Heineken Holding N.V.

Annual Report (ESEF) • Feb 20, 2025

heiho-2024-12-31-en 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ANNUAL REPORT 2024 Established in Amsterdam Ownership Heineken Holding N.V., which holds 50.005% of the issued share capital of Heineken N.V., heads the HEINEKEN group. Object The object of Heineken Holding N.V. pursuant to its Articles of Association is to manage or supervise the management of the HEINEKEN group and to provide services for Heineken N.V. It seeks to promote the continuity, independence and stability of the HEINEKEN group, thereby enabling Heineken N.V. to grow in a controlled and steady manner and to pursue its long-term policy in the interest of all stakeholders. Activities Heineken Holding N.V. does not engage in operational activities itself. These have been assigned within the HEINEKEN group to Heineken N.V. and its subsidiaries and associated companies. Income Heineken Holding N.V.’s income consists exclusively of dividends received on its interest in Heineken N.V. Dividend Every Heineken N.V. share held by Heineken Holding N.V. is matched by one share issued at the level of Heineken Holding N.V. The dividend payable on the two shares is identical. Listing Heineken Holding N.V. shares are listed on Euronext Amsterdam. PROFILE This Annual Report can be downloaded from www.heinekenholding.com Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 3 Contents 2 Profile Report of the Board of Directors page 5 Board of Directors of Heineken Holding N.V. 6 Introduction 6 Policy Principles 6 Activities 7 Review of 2024 8 Heineken N.V. Performance in 2024 and Outlook 9 Financial Statements 9 Dividend 10 Corporate Governance Statement 10 Introduction 12 Board of Directors 16 General Meeting of Shareholders 20 Article 10 of the EU Takeover Directive Decree 21 Sustainability Statements 21 Introduction 24 ESRS 2 General Disclosures 45 Incorporation by Reference 46 Environmental 47 Social 48 Responsible 49 Remuneration Report Statement – The pdf and iXBRL viewer copy of the Annual Report of Heineken Holding N.V. for the year 2024 is not in the ESEF- format as specified by the European Commission in Regulatory Technical Standard on ESEF (Regulation (EU) 2019/815). The ESEF reporting package is available at www.heinekenholding.com. Financial Statements 2024 page 54 Contents 55 Heineken Holding N.V. Income Statement 55 Heineken Holding N.V. Balance Sheet 56 Heineken Holding N.V. Shareholders' Equity 58 Notes to the Heineken Holding N.V. Financial Statements 60 Consolidated Income Statement 60 Consolidated Statement of Other Comprehensive Income 61 Consolidated Statement of Financial Position 62 Consolidated Statement of Cash Flows 63 Consolidated Statement of Changes in Equity 65 Notes to the Consolidated Financial Statements Other Information page 112 Appropriation of Results 112 Independent Auditor’s Report 119 Limited Assurance Report of the Independent Auditor on the Sustainability Statement 121 Shareholder Information 121 Heineken Holding N.V. 122 Heineken N.V. 123 American Depositary Receipts 123 Bondholder Information 123 Investor Relations 125 Historical Summary 129 Glossary Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 4 REPORT OF THE BOARD OF DIRECTORS Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 5 BOARD OF DIRECTORS OF HEINEKEN HOLDING N.V. REPORT OF THE BOARD OF DIRECTORS Name Year of Birth Position Appointed in Last reappointment Nationality Mrs C.L. de Carvalho-Heineken 1954 Executive director 1988 2023 Dutch Mr M.R. de Carvalho 1944 Executive director 2015 2023 British Mr M. Das 1948 Non-executive director 1994 2021 Dutch Mrs C.M. Kwist 1967 Non-executive director 2011 2023 Dutch Mr A.A.C. de Carvalho 1984 Non-executive director 2013 2021 Dutch & British Mrs A.M. Fentener van Vlissingen 1961 Non-executive director 2018 2022 Dutch Mrs L.L.H. Brassey 1986 Non-executive director 2018 2022 Dutch & British Mr J.F.M.L. van Boxmeer 1961 Non-executive director 2020 2024 Belgian * For the maximum period of four years. ** Large Dutch Entities are Dutch N.V.s, B.V.s or Foundations (that are required to prepare annual accounts pursuant to Chapter 9 of Book 2 of the Dutch Civil Code or similar legislation) that meet two of the following criteria (on a consolidated basis) on two consecutive balance sheet dates: (i) The value of the assets (according to the balance sheet with the explanatory notes and on the basis of acquisition and manufacturing costs) exceeds €25 million; (ii) The net turnover exceeds €50 million; (iii) The average number of employees is at least 250. *** Under ‘Other positions’, other functions are mentioned that may be relevant to the performance of the duties of the Board of Directors. EXECUTIVE DIRECTORS MRS C.L. DE CARVALHO- HEINEKEN Profession: Company director Supervisory board seats (or non- executive board memberships) in Large Dutch Entities: None Other positions: Board member of L’Arche Green N.V., L’Arche Holding B.V. and Stichting Administratiekantoor Priores (Chair) MR M.R. DE CARVALHO Profession: Chairman of Capital Generation Partners (CapGen) Supervisory board seats (or non- executive board memberships) in Large Dutch Entities: Heineken N.V. Other positions: Board member of L’Arche Green N.V., Independent Board Member Koç Holding NON-EXECUTIVE DIRECTORS MR M. DAS CHAIR Profession: Lawyer Supervisory board seats (or non- executive board memberships) in Large Dutch Entities*: Heineken N.V. Other positions: Board member of L’Arche Green N.V. (Chair), L’Arche Holding B.V. and Stichting Administratiekantoor Priores MRS C.M. KWIST Profession: Company director Supervisory board seats (or non- executive board memberships) in Large Dutch Entities: Picnic International B.V. Other positions: Managing director of Greenfee B.V.; Board member of L’Arche Green N.V. MR A.A.C. DE CARVALHO Profession: Company director Supervisory board seats (or non- executive board memberships) in Large Dutch Entities: None Other positions: Board member of Stichting Administratiekantoor Priores MRS A.M. FENTENER VAN VLISSINGEN Profession: Company director Supervisory board seats (or non- executive board memberships) in Large Dutch Entities*: SHV Holdings N.V. (Chair), Van Oord N.V. Other positions: Board member of Lhoist MRS L.L.H BRASSEY Profession: Co-founder of Greenwood Place Supervisory board seats (or non- executive board memberships) in Large Dutch Entities: None Other positions: Board member of Stichting Administratiekantoor Priores MR J.F.M.L. VAN BOXMEER Profession: Chair of Vodafone Group Plc (non- executive director) Supervisory board seats (or non- executive board memberships) in Large Dutch Entities: None Other positions: Member Shareholders Committee Henkel AG & Co. KGaA Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 6 INTRODUCTION REPORT OF THE BOARD OF DIRECTORS Policy Principles Heineken Holding N.V. (the 'Company') has played an important role in HEINEKEN (Heineken Holding N.V., Heineken N.V., its subsidiaries and interests in joint ventures and associates) for more than seventy years. The Company seeks to promote the continuity, independence and stability of HEINEKEN. This creates the conditions which enable Heineken N.V. to pursue its long-term policy in the interest of the shareholders, the staff and other stakeholders. The Company’s policy has been successful. Thanks in part to its unique and stable structure, HEINEKEN was able to rise to its present position as the brewer with the broadest international presence and one of the world’s largest brewing groups. Activities The Board of Directors held six meetings with the Preparatory Committee of the Supervisory Board of Heineken N.V. in 2024 of which most meetings were held in person. During those meetings the CEO and Chair of the Executive Board of Heineken N.V. provided several updates on the business and financial performance of the Company. Topics discussed were: ■ The business and financial performance of HEINEKEN. ■ HEINEKEN’s EverGreen strategy aimed at long-term sustainable value creation as well as the manner in which the Executive Board of Heineken N.V. implements the strategy. ■ The financial position of HEINEKEN, including the financing, liquidity position, dividend policy and credit rating. ■ An update of the operationalisation and progress made in the execution of HEINEKEN's Brew a Better World strategy 2030. ■ Large investment proposals, as well as the overall business development and acquisition landscape taking into account the geographical footprint. ■ The annual budget and plan as well as the three-year strategic plan. ■ The People strategy and priorities, including employee engagement, retention and talent management, succession planning, inclusion and diversity strategy. ■ Succession planning for the Executive Board, Supervisory Board and senior management of Heineken N.V. ■ The internal risk management and control system. ■ An update on investor relations reflecting on the shareholder base, related engagements and developments. ■ Reporting pursuant to the Corporate Sustainability Reporting Directive (the 'CSRD'). ■ The agenda for the 2025 Annual General Meeting of Shareholders of Heineken Holding N.V. and Heineken N.V. A recurrent element in all the meetings was discussion of the results of Heineken N.V.: volumes and revenues, operating profit and organic growth, cost base, capex, consolidation effects and foreign exchange effects were reviewed by region. Also the financial position, including the financing, liquidity position, bond issues, the share price development, dividend policy and credit rating were on the agenda. The CEO and Chair of the Executive Board of Heineken N.V. commented on the developments in the economic and political situation in the different regions of the world. Another topic covered was the development of the brand portfolio in the different regions, paying particular attention to the development of the Heineken® brand including Heineken 0.0 and Heineken Silver. Other items discussed during the year included digital and technology including cybersecurity. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 7 Heineken Holding N.V. intends to implement a two-year programme to repurchase own shares for an amount up to circa €750 million. Heineken N.V. intends to simultaneously execute a share buyback programme for an aggregate amount of €1.5 billion. Heineken Holding N.V. intends to participate pro rata to its shareholding in Heineken N.V.’s share buyback programme. Heineken Holding N.V.’s share buyback programme will be executed within the authority granted by the Annual General Meeting of Shareholders on 25 April 2024 and the authority granted by future general meetings. All shares repurchased under the programme will be cancelled. The share buyback programme may be suspended, modified, or discontinued at any time. There were informal discussions during the year regarding current business matters on which the opinion of the Board of Directors had been sought. In addition to the meetings with the Preparatory Committee of the Supervisory Board of Heineken N.V. as described above, the Board of Directors also met separately on two occasions to discuss, among other things, the Report of the Board of Directors and the financial statements for 2023 and the first half of 2024. At the meeting of the Board of Directors at which the Report of the Board of Directors and the financial statements for 2023 were discussed, the external auditors, Deloitte Accountants B.V., gave a comprehensive report on their activities. The Board of Directors also discussed the application of the Corporate Sustainability Reporting Directive (CSRD), exploring how the Company can comply with the CSRD in an efficient and pragmatic manner, while ensuring full transparency regarding the Company’s sustainability information, as required by the CSRD. Mrs C.L. de Carvalho-Heineken and Mr M.R. de Carvalho, executive directors, travelled to Bahrain and the US to meet with local management. Review of 2024 Share price The share price of the Heineken Holding N.V. share has moved from €76.30 at the beginning of the year to €57.85 on 31 December. The gap between the Heineken N.V. and Heineken Holding N.V. share prices fluctuated between 14.00% and 19.47% through the year, ending at 15.79% on 31 December. Price movements are shown in the graph on this page. More information regarding the shares can be found on page 121 of this Report. Interest in Heineken N.V. The nominal value of the Company’s interest in Heineken N.V. as at 31 December 2024 was €461 million (31 December 2023: €461 million). The nominal value of the shares issued by the Company as at the same date was also €461 million. As at 31 December 2024, the Company’s interest in Heineken N.V. represented 50.005% of the issued capital (being 50.966% of the outstanding capital) of Heineken N.V. Gap between Heineken Holding N.V. and Heineken N.V. share price in €, Euronext Amsterdam Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 8 Results With regard to the Company’s balance sheet and income statement, the Board of Directors has the following comments. The Board of Directors has elected to avail itself of the option given by Section 362, subsection 8, Book 2 of the Dutch Civil Code (Burgerlijk Wetboek) of using the same accounting policies for the valuation of assets and liabilities and determination of results in the Company Financial Statements as those used for the preparation of the Consolidated Financial Statements of Heineken Holding N.V. Since the interest in Heineken N.V. is measured using the net asset value method, the equity attributable to the shareholders of Heineken Holding N.V., amounting to €9,546, shown in the consolidated statement of financial position, is equal to the shareholders’ equity shown in the Company's balance sheet. The Company’s 50.966% share in Heineken N.V.’s 2024 profit of €978 million is recognised as a profit of €498 million in the 2024 Company Income Statement. Heineken N.V. Performance in 2024 and Outlook Performance HEINEKEN continued executing its EverGreen strategy, successfully returning to balanced growth. To be in a strong position to seize future opportunities, HEINEKEN invests in becoming the best digitally connected brewer, raise the bar on sustainability and responsibility, and evolve its capabilities and culture. To fund HEINEKEN's growth, and deliver on the EverGreen ambitions, HEINEKEN drives productivity and capital efficiency in the pursuit of sustainable, long-term value creation. Revenue for the full year was €36.0 billion (2023: €36.4 billion) a total decrease of 1.2%. Net revenue (beia) increased organically by a solid 5.0% to €30.0 billion, supported in particular by the strong growth of our largest operating companies in Brazil, Mexico, Nigeria, South Africa, Vietnam and India. Total consolidated volume increased by 1.4% with net revenue (beia) per hectolitre up 3.5%. The underlying price-mix on a constant geographic basis was up 4.1%, with a positive contribution from all regions. Net revenue (beia) was dampened by a negative translation impact of €1,656 million, or 5.5%, mainly due to the devaluation of the Nigerian Naira, and depreciation of the Brazilian Real and Mexican Peso. The consolidation effect, primarily HEINEKEN's exit from Russia and the sale of Vrumona more than offsetting the acquisition benefit of Distell and Namibian Breweries, had a net negative impact of €193 million, or 0.6%. Beer volume increased organically 1.6% for the full year. All regions contributed to HEINEKEN's growth, with notable increases in India, Nigeria, Vietnam, Brazil and Mexico. HEINEKEN gained or held volume market share in more than half of its markets in 2024. More information is provided in the Heineken N.V. Annual Report 2024. Outlook As HEINEKEN advances on its EverGreen journey, HEINEKEN remains committed to its medium-term ambition to deliver superior growth, balanced between volume and value, and continuous productivity improvements to fund investments and enable operating profit (beia) to grow ahead of net revenue (beia) over time. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 9 HEINEKEN anticipates ongoing macro-economic challenges that may affect its consumers, including weak consumer sentiment in Europe, volatility, inflationary pressures and currency devaluations across developing markets, and broader geopolitical fluctuations. HEINEKEN's 2025 outlook reflects HEINEKEN's current assessment of these factors as HEINEKEN sees them today. For the full year 2025, HEINEKEN anticipates continued volume and revenue growth. However, the first quarter will face a high comparison base and be impacted by technical factors such as fewer selling days and the timing of Easter and Tết. HEINEKEN expects its variable costs to rise by a mid-single-digit per hectolitre. Excluding Africa & Middle East, where higher local input cost inflation and currency devaluations persist, variable costs are expected to increase by a low-single-digit per hectolitre. HEINEKEN's continuous productivity programme aims to deliver at least €400 million of gross savings in 2025, funding growth, digital transformation, and sustainability initiatives. As it did this year, HEINEKEN intends to further increase in support of its brands and for marketing and selling investments to grow ahead of revenue. Overall, HEINEKEN expects to grow operating profit (beia) organically in the range of 4% to 8%, with: ■ An average effective interest rate (beia) of around 3.5% (2024: 3.5%) ■ Other net finance expenses (beia) to be in the range of €225 to €275 million (2024: €271 million) ■ An effective tax rate (beia) in the range of 27% to 28% (2024: 27.9%) HEINEKEN expects net profit (beia) organic growth to be broadly in line with the operating profit (beia) organic growth. Lastly, HEINEKEN anticipates maintaining a similar level of capital expenditure this year (2024: 8.2% of net revenue (beia)). Financial Statements The Board of Directors will submit the 2024 Financial Statements to the General Meeting of Shareholders. These financial statements, on pages 53 to 110 of this Annual Report, have been audited by Deloitte Accountants B.V., whose report can be found on page 112. Dividend Heineken N.V. proposes to distribute a dividend for 2024 of €1.86 per share of €1.60 nominal value of which €0.69 per share has already been paid as interim dividend on 8 August 2024. The Board of Directors has resolved to vote at the General Meeting of Shareholders of Heineken N.V. in favour of Heineken N.V.’s dividend proposal. Like the holders of Heineken N.V. shares, holders of Heineken Holding N.V. shares will therefore receive a total dividend for 2024 of €1.86 per share of €1.60 nominal value of which €0.69 per share has already been paid as interim dividend. The final dividend of €1.17 per share will be payable to shareholders as of 2 May 2025. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 10 CORPORATE GOVERNANCE STATEMENT REPORT OF THE BOARD OF DIRECTORS Introduction This Corporate Governance Statement forms part of the Report of the Board of Directors of Heineken Holding N.V. (the 'Company') for 2024. It addresses Heineken Holding N.V.'s corporate governance structure and the way Heineken Holding N.V. applies the principles and best practices of the Dutch Corporate Governance Code 2022 (the 'Code'). The complete text of the Code is available at www.mc cg.nl. This statement also includes the information that the Company is required to disclose pursuant to the Dutch governmental decree on Article 10 Takeover Directive (Besluit artikel 10 Overnamerichtlijn), the Dutch governmental decree on the disclosure of non-financial information and Section 5:25c, subsection 2 sub c of the Financial Supervision Act (Wet op het financieel toezicht). Most of the required information has been integrated in this Corporate Governance Statement. For the information that is not integrated refer to the section at the end of this Corporate Governance Statement. Policy principles Heineken Holding N.V. is a public company with limited liability incorporated under the laws of the Netherlands. Its shares are listed on the Amsterdam Stock Exchange, Euronext Amsterdam. Standing at the head of HEINEKEN, Heineken Holding N.V. is not an ordinary holding company. Since its formation in 1952, Heineken Holding N.V. seeks to promote the continuity, independence and stability of HEINEKEN. This creates the conditions which enable Heineken N.V. to pursue its long-term policy in the interest of the shareholders, the staff and other stakeholders. Pursuant to the Articles of Association of Heineken Holding N.V., its main object is to manage or supervise the management of HEINEKEN and to provide services for Heineken N.V., in accordance with the policy principles outlined above. Heineken Holding N.V. does not engage in operational activities itself and employs no staff. The operational activities have been assigned within HEINEKEN to Heineken N.V. and its subsidiaries and associated companies. Within HEINEKEN, the primary duties of Heineken N.V.’s Executive Board are to initiate and implement corporate strategy and to manage Heineken N.V. and its related companies. Heineken N.V.’s Executive Board is accountable to Heineken N.V.’s Supervisory Board and to the General Meeting of Shareholders of Heineken N.V. Heineken Holding N.V.’s income consists exclusively of dividends received on its interest in Heineken N.V. Every Heineken N.V. share held by Heineken Holding N.V. is matched by one share issued at the level of Heineken Holding N.V. The dividend payable on both shares is identical. Corporate Governance Code The Code was first adopted in 2003 and was amended in 2008, 2016 and 2022. The updated Code 2022 increases emphasis on: (i) sustainable long-term value creation, (ii) the role of stakeholders, (iii) digitisation and (iv) diversity and inclusion. The implementation of the Code as revised in 2022 was discussed during General Meeting of Shareholders on 25 April 2024. As a Dutch listed company, Heineken Holding N.V. is subject to the Code and is required to disclose in its Report of the Board of Directors to what extent it complies with the principles and best practice provisions of the Code. The guiding principle is that corporate governance requires a tailor-made approach and that non-application of individual provisions by a company may be justified. While Heineken Holding N.V. endorses the principles of the Code, the structure of HEINEKEN, and in particular the relationship between Heineken Holding N.V. and Heineken N.V., prevents Heineken Holding N.V. from applying a number of Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 11 the Code’s best practice provisions. Most of the best practice provisions that Heineken Holding N.V. cannot comply with, are met by Heineken N.V. instead. This is further explained below. Substantial changes in the Company’s corporate governance structure and in the Company’s compliance with the Code, if any, will be submitted to the General Meeting of Shareholders for discussion under a separate agenda item. Heineken Holding N.V. Ownership based on issued shares L'Arche Green N.V. 53.171% Heineken Holding N.V. 46.829% Board of Directors 50.005% Heineken N.V. 49.995% Supervisory Board Executive Board Shareholders Including the 0.03% stake held directly by Mrs C.L. de Carvalho-Heineken and 1,790% of Heineken Holding N.V. shares held by Heineken N.V. Management Public Governance structure Ownership Heineken Holding N.V. has a 50.005% interest in the issued share capital of Heineken N.V. Both companies are listed on Euronext Amsterdam. As at 31 December 2024 L’Arche Green N.V., a company owned by the Heineken family and the Hoyer family, holds a 53.171% (2023: 53.171%) interest of the issued share capital of Heineken Holding N.V. The Heineken family holds 88.98% (2023: 88.98%) of the issued share capital of L’Arche Green N.V. and the remaining 11.02% (2023: 11.02%) is held by the Hoyer family. Mrs C.L. de Carvalho-Heineken also owns a direct 0.03% stake in Heineken Holding N.V. As at 31 December 2024, the Company’s interest in Heineken N.V. is 50.966% (2023: 50.94%) of the outstanding capital of Heineken N.V. In respect of the Heineken Holding N.V. shares that are held by Heineken N.V. all voting and dividend rights are suspended. As a consequence the economic ownership of Heineken Holding N.V. in Heineken N.V. based on shares outstanding adjusted for treasury shares is 50.52% as at 31 December 2024. For more information refer to the Notes to the Consolidated Financial Statements. Management Heineken Holding N.V. is managed by its Board of Directors, whose activities are directed towards implementing the policy principles outlined above. Heineken Holding N.V. has a one-tier board management structure. The Board of Directors comprises two executive directors (uitvoerende bestuurders) and six non-executive directors (niet-uitvoerende bestuurders). The executive directors are charged with the day-to-day management and the preparation and implementation of the Board of Directors’ resolutions, and the non- executive directors shall supervise the policy and functioning of the executive directors. The Board of Directors has not installed any committees. The tasks, responsibilities and internal procedural matters for the Board of Directors are addressed in the Articles of Association and the Rules for the Board of Directors (available at www.heinekenholding.com). Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 12 Sustainable long-term value creation, stakeholders and culture The development of and the manner of implementing HEINEKEN's strategy aimed at sustainable long-term value creation as well as enabling a culture aligned with such strategy is pursued by Heineken N.V. The operational activities for pursuing such strategy are performed by Heineken N.V. Although Heineken Holding N.V. seeks to promote the continuity, independence and stability of HEINEKEN, thereby enabling Heineken N.V. to grow in a controlled and steady manner and to pursue its long-term policy in the interest of all stakeholders, Heineken Holding N.V. does not have a sustainable long-term value creation strategy, a policy on stakeholder engagement nor an aligned culture itself as it manages or supervises HEINEKEN, but does not engage in any operational activities and employs no staff. Heineken Holding N.V. therefore does not apply best practice provisions 1.1.1 up to and including 1.1.5 and 2.5.1, 2.5.2, 2.5.4 and 2.3.6 sub ix of the Code. HEINEKEN's sustainable long-term value creation strategy and culture is described in the Heineken N.V. Annual Report 2024. Heineken N.V.’s policy on stakeholder engagement is available at www.theheinekencompany.com. Risk management As Heineken Holding N.V. does not perform operational management activities, it does not have an internal risk management and control system to control any risks following from such management and operational activities. Heineken Holding N.V. does therefore not apply best practice provisions 1.2.1 up to and including 1.2.3, 1.4.1 up to and including 1.4.3 (i) and (ii) and 1.5.1 up to and including 1.5.4 of the Code. The Board of Directors will therefore not provide the statement pursuant to best practice provision 1.4.3 (i) and (ii) of the Code. The risk management and control system for the operational activities of HEINEKEN is described in the Heineken N.V. Annual Report 2024. Note 11.5 to the Consolidated Financial Statements itemises the specific financial risks and explains the control system relating to those risks. Based on the current state of affairs, it is justified that the financial reporting is prepared on a going concern basis and the Annual Report states those material risks and uncertainties that are relevant to the expectation of the Company's continuity for the period of twelve months after the preparation of the Annual Report. Internal audit function An internal audit function in relation to internal risk management and control is not present at the level of Heineken Holding N.V. as reviews of internal key processes, projects and systems, based on HEINEKEN’s strategic priorities and most significant risk areas, are performed by Heineken N.V. Heineken Holding N.V. does therefore not apply best practice provisions 1.3.1 up to and including 1.3.6 of the Code. Please refer to the Heineken N.V. Annual Report 2024 for further information. Misconduct and irregularities Since Heineken Holding N.V. does not engage in any operational activities and employs no staff, a monitoring of suspected misconduct or irregularities cannot be performed. Heineken Holding N.V. does therefore not apply best practice provisions 2.6.1 up to and including 2.6.4 and 2.3.6 sub x of the Code. Contacts and dialogue with shareholders As bilateral contacts with shareholders (i.e. analyst meetings, analyst presentations, presentations to institutional or other investors and press conferences) take place at the level of Heineken N.V., the Company does not apply best practice provisions 4.2.2 and 4.2.3 of the Code. Heineken N.V.’s policy on bilateral contacts with shareholders and further relevant information can be found on: www.theheinekencompany.com. Board of Directors Composition The Board of Directors consists of eight members: Mr M. Das, non-executive director (Chair), executive directors Mrs C.L. de Carvalho-Heineken and Mr M.R. de Carvalho, and non-executive directors Mrs C.M. Kwist, Mr A.A.C. de Carvalho, Mrs A.M. Fentener van Vlissingen, Mrs L.L.H. Brassey and Mr J.F.M.L. van Boxmeer. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 13 Appointment and dismissal of members of the Board of Directors The members of the Board of Directors are appointed by the General Meeting of Shareholders from a non-binding recommendation drawn up by the Board of Directors. The Board of Directors shall consist of: (i) one or more executive directors, who shall be charged in particular with the day-to- day management and the preparation and implementation of the Board of Directors’ resolutions; and (ii) three or more non-executive directors, who shall supervise the policy and functioning of the executive directors. The majority of the members of the Board of Directors shall consist of non-executive directors. The General Meeting of Shareholders may suspend and/or dismiss members of the Board of Directors by a resolution adopted by an absolute majority of the votes cast which represents at least one-third of the issued capital. An executive director of the Board of Directors may also be suspended by the Board of Directors. The relevant executive director shall not participate in decision-making on his suspension. A resolution to suspend an executive director shall require a unanimous vote by all members of the Board of Directors except the executive director whose suspension is the subject of the motion. A suspension imposed by the Board of Directors may be lifted at any time by the General Meeting of Shareholders. In the interest of preserving the core values and structure of HEINEKEN, the Company does not apply the maximum appointment period to non-executive directors of the Board of Directors who are: (i) related by blood or affinity in the direct line of descent of Mr A.H. Heineken; (ii) related by blood or affinity in the direct line of descent of Mr H.F. Hoyer; and (iii) members of the Supervisory Board of Heineken N.V. Therefore, the Company does not fully comply with best practice provision 2.2.2 of the Code. At the General Meeting of Shareholders on 25 April 2024, Mr J.F.M.L. van Boxmeer was reappointed as non-executive director of the Board of Directors for the maximum period of four years. In accordance with the current rotation schedule, Mr A.A.C. de Carvalho will stand down at the General Meeting of Shareholders on 17 April 2025. A non-binding recommendation, drawn up by the Board of Directors, will be submitted to the General Meeting of Shareholders on 17 April 2025 to reappoint Mr A.A.C. de Carvalho as non-executive director of the Board of Directors, for the maximum period of four years (i.e. until the end of the General Meeting of Shareholders to be held in 2029). A non-binding recommendation, drawn up by the Board of Directors, will be submitted to the General Meeting of Shareholders on 17 April 2025 to appoint Mr R.J.M.S. Huët as non- executive director of the Board of Directors, for the maximum period of four years (i.e. until the end of the Annual General Meeting of Shareholders to be held in 2029). The Board of Directors has appointed Mr Huët as Chair of the Board of Directors, conditional upon his appointment as non-executive member of the Board of Directors. Mr Huët will step down as member and Chair of the Supervisory Board of Heineken N.V. at the AGM of Heineken N.V. in April 2025. Mr M. Das will retire as non-executive member and Chair of the Board of Directors when his current term ends at the AGM in April 2025. Mr M. Das was first appointed to the Board of Directors in 1994 and held the role of Chair since 2002. Profile The Board of Directors does not have a separate profile for its non-executive members due to the specific governance structure of the Board of Directors and aligns with the objectives as referred to in the profile of the members of the Supervisory Board of Heineken N.V., the Company therefore does not apply best practice provision 2.1.1 of the Code. Diversity Heineken Holding N.V. recognises the benefits of having a diverse and inclusive Board. The Company seeks to promote diversity and inclusion among the members of the Board of Directors in terms of nationality, age, gender diversity and educational, professional and geographical background and experience of the individual members. The Company aims to Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 14 create a balance, to the extent possible, in which the diversity referred to above is expressed and where the objective is to comply, at the very least, with the statutory requirements. With respect to gender diversity, Dutch law stipulates that large Dutch public companies with one-tier boards, such as the Company, are deemed to have a balanced composition if at least one-third of the non-executive directors are female and at least one-third of the non-executive directors are male members. The non-executive directors currently consist of three female and three male members; the composition is therefore balanced. Also, large companies such as the Company should determine an ambitious and appropriate target to promote gender diversity in the Board of Directors. The Company's aim is that at least 30% of the executive directors is female and at least 30% of the executive directors is male. However, the number of executive directors may have a certain impact on the gender balance. Currently, the executive directors of the Board of Directors are one female and one male member; i.e. 50% of the executive positions are filled by women and 50% of the executive positions are filled by men. The Board of Directors represents three nationalities (Dutch, British and Belgian) and has an age range between 38 and 80. Furthermore, the members of the Board of Directors have varied academic and professional backgrounds. Independence Heineken Holding N.V. endorses the principle that the composition of the Board of Directors shall be such that its members are able to act critically and independently of one another and of any particular interests. Given the structure of HEINEKEN, the Company is of the opinion that, in the context of promoting the continuity, independence and stability of HEINEKEN, it is in its best interest and that of its stakeholders that the Board of Directors includes a fair and adequate representation of persons who are related by blood or affinity in the direct line of descent of Mr A.H. Heineken or Mr H.F. Hoyer, even if those persons would not, formally speaking, be considered ‘independent’ within the meaning of best practice provision 2.1.8 of the Code. Currently, five of the six non-executive directors of the Board of Directors do not qualify as ‘independent’ as per best practice provision 2.1.8 of the Code pursuant to which Heineken Holding N.V. does not comply with best practice provision 2.1.7 of the Code. These five non-executive directors do in a strictly formal sense not meet several criteria for being ‘independent’ as set out in the Code. Mr M. Das does not qualify as independent pursuant to best practice provision 2.1.8 sub iii of the Code, as he had an important business relationship with Heineken Holding N.V. as advisor of the Company in the year prior to his appointment. Mr M. Das is also not independent pursuant to best practice provision 2.1.8 sub vii of the Code as he is a member of the management board of L'Arche Green N.V., an entity that holds at least 10% of the shares in the Company. Mrs C.M. Kwist is not independent pursuant to best practice provision 2.1.8 sub vii of the Code, as she is a member of the management board of L'Arche Green N.V., an entity that has a shareholding in Heineken Holding N.V. of at least 10%. She is also a member of the Hoyer family, the family that together with the Heineken family owns L’Arche Green N.V., an entity that has a shareholding in Heineken Holding N.V. of at least 10%. Mr A.A.C. de Carvalho is not considered independent pursuant to best practice provision 2.1.8 sub i of the Code, as he is a relative by blood of the executive members of the Company. In addition, pursuant to best practice provision 2.1.8 sub vi of the Code, Mr A.A.C. de Carvalho is not considered independent being the son of Mrs C.L. de Carvalho- Heineken, the latter having an indirect shareholding of at least 10% in the Company. Nor is Mr A.A.C. de Carvalho considered independent pursuant to best practice provision 2.1.8 sub vii of the Code, as he is a relative by blood of members of the management board of L'Arche Green N.V., an entity that has a shareholding in Heineken Holding N.V. of at least 10%. Mrs L.L.H. Brassey is not considered independent pursuant to best practice provision 2.1.8 sub i of the Code, as she is a relative by blood of the executive members of the Company. In addition, pursuant to best practice provision 2.1.8 sub vi of the Code, Mrs L.L.H. Brassey is not considered independent being the daughter of Mrs C.L. de Carvalho-Heineken, the latter having an indirect shareholding of at least 10% in the Company. Nor is Mrs L.L.H. Brassey considered independent pursuant to best practice provision 2.1.8 sub vii of the Code, as she is a relative by blood of members of the management board of L'Arche Green N.V., an entity that has a shareholding in Heineken Holding N.V. of at least 10%. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 15 Mr J.F.M.L. van Boxmeer does not qualify as independent pursuant to best practice provision 2.1.8 sub i of the Dutch Corporate Governance Code, as he has been Heineken N.V.’s CEO and Chair of the Executive Board in the five years prior to his appointment. Heineken Holding N.V. does not comply with best practice provision 5.1.3 of the Code as Mr M. Das, the Chair of the Board of Directors (i) used to be a former (executive) member of the Board of Directors prior to the implementation of the one-tier management structure, and (ii) is not considered independent pursuant to best practice provisions 2.1.8 sub iii and vii of the Code, as described above. The Board of Directors has ascertained that the non-executive directors in fact act critically and independently. However, Heineken Holding N.V. does not comply with best practice provision 2.1.7 and 2.1.9 of the Code and the Company does therefore not apply best practice provision 2.1.10 of the Code, to the extent that this provision provides that the Report of the Board of Directors shall state that best practice provisions 2.1.7 through 2.1.9 of the Code have been fulfilled. Chair of the Board of Directors As a result of the specific structure, not all tasks of the chair that are listed in best practice provision 2.3.6 of the Code can be applied. Best practice provisions 2.3.6 sub ii and 2.3.7 of the Code are also not applied as the Board of Directors has not appointed a vice-chair. Evaluation The Board of Directors does not conduct sessions to evaluate its own functioning, and that of its individual members. Considering the governance structure of Heineken Holding N.V. and the activities of the Board of Directors for the Company, the Board of Directors feels that it has a sufficient view on the performance, working methods, procedures and functioning of the Board of Directors and its individual members. The Company therefore does not apply best practice provisions 2.2.6 up to and including 2.2.8 and 2.3.6 sub vi of the Code. Committees The Board of Directors has not installed committees as the establishment of such committees does not fit the specific structure of Heineken Holding N.V. The Company does therefore not apply best practice provisions 2.3.2 up to and including 2.3.5 and 2.3.6 sub v of the Code and related provisions. Although Heineken Holding N.V. does not have any committees itself, the relevant findings of the various committees of the Supervisory Board of Heineken N.V. are shared with Heineken Holding N.V. as the Board of Directors of Heineken Holding N.V. meets with the Preparatory Committee of Heineken N.V. on several occasions. Attendance The Board of Directors confirms that all non-executive directors of the Board of Directors have adequate time available to give sufficient attention to the concerns of the Company. In 2024, the attendance rate was 98% for the meetings of the Board of Directors. In accordance with best practice provision 2.4.4 of the Code, the table below provides an overview of the attendance record of the individual non-executive directors of the Board of Directors. Attendance is expressed as a number of meetings attended out of the number eligible to attend. The Board of Directors met with the Preparatory Committee of the Supervisory Board of Heineken N.V. on six occasions in 2024. In addition to the meetings with the Preparatory Committee of the Supervisory Board of Heineken N.V., the Board of Directors also met separately on two occasions to discuss, among other things, the Report of the Board of Directors and the financial statements for 2023 and the first half of 2024. Meetings of the Board of Directors Mr M. Das 7/8 Mrs C.M. Kwist 8/8 Mr A.A.C. de Carvalho 8/8 Mrs A.M. Fentener van Vlissingen 8/8 Mrs L.L.H. Brassey 8/8 Mr J.F.M.L. van Boxmeer 8/8 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 16 Conflict of interest The Code, the Articles of Association and the Rules of the Board of Directors of the Company prescribe how to deal with conflicts of interest between the Company and members of the Board of Directors. In 2024, no transactions were reported under which a member of the Board of Directors had a conflict of interest that was of material significance. Remuneration Policy Pursuant to Dutch law the Remuneration Policy must be submitted to the General Meeting of Shareholders for adoption at least once every four years. The current Remuneration Policy was adopted by the General Meeting of Shareholders on 25 April 2024. Given the specific structure of Heineken Holding N.V. certain best practice provisions under the remuneration related principles (3.1, 3.2 and 3.4 of the Code) that are inconsistent with the Company’s Remuneration Policy are not applied or are considered to be not applicable. More information on how the policy was applied can be found in the Remuneration Report on page 49 and further and note 13.3 to the Consolidated Financial Statements. General Meeting of Shareholders Agenda The Annual General Meeting of Shareholders shall be held each year within six months of the end of the financial year, the agenda for which shall, inter alia, include: ■ consideration of the Management Report; ■ the adoption of the Remuneration Policy of the Board of Directors, insofar as adjustments to that policy lead to a new policy or at least every four years after adoption; ■ the Remuneration Report of the members of the Board of Directors for an advisory vote; ■ consideration and adoption of the Financial Statements; ■ discharge of the members of the Board of Directors in respect of their management; and ■ announcement of the appropriation of profit and dividend. Location General Meetings of Shareholders shall be held in Amsterdam. The General Meeting of Shareholders of 2024 was held on 25 April 2024 in De La Mar Theatre in Amsterdam. Shareholders could attend in person but virtual attendance was also facilitated. Convocation The Board of Directors shall convene a General Meeting of Shareholders by convocation notice at least forty-two (42) days before the meeting. The convocation notice shall include the agenda of the meeting, the place and time of the meeting, as well as the procedure for participation in the meeting. The Board of Directors is obliged to convene a General Meeting of Shareholders at the request of shareholders who together own at least 10% of the issued share capital. Such meeting shall be held within eight weeks of receipt of the request and shall consider the Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 17 matters specified by those requesting the meeting, failing which the shareholders may seek judicial leave to call a General Meeting of Shareholders. Record date For each General Meeting of Shareholders, Dutch law provides a record date for the exercise of the voting rights and participation in the meeting, which record date is the 28th day prior to the date of the meeting. The record date shall be included in the convocation notice, as well as the manner in which those entitled to attend and/or vote in the meeting can be registered and the manner in which they may exercise their rights. Only persons who are shareholders on the record date may participate and vote in the General Meeting of Shareholders. The record date for the Annual General Meeting of Shareholders on 17 April 2025 has been set 28 days before the Annual General Meeting of Shareholders, i.e. on 20 March 2025. Right of shareholders to include items on the agenda An item that one or more shareholders which alone or together represent at least 1% of the issued capital have requested to be placed on the agenda shall be included in the notice of meeting or announced in a similar manner, provided that the Board of Directors receives the request in writing, which request is to be furnished with reasons or accompanied by a proposal for a resolution, not later than the 60th day before the date of the General Meeting of Shareholders. If shareholders have requested that an item be placed on the agenda, they shall explain this to the meeting and answer any questions thereon. Best practice provision 4.1.6 of the Code states: "A shareholder should only exercise the right to put items on the agenda after they have consulted with the management board on this. If one or more shareholders intend to request that an item be put on the agenda that may result in a change in the company’s strategy, for example as a result of the dismissal of one or several management board or supervisory board members, the management board should be given the opportunity to stipulate a reasonable period in which to respond (the response time). The opportunity to stipulate the response time should also apply to an intention as referred to above for judicial leave to call a general meeting pursuant to Section 110, Book 2 of the Dutch Civil Code. The relevant shareholder should respect the response time stipulated by the management board, within the meaning of best practice provision 4.1.7." Pursuant to best practice provision 4.1.7 of the Code, if the Board of Directors stipulates a response time, such period may not exceed 180 days from the date on which the Board of Directors is informed by one or more shareholders of their intention to place an item on the agenda to the date of the General Meeting of Shareholders at which the item is to be considered. The Board of Directors shall use the response time for further deliberation and constructive consultation. A response time may be stipulated only once for any given General Meeting of Shareholders and may not apply to an item in respect of which the response time has been previously stipulated. Statutory cooling-off period Dutch law provides a statutory cooling-off period of up to 250 days during which the General Meeting of Shareholders would not be able to dismiss, suspend or appoint members of the Board of Directors (or amend the provisions in the Articles of Association governing these matters) unless these matters were proposed by the Board of Directors. This cooling-off period can only be invoked by the Board of Directors in certain limited (hostile) events prescribed by Dutch law. Dutch law provides for certain early termination events. In addition, one or more shareholders that may (individually or jointly) exercise the right to include items on the agenda of the general meeting at the time that the cooling- off period is invoked, may request the Enterprise Chamber (Ondernemingskamer) of the Amsterdam Court of Appeals (Gerechtshof Amsterdam) for early termination of the cooling-off period. In some circumstances, the Enterprise Chamber must rule in favour of the request. During the cooling-off period, if invoked, the Board of Directors must gather all relevant information necessary for a careful decision-making process. In this context, the Board of Directors must at least consult with shareholders representing at least three percent (3%) of the Company’s issued share capital at the time the cooling-off period was invoked. Formal statements expressed by these stakeholders during such consultations must be published on www.heinekenholding.com to the extent these stakeholders have approved that publication. Ultimately one week following the last day of the cooling-off period, the Board of Directors must publish a report in respect of its policy and conduct of affairs during the cooling-off period on www.heinekenholding.com. This report must also remain available for inspection by the shareholders and others with meeting rights under Dutch law at the Company’s office and must be tabled for discussion at the next General Meeting of Shareholders. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 18 Participation in person, by proxy or through electronic communication Each shareholder is entitled, either in person or by proxy, to attend the General Meeting of Shareholders, to address the meeting and to exercise his or her voting rights. The Board of Directors may determine that the powers set out in the previous sentence may also be exercised by means of electronic communication. If a shareholder wants to exercise his or her rights by proxy, the written power of attorney must be received by the Company no later than on the date indicated for that purpose in the convocation notice. The convocation notice provides further information about the procedures for admittance to and representation at the General Meeting of Shareholders by written proxy. Attendance register Each person entitled to vote or otherwise entitled to attend a General Meeting of Shareholders, or their representatives, shall have to sign the attendance register, stating the number of shares and votes they represent. Chair of the General Meeting of Shareholders The General Meeting of Shareholders shall be presided over by the Chair of the Board of Directors or, in his absence, by one of the members of the Board of Directors present at the meeting, to be appointed by the latter in consultation. If no members of the Board of Directors are present, the meeting shall appoint its own Chair. Voting All resolutions of the General Meeting of Shareholders shall be adopted by an absolute majority of the votes cast, unless Dutch law or the Company’s Articles of Association stipulate otherwise. Each share confers the right to cast one vote. Once cast, a vote cannot be revoked. Blank votes shall be deemed not to have been cast. The Board of Directors may determine in the convocation notice that votes cast electronically in advance of the meeting are to be equated to votes cast during the meeting. No votes may be cast prior to the record date. A shareholder who has voted electronically prior to the General Meeting of Shareholders remains entitled to attend and address the General Meeting of Shareholders, either in person or represented by a proxy granted in writing. Voting results from the General Meeting of Shareholders will be made available at www.heinekenholding.com within 15 days. Resolutions to be adopted by the General Meeting of Shareholders The General Meeting of Shareholders has authority to adopt resolutions concerning inter alia the following matters: ■ issue of shares by the Company or grant of rights to subscribe for shares (and authorisation of the Board of Directors to resolve that the Company issues shares or grants rights to subscribe for shares); ■ restriction or exclusion of pre-emptive rights (and authorisation of the Board of Directors to resolve that the Company restricts or excludes shareholder’s pre-emptive rights); ■ authorisation of the Board of Directors to resolve that the Company acquires its own shares other than for no consideration; ■ cancellation of shares and reduction of the share capital; ■ appointment of members of the Board of Directors from a non-binding recommendation drawn up by the Board of Directors; ■ the remuneration policy for the Board of Directors; ■ suspension and dismissal of members of the Board of Directors; ■ adoption of the financial statements; ■ discharge of the members of the Board of Directors in respect of their management; ■ the profit reservation and distribution policy; ■ a substantial change in the corporate governance structure; ■ (re)appointment of the external auditor; ■ amendment of the Articles of Association; and ■ winding-up of the Company. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 19 Board of Directors’ resolutions on any material change in the nature or identity of the Company or enterprise shall be subject to the approval of the General Meeting of Shareholders. This would at least include resolutions relating to: a. transfer of all or virtually all of the Company’s enterprise to a third party; b. entry into or termination of a lasting cooperation between the Company or a subsidiary and another legal entity or partnership or as general partner in a limited partnership or general partnership where such cooperation or termination thereof has material significance for the Company; and c. acquisition or disposal by the Company or a subsidiary of an interest in the capital of another company amounting to one third or more of the Company’s assets as disclosed in its consolidated statement of financial position and notes thereto according to its most recently adopted financial statements. Minutes The draft minutes of the General Meeting of Shareholders are available at www.heinekenholding.com no later than three months after the General Meeting of Shareholders. Shareholders have the opportunity to provide comments in the subsequent three months, after which the minutes are adopted by the Chair and the Secretary of the General Meeting of Shareholders. The adopted minutes are also available at www.heinekenholding.com and on request. Provision of information The Board of Directors shall provide the General Meeting of Shareholders with all the information it may require, unless there are compelling reasons to withhold it in the Company’s interest. If the Board of Directors withholds information on the grounds of the Company’s interest, it shall give its reasons for doing so. Amendment of the Articles of Association The Articles of Association may be amended by a resolution adopted by the General Meeting of Shareholders in which at least half of the issued capital is represented. A resolution to amend the Articles of Association must in all cases be stated in the notice of meeting and a copy of the resolution, containing the literal text of the proposed amendment, must be made available for inspection by shareholders. If the required capital is not represented at the meeting, a second General Meeting of Shareholders must be held within eight weeks of that meeting, at which a resolution to amend the Articles of Association may be adopted irrespective of the capital represented. Acquisition of own shares On 25 April 2024 the General Meeting of Shareholders authorised the Board of Directors (for the statutory maximum period of 18 months) to acquire own shares subject to the following conditions and with due observance of the law and the Articles of Association: a. the maximum number of shares which may be acquired is 10% of the issued share capital of the Company per 25 April 2024; b. transactions must be executed at a price between the nominal value of the shares and 110% of the opening price quoted for the shares in the Official Price List (Officiële Prijscourant) of Euronext Amsterdam on the date of the transaction or, in the absence of such a price, the latest price quoted therein; and c. transactions may be executed on the stock exchange or otherwise. Issue of shares On 25 April 2024 the General Meeting of Shareholders authorised the Board of Directors (for a period of 18 months) to issue shares or grant rights to subscribe for shares, with due observance of the law and the Articles of Association. The authorisation is limited to 10% of the issued share capital of the Company as per 25 April 2024. The General Meeting of Shareholders on 25 April 2024 also authorised the Board of Directors, for a period of 18 months, to restrict or exclude shareholders’ pre-emptive rights in relation to the issue of shares or the granting of rights to subscribe for shares, with due observance of the law and the Articles of Association. The authorisation is limited to 10% of the issued share capital of the Company as per 25 April 2024. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 20 Article 10 of the EU Takeover Directive Decree Capital Structure Heineken Holding N.V.’s issued capital consists of 288,030,168 shares with a nominal value of €1.60 each. The shares are listed on Euronext Amsterdam. Each share carries one vote. All shares carry equal rights and are freely transferable. Substantial shareholdings Pursuant to the Financial Supervision Act and the Decree on Disclosure of Major Holdings and Capital Interests in Issuing Institutions (Besluit melding zeggenschap en kapitaalbelang in uitgevende instellingen Wft), the Netherlands Authority for the Financial Markets (AFM) has been notified about the following substantial shareholdings (i.e. of 3% or more) regarding the Company: ■ 20 April 2018: Mrs C.L. de Carvalho-Heineken (0.03%, held directly; 52.60%, held indirectly through L'Arche Green N.V., L’Arche Holding B.V. and Stichting Administratiekantoor Priores). ■ 31 May 2023: Mr W.H. Gates III (2.31% directly; 3,25% held indirectly through Bill & Melinda Gates Foundation Trust) (initial notification 17 February 2023). * The AFM register for substantial shareholdings is no longer up-to-date. For the situation as at 31 December 2024 reference is made to the organisation chart on page 11. Restrictions related to shares There are no restrictions on the voting rights on shares of Heineken Holding N.V. Share plans Heineken Holding N.V. has no staff share plan or option plan. Change of control The Company is not a party to material agreements which are in any way subject to or affected by a change of control over the Company following a public offer as referred to in Section 5:70 of the Financial Supervision Act. There are no agreements under which Heineken Holding N.V. is liable to make any payment to members of the Board of Directors on resignation following a public offer as referred to in Section 5:70 of the Financial Supervision Act. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 21 SUSTAINABILITY STATEMENTS REPORT OF THE BOARD OF DIRECTORS Introduction In January 2023, the Corporate Sustainability Reporting Directive (CSRD) came into force, introducing sustainability disclosure requirements for certain companies. These disclosures must be presented in a consolidated sustainability statement. Within HEINEKEN, both Heineken Holding N.V. and Heineken N.V. are subject to the requirements of the CSRD and the European Sustainability Reporting Standards (ESRS). Heineken Holding N.V. operates exclusively as a holding company without direct operational activities, employees or physical offices. The number of employees at the level of Heineken N.V. is the same for Heineken Holding N.V. The main objective of Heineken Holding N.V. is to manage or supervise the management of Heineken N.V. and to safeguard the interests of the shareholders and other stakeholders of Heineken Holding N.V. Running the operations and the strategy of the business is the responsibility of the Executive Board of Heineken N.V. under supervision of its Supervisory Board. The governance structure implies different responsibilities for Heineken Holding N.V. and for Heineken N.V., also in the reporting on sustainability. Heineken Holding N.V. has never disclosed information on non-financial key performance indicators in its Annual Report. Heineken Holding N.V.’s primary role is to ensure that Heineken N.V. is adhering to long- term strategy, policy and goals, including sustainability objectives. Since Heineken Holding N.V. exercises oversight over Heineken N.V.’s operations but is not involved in day-to-day operations, the sustainability strategy and the materiality topics for Heineken N.V. are aligned with Heineken Holding N.V.’s objectives. For more information see page 26 of these Sustainability Statements. Incorporation by reference To maintain consistency, transparency, and alignment with the CSRD and the ESRS, Heineken Holding N.V. has incorporated by reference Heineken N.V.’s Sustainability Statements in its own Sustainability Statements. Incorporating Heineken N.V.’s Sustainability Statements by reference has the following advantages: (1) It prevents duplication of reporting efforts between Heineken Holding N.V. and Heineken N.V., ensuring that only the material disclosures are presented, (2) Stakeholders will have a clear understanding that Heineken Holding N.V.’s Sustainability Statements draws on Heineken N.V.’s comprehensive and operationally relevant disclosures, thereby ensuring alignment in reporting across HEINEKEN and (3) This approach supports a unified reporting standard across Heineken Holding N.V. and Heineken N.V., helping to maintain consistency and alignment with the CSRD, the ESRS and other European regulations. The consolidated Sustainability Statements of Heineken Holding N.V. primarily reflect the consolidated sustainability information of Heineken N.V. supplemented where necessary with a so-called ‘top-up’ of disclosures specific to Heineken Holding N.V., as required by the ESRS. The top-up approach is particularly suited to Heineken Holding N.V.'s context, given its absence of operational activities, employees, and physical offices. Incorporating by reference has been executed thoughtfully, with attention to the readability and coherence of Heineken Holding N.V.'s Sustainability Statements. All referenced documents are published prior to or simultaneously with Heineken N.V.'s Annual Report and Sustainability Statements, in the same language, subject to the same level of assurance, and in compliance with the technical digitization requirements. The Sustainability Statements of Heineken N.V. will be published in the Heineken N.V. Annual Report on the website of Heineken N.V. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 22 Double Materiality Assessment (DMA) Heineken Holding N.V.’s role is largely strategic and supervisory, focusing on overseeing Heineken N.V.’s operations and ensuring that Heineken N.V.’s sustainability practices align with HEINEKEN’s overall objectives. Heineken Holding N.V. is still responsible for ensuring compliance with relevant regulations, such as the CSRD and the ESRS, even though it does not have operational activities. As part of the CSRD, Heineken Holding N.V. is required to disclose its sustainability strategy, governance approach, and material risks. Since Heineken N.V. is a key part of Heineken Holding N.V.’s operations and governance structure, it is appropriate for Heineken Holding N.V. to rely on Heineken N.V.’s DMA for its sustainability reporting. Heineken Holding N.V.’s adoption of Heineken N.V.’s DMA ensures that the material sustainability risks and opportunities affecting HEINEKEN are accurately captured and reported in accordance with regulatory requirements. Due to its governance structure, Heineken Holding N.V. monitors and oversees the processes that Heineken N.V. uses to identify material topics, ensuring compliance at group level. Heineken Holding N.V. reviewed and assessed the outcomes of Heineken N.V.'s DMA to ensure alignment and determined that it felt aligned with its conclusions and scope. This approach ensures that Heineken Holding N.V.’s Sustainability Statements reflect the most accurate and relevant material issues concerning HEINEKEN, without duplicating efforts or introducing unnecessary complexity. Top-up Disclosure for Full Compliance Top-up disclosures are necessary to ensure full compliance with the CSRD and the ESRS for Heineken Holding N.V. For each applicable ESRS standard, Heineken Holding N.V. assessed whether any additional disclosures were necessary. The top-up consists mainly of Heineken Holding N.V.’s own general description in accordance with ESRS and, where appropriate, certain specific top-up disclosures for ESRS topical standards. Certain data points, particularly those related to operational activities, do not require further input from Heineken Holding N.V. and can therefore be directly sourced from Heineken N.V.'s Sustainability Statements. See from page 45 for an overview of the sustainability information as included in the Sustainability Statements of Heineken N.V. as incorporated by reference herein. The parts of Heineken N.V.’s Sustainability Statements set out in the aforementioned overview shall be deemed to be incorporated in, and to form part of, these Sustainability Statements of Heineken Holding N.V. and these Sustainability Statements of Heineken Holding N.V. should be read and construed in conjunction with such (parts of) Heineken N.V.’s Sustainability Statements. Brew a Better World (BaBW) HEINEKEN’s Sustainability Strategy is called "Brew a Better World" (BaBW). This strategy aims to minimize the negative and maximise the positive impacts on society and the environment. HEINEKEN is now four years into developing and executing its Brew a Better World 2030 ambitions, which are an important part of HEINEKEN's business and of HEINEKEN's decision-making. The strategy prioritises HEINEKEN’s three pillars: Environmental, Social, and Responsible and within these HEINEKEN phases and prioritises its efforts, targeting actions where it is most needed and where feasible for the business. The specific goals within BaBW do not always fully align with the comparable metrics required under the ESRS. As HEINEKEN continues to mature its approach to disclosure, HEINEKEN will look to further align how it reports progress on their strategic ambitions while meeting mandatory requirements. For more information about BaBW and the CSRD we refer to the Introduction section (pages 140-147) of the Sustainability Statements of Heineken N.V. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 23 Heineken N.V. ESRS 2 General Disclosures Topical Standards Environmental Social Responsible ESRS E1 ESRS S1 ESRS S4 Climate change Own workforce Consumers and end-users ESRS E3 ESRS S2 Water Workers in the value chain ESRS E5 Resource use and circular economy Heineken Holding N.V. top-up ESRS 2 General Disclosures Incorporation by reference See pages 45 and further for an overview of the sustainability information as included in the Sustainability Statement of Heineken N.V. as incorporated by reference into the Heineken Holding N.V. Consolidated Sustainability Statements, supplemented with any additional data specific to Heineken Holding N.V., were applicable. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 24 ESRS 2 GENERAL DISCLOSURES SUSTAINABILITY STATEMENTS General basis of preparation of the Sustainability Statements Basis of sustainability statements Heineken Holding N.V. has prepared its Sustainability Statements for the year 2024 on a consolidated basis in accordance with the European Sustainability Reporting Standards (ESRS), as adopted by the European Union, even before the CSRD has been adopted in Dutch law with implementation guidance still being published by bodies such as EFRAG and the European Commission. Heineken Holding N.V. prepared its sustainability statements on the basis of the draft CSRD implementation legislation that was published by the Dutch legislator in the course of 2024 and which was not implemented on 31 December 2024. HEINEKEN recognises that the requirements may evolve when implementation in Dutch law will take place and when additional implementation guidance becomes available. The late implementation of the CSRD in the Netherlands means that until the CSRD has been implemented into Dutch law, the non-financial information included in Heineken Holding N.V.'s annual report will have to be prepared in accordance with Book 2 of the Dutch Civil Code and the Decree on non-financial information (‘Besluit niet-financiële informatie’). In preparation of the implementation of the CSRD into Dutch law, the manner in which Heineken Holding N.V.'s annual report complies with the Decree on non-financial information should be considered to be aligned with the manner in which we applied the reporting requirements of the ESRS. Consolidated sustainability statements The scope of entities included in the sustainability statements is equivalent to the consolidated entities included in the financial statements and in addition, relevant upstream and downstream elements of the value chain. Coverage of value chain The value chain of Heineken N.V. covers the entire value chain of Heineken N.V., encompassing both its downstream and upstream components, and therefore also covers the value chain of Heineken Holding N.V. As a result, the coverage of the value chain of Heineken Holding N.V. per material topic is included in the Impacts, Risks and Opportunities table on page 38. ESRS 1 allows companies to not yet incorporate the value chain impact for certain metrics. HEINEKEN has made use of this exemption, by not including the impact of non- consolidated joint ventures and associates in our sustainability statements. HEINEKEN does not have control over these entities, and will assess in the coming years how to incorporate these entities in its sustainability statements. In addition, HEINEKEN applied the value chain exemption for a quantitative disclosure on post-consumer packaging waste, refer to section 'Resource use and circularity - metrics' of the Heineken N.V. Sustainability Statements for further information. The value chain exemption can be applied during the first three reporting years. Omission of information The ESRS guidance allows companies to omit a specific piece of information corresponding to intellectual property, know-how or the results of innovation. HEINEKEN has not utilised this option to omit a specific piece of information regarding the above. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 25 Use of exemption for disclosure For certain metrics, HEINEKEN makes use of the option to phase in the disclosures. The phase-in period varies from one year up to three years, depending on the metric. Where we applied a phase-in allowance, this is included in Appendix 5 'Reference table' of the Heineken N.V. Sustainability Statements. For metrics that were reported in Heineken N.V.'s 2023 Sustainability Review, HEINEKEN discloses the comparatives. For metrics that have not been reported previously, HEINEKEN applies the exemption to not report any comparatives. HEINEKEN, being based in an EU member state that permits the exemption from disclosure of impending developments or matters in the course of negotiation, has not utilised this provision (as outlined in articles 19a(3) and 29a(3) of Directive 2013/34/EU). First year reporting HEINEKEN, as most other reporters, is issuing its sustainability statements in accordance with ESRS for the first time. As CSRD is new to the market as a whole, there is not yet a developed market practice. HEINEKEN has therefore not been able to benchmark its methodologies, metrics and calculations against what will be common practice in the market. As additional guidance on ESRS interpretation will develop during the coming years, practices will become more established. Sustainability information is therefore expected to get more uniform over time. HEINEKEN will continue to monitor these developments to apply in HEINEKEN's Sustainability Statements. Disclosures in relation to specific circumstances Time horizons HEINEKEN has applied the following forward-looking time intervals for preparing its sustainability statements, unless otherwise noted in the respective disclosure: ■ Short-term time horizon: one year ■ Medium-term time horizon: between one and five years ■ Long-term time horizon: more than five years Value chain estimation Certain metrics include external sources or information to estimate upstream or downstream value chain data. Where HEINEKEN has used external sources or data, this is included in Appendix 4 'Basis of preparation' of the Heineken N.V. Sustainability Statements of the respective metric. It also describes the level of accuracy of the estimates used, and its planned action to improve the accuracy, where applicable. Sources of estimation and outcome uncertainty Certain metrics reported in HEINEKEN's sustainability statements include third-party information and/or are subject to judgements, estimates, and assumptions. When available, HEINEKEN makes use of general well-known and reliable external sources and historical experience to arrive at reasonable and fair judgements, estimates and assumptions. Judgements, estimates, and assumptions are regularly reviewed and updated. At the same time, HEINEKEN acknowledges that the use of third-party information and the aforementioned techniques implicitly bear the risk of outcome uncertainty. Given that the CSRD and the ESRS do not provide specific requirements on the validation process of third- party data, HEINEKEN's current data validation process is based on high-level assessments and available guidance. HEINEKEN relied on actual data and in limited cases, where such information was not complete, HEINEKEN made use of assumptions and estimates. HEINEKEN's use of estimates is most significant for environmental metrics, such as the disclosure requirements for gross Scopes 1, 2, 3, and total Greenhouse Gas (GHG) emissions. These Scopes are calculated on a consolidated level for Heineken N.V., which includes direct and indirect GHG emissions data from Heineken N.V.'s own operations (e.g., offices, purchased electricity, heat, or steam) and Heineken N.V.'s production entities. Since Heineken Holding N.V. does not have offices or operational assets, its specific data is estimated to be zero. Where HEINEKEN has used third-party information, estimates, judgements and/or assumptions, this is included in Appendix 4 'Basis of preparation' of the Heineken N.V. Sustainability Statements for the respective metric. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 26 Changes in preparation or presentation of sustainability information The sustainability information has been prepared, for the first time, in accordance with the ESRS. In 2024 HEINEKEN has announced a refinement of its Brew a Better World approach and goals. In practical terms this means HEINEKEN has adjusted some goals, others have become ‘business as usual’, and new goals have been added. In cases where goals have been changed, this is explained in the metrics and targets section of the topical sections of the Heineken N.V. Sustainability Statements. Incorporation by reference As explained in the introduction of these Sustainability Statements, Heineken Holding N.V. incorporates by reference the Heineken N.V.'s Sustainability Statements, see page 23 for an overview. The incorporation by reference of Heineken N.V.'s sustainability pages starts on page 45 of these Sustainability Statements. Within the Heineken N.V. Sustainability Statements, some disclosures are incorporated by reference. In such cases, a reference to sections of the Annual Report of Heineken N.V. is included in the respective disclosure. See Appendix 1 'Incorporation of reference' of the Heineken N.V. Sustainability Statements with an overview of these references. Voluntary disclosures HEINEKEN's Sustainability Statements contain the mandatory disclosure requirements following from the ESRS. This means that information is included relating to sustainability topics that qualify as material topics within the meaning of the ESRS, as well as general sustainability information that must be disclosed regardless of materiality. In addition to mandatory information, HEINEKEN believes it is beneficial for users of these sustainability statements to include certain information on a voluntary basis on topics that have not been identified as material. These disclosures are indicated as voluntary disclosures throughout the Sustainability Statements. GOVERNANCE Role of the Board of Directors in sustainability matters Composition of the Board of Directors Heineken Holding N.V. has a one-tier board management structure. The Board of Directors comprises two executive directors (uitvoerende bestuurders) and six non-executive directors (niet-uitvoerende bestuurders). The tasks, responsibilities and internal procedural matters for the Board of Directors are addressed in the Articles of Association and the Rules for the Board of Directors (both available on Heineken Holding N.V.’s website). Heineken Holding N.V. recognises the benefits of having a diverse and inclusive Board. The Company seeks to promote diversity and inclusion among the members of the Board of Directors in terms of nationality, age, gender diversity and educational, professional and geographical background and experience of the individual members. The Board of Directors does not have a separate profile for its non-executive members due to the specific governance structure of the Board of Directors and aligns with the objectives as referred to in the profile of the members of the Supervisory Board of Heineken N.V. As per 31 December 2024, the executive directors of the Board of Directors consist of one female and one male member (50% female, 50% male, resulting in a 50% average). As per 31 December 2024, the non-executive directors of the Board of Directors consist of three female and three male members (50% female and 50% male, also resulting in a 50% average). Currently, five of the six non-executive directors of the Board of Directors do not qualify as ‘independent’ as meant in the Dutch Corporate Governance Code (17% independent and 83% dependent). Given the structure of HEINEKEN, Heineken Holding N.V. is of the opinion that, in the context of promoting the continuity, independence and stability of HEINEKEN, it is in its best interest and that of its stakeholders that the Board of Directors includes a fair and adequate representation of persons who are related by blood or affinity in the direct line of descent of Mr A.H. Heineken or Mr H.F. Hoyer, even if those persons would not, formally speaking, be considered ‘independent’ within the meaning of the Dutch Corporate Governance Code. