Television Francaise 1 SaEURONEXT: TFI

2025 Universal registration document

· MarketScreener

2205

Universal Registration Document

Including the Annual Ïinancial Report



Table of contents

2025 Integrated report 3

Message from our Chairman and CEO 4

Analysis of the 2025 financial year

275

The TF1 Group, a key player in the French

audiovisual sector 6

TF1 Group strategy 10

CSR strategy and actions 12

A model creating value for all stakeholders 16

A long-term value-sharing strategy 20

Main risks associated with the business 22

Engaged and diversified governance 24

Outlook for 2026 27

01 Presentation of the TF1 Group 29

  1. Group history 30

  2. Simplified organisation chart 31

  3. Markets 32

    1. 2025 significant events 276

      05

    2. Activity and results 278

    06 Financial statements 287

    1. Consolidated Financial Statements 288

    2. Notes to the consolidated

      financial statements 294

    3. Statutory auditor's report on the

      consolidated financial statements 360

    4. Parent company financial statements 365

    5. Notes to the Parent Company

      Financial Statements 369

    6. Statutory auditors' report

    07

    on the financial statements 392

  4. Group activities 44

  5. Strategy 46

    Share ownership and stock market information

    399

  6. Regulatory environment 50



Risks and how they are

7.3

Relations with the financial community

404

managed



55

7.4

Authorisations and corporate actions

405

02

  1. Risk factors 56

  2. Risk prevention measures relating

    to processes 63

  3. Internal control procedures 64

03 Corporate governance 75

  1. Corporate governance statement 76

  2. Corporate governance arrangements 92

  3. Statutory auditors' report on related

    party agreements 110

  4. Principles for remuneration of corporate

    officers in respect of 2026 113

  5. Disclosures on remuneration

of corporate officers in respect of 2025 121

04 Sustainability statement 133

4.1 General Disclosures 135

  1. Share ownership 400

  2. Stock market information 402

  1. Disclosures on stock options

    and performance shares 411

  2. Other information 417

  3. Statutory auditors' report

on the reduction in capital 421

08 General Meeting 423

  1. Agenda 424

  2. Report of the Board of Directors on the resolutions submitted for approval to the combined

    General Meeting of 16 April 2026 424

  3. Draft resolutions 430

09 Additional disclosures 435

4.2 Environmental disclosures

160

statements

436

4.3 Social disclosures

193

9.2

Calendar

436

4.4 Information on business conduct

236

9.3

Information included by reference

437

4.5 Summary and correspondence tables

246

9.4

Financial press releases published in 2025

437

9.1 Person responsible for the Universal Registration Document and information on the verification of the financial

  1. Report on the certification

    and verification 266

  2. Not related to sustainability:

voluntary disclosures 270



  1. Addresses of main subsidiaries

    and holdings as of 31 December 2025 438

  2. Cross-reference tables 439

  3. Glossary 445

  4. Index 447



document Universal registration

Including the annual financial report

2205

The Universal Registration Document was filed with the AMF on 11 March 2026. AMF is the competent authority in respect of Regulation (EU) 2017/1129, and the Document was filed without prior approval, in accordance with Article 9 of said regulation. The Universal Registration Document may be used for a public offer of securities or for the admission of securities to trading on a regulated market if it is supplemented by an offer notice and, if applicable, a summary and all amendments made to the Universal Registration Document. The ensuing set of documents is approved by the AMF in accordance with (EU) 2017/1129. This document may be viewed on and downloaded from https://www.groupe-tf1.fr/en.

The Universal Registration Document is a reproduction of the official version of the Universal Registration Document established in XHTML format and available on the AMF website: amf-france.org/en.



2 I TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025



‌2025 Integrated report

Message from our Chairman

and CEO 4

The TF1 Group, a key player in the

French audiovisual sector 6

TF1 Group strategy 10

CSR strategy and actions 12

TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025 I 3



‌Message from our Chairman € CEO



Rodolphe Belmer

Chairman & CEO of the TF1 Group

Ladies, Gentlemen, dear shareholders,

In 2025, TF1 kept its strategic plan on track and delivered performances that testify to the Group's resilience, notwithstanding a challenging macro-economic environment and shifting consumption habits taking a toll on the television advertising market, particularly in the fourth quarter. These performances in such an environment enabled the Group maintain two of its full-year targets, i.e. strong double-digit growth in digital and a growing dividend policy, while the margin from activities target revised in the third quarter has also been achieved. The Group enjoyed an increase in advertising market share, in both the linear and digital segments, took a disciplined approach to cost management, and proved agile in managing its portfolio.

TF1 played a more central role in France's popular culture than ever before. It once again proved capable of revealing talent, breathing life into the heroes and heroines of the day, and upholding positive values through its premium content. From the final episode of HPI, which attracted up to

7.8 million viewers, to the big comeback of Star Academy, the new season of which reached an audience of over 50 million people in France, the launch of Flash-Back, and the success achieved by Montmartre and by all our major entertainment shows, our live and scripted programmes have all become part of our viewers' everyday lives. On the sports front, TF1 once again captured the hearts of the French public, for instance by showcasing our national women's basketball, football, rugby and handball teams.

