Annual Report (grp marshalls annual report 2025)

Annual Report & Accounts 2025

Building Tomorrow's World

Marshalls plc Annual Report & Accounts 2025

Our vision is to be the customer's first choice for building materials and infrastructure solutions. We are...

Building Tomorrow's World

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Marshalls

Highlights

Decisive actions undertaken to deliver a stronger, more profitable business

X Our investment case page 4

Strategic highlights

Strategic Report

1 Highlights

2 At a Glance

4 Investment Case

6 Chair's Statement

8 Chief Executive Officer's Statement

11 Our Strategy

14 Our Markets

16 Business Model

17 Key Performance Indicators

19 Summary of Group Performance

20 Segmental Review

23 Our Section 172(1) Statement

26 Stakeholder Engagement

31 Sustainability

41 Task Force on Climate-related Financial Disclosures

48 Financial Review

52 Risk Management and Principal Risks

61 Non-financial and Sustainability Information Statement

Governance

62 Board of Directors

64 Corporate Governance Statement

79 Nomination Committee Report

84 Audit Committee Report

90 ESG Committee Report

92 Remuneration Committee Report

92 Annual Statement

96 Annual Report on Remuneration

104 2026 Directors' Remuneration Policy

113 Directors' Report - Other Regulatory Information

115 Statement of Directors' Responsibilities

117 Independent Auditor's Report

Financial Statements

124 Consolidated Income Statement

1. Consolidated Statement of Comprehensive Income

2. Consolidated Balance Sheet

3. Consolidated Cash Flow Statement

4. Consolidated Statement of Changes in Equity

129 Notes to the Consolidated Financial Statements

1. Company Balance Sheet

2. Company Statement of Changes in Equity

3. Notes to the Company Financial Statements

162 Financial History - Consolidated Group

1. Glossary

2. Shareholder Information

• Group returned to revenue growth with a clear plan to intensify the execution of the 'Transform & Grow' strategy

• Landscaping Products improvement plan delivered higher volumes and market share gains despite subdued end markets, offset by targeted price investment and a weaker product mix

• Building Products delivered revenue growth with good performances in Water Management and Mortars and

Revenue (£'m)

£632.1m

(up 2%)

Adjusted operating profit(1) (£'m)

£56.4m

66.7

(down 15%)

77.4

101.1

70.7

2021 2022 2023

Adjusted EBITDA(1) (£'m)

£85.0m

(down 13%)

107.1

136.0

103.6

2024

56.4

2025

Adjusted profit before tax (£'m)(1)

£43.7m

(2024: £52.2m)

Reported operating profit (£'m)

£32.0m

(2024: £53.9m)

Reported profit before tax (£'m)

£17.7m

(2024: £39.4m)

Adjusted return on capital employed (%)(1)

7.0%

(2024: 8.2%)

Adjusted basic EPS (p)(1)

13.4p

(2024: 16.0p)

Reported EPS (p)

5.7p

(2024: 12.3p)

Full-year dividend recommended (p)

6.7p

(2024: 8.0p)

Note:

1. Alternative performance measures are used consistently throughout this Annual Report. For further details of their purpose, definition and reconciliation to the equivalent

   good progress on strategic growth opportunities in Water Management

   • Roofing Products revenue growth of 4% driven by c.32% growth in Viridian Solar as it capitalised on new build energy efficiency regulations

     Financial highlights

   • Robust Balance Sheet with year-end pre-IFRS 16 net debt of £137.9 million and leverage of 1.8 times adjusted EBITDA

   • Adjusted operating cash flow conversion of 88% reflects disciplined working capital management

   • Successfully refinanced the £270 million facility

     in November with no change in commercial terms, reinforcing the medium-term funding platform and providing flexibility to continue executing the strategy at pace

     ESG highlights

   • Recognised by Financial Times and Statista as one of Europe's Climate Leaders for the fourth time

   • Continued to expand the range of Environmental Product Declarations (EPDs) to support customer transparency and tender requirements

   • Maintained Fair Tax Mark accreditation and Living Wage employer status

   • Continued progress against the Group's net-zero pathway, supported by improved data capabilities

   • Strengthened responsible business practices, including comprehensive supply chain mapping at Viridian Solar and the launch of an Ethical Use of AI policy and training

   • Continued focus on skills development and social value in communities where we operate

85.0

97.8

2021 2022

2023 2024

2025

statutory measures, see Note 29.

At a Glance

Strengthen performance through the cycle and deliver sustainable, profitable growth

Our strength lies in our diversified portfolio. Spanning across brands, categories and end markets, we offer

a broad product range with specialist and innovative products and solutions across the UK construction sector.

LANDSCAPING PRODUCTS

9

locations

Revenue

£265.8m

BUILDING PRODUCTS

8

locations

Revenue

£172.0m

Marshalls Landscaping Marley Roofing Viridian Solar

• Market leadership position • Market leader in • Market leader in

• Balanced exposure to pitched roofing integrated solar end markets • Balanced end market exposure • Leadership in ESG

• Well-invested national • Market leading

operations network wrap-around service

Marshalls Water

Management

• Leading market position in residential wastewater and surface water drainage

• Nationwide operations network

Marshalls

Bricks & Masonry

• Market leader in lower-carbon concrete bricks

• Wide product range and nationwide coverage

Marshalls Mortars &

Screeds and Aggregates

• Integral parts of the Group's portfolio of businesses

BRAND POWERHOUSES

GROWTH ENGINES

At a Glance continued

Revenue by segment

42% Landscaping Products

27% Building Products

31% Roofing Products

45% New housing

End market exposure

25% Housing RMI

30% Commercial

& infrastructure

Where we operate

We operate from strategically located manufacturing and distribution sites across the UK.

Group employees

2,348

Where we are today

Increasingly diversified group of businesses beyond its heritage in landscaping with:

Portfolio of strong brands

in its existing markets

Reputation for leading in ESG Strength in operational

excellence, national manufacturing scale and operational leverage

Good customer relationships Knowledgeable and

passionate people

Our brands

Group with strategic clarity and ambition, known for:

Leading brands delivering ESG and carbon leadership

pioneering systems and solutions

Realising the synergies and

operational leverage of our national manufacturing and logistics network

Powerful customer

partnerships

High-performance,

delivery-focused culture that realises the potential of its people

Investment Case

Creating shareholder value

Group positioned to outperform

the construction market Attractive, diversified portfolio of businesses exposed to scale markets with long-term growth drivers and near-term structural market tailwinds.

Significant headroom for growth in our addressable markets through innovation and bolt-on acquisitions.

Profit growth delivered

through operational leverage Group expected to benefit from material profit improvement due to operational leverage and optimising manufacturing network.

Highly cash generative

business model

Strategy execution expected to deliver material increase in operating cash flow.

Normalisation of capital expenditure to underpin plan in medium term.

Free cash flow de-levers Profitable growth increases

Balance Sheet shareholder returns

Increase in free cash flow expected to Expected earnings growth will drive de-lever the Balance Sheet and provide dividend growth.

capital for bolt-on acquisitions or Increased returns expected without returns to shareholders. material increase in capital employed.

Strategy execution increases cyclical resilience.

MEDIUM-TERM TARGETS

2-4%

market outperformance

15%

operating margin

90%

cash conversion

£20-30m

capital expenditure p.a.

0.5-1.5x

pre-IFRS 16 net debt to EBITDA leverage

target range

2x

dividend cover

15%

return on capital employed

Investment Case continued

Capital allocation policy

Organic growth

• Strategic plan requires capital investment of £20-30 million per annum

• Comprises growth capex in water management together with maintenance capex and investment in IT

  Investment to enhance competitive advantage

• Market leading brands and solutions that are consistently recognised for their quality, range and service

• Best-in-class technical and design support

• Carbon leadership

  Dividends

• Maintain dividend cover of two times adjusted earnings

• Earnings growth expected to drive increase in cash shareholder returns in medium term

  Balance Sheet deleveraging

• Strong conversion of profit into operating cash flow and capital expenditure normalised

• Balance Sheet deleveraging to continue in medium term

• Target leverage range of 0.5-1.5x EBITDA optimal to provide flexibility

  Selective acquisitions

• Selective bolt-on M&A to support growth strategy

• Create optionality for scale acquisition in longer term

Group financial model

'Transform & Grow' strategy drives revenue growth outperformance and operational leverage, which will deliver enhanced shareholder returns.

Our performance

Marshalls has a long-term track record of delivering shareholder value before the recent downturn adversely impacted results...

Adjusted profit before tax

100.0

90.4

71.1

73.3

63.8

52.1

53.3 52.2

46.0

43.7

23.7

90.0

80.0

'Transform

& Grow' strategy

Capital

allocation

Revenue

growth

Shareholder value creation

Cash

conversion

Return on

sales and capital employed

70.0

60.0

£'m

50.0

40.0

30.0

20.0

10.0

0.0

2016 2017 2018 2019 2020 2021 2022 2023

... and delivers strong and consistent cash conversion.

Operating cash flow conversion

120

106 106

101

94

92

96

91

88

80

49

100

80

%

60

40

20

2024

2025

0

2016 2017 2018 2019

2020

2021

2022 2023 2024 2025

X Our strategy page 11 X Our financial review page 48

Chair's Statement

Vanda Murray OBE

Chair

Summary

• Disciplined stewardship in subdued markets, with the Board safeguarding liquidity, cash generation and capital discipline

• Medium-term funding secured through the successful £270 million refinancing completed in November 2025

• Dividend maintained in line with policy, with a proposed final dividend of 4.5 pence per share and continued commitment to two times cover

• Leadership continuity and accountability strengthened with Simon Bourne appointed Chief Executive Officer following a robust search process

• Board oversight of 'Transform & Grow' execution intensified, including monitoring and challenging of the Landscaping Products improvement plan

• Risk and internal controls remain a core Board focus, as we continue to strengthen our framework in line with evolving governance expectations

• Progress on our carbon roadmap, with SBTi validation reinforcing the credibility of our net-zero pathway

In a year of significant change and continued market challenges, the Board's focus has been clear: safeguarding our financial resilience today while driving the structural transformation required for tomorrow.

Overview

Against a backdrop of continued macro-economic uncertainty and subdued activity in our key end markets, the Board has ensured that the business remained focused on rigorous self-help measures. These actions, executed by the leadership team, have reshaped the business and created the foundation for an improvement in profitability.

Our diversified portfolio provided balance during the year, with a robust contribution from Roofing and Building Products partially offsetting weaker profitability in Landscaping Products, where

the turnaround is progressing. We supported management in taking difficult but necessary decisions to reset our Landscaping business, including the optimisation of our manufacturing network and the simplification of our product portfolio. In parallel, we ensured that a clear strategic focus on supporting the continued scaling of our growth engines in Solar, Bricks and Water Management was maintained.

Governance and stewardship remain at the centre of our approach. Following the leadership change announced in November, we appointed Simon Bourne as Interim Chief Executive, prioritising both stability and the rigorous selection of

the right leader for the Group's next phase. On 19 January 2026, we were delighted to confirm Simon's appointment as Chief Executive Officer. This decision followed a comprehensive process involving a robust evaluation of both internal and external candidates. Simon has been integral to

the growth and development of the Group over the last ten years and has played a central role in crafting

the 'Transform & Grow' strategy. His appointment not only supports our desire to reinforce the execution of this strategy but is deserved recognition for

The Marshalls Way

Doing the right things, for the right reasons, in the right way, safely

Act with courage

• We take responsibility for every action

• We get things done

• We learn from experiences

• We challenge and feed back

Win together

• We work as one Marshalls team

• We respect everyone

• We propose solutions

• We value development

Shape the future

• We champion our customers

• We initiate and embrace change

• We consider the long-term impact of our decisions

• We develop diverse teams

Inspire with clear purpose

• We are proud and passionate

• We share and celebrate success

• We continuously improve

• We create clarity of expectations

his proven ability to drive change and continuous improvement. The Board is convinced that this combination of strategic continuity and operational focus best serves our shareholders.

