUR STAKEHOLDERS AND SECTION 172 (1) STATEMENT CONTINUED
OUR PEOPLE
We aim to create a supportive and respectful working environment where everyone is treated fairly and feels valued. We recognise that diverse thinking strengthens our ability to meet challenges and innovate.
CUSTOMERS AND STRATEGIC PARTNERS
Customers buy our products, directly or indirectly and potential customers offer a pipeline of opportunities to sell our products.
We continue to seek and identify strategic partners to support our journey as we scale our impact, industrial reach and market penetration.
Our approach
As we transition from a research-driven organisation to a global manufacturing company, we continue to focus on building the knowledge, skills and confidence of our teams to support future growth. Creating an environment where our people can grow their expertise and challenge themselves by continuous improvement ensures we have a working culture that enables us to both attract and retain key talent within ITM.
How we engage:
@ Our people are informed of matters affecting them directly and of the various factors affecting the performance of the Group through a variety of mechanisms from online communications to in-person town hall meetings.
@ We continue to have an open-door leadership culture where Directors and senior managers welcome feedback and the opportunity to discuss business improvement.
@ We conduct engagement surveys. The CEO presents the outcomes to the business and drives our action plan for improvement.
@ We recognise above and beyond contributions at work through manager nominations and feedback.
@ We carry out regular reporting of key workforce performance indicators to the Board.
Action taken:
@ We continue to hold regular town hall meetings with employees, providing clear business updates as well as an open forum for the workforce to ask questions to the executive team and to celebrate success.
@ We have reviewed and benchmarked employee remuneration, to ensure we remain competitive in the market - continuing to be an employer of choice, which introduced a ITM Living Wage compared against the National Living Wage.
@ We continue to deliver significant learning and development to grow skills and keep our employees safe.
@ We continue to implement our vision, mission
and values to guide our delivery evolution, focusing on our commitments as a professional service delivery business.
Working with safety at the heart of everything we do, our people utilise superior technology and precision manufacturing to deliver the world's best electrolysers. With a constant focus on innovation, our people work to provide an exceptional service to our customers.
Product innovation, quality and aftermarket service are key to the success and strengthening of our partnerships.
Our approach
We aim to exceed our customers' expectations in terms of product quality, delivery performance and customer service. This builds trust and ensures strong relationships and loyal customers.
How we engage:
@ We hold regular meetings with our strategic partners' senior managers and key customers.
Further reading
@ See more information about what we do for our workforce on pages 30 and 31
@ See our values on page 30
@ We participate in conferences and industry events every year to ensure there is a clear market understanding of our business and products.
@ We use datasheets to provide easy access to information on our products.
@ We use social media to make customers aware of relevant business and product updates.
@ Customers can contact us via our website, by email or by directly calling our dedicated sales lines.
@ A business development manager is responsible for initial contact with a customer and for maintaining customer relations throughout the lifetime of a project.
@ A bid manager is assigned to provide specific technical and commercial proposals for a customer.
@ In execution, a project manager is responsible for delivery in line with the customer contract and expectations.
@ Updates on customer projects are provided to the executive team and the Board.
Action taken:
@ We seek customer feedback, especially when we are unsuccessful in a specific opportunity.
@ We review all won and lost projects to improve our customer-facing activities.
Further reading
@ Our electrolysers and how they work:
itm-power.com/products
@ Markets we serve:
itm-power.com/markets
ITM Power plc | Annual Report 2025 23
OUR STAKEHOLDERS AND SECTION 172 (1) STATEMENT CONTINUED
SUPPLIERS
Suppliers provide us with a wide range of commodities and services such as PGMs, components, power supply units, capital equipment, renewable energy, buildings, information technology, telecommunications and professional services.
REGULATORS, FUNDERS AND INDUSTRY BODIES
Regulators set standards for our products and industry.
Industry bodies work to develop our industry's future. Funding bodies provide grants for some projects.