4 I TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025

TÏ1 CROUP INTE CR6TED REPORT

Message from our Chairman € CEO

Our news division, essential to democratic debate, has further strengthened its position. Our news programmes reached over 18 million French viewers each day in 2025 in a drive involving: an extended Bonjour ! morning news programme; a rolling news channel benefiting from its new numbering to unveil a rigorous editorial stance and achieve an audience share of over 2%; daily news programmes delivering their highest viewing figures ever; plus the new offering

In 2025, TÏ1 kept its strategic plan on track

and delivered performances that testify to the Croup's resilience. ″

of video podcasts launched towards the end of the year. Our editorial teams endeavour to deliver news that is of high quality, responsible, fair, unbiased and a reflection of the major concerns of French people today, an undertaking that is vital to democratic debate in the run-up to the 2026 and 2027 elections.

We scaled up our streaming activities. TF1+ reached around 38 million people in France on average each month, hitting a record high of 42 million during our best month of the year. The platform is particularly popular among young people aged 15 to 34, around 14 million of whom viewed our content each month, corresponding to 97% of this age bracket. We keep enhancing the platform to offer an increasingly personalised, fluid and gamified multi-screen experience, as well as new immersive and interactive advertising formats for advertisers. In 2025, 20% of TF1's total content consumption occurred on non-linear. This percentage rises to around 50% for our daily series and to over 80% for reality TV programmes, which are highly digitised. This proves that our brands are now designed to thrive on linear TV, streaming, and social media alike.

TF1 reiterated its ambitions in Production and Distribution. Newen Studios is now Studio TF1, having taken a big step towards closer integration

within the Group. This name change reflects our determination to generate more internal synergies and expand our international presence, where TF1 is a powerful and recognized brand. The future looks very bright on the back of the solid results achieved in 2025, especially in North America thanks to Johnson Production Group which we acquired in summer 2024.

TF1 has championed the necessary regulatory battles. Our sector is currently being penalised by regulatory asymmetries. In 2025, we successfully brought the entire audiovisual industry on board by publishing a White Paper aimed at protecting France's creative ecosystem, which has been undermined by international platforms, and at promoting its uniqueness and beneficial impact on the country.

TF1 stepped up its CSR initiatives. The CSR roadmap has been fully incorporated into the Group's strategy. Eco-production measures continue to be deployed on sets and will be deployed systematically by 2028 at TF1 Production and Studio TF1, boosting the Group's decarbonisation efforts. The Group is also expanding initiatives to promote diversity and inclusion both in its content and within the Company, as part of a drive reiterated in 2025 with the preparation of a diversity and inclusion charter by its employees.

The Group's transformation wil accelerate in 2026, largely thanks to three major initiatives. Starting in the summer, our groundbreaking distribution partnership with Netflix will enable us to reach new audiences and improve our penetration of an increasingly fragmented market. Where monetisation is concerned, at-scale deployment of micropayments on TF1+ will diversify the Group's revenue streams beyond advertising by applying a model that draws its inspiration from the mobile industry. Finally, to take things even further in our push to win new advertisers for whom television remains out of reach, we will launch a dedicated offer and purchasing journey tailored to SMEs and retail networks.

50 Years Young: reinventing Ourselves. Throughout 2025, we demonstrated that TF1 is more than a heritage brand: it is a cultural leader in tune with its time, constantly evolving with strength and determination. Confident in its unique strengths, the Group is ready to tackle the challenges and opportunities of 2026.

BOULOGNE-BILLANCOURT,

11 March 2026

TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025 I 5

ÏIRST

‌Ths TÏ1 Croup, a key player ïn ths Ïrsnch

»udïovïsu»ľ ssctor

The French and international audiovisual landscape has undergone major changes in recent years in line with the profound transformation of video consumption uses. On demand uses are growing massively in France and becoming part of everyday practices. This momentum is driven by the digitalisation of the television screen, and in particular by the success of smart TVs. The increase in usage is creating a buoyant market for digital video advertising on television screens.

At the same time, demand for innovative, local and multi-genre content is sustained both in France and in other European countries. Consumer tastes and expectations have become more demanding. In response, pure players like Netflix, Prime Video and Apple TV, along with traditional broadcasters, are now looking to production companies and their specialised know-how. In this buoyant context, French creation, and especially drama, are enjoying considerable international success.

Positioned in these two emerging segments, the TF1 Group is a key player in the French audiovisual industry and the leader of France's private television sector with a strong presence in content production and distribution. It intends to strengthen this position in coming years by i) consolidating its leadership on linear television channels through a premium content offering, ii) further developing the first free streaming platform in France and the French-speaking world in the form of TF1+, with the aim of becoming the go-to premium destination on the television screen for family entertainment and news, and iii) boosting Studio TF1's position on the international stage by leveraging the power of the TF1 brand.

This strategy is part of a technological, editorial and cultural project, which harbours strong ambitions, namely to keep pace with fast-changing uses and expectations in an effort to continue uniting French people over the long term. We achieve this every day by being the epicentre of French popular culture, by bringing great moments of shared emotion to as many people as possible, and by offering high-quality, reliable information that respects pluralism.

private sector broadcaster in Ïrance



3,036

employees on permanent contracts

6 I TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025

TÏ1 CROUP INTE CR6TED REPORT

Ths TÏ1 Croup, » ksg pľ»gsr ïn ths Ïrsnch »udïovïsu»ľ ssctor

34.5% fi 30.9%

Leadership in Group audience share among target audiences (1)

among W < 50pdm and 25-49-year-olds

38 million

average monthly streamers in 2025 (1)

€2,297m

revenue

1.2 billion

hours viewed on TF1+ in 2025

€198m

TF1+ advertising revenue

€252m

current operating profit from activities

11.0%

margin from activities

€102m

free cash flow after WCR

€515m

net cash position

(1) Médiamétrie - Mediamat, Restit TV.

TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025 I 7



TÏ1 Croup ľsvsr»gss

two operating segments

€1,574m

advertising revenue

of which

€198m

TF1+ advertising revenue

Media

The Media segment offers premium news and entertainment content through its five free-to-air channels (TF1, TMC, TFX, TF1 Séries Films, LCI), the streaming platform TF1+, the digital news platform TF1 Info, and its four thematic pay channels (Ushuaïa TV, Histoire TV, TV Breizh, Série Club).

TF1 Pub, the leading multi-media ad sales house network in France, is the business partner for advertisers and agencies. It markets advertising spaces for programmes made for linear and non-linear segments. TF1 Pub is also a leading ad sales house in the radio market, with Les Indés Radios.

Ïree-to-air channels













11.0%

margin from activities

34.5%

30.9%



Group audience share among W < 50pdm and 25-49-year-olds (1)

Theme channels



Ad sales house, production and distribution



38 million

average monthly streamers in 2025 (1)

(1) Médiamétrie - Mediamat, Restit TV.



Complementary businesses



TÏ1 CROUP INTE CR6TED REPORT

Ths TÏ1 Croup, » ksg pľ»gsr ïn ths Ïrsnch »udïovïsu»ľ ssctor

that share common strengths and values

The TF1 Group operates complementary businesses in entertainment, music and live shows, and licensing.

Streaming





Studïo TÏl

Studio TF1, a TF1 Group subsidiary, is one of Europe's leading players in audiovisual and cinema production and distribution, with a portfolio of more than 50 production labels.

Located in 10 countries across Europe (France, Germany, Belgium, Denmark, Spain, the Netherlands, the United Kingdom, Norway, Sweden and Finland), Studio TF1 also operates in the United States and Canada through Studio TF1 America.

Active in all areas of audiovisual creation (series, TV films, cinema, documentaries, current affairs shows, animation and entertainment), Studio TF1 provides all industry players, from public and private television channels to digital platforms, with programmes to inspire, entertain and inform all audience categories. Studio TF1 brings together and captivates audiences across all distribution channels, particularly through series with worldwide reach.

Studio TF1 boasts one of Europe's most extensive rights catalogues comprising 20,000 hours of audiovisual rights (TV) and over 1,000 heritage films.

This pioneering spirit is among the TF1 Group's core values and relies on the engagement and agility of the many talented individuals who see Studio TF1 as a springboard for their creativity and projects.

€376m

revenue

10.7%

margin from activities

4,000

hours of programmes produced in 2025





°

See section 1.2 of this Universal Registration Document for a simplified organisation chart showing the Group's subsidiaries.

°

The TF1 Group is one of the six business segments of the Bouygues Group.

°

Bouygues is a diversified services group structured into four sectors of activity: Construction, Energy and Services, Telecoms and Media.

‌TÏ1 Croup strategy

Ambitions

Ïor 50 years, the TÏ1 Croup's mission has been to entertain, inform and bring together the Ïrench population. This is the driving force behind the Croup's industrial, editorial and cultural project: "TÏ1, les Ïrançais ensemble".

The Group intends to remain a driver of national cohesion through the major role it plays as a responsible media group that is central to the propagation of French popular culture and a go-to source of quality news.

In a universe marked by proliferating screens and fragmenting attention spans, the Group aims to establish itself as the primary premium destination on TV screens for family entertainment and quality news in French with:

°

a strong cultural project reflected in the desire to bring the French together by providing them with opportunities to experience key moments of shared emotion;

°

a distinctive editorial project built on an offering of spectacular entertainment viewing made up of major family-friendly, events-based and series-focused franchises; and on

top-quality news programming, underpinning the country's democratic workings;

°

an ambitious technological project upheld by a digital acceleration strategy and plans to make TF1+ the French population's go-to destination for streamed entertainment and news programming.

The Group's ambition is to finance high-quality entertainment and news programmes and to offer French audiences premium programmes whose production values and funding levels exceed those of its competitors. Consequently, the Group is building an industrial model that enables it to sustainably finance its line-up of French-language family entertainment and high-quality news programmes.

Strategic priorities

The Croup's strategic priorities are as follows:



Become the leading

free streaming

platform

in Ïrance and

in Ïrench-speaking markets

Reinforce Studio TÏ1's

international

stage

by leveraging the TÏ1 brand's appeal

position on the

Strengthen

the Croup's

leadership

in the linear advertising market

TÏ1 CROUP INTE CR6TED REPORT

TÏ1 Croup str»tsgg

1

Strengthen the Croup's leadership

in ths ľins»r »dvsrtising m»rkst

The Group's first strategic priority is to consolidate its linear advertising market share in a declining market.

Firstly, by cementing its unrivalled reach, which sets it apart in the eyes of advertisers. To do so, the TF1 Group is committed to offering the best entertainment that is free-to-view, family-friendly and serialised, coupled with a trusted news offering for the French public, capable of uniting all audiences and generating unrivalled joint viewing figures.