Under the Board's guidance, the Group is now well positioned to deliver our strategy and embed the improvements made throughout 2025. Our focus remains on the delivery of these benefits

and ensuring we take full advantage of our growth opportunities through 2026 and beyond.

Financial stewardship

The Board has maintained a rigorous focus on financial discipline, liquidity and capital efficiency, ensuring that the Group's financial position remains strong against a backdrop of continued market uncertainty. A key priority this year was securing medium-term funding stability. We successfully achieved this in November, extending the maturity profile of the Group's bank facility to 2029 with no change in commercial terms.

With funding stability secured, our capital allocation framework remains unchanged. We continue

to prioritise organic investment in the business, support a sustainable ordinary dividend and ensure Balance Sheet strength in line with our risk appetite, creating long-term value for our shareholders.

Further detail of our financial performance, funding and capital allocation decisions is set out on pages 8 to 10 of the Chief Executive Officer's Statement and pages 48 to 51 of the Financial Review.

Dividends

The Board has proposed a final dividend of

4.5 pence per share which, combined with the interim dividend of 2.2 pence, results in a total distribution for 2025 of 6.7 pence (2024: 8.0 pence). This is in line with our policy of maintaining dividend cover of two times adjusted earnings. The dividend will be paid on 1 July 2026 to shareholders on the register at the close of business on 5 June 2026.

Chair's Statement continued

'Transform & Grow' strategy

The Board remains steadfast in its commitment to the 'Transform & Grow' strategy. As stewards of Marshalls' long-term direction, we are confident

this remains the right framework to deliver sustainable growth and improve resilience. Simon's appointment safeguards strategic continuity, minimising disruption and ensuring the Executive Team remains focused on delivery.

Throughout the year, our governance activities centred on monitoring the pace and effectiveness of execution rather than revisiting the strategy itself. We conducted regular deep-dive reviews into the Landscaping Products improvement plan, challenging management on the delivery of key milestones, including cost reduction targets and margin recovery expectations. During 2026, we

expect to scrutinise capital and resource allocation proposals in respect of our growth engines, ensuring effective capital deployment and validating that our plans remain aligned to an evolving regulatory

and market backdrop.

To ensure rigorous oversight, the Board monitors progress through a clear framework of financial and non-financial KPIs. This gives the Board a clear view of how the strategy is taking effect on the ground and allows us to hold management to account for delivering planned improvements in profitability

and counter-cyclical resilience.

Environment

Sustainability is a core commercial driver of our 'Transform & Grow' strategy. The Board continues to oversee our progress against the Group's

net-zero 2050 targets, which are validated by the Science Based Targets initiative (SBTi). This year, we have focused on embedding carbon leadership into our customer proposition, expanding our suite of Environmental Product Declarations to give our customers the transparency they need. By continuing to innovate in lower-carbon concrete, we are ensuring Marshalls remains the partner of choice for building a sustainable future.

Social

As a responsible business, we remain guided by the UN Global Compact and committed to the UN Sustainable Development Goals (SDGs), underpinned by The Marshalls Way and our purpose of 'Building Tomorrow's World'.

The Board places the health, safety and wellbeing of our colleagues at the centre of its oversight and is committed to fostering an inclusive,

high-performance culture where people can develop and thrive. We have maintained our focus on responsible supply chains, applying comprehensive human rights due diligence, particularly as we expand in high-growth areas like solar. We are proud to have retained our status as a Living Wage employer and Fair Tax Mark holder for over a decade, reflecting our enduring commitment to doing business the right way.

Governance

Strong governance remains fundamental to how we run Marshalls. Our Corporate Governance Statement on pages 64 to 78 sets out how we have applied the principles of the UK Corporate Governance Code (the "UK Code") and maintained high standards of Board leadership, accountability and transparency.

The Board's agenda during the year balanced oversight of strategy execution, leadership succession and culture with detailed scrutiny of risk, internal controls and financial reporting.

We have also continued our readiness activities for the changes in the UK Code which come into effect from January 2026.

We continue to engage transparently with shareholders and wider stakeholders to ensure our stewardship remains aligned with their long-term interests. Details on this can be found in our Stakeholder Engagement section on

pages 26 to 30.

Board changes

On 27 November 2025, Matt Pullen stepped down from the Board as Chief Executive. On behalf

of the Directors, I would like to thank Matt for his contribution, particularly his work in developing the 'Transform & Grow' strategy. Following Matt's departure, Simon Bourne was appointed Interim Chief Executive Officer and the Board initiated a formal search process with independent advisers, including robust assessment of internal and external candidates. On 19 January 2026, we appointed Simon as Chief Executive Officer with immediate effect. Simon has been with the Group for more than a decade in senior operational and commercial roles and has been a member of the Board since 2022. His appointment reflects the Board's focus on execution and our desire to accelerate delivery of 'Transform & Grow' with continuity and operational leadership. The Board does not intend to appoint a separate Chief Commercial Officer. Commercial leadership is now

embedded within the Executive team and divisional leadership structure, with the Chief Executive Officer retaining overall accountability for the Group's commercial agenda.

During the year, we were pleased to welcome Paul Inman as a Non-Executive Director. Paul joined us in September 2025 as part of our planned succession for Graham Prothero, who has served a nine-year term and in accordance with good governance standards will not stand for re-election at the 2026 AGM. On behalf of the Board, I would like to thank Graham for his dedicated service and wise counsel over the last decade and wish him the best in his future endeavours.

Outlook

Market activity levels in the first two months of 2026 remained consistent with the close of 2025, although they were affected by persistent rainfall.

Against this backdrop, our priority in 2026 is the disciplined implementation of 'Transform & Grow' to drive improved operating margins and strong cash generation, supported by tight control of our costs, working capital and capital expenditure.

This will be underpinned by sharper execution

Our people

I would like to thank our colleagues across

the Group for their dedication during a year of significant change. Our people are the bedrock of our business, and their commitment to safety, customer service and our values has remained steady in challenging conditions.

With a renewed leadership team and a clear strategy in place, I am confident that our high-performance culture will continue to drive our transformation and future success.

X Read more about our people on pages 33 to 35

through intensifying our pace, tightening our focus, and improving performance, ensuring teams throughout our businesses are aligned behind priorities that will improve margin, cash and service outcomes.

The Board is mindful of the conflict in the Middle East. However, in the absence of clarity on the impact of the conflict on our end markets and cost base, our expectations for the year remain unchanged and the Board is confident of driving

a material increase in profitability and returns over the medium-term.

Vanda Murray OBE

Chair

16 March 2026

Chief Executive Officer's Statement

Simon Bourne

Chief Executive Officer

Summary

• Returned the Group to revenue growth by delivering momentum in Roofing and Building Products

• Delivered performance in line with revised expectations, while taking targeted actions to stabilise Landscaping and protect future returns

• Reinforced the Landscaping Products improvement plan, delivering £3 million of in-year savings and securing a further

  £8 million savings for 2026

• Scaled regulation and infrastructure aligned growth engines, including Viridian Solar revenue growth of c.32% and Water Management strengthening its position through key framework agreements ahead of AMP8

• Improved safety performance, with LTIFR down to 1.54 (2024: 2.34)

• Maintained strong cash conversion and ended the year with pre-IFRS 16 net debt of £137.9 million, supported by strict working capital management

With a clear focus on pace and execution, we are reinforcing the delivery of our 'Transform & Grow' strategy to unlock the full potential of our diversified portfolio. Guided by our purpose of 'Building Tomorrow's World', we have taken decisive action to drive resilience today while building a stronger, more profitable business for the future.

Overview

It is a privilege to lead Marshalls as Chief Executive Officer at this pivotal time. Having joined the Group in 2015, I have worked alongside colleagues across our businesses through a period of significant

change - including the evolution from a Landscaping leader into a more diversified building products manufacturer and sustainable solutions provider for the built environment. Having played an integral role in developing our 'Transform & Grow' strategy, I am fully committed to the direction we have set. My focus now is on delivery: moving faster on the priorities that matter and executing with greater discipline, ensuring that we translate our strategic intent into operational reality.

2025 was a demanding year for Marshalls. Our core markets remained subdued for longer than we originally expected, particularly in new build housing and housing repair, maintenance and improvement (RMI), and this continued to weigh on demand

for our products. Despite this backdrop, the Group returned to revenue growth, a testament to the strength of our diversified portfolio. This performance was driven by our Roofing and Building Products divisions, where the scaling of our growth engines - specifically Viridian Solar and Water Management -

is now delivering material contributions that help offset cyclical weakness elsewhere in the portfolio.

We have not stood still. Facing market headwinds, we took necessary, and sometimes difficult, decisions to reset our cost base, simplify our portfolio and optimise our manufacturing network. We are not managing the business on the assumption of a rapid cyclical recovery. Our priority is to execute 'Transform & Grow' with discipline to improve performance in the current market, leaving the Group well positioned to outperform as demand improves. We will be selective with the activity we undertake, ensuring it moves the dial positively from a P&L perspective, giving us the launch pad to grow in the areas we believe will have the greatest future impact for our business.

Trading performance

Our financial performance in 2025 reflects the discipline we have applied across the Group. It is encouraging to see revenue return to growth, increasing by 2% to £632.1 million (2024: £619.2 million), driven by the momentum in our Roofing and Building Products segments. While profitability was impacted by a lower-margin mix in Landscaping and targeted price investments to secure volume in key channels, our adjusted operating profit of £56.4 million (2024:

£66.7 million) was delivered in line with the revised expectations we set in July 2025.

Cash and capital discipline remained central. We maintained tight control of working capital and capital expenditure, delivering another year of strong cash conversion, with operating cash

flow at 88% of EBITDA, and we ended the year with net debt of £137.9 million (2024: £133.9 million). This operational rigour underpinned the successful refinancing of our bank facility in November, securing a new £270 million facility on equivalent terms that provides medium-term stability and the flexibility

to invest selectively throughout the cycle.

X Further details on the performance of the Group's reporting segments are provided on pages 20 to 22

Executing 'Transform & Grow' Strengthening our brand powerhouses Landscaping has been the most challenged part of the Group, and the external backdrop has remained difficult. Subdued demand and cyclical overcapacity impacted pricing, while customer "value engineering" has shifted volumes towards lower-margin commodity products. Against that context, our focus has been to reset the business to perform profitably at current demand levels - reducing complexity, aligning capacity to the market and pivoting from volume towards specification-led value.

Our improvement plan is now delivering tangible results. We accelerated manufacturing and overhead optimisation, delivering £3 million of cost savings in 2025 and remaining on track to achieve £11 million of annualised savings by 2026. We also simplified the portfolio to reduce complexity and working capital intensity, including reducing SKU count by 30% and focusing sales effort on higher-margin, value-added ranges.

Commercial discipline has been strengthened through refreshed leadership, clearer product portfolio architecture ("good-better-best"), and tighter governance of pricing, discounting and margin. Alongside improvements in service performance and availability, we have seen these actions being recognised by customers, with Marshalls winning several Supplier of the Year awards, all while protecting profitability. There is more to do, but the business exits 2025 with a stabilised cost base and improving operational traction.

Executing 'Transform & Grow' continued Strengthening our brand powerhouses continued While our immediate priority has been the operational turnaround, the underlying strength

of the Marshalls Landscaping brand remains undisputed. Our distinctive, national specification-led sales model continues to differentiate us from competitors, allowing us to influence projects at the design stage and pull demand through the supply chain. Crucially, this commercial advantage is now supported by a leaner, more efficient cost base. We are not just waiting for the market to come back; we have rebuilt Marshalls' Landscaping business to be profitable in the current market, making a recovery the catalyst for outperformance.

Marley navigated a more challenging trading and operational backdrop in 2025. Market conditions softened in the second half, reflecting reduced confidence across both new build and RMI, while structural shifts in new build weighed on volume.

The increasing adoption of solar under Part L is reducing demand for traditional roof tiles, and additional industry capacity has increased competitive intensity in certain categories.