The Board recognises that responsible procurement is integral to our long-term success and reputation. In exercising our duties under Section 172, we consider the impact of procurement decisions on our suppliers, customers, and wider stakeholders. We aim to build
long-term, collaborative relationships with suppliers which share our values, particularly in relation to ethical practices, sustainability, and innovation. We have clearly articulated our approach and expectations regarding modern slavery and ethical labour practices in our Business Partner Code of Conduct, which is also embedded within our standard terms and conditions of business with suppliers. Our commitment to responsible sourcing includes the assessment of suppliers' policies, controls, and practices relating to modern slavery as part of our supplier selection and ongoing due diligence processes. This ensures alignment with our ethical standards and supports our broader human rights obligations throughout the supply chain.
During the year, we strengthened relationships with strategic suppliers to improve supply chain resilience, mitigate risks associated with raw material availability and pricing, and support innovation. Where appropriate, we engaged in longer-term contracts to foster collaboration and reduce supply volatility. Our procurement policies and practices are regular reviewed to ensure they support our broader strategy and stakeholder commitments.
Regular engagement with key suppliers helped us mitigate supply chain risks, improve product quality, and align procurement with our strategic objectives.
24 ITM Power plc | Annual Report 2025
Our approach
To develop a high-performing, global supply chain delivering mutual competitive advantage to ITM, to the suppliers and to customers.
How we engage:
@ Maintain and develop long-term relationships with our supplier partners.
@ Work closely with our suppliers on product enhancements, providing them with assistance to improve their adherence to our standards of quality and ethics.
@ Require suppliers to comply with our ITM Supplier Quality Requirements and Business Partner Code of Conduct.
Action taken:
@ Enhanced supplier categorisation, considering aspects such as materiality and risk.
@ Enhanced inventory and supply chain reporting to support active supply chain management.
@ Continue to strengthen supplier due diligence processes
@ Improved robustness and harmonisation of our contracting with all suppliers.
@ Commenced creation of supplier performance procedure and scorecard to monitor, measure and define actions with suppliers.
Further reading
@ See our Business Partner Code of Conduct on our website: itm-power.com/sustainability
Our approach
Regulators and governments are vital to our business as they are policy setters and influence the markets in which we operate.
How we engage:
@ Participate widely in industry bodies and work with funders and regulatory bodies through our membership of key industry associations in different territories.
@ Work with key committee and standards groups in the UK, the EU and other countries both to ensure compliance with existing standards and to support development of new standards around this emerging industry. This includes active participation in ISO/TC 197 (Hydrogen Production) and shaping content for ISO 22734-1 and ISO TS 15916, IEA Task 43
(hazardous area classification).
@ Contribute to consultations in the UK and the EU through direct responses and contributions to working groups; for example, our CEO is a member of the UK government's Hydrogen Delivery Council. We also work closely with organisations such as the European Union's Clean Hydrogen Joint Undertaking, Innovate UK and Department fo Energy Security and Net Zero (DESNZ) as funders of our grant-funded projects.
@ In July 2025, our CEO was voted onto the Industrial Seat of the Board of Hydrogen Europe.
Action taken:
@ Secured Australian design registration for the TRIDENT product.
@ Worked with the UK Environment Agency to ensure the safety of our staff as new processes are brought online and with the Health and Safety Executive (HSE) to ensure continued compliance with environmental noise and emissions legislation.
@ Our CEO participated in the EU hydrogen mission to Japan, ACHEMA, the H2 Forum in Berlin, the Global Energy Conference, the World Hydrogen Conference, and World Hydrogen Week. ITM also had a presence at the World Hydrogen Summit and Exhibition.
@ Undertook discussions with government funding bodies in the UK and provided input to upcoming funding streams with our critical funding partners, including responses to UK Government consultations and input into the next European Clean Hydrogen calls. We also applied to relevant funding calls and continued to submit progress reports and key performance indicators for active grant-funded projects. We will continue these activities in the future, building on the successful engagement in the previous year.
OUR STAKEHOLDERS AND SECTION 172 (1) STATEMENT CONTINUED
LOCAL COMMUNITIES
We are a responsible, sustainable employer in the communities where we operate. We have a desire to provide worthwhile, fair paid employment opportunities in an environment which enables our people to thrive.