The second lever being activated to consolidate its market share is a distinctive pricing strategy. As from 2026, the Group will continue to overhaul its linear advertising offering with a new segmentation centred around two complementary products: TF1 Prime, which takes full advantage of TF1's leadership in prime-time TV and certain exceptional slots; and the Reach offering, to maximise the coverage of multi-channel campaigns.

2

Become the leading free streaming platform

in Ïr»ncs »nd in Ïrsnch-sps»king m»rksts

After just two years of existence, TF1+ has become the leading free streaming platform for French-language speakers, scoring success across all value pillars (awareness, first visibility, consumption frequency and volume, ad loads, and monetisation).

TF1 has now embarked upon the second phase of its digital acceleration plan, consisting of a series of initiatives such as extending distribution of the Group's content; notably with the groundbreaking agreement reached with Netflix coming into force in the summer of 2026; and the ramp-up of micropayment, a complementary revenue stream to advertising.

3

Reinforce Studio TÏ1's position on the international stage

bg ľsvsr»ging ths TÏ1 br»nd's »pps»ľ

In an increasingly fragmented and globalised audiovisual production sector, Studio TF1 is now capitalising on TF1's international visibility as recognised by the industry's leading players, especially in the United States and United Kingdom.

Studio TF1's strategic priorities are to:

°

secure the business in France with long-standing partners;

°

keep expanding the client base via collaborations with platforms;

° expand film production and distribution.

‌CSR strategy and actions

The TF1 Group's approach to corporate and social responsibility forms an integral part of its strategy and is built on a dual sense of responsibility: (i) a duty to set an example in the internal actions it takes, whether they be aimed at reducing its environmental footprint or at fostering diversity and inclusion within its teams; and (ii) an important duty towards society in the form of the content broadcast on its channels and on TF1+, in a drive to contribute to society's social and environmental transformations. It consists of three top priorities:

Contribute





to the ecological transition

Take action

to foster an inclusive and fulfilling workplace

Consolidate



our role as trusted media



Decarbonising our activities and our industry

ESRS E1

ESRS E5

Raising audience awareness of the environmental transition

ESRS S4

Promoting more responsible advertising

ESRS S4

Cultivating diversity, inclusion and engagement within our teams

ESRS S1

ESRS 2



Ensuring health, safety and well-being at work

ESRS S1

Promoting

diversity and encouraging solidarity in the workplace

ESRS S4

Ensuring news ethics and promoting media literacy



ESRS C1

Protecting personal data and complying with business ethics

ESRS C1 ESRS S4

Cuaranteeing responsible business practices

ESRS 2

ESRS C1

TÏ1 CROUP INTE CR6TED REPORT

CSR strategy and actions



Contribute to ths snvironmsnt»ľ tr»nsition

Détox ta maison



Decarbonising our activities and our industry

The TF1 Group has embarked upon a decarbonisation pathway and its targets have been approved by the SBTi. It is aiming to reduce its scope 1 and 2 CO2 emissions by 42% and its upstream scope 3 emissions by 25% between 2021, the baseline year, and 2030. Where eco-production is concerned, the Group was awarded 17 labels in 2025 for TF1 Production, TF1 Factory and Studio TF1, and a further eight labels for its purchased programmes. The Procurement Department has rolled out a new low-carbon roadmap which includes a more thorough CSR questionnaire, recognition of suppliers that have made SBTi commitments, and the addition of a carbon clause to all new contracts. Another major initiative concerns green IT, with a study being carried out on the lifecycle assessment of a video in order to identify further action that can be taken to reduce the carbon footprint. In addition, the Group is working to promote low-carbon mobility among its employees and energy sobriety in its buildings.

Examples

of eco-production labels obtained in 2025



Ici tout commence

Le Diplôme

Raising audience awareness of the environmental transition

The Group's channels pursued their efforts to inform the public about the environmental transition in 2025 by broadcasting 1,109 environment-related topics in its TV news programmes and 153 in its Bonjour ! morning show. These efforts received recognition in the form of 11 awards in the Deauville Green Awards 2025 and span all types of programmes seeking to spread eco-responsible practices (drama, live programming, children's programmes, current affairs shows, documentaries, etc.). Such content is showcased in the Impact vertical on TF1+ and based on news flow at the time, for example during the United Nations Ocean Conference in June 2025 and the COP30 in November 2025.

Promoting more responsible advertising

The Group promotes environmentally responsible products and services through dedicated offerings, such as the Ecofunding Carbon fund which financed more than 1,300 awareness-raising spots broadcast on TV in 2025. In total, 24% of advertisements broadcast on the Group's channels concern a more environmentally friendly product or service or convey an environmentally responsible message. As concerns the reduction in the carbon footprint of advertising campaigns broadcast on TF1+, clients continued to ramp up their use of low carbon solutions in 2025. Lastly, TF1 plays its part in the advertising industry's environmental transition, as testified by the webinar on the theme of decarbonising advertising held in May in which more than 100 advertisers took part.



Take action to foster an inclusive and fulfilling workplace

Cultivating diversity, inclusion and engagement within our teams

In 2025, the TF1 Group offered its employees an opportunity to co-write a Diversity and Inclusion Charter. A new face-to-face training course on "ordinary -isms" (racism, sexism, validism, etc.) was dispensed to 248 managers and the course is now available to everyone in e-learning format. The Group also launched its "Je m'engage" ("I take action") platform offering employees an opportunity to do volunteer work for an association of their choice, with one day of leave offered for them to do so.