Against this backdrop, we remained focused on margin protection, service performance and

disciplined trading. Within tiles, our clay tile business gained market share as pricing normalised following the stabilisation of gas costs, narrowing the price premium to concrete tiles. While overall tile volumes remain influenced by end market softness and rising solar penetration, we expect clay to continue to perform comparatively well in 2026.

We are strengthening Marley's competitive position through targeted capital investment to modernise manufacturing lines, improve productivity and reinforce service resilience, alongside continued focus on customer partnerships and specification-led selling. In 2026, our priority is to maintain and selectively grow market share, improve manufacturing efficiency and protect returns through the cycle.

CEO priorities

Strategic continuity, sharper execution

Following my appointment as CEO, my immediate priority is sharper execution of our 'Transform & Grow' strategy - intensifying the pace with which we take decisions, focusing our attention on activities that drive value and improving performance throughout our businesses.

Pace.

Delivery-led organisation

Focus.

Selective in what we do

Performance.

Commercial excellence

Flattening the structure

Prioritised investment

Enhancing financial transparency

Agile decision making

Linking workforce plans to value

Aligning incentives to outcomes

Seamless customer integration

Refreshing product portfolio & NPD

Expanding sales & product training

Scaling our growth engines

Our growth engines underline the value of a more diversified portfolio by further reducing our reliance on discretionary consumer spend and increasing exposure to regulation-led and infrastructure-driven demand. By capitalising on powerful structural tailwinds - from energy efficiency to climate adaptation - we are pivoting the business towards growing markets that offer the potential for significant

long-term value creation.

Viridian Solar has delivered a standout performance, achieving revenue growth of c.32% for the year. This trajectory is underpinned by the structural shift in building regulations (Part L), which has accelerated the adoption of our roof-integrated solar product.

With the Future Homes Standard expected to mandate further energy efficiency standards, we are continuing

to invest in Viridian Solar to maintain our market leadership in this rapidly expanding market.

In Water Management, we have successfully pivoted our focus towards the wider infrastructure sector. With regulated investment, flood resilience and Sustainable Drainage System (SuDS) requirements becoming increasingly important, we have invested in engineering capability and strengthened our route to market. By securing framework agreements with Tier 1 contractors, we have established a strong foothold ahead of the AMP8 investment cycle. This positioning will allow us to unlock significant opportunities in water infrastructure and wastewater management, areas where we expect to see a structural growth in demand. The Board expects to consider a comprehensive business case in the first half of 2026 to enable scalable, flexible capacity expansion.

In Bricks & Masonry, trading reflected the continued challenges in the new build housing market during the year, with volumes impacted by lower demand and increased supply-side competition. Despite this reduction in activity, we successfully maintained trading margins through disciplined pricing and cost control. Our conviction in the long-term strategy remains unchanged; as housing output recovers, our concrete bricks offer a lower-carbon, cost-effective alternative to traditional clay, positioning the business to recover volume and drive future value. However, in 2026, investment will continue

to be tightly controlled, balancing readiness for recovery with prudent capital allocation until activity levels in new housing improve.

Sustainability and innovation Sustainability is increasingly a source of commercial advantage for Marshalls. Our strategy targets two critical customer needs: decarbonising the built environment and adapting to a changing climate. This year, Viridian Solar played a key role in helping customers meet strict energy efficiency requirements and, going forward, we believe our

lower-carbon concrete bricks will support specifiers in meeting increasingly robust stakeholder demands with respect to embodied carbon. In parallel, our Water Management division is working to secure specifications on major projects which will provide essential infrastructure needed to deliver flood resilience and effective water handling.

Our progress is anchored by rigorous data. We have continued to invest in materials innovation, including our CarbonStep technologies as part of our cement replacement programme. Crucially, we are translating this into customer value by

expanding our Environmental Product Declarations (EPDs), providing the verifiable data increasingly required for project tenders. With our net-zero targets validated by the SBTi, our roadmap is clear, and we are executing it with commercial focus.

Customers and commercial excellence

Reconnecting with our customers has been a key priority this year. Over the past twelve months, we have refreshed our Landscaping

Products commercial leadership team, clarified responsibilities across sales, marketing and specification, and reset expectations around how we show up for our customers day to day.

We have also reshaped how we go to market.

A more disciplined account segmentation model, clearer frameworks for pricing and discounting, and better use of data and CRM tools are helping our teams focus on meeting our customers' needs, with the right offers, at the right times. While there is more to do, these changes are already translating into stronger commercial consistency and improving service performance across key product lines.

Listening and partnership are central to this shift. We have stepped up joint planning with our largest distributors and merchant partners, increased the cadence of customer forums and feedback surveys, and built these insights directly into our product, service and investment decisions. In 2026, we will continue to deepen these relationships, embed

our commercial playbooks across every business and monitor customer experience consistently, so that choosing Marshalls is synonymous with ease, reliability and value.

Our colleagues and culture

This has undoubtedly been a demanding year for our people. The restructuring required to right-size our cost base in the Landscaping business has involved difficult decisions and the departure

of valued colleagues. On behalf of the Board,

I would like to express my gratitude to all of our teams for the resilience and professionalism they have demonstrated throughout this period of significant change.

Throughout the transformation, safety has remained our absolute priority and I am pleased to report that our lost time injury frequency rate

(LTIFR) has improved to 1.54 (2024: 2.34), reflecting the rigorous application of our safety standards across our manufacturing network even during times of operational change.

Beyond safety, we are investing heavily in skills and leadership to build the capabilities required for our next phase of growth. This commitment extends to the next generation, with 145 apprentices currently developing their careers across the Group.

Engagement has been vital in navigating the challenges of the past year. Through regular and transparent dialogue with our Employee Voice Group and our Group-wide engagement survey, we have sought to keep colleagues connected to our purpose and supported through the Group's transformation.

Looking forward

As we move into 2026, we continue to plan on the basis that markets remain mixed, and we are not relying on a sharp cyclical recovery. However, we enter the year with stronger foundations: a cost base aligned to demand, a clearer portfolio, improved data and a sharper focus on our customers and execution. We must now build

on those foundations with a focus on strategic execution from the boardroom to the shop floor.

Our priorities for the coming year are clear. We will:

(1) complete the Landscaping turnaround and convert the planned cost savings into profit, (2) continue

to raise service levels and strengthen commercial discipline across the Group, and (3) scale our growth engines to capture the structural demand linked to regulation, energy and infrastructure investment cycles.

If we execute well, we expect an improved financial performance in 2026, even if volumes remain subdued, and we will be well placed to outperform the market when demand improves.

Simon Bourne

Chief Executive Officer

16 March 2026

Our Strategy

Our purpose: 'Building Tomorrow's World'

Our strategy: 'Transform & Grow'

Our vision: To be the customer's first choice for building materials and infrastructure solutions

Best-in-class technical and design support

Technical know-how and understanding of the building standards of today and tomorrow provide unrivalled expertise for customers.

Carbon leadership

Commitment to materials innovation and a nationwide network supports lower-carbon supplier of choice.

Customers who value our unique set of capabilities

Leading brands

Market leading brands and solutions consistently recognised for their quality, range and service.

Business excellence

Investing in technology and systems to drive our operational and commercial excellence.

Leadership in ESG

Commitment to leading in ESG standards and governance as a responsible business, guided by the UN Global Compact.

Great place to work

Investing in our people, organisation and culture.

Strategy in Action: Brand Powerhouses

Brand

Diversification across brands, categories and end markets is a strategic advantage that spreads our risk while creating flexibility to pursue future opportunities.

MARLEY ROOFING

Protecting margins in a changing roof tile market

As solar adoption under Part L continued to reshape new build demand and competitive intensity increased in certain categories, Marley stayed focused on margin protection and service performance. Clay tiles gained share as the price premium narrowed,

and targeted investment to strengthen manufacturing efficiency and availability is underway.

Powerhouses

+6ppts

market share (clay tiles)

MARSHALLS LANDSCAPING

Building a leaner, more agile Landscaping business

In a subdued market we reshaped the business to perform profitably at current demand levels - cutting complexity, right-sizing the cost base and sharpening pricing and mix discipline. As volumes recover, the combination of a lower fixed cost base, better mix and operating leverage provides clear upside potential.

Medium-term operating margin target:

≥12%

Strategy in Action: Growth Engines

VIRIDIAN SOLAR

Protecting market leadership

Viridian delivered strong growth as housebuilders implemented Part L, supported by best-in-class product performance and a differentiated service model. As Part L adoption becomes embedded, our priority is to protect and

extend market leadership through continued investment in product, customer service and operational resilience, while expanding ArcBox into international markets.

2025 revenue growth

32%

Growth

Targeted investment in our growth engines -Viridian Solar, Marshalls Bricks and Marshalls Water Management - to drive significant market outperformance in attractive end markets.

MARSHALLS WATER MANAGEMENT

Delivering growth in our core

housing markets and winning new infrastructure business

We have built the foundations for the next phase of growth: improved service, scaled operational capacity and stronger engagement with Tier 1 contractors and specifiers through framework agreements. Our focus now shifts to converting the design pipeline into orders and deliveries as AMP8 mobilisation translates into on-the-ground activity.

£44bn

estimated new infrastructure investment over AMP8 cycle

Engines

MARSHALLS BRICKS & MASONRY

Robust price and margin realisation

in challenging markets

Disciplined decisions have protected margin against a backdrop of increased supply and subdued demand. While we remain confident in the medium-term opportunity, supported by a recovery in new housing and a shift towards lower-carbon products, costs will remain controlled until activity levels improve.

Trading margins

maintained

year-on-year

Our Markets

Navigating the cycle

Managing the cycle

The UK construction market in 2025 remained structurally under-supplied in housing and infrastructure but continued to operate within a cyclical slowdown. While inflation moderated, interest rates remained elevated relative to the previous decade, constraining affordability, mortgage approvals and investor confidence.

For Marshalls, the principal headwinds were in private housing and discretionary RMI. These conditions impacted volumes across Landscaping and certain Commercial product lines and represented the most significant drag on Group performance in 2025. The year was therefore characterised not only by market pressure but by deliberate operational repositioning.

New build housing - positioned for recovery

Private housing output remained subdued, with developers prioritising

Larger aesthetic landscaping projects were deferred as households prioritised essential expenditure. In response, 2025 was a year of structural commercial reset within Landscaping.

Customer intimacy now means structuring the business around the needs of the market rather than internal process. We have introduced a clearer operating rhythm that drives consistent, measurable sales activity - including improved contact frequency, more mature commercial conversations and a sharper focus on share-of-wallet growth. Forecasting discipline is now directly linked to trading and promotional calendars, ensuring alignment between demand planning, stock positioning and customer activity.

Operational excellence focuses on making Marshalls easier to trade with than competitors. We have simplified our manufacturing and logistics platform, improved availability and service consistency, and reduced complexity across the network. The objective is consistent

CPA forecast - total UK construction

250

200

£'bn

150

100

50

0

2020 2021 2022 2023 2024 2025

2026F

2027F

15%

10%

5%

0%

-5%

-10%

-15%

-20%

cash generation, disciplined build rates and completion of existing

sites. The Construction Products Association (CPA) forecasts gradual improvement through 2026 as rates ease; however, recovery is expected to be measured.

Landscaping demand lags housing starts due to its completion-driven installation profile. It sits at the intersection of housebuilder completion schedules, installer capacity and merchant inventory levels. As a result, volume recovery is influenced not only by housing starts but by working capital discipline within the distribution channel and consumer confidence at the point of installation.

In response, we aligned capacity to realistic demand assumptions and strengthened commercial governance across the business. Manufacturing optimisation, improved logistics discipline and tighter pricing architecture have created a leaner and more agile operating platform. As activity stabilises, we are positioned to translate incremental market recovery into margin progression through operating leverage and improved mix discipline.