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 27 Heineken Holding N.V. has no employees. While employees and other workers are not directly represented in HEINEKEN's supervisory body, HEINEKEN attaches great value to ongoing and constructive consultation with the representatives of employees and other workers, such as works councils and trade unions. Regular meetings take place with the various works councils which are active within Heineken N.V. and many HEINEKEN operating companies are in regular conversation with labour unions. All operating companies are expected to respect employees’ and other workers’ right to freedom of association. Roles and responsibilities in sustainability matters Heineken Holding N.V. is managed by its Board of Directors. The executive directors are charged with the day-to-day management and the preparation and implementation of the Board of Directors’ resolutions, and the non-executive directors supervise the policy and functioning of the executive directors. The Board of Directors has not installed any committees. Pursuant to the Articles of Association of Heineken Holding N.V., its main object is to manage or supervise the management of HEINEKEN and to provide services for Heineken N.V. Heineken Holding N.V. does not engage in operational activities itself and has no employees. The operational activities have been assigned within HEINEKEN to Heineken N.V. and its subsidiaries and associated companies. Heineken N.V. Executive Board, Supervisory Board and Annual General Meeting The Executive Board of Heineken N.V. is charged with the management of Heineken N.V., as laid down in the articles of association of Heineken N.V. It is responsible for determining and implementing the strategy in order to realise sustainable long-term value creation. It is responsible for setting and achieving operational and financial objectives in this regard, considering among others risks and opportunities, stakeholder interests, and Heineken N.V.'s impact in the field of sustainability, including the effects on people and the environment. The Executive Board of Heineken N.V defines the sustainability strategy and sets sustainability-related ambitions and goals subject to the relevant approval from the Supervisory Board of Heineken N.V. The Executive Board is accountable to the Supervisory Board and to the General Meeting of Shareholders. The role of the Supervisory Board of Heineken N.V. is to supervise the management of the Executive Board of Heineken N.V. as well as to assist the Executive Board of Heineken N.V. by providing advice, including in relation to the sustainability strategy. As part of its role, the Supervisory Board of Heineken N.V. supervises how the Executive Board of Heineken N.V. determines the strategy to realise sustainable long-term value creation, and, among others, impacts, risks and opportunities connected to the business, resource allocation, competitiveness, and sustainability matters. As the majority shareholder, Heineken Holding N.V. has control over the General Meeting of Shareholders of Heineken N.V., and can therefore exercise direct control over the composition of both the Executive Board and the Supervisory Board of Heineken N.V., as well as over voting on all other shareholder matters. Delegated Member The General Meeting of Heineken N.V. has appointed a supervisory board member as Delegated Supervisory Board member. A Delegated Supervisory Board member is a supervisory board member who has certain governance rights. The Delegated Supervisory Board member has a permanent status. The position intends to effect a more intensive supervision and advice and more regular consultation with the Executive Board of Heineken N.V. The delegation to the Delegated Member does not extend beyond the duties of the Supervisory Board of Heineken N.V. and does not comprise the management of HEINEKEN. The Delegated Member has a veto right concerning certain resolutions of the Executive Board which require prior approval of the Supervisory Board. HEINEKEN is of the opinion that the position of Delegated Member, which has been in existence since 1952, befits the structure of HEINEKEN. Mr Das has been a Delegated Member since 1994. Mr Alexander de Carvalho is nominated for appointment as Delegated Member of the Supervisory Board at the Heineken N.V. General Meeting of Shareholders in April 2025. Both Mr Das and Mr de Carvalho are also a member of the Board of Directors of Heineken Holding N.V. and exercise their function as Delegated Member independently and critically. As the majority shareholder, Heineken Holding N.V. controls the General Meeting of Heineken N.V. and as a consequence controls the appointment of the Delegated Member. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 28 Heineken Holding N.V. Board of Directors Board of Directors meets together with Preparatory Committee Heineken N.V. Supervisory Board Delegated Member Audit Committee Remuneration Committee Preparatory Committee Selection and Appointment Committee Sustainability and Responsibility Committee Heineken N.V. Executive Board CEO provides updates to Preparatory Committee and Board of Directors Preparatory Committee The Supervisory Board has installed five committees: the Preparatory Committee; the Audit Committee; the Remuneration Committee; the Selection and Appointment Committee; and the Sustainability and Responsibility Committee. The function of these committees is to prepare the decision-making of the Supervisory Board. For more details about the committees please refer to the Heineken N.V. Sustainability Statements and the Corporate Governance section of the Heineken N.V. Annual Report. The Preparatory Committee consists of at least three members, one of whom is the Chair of the Supervisory Board and one of whom is the Delegated Member of the Supervisory Board. The Preparatory Committee prepares the Supervisory Board decision-making. The Board of Directors of Heineken Holding N.V. holds multiple meetings with the Preparatory Committee of the Supervisory Board of Heineken N.V. throughout the year (on average eight meetings each calendar year). The Chair of the Executive Board of Heineken N.V. also attends these meetings to inform the Preparatory Committee and the Board of Directors of Heineken Holding N.V. on developments related to the Supervisory Board decision-making but also on sustainability and how sustainability influences the strategy, impacts, risks and opportunities. This ensures that the Board of Directors of Heineken Holding N.V. is informed, aware of, and can discuss, the key developments of HEINEKEN. Oversight Heineken Holding N.V.’s primary role is to ensure that Heineken N.V. is adhering to long- term strategy, policy and goals, including sustainability objectives. Since Heineken Holding N.V. exercises oversight over Heineken N.V.’s operations but is not involved in day-to-day operations, the sustainability strategy and the materiality topics for Heineken N.V. are aligned with Heineken Holding N.V.’s objectives. Heineken Holding N.V.’s governance responsibilities extend to ensuring that Heineken N.V. identifies, assesses, monitors and manages the material sustainability risks and opportunities that could affect HEINEKEN. Integration of sustainability-related performance in incentive schemes Heineken Holding N.V. Board of Directors In accordance with the Dutch Corporate Governance Code, the remuneration of Members of the Board of Directors is not dependent on the results of Heineken Holding N.V. and no incentive plans are in place for Members of the Board of Directors. Members of the Board of Directors receive the same fixed cash compensation for their services as the members of the Supervisory Board of Heineken N.V. No variable pay and/or equity awards are offered. Heineken N.V. Executive Board The Remuneration Policy of Heineken N.V.'s Executive Board is aligned to Heineken N.V.'s EverGreen strategy and its Brew a Better World ambitions. Heineken N.V. Executive Board's long-term variable remuneration is tied to two environmental targets, on carbon emissions reduction and water efficiency improvement; and one social target on gender balance. The sustainability-tied element of the Heineken N.V. Executive Board's Long-Term Incentive Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 29 Plan (LTIP) accounts for 25% of the total LTIP and is linked to the performance over a three-year period. These targets are also cascaded to the senior management community. When also taking into consideration Heineken N.V. Executive Board's Short Term Incentive (STI) Plan, the sustainability-tied element of both the LTIP and STI Plan accounts for 13%. The Supervisory Board determines the terms for any incentive plans for the Executive Board, which require subsequent approval from shareholders at the General Meeting. In accordance with the Dutch Corporate Governance Code, the remuneration of Supervisory Board members of Heineken N.V. is not dependent on the results of Heineken N.V. and no incentive plans are in place for Supervisory Board members of Heineken N.V. Statement on Due Diligence Main aspects and steps of due diligence As part of HEINEKEN's ways of working, HEINEKEN applies due diligence activities that are designed to help HEINEKEN identify and address actual and potential human rights and environmental impacts, risks and opportunities. This is part of the foundation of HEINEKEN's Brew a Better World strategy. HEINEKEN began formalising due diligence activities focused on human rights risks in 2016, and its approach to due diligence has been constantly evolving ever since then. These activities include risk-based human rights assessments, workshops and audits in own operations and for outsourced workers, risk-based supplier screening, as well as the development of specific policies, guidance and toolkits. HEINEKEN's approach informed how HEINEKEN identifies, prevents, mitigates and accounts for actual and potential negative impacts on society. Although HEINEKEN has mainly focused on its immediate operations, HEINEKEN's approach also extended to parts of the value chain, including suppliers depending on their risk profiles, and Brand Promoters. HEINEKEN's approach continues to evolve as HEINEKEN gains experience in different operational contexts, which in turn also shapes how HEINEKEN sets and implements it in line with its business strategy and geographical footprint. Although the formal approach to due diligence originally focused on human rights in line with the UN Guiding Principles on Business and Human Rights, similar risk identification and mitigation activities have long underpinned the Brew a Better World (BaBW) ambitions and goals captured under the environmental pillar. Examples include the resilience analysis for climate-related risks (see section 'Climate change - Strategy' of the Heineken N.V. Sustainability Statements), the water security self assessment and the Global Water Risk Screening for water-related risks (see section 'Water - Impacts, risks and opportunities - Strategy' of the Heineken N.V. Sustainability Statements) and the nature assessment on land-, water- and biodiversity-related risks (see the 'Biodiversity' section of the Heineken N.V. Sustainability Statements). 2024 was a level-setting year for due diligence. The European Corporate Sustainability Due Diligence Directive (CSDDD) was formally approved, and HEINEKEN strives to continuously improve its process in view of the future requirements of the CSDDD and the principles outlined in international instruments such as the United Nations (UN) Guiding Principles on Business and Human Rights and the Organisation for Economic Cooperation and Development (OECD) Guidelines for Multinational Enterprises. In addition, HEINEKEN recognises that some of the basic principles of due diligence are included in the requirements of the CSRD. In 2023, HEINEKEN kicked off its first integrated salient human rights and environmental risk assessment across the value chain on the basis of the then draft CSDDD and the OECD guidelines to further refine and build its approach to due diligence and the activities outlined previously. The assessment was finalised in 2024, reconfirming the most salient human rights and environmental risks. The outcomes of the integrated risk assessment were in line with the outcomes of the double materiality assessment. The human rights and environmental risk assessment conducted over 2023 and 2024 resulted in an updated value chain due diligence strategy focusing on both human rights and environmental risks. That strategy includes an updated visualisation of HEINEKEN's value chain due diligence framework and a value chain due diligence roadmap containing both human rights and environmental activities, which will guide priorities between now and 2027. The roadmap builds on the five steps and the four cross-cutting elements of the framework, as outlined in the image below and encompasses three key priorities: (1) embedding due diligence in HEINEKEN’s policy framework, (2) implementing a solution for third-party risk management (TPRM), and (3) strengthening the governance of - and reporting on - value chain due diligence. As the first next step, HEINEKEN is now working on further embedding due diligence in its policy framework, including the development of what will become a new Due Diligence Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 30 Policy, as well as updating the existing Human Rights Policy, and the Supplier Code. Once available, the Due Diligence Policy will be made public. In the meantime, the current versions of those policies, as well as the Environmental Policy and its underlying policies, are publicly available. References to the relevant policies, assessment tools and actions for own employees and outsourced workers can be found in the'Own workforce section of the Heineken N.V. Sustainability Statements. Relevant policies and actions for workers in the value chain are available in the Workers in the value chain section of the Heineken N.V. Sustainability Statements. In addition, more information about how HEINEKEN assesses and mitigates environmental risks is available in the 'Environmental' section of the Heineken N.V. Sustainability Statements. HEINEKEN already has several programmes in place to assess human rights impacts on own employees and outsourced workers, as well as environmental programmes relating to carbon, water and circularity. In addition to this, the human rights and environmental risk assessment conducted in 2023 and 2024 identified a second step for HEINEKEN, which is to further strengthen and develop its processes to assess – and then further act upon – human rights and environmental risks in its upstream supply chain. To support and enhance these structural changes, HEINEKEN decided to move towards a new technology solution to future-proof HEINEKEN's TPRM processes. This solution will be rolled out as of 2025. As a result, and to further enhance HEINEKEN's processes, a new operating model, as well as guidance and operating procedures, are being developed that will support its human rights and environmental third-party risk management workflow. HEINEKEN expects the new TPRM processes to further embed due diligence in its sourcing practices and help identify, assess and act on human rights and environmental risks. In the meantime, HEINEKEN continues its supplier screening for regulatory findings and adverse media through its current compliance screening tool. Should risks be identified, HEINEKEN either addresses these through targeted supplier engagement or, in certain cases where the saliency of the potential human right risks is high, through social audits that assess whether labour and human rights are respected. Finally, other important steps on the value chain due diligence roadmap include ensuring that HEINEKEN has the processes in place to meet the reporting requirements of CSRD and – in the future – CSDDD, and that stakeholders are engaged in the process. More information about HEINEKEN's reporting journey can be found in the section 'How our BaBW strategy aligns with CSRD requirements' of the Heineken N.V. Sustainability Statements and about how HEINEKEN engages with stakeholders in the section 'Interests and views of stakeholders' of the Heineken N.V. Sustainability Statements. In late 2024, the decision was taken to strengthen the governance of value chain due diligence with the establishment of a Social Sustainability Steering Committee, reporting to the Sustainability and Responsibility Steering Committee of Heineken N.V. This Steering Committee will govern the human rights and value chain due diligence programmes, with a dotted line to the TPRM programme, which is governed by the Risk Committee. Mapping of core elements of due diligence process In this section, HEINEKEN provides a table with a brief overview of where core elements of its due diligence process are explained within the rest of the sustainability statement. The key steps of HEINEKEN’s approach to due diligence – embed, act, assess, track and communicate – are visualised in the framework explained earlier, reflected in the key priorities of HEINEKEN’s value chain due diligence roadmap described earlier, supported by the cross-cutting elements, and in line with the OECD Guidelines and the UN Guiding Principles on Business and Human Rights. To further support sustainable growth, HEINEKEN is, where relevant, embedding human rights and environmental risk assessments within key forward-looking processes for example, in M&A due diligence and new product innovation. This approach helps Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 31 HEINEKEN to identify potential risks and managed early, strengthening its approach to sustainable business development across the value chain. Core elements of due diligence Sections in the sustainability statements a) Embedding due diligence in governance, strategy and business model Refer to sections: Governance (pages 26-28) of these Sustainability Statements and Interests and views of stakeholders (pages 34-36) of these Sustainability Statements. b) Engaging with affected stakeholders in all key steps of the due diligence Refer to sections: Governance (pages 26-28) of these Sustainability Statements, 'Own workforce' of the Heineken Sustainability Statements and 'Workers in the value chain' of the Heineken Sustainability Statements. c) Identifying and assessing adverse impacts Refer to section: Description of the process to identify and assess material impacts, risks and opportunities (pages 40-42) of these Sustainability Statements. d) Taking actions to cease, prevent or mitigate adverse impacts Refer to the topical sections of the Heineken N.V. Sustainability Statements reflecting the range of actions through which impacts are addressed. e) Tracking the effectiveness of these efforts and communicating how impacts are addressed Refer to the topical sections of the Heineken N.V. Sustainability Statements reflecting the ambitions, goals and targets to track the effectiveness of efforts. Risk management and internal controls over sustainability reporting Scope, main features and components HEINEKEN’s risk management and internal controls over sustainability reporting have detailed procedures and methods, which include risk identification, assessment, and mitigation procedures, with regular reviews, and accountability across all levels to ensure the information's accuracy and reliability. Heineken Holding N.V. is familiar with these procedures and methods, trusting in their effectiveness to uphold strong governance and transparency throughout the reporting process. Risk assessment and mitigation approach HEINEKEN has established a risk management and internal control system that forms the foundation of its sustainability reporting framework. This system is structured to identify risks, evaluate, and manage potential risks that could impact the reliability of HEINEKEN's sustainability reporting. Below are the key components of this system: ■ Risk identification: At this stage, HEINEKEN identifies potential risks associated with metrics reporting processes through walkthroughs and interviews. The metric reporting process and identified risks are documented as part of the outcomes. ■ Risk assessment: Each identified risk is analysed for its potential impact on sustainability reporting, and a primary mitigation strategy is agreed upon; all risks affecting the reliability of sustainability reporting are treated as priorities, following the risk mitigation approach detailed below. ■ Risk mitigation: Following the assessment, for risk impacting the reliability of the sustainability reporting, internal controls are designed with clear execution steps to ensure accuracy and integrity of HEINEKEN's sustainability disclosures. ■ Internal controls implementation: Internal controls are deployed across operating companies and global functions, promoting a culture of accountability and precision throughout the Company. ■ Regular reviews: To ensure ongoing effectiveness, HEINEKEN conducts annual reviews of its risk profile and internal control frameworks for sustainability reporting. These reviews ensure that risks are properly managed and that the control framework remains current and effective. Main risks identified HEINEKEN has identified key risks across the following categories: ■ Strategic: Risks arising from changes in the business environment, such as sustainability trends, global events or environmental conditions, impacting HEINEKEN's ability to align reporting practices with sustainability metric definitions and goals, leading to inaccurate or incomplete sustainability disclosures. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 32 ■ Operational: Risks arising from weaknesses or failures in sustainability data collection processes, controls framework or reporting tools which could impact the accuracy, completeness and consistency of HEINEKEN's sustainability data and disclosures. ■ Compliance: Risks of non-compliance with sustainability applicable local and international laws, regulations, HEINEKEN's internal policies, procedures and rules of conduct, which could result in reputational harm or penalties due to inaccurate or incomplete sustainability disclosures. ■ Reporting: Risks arising from incorrect data inputs, inadequate controls and misapplication of reporting standards, leading to potential inaccuracies, omissions or misstatements in sustainability reports. Integration of findings into internal functions HEINEKEN has implemented internal controls over sustainability reporting (Sustainability & Responsibility – S&R) to mitigate the risks outlined above. Monitoring these controls is a key component of HEINEKEN’s assurance model. Management teams across HEINEKEN's global functions and operating companies in all regions are responsible and accountable for the effective execution of these S&R internal controls. HEINEKEN monitors S&R internal controls as progress is made with implementing them. HEINEKEN applies a risk-based approach to monitoring S&R internal controls. An annual risk assessment and scoping is performed to ensure a minimum of 80% coverage of the metrics and operating companies with a heightened risk of misstatement. Internal control findings identified through the S&R monitoring process are systematically documented as issues and actively addressed by management. Action plans are developed and implemented to resolve these issues and enhance control effectiveness. Internal control issues are formally closed upon achieving full resolution. Periodic reporting to administrative and management bodies Periodic reporting on the effectiveness of S&R internal controls is designed to ensure transparency and accountability. This reporting process includes a specific focus on key risks related to reporting of topical sustainability metrics to ensure that these are adequately addressed and monitored. To support the Heineken N.V.'s Executive Board in their responsibilities, a formal bi-annual Letter of Representation process requires management from operating companies, regions and global functions to take responsibility for accurate and complete sustainability reporting. This includes the communication of any open issues identified through control monitoring activities. The Board of Directors of Heineken Holding N.V. is informed on the above via the governance structure to ensure transparency and accountability. STRATEGY Strategy, business model and value chain HEINEKEN’s strategy overview HEINEKEN is a global brewer with operations in over 70 countries. HEINEKEN's portfolio, led by the iconic Heineken® brand, includes more than 340 beers and ciders, encompassing international, regional, local, and specialty products. Sustainability strategy and goals HEINEKEN is committed to advancing sustainability from ‘barley to bar’. For more details, refer to the Brew a Better World introduction section (pages 140-147) of the Heineken N.V. Annual Report 2024, which includes HEINEKEN's sustainability strategy and goals. Geographic and customer focus HEINEKEN serves a diverse range of customer groups and markets, with recent changes reflected in both HEINEKEN's product and geographic reach. A high-level breakdown by geography is available in Note 6.1 Operating segments of the financial statements of the Heineken N.V. Annual Report 2024, while employee headcount by region is detailed in the 'Own workforce' section of the Heineken N.V. Sustainability Statements. Commitment to compliance and local laws In several countries, legal restrictions govern the sale and consumption of alcoholic beverages, ranging from full bans to limitations based on community, region, or specific timeframes. HEINEKEN adheres to these local regulations in each market. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 33 Our sustainability initiatives HEINEKEN’s sustainability-related goals span its entire product and service lifecycle, with a focus on reducing environmental and social impact and building resilient relationships with stakeholders. HEINEKEN is actively tackling a wide range of sustainability issues that impact its business and the communities where HEINEKEN operates by developing solutions and initiatives with a view to also meeting future anticipated sustainability challenges. These initiatives are outlined in the topical sections of the Heineken N.V. Sustainability Statements. Business model and value chain description HEINEKEN's ambition is to Brew a Better World across the entire value chain, from Barley to Bar. HEINEKEN works with more than 35,000 direct suppliers across approximately 140 countries to support its operations. AGRICULTURE HEINEKEN sources a wide range of agricultural raw materials for brewing and producing HEINEKEN's beverages. The ten primary raw materials include barley, hops, rice, and maize for HEINEKEN's beers, apples for cider, grapes for wine, and various fruits used for flavouring. These materials are grown by farmers across different regions worldwide and HEINEKEN sources them from both local and larger global suppliers. Developing responsible agricultural supply chains is a priority for HEINEKEN, as increasing the use of sustainable raw materials helps reduce the impact on nature and supports the social and economic conditions of farmers and their communities. PACKAGING Most of HEINEKEN's beer and cider is packaged in glass bottles, aluminium cans, and steel kegs. For secondary packaging, HEINEKEN uses materials such as paper and plastic. HEINEKEN is constantly exploring innovative ways to use packaging materials to enhance reuse and recycling. Packaging materials are sourced from various suppliers around the world. HEINEKEN's circularity strategy prioritises three key areas to drive progress towards a closed- loop approach for HEINEKEN's packaging: reuse, recycled content, and recyclable design. BREWING Brewing beer and making cider is a craft. HEINEKEN operates over 170 breweries, malteries, cider plants, and other production facilities worldwide. These facilities enable us to brew, ferment, and process HEINEKEN's beverages for distribution. Under HEINEKEN's Net Zero Programme, HEINEKEN aims to improve energy consumption and transition to renewable energy. HEINEKEN's water strategy takes a holistic approach, focusing on responsible water use, effective wastewater management, and supporting water security in HEINEKEN's production, supply chain, and communities—particularly in water-stressed areas. LOGISTICS HEINEKEN manages the global movement of HEINEKEN's products using various transport modes, including road, rail, ocean freight, and inland barges. HEINEKEN adapts its distribution methods to meet local demands and ensure timely delivery, using both HEINEKEN's own fleet and third-party distributors. Reducing the distance HEINEKEN's products travel benefits the environment, and optimising trips and trucks used for distribution is a key driver in reducing HEINEKEN's impact. CUSTOMERS We sell HEINEKEN's products through various sales channels, including on-trade establishments such as bars, restaurants, and hotels, as well as off-trade retailers, both large and small. To serve a cool drink, HEINEKEN works with HEINEKEN's fridge suppliers to continually improve energy efficiency, explore fridge circularity, and- where possible - support local pubs and bars in accessing renewable electricity more easily. CONSUMERS HEINEKEN's consumers are individuals who buy HEINEKEN's beverages, either through HEINEKEN's customers or via our e-commerce platforms. We offer more choice with HEINEKEN's 0.0 portfolio of beer and cider brands and empower consumers with clear, transparent information about HEINEKEN's products. HEINEKEN also uses HEINEKEN's brands to promote moderation and responsible consumption through campaigns and sponsorships, with an increasingly important role for HEINEKEN's non-alcoholic products. OPERATIONAL DOWNSTREAM UPSTREAM Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 34 Interests and views of stakeholders Overall approach of our stakeholder engagement Meaningful and sustained stakeholder engagement is essential to shaping and evolving HEINEKEN's strategy and reporting. HEINEKEN's EverGreen business strategy and Brew a Better World sustainability priorities have been developed through open dialogue and engagement with both internal and external stakeholders. This approach ensures that HEINEKEN addresses the most critical issues and focus on where it potentially has the greatest impact - whether positive or negative. HEINEKEN's stakeholder engagement is proactive, transparent, and continuous; while listening and learning from others, HEINEKEN also leverages its voice, reach, and influence to drive positive change. Identification HEINEKEN recognises its stakeholders as those individuals, groups or organisations that have a direct or indirect interest in HEINEKEN's business activities. HEINEKEN categorises and prioritises stakeholders based on their significance to HEINEKEN's business and the potential impact of HEINEKEN's actions on them. Key stakeholders HEINEKEN actively engages with include, but are not limited to: ■ Consumers, mostly through our brands ■ Customers, including off- and on‑trade partners ■ Investors ■ Employees and their representatives, like the HEINEKEN European Works Council ■ Suppliers ■ Peers within and outside the beverage industry ■ Employer organisations and trade unions ■ Non-governmental organisations ■ International organisations, like the United Nations ■ Governments and regulators, both global and local ■ Communities and rightsholders, on a project-based approach Engagement mechanisms HEINEKEN continuously improves its stakeholder engagement processes, seeking ways to enhance the effectiveness of interactions and acting on stakeholder feedback when relevant. HEINEKEN uses various mechanisms and channels to foster effective stakeholder engagement, from listening and active involvement to joint projects and partnerships. Examples include: ■ Employee engagement surveys: an annual survey of HEINEKEN's employees to track engagement on a range of dimensions including personal development, direction and alignment, inclusion and diversity, and relations between employees and managers. ■ Expert meetings and roundtables: meetings with experts from various fields including non-governmental organisations (NGOs), academic experts and representatives from peer organisations. ■ Reputation research: conducted annually across 10+ top markets globally. The target audience of this custom research programme is influential consumers and it is designed to guide investment and track the impact of HEINEKEN programmes. ■ Dialogue with academic institutions: collaboration with educational institutions to access cutting-edge research and insights relevant to our sustainability initiatives. ■ Government engagement: engaging and partnering with government stakeholders regarding HEINEKEN's investments, its business strategy and its determination to be a sustainable business. ■ Industry platforms: working with peers in a wide range of industry platforms and roundtables – such as the Beverage Industry Environmental Roundtable – to drive systemic change and a sustainable transition. ■ Global and local partnerships with NGOs and (social) enterprises to help address sustainability challenges and scale up positive impact. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 35 ■ Engagements with international organisations like the United Nations Global Compact and related coalitions like the UN CEO Water Mandate and Water Resilience Coalition. ■ Shareholder meetings: open and ongoing communication with investors to address concerns, gather feedback and share HEINEKEN's sustainability progress. ■ Local community engagement: engagement with local communities and rightsholders in areas where HEINEKEN operates to address their specific needs and concerns. This commitment to ongoing stakeholder engagement yields several benefits: ■ Valuable input and feedback on HEINEKEN's strategy and programmes ■ Enhanced understanding of emerging risks and opportunities ■ Strengthened reputation as a responsible and responsive organisation ■ Fostering innovation and collaboration ■ Alignment with industry trends and best practices. HEINEKEN uses the insights and feedback received from stakeholders as a source of information for strategy development and decision-making. HEINEKEN also integrates the information into its sustainability performance assessments and reporting. This includes regularly conducting a materiality assessment to ensure HEINEKEN's sustainability strategy and goals take into account the interests and concerns of its stakeholders. HEINEKEN also has a Stakeholder Engagement Policy in place, which is available on Heineken N.V.'s website. How we engaged with our stakeholders in 2024 During 2024, HEINEKEN held dedicated sustainability meetings with over 30 key investors including deep dives into topics like the net zero transition, watershed health and regenerative agriculture. HEINEKEN met with civil society and government officials and participated in open panels at the 2024 NY Climate Week, Stockholm's World Water Week and the Biodiversity COP16 in Colombia. HEINEKEN participated in advocacy initiatives through the World Economic Forum (WEF), including the Alliance for CEO Climate Leaders, the UN Global Compact, the Water Resilience Coalition, RE100, the RE-Source Platform and the Dutch Sustainable Growth Coalition. HEINEKEN endorsed a joint letter from the Corporate Leaders Group Europe calling on the EU to set a greenhouse gas emissions reduction target of at least 90% by 2040. HEINEKEN held meetings with NGOs such as Human Rights Watch and the World Wide Fund for Nature (WWF), and participated in a stakeholder roundtable on CSDDD organised by the Dutch Social Economic Council (SER). HEINEKEN also continued its engagement with HEINEKEN's top suppliers in agriculture, packaging and cooling to help deliver its Brew a Better World ambitions. Additionally, HEINEKEN attended the UN Forum on Business and Human Rights to share its experience and challenges in operating in conflict-affected and high-risk areas with peers, civil society and other stakeholders. HEINEKEN collaborated with industry peers through platforms like the Climate Pledge and the Beverage Industry Environmental Roundtable to address shared environmental issues. HEINEKEN also leveraged the Consumer Goods Forum, AIM-Progress, and Shift to drive collective progress in respecting human rights. HEINEKEN participated in the Science Based Targets Network (SBTN) Corporate Engagement programme and the Taskforce on Nature-related Financial Disclosures (TNFD) forum, both tasked with developing methodologies for science-based targets and disclosures. HEINEKEN strengthened its commitment to renewable energy by joining the Asian Clean Energy Coalition (ACEC) and the Clean Energy Buyers Association (CEBA) to enhance renewable energy access in Southeast Asia. Additionally, HEINEKEN became a member of the RE100/WBCSD renewable energy coalition in South Africa (RAiSE). Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 36 Important themes in 2024 Stakeholder meetings during 2024 highlighted several recurring themes. The table below summarises key questions raised by stakeholders and HEINEKEN's corresponding responses. Stakeholder views and interests are regularly shared with relevant internal teams and steering committees to ensure alignment and informed decision-making. Theme Response Water Are your water efficiency goals ambitious enough, when compared to those of your peers? Comparing water efficiency across beer companies requires careful consideration of context. For example, HEINEKEN operates a much broader global footprint than its major peers, and manages a relatively higher number of smaller breweries, which naturally leads to a higher hl/hl ratio compared to their larger facilities. HEINEKEN also uses returnable bottles, a positive step for HEINEKEN's circularity and CO2 emissions agenda, though it needs additional water for bottle washing. Furthermore, when HEINEKEN integrates new production sites through acquisitions, it takes time to align them with HEINEKEN's water efficiency standards. These factors make HEINEKEN's goals uniquely tailored to its operations, but they are no less ambitious. Circularity Which goals are the most challenging to achieve and why? All three of HEINEKEN's circularity goals are ambitious and come with their own challenges. However, the reuse goal is particularly demanding, as it requires significant effort and collaboration with multiple stakeholders. HEINEKEN's focus is on increasing the volume of reusable packaging used for its products, aiming to raise the percentage of volumes sold in reusable packaging to 43% by 2030. Achieving this will involve co-creating complex reuse infrastructures. Despite the complexity, HEINEKEN also sees benefits in terms of growth and improved margins. Diversity, equity & inclusion Where are you on your Equal Pay for Equal Work journey – and will you disclose any pay gap? By 2024, 100% of HEINEKEN's operating companies have been assessed and started to implement action plans to support equal pay for equal work (or work of equal value) between female and male colleagues. These plans focus on closing any pay gaps, ensuring equal representation, and addressing disparities in new hires and promotion opportunities. Actions include embedding structural checks and controls in processes to ensure gender-neutral pay decisions. As a result, HEINEKEN achieved a global pay gap of 2.3%. More information can be found in the 'Own workforce' section of the Heineken N.V. Sustainability Statements. Biodiversity Why is biodiversity not considered ‘material’ on your double materiality matrix, and will you report in line with TNFD or ESRS in the future? Biodiversity was not considered ‘material’ on HEINEKEN's double materiality matrix because it scored below the threshold defined by HEINEKEN's methodology, which evaluates topics based on their impact, risks and opportunities. However, HEINEKEN recognises its close link to its efforts in emissions reduction, healthy watersheds, and sustainable sourcing of raw materials. Although deemed non-material, HEINEKEN reports on biodiversity in line with the mandatory ESRS guidelines. See the 'Biodiversity' section of the Heineken N.V. Sustainability Statements. Governance Does your board get regular updates on your sustainability strategy? Yes, sustainability is actively managed at all leadership levels. The Heineken N.V.'s Executive Board approves the sustainability strategy, while the Heineken N.V.'s Executive Team ensures its implementation across the organisation. The CEO chairs the Sustainability and Responsibility Steering Committee, which oversees progress and addresses challenges. The Heineken N.V.'s Supervisory Board and its Sustainability and Responsibility Committee monitor the strategy, provide advice on objectives, and review performance. See pages 151-152 of the Heineken N.V. Sustainability Statements. The Board of Directors of Heineken Holding N.V. is informed, aware of, and discusses, the sustainability strategy of HEINEKEN during its meetings together the Preparatory Committee, which the CEO attends to provide updates. See pages 26-28 of these Sustainability Statements. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 37 Material impacts, risks and opportunities and their interaction with strategy and business model Double materiality matrix HEINEKEN conducted its first double materiality assessment in 2023 to prepare for compliance with the ESRS. This comprehensive assessment will be conducted at least once every three years, with annual reviews in between. The outcome of the assessment remains valid for 2024 as HEINEKEN has not identified any significant internal or external changes that could affect the results. A double materiality assessment has two dimensions: ■ Impact materiality: sustainability topics that can significantly affect the economy, environment and people. ■ Financial materiality: sustainability topics that can significantly influence HEINEKEN’s development, performance or financial value. These dimensions identify which sustainability topics are material for HEINEKEN to report on under the ESRS. See the next page for an overview of the material impacts, risks and opportunities. HEINEKEN's double materiality matrix Sustainability topics identified as material Above the threshold of 2.5 on a scale from 1 to 5 in impact and/or financial significance. These topics are considered within the scope of ESRS reporting requirements. Sustainability topics identified as relevant, but not material These are topics with an impact and/or financial significance below the threshold of 2.5. While they are relevant for HEINEKEN, they are not material for ESRS reporting. However, some of these topics are included in the annual reporting as they are beneficial to users of the sustainability statements. HEINEKEN refers to these as 'voluntary disclosures’. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 38 Overview material topics, impacts, risks and opportunities Topic Value chain Main risks and opportunities Main impacts (negative and positive) Time horizon Section of the Heineken N.V. Sustainability Statements Climate change ■ Carbon pricing, taxation, and emissions trading schemes are expected to be the primary levers through which governments regulate emissions and incentivise decarbonisation. This may potentially increase the price of raw materials, energy, equipment, and other related inputs. ■ The use of fossil energy across the value chain continues to emit carbon into the atmosphere, which contributes to global warming. ■ HEINEKEN's net zero ambition is motivating value chain partners to set targets and reduce carbon emissions. Short-, medium- and long-term Climate change Water security ■ Changes in water availability due to climate change, population growth, or regulatory shifts may lead to production interruptions and loss of revenue. ■ Water withdrawal in water-stressed areas reduces water availability. ■ Through collaboration with third parties, watersheds are increasingly being protected and restored. Short-, medium- and long-term Water Responsible consumption ■ Debates on alcohol consumption may result in increased excise duties, minimum unit pricing, reduced commercial freedoms—including availability and visibility—sponsorship bans, health warnings, reputational damage, and a negative impact on revenues and profits. ■ Become a market leader in the no- and low-alcohol category. ■ Abuse and overconsumption of alcohol leading to negative health and societal impacts. ■ Expanding no- and low-alcohol beverage options ensures that consumers 'always have a choice'. Short-, medium- and long-term Consumers and end- users Sustainable agriculture ■ Disruption of sourcing continuity, such as changes in the availability, quality, or price of ingredients due to external factors like political instability and climate change, may lead to resource shortages, increased costs, production interruptions, and loss of revenue. ■ Sourcing of raw materials, grown using conventional methods, can increase carbon emissions and impact the availability and quality of water. ■ Collaborating with business partners and farmers to adopt innovative and sustainable agricultural practices reduces environmental impact and enhances resilience to climate change. Short-, medium- and long-term Resource use and circular economy; Workers in the value chain Resources and circularity ■ Changes in the impact, speed, and costs of new environmental regulations may affect operations and increase expenses. ■ Contributing to carbon emissions by sourcing virgin materials. ■ Indirectly contributing to landfill waste through consumers. ■ Investing in return systems for reusable packaging fosters a circular economy by promoting material reuse and reducing demand for virgin resources. ■ Innovating in reusing by-products in production enhances resource efficiency and minimises waste. Short-, medium- and long-term Resource use and circular economy Responsible marketing ■ Commercial campaigns that do not align with HEINEKEN’s Responsible Marketing Code, such as those seemingly targeting minors or promoting excessive alcohol consumption, may result in fines, litigation, and damage to the brand's reputation. ■ Positively influencing consumer behaviour through Responsible Consumption and 0.0% campaigns. ■ Providing transparent, easily accessible information on labels beyond local legal requirements empowers consumers to make informed choices. Short-, medium- and long-term Consumers and end- users Labour practices and human rights ■ Significant alleged or actual non-compliance with the Human Rights Policy or Supplier Code within HEINEKEN's operations or value chain may lead to claims, fines, and reputational damage. ■ Raising labour and human rights standards globally due to HEINEKEN’s operational footprint. Short-, medium- and long-term Own workforce; Workers in the value chain Diversity, equity & inclusion (DEI) ■ Failure to achieve HEINEKEN's DEI ambitions and unlock the full potential of HEINEKEN's people and organisation may result in lost business opportunities. ■ Promoting inclusivity and actively adopting DEI practices within the organisation fosters a diverse workplace culture. Short-, medium- and long-term Own workforce See Appendix 2 of the Heineken N.V. Sustainability Statements, for an overview of how the impacts risks and opportunities link to the policies, actions and targets. The policies, actions and targets are further described in the topical sections of the Heineken N.V. Sustainability Statements. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 39 Current financial effects of material sustainability matters The sustainability matters outlined above have a financial impact on HEINEKEN's 2024 consolidated financial statements. HEINEKEN assessed sustainability-related impairments, liabilities and provisions, which are considered to be immaterial in 2024. In addition, the execution of HEINEKEN's Brew a Better World (BaBW) strategy is supported through CapEx and OpEx investments. HEINEKEN's sustainability investments underlying its sustainability strategy are embedded in how HEINEKEN runs its business and how HEINEKEN has designed its (operational) processes. These investments most often form part of larger investments, and have in most cases multiple objectives of which sustainability is only one of them. It would require significant judgement to identify the incremental financial investment associated with specific sustainability objectives. In HEINEKEN's view, the current ESRS guidance provides insufficient detail and clarity (e.g. what is considered to be sustainability-related CapEx and OpEx) to prepare a monetary disclosure that supports consistent and reliable reporting across companies. At the end of the reporting year, HEINEKEN has not identified any material risks and opportunities for which there is a significant risk of material adjustment to the carrying amounts of assets and liabilities in the next annual reporting period. Resilience of the strategy and business model HEINEKEN's strategy and business model are designed to be resilient and capable of addressing material impacts and risks while taking advantage of significant opportunities. Resilience is reflected in HEINEKEN's comprehensive approach to managing climate-related risks and opportunities and recent assessments carried out to assess salient human rights and environmental risks throughout HEINEKEN's value chain. Refer to the 'Climate change', 'Water', 'Resource use and circular economy', 'Own workforce' and 'Workers in the value chain' sections of the Heineken N.V. Sustainability Statements for further details. HEINEKEN has conducted qualitative and quantitative assessments to understand how these factors could impact its business. This includes scenario analyses to evaluate the potential effects of different future conditions on HEINEKEN's operations, financial performance, and supply chain. A key aspect of HEINEKEN's resilience strategy involves adaptation and mitigation efforts. HEINEKEN is investing in sustainable brewing practices and working to reduce its carbon footprint through the adoption of renewable energy sources and energy-efficient technologies. HEINEKEN's risk management framework incorporates climate-related risks, enabling HEINEKEN to identify, assess and mitigate potential impacts on its operations and financial health. Additionally, HEINEKEN is exploring new product innovations and market opportunities that align with consumer demand for sustainable products, with the aim of transforming potential risks into avenues for growth. Through these efforts, HEINEKEN demonstrates a robust capacity to manage material risks and capitalise on opportunities, supporting long-term resilience and sustainability. Link between HEINEKEN material topics and ESRS standards The shortlist of 15 topics, as shown in the Double Materiality Matrix, has been tailored specifically to HEINEKEN, with each topic also linked to the ESRS framework. The table below provides an overview of these ESRS linkages for the material topics, including a note in case HEINEKEN has included entity-specific disclosures. HEINEKEN material topic ESRS disclosure requirements and/or entity-specific disclosures Climate change ESRS E1 Climate change1 Water security ESRS E3 Water and marine resources1 Responsible consumption ESRS S4 Consumers and end-users1 Sustainable agriculture ESRS E5 Resource use and circular economy1 ESRS S2 Workers in the value chain Resources and circularity ESRS E5 Resource use and circular economy1 Responsible marketing ESRS S4 Consumers and end-users1 Labour practices and human rights ESRS S1 Own workforce1 ESRS S2 Workers in the value chain Diversity, equity and inclusion ESRS S1 Own workforce1 1 This includes entity-specific disclosures Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 40 IMPACT, RISK AND OPPORTUNITY Description of the process to identify and assess material impacts, risks and opportunities 1. Evaluating HEINEKEN’s current state and external context HEINEKEN evaluated its current state and external context through a comprehensive desk- based assessment. This included external sources such as international standards and frameworks, sector trends and an in-depth peer and competitor review, and company- specific sources, such as the risk management process and strategy presentations. A media analysis was conducted to evaluate the public opinion about HEINEKEN and its sector. In assessing this, HEINEKEN considered the business context of HEINEKEN, including its geographical presence, nature of business activities and transactions (among others when assessing Business Conduct). HEINEKEN also screened its site locations and business activities for actual and potential impacts or risks related to pollution, both within HEINEKEN's own operations and across the value chain. This screening was conducted through desktop research and inquiries with internal stakeholders. HEINEKEN did not engage in consultations with affected communities on this topic, as it found no indications of communities being directly impacted by pollution. This process resulted in a longlist of 30 topics which was reviewed by a project team to analyse what topics should be included, which topics could be combined (for example, ‘carbon emissions’ and ‘climate change’), and what topics should be excluded (for example, topics relevant for certain peers but not necessarily for HEINEKEN’s operations, like animal welfare). The longlist was narrowed down to a draft shortlist of 17 topics. 2. Mapping the value chain and potential impacts Part of the assessment focused on understanding HEINEKEN's value chain and the (potential) impacts of the draft shortlist of sustainability topics within this chain. HEINEKEN’s operations and relationships were summarised and categorised into upstream, operational and downstream activities. Double materiality seven-phase process Phase Phase Phase Phase Phase Phase Phase Evaluating HEINEKEN’s current state and external context Mapping the value chain and potential impacts Engaging internal and external stakeholders Prioritising the material topics Validating the outcomes with the group of subject matter experts Confirming the results with the Executive Board Assessment by Heineken Holding N.V. The shortlisted topics were then mapped against these activities. The outcomes of phases 1 and 2 were presented to a group of 30 subject matter experts selected from within HEINEKEN. The goal of this session was to validate the value chain map and shortlist, including definitions. As a result, a final shortlist of 15 topics was confirmed, after integrating ‘Sustainable packaging’ into ‘Resources and circularity,’ and removing 'Innovation,' as it is considered an enabler for the other topics rather than a standalone sustainability issue. 