Ensuring health, safety and well-being at work

The Group continues to take action to protect the health and safety of its employees, for example by offering early screening tests to detect cancers and other diseases. As regards mental health, which has been declared a major national cause, the Group offered a new e-learning course entitled "L'odyssée de la santé mentale" ("Mental Health Odyssey"). The TF1 Group tackles sexism, violence and harassment through various recurring measures, such as ensuring a dedicated officer is systematically available on shoots and raising awareness of its whistleblower platform. In addition, it put domestic violence under the spotlight by holding a conference on the topic and including a specific guarantee in the health insurance policies of its employees.



Nos voix pour toutes

Showcasing diversity and the big issues



Têtes plongeantes

Promoting diversity and encouraging solidarity in the workplace

Each year the Group supports over 130 associations in a variety of ways, for example with free advertising campaigns, operations on its channels, and special programmes during Cancer Appeal Week and for the Restos du Cœur food charity. The Group is keen to raise awareness about the integration of disabled people and once again participated in Duo'Day by opening its doors to 13 disabled students and jobseekers with a passion for the audiovisual arts and offering them opportunities to co-present certain high-profile programmes. Other examples of content with a clear focus on societal issues included the Nos voix pour toutes concert on TMC raising funds for the Fondation des Femmes (France's Women's Foundation), the Têtes Plongeantes documentary on mental health, and a daily episode of Star'Academy addressing the topic of school bullying. Last of all, the Group is pursuing efforts to make its content more accessible, for instance through subtitling and audio description.



Montmartre Star'Academy

TÏ1 CROUP INTE CR6TED REPORT

CSR strategy and actions

Consolidate our roľs »s » trustworthg sourcs ot msdi»



Rencontres de l'Info: journalism and content creation

Ensuring news ethics and promoting media literacy

In 2025 the Group published a charter on the use of artificial intelligence by its journalists in an effort to rise to today's challenges and uphold its mission as a news provider. It also bolstered its news offering by extending its Bonjour ! morning news programme and launching a new offering of video podcasts on TF1+. Its priorities also include promoting media literacy and tackling misinformation, as reflected in the six Rencontres de l'Info public debates it organised covering topics ranging from documentaries to advertising and attended by over 4,100 participants, and in the 667 articles published by Les Vérificateurs from TF1 Info.

Protecting personal data and complying with business ethics

In 2025, 95% of TF1 Média employees received training in the GDPR in e-learning format and two new training courses were rolled out to reinforce a data protection culture; one for the Data, Digital, Advertising, IT and RH teams and the other aimed at Data Protection Officers. The Group also stepped up its training programmes on the topic of business ethics, with a focus on anticompetitive agreements, in order to guarantee exemplary ethical practices in its activities. Meanwhile, the internal whistleblower system continues to be deployed.

Cuaranteeing responsible practices in our activities

The Procurement Department reviewed its responsible procurement roadmap in 2025 by factoring in the Group's social, societal, environmental and ethical risks as well as its purchasing volumes, and held a Responsible Procurement Convention attended by over 80 strategic suppliers. The Group also continued to apply its human rights policy across its entire value chain. Lastly, it is introducing specific measures aimed at protecting vulnerable audiences, including content ratings and the viewing of programmes by a psychologist prior to broadcasting.



‌A model creating value for all stakeholders

2025 significant events

°

Parity maintained on the Executive Committee.

°

°

51% women on the Management Committee. 41.5% women recruited in Tech, Digital and Data.

°

°

95% of employees report that they are proud to work for the TF1 Group, 93% consider themselves to be engaged employees (internal opinion poll 2025). Signature of the Les Entreprises pour la Cité diversity charter.

°

Rodolphe Belmer, President of LaFA (La Filière Audiovisuelle); François Pellissier, Executive Vice President, Business and Sports, reappointed as President of the ADMTV alliance; Anne-Gabrielle Dauba-Pantanacce appointed to the Executive Committee (former Vice President, Communications & Public Relations for France and Southern Europe at Netflix).

2025 significant events

°

°

Newen Studios becomes Studio TF1, capitalising on the strength of the TF1 brand. JPG (Johnson Production Group) and Reel One Entertainment become Studio TF1 America, the world's biggest producer and distributor of TV films.

°

The TF1 Group and audiovisual creation players sign a new agreement reiterating their engagement and agreeing to exploit their works through the micropayment system on TF1+.

°

The TF1 Group wins the Grand Prix des Médias CB News 2025 award; TF1+ the Grand Prix Stratégies de l'Innovation Média 2025 award.

Human

capital

°

° 3,036 employees on permanent contracts An extensive and wide-ranging training programme through TF1 University

° Talent recruitment and retention

° Employee engagement

° Parity in governing bodies

° Diversity and inclusion

° Professionals with recognised market expertise

Intellectual

capital

°

Editorial expertise, our bond with viewers, the value of our brands and channels

°

Commercial expertise in advertising space sales and relationships with advertisers

°

Production of content (documentaries, drama, unscripted shows, news, etc.)