Housing RMI - strengthening our commercial engine The RMI market demonstrated a clear divergence between essential and discretionary spend. Roofing categories remained comparatively resilient, reflecting maintenance-led demand, regulatory standards and defined replacement cycles. Marley therefore continues to provide structural balance within the Group, spanning both new build roofing and repair activity and reducing reliance on discretionary expenditure.

service performance delivered from a cost-efficient platform.

Product leadership balances accessibility and innovation. In a market requiring both cost sensitivity and differentiation, we have sharpened our product value ladder - ensuring competitive entry and core ranges alongside new and innovative solutions that support installers and merchants in protecting and enhancing their own margins.

Together, these pillars position Marshalls as an enabling partner - supporting customers in delivering their own strategies more effectively, rather than competing purely on price. As conditions stabilise, this integrated commercial engine improves revenue predictability, margin quality and working capital alignment.

Commercial - disciplined participation

Commercial construction remained mixed, with regeneration and public realm projects delayed as funding and financing conditions remained constrained. Education and logistics projects provided relative resilience, while office and retail activity remained subdued.

Our Commercial Landscaping exposure is weighted towards specification-led public realm and regeneration schemes, where planning lead times introduce volatility but offer attractive project economics. While conversion remains gradual, bidding activity has improved, supported by strengthened specification relationships and clearer commercial governance.

Total construction (left-hand scale) Percentage change (right-hand scale)

How we responded in 2025

• Cost actions: Optimised our manufacturing network to balance capacity with reduced demand

• Developing commercial and operational excellence: Reset pricing and discount frameworks, tightened mix management and focused on higher-value, specification-led opportunities

• Protected cash and capex: Maintained strict control over working capital and prioritised high-return investments while deferring non-essential expenditure

• Backed our growth engines: Continued to invest selectively in Viridian Solar, Water Management and Bricks & Masonry, even as we controlled costs elsewhere

Our Markets continued

Powered by long-term structural drivers

Infrastructure - regulatory momentum

The transition into AMP8 represents a significant investment cycle in the UK water sector. Although deployment has been measured

during the transition year, water companies are planning approximately

£44 billion of new infrastructure investment, including substantial funding for storm overflow mitigation and climate resilience. CPA forecasts anticipate infrastructure growth of c.4% per annum in 2026 and 2027, with water and sewerage construction growing ahead of the wider market.

Our Water Management business participates in key AMP8 frameworks and is aligned to flood resilience, SuDS adoption and surface water management requirements. As frameworks convert into active delivery, we expect increasing participation in regulatory-driven infrastructure programmes.

Powered by long-term structural drivers

While construction cycles influence near-term performance, Marshalls is increasingly aligned to structural drivers in infrastructure, regulation and sustainability.

Our diversified portfolio spans discretionary consumer demand, essential maintenance categories, specification-led commercial activity and regulatory-driven infrastructure investment. This diversification reduces reliance on any single end market and enhances resilience through the cycle.

Why diversification matters

• No single market defines our performance: Our exposure to diverse end markets reduces our reliance on any single sector, dampening the impact of cyclical downturns

• Balancing the portfolio: While housing and RMI remain core to our heritage, infrastructure and regulatory-driven demand are growing in relative importance, providing new avenues for revenue generation

• Aligned to structure, not just cycle: Our growth engines (Viridian Solar, Water Management and Bricks & Masonry) are tethered to long-term structural drivers - legislation, climate adaptation and energy security. These will remain despite short-term economic fluctuations

• Strategic rebalancing: Our strategy is to proactively rebalance the Group towards these higher-growth, structural opportunities over the medium term

Infrastructure and water - structural support Climate adaptation, flood mitigation and regulatory reform are driving sustained investment in water infrastructure. Legislative focus on Schedule 3 of the Flood and Water Management Act is

accelerating adoption of SuDS, embedding resilience requirements into planning frameworks.

These drivers directly support our integrated capability in permeable paving, drainage systems and surface water management solutions.

Decarbonisation and product substitution

The transition to a lower-carbon built environment is reshaping specification behaviour.

Regulatory developments, including Part L of the Building Regulations and the forthcoming Future Homes Standard, are increasing energy efficiency requirements in new housing. This supports structural penetration growth for roof-integrated solar solutions through Viridian Solar, even in a subdued housing market.

Embodied carbon considerations are also increasingly material across commercial and residential construction. Our Bricks & Masonry business benefits both from lower-carbon product development and from ongoing substitution dynamics within housing construction, where cost efficiency and carbon performance influence product selection. As housing activity stabilises, the business benefits from operational scale, cost competitiveness and integrated supply capabilities across the Group, enhancing its ability to compete effectively in a price-sensitive environment.

Positioned for outperformance

The UK built environment requires renewal across housing supply, water resilience and energy efficiency.

Marshalls enters 2026 with a simplified structure, leaner cost base and strengthened commercial operating model. We have clarified accountability, improved decision speed and embedded a more disciplined operating model.

The structural actions taken in 2025 have lowered the Group's operational breakeven and improved conversion of incremental revenue into profit, enhancing resilience through the cycle. With a cost base aligned to current demand levels, even modest market normalisation provides meaningful earnings leverage.

Our objective remains to outperform the UK construction market through disciplined capital allocation, operational excellence and structural portfolio rebalancing.

Business Model

'Building Tomorrow's World'

We begin with responsibly sourced

and predominantly British materials that underpin the quality and performance of our products.

Raw materials

Our main raw materials are cement, sand, aggregates and pigments - the majority of which are UK sourced. We also source goods for resale from overseas locations, which principally relate to solar solutions and imported dimensional stone.

94%

raw materials sourced from UK

Founding member

of the Solar Stewardship Initiative -see page 37

OUR KEY RESOURCES…

AND INNOVATIVE SOLUTIONS...

ENABLE US TO CREATE LASTING VALUE

From homes and hospitals to town centres, roads and water systems, our building materials and infrastructure solutions power the projects that shape everyday life.

Enabling the built environment

We transform raw materials into long-lasting, sustainable building solutions, creating resilient places where communities thrive.

66% 58

type III verified EPD coverage Group NPS

By combining engineering expertise, innovation and an uncompromising commitment to quality, we transform raw materials into reliable products that last for generations.

Manufacture

We have a geographically diverse network of sites that manufacture our ranges of concrete, clay, timber and steel products. We add value through proprietary mix designs that remove carbon and cost.

60% 85%

cement replacement achieved of our manufacturing sites within our concrete products with ISO 9001 accreditation

for quality management

OUR DIFFERENTIATORS Carbon leadership and ESG governance Best-in-class technical and design support Leading brands and specification-led model Operational excellence

Key Performance Indicators

Measuring our performance

The Group's KPIs monitor progress towards the achievement of our objectives.

Key Performance Indicators continued

Links to remuneration Annual incentive award Long-term Incentive Plan

Summary of Group Performance

Our diversified portfolio continues to provide balance through the cycle

The Group delivered a resilient performance in challenging market conditions, with the impact partially mitigated by decisive management actions taken in 2025 and the benefit of its diversification strategy. The Group's adjusted results are set out in the following table.

Group revenue was £632.1 million (2024: £619.2 million), which is 2% higher than 2024. This reflected growth of 4% in both Building and Roofing Products, partially offset by a modest contraction of 1% in Landscaping Products. Group adjusted operating profit was £56.4 million, which is £10.3 million lower than 2024, reflecting a significant reduction in profitability in Landscaping Products and a modest contraction in Building Products, partially offset by growth in Roofing Products. Group adjusted operating margin decreased by 1.9ppts to 8.9% (2024: 10.8%).

The adjusted operating profit is analysed between the Group's reporting segments as follows:

Further details of the segmental performance are set out on pages 20 to 22.

Adjusted net finance expenses were £12.7 million (2024: £14.5 million). These expenses comprised financing costs associated with the Group's bank borrowings of £11.3 million (2024: £12.5 million), IFRS 16 lease interest of £2.0 million (2024: £1.7 million) and a pension related credit of £0.6 million (2024: £0.3 million charge). The reduction in adjusted

net finance expenses in 2025 reflects the impact of lower average drawn borrowings and base rates, together with a net benefit from pension interest.

Adjusted profit before tax was £43.7 million (2024: £52.2 million). The adjusted effective tax rate was 22% (2024: 22%), reflecting the UK headline corporation tax rate partially offset by the benefit of a patent box arrangement. Adjusted earnings per share was 13.4 pence (2024: 16.0 pence), which is a 16% reduction year-on-year reflecting the weaker profitability.

A reconciliation of the Group's adjusted operating profit to profit before taxation is set out in the following table.

Reported profit before tax was £26.0 million lower than the adjusted result at £17.7 million (2024: £39.4 million), reflecting the impact of the adjusting items. On a reported basis, the effective tax rate is 18.6%. Reported earnings per share was 5.7 pence (2024: 12.3 pence), which is lower than the adjusted number due to the adjusting items and their tax effect. The statutory operating profit is stated inclusive of adjusting items affecting operating profit totalling

£24.4 million as summarised in the following table, further details are set out at Note 4.

Adjusting items in 2025 totalled £26.0 million (2024: £12.8 million). Adjusting items within operating profit were

£24.4 million (2024: £12.8 million) and comprised non-cash amortisation of intangible assets arising on acquisitions of £10.3 million (2024: £10.4 million) and restructuring and impairment charges of £14.1 million (2024: £nil) arising from a partial site closure and other cost reduction actions. In total, adjusting items comprises non-cash charges

of £18.6 million and cash costs of £7.4 million, of which £3.7 million was settled in 2025. Adjusting items within net finance expenses were £1.6 million (2024: £nil), relating to the write-off of unamortised bank arrangement fees consequent to the renewal of the Group's banking facilities.

Further details of the adjusting items arising in 2025 are set out in Note 4.

Segmental Review

Landscaping Products

Improved revenue trend - building blocks in place for improved profitability

% share of Group revenue

42%

% revenue by end market

29%

43%

28%

Commercial & infrastructure

New housing

Housing RMI

Landscaping Products derives 43% of its revenues from commercial & infrastructure end markets, 28% from new housing and 29% from housing RMI. The segment

Reinforcing the delivery of the Landscaping Products improvement plan

We have acted with urgency to reset the profitability of the Landscaping business in a market that has remained subdued, with

overcapacity and value engineering continuing to pressure pricing and mix. The Landscaping Products improvement plan progressed materially through 2025 and is reshaping the division into a leaner, more agile operation aligned to current demand levels.

Execution in 2025 focused on three areas. First, we accelerated optimisation of the manufacturing footprint and overhead base, delivering c.£3 million of cost savings in the year and remaining on track to deliver £11 million of annualised savings by the end of 2026. Second, we simplified the product portfolio to reduce complexity and working capital intensity, reducing SKU count by c.30% and sharpening sales focus towards higher-value ranges. Third, we strengthened commercial discipline through refreshed leadership, clearer portfolio architecture ("good-better-best") and tighter governance of pricing, discounting and margin. These actions are supporting volume growth in our core commercial and domestic markets while building a foundation for a recovery

in profitability.

Marshalls Landscaping

Drive greater value from distinctive national

specification pull model

Marshalls Landscaping is a market leader, differentiated by a national, specification-led selling model and a broad customer base across end markets, supported by a national manufacturing and distribution network. Our strategic imperative remains to drive greater value from this model, with an increased focus on margin recovery and disciplined execution.

Our strategy is to: (i) reinforce leadership in our commercial heartlands and increase penetration in higher-margin specified commercial & infrastructure applications, where there remains headroom for growth;

and (ii) strengthen our residential proposition, improving mix and margin through clearer value tiers and sharper go-to-market execution. Delivery is underpinned by four priorities: securing specification earlier in the project lifecycle, deepening long-term customer partnerships, reinvigorating the portfolio through targeted innovation and simplification, and continuing to improve manufacturing efficiency and service performance. Over the medium term, the business continues to target revenue outperformance versus the wider market of one to three percentage points per annum, with improved profitability driven by a lower cost base, improved mix and operational leverage as volumes recover. The business is targeting revenue outperformance of the wider market by between 1% and 3% per year.

delivered revenue of £265.8 million (2024: £268.3 million) a reduction of 1% year on year, reflecting continued market weakness in the segment's end markets. This performance comprised volume growth of 4%, offset by price investment of 1% and a negative mix impact of 4%, as customers increasingly favoured lower-margin products. This resulted in market-share gain in 2025.