Our approach
We aim to contribute to our local communities and society in general. We operate within local communities and seek to be a positive influence around environment, education and health.
How we engage:
@ We support our apprentices to play an active role in inspiring the next generation of apprentices
in STEM-related careers.
@ During FY25, our apprentices raised over £1,900 for the Sheffield Children's Hospital and the NHS by climbing Yr Wyddfa, and an additional £1,000 for the Forget Me Not Children's Hospice through a sponsored climb of Scafell Pike. Funds were also raised for the Sheffield Children's Hospital during the Christmas Jumper Day initiative.
Action taken:
ITM Power plc | Annual Report 2025 25
@ We have grown our Project, Commissioning, Engineering, Sales, Business & Legal Development and Procurement across our wider operations by recruiting local staff in Germany.
Further reading
@ See our pages 30 and 31 for more information about our social impact
Strategic Report Governance Report Financial Statements Company Information
SUSTAINABILITY REPORT
PEOPLE, PLANET AND CLEAN ENERGY PRODUCTS
Our goal is to use the power of our electrolyser technology to help the world reach net zero using green hydrogen to decarbonise hard to abate industries.
We will accomplish this through the products we produce, and by actively participating in the development of the hydrogen industry to support a more sustainable global energy future.
However, we don't just focus on the positive environmental impact of our products. We're also focused on making sure that our business is engineered sustainably. For us, this is about managing our social and environmental impacts so that we meet the expectations of our employees, customers, suppliers, shareholders and the communities where we operate.
We are pleased to hold an MSCI ESG rating of A, which reflects our responsible approach to sustainability efforts.
We are proud to be fully ISO certified for our integrated management systems:
ISO 9001: 2015
Quality assurance management system
ISO 14001: 2015
Environmental management system
ISO 45001: 2018
Occupational health and safety system
26 ITM Power plc | Annual Report 2025
Strategic Report Governance Report Financial Statements Company Information
SUSTAINABILITY REPORT CONTINUED
In alignment with the United Nations Sustainable Development Goals, we are committed to advancing several key initiatives. Our focus includes the goals detailed in the below table, each of which plays a vital role in building a sustainable future.
ENVIRONMENTAL
Our impact on the planet
Operations • Products • Energy • Climate
What we're doingGOAL 13
Climate action is in our DNA and our sole purpose is to scale up to help the world decarbonise and achieve net zero. By maintaining and establishing key strategic partnerships, ITM is deploying its innovative technology to accelerate its role in climate action. ITM monitors its own energy consumption and carbon emissions while continually ensuring to minimise the impact of energy generation.
Climate action
GOAL 11
Green hydrogen, such as that produced with our electrolyser systems, can be used as
zero-emissions fuel for mass transit systems. This contributes towards target 11.2: by 2030, to provide access to safe, affordable, accessible and sustainable transport systems for all.
Sustainable cities and communities
GOAL 7
Our continual progress to develop more reliable, efficient and cost-effective electrolysis solutions will support the widespread adoption of green hydrogen. This will directly contribute to ensuring access to affordable, reliable, sustainable and modern energy for all.
Affordable and clean energy
GOAL 12
Responsible consumption and production
By harnessing the considerable efficiency gains of our technology, we can reduce GHG emissions. Through electrolysis, our electrolysers enable the production of emission-free, clean green hydrogen, helping the world switch from hydrogen produced directly from fossil fuels.
At ITM we strive to prevent the generation of waste with our recycling methods. Under our enhanced scrap policy, we recycle, where possible, all metals and other raw materials from obsolete electrolysers, thereby contributing to the circular economy.
SOCIAL
Our positive contribution to the lives of our people and local communities
Engagement • Vision and values • Health, safety and wellbeing • Diversity and inclusion
GOVERNANCE
How we conduct ourselves
Ethical behaviour • Human rights • Cyber security and data protection • Resilience and risk management
GOAL 9
Industry, innovation and infrastructure
Through our leading-edge innovations and new research methods, our products are helping industries to decarbonise.