°

Intellectual property developed in-house, and monetisation of our brands and services

°

Capacity to innovate and develop synergies, in both content and advertising space sales

TÏ1 CROUP INTE CR6TED REPORT

A model creating value for all stakeholders

Economic and financial

capital

°

Stable, long-term share ownership with one key shareholder, the Bouygues Group, and a strong employee shareholding

° Capital contributed by shareholders

° Profits generated by the Company

° A solid Group cash position

2025 significant events



°

Shareholders' equity (Group share) of

°

€2,058 million and a market capitalisation of €1,760 million at 31 December 2025. Net profit/(loss) from continuing operations of €153 million.

° Free cash flow after WCR of €102 million.

° Net cash position of €515 million.

Productive

assets

°

TF1's HQ building, including five studios: TF1 owns its corporate headquarters in Boulogne-Billancourt with a surface area of 35,167 sqm

°

Production equipment (from production to broadcasting)

°

Studio TF1's various operational sites in France and abroad

2025 significant events

°

8,760 hours of programmes broadcast by TF1, of which more than 1,888 hours of news programmes

°

4,000 hours of programmes produced by Studio TF1 in 2025

4

The Croup's strengths

18 I TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025



TÏ1,

TÏ1 CROUP INTE CR6TED REPORT

A model creating value for all stakeholders

ľgs Ïranşaïs gnsgmbľg

Our value creation

Our audience

A loyal, engaged mass audience: France's no.1 private-sector broadcaster. Unrivalled relationship with French people: 81% of French people and 82% of those under 35 say that TF1 is a part of their daily lives.

High-quality content and diversified services.

Entire offer available on streaming. A vast range of add-on services.

A larger proportion of content aimed at raising awareness of socio-environ-mental issues.

A streaming platform available in

26 French-speaking countries.

Our clients

A variety of high-impact premium advertising spaces for all targets.

Innovative solutions (multi-platform, digital, targeted, real-time), such as programmatic and segmented TV advertising.

Support for advertisers who want to balance business strategy with contributions to society.

Diversified content with strong international appeal.

Our employees

Advantageous terms of employment.

Employability built through career pathways and skills development.

Training on current significant risks (anti-corruption, hacking, fight against sexism, climate change, GDPR, etc.).

Regulators, Ïrench state

Active involvement in helping shape media industry regulations at the French and European levels, one example being the White Paper published by La Filière Audiovisuelle (LaFA).

A major contributor with more than 90% of its taxes and duties paid in France.

Ïrench audiovisual sector

A substantial financial contribution via the French production requirement which promotes the industry's development.

A responsible employer of French broadcasting industry talent.

Civil society and charities

Promotion of diversity in the workplace and in our programmes.

Open to non-profits via donations and free advertising spaces.

Support for over 130 charities involved in mutual aid.

Our shareholders

Return on invested capital paid in the form of dividends.

Transparent communication.

81%

of the French population

of which

82%

of those under 35 say that TF1

is a part of their daily lives

A streaming platform available in

26

French-speaking countries

>90%

of taxes and duties paid in France

>130

charities supported

TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025

I 19



‌A long-term value-sharing strategy

Ïree cash flow after WCR * (Cm)

313

289

TF1 is committed to a value-creating strategy, illustrated by its regular cash flow generation, at the service of its

development and shared with its stakeholders.

127

191

102

2021

2022

2023

2024

2025



* See section 9.7 for a definition of free cash flow after WCR.

Dividend (C/share)

0.45 0.50

+40%

0.55

0.60 0.63(1)

2025

yield: 8%

2021

2022

2023

2024

2025

(1) Proposal submitted for approval by the General Meeting on 16 April 2026.

TÏ1 CROUP INTE CR6TED REPORT

A long-term value-sharing strategy

Stock market information

Share price (€)

2025 2024 2023 2022 2021

High (1)

9.07

9.05

8.67

9.40

9.36

Low (1)

7.26

7.03

6.27

5.67

6.56

Closing price

8.33

7.32

7.14

7.16

8.73

Performance of TF1 shares over the year

+13.9%

+2.5%

-0.3%

-18.0%

+32.4%

Performance of the SBF 120 over the year

+10.3%

-2.5%

+15.3%

-10.3%

+26.2%

Market capitalisation at 31 December (€m)

1,760

1,544

1,505

1,507

1,538

Average daily volume traded (thousands of shares) (2)

176

134

173

231

275

Number of shares in issue at 31 December (millions)

211.3

211.0

210.9

210.5

210.5

  1. Highs and lows represent the highest and lowest values recorded at close of trading.

  2. Euronext.

Share ownership at 31/12/2025

0.4%

Treasury shares

10.5%

Employees

42.2%

Free float

Share factsheet

LISTED ON: Euronext Paris MARKET: Compartment A ISIN: FR0000054900

KEY INDICES:

SBF 120

CAC MID 60

CAC MID & SMALL

46.8%

Bouygues

‌Main risks

associated with the business



Main risks associated with the business model Importance *

Risks related to competition from

other channels, new players and new usages

Risks related to competition from other channels, services and platforms

Risks related to changes in distribution models

Risks related to the lack of sufficient visibility of the TF1+ application on screens

Operational risks

Risk of loss of key programmes

Risks that programmes will become unsuitable for broadcast Risks related to cyber-attacks

Risk of intrusion during live public broadcasts

Risks related to the broadcasting of TF1 programmes - Risk of signal transmission interruption and execution risk

Legal, regulatory and ethical risks

Risks related to broadcasting licences and ARCOM

enforcement powers

Risks related to societal pressure on advertising and programmes

Risks related to disadvantageous changes

in personal data protection regulations

* Importance = estimated impact and probability of occurrence.