Segment operating profit reduced to £0.6 million (2024: £10.7 million), primarily driven by the targeted

price investment, an adverse mix effect and cost inflation, alongside weaker manufacturing efficiency in UK-quarried natural stone processing. This was partially offset by the benefit of volume growth and cost savings from restructuring actions. These factors resulted in segment operating margins reducing by 3.8 percentage points to 0.2%.We responded swiftly to the reduction in profitability, accelerating a comprehensive performance improvement programme. Restructuring actions taken in 2025 are expected to deliver £11 million of annualised cost savings,

including the exit from UK quarried natural stone processing, with around £3 million being realised in the year. These actions materially reduce the fixed cost base and improve operational flexibility, enabling the Group to deliver its national, specification driven model more efficiently.

The business is well positioned to deliver an improved financial performance in 2026 underpinned by cost savings and improving mix dynamics.

Building Products

Strong Water Management performance offset by softness in bricks and lower property income

% share of Group revenue

27%

% revenue by end market

4%

31%

65%

Commercial & infrastructure

New housing

Housing RMI

Building Products generates 65% of its revenues from new housing, 31% from commercial & infrastructure, with the balance being derived from housing RMI. Revenue increased by 4% driven by strong delivery in our Water Management and Mortars business units partially offset by a contraction in revenue in Bricks & Masonry.

Marshalls Water Management

Reposition to access growth and market

headroom in water infrastructure

Water Management is increasingly aligned to infrastructure-led demand. By securing

framework agreements with Tier 1 contractors, investing in engineering and design capability, and backing this with targeted capital investment to strengthen capacity and service resilience, we have built a strong platform ahead of the AMP8 investment cycle. This positioning supports growth in water infrastructure and wastewater management, where regulated programmes and climate adaptation needs

are expected to underpin sustained long-term demand. The business is targeting revenue outperformance of the wider market by between 4% and 6% per year.

Marshalls Bricks & Masonry

Accelerate concrete adoption as

lower-carbon alternative

Bricks & Masonry operated in a challenging new build housing market in 2025, with volumes affected by weaker demand and elevated supply-side competition. Despite this backdrop, we protected operating margins through disciplined pricing and cost control.

Our conviction in the medium-term opportunity is unchanged: as housing activity recovers

and embodied carbon considerations continue to rise, concrete bricks provide a compelling lower-carbon, cost-effective alternative to traditional clay. Consistent with our 'Transform & Grow' approach and disciplined capital allocation, we are maintaining readiness to scale but will keep discretionary investment tightly controlled until there is clearer evidence of a sustained improvement in new housing demand. The business is targeting revenue outperformance of the wider market by between 8% and 12% per year.

Our Water Management business performed strongly, delivering growth through successful commercial execution in both its core housing markets and the wider infrastructure sector, supported by improvements

in stock availability and service levels. In Mortars, we have benefited from a strong service proposition and relatively modest build rates on housing developments that favours our ready-to-use mortars. Brick revenues contracted in a competitive market as we maintained a disciplined pricing strategy, choosing to protect margin rather than chase volume at lower prices.

Segment operating profit decreased by 8% to £13.0 million, with segment operating margin reducing by 1.0ppts

to 7.6%. Profitability improved in Water Management, reflecting higher volumes and an improved mix, and in Aggregates through improved pricing and operational efficiency. These improvements were more than offset by a decline in Bricks due to lower volumes and weaker fixed cost absorption. Mortars profitability reduced modestly despite stronger volumes, as cost increases relating to renewal of the logistics fleet were not fully recovered through price. In addition, the segment received lower levels of property income than that generated in recent years.

Roofing Products

Strong performance from Viridian Solar drives improved profitability

% share of Group revenue

31%

% revenue by end market

10%

39%

51%

Commercial & infrastructure

New housing

Housing RMI

Approximately 51% of revenues in this segment are generated from new housing and around 39%

Marley Roofing

Strengthen roofing heartlands and drive

share in adjacencies

Marley is the market leader in pitched roofing products. In 2025, trading conditions softened in the second half across both new build

and RMI markets and, within tiles, the new build mix continued to evolve as rising solar penetration reduced demand for traditional roof tiles. Additional industry capacity also increased competitive intensity in certain categories. Against this backdrop, Marley remained focused on margin protection, service performance and disciplined trading, prioritising the value of the proposition rather than pursuing low-quality volume.

Under 'Transform & Grow', Marley's strategic focus is to defend and grow its core roofing heartlands while expanding share in attractive adjacencies through the rollout of its full

roof system offer and deeper customer partnerships. Operational self-help is a key enabler: targeted capital investment is

underway to modernise core manufacturing lines, improve productivity and reinforce service resilience, strengthening Marley's ability to deliver consistent returns and high service levels across a range of market conditions. The business is targeting revenue outperformance of the wider market by between 1% and 2% per year.

Viridian Solar

Leverage energy transition tailwinds

to accelerate growth

Viridian Solar is the UK market leader in roof-integrated solar for pitched roofs, supplying primarily into new build housing.

Customers choose Viridian for its best-in-class integrated product, wrap-around technical and design support, and high standards of ESG and supply chain assurance capabilities that are increasingly important as specifiers respond to tightening regulatory requirements.

Under 'Transform & Grow', Viridian's strategic priority is to protect and extend market leadership as regulation-led adoption increases. We are doing this by continuing to invest in product innovation, capacity and supply chain resilience, and service capability to deliver reliably at scale while deepening partnerships with national and regional housebuilders. Part L has been a material driver of adoption and we continue to monitor the evolving regulatory pathway which we expect to further reinforce demand for integrated solar solutions over the medium term. The business is targeting revenue outperformance of the wider market by between 8% and 12% per year.

from housing RMI, with the balance generated from commercial and infrastructure end markets. Revenue in this reporting segment increased by 4% year on year to

£194.3 million. The improved performance was driven principally by Viridian Solar, which delivered revenue growth of 32% for the year, offsetting a modest revenue reduction from Marley. Viridian Solar revenue growth was driven by the continued adoption of its market-leading integrated solar systems by national housebuilders in response to the Part L (2021) building regulations that require higher levels of energy efficiency in new homes.

We estimate that by December 2025 the majority of new houses completed were built to the new regulations and that growth in 2026 will be more modest and will moderate through the year.

Segment operating profit increased to £50.2 million (2024: £49.4 million), delivering a strong operating margin of 25.8% (2024: 26.5%). This reflected increased profitability from Viridian Solar driven by strong volume growth while maintaining pricing discipline. This was offset by a lower contribution from Marley, where profitability was affected by several factors. During the year, the business experienced short-term operational disruption as it executed planned changes to improve manufacturing processes. This reduced stock availability and manufacturing efficiency in certain product categories, which had an associated effect on revenue. In addition, shifting market dynamics reduced volumes in other categories. Targeted capital investment

to improve efficiency and resilience across Marley's core manufacturing lines is underway and will remain a key focus in 2026, supporting a shift to a more efficient production process and helping to maintain returns across a range of market conditions.

Our Section 172(1) Statement

Our Section 172(1) Statement

The Board of Directors of the Company considers that it, both individually and collectively, has acted in a way that would be most likely to promote the success of the Company for the benefit of its members as a whole in the key decisions it has taken during the year ended 31 December 2025.

Pages 28 and 29 provide details of who our stakeholders are and how the Board and the business engage with them, and examples of the influence this has on our strategy, day-to-day business management and the way the Board makes decisions.

The Board directly engages with our employees and shareholders throughout the year. This is through well-established mechanisms for engagement, details of which are set out on pages 28 to 30.

The Board occasionally engages directly with customers on site visits but, in general, its engagement with our other stakeholders is mainly indirect. The Executive Directors ensure the Board is kept fully informed of any material issues with other stakeholders and how we consider their interests in our operation of the business and in the decisions we make.

In addition, the Board also receives regular updates from senior leaders within our business divisions and functions on our progress with strategic priorities and these updates include relevant stakeholder considerations.

It is through this combination of direct and indirect engagement that the Board is able to fulfil its Section 172(1) duties and ensures

decision making is driven by a balanced consideration of what makes us successful and resilient in the short term and sustainable in the long term.

Although there are established parameters for decisions that the Board needs to approve, the business engages openly and

transparently with the Board, to ensure that key decisions that are technically outside these established parameters have the benefit of the Board's knowledge and experience.

In taking key decisions, the Directors of the Company considered the factors specified in Section 172(1) of the Companies Act 2006 (the "Act") including:

S172 Relevant disclosure Reference

S172 Relevant disclosure Reference

S172 Relevant disclosure Reference

Stakeholder Engagement

Our stakeholders

Intensifying strategic execution, with everyone on board

Shareholders

Communication and dialogue build confidence in our purpose

and strategy with investors

The Marshalls Way

Customers

Engaging with our customers drives specification of our innovative product solutions for the built environment

Colleagues

Our two-way dialogue helps Marshalls attract, develop and retain talented people who will help us achieve our purpose and strategy

Key

What we do How we benefit

We generate value through

sustainable growth

Investment, strategic guidance and stewardship

We deliver valuable product solutions

Customer loyalty, brand preference and profitable sales

A stretching, exciting, supportive and inclusive working environment

Diverse, talented, engaged and productive colleagues

Our purpose: 'Building Tomorrow's World'

Our strategic goal: To 'Transform & Grow' with customers who value our unique set of capabilities

We treat suppliers fairly, building longterm relationships

High-quality goods and services resulting in products our customers love

and specify

We act in support of the commitments we make to doing business responsibly

We see the business through the lenses of others

We share knowledge and sector-specific expertise

Government policy, regulatory frameworks and recognition

Suppliers

Dynamic dialogue has built a strong supportive supplier base which supports our purpose and which shares in our success

Communities and the environment We have open and honest dialogue, sharing our goals and progress in

'Building Tomorrow's World'

Government and regulatory bodies

We engage to build confidence in how we operate and to support

our continuous improvement

We do the right things, for the right reasons, in the right way

Stakeholder Engagement continued

How we engaged

'Building Tomorrow's World' and our 'Transform & Grow' strategy are best achieved with active engagement with all our key stakeholders.

Links to corporate pillars

Shareholder value

Sustainable profitability Relationship building Organic expansion



Brand development Effective capital structure and control framework

Marshalls' stakeholder relationships Engagement with our key stakeholders enables us to understand their expectations, strengthen our relationships and ensure our strategic decisions make us more resilient today and supports

long-term sustainable growth. Identifying these stakeholders is key to how we manage our interactions, helping us to engage positively and constructively.

At the core of our approach is a commitment to open and transparent, two-way communication with our stakeholders. This dialogue builds trust, enhances confidence in how we operate, strengthens our brands, drives loyalty and generates value for all stakeholders and, in the long term, ensures we are better able to operate

responsibly, minimise environmental impact and support long-term investment and growth.

Executing our 'Transform & Grow' strategy at pace requires strong governance throughout the Group, and we recognise that engagement with our stakeholders as we accelerate the execution of 'Transform & Grow' is critical.

2025 in focus

Our resilience during 2025 demonstrates the Board and management's ability to act decisively, ensuring we remain resilient whilst positioning ourselves for growth and market outperformance in the medium and long term.

Our governance structures guide us in seeking to take advantage of our strong diversified product portfolio through our brand powerhouses and growth engines. Our decision making has regard to the interests of our stakeholders. This is ingrained within our governance processes, both at Board level and throughout our businesses.

Above all else, the Board prioritises the health and wellbeing of our colleagues and the safety of our operations. This guides everything we do and, alongside our commitment to leadership in ESG, drives our reputation and our brand and is part of what makes Marshalls a great place to work.