ITM continues to manufacture best-in-class PEM electrolysers. Our technology provides a significant upgrade to existing infrastructure and retrofit industries to make them sustainable, with increased resource use and efficiency and greater adoption of clean and environmentally sound technologies for industrial processes.
ITM Power plc | Annual Report 2025 27
SUSTAINABILITY REPORT CONTINUED
OUR ENVIRONMENTAL IMPACT
FROM DAY ONE SUSTAINABILITY HAS BEEN AT THE CORE OF ITM. 25 YEARS LATER, WE STILL
EMBED IT INTO EVERYTHING WE DO
@ Our goal remains simple: to help the world reach net zero using the power of our electrolyser technology by using green hydrogen to decarbonise hard to abate industries.
@ 25 years tackling the global energy crisis and we are just getting started. Our plans only get more ambitious as we continue to develop the
hydrogen industry to support a more sustainable global energy future.
ENERGY AND CLIMATE IMPACT
Importance to ITM PowerY25
Y24
Our goal is to create a net-zero society where everyone can breathe pure air. While our products are made to run on renewable energy, we can also contribute towards our vision by running our own operations responsibly
STREAMLINED ENERGY AND CARBON REPORTING (SECR)
Energy consumptionElectricity (kWh)
F
6,375,312
F
5,416,257
Notes:
Proportion of electricity procured from renewable sources | 99.4% | 99.2% 96.0% |
and lowering our own carbon footprint, which includes the carbon that is embedded in our products.
Approach and policiesY25
Y24
To better manage our environmental impact, we maintain a UKAS-accredited environmental management system to the specifications outlined in the international standard, ISO 14001:2015. The programmes used for accreditation included wide staff participation and consultation with employees, as well as auditing processes in the pursuit
of zero harm to people or planet. We ensure the efficacy of the management system through routine internal audits and monitoring.
Environmental improvement programmes Beyond our own operations, all of our business partners are required by our Business Partner Code of Conduct to use energy and natural resources responsibly, as well as to continuously seek out methods to reduce waste, emissions, and discharge from their operations, goods, and services.Natural gas (kWh)
Y25
Y24
Notes:
Electricity consumption figures cover our UK offices and factory, and hydrogen refuelling station in the Orkney Islands, as well as our offices in Germany and Australia. Where consumption data was unavailable, estimates were made based on spend, historical consumption and property averages.
Diesel consumption is based on actual litres of fuel recorded on fuel cards.
Natural gas consumption figures cover our UK offices and factory as well as our offices in Germany. Where consumption data was unavailable, estimates were made based on historical usage.
Electricity consumption figures cover our UK offices and factory, and hydrogen refuelling station in the Orkney Islands, as well as our offices in Germany and Australia.
Diesel (litres)
F
1,935
F
2,708
FY23 figures have been restated. Where possible, we have used actual data rather than estimates and assumptions.
F
52,388
F
63,066
While our products are made to run on renewable energy, we can also contribute towards our vision by running our own operations responsibly and lowering our carbon footprint, which includes the carbon embedded
in our products.
28 ITM Power plc | Annual Report 2025
SUSTAINABILITY REPORT CONTINUED
ENERGY AND CLIMATE IMPACTS
ENERGY AND CLIMATE IMPACTS
The calculation of our carbon footprint follows the methodology set out by the GHG Protocol for corporate accounting and the output can be found in the table below and complies with the requirements of Part 7A of Schedule 7 of The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 (as amended) regarding disclosure of GHG emissions.
Scope 1 (location & market based) | 16 | 62 | 24 |
Scope 2 (location based) | 1,128 | 1,121 | 717 |
Scope 2 (market based) | 4 | 4 | - |
Scope 3 (location & market based) | 16,242 | 15,951 | 16,013 |
Total (location based) | 17,386 | 17,134 | 16,754 |
Total (market based) | 16,262 | 16,017 | 16,037 |
Intensity ratio7 | |||
Scope 1 and 2 emissions intensity ratio (tCO2e/employees) | 3.74 | 3.84 | 2.06 |
Scope 1, 2 and 3 emissions intensity ratio (tCO2e/employees) | 56.82 | 55.63 | 46.67 |
Carbon footprint (tCO2e) FY25 FY24 FY23
Energy efficiency actions takenSustainable energy addresses our core business purpose, which is to help the world reach net zero through the power of green hydrogen. Within our facilities we strive to reduce energy use wherever possible.