3. Engaging internal and external stakeholders HEINEKEN gathered input from internal and external stakeholders to pinpoint its most crucial sustainability topics. This involved engagement with internal stakeholders – both subject matter experts and senior managers – and external representatives from NGOs, investors, governments, customers and trade associations. Internal stakeholders were assigned to a topic aligned with their area of expertise while external stakeholders were asked to select three to five topics from the shortlist of sustainability topics that they deemed most material. HEINEKEN conducted 25 in-depth interviews. External stakeholders were specifically interviewed regarding impact materiality, while internal and financial (external) stakeholders were interviewed on both impact and financial materiality. On top of their qualitative input, stakeholders were asked to score the sustainability topics based on the impacts, risks and opportunities they identified, and on severity and likelihood. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 41 To further validate the outcomes, a survey was distributed to 119 stakeholders in 15 markets across all four regions, with a 60% response rate. Stakeholders represented a wide range of sectors ranging from governments and NGOs to trade associations and customers. They were asked to select and rank the five topics that they deemed could have the most significant impact on the economy, environment and people. Additionally, the risk management team was engaged to use the yearly Risk Assessment Cycle as a source for determining the financial materiality of sustainability topics. 4. Prioritising the material topics The final scoring for double materiality was determined based on the interview results and risk management assessment. Survey results were used to help validate the outcomes of the interviews. The prioritisation of sustainability topics for impact materiality was determined by calculating the average score of internal and external interview inputs. The prioritisation for financial materiality was determined by calculating the average score of internal and external interview inputs and risk management inputs. Based on the average scores, topics were prioritised and visualised in a matrix. The outcomes of the survey were used to validate and confirm the topic ranking, with no material differences identified. 5. Validating the outcomes with the group of subject matter experts A second validation session was organised with the subject matter experts from within HEINEKEN to discuss the outcomes derived from interviews and surveys. Participants discussed how the prioritisation of the impact and financial materiality met the group’s expectations and how to set the appropriate threshold to define which topics are deemed material for ESRS reporting purposes. It was agreed to set the threshold at 2.5 (out of 5) for both impact and financial materiality as it represents the median value on the 5-point scoring table. This means that any topics scoring above 2.5 are considered to be material, while topics scoring below 2.5 are considered to be relevant, but not material for ESRS reporting purposes. 6. Confirming the results with the Executive Board The outcomes of the double materiality assessment were presented to the Heineken N.V.'s Executive Board for discussion and validation. A management judgment was made to elevate two topics that were close to the materiality threshold – 'Labour practices and human rights' and 'Diversity, equity, and inclusion' – into the materiality space, making them in scope of the ESRS reporting requirements. The annual reassessment of the DMA requires sign-off by the Heineken N.V.'s Executive Board. The Sustainability and Responsibility Steering Committee, chaired by the Chief Executive Officer (CEO), oversees the implementation of the sustainability strategy. It is involved in setting and monitoring targets and responding to identified impacts, risks and opportunities (see the section 'General information - Role of the Executive Board and Supervisory Board in sustainability matters' of the Heineken N.V. Sustainability Statements for more information). 7. Assessment by Heineken Holding N.V. Heineken Holding N.V. reviewed and assessed the outcomes of the DMA to ensure alignment and determine whether it felt aligned with its conclusions and scope. This approach ensures that Heineken Holding N.V.’s Sustainability Statements reflect the most accurate and relevant material issues concerning HEINEKEN, without duplicating efforts or introducing unnecessary complexity. Integration of the DMA into overall risk management process The eight material topics identified through the DMA assessment have been mapped to the risks identified in HEINEKEN's overall risk management process. As part of this process, these risks—along with other relevant risks—are identified, mitigated, and monitored on an ongoing basis as part of routine business. HEINEKEN applies a proactive approach to ensure that risk management is part of executive conversations and embedded in company processes. Risk management is integrated into overall management processes, and HEINEKEN's ongoing commitment to managing risks in a conscious manner increases the likelihood of achieving HEINEKEN's strategy, business, and sustainability objectives. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 42 The Executive Board of Heineken N.V. is accountable for overseeing risk management, risk oversight, and the protection of HEINEKEN’s reputation, assets, and brands. The Executive Board is supported by the Risk Committee, chaired by the CFO, in conducting regular reviews of the group's risk assessment cycle. These reviews summarise the key risks, mitigating actions, and monitoring activities, and they also assess the level of risk HEINEKEN is willing to accept and the impact these risks may have on the company’s objectives. General disclosures relating to setting and monitoring ambitions and goals Setting ambitions, and goals HEINEKEN's sustainability strategy (Brew a Better World (BaBW)) will continue to evolve due to stakeholder expectations, evolving requirements and regulations. Senior leaders across the business discuss and address the ambitions and goals before they are presented to the Executive Board and Supervisory Board of Heineken N.V. for approval. Monitoring performance There is a clear governance process in place to review HEINEKEN's progress on each of HEINEKEN's Brew a Better World (BaBW) ambitions and goals including a dedicated S&R Steering Committee with senior leadership to review progress on a quarterly basis. This is supported by regional and operating company reviews, identifying areas of focus and facilitating decision making to (re)balance efforts to maximise progress. Forecasting and performance monitoring will be further embedded in 2025 to cover sustainability reported metrics beyond HEINEKEN's BaBW goals. Identifying lessons or improvements HEINEKEN's global, regional and operating company Steering Committees discuss learnings and areas for improvement. The recommendations and dilemmas discussed at these forums often emerge from management committees (e.g. HEINEKEN's Environmental Steering Committee) and regular reviews within the delivery programmes. VOLUNTARY DISCLOSURES Responsible business conduct Foundation: HEINEKEN's way of working HEINEKEN knows that it can only be successful if HEINEKEN leads with integrity and fairness, with respect for people, the law and its values. This is the essence of HEINEKEN's business conduct framework, which forms the foundation of HEINEKEN's ways of working. It guides HEINEKEN's day-to-day decisions, actions, engagement, and governance, ensuring HEINEKEN operates responsibly. Zero tolerance to bribery and corruption Code of Business Conduct A cornerstone of HEINEKEN's framework is the Code of Business Conduct (the ‘Code’). It serves as a beacon, reflecting the core principles and policies that define expected behaviours for everyone in HEINEKEN. The Code provides a framework for ethical decision- making, offers guidance to employees on navigating challenges, and fosters a culture of integrity and compliance. Business conduct training and awareness HEINEKEN provides annual mandatory Code of Business Conduct training to all employees worldwide. In 2024, HEINEKEN's introduced a new ‘edutainment’ e-learning module that uses storytelling to engage employees and guide them in doing the right thing. This interactive training, inspired by real Speak Up cases, helps employees understand and apply HEINEKEN's ethical standards in their daily work, fostering thoughtful reflection on various business conduct topics. In 2024, over 85,000 employees completed this training. To support ongoing engagement and awareness, HEINEKEN promotes responsible business practices through various initiatives. In 2024, campaigns highlighted key events such as World Whistleblower Day, Anti-Corruption Day, and Integrity Week, reinforcing HEINEKEN's Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 43 commitment to ethical standards and keeping employees informed and motivated to uphold HEINEKEN's values. Zero Tolerance of Bribery and Corruption As a multinational company operating in more than 70 countries, including those with high levels of corruption, HEINEKEN pays close attention to exposure to bribery and corruption risks. HEINEKEN's principle is to never engage in bribery, and HEINEKEN's anti-bribery and anti-corruption framework is designed to prevent, detect, and respond to bribery and corruption threats. The framework includes risk-based third-party due diligence, mandatory disclosures of conflicts of interest and awareness campaigns and training. Training on Anti-Bribery and Anti-Corruption HEINEKEN's anti-bribery and anti-corruption e-learning equips employees to recognise and handle potential bribery and corruption challenges they may encounter during their work. This training is mandatory for selected employees. In 2024, over 10,000 employees completed the training. In addition to HEINEKEN's own employees, HEINEKEN also provides training to selected business partners who may pose an elevated bribery and corruption risk. This training reiterates HEINEKEN's zero-tolerance policy on bribery and corruption, explains how to recognise and resist bribery and corruption, and encourages speaking up when necessary. An effective Speak Up framework HEINEKEN proactively encourages everyone to speak up when they have questions or concerns about potential misconduct, such as fraud, discrimination, harassment, or corruption involving HEINEKEN, employees, or business partners. Multiple confidential channels are available to both employees and external parties to report concerns. HEINEKEN's Speak Up channels include a network of trusted representatives – employees selected and trained to receive and help register potential Speak Up reports – and an external Speak Up service. This service is managed by an independent provider and is available 24/7. HEINEKEN regularly communicates the availability of these channels to employees and third parties to encourage their use, stressing that reports are treated confidentially and that retaliation is not tolerated. In 2024, HEINEKEN received 2,965 Speak Up reports (2023: 2,765). These reports covered workplace grievances (10%), allegations of fraud (30%), discrimination and harassment (29%), conflicts of interest (8%), and other concerns (23%; including 10% that did not involve an alleged Code of Business Conduct violation). HEINEKEN has closed 78% of the 2024 Speak Up reports, with 22% still pending. For the cases that were fully or partly substantiated (49%), corrective and preventive actions were taken as appropriate, including process and control improvements, awareness initiatives, training, coaching, and disciplinary measures ranging from warnings to termination of employment. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 44 REFERENCE TABLE ESRS # Description Reference Page reference within these Sustainability Statements Explanation ESRS 2 BP-1 General basis for preparation of the sustainability statements General basis of preparation of the sustainability statements 24 ESRS 2 BP-2 Disclosures in relation to specific circumstances Disclosures in relation to specific circumstances 25 ESRS 2 GOV-1 The role of the administrative, management and supervisory bodies Role of the Board of Directors in sustainability matters 26 ESRS 2 GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies Role of the Board of Directors in sustainability matters 26 ESRS 2 GOV-3 Integration of sustainability-related performance in incentive schemes Integration of sustainability-related performance in incentive schemes 28 ESRS 2 GOV-4 Statement on due diligence Statement on due diligence 29 ESRS 2 GOV-5 Risk management and internal controls over sustainability reporting Risk management and internal controls over sustainability reporting 31 ESRS 2 SBM-1 Strategy, business model and value chain Strategy, business model and value chain 32 ESRS 2 SBM-2 Interests and views of stakeholders Interests and views of stakeholders 34 ESRS 2 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model Material impacts, risks and opportunities and their interaction with strategy and business model 37 Phased-in option applied for DR48e and AR22 (anticipated financial effects), in line with ESRS 1 Appendix C: List of phased-in Disclosure Requirements. ESRS 2 IRO-1 Description of the processes to identify and assess material impacts, risks and opportunities Description of the process to identify and assess material impacts, risks and opportunities 40 ESRS 2 IRO-2 Disclosure requirements in ESRS covered by the undertaking’s sustainability statement Reference table 44 ESRS 2 MDR-P Policies adopted to manage material sustainability matters Minimum disclosure requirements on policies are included in the policies sections of the topical sections of the Heineken N.V. Sustainability Statements. ESRS 2 MDR-A Actions and resources in relation to material sustainability matters Minimum disclosure requirements on actions and resources are included in the actions and resources sections of the topical sections of the Heineken N.V. Sustainability Statements. ESRS 2 MDR-M Metrics in relation to material sustainability matters See Appendix 4 'Basis of preparation' of the Heineken N.V. Sustainability Statements. ESRS 2 MDR-T Tracking effectiveness of policies and actions through targets Minimum disclosure requirements on targets are included in the metrics and targets sections of the topical sections of the Heineken N.V. Sustainability Statements. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 45 HEINEKEN N.V. SUSTAINABILITY STATEMENTS See the following pages (46 through 48) for an overview of the sustainability information as included in the Sustainability Statements of Heineken N.V. as incorporated by reference herein. The parts of the Heineken N.V.’s Sustainability Statements set out on pages 46 through 48 shall be deemed to be incorporated in, and to form part of, the Sustainability Statements of Heineken Holding N.V. and these Sustainability Statements of Heineken Holding N.V. should be read and construed in conjunction with such (parts of the) Heineken N.V.’s Sustainability Statements. ENVIRONMENTAL Page 167 of the Heineken N.V. Sustainability Statements SOCIAL Page 206 of the Heineken N.V. Sustainability Statements RESPONSIBLE Page 232 of the Heineken N.V. Sustainability Statements Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 46 HEINEKEN N.V. HEINEKEN N.V. Annual Report 2024 ä SUSTAINABILITY STATEMENTS Environmental CLIMATE CHANGE ESRS E1 Starting on page 168 Strategy Impacts, risks and opportunities - Policies Impacts, risks and opportunities - Actions and resources Metrics and targets WATER ESRS E3 Starting on page 182 Strategy Impacts, risks and opportunities - Strategy Impacts, risks and opportunities - Policies Impacts, risks and opportunities - Actions and resources Metrics and targets RESOURCE USE AND CIRCULAR ECONOMY ESRS E5 Starting on page 189 Strategy Impacts, risks and opportunities - Policies Impacts, risks and opportunities - Actions and resources Metrics and targets Biodiversity EU TAXONOMY Starting on page 199 HEINEKEN's view of the EU Taxonomy Turnover CapEx OpEX Heineken Holding N.V. top-up As stated above, Heineken Holding N.V. has no operational activities, employees or physical offices. Its activity is limited to the holding of shares in Heineken N.V. The operational activities have been assigned within HEINEKEN to Heineken N.V. and its subsidiaries and associated companies. Heineken Holding N.V. will therefore incorporate by reference the topics that were selected as material as the outcome of the double materiality analysis by HEINEKEN. This is also the case for the Environmental topics referenced on this page. The EU Taxonomy data reported by Heineken N.V. fully captures the operational activities of the HEINEKEN group. As Heineken Holding N.V.’s role within the HEINEKEN group is limited to that of a holding company, with no direct operational or relevant economic activities contributing to the metrics or KPIs under the EU Taxonomy Regulation, there is no additional data to report within its scope. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 47 HEINEKEN N.V. HEINEKEN N.V. Annual Report 2024 ä SUSTAINABILITY STATEMENTS Social OWN WORKFORCE ESRS S1 Starting on page 207 Strategy Impacts, risks and opportunities - Policies Impacts, risks and opportunities - Processes Impacts, risks and opportunities - Actions and resources Metrics and targets Voluntary disclosures WORKERS IN THE VALUE CHAIN ESRS S2 Starting on page 224 Strategy Impacts, risks and opportunities - Policies Impacts, risks and opportunities - Processes Impacts, risks and opportunities - Actions and resources Metrics and targets Heineken Holding N.V. top-up As stated above, Heineken Holding N.V. has no operational activities, employees or physical offices. Its activity is limited to the holding of shares in Heineken N.V. The operational activities have been assigned within HEINEKEN to Heineken N.V. and its subsidiaries and associated companies. Furthermore, there is no senior management level at Heineken Holding N.V. Heineken Holding N.V. will therefore incorporate by reference the topics that were selected as material as the outcome of the double materiality analysis by HEINEKEN. Inclusion of Heineken Holding N.V. directors does not materially impact ESRS S1 quantitative metrics included in Heineken N.V. Sustainability Statements. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 48 HEINEKEN N.V. HEINEKEN N.V. Annual Report 2024 ä SUSTAINABILITY STATEMENTS Responsible APPENDICES Starting on page 242 Appendix 1 - Incorporation by reference Appendix 2 - Linking impacts, risks and opportunities to policies and actions Appendix 3 - Datapoints that derive from other EU legislation Appendix 4 - Basis of preparation Appendix 5 - Reference table CONSUMERS AND END- USERS ESRS S4 Starting on page 233 Strategy Impacts, risks and opportunities - Policies Impacts, risks and opportunities - Processes Impacts, risks and opportunities - Actions and resources Metrics and targets Heineken Holding N.V. top-up As stated above, Heineken Holding N.V. has no operational activities, employees or physical offices. Its activity is limited to the holding of shares in Heineken N.V. The operational activities have been assigned within HEINEKEN to Heineken N.V. and its subsidiaries and associated companies. Heineken Holding N.V. will therefore incorporate by reference the topics that were selected as material as the outcome of the double materiality analysis by HEINEKEN. This is also the case for the Responsible topics referenced on this page. As Heineken Holding N.V. does not have any operational activities, the consumers and end-users are the same as the consumers and end- users of HEINEKEN. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 49 REMUNERATION REPORT REPORT OF THE BOARD OF DIRECTORS The Remuneration Policy for the Board of Directors of Heineken Holding N.V. was submitted for approval to the General Meeting of Shareholders on 25 April 2024. The General Meeting of Shareholders approved the policy with 99.64% favourable support. This Remuneration Report includes two sections: Part I Describes the prevailing Board of Directors Remuneration Policy, as adopted by the General Meeting of Shareholders on 25 April 2024, and as it has been implemented in 2024. Part II Provides details of the Board of Directors actual remuneration for performance ending in, or at year-end, 2024. Part I Remuneration Policy Remuneration principles The Board of Directors Remuneration Policy is designed to attract and retain high-class and diverse profiles with relevant skills and experience that are required to perform the duties of the Board of Directors and ensures appropriate corporate governance by meeting the following key principles: Support the business strategy We align our Remuneration Policy with business strategies focused on creating long-term sustainable growth and shareholder value. Pay for purpose We align our Remuneration Policy to promote the independence and objectivity of our members of the Board of Directors, which is a key element to best serve the long-term interest of the Company. Pay competitively We set remuneration levels to be competitive with other relevant multinational corporations of similar size and complexity. While establishing and implementing the policy, the perspective and input of internal and external stakeholders and the external environment in which HEINEKEN operates, are taken into consideration. HEINEKEN is also committed to an ongoing dialogue with shareholders and seeks the views of significant shareholders before any material changes to remuneration arrangements are put forward for approval. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 50 Summary overview of remuneration elements The Board of Directors Remuneration Policy is simple and transparent in design, and consists of the following key elements: Remuneration element Description Strategic role Base Board fees Members of the Board of Directors receive the same fixed cash compensation for their services as the members of the Supervisory Board of Heineken N.V. No variable pay and/or equity awards are offered. In order to provide a fee level that is competitive with other companies comparable to HEINEKEN, reviews are conducted on a regular basis. The Remuneration Committee of Heineken N.V. is responsible to review the compensation levels on a regular basis and to bring forward proposals (if any) to the Supervisory Board of Heineken N.V. Proposals are submitted to the General Meeting of Shareholders of Heineken N.V. for approval. This review is done through a benchmark assessment against a pan-European peer group consisting of companies that are of comparable size to HEINEKEN. Allowances and benefits Members of the Board of the Directors are not reimbursed and compensated for additional efforts that enable them to exercise their role. Members receive no reimbursement of travel expenses and are not compensated for intercontinental travel required to exercise their role. Small benefits such as retirement gifts may be provided. Members of the Board of Directors are not eligible for incentive awards or pension. Part II Actual remuneration for performance ending in, or at year-end, 2024 In line with the Board of Directors prevailing Remuneration Policy, the members of the Board of Directors receive a fixed remuneration for their services. The 2024 annual remuneration for the members of the Board of Directors of Heineken Holding N.V. is set on €150,000 for the Chair and €115,000 for the other members of the Board of Directors. The following tables provide an overview of the Board of Directors actual remuneration for year-end 2024. For disclosures in line with IFRS reporting requirements, refer to note 13.3 to the Consolidated Financial Statements. Mr M. Das and Mr M.R. de Carvalho have a double function as they are a member of the Board of Directors of Heineken Holding N.V. as well as a member of the Supervisory Board of Heineken N.V. In line with Section 135b, subsection 3f, Book 2 of the Dutch Civil Code and the Draft Guidelines to the Shareholders Rights Directive, the remuneration they receive for these services is reflected in their total remuneration and is also split out by component as presented in Table 1 BIS. Remuneration of Mr J.F.M.L. van Boxmeer At the General Meeting of Shareholders on 23 April 2020, Mr J.F.M.L. van Boxmeer was appointed as non-executive member of Heineken Holding N.V. as of 1 June 2020. The actual remuneration Mr J.F.M.L. van Boxmeer received from Heineken Holding N.V. is reflected in Table 1. For disclosures on the remuneration received by Mr J.F.M.L. van Boxmeer as CEO and Chair of the Executive Board of Heineken N.V. refer to Heineken N.V.’s Remuneration Report. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 51 Table 1 Remuneration Board of Directors In thousands of € 2024 2023 2022 2021 2020 Executive members: C.L. de Carvalho-Heineken 115 90 90 90 90 M.R. de Carvalho 315 231 225 225 225 Total remuneration executive members 430 321 315 315 315 Non-executive members: M. Das (Chair) 265 250 250 250 250 C.M. Kwist 115 90 90 90 90 A.A.C. de Carvalho 115 90 90 90 90 A.M. Fentener van Vlissingen 115 90 90 90 90 L.L.H. Brassey 115 90 90 90 90 J.F.M.L. van Boxmeer1,2 115 90 90 90 53 C.A.G. de Carvalho3 — 27 63 — — J.A. Fernández Carbajal4 — 23 256 232 244 Total remuneration non- executive members 840 750 1,019 932 907 Total remuneration 1,270 1,071 1,334 1,247 1,222 * Includes the remuneration received as member of the Supervisory Board of Heineken N.V., please refer to table 1 BIS. 1 Appointed as non-executive director of Heineken Holding N.V. as of 1 June 2020. 2 See separate paragraph for more information regarding the remuneration Mr J.F.M.L. van Boxmeer. 3 Appointed as non-executive director of Heineken Holding N.V. as of 22 April 2022 and resigned as per 20 April 2023. 4 Resigned on and as per 15 February 2023. Table 1 BIS Remuneration of members of the Supervisory Board from Heineken N.V. 2024 2023 2022 2021 2020 In thousands of € Base Board Fee Committee Fees Allowances and Benefits Total Remune- ration Total Remune- ration Total Remune- ration Total Remune- ration Total Remune- ration M. Das 115 — — 115 130 130 130 130 M.R. de Carvalho 115 75 10 200 141 135 135 135 J.A. Fernández Carbajal1 — — — 0 33 166 142 154 1 Resigned on and as per 15 February 2023. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 52 STATEMENT OF THE BOARD OF DIRECTORS REPORT OF THE BOARD OF DIRECTORS In accordance with Section 5:25c, subsection 2 sub c of the Financial Supervision Act, we confirm that, to the best of our knowledge, ■ the financial statements in this Annual Report 2024 give a true and fair view of our assets and liabilities, our financial position as at 31 December 2024, and the results of our consolidated operations for the financial year 2024; and ■ the Report of the Board of Directors includes a fair review of the position as at 31 December 2024 and the development and performance during the financial year 2024 of Heineken Holding N.V. and the undertakings included in the consolidation taken as a whole, and describes the principal risks that Heineken Holding N.V. faces. Amsterdam, 11 February 2025 Board of Directors Mr M. Das, non-executive director (Chair) Mrs C.L. de Carvalho-Heineken, executive director Mr M.R. de Carvalho, executive director Mrs C.M. Kwist, non-executive director Mr A.A.C. de Carvalho, non-executive director Mrs A.M. Fentener van Vlissingen, non-executive director Mrs L.L.H. Brassey, non-executive director Mr J.F.M.L. van Boxmeer, non-executive director Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 53 FINANCIAL STATEMENTS 2024 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 54 Contents Financial Statements page 55 Heineken Holding N.V. Income Statement 55 Heineken Holding N.V. Balance Sheet 56 Heineken Holding N.V. Shareholders' Equity 58 Notes to the Heineken Holding N.V. Financial Statements 60 Consolidated Income Statement 60 Consolidated Statement of Other Comprehensive Income 61 Consolidated Statement of Financial Position 62 Consolidated Statement of Cash Flows 63 Consolidated Statement of Changes in Equity 65 Notes to the Consolidated Financial Statements 65 1. Reporting entity 65 2. Basis of preparation 65 3. Significant events in the period and accounting estimates and judgements 65 4. Changes in accounting policies 66 5. General accounting policies 68 6. Operating activities 68 6.1 Operating segments 71 6.2 Other income 72 6.3 Raw materials, consumables and services 72 6.4 Personnel expenses 73 6.5 Share-based payments 74 6.6 Amortisation, depreciation and impairments 74 6.7 Earnings per share 75 7. Working capital 75 7.1 Inventories 75 7.2 Trade and other receivables 76 7.3 Trade and other payables 77 7.4 Returnable packaging materials page 78 8. Non-current assets 78 8.1 Intangible assets 81 8.2 Property, plant and equipment 83 8.3 Loans and advances to customers 84 8.4 Equity instruments 84 8.5 Other non-current assets 85 9. Provisions and contingent liabilities 85 9.1 Post-retirement obligations 89 9.2 Provisions 89 9.3 Contingencies 91 10. Acquisitions, disposals and investments 91 10.1 Acquisitions and disposals of subsidiaries and non-controlling interests 91 10.2 Assets or disposal groups classified as held for sale 91 10.3 Investments in associates and joint ventures 93 11. Financing and capital structure 93 11.1 Net finance income and expense 93 11.2 Cash and cash equivalents 94 11.3 Borrowings 96 11.4 Capital and reserves 98 11.5 Credit, liquidity and market risk 101 11.6 Derivative financial instruments 102 12. Tax 102 12.1 Income tax expense 103 12.2 Deferred tax assets and liabilities 105 12.3 Income tax on other comprehensive income and equity 105 13. Other 105 13.1 Fair value 106 13.2 Off-balance sheet commitments 107 13.3 Related parties 109 13.4 HEINEKEN entities 110 13.5 Subsequent events Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 55 Heineken Holding N.V. Income Statement For the year ended 31 December In millions of € Note 2024 2023 Personnel expenses — — Total expenses — — Interest income — — Interest expenses — — Other net finance income/(expenses) — — Net finance expenses — — Share in result of participating interest in Heineken N.V. after income tax II 498 1,174 Profit before income tax — — Income tax income/(expense) III — — Profit 498 1,174 Heineken Holding N.V. Balance Sheet Before appropriation of results As at 31 December In millions of € Note 2024 2023 Participating interest in Heineken N.V. I 9,546 9,733 Total financial fixed assets 9,546 9,733 Cash — — Total current assets — — Total assets 9,546 9,733 Issued capital 461 461 Share premium 1,257 1,257 Translation reserve (2,168) (1,866) Hedging reserve 52 (6) Cost of hedging reserve (5) (4) Fair value reserve 31 34 Other legal reserves 998 999 Reserve for own shares (390) (390) Retained earnings 8,812 8,074 Profit for the year 498 1,174 Total shareholders' equity 9,546 9,733 Other payables — — Total current liabilities — — Total shareholders' equity and liabilities 9,546 9,733 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 56 Heineken Holding N.V. Shareholders' Equity In millions of € Share capital Share premium Translation reserve Hedging reserve Cost of hedging reserve Fair value reserve Other legal reserves Reserve for own shares Retained earnings Profit/(loss) for the year Shareholders' equity Balance as at 1 January 2023 461 1,257 (1,822) (22) (5) 36 623 — 7,823 1,343 9,694 Profit for the year — — — — — — 104 — (104) 1,174 1,174 Other comprehensive income/(loss) — — (44) (63) 1 (2) — — (34) — (142) Total comprehensive income/(loss) — — (44) (63) 1 (2) 104 — (138) 1,174 1,032 Realised hedge result from non-financial assets by Heineken N.V. — — — 79 — — — — — — 79 Transfer to retained earnings — — — — — — — — 1,343 (1,343) — Transfer between reserves — — — — — — 272 — (272) — — Dividends to shareholders — — — — — — — — (545) — (545) Purchase Heineken N.V. shares by Heineken N.V. — — — — — — — — (480) — (480) Purchase own shares — — — — — — — (390) — — (390) Dilution — — — — — — — — 170 — 170 Share-based payments by Heineken N.V. — — — — — — — — 1 — 1 Acquisition of non-controlling interests in Heineken N.V. group companies — — — — — — — — (109) — (109) Hyperinflation impact on participating interest Heineken N.V. — — — — — — — — 103 — 103 Changes in consolidation by Heineken N.V. — — — — — — — — 178 — 178 Balance as at 31 December 2023 461 1,257 (1,866) (6) (4) 34 999 (390) 8,074 1,174 9,733 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 57 Heineken Holding N.V. Shareholders' Equity continued In millions of € Share capital Share premium Translation reserve Hedging reserve Cost of hedging reserve Fair value reserve Other legal reserves Reserve for own shares Retained earnings Profit/(loss) for the year Shareholders' equity Balance as at 1 January 2024 461 1,257 (1,866) (6) (4) 34 999 (390) 8,074 1,174 9,733 Profit for the year — — — — — — (4) — 4 498 498 Other comprehensive income/(loss) — — (302) 80 (1) (3) — — 34 — (192) Total comprehensive income/(loss) — — (302) 80 (1) (3) (4) — 38 498 306 Realised hedge result from non-financial assets by Heineken N.V. — — — (22) — — — — — — (22) Transfer to retained earnings — — — — — — — — 1,174 (1,174) — Transfer between reserves — — — — — — 3 — (3) — — Dividends to shareholders — — — — — — — — (489) — (489) Purchase Heineken N.V. shares by Heineken N.V. — — — — — — — — (31) — (31) Dilution — — — — — — — — 3 — 3 Share-based payments by Heineken N.V. — — — — — — — — 9 — 9 Acquisition of non-controlling interests in Heineken N.V. group companies — — — — — — — — 5 — 5 Hyperinflation impact on participating interest Heineken N.V. — — — — — — — — 36 — 36 Changes in consolidation by Heineken N.V. — — — — — — — — (4) — (4) Balance as at 31 December 2024 461 1,257 (2,168) 52 (5) 31 998 (390) 8,812 498 9,546 For further explanation reference is made to note 11.4 to the Consolidated Financial Statements. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 58 Notes to the Heineken Holding N.V. Financial Statements Reporting entity Heineken Holding N.V. (the ‘Company’) is a public company domiciled in the Netherlands. The address of the Company’s registered office is Tweede Weteringplantsoen 5, 1017ZD, Amsterdam. The Company is registered in the Trade Register of Amsterdam No. 33078624. Basis of preparation The Company Financial Statements have been prepared in accordance with the provisions of Part 9, Book 2 of the Dutch Civil Code. The Company uses the option of Section 362, subsection 8, of Part 9, Book 2, of the Dutch Civil Code to prepare the Company Financial Statements on the basis of the same accounting principles as those applied for the Consolidated Financial Statements. Valuation is based on recognition and measurement requirements of accounting standards adopted by the EU as explained in the notes to the Consolidated Financial Statements. The amounts disclosed in the notes to the Heineken Holding N.V. Financial Statements are in millions of Euro, unless otherwise indicated. The Financial Statements have been prepared by the Board of Directors and authorised for issue on 11 February 2025 and will be submitted for adoption to the General Meeting of Shareholders on 17 April 2025. Accounting policies Shareholders’ equity The translation reserve and other legal reserves are recognised in accordance with the Dutch Civil Code. Note I Participating interest in Heineken N.V. The interest of Heineken Holding N.V. in Heineken N.V. is 50.005% of the issued capital (being 50.966% (2023: 50.94%) of the outstanding capital following the purchase of own shares by Heineken N.V.). The nominal value of the Heineken N.V. shares held by the Company amounted to €461 million as at 31 December 2024 (€ 461 million as at 31 December 2023). The market capitalisation of the participating interest in Heineken N.V. as at 31 December 2024 amounted to €19.8 billion (29 December 2023: €26.5 billion). In millions of € Balance as at 1 January 2023 9,694 50.940% of the profit of Heineken N.V. 1,174 Dividend payments received by Heineken Holding N.V. (545) Movements in translation reserve (44) Movements hedges 17 Movements fair value adjustments (2) Actuarial gains and losses (34) Movements in retained earnings 178 Purchase Heineken N.V. shares by Heineken N.V. (480) Purchase own shares (390) Dilution 170 Share-based payments by Heineken N.V. 1 Acquisition of non-controlling interests in Heineken N.V. group companies by Heineken N.V. (109) Hyperinflation impact on participating interest in Heineken N.V. 103 Balance as at 31 December 2023 9,733 Balance as at 1 January 2024 9,733 50.966% of the profit of Heineken N.V. 498 Dividend payments received by Heineken Holding N.V. (489) Movements in translation reserve (302) Movements hedges 57 Movements fair value adjustments (3) Actuarial gains and losses 34 Movements in retained earnings (4) Purchase Heineken N.V. shares by Heineken N.V. (31) Dilution 3 Share-based payments by Heineken N.V. 9 Acquisition of non-controlling interests in Heineken N.V. group companies by Heineken N.V. 5 Hyperinflation impact on participating interest Heineken N.V. 36 Balance as at 31 December 2024 9,546 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 59 Note II Share in result of participating interest in Heineken N.V. after income tax Included here is the share in the profit of Heineken N.V. for 2024, being 50.966% of €978 million (2023: 50.94% of €2,304 million). Note III Other revenues and expenses after income tax Expenses made to manage and provide services to Heineken N.V. amounting to €1.279 thousand (2023: €1.364 thousand) are reimbursed by Heineken N.V. to Heineken Holding N.V. in accordance with the management agreement. Note IV Auditor Fees Fees for audit services include the audit of the financial statements of the Company and its subsidiaries. Fees for other audit services include a review of interim financial statements, sustainability, subsidy and other audits. Fees for tax services include tax compliance and tax advice. Fees for other non-audit services include agreed-upon procedures and advisory services. Fees for tax and other non-audit services are related to the network outside the Netherlands and are in accordance with local independence regulations. In 2024 €13.8 million of fees are recognised in the consolidated financial statements for services provided by Deloitte Accountants B.V. and its member firms and/or affiliates (2023: €13.9 million). In the overview below, the breakdown per type of service is provided: Deloitte Accountants B.V. Other Deloitte member firms and affiliates Total In millions of € 2024 2023 2024 2023 2024 2023 Audit of Heineken Holding N.V. and its subsidiaries 4.0 3.5 7.9 8.7 11.9 12.2 Other audit services 0.9 0.4 0.5 0.3 1.4 0.7 Tax services — — 0.1 0.1 0.1 0.1 Other non-audit services — — 0.4 0.9 0.4 0.9 4.9 3.9 8.9 10.0 13.8 13.9 Accounting policies Fees for audit services are included in the other expenses in the Consolidated Financial Statements (refer to note 6.3). These fees are recognised when the service is provided. Note V Subsequent Events For subsequent events, refer to note 13.5 of the Consolidated Financial Statements. Amsterdam, 11 February 2025 Board of Directors Mr M. Das, non-executive director (Chair) Mrs C.L. de Carvalho-Heineken, executive director Mr M.R. de Carvalho , executive director Mrs C.M. Kwist, non-executive director Mr A.A.C. de Carvalho, non-executive director Mrs A.M. Fentener van Vlissingen , non-executive director Mrs L.L.H. Brassey, non-executive director Mr J.F.M.L. van Boxmeer , non-executive director Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 60 Consolidated Income Statement For the year ended 31 December In millions of € Note 2024 2023 Revenue 6.1 35,955 36,375 Excise tax expense 6.1 (6,134) (6,013) Net revenue 6.1 29,821 30,362 Other income 6.2 80 393 Raw materials, consumables and services 6.3 (19,313) (20,077) Personnel expenses 6.4 (4,466) (4,353) Amortisation, depreciation and impairments 6.6 (2,605) (3,096) Total other expenses (26,384) (27,526) Operating profit 3,517 3,229 Interest income 11.1 110 90 Interest expenses 11.1 (680) (640) Other net finance income/(expenses) 11.1 (235) (375) Net finance expenses (805) (925) Share of profit/(loss) of associates and joint ventures 10.3 (705) 218 Profit before income tax 2,007 2,522 Income tax expense 12.1 (846) (121) Profit 1,161 2,401 Attributable to: Shareholders of Heineken Holding N.V. (net profit) 498 1,174 Non-controlling interests in Heineken N.V. 480 1,130 Non-controlling interests in Heineken N.V. group companies 183 97 Profit 1,161 2,401 Weighted average number of shares – basic 6.7 282,873,387 283,965,488 Weighted average number of shares – diluted 6.7 282,873,387 283,965,488 Basic earnings per share (€) 6.7 1.76 4.12 Diluted earnings per share (€) 6.7 1.76 4.12 Consolidated Statement of Other Comprehensive Income For the year ended 31 December In millions of € Note 2024 2023 Profit 1,161 2,401 Other comprehensive income, net of tax: Items that will not be reclassified to profit or loss: Remeasurement of post-retirement obligations 12.3 68 (66) Net change in fair value through OCI investments 12.3 (9) (5) Items that may be subsequently reclassified to profit or loss: Currency translation differences 5(b)/12.3 (567) (170) Change in fair value of net investment hedges 12.3 14 (28) Change in fair value of cash flow hedges 12.3 166 (135) Cash flow hedges reclassified to profit or loss 12.3 (9) 12 Net change in fair value through OCI investments – debt investments 12.3 1 1 Cost of hedging 11.6/12.3 (1) 2 Share of other comprehensive income of associates/joint ventures 10.3/12.3 59 (75) Other comprehensive income/(expense), net of tax 12.3 (278) (464) Total comprehensive income/(expense) 883 1,937 Attributable to: Shareholders of Heineken Holding N.V. 306 1,032 Non-controlling interests in Heineken N.V. 297 995 Non-controlling interests in Heineken N.V. group companies 280 (90) Total comprehensive income 883 1,937 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 61 Consolidated Statement of Financial Position As at 31 December As at 31 December In millions of € Note 2024 2023 In millions of € Note 2024 2023 Intangible assets 8.1 21,701 21,781 Heineken Holding N.V. shareholders' equity 11.4 9,546 9,733 Property, plant and equipment 8.2 14,677 14,772 Non-controlling interests in Heineken N.V. 11.4 9,737 9,928 Investments in associates and joint ventures 10.3 3,500 4,130 Non-controlling interests in Heineken N.V. group companies 11.4 2,821 2,733 Loans and advances to customers 8.3 258 239 Total equity 22,104 22,394 Deferred tax assets 12.2 1,264 1,292 Equity instruments 8.4 167 167 Borrowings 11.3 13,783 14,046 Other non-current assets 8.5 1,009 978 Post-retirement obligations 9.1 519 586 Total non-current assets 42,576 43,359 Provisions 9.2 586 627 Deferred tax liabilities 12.2 2,155 2,213 Inventories 7.1 3,572 3,721 Other non-current liabilities 11.6 90 67 Trade and other receivables 7.2 4,588 5,019 Total non-current liabilities 17,133 17,539 Current tax assets 165 196 Derivative assets 11.6 169 58 Borrowings 11.2/11.3 3,266 4,192 Cash and cash equivalents 11.2 2,350 2,377 Trade and other payables 7.3 9,912 9,432 Assets classified as held for sale 10.2 55 28 Returnable packaging deposits 7.4 525 531 Total current assets 10,899 11,399 Provisions 9.2 176 206 Current tax liabilities 307 332 Derivative liabilities 11.6 52 132 Total current liabilities 14,238 14,825 Total assets 53,475 54,758 Total equity and liabilities 53,475 54,758 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 62 Consolidated Statement of Cash Flows For the year ended 31 December In millions of € Note 2024 2023 In millions of € Note 2024 2023 Operating activities Investing activities Profit 1,161 2,401 Proceeds from sale of property, plant and equipment and intangible assets 152 154 Adjustments for: Amortisation, depreciation and impairments 6.6 2,605 3,096 Purchase of property, plant and equipment (2,184) (2,434) Net interest expenses 11.1 570 550 Purchase of intangible assets (281) (243) Other income 6.2 (37) (352) Loans issued to customers and other investments (221) (244) Share of profit of associates and joint ventures and dividend income on fair value through OCI investments 687 (226) Repayment on loans to customers and other investments 89 96 Cash flow used in operational investing activities (2,445) (2,671) Income tax expenses 12.1 846 121 Free operating cash flow 3,058 1,759 Other non-cash items 226 537 Acquisition of subsidiaries, net of cash acquired (4) (806) Cash flow from operations before changes in working capital and provisions 6,058 6,127 Acquisition of/additions to associates, joint ventures and other investments (44) (409) Change in inventories (39) (4) Disposal of subsidiaries, net of cash disposed of 14 257 Change in trade and other receivables 347 (42) Disposal of associates, joint ventures and other investments 44 53 Change in trade and other payables and returnable packaging deposits 543 (100) Cash flow used in acquisitions and disposals 10 (905) Total change in working capital 851 (146) Cash flow used in investing activities (2,435) (3,576) Change in provisions and post-retirement obligations (6) (32) Financing activities Cash flow from operations 6,903 5,949 Proceeds from borrowings 3,076 6,751 Interest paid (668) (624) Repayment of borrowings (4,091) (4,614) Interest received 120 118 Payment of principal portion of lease commitments (355) (390) Dividends received 199 147 Dividends paid (1,199) (1,335) Income taxes paid (1,051) (1,160) Purchase own shares and shares issued (5) (942) Cash flow related to interest, dividend and income tax (1,400) (1,519) Acquisition of non-controlling interests — (286) Cash flow from operating activities 5,503 4,430 Cash flow used in financing activities (2,574) (816) Net cash flow 494 38 Cash and cash equivalents as at 1 January 1,425 1,618 Effect of movements in exchange rates (166) (231) Cash and cash equivalents as at 31 December 11.2 1,753 1,425 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 63 Consolidated Statement of Changes in Equity In millions of € Note Share capital Share premium Translation reserve Hedging reserve Cost of hedging reserve Fair value reserve Other legal reserves Reserve for own shares Retained earnings Shareholders of Heineken Holding N.V. Non- controlling interests in Heineken N.V. Non-controlling interests in Heineken N.V. group companies Total equity Balance as at 1 January 2023 461 1,257 (1,822) (22) (5) 36 623 — 9,166 9,694 9,857 2,369 21,920 Hyperinflation restatement to 1 January 20231 5(c) — — — — — — — — 20 20 20 — 40 Balance as at 1 January 2023 after restatement 461 1,257 (1,822) (22) (5) 36 623 — 9,186 9,714 9,877 2,369 21,960 Profit — — — — — — 104 — 1,070 1,174 1,130 97 2,401 Other comprehensive income/(loss) 12.3 — — (44) (63) 1 (2) — — (34) (142) (135) (187) (464) Total comprehensive income/(loss) — — (44) (63) 1 (2) 104 — 1,036 1,032 995 (90) 1,937 Realised hedge results from non-financial assets 12.3 — — — 79 — — — — — 79 77 — 156 Transfer to/from retained earnings — — — — — — 272 — (272) — — — — Dividends to shareholders — — — — — — — — (545) (545) (535) (270) (1,350) Purchase own shares or contributions received from Heineken N.V. NCI shareholders by Heineken N.V. 11.4 — — — — — — — — (480) (480) (463) 1 (942) Purchase own shares — — — — — — — (390) — (390) — — (390) Dilution — — — — — — — — 170 170 (170) — — Share-based payments by Heineken N.V. — — — — — — — — 1 1 1 — 2 Acquisition/disposal of non-controlling interests in Heineken N.V. group companies by Heineken N.V. — — — — — — — — (109) (109) (105) (9) (223) Hyperinflation impact — — — — — — — — 83 83 80 — 163 Changes in consolidation by Heineken N.V. — — — — — — — — 178 178 171 732 1,081 Balance as at 31 December 2023 461 1,257 (1,866) (6) (4) 34 999 (390) 9,248 9,733 9,928 2,733 22,394 1 Includes impairment related to the hyperinflationary impact on the opening balance. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 64 Consolidated Statement of Changes in Equity continued In millions of € Note Share capital Share premium Translation reserve Hedging reserve Cost of hedging reserve Fair value reserve Other legal reserves Reserve for own shares Retained earnings Shareholders of Heineken Holding N.V. Non- controlling interests in Heineken N.V. Non-controlling interests in Heineken N.V. group companies Total equity Balance as at 1 January 2024 461 1,257 (1,866) (6) (4) 34 999 (390) 9,248 9,733 9,928 2,733 22,394 Profit — — — — — — (4) — 502 498 480 183 1,161 Other comprehensive income/(loss) 12.3 — — (302) 80 (1) (3) — — 34 (192) (183) 97 (278) Total comprehensive income/(loss) — — (302) 80 (1) (3) (4) — 536 306 297 280 883 Realised hedge results from non-financial assets 12.3 — — — (22) — — — — — (22) (21) — (43) Transfer to/from retained earnings — — — — — — 3 — (3) — — — — Dividends to shareholders — — — — — — — — (489) (489) (480) (237) (1,206) Purchase own shares or contributions received from Heineken N.V. NCI shareholders by Heineken N.V. 11.4 — — — — — — — — (31) (31) (29) 55 (5) Dilution — — — — — — — — 3 3 (3) — — Share-based payments by Heineken N.V. — — — — — — — — 9 9 9 — 18 Acquisition/disposal of non-controlling interests in Heineken N.V. group companies by Heineken N.V. — — — — — — — — 5 5 5 (10) — Hyperinflation impact — — — — — — — — 36 36 34 — 70 Changes in consolidation by Heineken N.V. — — — — — — — — (4) (4) (3) — (7) Balance as at 31 December 2024 461 1,257 (2,168) 52 (5) 31 998 (390) 9,310 9,546 9,737 2,821 22,104 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 65 Notes to the Consolidated Financial Statements 1. Reporting entity Heineken Holding N.V. (the ‘Company’) is a public company domiciled in the Netherlands. The address of the Company’s registered office is Tweede Weteringplantsoen 5, 1017ZD, Amsterdam. The Consolidated Financial Statements of the Company as at 31 December 2024 comprise Heineken Holding N.V., Heineken N.V., its subsidiaries (together referred to as ‘HEINEKEN’) and HEINEKEN’s interests in joint ventures and associates. The Company is registered in the Trade Register of Amsterdam No. 33078624. HEINEKEN is primarily involved in the brewing and selling of beer and cider. Led by the Heineken® brand, HEINEKEN has a range of more than 340 international, regional, local and speciality beers and ciders. 2. Basis of preparation The consolidated financial statements are: ■ Prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and comply with the financial reporting requirements included in Part 9 of Book 2 of the Dutch Civil Code. All standards and interpretations issued by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC) effective year-end 2024 have been adopted by the EU. ■ Prepared by the Board of Directors and authorised for issue on 11 February 2025 and will be submitted for adoption to the General Meeting of Shareholders on 17 April 2025. ■ Prepared on the historical cost basis unless otherwise indicated. ■ Prepared on a going concern basis. ■ Presented in Euro, which is the Company’s functional currency. ■ Rounded to the nearest million unless stated otherwise. 3. Significant events in the period and accounting estimates and judgements a) Significant accounting estimates and judgement In preparing these consolidated financial statements, management is required to make estimates and judgements that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. The application of accounting policies requires judgements that impact the amounts recognised. Additionally, amounts recognised are based on factors that are by default associated with uncertainty. Actual results may therefore differ from estimates. Where applicable, the estimates and judgements are described per note within the consolidated financial statements. The following notes contain the most significant estimates and judgements: Particular area involving significant estimates and judgements Note Significant judgement Judgement on acting as principal versus agent with respect to excise tax expense 6.1 Operating segments Judgement used in assessing significant or prolonged decline in the fair value of the investment for indication of impairment 10.3 Investments in associates and joint ventures Assessment of the recoverability of past tax losses 12.2 Deferred tax assets and liabilities Significant estimates Assumptions used in impairment testing 8.1 Intangible assets and 8.2 Property, plant and equipment Assumptions for discount rates, future pension increases and life expectancy to calculate the defined benefit obligation 9.1 Post-retirement obligations Estimating the likelihood and timing of potential cash flows relating to claims and litigations 9.2 Provisions and 9.3 Contingencies All estimates and judgements are disclosed in the notes to the consolidated financial statements (if applicable). (b) Climate change In preparing the consolidated financial statements, HEINEKEN has considered climate change, including climate change scenarios and the Brew a Better World (BaBW) ambitions, on the estimates and judgements used in preparing the consolidated financial statements. The following impacts were assessed in the consolidated financial statements: ■ The impact of climate change on the residual values and useful lives of assets were considered in determining the carrying value of non-current assets (refer to note 8.1 and 8.2). ■ The impact of climate change was considered in relation to the recognition and measurement of provisions and contingencies (refer to note 9.2 and 9.3). ■ The impact of climate change was considered in relation to indications of impairment and the forecast of cash flows used in the impairment assessments of non-current assets including goodwill (refer to note 8.1 and 8.2). For the year ended 31 December 2024, no material impact on financial reporting judgement and estimates arising from climate change was identified. As a result the valuations of assets or liabilities have not been significantly impacted by climate change risks. 