Although 2025 has seen prolonged market uncertainty and subdued activity in our key end markets, the Group has remained resilient whilst driving the structural transformation that is a key part of our 'Transform & Grow' strategy. The key outcomes of our balanced approach to decision making during the last year are the Group's return to revenue growth and the operational turnaround of our Landscaping business that is on track to achieve £11 million of annualised cost savings in 2026. As we now look ahead to intensifying the delivery of our 'Transform & Grow' strategy, we recognise that engagement with our stakeholders has never been more vital.

The Board confidently believes that its decisions during 2025 had regard to the interests of all relevant stakeholders and were made in The Marshalls Way.

Section 172(1) of the Act sits at the top of the Board's agenda and is central to the Board's decision making process. The fulfilment of the Board's duty under Section 172(1) sits alongside its consideration of the Group's capital structure, capital allocation policy, internal control frameworks and resilience to existing and emerging risks.

Further details are set out on pages 23 to 25.

The Board continues to work closely with

the Executive and senior management teams, providing the challenge and support that only come where there is transparency and trust.

Importantly, the Board members have all brought their knowledge and experience to bear in the key decisions taken by the Group during the year, ensuring our decisions are informed, thoughtful and balanced.

We have set out further details of how we engage with our key stakeholders on pages 28 and 29.

Stakeholder considerations and outcomes for some of the key decisions made by the Board during 2025 are set out on page 30.

Stakeholder Engagement continued

How we engage

Shareholders

Business engagement

• AGM, Annual Report, trading updates and presentations

• Regular phone and video calls, face-to-face meetings, site visits and investor roadshows

• Shareholder and analyst event at Viridian Solar headquarters

• Investor relations website

• The Chair and Chief Legal Officer and Company Secretary engage on ESG and sustainability

  Board engagement

• The Board engaged extensively throughout 2025 on matters such as financial performance, Remuneration Policy and leadership changes

• Through regular feedback to the Board by the CEO, CFO, brokers and PR advisers, particularly following key reporting events, for example, our half year and full year results and in 2025, following our July trading update

• Investor site visits

• Regular dialogue and correspondence (e.g. in relation to policy matters)

• Engagement at the Company's AGM

Links to corporate pillars

Suppliers

Business engagement

• Centralised Group procurement enables optimal buying power, risk management and strong relationships with all core suppliers

• Effective, regular and honest communication with suppliers, underpinned by a Code of Conduct, Procurement Policy and other core Marshalls policies

• Procurement strategies determined by external market dynamics including transparent, formal and proportionate tenders and robust but fair negotiation processes

• Contracts agreed on mutually beneficial terms aligned to internal policies and all applicable laws

• Procurement decisions made on the basis of total value of goods. Total value considers the end-to-end supply chain, including inbound and outbound logistics, materials, manufacturing processes and efficiency, network design,

  packaging, indirect costs, quality, service and ESG considerations

• Supply chain risk mapping processes and audits of the highest supply risks underpinned by a Supplier Relationship Management (SRM) system

• In-person visits to certain key overseas suppliers in higher-risk supply chains like China and India seeking assurance over the manufacturing environment from both a technical and ethical perspective and supported by an external auditor where necessary

• SRM system as a single source of supplier data, increasing supply chain transparency

• Engagement with NGOs, governmental institutions and ethical consultancies

  Board engagement

• The Board receives regular updates on our engagement and relationships with key suppliers

• Supply chain risk incorporated into biannual Group risk reviews

• Board approval of material new or renewed agreements with suppliers, underpinned by a clear Delegation of Authority Policy and process

• Feedback reports on supply chain performance and compliance through regular updates from both the CEO and our business divisions

• Annual consideration and approval of our Modern Slavery Statement

• Reports on ethical sourcing to the ESG Steering Committee

Links to corporate pillars

Customers

Business engagement

• Ongoing engagement with our major customers, ensuring we continue to reflect their needs in how we operate. Focus during 2025 has been reconnecting with customers of our Landscaping business

• Engagement with a panel of our Accredited Installer scheme, seeking their feedback on behalf of their peers as we evolved and relaunched our installer scheme, ensuring it serves our mutual interests

• Our Chief Executive Officer has met with key customers throughout the year

• Research with housebuilder customers to better understand their challenges and requirements

• Customer satisfaction survey with merchants, contractors, installers and housebuilders, aimed at better understanding customer expectations

• Service level agreements and quality standards in customer agreements

• Design and engineering support for specifying customers

• Training and sharing knowledge with customers, e.g. on our products and greenwashing

• Working with housebuilders to co-develop new products and support emerging construction methods

• Undertaking journey mapping to identify points of friction and deliver targeted service improvements

  Board engagement

• The Board receives regular updates on commercial performance and customer engagement from the CEO and as part of regular updates from our business divisions

• The Board has visibility of key customer performance indicators

• Annual strategy days with members of the Board and our senior management team

Links to corporate pillars

Stakeholder Engagement continued

How we engage continued

Colleagues

Business engagement

• The Employee Voice Group (EVG) represents all business areas and levels and has evolved with broad representation across the Group

• Regular communication across channels, supporting those employees working remotely and those without access to Company email, including the launch of our new intranet platform Buzz

• Participation in two Your Voice employee engagement surveys

• Delivery of Insights Discovery training by our internal facilitators as part of driving a high-performance culture

• Development, training and apprenticeship programmes (including recognition of study completion)

• Continuing to support leadership and talent development programmes throughout the business

• Working with the Institute of Leadership and Management (ILM) to gain accreditation of our manager development programme

• Marshalls Learning Zone platform now integrated throughout the Group

• Focus on positive safety culture, supported by health, safety and wellbeing policies and training programmes

• Leaders can connect with the elected representatives of our recognised Trade Unions and, via these, the constituents that they represent

  Board engagement

• Board participation in the EVG via Angela Bromfield, our designated Director for employee engagement, with other Board and senior management team members attending

• Board site visits

• Annual reviews of people, talent and Group reward strategies

• Review of senior management team performance, succession planning and wider talent development initiatives

• Health and safety reviews at every Board meeting, with an annual review by the Board with our Group SHE Director

• Active engagement in mentoring and coaching with both our high-potential colleagues and other specific cohorts within the business, e.g. female engineers

• Reporting to the Audit Committee on "whistleblowing" reported through the Serious Concerns Policy and our external independent partner, Safecall

Links to corporate pillars

Communities and the environment

Business engagement

• Implementation of new ESG reporting software, Envizi, to improve data accuracy and processes

• Approved Science Based Targets initiative carbon reduction targets, including net-zero by 2050

• Tree planting, biodiversity action plans and quarry restoration programmes

• Sites have a community liaison contact and host local community meetings, supported by internal procedures and complaint escalation process as part of our management systems

• Fundraising and food donations to our charity partner, The Trussell Trust

• Social value activity aligned with customer priorities

• Engagement with education providers on employability skills to support the next generation in the construction industry

• Product donations and employee volunteering

• Engagement with UN Global Compact Network UK working groups on modern slavery and sustainability reporting

• Gold member of Supply Chain Sustainability School

• Sponsored bricklaying training facilities to help address skilled labour shortages in the construction sector

  Board engagement

• Through the ESG Committee, the Board is actively engaged with the Group's ESG and sustainability strategy, including the monitoring of science-based targets

• The ESG Committee receives regular updates on our ESG programme and commitments

• ESG measures included within Executive Director incentives

• The ESG Committee is now an established part of the Board programme

Links to corporate pillars

Government and regulatory bodies

Business engagement

• Regular dialogue with Government, regulators and industry groups

• Active membership of the Construction Products Association, the Mineral Products Association and Ceramics UK

• Effective and clear policies against bribery and the elimination of modern slavery with training for colleagues and business partners

• Training for colleagues on anti-facilitation of tax evasion and fraud prevention

• Business-wide engagement on the preparation for the implementation of the Economic Crime and Transparency Act and associated Companies Act 2006 changes

• Refresh of our data protection framework

  Board engagement

• The Board provides direction to the support of the UN Global Compact's principles, and policies relating to modern slavery and anti-bribery

Links to corporate pillars

Stakeholder Engagement continued

Key Board decisions and stakeholder considerations

Leadership changes: Appointment of Simon Bourne as CEO

Multiple stakeholder considerations

Shareholders: Further leadership change was a significant event for the Group. Engagement with shareholders following the change was a critical part of rebuilding shareholder confidence, particularly in light of recent performance challenges. A structured and transparent communications plan ensured shareholders understood the rationale for the Board's decision to appoint Simon as CEO.

Suppliers: A strong and stable supply chain underpins strategic delivery.

The Board took into account the need for leadership with deep understanding of supply chain operations and the ability to maintain balanced, mutually beneficial supplier relationships.

Customers: Given competitive pressures and evolving expectations, customer relationships were a core consideration, with a need to build on the work we have done reconnecting with Landscaping customers over the last year. Leadership that strengthens key relationships, is focused on delivering excellent customer experience and that responds to customer feedback was essential. Simon's previous role as Chief Commercial Officer put him at the centre of our customer engagement drive meaning continuity is assured under his leadership as CEO.

Colleagues: The Board assessed the impact on our culture and engagement, recognising that recent restructurings and market conditions have affected morale. Effective leadership was required to reinforce a high-performance culture and support colleague motivation and development. Simon's track record with the Group provides a platform from which we can rebuild engagement, support development and re-establish Marshalls as a great place to work.

Communities and the environment: The transformation Simon has overseen

in our operations has contributed to our mission to lower the carbon intensity of our products and manufacturing. His transition to CEO will support progress with carbon and ESG leadership and the Group's broader sustainability commitments.

Government and regulatory bodies: The Board considered the importance

of leadership that would maintain confidence in Marshalls' governance, support compliance and engage constructively on policy and regulatory developments.

Landscape improvement plan: Optimisation of the Landscaping network with the Group on track to deliver annualised savings of £11 million in 2026

Multiple stakeholder considerations

Shareholders: Performance improvement in our Landscaping business underpins shareholder confidence in the Board and the Group. This has been a consistent theme in our engagement with shareholders over the last year. Decisive, sometimes difficult, actions were taken at various points during the year to optimise performance of the division. Improving performance will help to rebuild confidence in our ability to create long-term shareholder value.

Suppliers: Engagement with our supply chain was necessary to understand the impact on our materials and logistics requirements across the network and to help strengthen our strategic supply partnerships.

Customers: Understanding customer needs is essential to improving our product and service proposition which, in turn, should deliver better margins and improved market share. Feedback from customers shaped targeted improvements in the Landscaping business, including manufacturing products as close as possible to where customers need them, reducing operational and logistics costs, which has resulted in early tangible results, including increased sales volumes in the division.

Colleagues: Early and transparent engagement with colleagues was critical given the significant people impact of the Landscaping improvement plan and

our commitment to operating in The Marshalls Way. Capability assessments were aligned to the wider commercial plan for the division, ensuring our investment is focused on meeting current and future customer needs. Through the EVG, the sensitive manner in which this difficult situation was managed was acknowledged.

Communities and the environment: The impact of decisions on our sites and the communities in which they operate was part of our decision making processes, and the Board challenged the broader social and economic implications of the proposed changes, which were mitigated by responsible consultation and support for affected employees. A benefit of our network optimisation is reducing the distances over which our products travel to get to their end destinations, which could contribute towards our own and our customers' carbon reduction goals.

Government and regulatory bodies: The Board sought assurance that

in delivering the Landscaping improvement plan the Group was honouring its legal obligations, particularly those relating to our colleagues.

Our stakeholders

Shareholders Suppliers Customers Colleagues

Communities and the environment Government and regulatory bodies

Sustainability

Built for the Future

Turning ambition into practical action that helps our customers reduce carbon, build resilient spaces and make responsible choices.

Vanda Murray OBE

Chair

Dear stakeholder

As I reflect on our ESG journey, it is clear that having a solid foundation, proven track record and clear action plans has been key to our progress

in this area. While there have been changes and challenges, we remain focused on our intentions and the action required to deliver on our priorities.