In FY25 we continued with our energy reduction programmes , which included encouraging employees to switch off lights and equipment when not in use to reduce energy waste. Our 6S programme facilitates this behaviour change and is audited monthly.
Our facilities and maintenance team implemented a full proactive maintenance schedule for all machinery and equipment to help reduce energy consumption and keep machinery and equipment operating at maximum efficiency.
All cleaning is performed during core working hours, reducing the need for all lights to be on out of hours, thus cutting energy waste.
Our energy monitoring dashboard, analysis of half-hourly
Number of employees at 30 April 2023 was 359, at 30 April 2024 was 308, and at 30 April 2025 was 306, which has had a negative impact on our intensity ratio.
FY23 figures have been restated. Where possible, we have used actual data rather than estimates and assumptions.
Our footprint was calculated using the methodologies set out in the GHG Protocol Corporate Accounting and Reporting Standard.
An "operational control" approach has been used to define the emissions boundary.
Entities included in the footprint are as follows: ITM Power plc;
ITM Power UK Limited; ITM Power Inc.; ITM Power Germany GmbH; and ITM Power Pty Ltd.
In the calculation and preparation of our carbon footprint we have considered a number of relevant sources, including the 2025 Government GHG Conversion Factors for Company Reporting, published by BEIS; the Homeworking Emissions Whitepaper 2020 published by EcoAct; and Supply Chain GHG Emission Factors for US Industries and Commodities, published by the United States Environmental Protection Agency.
Scope 1 emissions are derived from natural gas heating our facilities and fuel consumption within our vehicle fleet. Where natural gas consumption data was unavailable, estimates were made based on spend, historical average and average consumption figures based on property size and use. This led to a large decrease in FY24 and FY25 when actual data has become available.
Scope 2 emissions are derived from electricity consumed by our facilities.
Scope 3 categories included in this calculation include purchased goods and services, fuel and energy-related activities, waste, business travel, employee commuting, upstream leased assets, use of sold goods and investments. Notes on the calculation methodologies for these categories are as follows:
Purchased goods and services: a financial allocation model was used using emission factors provided by the United States Environmental Protection Agency.
Fuel- and energy-related activities: BEIS 2025 conversion factors were used to calculate well-to-tank GHG emissions from fuel usage and transmission and distribution losses from purchased electricity and well-to-tank emissions from fuels.
Waste: BEIS 2025 conversion factors were used according to mass of waste disposal by destination.
Business travel: emissions related to air and rail travel and hotel stays were obtained from our business travel service providers. Service provider CT Travel conversion factors were used for mileage for personal cars and taxis.
Employee commuting: data comprising employee home postcode, place of work and share of days worked in office was collected by employee survey. National travel survey data, together with BEIS 2025 conversion factors, was used to
determine commute emissions intensity. Homeworking emissions were calculated on the basis of the methodology set out in the Homeworking Emissions Whitepaper 2020 published by EcoAct.
Upstream leased assets: service provider data used.
Use of sold goods: sold goods are considered to be those electrolysers that have completed site acceptance testing during the reporting period. The lifetime energy consumption of these units, together with the share of green electricity used for their operation and grid emission factors, was used to calculate lifetime emissions.
Investments: data on electricity and district heating consumed by ITM Linde Electrolysis GmbH was collected and converted to emissions using location-specific conversion factors.
When choosing our carbon intensity ratio we explored different options such as revenue or floor space, but felt number of employees was most reflective of business performance.
energy data and analysis of energy invoices helps us to identify energy waste and patterns of consumption, providing key insights that feed into future energy reduction schemes.
In FY25 energy compliance schemes such as ESOS Phase 3 helped us to identify energy saving opportunities, evaluation and implementation of these opportunities will provide a reduction in consumption in the upcoming financial years.