Of significant importance. Of moderate importance.

TÏ1 CROUP INTE CR6TED REPORT

Main risks associated with the business

Corresponding actions

° Strategy aimed at maintaining the Group's leadership in linear advertising and developing TF1+'s digital offering

° Groundbreaking strategic partnerships that optimise visibility and monetisation

° Operation of TF1+ live in OTT (Over The Top) environments while maintaining distribution value for distributors (offering "additional value" compared to referencing models)

° Strategic partnerships that optimise visibility and advertising revenue

° Negotiation of slots for home-page visibility with TV manufacturers and OS (operating system) providers

° Close monitoring of developments on the SGI (Services of General Interest) regulation

° Multi-year contracts and industry-wide agreements securing supplies

° Diversification of supplies

° Upstream partnerships (format licences, pre-financing, etc.) and new forms of partnership

° Pooling and reselling of rights

° Cybersecurity roadmap

° Cyber-insurance cover programme

° Reinforced measures to protect members of the public

° Slight delay of a few minutes for major live entertainment broadcasts

° Variety of alternative networks to DTT

° Negotiation of very short response times for DTT broadcasts

° Back-up measures bolstered for certain channels

° Programme Compliance Division tasked with ensuring that programmes comply with regulatory requirements

° Voluntary commitments to the environmental transition, adherence to ARCOM and ADMTV charters (Food Charter, Code of Conduct, etc.)

° Vigilance in protecting young viewers when selecting programmes to produce or purchase

° Advertising spots screened by the ARPP and TF1 Pub before broadcasting

° Participation in discussions around legislation and regulations on personal data protection

These risks are described in detail in chapter 2 of this Universal Registration Document. Sustainability risks are described in detail in chapter 4 of this Universal Registration Document.

‌Engaged and diversified

governance

Composition of the Board of Directors

and its specialist committees as of 31 December 2025





EXPERTISE





Audiovisual and Digital

International









Governance Management CSR

COMMITTEES

Audit Committee



Ethics, CSR and Patronage Committee



Selection and

Remuneration Committee



Committee Chair



Profile of the Board of Directors

as of 31 December 2025

11

Rodolphe BELMER







Chairman and Chief Executive Officer

Charlotte BOUYGUES

Permanent Representative of SCDM,

Director



Marie-Aude MOREL

Employee Shareholder Representative Director





Finance



Olivier BOUYGUES

Director



Orla NOONAN

Independent Director









Pascal GRANGÉ

Permanent Representative of Bouygues,







Director

Marie PIC-PÂRIS ALLAVENA

Independent Director





Sophie LEVEAUX

Employee Representative Director



Coralie PITON

Independent Director

directors



3

directors

representing employees, including 1 for employee shareholders

7.3 years

average length

of service (1)



55.6 years

average age (1)

37.5%

independent

directors (1) (2)

55.5%

women directors(1) (3)

8

meetings

in 2025



Olivier ROUSSAT

Director





Yoann SAILLON

Employee Representative Director



Didier CASAS

Non-Voting Director

  1. Excluding the Non-Voting Director.

  2. Excluding Employee Representative and Employee Shareholder Representative Directors.

  3. Excluding Employee Representative Directors.

See section 3 for details on the work of the Board

of Directors, the composition of the Board committees and the work of these committees in 2025.

TÏ1 CROUP INTE CR6TED REPORT

Engaged and diversified governance

Remuneration policy

criteria aligned with strategy and sustainable development

The remuneration components opposite were awarded in 2025 to Rodolphe Belmer as Chairman and Chief Executive Officer.

On 12 February 2025, acting on a recommendation from the Selection and Remuneration Committee, the Board of Directors decided to apply the principles and rules for determining remuneration, as approved by the General Meeting of 17 April 2025 in its 8th resolution, to Rodolphe Belmer in his role as Chairman and Chief Executive Officer.

Change in executive officer

remuneration

€2,838,879

Remuneration of the Executive Officer

The remuneration determined by the Board of Directors, on the advice of the Selection and Remuneration Committee, is in the general interests of the Company, and takes into account the following three factors:

° business performance;

° stock market performance;

° Bouygues sector and intra-Group comparisons.

The following factors are taken into account in determining the Executive Officer's fixed remuneration:

°

°

the level and difficulty of the Executive Officer's responsibilities; his experience in the post;

°

practices followed by the Bouygues Group or companies with comparable activities.

26,844

127

21,000

352,115

1,518,920

920,000

(€)

2024

€2,608,720

34,206

30,000

403,674

1,220,840

920,000

2025

Variable remuneration is contingent on the attainment of objectives based on collective and individual criteria, both quantitative and qualitative. The variable remuneration of the Executive Officer for 2025 is defined according to six criteria, and is capped at 170% of his fixed remuneration.

A Corporate Social Responsibility criterion has been included in the qualitative criteria since 2014. On the advice of the Selection and Remuneration Committee, the Board of Directors also decided to set a target for reducing CO2 emissions from 2021 onwards, in line with the Group's Climate Strategy announced in December 2020.

In accordance with Say on Pay rules, the remuneration policy and the remuneration due or granted to the Executive Officer for the last financial year are submitted to a shareholder vote at the General Meeting each year. See chapter 3 of the 2025 Universal Registration Document for more information.