Last year, I said our focus in 2025 was on ensuring the safety and wellbeing of our colleagues, reducing our environmental footprint and making a real impact to our communities - and that's exactly what we've done.

Looking after our colleagues is a commitment

that comes from the very top of the organisation, filtering down to every team member so we all take responsibility for each other. A great example of this is our new competency training framework to verify health and safety aspects for high-risk activities for which we're finalists in the 2026 Mineral Products Association (MPA) Health & Safety Awards.

Early in 2026, we launched our new ESG framework,

ESG governance

We're committed to making a material difference to the built environment. Built for the Future is our approach to sustainability, turning ambition into practical action that helps our customers reduce carbon, build resilient spaces and make responsible choices.

Underpinned by our 'Transform & Grow' strategy and guided by the United Nations Global Compact's principles in the key areas of human rights, labour, environment and anti-corruption, along with the UN's Sustainable Development Goals (SDGs), we drive our ESG strategy through 'road to net-zero', 'skills and community', and 'trust and transparency' pillars. Throughout this section, we will highlight where we are making a contribution to individual SDGs.

Our ESG strategy is led by our Chief Legal Officer and Company Secretary and delivered by the ESG delivery team with support from the ESG Steering Committee and oversight from the ESG Committee at Board level.

X ESG Committee Report page 90

On our road to net-zero by 2050, we continue to reduce our carbon footprint and

I'm proud to say Marshalls has been named a European Climate Leader for the fourth time."

'Built for the Future', strengthening our commitment to supporting skills in our industry and providing our customers with the product sustainability information they need. On our road to net-zero by 2050, we continue to reduce our carbon footprint and I'm proud to say Marshalls has been named a European Climate Leader for the fourth time.

Our journey continues and I look forward to sharing our progress with you.

Sustainability continued

Materiality assessment

Review process

Our 2025 ESG materiality matrix is based on the SASB Standards for Construction Materials and the UN SDGs, and it's aligned to our risk heatmap. We have put in place a documented materiality review process, with a full review every three years and a light touch review in the years in between.

Materiality light touch review process

1

• Desktop research

• SASB Standards for Construction Materials

• Analysis of ESG and sustainability

  reporting standards

  2

• Stakeholder analysis

• Analysis of industry issues

• Analysis of broader ESG issues

  3

• Final review and presentation to ESG Steering Committee

• Sign-off from the Board as part of Annual Report & Accounts approval

• Publication in Annual Report & Accounts

2025 is the last year in the cycle for a light touch review, with a view to conducting a full review in 2026. The 2025 review looked at the issues that matter most to our key stakeholders and have an impact on our business. Using a combination of desktop research and analysis of industry issues, the matrix was analysed by the ESG delivery team and reviewed by the ESG Steering Committee.

2025 review

10

Impact on the business

12

13

11

13

10

6

8

1

8

9 4 5

3

7

7

2

4

Moderate

Significant

1 Carbon reduction and energy management

2 Product innovation

3 Supply chain resilience

4 Health, safety and wellbeing

5 Talent and inclusion

6 Human rights and environmental due diligence

7 Social value

8 Operational resilience

9 Regulatory environment and reporting

10 Circularity and waste management

11 Anti-corruption and ethics

12 Water management

13 Biodiversity management

High

The matrix we present here is a mitigated position and is aligned with our Risk Register.

Since our last review, a small number of changes have been made to continue to align with our 'Transform & Grow' strategy, as follows:

Stakeholder interest

• Activity on 'diversity and inclusion' and 'talent and development' is part of our wider people strategy so they have been combined as 'talent and inclusion'

• 'Sustainable supply chain' has been renamed 'supply chain resilience', as this better reflects our updated work on climate-related risks

• In the same light, 'climate adaptation' has been renamed as 'operational resilience'

• Further internal activity on 'biodiversity management' means that our mitigated position has changed, even though it remains relevant to our business

  Low

• There has been no change in position for 'regulatory environment and reporting', as this continues to be a mitigated position based on short-term impact

  Our ESG materiality matrix is primarily based on financial impact on the business but has also taken into consideration stakeholder interest.

  Sustainability continued

  SKILLS AND COMMUNITY

  
  
  

  2025 highlights

  • Two Group-wide employee surveys

  • IOSH Managing Safely training programme

  • Launch of Buzz intranet platform

  • Increased percentage of female colleagues

    2026 priorities

  • Focus on positive safety culture through

    colleague engagement

  • ILM accreditation of Ignite manager

    development programme

  • Continued recruitment and development of early careers apprentices

  • Social value programme

    Sustainability isn't just environmental; it's also about people. Despite a challenging year, we continue to invest in skills, apprenticeships and communities to help us build a stronger industry. Through partnerships with training providers and charities, we aim to support the next generation and those entering the sector. This upholds the same commitment we have to our colleagues to make Marshalls

    a great place to work - a key enabling underpin of our 'Transform & Grow' strategy. This includes Buzz, our first Group-wide intranet platform introduced in 2025. Buzz brings the whole Marshalls Group together in one platform and enables us to be consistent with our messaging and reach everyone

    at the same time.

    Leadership, talent and succession

    • Leadership Academy

    • Manager development programme

    • Coaching and mentoring

    Learning and development

    • Apprenticeships

    • Health and safety training

    • Data Academy

    Colleague engagement

    • Employee survey

    • Employee Voice Group

    • Toolbox talks and roadshows

    
    
    

    Developing our colleagues to be the best they can be is a priority for us and we know that managers and leaders play a key role in building a culture where colleagues can thrive. As we move forward with our 'Transform & Grow' strategy, we continue to evolve our approach to leadership, talent and succession.

    We are proud to be working with the Institute of Leadership and Management (ILM) to achieve accreditation for our Ignite manager development programme, which has been developed and delivered by our dedicated learning and development team to provide our managers with the skills and tools they need to perform at their best. In 2025,

    we complemented our approach with the delivery of 33 development sessions across the business, facilitated by our internal accredited Insights Discovery practitioners. With a focus on people managers,

    the sessions were rolled out to embrace a culture where we appreciate differences and diversity of thought, and work better together as a result.

    We aim to build a learning culture that drives high performance, making Marshalls an even better place to work for our existing colleagues and in attracting future talent. This commitment is supported by our Learning and Development Policy, which ensures our colleague development principles and processes are consistent, fair and efficient.

    In 2025, our Marshalls Learning Zone was introduced into Marley and Viridian Solar. This has enabled us to have a consistent and modern approach to delivery of learning. We continue to support

    our colleagues through our apprenticeship programme, by addressing key business needs and supporting early careers. By the end of 2025, we had 145 apprentices, including twelve new early careers engineering apprentices and a number of operations, commercial, IT and HR colleagues graduating from our Leadership Academy, Data

    Academy and Production Academy.

    Listening to what our colleagues think about working at Marshalls is important to us. In 2025, we ran two Group-wide Your Voice employee surveys to measure the key drivers of colleague engagement. Feedback from our colleagues enables us to build a picture of what's going well and what we should work on to make positive change so we can make Marshalls a great place to work.

    The colleague voice is further supported by the Employee Voice Group (EVG), which meets quarterly and is made up of elected colleagues from different parts of the business, along with the Unite National Convenor. Meetings are chaired by our Chief People Officer and attended by members of the Board and Executive Team who rotate throughout the year. In 2025, four meetings were held with discussions ranging from strategy, health and safety, and corporate charity partnership to intranet implementation and Your Voice survey results and action.

    Sustainability continued

    SKILLS AND COMMUNITY CONTINUED

    Social value and developing skills

    Our approach to social value is focused on engaging with community and education projects. From our early careers engineering apprenticeships to the work we do with further education colleges, we engage directly with people who are building careers in the construction industry.

    We have several engagement programmes in place with education providers, including Leeds College of Building, which includes donation of building materials for their construction courses and running mock interviews with bricklaying students to promote employability skills.

    We also continue to support the National Housebuilding Council (NHBC) Tamworth Training Hub with donations of concrete bricks for their groundworker apprenticeship programme, and Marley has partnered with the School of Architecture, Design and the Built Environment at Nottingham Trent University to support and encourage the next generation of undergraduate architectural technologists.

    Social value partnership with Morgan Sindall Construction

    In 2025, Marshalls was chosen to join the Morgan Sindall Construction Responsible Business Charter. As a member of Morgan Sindall's North West supply chain family, we have joined the social value pilot initiative aimed at delivering measurable impact that benefits local communities, businesses and the North West region. This includes employee volunteering and partnerships with construction training providers.

    
    
    

    Each day at Marshalls I'm feeling a bit more confident in every aspect of work. I'm shadowing experienced engineers and being taught key principles. I like working here and feel confident my knowledge of engineering will improve due to the continued support from Marshalls. I couldn't be more pleased with my decision to apply for an apprenticeship at Marshalls and am certain this was the best choice for me."

    Max Pickles

    Engineering Apprentice

    Data reporting

    The data we report represents the whole Group for the majority of metrics shown. Due to data collection limitations, disability and ethnicity data apply to the Marshalls business only.

    Women in leadership roles are senior leaders

    reporting directly into the Executive Team.

    During the year, we made over £80,000 of charitable, community and product donations, which are supporting local community projects including a primary school in Lancashire, a children's charity in Glasgow and a further education college in Gwent.

    Our colleagues also engage in volunteering and in 2025 activities ranged from tree planting at our Howley Park quarry and conservation work with

    the City of Trees charity to supporting a number of different charities, including our charity partner for the last three years, The Trussell Trust. We extend our thanks to The Trussell Trust and wish them well in the great work they do to tackle food poverty in the UK. In 2026, we look forward to working with our new corporate charity partner, Building Heroes.

    Gender split*

    	2025	2024	2023
    Male	82%	83%	84%
    Female	18%	17%	16%

    2,348

    employees (2024: 2,435)

    11

    years

    as a Living

    Wage employer

    145

    colleagues in apprenticeship programmes (2024: 168)

    18%

    women colleagues

    (2024: 17%)

    28%

    of women in leadership

    roles (2024: 34%)

    £80,134

    charitable, community and product donations (2024: £62,829)

    
    
    

    * 2025: male (1,934), female (414).

    Disability

    	2025	2024	2023
    No disability	49%	50%	50%
    Disability	2%	3%	3%
    No disclosure	49%	47%	47%

    Ethnicity

    	2025	2024	2023
    White British/White other	76%	78%	80%
    Minority ethnic group (Asian,	6%	2%	2%
    Black, mixed/multiple
    heritage or other minority
    ethnic groups)
    No disclosure	18%	20%	18%

    
    
    

    Age

    	2025	2024	2023
    Aged under 30	13%	13%	11%
    Aged 30-39	25%	25%	25%
    Aged 40-49	23%	23%	22%
    Aged 50-59	27%	27%	29%
    Aged 60+	12%	12%	13%

    Sustainability continued

    SKILLS AND COMMUNITY CONTINUED

    Health, safety and wellbeing

    Marshalls continues to operate in an environment where the health, safety and wellbeing of our people are key priorities, through the use of strong governance and procedures. This is further supported by having clear objectives in place to demonstrate the progress we are making.

    Our Health and Safety Policy is approved by the Board and reviewed annually. Our CEO is the Board Director responsible for the health and safety performance of the Group.

    Strong performance

    In 2025, we met our Group combined lost time injury frequency rate (LTIFR) target of 2.99, with an LTIFR of 1.54. The achievement of annual health and safety improvement targets is directly linked to the remuneration of the Executive Directors

    and senior management, as explained in the

    Remuneration Report on pages 92 to 112.

    The focus in 2025 has been to strengthen our positive safety culture by empowering our colleagues to look out for themselves and their colleagues.

    This has been further supported by the rollout of

    IOSH Managing Safely training and further progress on our high-risk activity programme. The concern reporting, safety conversations and incident modules in our Benchmark digital compliance management tool have been rolled out across the business.