Future plansWe are working to develop a climate strategy for the business. Our climate goals and aspirations will be outlined in this strategy, which will apply to both our internal operations and the entire extended value chain.
Further reading
@ Corporate Governance section of our website:
itm-power.com
ITM Power plc | Annual Report 2025 29
SUSTAINABILITY REPORT CONTINUED
OUR SOCIAL IMPACT
WORKING AT ITM POWER
We operate a lean organisational structure, which allows us to drive improvement in our business practices to underpin our capabilities.
People engagementWe employ multiple channels for employees to engage with business leaders and to have a voice. Our regular town hall meetings stimulate key employee-led discussions. Given the business-improvement focus, it has been essential to keep our employees informed and involved to enable them to thrive and grow as part of this. We redesigned our Employee Engagement Survey which gives our employees a chance to feed back on key areas of the business.
Providing team members with the opportunities to grow capability and experience as part of a longer-term career path is essential in a growing business. Our transformational change journey is enabling capable
employees through their day-to-day activities to add real value to the business and to client projects that will help decarbonise their operations.
We have continued to invest in our skills to drive operational capability. Key actions have included the building of technical skills as required and also targeted external hiring to complement our existing global team.
We recognise that nurturing and developing talent is critical to support business success and we have invested in technical and leadership development during the year. We continue to invest in early careers talent through apprenticeships and industrial placements with gap year students in STEM-related fields and beyond. In FY25, three apprentices successfully completed their programmes and remain with ITM on a full-time basis.
EMPLOYEE HEALTH, SAFETY AND WELLBEING
VISION AND VALUES
During FY25 we continued to prioritise our ITM vision and values. This approach continued to focus on safety being at the heart of everything we do and our mission being to deliver the world's best electrolysers to enable customers to decarbonise their operations. Our leadership and management continue to work with their teams to prioritise innovation, integrity and respect in our
working practices.
WITH:
@ Safety at the heart of everything we do
@ Innovation in our DNA
@ Superior technology
@ Precision manufacturing
@ Integrity and respect
WE:
@ Deliver the world's best electrolysers
@ Scale our operations profitably to meet the rising demand
@ Grow our global footprint and reach
@ Challenge ourselves to become better than yesterday, everyday
TO:
@ Help customers decarbonise their operations
@ Drive sustainable change within industry, government and society
@ Accelerate the world's transition to Net Zero
@ Increase shareholder value
@ Executive team HSE tours
@ Enhanced Safety Observation System (SOS)
HSE reporting
@ Improvements made to contractor control, permit to work system and lock out, tag out procedures
@ Maintained certification of ISO 14001 and ISO 45001 standards
ITM Power is focused on safety being at the heart of everything we do, with continuous improvement in our processes and systems driving this vision. ITM is constantly looking for improvements in health and safety and environmental practices. Health and safety is≈embedded throughout the organisation and is discussed at every level of the business regularly.
Accidents and incidents@ Enhanced health and safety metrics reporting
The ITM health and safety targets and objectives are revised annually based on the previous year's
performance and any other notable events or changes. Once agreed, they are communicated throughout the business and are included in the monthly CEO report and at each Board meeting.
This year we have seen a significant improvement in safety performance with many departments not encountering any adverse events for over six months and some for over a year. In FY25 we have seen an overall reduction in adverse events by 29%.
The FY25 reporting data is shown in the table below:
FY25 FY24 FY23On-job fatalities | - | - - |
Lost time incidents (LTI) | - | 2 - |
LTI rate* | - | 3.5 - |
* LTI rate: per 1 million hours worked. Calculation based on next shift absence.
A revised workplace inspection process has been implemented with cross-function inspections being carried out monthly across departments. This gives a fresh pair of eyes approach and is manager led with workforce involvement further improving our safety culture and improving workplace safety.
ITM Power is focused on safety being at the heart of everything we do, with continuous improvement
in our processes and systems driving this vision.
30 ITM Power plc | Annual Report 2025