Remuneration of Executive Committee members

Since 2017, the variable compensation of each Executive Committee

Fixed remuneration

Annual variable remuneration

Multi-year variable remuneration (1) Remuneration for serving as a Director Benefits in kind

(1) Fair value of performance shares and stock options granted during the year.

Each year, Rodolphe Belmer is awarded performance shares subject to continuing employment and performance conditions assessed over a three-year period.

member has included a CSR criterion. The actual criterion varies between each Executive Committee member, depending on their managerial responsibilities and the associated CSR issues.

Ethics and compliance:

an enduring Croup commitment

A major audiovisual group such as TF1, which broadcasts and produces content consumed daily by several tens of millions of viewers and Internet users, has a far-reaching impact on society.

To earn the trust of our audiences, clients, partners (producers, advertisers, etc.) and our shareholders, we must demonstrate an unwavering commitment to ethical values.

The TF1 Group has therefore developed a Code of Ethics that sets out the fundamental values it expects its employees to embody in their work. This Code establishes clear and specific principles to help employees make the right decisions when faced with real-life risk situations. It also governs the quality of the information produced and broadcast on all media and makes sure that our programmes comply with our commitments to society.

The Ethics, CSR and Patronage Committee is one of the driving forces behind this effort.

The Code of Ethics and compliance programmes are updated regularly and communicated to employees. Since 2024, the TF1 Group has provided them with practical information sheets to supplement and illustrate the Code of Ethics and the Group's various compliance programmes and policies. These provide employees with practical information, examples and recommendations to help them carry out their duties in line with the TF1 Group's ethical values on a day-to-day basis.

The Code of Ethics is available at https://www.groupe-tf1.fr/en



‌TÏ1 CROUP INTE CR6TED REPORT

Outlook for 2026

Outlook for 2026

At a time when video consumption habits are changing rapidly, the Group's ambition is to establish itself as the primary premium destination on TV screens for family entertainment and quality news in French.

The Group's strategic priorities are to:

°

strengthen the Group's leadership in the linear advertising market;

°

become the leading free streaming platform in France and in French-speaking markets;

°

reinforce Studio TF1's position on the international stage by leveraging the TF1 brand's appeal.

In the Media segment, the TF1 Group will continue to offer the best array of free, family-oriented and serialised entertainment. In particular, the first quarter of 2026 will see the return of some major franchises - Koh-Lanta, Dancing with the Stars and The Voice - that have large digital audiences (particularly among young targets). The hit drama Cat's Eyes will return for its second season.

Throughout the year, the Group will also offer a wide range of sports, including the majority of Six Nations matches and the Nations Championship (rugby), friendlies played by the French national team as well as Nations League matches (football), and the women's basketball World Cup.

For the Group's ad sales house, 2026 will be a year of transformation. After changing the length of its ad pricing unit in 2025, the Group overhauled its linear advertising offering on 1 January 2026, featuring a new segmentation that is more suited to market expectations and that takes full advantage of TF1's leadership in prime-time TV.

The transformation also includes the launch of TF1 Ad Manager in January 2026, a unified platform for agencies and advertisers that makes it easier for them to do their media buying and oversee ad campaigns (on TV or digital). The platform makes use of artificial intelligence at each stage of the process, and in particular helps clients create ad content. The platform also aims to address a new segment of the market, making television accessible to SMEs and business networks through a dedicated solution (to be launched in April 2026).

After launching TF1+ in January 2024 and having positioned it in the advertising market as a premium alternative to YouTube, the Group has entered the second phase of its strategic plan and its priorities in 2026 are to:

°

Ramp up micropayments, which have shown very promising results since they were launched in September 2025. In 2026, the Group will expand its catalogue of eligible content for micropayments and strengthen the editorialisation around these offerings to maximise their visibility among streamers. The roll-out of micropayments in telecom operators' set-top boxes will continue, and will include integrated payment solutions to make purchases easier;

°

Extend the distribution of the Group's content, with the groundbreaking agreement signed with Netflix coming into force in the summer of 2026.

All Netflix subscribers in France will be able to watch TF1 Group channels and TF1+ on-demand content directly on Netflix. This unprecedented alliance will enable the Group to extend its coverage, allowing its TF1+ platform to reach new audiences and opening up new horizons in terms of advertising.

For Studio TF1, activity will be skewed towards the second half of the year, as it has been in previous years, particularly in connection with Studio TF1 America's delivery schedule (1).

2026 will notably be marked by the Group's new theatrical film distribution division, with four films already scheduled for release, including the Jean Moulin biopic starring Gilles Lellouche. This is a key milestone for the Group, allowing Studio TF1 to support productions from development to theatrical release.

Capitalising on its strategy, on its new digital initiatives and on its solid financial position, the Group's targets are as follows:

° strong double-digit revenue growth in digital in 2026;

° aim for a growing dividend policy in the coming years.

Against a backdrop of rapidly changing consumption habits and a persistently unstable macroeconomic and political environment, the linear advertising market is expected to remain under strong pressure in 2026.

During this digital transition phase, the Group intends to maintain a mid-to-high single digit margin from activities before capital gains in 2026, subject to the evolution of the linear market.

(1) JPG and Reel One

MONTMARTRE

28 I TF1 GROUP UNIVERSAL REGISTRATION DOCUMENT_2025



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