    This provides us with live data, enabling us to manage the health and safety of our colleagues in a consistent way.

    Priorities for 2026 include strengthening our controls around high-risk activities, improving our health and safety training and continued focus on safety culture through employee engagement.

    Good catch - Small actions make a big difference

    In 2025, we launched "Good catch: Small actions make a big difference" across our operations. This campaign was aimed at spotting risks early and stepping in before something goes wrong.

    The premise is that everyone at Marshalls is a safety champion and no matter your role, your actions count. This campaign is built on three ideas:

    • We're all responsible for safety

    • Small actions can prevent big accidents

    • Sharing real stories helps us all learn and care

    The campaign was supported by posters, toolbox talk guides and videos of colleagues relating their personal accounts of why it is vital to make safety part of what we do every day.

    
    
    

    	2025	2024 2023
    LTIFR (per million hours worked)	1.54	2.34 -
    Group manufacturing/quarry sites with ISO 45001 for health and safety management	85%	85% 82%
    Employee/contractor fatalities	-	- -

    Note: 2023 LTIFR not available due to full Group reporting starting in 2024.

    Note: 2024 and 2025 ISO 45001 data is for the Group and not directly comparable to 2023.

    The safety of our people matters

    Nothing we do is worth getting hurt

    for and that starts with the right behaviours - but those won't happen if we don't care enough to look after ourselves and our colleagues. This is why health and safety are everyone's

    responsibility. We can put in place rules and processes, and these are absolutely necessary, but they won't work if we don't take accountability by looking after ourselves and each other. Our focus

    is on empowering our colleagues to stop and think, by embracing a positive safety culture."

    Simon Bourne

    Chief Executive Officer

    
    
    

    Sustainability continued

    TRUST AND TRANSPARENCY

    
    
    

    2025 highlights

  • Creation of AI strategy and launch of Ethical Use of AI Policy and training

  • Continued Fair Tax Mark accreditation and Living Wage employer

  • Fraud prevention training programme

    We believe how we do business matters as much as what we make. When it comes to responsible sourcing, we map suppliers, assess ethical risks, set expectations, support factory training programmes and share practical guidance so customers can make informed, trusted decisions.

    2026 priorities

• Code of Conduct refresh

• AI awareness and training programme

• Supplier engagement programmes for solar

  and stone

  Internally, we train teams to spot signs of modern slavery, and listen and act on their feedback through our EVG and colleague surveys. As a Living Wage employer since 2014 and holder of the Fair Tax Mark since 2015, we're committed to doing the right thing - consistently.

  Compliance and training

  Our compliance training modules are delivered annually and they cover modern slavery, anti-bribery and corruption, GDPR, non-facilitation of tax evasion, cyber security, sexual harassment and our Code

  of Conduct.

  In preparation for the Economic Crime and Corporate Transparency Act, we developed and refined our internal procedures. We also rolled out training to help our colleagues feel more confident about spotting and stopping suspicious activity. In 2026, we will be further

  refining our Fraud Prevention Plan, which includes a review programme every two years or as and when needed.

  Ethical use of AI

  In 2025, we launched our AI strategy that balances managing risk and driving opportunity through responsible AI use. We followed up our Cyber Awareness Month with training on AI, which was rolled out to all digitally connected colleagues to

  Paying our fair share of tax

  Since 2015, Marshalls has proudly displayed the Fair Tax Mark, which signifies that we pay the right amount of tax at the right time. This accreditation highlights our dedication to transparency and responsible business practices, reassuring stakeholders of our integrity.

  
  
  

  Fair Tax is integral to Marshalls because we're committed to being a responsible business. This commitment aligns with our participation in the UN Global Compact and our efforts to contribute to the UN SDGs.

  Anti-bribery and corruption

  Our Anti-Bribery Code sets out our definition of bribes and the different ways bribes can be evident in business. We have a Serious Concerns Policy which is based on our commitment to creating a working environment where everybody feels able

  	2025	2024 2023
  Group manufacturing/quarry sites with ISO 9001 for quality management	85%	85% 82%
  Group manufacturing/quarry sites with ISO 14001 for environmental management	100%	100% 92%

  Note: 2024 and 2025 data is for the entire Group and not directly comparable to 2023.

  communicate our new Ethical Use of AI Policy and

  to engage people on the risks and opportunities

  presented by using AI in the workplace.

  2026 will see a programme of activity led by our CIO and AI Steering Committee focusing on strengthening internal controls and harnessing the value that AI can bring to our business.

  to raise legitimate concerns about any wrongdoing

  without fear of criticism, discrimination or reprisal.

  Since 2019, we have operated Safecall, our independent whistleblowing service, which enables any of our people, contractors, suppliers and other stakeholders to raise their concerns. Safecall is

  in place to enhance a culture of openness and to demonstrate that malpractice is taken seriously and dealt with at the highest level.

  Sustainability continued

  TRUST AND TRANSPARENCY CONTINUED

  Supply chain due diligence

  Having been a signatory to the United Nations Global Compact since 2009, we understand the importance of promoting and upholding ILO principles of fair and decent work, both in our operations and with our suppliers. We also understand the local factors behind labour exploitation, and that our approach needs

  to be adapted to the cultural, economic and social norms of the regions in which we do business.

  We manage our supply chains through a detailed onboarding process, with an enhanced focus on higher-risk regions and sectors. Our Business and Human Rights Lead works closely with procurement teams across the Group to promote responsible sourcing and to understand risk for new and existing suppliers. This

  is achieved through a variety of activities, including desk research, independent ethical audits and supply chain mapping, as well as visits, interventions and supplier training. Where improvements need to be made, we issue corrective action plans. In the cases where suppliers fail to work to the required ethical standards, we explore alternative sourcing strategies.

  As a UK manufacturer, the majority of our spend is with direct suppliers in the UK. As part of our accreditation as a Living Wage employer, we monitor the living wage across our UK locations, although our use of temporary labour is relatively low. In 2025, only 14% of our spend was with suppliers based overseas, and eight out of our top ten suppliers by spend were based in Europe.

  We have identified three sectors as presenting a higher risk of human rights concerns: solar panels, natural stone and ceramics. In 2025, we made progress in all three categories, increasing the number of independent audits commissioned on the previous year. China, which accounted for our largest overseas spend, remained the focus of our ethical initiatives. We also continued to develop new strategies for India, our second largest overseas spending region, and audited a supplier in the Gulf region.

  X Modern Slavery Statement on marshalls.co.uk/modern-slavery-statement

  Solar supply chain mapping

  In 2025, Viridian Solar continued to map its polysilicon supply chain, visiting silica mines and quarries for the first time, as well as purification and processing plants. This marked a significant milestone as we've now visited manufacturers in all eight layers of our polysilicon supply chain.

  At each location, we've carried out ethical interviews and site tours, with the support of our direct suppliers. This has helped us start to build relationships and understand the local challenges. We plan to continue our visits to ultimately cover every polysilicon related supplier and will be promoting our standards as we go.

  As a founding member of the Solar Stewardship Initiative (SSI), a pan-European industry collaboration promoting responsible sourcing for the solar sector, we continue to work towards SSI certification standards. In 2025, we started a joint collaboration with a direct supplier towards ESG certification with SSI.

  Modern slavery awareness training in UK operations

  In 2025, we rolled out modern slavery awareness training in online sessions for digitally connected colleagues, as well as new toolbox talks for those working in our manufacturing facilities. We also delivered tailored in-person sessions for site managers and senior leaders in our UK operations.

  The training explored the workplace factors that contribute to worker exploitation. It also analysed case studies of events leading up to two major modern slavery prosecutions in the UK, where criminal

  gangs had infiltrated the supply chains in construction and food production. Discussion centred around signs and red flags to look out for in day-to-day operations as well as onboarding procedures. A similar presentation was made to our people team.

  
  
  

  Sustainability continued

  ROAD TO NET-ZERO

  
  
  

  2025 highlights

  • Scope 1 and 2 emissions under SBTi trajectory line for near-term goals

  • Implementation of ESG reporting software

  • Publication of our Carbon Reduction Plan

  • Biodiversity action plan programme in place for

    all our extractive sites

    We're reducing emissions across our operations, products and supply chain, guided by SBTi-approved targets. From renewable energy and captured-carbon bricks

    to our lower-carbon concrete technology and widespread EPD coverage, we're making it easier for customers

    to specify lower-carbon solutions with confidence.

    2026 priorities

• Development of analytical capability of ESG

  reporting software

• EPD development programme

• Re-accreditation to ISO 14001 for Environmental Management

  Net-zero by 2050

  Our carbon reduction targets have been approved by the Science Based Targets initiative (SBTi).

  These targets are driving our activity and this is particularly important for us because we know the role we play as a manufacturer in reducing our carbon footprint. We want our targets to be meaningful and for our progress to stand up to scrutiny. With approved science-based targets, we are clear that our near and long-term targets will enable us to reach net-zero by 2050.

  Marshalls has a mandatory duty to report annual greenhouse gas (GHG) emissions under the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013. We use The

  Greenhouse Gas Protocol: A Corporate Accounting and Reporting Standard (revised edition) and the Department for Energy Security and Net Zero published conversion factors (June 2025) to measure GHG emissions.

  Our work is underpinned by our Carbon and Climate Change Policy and two-thirds of the electricity we consume as a Group is sourced from renewable sources. We disclose information according to mandatory reporting requirements from Streamlined Energy and Carbon Reporting (SECR), Task Force on Climate-related Financial Disclosures (TCFD) and Climate-related Financial Disclosures (CFD).

  Overall net-zero target

  Marshalls plc commits to reach net-zero GHG across the value chain by 2050.

  Near-term targets

  We commit to reduce absolute Scope 1 and 2 GHG emissions 50.5% by 2030 from a 2018 base year* and to reduce absolute Scope 3 GHG emissions 37.5% by 2033 from a 2018 base year*.

  Long-term targets

  We commit to reduce absolute Scope 1 and 2 GHG emissions 90% by 2040 from a 2018 base year and to reduce absolute Scope 3 GHG emissions 90% by 2050 from a 2018 base year*.

  * The target boundary includes land related emissions and removals from bioenergy feedstocks.

  Measuring our carbon footprint

  We measure our emissions according to the criteria of the Greenhouse Gas Protocol and we outline here what the different scopes mean to us:

• Scope 1 refers to our direct fuel usage, including diesel, petrol, liquefied petroleum gas (LPG), heating oil, kerosene and natural gas. We measure this through statements, invoices, meter readings and third-party supplier data

• Scope 2 refers to our indirect emissions, which is the electricity we have purchased

• Scope 3 refers to all other emissions across our entire value chain

X Carbon Reduction Plan on marshalls.co.uk/sustainability

Progress against targets

Progress against our targets over a five-year period is reflected in the bar charts overleaf. The target line shown here is based on our science-based targets for the Group.

Whilst reduction in production activity does lead to a broadly commensurate drop in energy

consumption, a combination of individual fuel type mixes and fixed baseloads means this is not always linear. Our 2025 data is in line with expectations and our absolute emissions remain well within the approved 1.5°C science-based target pathway.

We use an intensity ratio in order to define emissions data in relation to our business and we report this as kg CO2e per tonne of production. We report three years of intensity (relative) Scope 1 and 2 market based emissions data as Marshalls and Marley previously used different intensity ratios.

These are now aligned.

IBM Envizi software

With SBTi-approved targets firmly in place for the Group, we wanted to enhance our capability for measuring our emissions and improve the

accuracy of our data. To help us stay on track with our net-zero by 2050 target, we started working with IBM in 2025 to integrate their ESG reporting platform, Envizi, into our systems. Moving from manual data capture to a more automated system was a natural step for us.

The Envizi platform will enable us to get a clear, real-time view of our carbon impacts at Group and site level. We will be able to track our progress, spot improvement opportunities and make faster,

better-informed decisions. With more accurate data, we'll be in a stronger position to further reduce our environmental impact and ensure transparency for customers and stakeholders.