4. Changes in accounting policies (a) Changed accounting policies in 2024 The following accounting policy changes have been adopted in 2024 and are reflected in the consolidated financial statements: Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 66 Amendments to IAS 7 and IFRS 7 – Supplier finance arrangement HEINEKEN has adopted the amendments to IAS 7 and IFRS 7 relating to supplier finance arrangements. These amendments introduce new disclosure requirements with regard to supplier finance arrangements, relating to the effect on liabilities, cash flows and the exposure to liquidity risk. HEINEKEN has supplier finance arrangements in place, to which the disclosure requirements apply. Refer to note 7.3 ‘Trade and other payables’. No other new standards or amendments to existing standards effective in 2024, had a significant impact on HEINEKEN’s consolidated financial statements. (b) Upcoming changes in accounting policies for 2025 . No new standards or amendments to existing standards, effective in 2025, will have a significant impact on HEINEKEN 's consolidated financial statements. (c) New relevant standards and interpretations not yet adopted The following new standard is effective for annual periods beginning after 1 January 2025, which HEINEKEN has not applied in preparing these consolidated financial statements. IFRS 18 – Presentation and Disclosure in Financial Statements IFRS 18, Presentation and Disclosure in Financial Statements, was issued in April 2024, replacing IAS 1, Presentation of Financial Statements. The standard will be effective on 1 January 2027. HEINEKEN is in the process of reviewing the impact of this new standard. 5. General accounting policies General The accounting policies described in these consolidated financial statements have been applied consistently to all periods presented in these consolidated financial statements. (a) Basis of consolidation The consolidated financial statements are prepared as a consolidation of the financial statements of the Company and its subsidiaries. Subsidiaries are entities controlled by HEINEKEN. HEINEKEN controls an entity when it has power over the investee, is exposed or has the right to variable returns from its involvement with that entity and can affect those returns through its power over the entity. Control is generally obtained by ownership of more than 50% of the voting rights. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted and applied by HEINEKEN. On consolidation, intra-HEINEKEN balances and transactions, and any unrealised gains and losses or income and expenses arising from intra-HEINEKEN transactions, are eliminated. Unrealised gains arising from transactions with associates and joint ventures (refer to note 10.3 ) are eliminated against the investment to the extent of HEINEKEN’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment. (b) Foreign currency Foreign currency transactions Transactions in foreign currencies are translated to the respective functional currencies of HEINEKEN entities using the exchange rates at the transaction date, except for HEINEKEN entities in hyperinflationary economies, refer to note 5(c). Receivables, payables and other monetary assets and liabilities denominated in foreign currencies are re-translated to the functional currency using the exchange rates at the balance sheet date. The resulting foreign currency differences are recognised in the income statement, except for foreign currency differences arising on re-translation of Fair Value through Other Comprehensive Income (FVOCI) investments and financial liabilities designated as a hedge of a net investment, which are recognised in other comprehensive income. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are re-translated to the functional currency at the exchange rate at the date that the fair value was determined. Non-monetary items in a foreign currency that are measured at cost are translated into the functional currency at the exchange rate at the transaction date. Foreign operations The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, and of intercompany loans with a permanent nature (quasi-equity) are translated to Euro at the exchange rates at the reporting date. The income and expenses of foreign operations are translated to Euro at the exchange rates that approximates the exchange rates ruling at the dates of the transactions, except for foreign operations in hyperinflationary economies. Foreign currency differences are recognised in other comprehensive income and are presented within equity in the translation reserve. However, if the operation is not a wholly-owned subsidiary, the relevant proportionate share of the translation difference is allocated to the non-controlling interests. The cumulative amount in the translation reserve is (either fully or partly) reclassified to the income statement upon disposal (either fully or partly) or liquidation. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 67 Exchange rates of key currencies The following exchange rates, for the most important countries in which HEINEKEN has operations, were used while preparing these consolidated financial statements: In € Year-end 2024 Year-end 2023 % Average 2024 Average 2023 % Brazilian Real (BRL) 0.1556 0.1865 (16.6) 0.1723 0.1852 (7.0) Great Britain Pound (GBP) 1.2060 1.1507 4.8 1.1818 1.1497 2.8 Indian Rupee (INR) 0.0112 0.0109 2.8 0.0111 0.0112 (0.9) Mexican Peso (MXN) 0.0473 0.0532 (11.1) 0.0508 0.0521 (2.5) Nigerian Naira (NGN) 0.0006 0.0010 (40.0) 0.0006 0.0015 (60.0) Polish Zloty (PLN) 0.2340 0.2300 1.7 0.2324 0.2203 5.5 Singapore Dollar (SGD) 0.7060 0.6854 3.0 0.6920 0.6886 0.5 United States Dollar (USD) 0.9626 0.9050 6.4 0.9252 0.9246 0.1 Vietnamese Dong in 1,000 (VND) 0.0379 0.0373 1.6 0.0369 0.0388 (4.9) South African Rand (ZAR) 0.0510 0.0492 3.7 0.0505 0.0502 0.6 (c) Hyperinflation economies To determine the existence of hyperinflation, HEINEKEN assesses the qualitative factors of the country's economic environment, such as the dominance of foreign currency in the local market, and the quantitative factors, such as the cumulative inflation rate over the previous three years. For Egypt and Nigeria, HEINEKEN’s assessment of the quantitative characteristics indicates potential hyperinflation; however, the qualitative factors were inconclusive as of 31 December 2024. Therefore, these countries are not considered hyperinflationary for the year ended 31 December 2024. The Ethiopian economy was designated as hyperinflationary from the period ended 31 December 2022 and the Haitian economy was designated as hyperinflationary for the period ended 31 December 2023. As a result, application of IAS 29 ‘Financial Reporting in Hyperinflationary Economies’ has been applied to Heineken Ethiopia, whose functional currency is the Ethiopian Birr and Brasserie Nationale d'Haiti S.A., whose functional currency is the Haitian Gourde. On the application of IAS 29 to Heineken Ethiopia, a cumulative inflation factor was applied using the consumer price index (CPI) in Ethiopia, published by the Central Statistics Agency of Ethiopia. The movement in the CPI for the year ended 31 December 2024 was 17% (2023: 29%). On the application of IAS 29 to Brasserie Nationale d’Haiti S.A., a cumulative inflation factor was applied using the consumer price index (CPI) in Haiti, published by the L'Institut Haïtien de Statistique et d'Informatique (IHSI). The movement in the CPI for the year ended 31 December 2024 was 27 % (2023: 21%). The application of IAS 29 includes the following: ■ Adjustment of historical cost non-monetary assets and liabilities for the change in purchasing power caused by inflation from the date of initial recognition to the balance sheet date ■ Adjustment of the income statement for inflation during the reporting period ■ The income statement is translated at the period-end foreign exchange rate instead of an average rate ■ A net monetary gain/(loss) adjustment, recognised in the income statement, to reflect the impact of inflation and exchange rate movement on holding monetary assets and liabilities in local currency ■ Reduction of the restated amount of a non-monetary item, in accordance with the appropriate standards, when it exceeds its recoverable amount (d) Cash flow statement The cash flow statement is prepared using the indirect method. Assets and liabilities acquired as part of a business combination are included in investing activities (net of cash acquired). Dividends paid to shareholders are included in financing activities. Dividends received are classified as operating activities, as well as interest paid and interest received. (e) Offsetting financial instruments If HEINEKEN has a legal right to offset financial assets with financial liabilities and if HEINEKEN intends to either to settle on a net basis or to realise the asset and settle the liability simultaneously, financial assets and liabilities are presented in the statement of financial position as a net amount. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 68 6. Operating activities 6.1 Operating segments HEINEKEN distinguishes five reportable segments: Europe; Americas; Africa & Middle East; Asia Pacific and Heineken N.V. Head Office & Other/Eliminations. Information about these reportable segments are provided in the table below: Europe Americas Africa & Middle East Asia Pacific Heineken N.V. Head Office & Other/Eliminations Consolidated In millions of € Note 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 Net revenue (beia)1 11,845 12,211 10,407 10,469 4,133 4,229 4,226 4,157 (648) (758) 29,964 30,308 Third party revenue2 13,895 14,185 10,632 10,700 5,004 5,260 6,346 6,179 78 51 35,955 36,375 Interregional revenue 720 803 5 5 — — 1 — (726) (808) — — Revenue 14,615 14,988 10,637 10,705 5,004 5,260 6,347 6,179 (648) (757) 35,955 36,375 Excise tax expense3 (2,825) (2,777) (211) (211) (977) (1,002) (2,121) (2,023) — — (6,134) (6,013) Net revenue 11,790 12,211 10,426 10,494 4,027 4,258 4,226 4,156 (648) (757) 29,821 30,362 Other income 6.2 29 302 47 53 2 36 1 2 1 — 80 393 Operating profit 1,093 1,439 1,526 1,382 251 (487) 658 737 (11) 158 3,517 3,229 Net finance expenses 11.1 (805) (925) Share of profit of associates and joint ventures4 10.3 24 22 96 69 (62) 25 (763) 102 — — (705) 218 Income tax expense 12.1 (846) (121) Profit 1,161 2,401 Attributable to: Shareholders of Heineken Holding N.V. (net profit) 498 1,174 Non-controlling interests in Heineken N.V. 480 1,130 Non-controlling interests in Heineken N.V. group companies 183 97 Operating profit reconciliation Operating profit 1,093 1,439 1,526 1,382 251 (487) 658 737 (11) 158 3,517 3,229 Eia1 261 (86) 304 149 172 937 256 189 3 25 995 1,214 Operating profit (beia)1 1,354 1,353 1,830 1,531 423 450 914 926 (8) 183 4,512 4,443 1 Note that this is a non-GAAP measure. Due to rounding, this balance will not always cast. 2 Includes other revenue of €457 million (2023: €509 million). 3 Next to the €6,134 million of excise tax expense included in revenue (2023: €6,013 million), €2,056 million of excise tax expense is collected on behalf of third parties and excluded from revenue (2023: €2,190 million). 4 Asia Pacific includes the impairment of the investment in CR Beer of €874 million (2023: nil). Refer to note 10.3. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 69 Europe Americas Africa & Middle East Asia Pacific Heineken N.V. Head Office & Other/Eliminations Consolidated In millions of € Note 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 Current segment assets 2,699 2,917 3,197 3,292 2,325 2,341 1,911 1,798 541 687 10,673 11,035 Non-current segment assets 12,887 12,494 8,954 9,430 3,508 3,772 11,117 11,003 1,246 1,187 37,712 37,886 Investments in associates and joint ventures 213 200 884 794 179 227 2,224 2,909 — — 3,500 4,130 Total segment assets 15,799 15,611 13,035 13,516 6,012 6,340 15,252 15,710 1,787 1,874 51,885 53,051 Unallocated assets 1,590 1,707 Total assets 53,475 54,758 Segment liabilities 4,356 4,292 3,465 3,640 1,760 2,008 1,540 1,373 1,759 2,324 12,880 13,637 Unallocated liabilities 18,491 18,727 Total equity 22,104 22,394 Total equity and liabilities 53,475 54,758 Purchases of owned property, plant and equipment 8.2 739 784 864 778 454 496 210 176 55 21 2,322 2,255 Acquisition of goodwill 8.1 9 11 — — 7 652 — 21 — — 16 684 Purchases of intangible assets 8.1 65 60 39 41 5 7 5 10 167 123 281 241 Depreciation of owned property, plant and equipment 8.2 (555) (541) (492) (459) (246) (288) (186) (165) (14) (11) (1,493) (1,464) Impairment (net of reversal) of owned property, plant and equipment and assets classified as held for sale 8.2, 10.2 (22) (7) (187) (70) — (60) (2) — — — (211) (137) Amortisation of intangible assets 8.1 (100) (94) (87) (98) (31) (24) (185) (188) (43) (44) (446) (448) Impairment (net of reversal) of intangible assets 8.1 (1) — (12) (41) — (491) (50) — (25) — (88) (532) Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 70 Reconciliation of segment profit or loss The table below presents the reconciliation of operating profit before exceptional items and amortisation of acquisition-related intangibles (operating profit beia) to profit before income tax.. In millions of € 2024 2023 Operating profit (beia) 4,512 4,443 Amortisation of acquisition-related intangible assets recorded in operating profit (337) (385) Exceptional items included in operating profit (658) (829) Share of profit of associates and joint ventures (705) 218 Net finance expenses (805) (925) Profit before income tax 2,007 2,522 The 2024 exceptional items and amortisation of acquisition-related intangibles recorded in operating profit amount to €995 million, net expense (2023: €1,214 million, net expense). This amount consists of: ■ €337 million (2023: €385 million) of amortisation of acquisition-related intangibles recorded in operating profit. ■ €658 million net exceptional expense (2023: €829 million, net expense) recorded in operating profit. This includes: — a net impairment of €305 million recorded in amortisation, depreciation and impairments, of which €158 million relates to Haiti (2023: €683 million, net impairment) — net restructuring expenses recorded in personnel expenses of €96 million (2023: €130 million) — €59 million net exceptional expense relating to hyperinflation accounting adjustments (2023: €50 million, net expense), of which €87 million expense recorded in revenue (2023: €55 million, income), €28 million income in raw materials consumables and services (2023: €69 million, expense), €3 million expense in amortisation, depreciation and impairments (2023: €32 million) and €3 million income in personnel expenses (2023: €4 million, expense) — €198 million of other net exceptional expenses, mainly relating to the disposal and closure of breweries (2023: €8 million, net benefits) Accounting estimates and judgements Due to the complexity and variety in tax legislation, significant judgement is applied in the assessment of whether excise tax expenses are borne by HEINEKEN or collected on behalf of third parties. HEINEKEN makes estimates when determining discount accruals in revenue at year-end, specifically for conditional discounts. Refer to note 7.3 for more explanation on how discount accruals are estimated. Accounting policies Segment reporting Operating segments are reported consistently with the internal reporting provided to the Executive Board of Heineken N.V., which is considered to be chief operating decision-maker. An operating segment is a component of HEINEKEN that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of HEINEKEN’s other components. All operating segments’ operating results are reviewed regularly by the Executive Board of Heineken N.V. to make decisions about resources to be allocated to the segment and to assess its performance, and for which discrete financial information is available. The first four reportable segments as presented in the segmentation tables are HEINEKEN’s business regions. These business regions are each managed separately by a Regional President, who reports to the Heineken N.V. Executive Board, and is directly accountable for the functioning of the segment’s results, assets and liabilities. The Heineken N.V. Head Office operating segment falls directly under the responsibility of the Executive Board of Heineken N.V. The Executive Board of Heineken N.V. reviews the performance of the segments based on internal management reports monthly. Segment results, assets and liabilities that are reported to the Executive Board of Heineken N.V. include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated result items comprise net finance expenses and income tax expenses. Unallocated assets mainly comprise deferred tax assets. Unallocated liabilities mainly comprise borrowings and deferred tax liabilities. Segment capital expenditure is the total cost incurred during the period to acquire property, plant and equipment and intangible assets other than goodwill. Performance is measured based on operating profit (beia), as included in the internal management reports that are reviewed by the Executive Board of Heineken N.V. Beia stands for 'before exceptional items and amortisation of acquisition-related intangibles'. Exceptional items are defined as items of income and expense of such size, nature or incidence, that in the view of management their disclosure is relevant to explain the performance of HEINEKEN for the period. Exceptional items include, among others, impairments of goodwill and fixed assets (and reversal of impairments), gains and losses from acquisitions and disposals, redundancy costs following a restructuring, past service costs and curtailments, hyperinflation accounting adjustments, the tax impact on exceptional items and tax rate changes (the one-off impact on deferred tax positions). Operating profit and operating profit (beia) are not financial measures calculated in accordance with IFRS. Operating profit (beia) is used to measure performance as management believes that this measurement is the most relevant in evaluating the results of the segments. Beia adjustments are also applied to other metrics. The presentation of these financial measures may not be comparable to similarly titled measures reported by other companies due to differences in the ways the measures are calculated. Wherever appropriate and practical, HEINEKEN provides reconciliations for relevant GAAP measures. HEINEKEN has multiple distribution models to deliver goods to end customers. There is no reliance on major clients. Deliveries to end consumers are country dependent and include deliveries via own wholesalers and pubs, direct to customers and via third-party distribution. As such, distribution models are country-specific and diverse across HEINEKEN. In addition, these various distribution models are not centrally managed or monitored. Consequently, the Executive Board of Heineken N.V. does not allocate resources or assess performance based on business type information. Accordingly, no segment information on business type is provided. Inter-segment transfers or transactions are determined on an arm’s length basis. As net finance expenses and income tax expenses are monitored on a consolidated level (and not on an individual Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 71 regional basis) and Regional Presidents of Heineken N.V. are not accountable for that, net finance expenses and income tax expenses are not provided for the reportable segments. Revenue The majority of HEINEKEN's revenue is generated by the sale and delivery of products to customers. The product range of HEINEKEN mainly consists of beer, soft drinks and cider. Products are mostly own-produced finished goods from HEINEKEN's brewing activities, but also contain purchased goods for resale from HEINEKEN's wholesale activities. HEINEKEN's customer group can be split between on-trade customers like cafés, bars and restaurants and off-trade customers like retailers and wholesalers. Due to HEINEKEN's global footprint, its revenue is exposed to strategic and financial risks that differ per region. Revenue is recognised when control over products has been transferred and HEINEKEN fulfilled its performance obligation to the customer. For the majority of the sales, control is transferred either at delivery of the products or upon pickup by the customer from HEINEKEN's premises. Revenue is recognised based on the price specified in the contract, net of returns, discounts, sales taxes and excise taxes collected on behalf of third parties. Other revenues include rental income from pubs and bars, royalties, income from wholesale activities, pub management services and technical services to third parties. Royalties are sales-based and recognised in profit or loss (consolidated income statement) on an accrual basis in accordance with the relevant agreement. Rental income, income from wholesale activities, pub management services and technical services are recognised in profit or loss when the services have been delivered. Discounts HEINEKEN uses different types of discounts depending on the nature of the customer. Some discounts are unconditional, like cash discounts, early payment discounts and temporary promotional discounts. Unconditional discounts are recognised at the same moment of the related sales transaction. HEINEKEN also provides conditional discounts to customers. These contractually agreed conditions include volume and promotional rebates. Conditional discounts are recognised based on estimated target realisation. The estimation is based on accumulated experience supported by historical and current sales information. A discount accrual is recognised at each reporting date for discounts payable to customers based on their expected or actual volume up to that date. Other discounts include listing and shelving visibility fees charged by the customer whereby the payments to customers are closely related to the volumes sold. HEINEKEN assesses the substance of contracts with customers to determine the classification of payments to customers as either discounts or marketing expenses. Discounts are accounted for as a reduction of revenue. Only when these payments to customers relate to a distinct service, the amount is classified as operating expense. Excise tax expense Local tax authorities impose multiple taxes, duties and fees. These include excise on the sale or production of alcoholic beverages, environmental taxes on the use of certain raw materials or packaging materials, or the energy consumption in the production process. Excise duties are common in the beverage industry but levied differently amongst the countries HEINEKEN operates in. HEINEKEN performs a country by country analysis to assess whether the excise duty is sales- related or effectively a production tax. In most countries, excise duties are effectively a production tax as excise duties become payable when goods are moved from bonded warehouses and are not based on the sales value. In these countries, increases in excise duties are not always (fully) passed on to customers and HEINEKEN cannot, or can only partly, reclaim the excise duty in the case products are eventually not sold to customers. Excise tax is borne by HEINEKEN for these countries and shown as expenses. Only for those countries where excise is levied at the moment of the sales transaction and excise is based on the sales value, the excise duties are collected on behalf of a tax authority and consequently deducted from revenue. Due to the complexity and variety in tax legislation, significant judgement is applied in the assessment of whether taxes are borne by HEINEKEN or collected on behalf of a third party. To provide transparency on the impact of the accounting for excise, HEINEKEN presents the excise tax expense on a separate line below revenue in the consolidated income statement. A subtotal called 'Net revenue' is therefore included in the Income Statement. This 'Net revenue' subtotal is 'revenue' as defined in IFRS 15 (after discounts) minus the excise tax expense for those countries where the excise is borne by HEINEKEN. 6.2 Other income Other income includes the gain on sale from transactions that do not arise from contracts with customers and are therefore presented separately from revenue. In millions of € 2024 2023 Gain on sale of property, plant and equipment 37 47 Gain on sale of intangible assets — 86 Gain on sale of subsidiaries, joint ventures and associates — 196 Gain on previously held equity-interests — 23 Tax credits 43 41 80 393 In 2023, other income mainly relates to a gain on sale of Vrumona B.V. (Vrumona) of €195 million (refer to note 10.1). Accounting policies Other income is recognised in profit or loss when control over the sold asset is transferred to the buyer. The amount recognised as other income equals the proceeds obtained from the buyer minus the carrying value of the sold asset. As part of a step acquisition, any previously held equity interest in the acquiree is remeasured to fair value on the date of the acquisition. The difference between the carrying value and the fair value of the previously held equity interest is recognised in other income. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 72 6.3 Raw materials, consumables and services In millions of € 2024 2023 Raw materials 2,910 3,097 Non-returnable packaging 5,651 6,114 Goods for resale 1,917 1,997 Inventory movements (15) — Marketing and selling expenses 2,940 2,767 Transport expenses 1,764 1,891 Energy and water 784 968 Repair and maintenance 640 622 Other expenses 2,722 2,621 19,313 20,077 The decrease in raw materials, consumables and services in 2024 was mainly driven by stabilisation of inflation in commodity prices related to raw materials and non-returnable packaging. The line 'Energy and water' contains costs related to Power Purchase Agreements (PPA). As part of its Brew a Better World (BaBW) ambitions, HEINEKEN enters into either physical PPAs or virtual PPAs. These arrangements are usually entered into for periods up to 10 to 15 years and contain either fixed prices or variable prices. Other expenses in raw materials, consumables and services mainly include consulting expenses of €331 million (2023: €339 million), telecom and office automation of €375 million (2023: €319 million), warehousing expenses of €212 million (2023: €235 million), travel expenses of €134 million (2023: €121 million), other taxes of €179 million (2023: €197 million), short-term lease expenses of €95 million (2023: €110 million) and low-value lease expenses of €42 million (2023: €42 million). Accounting policies Expenses are recognised based on accrual accounting. This means that expenses are recognised when the product is received or the service is provided regardless of when cash outflow takes place. Costs related to power purchase agreements are included as part of 'Energy and water' if the own use exemption can be applied. If not, power purchase agreements are considered to be derivative financial instruments, refer to note 11.6. 6.4 Personnel expenses The average number of full-time equivalent (FTE) employees, excluding contractors, in 2024 was 88,497 ( 2023: 89,732). FTE, excluding contractors, is divided per region as follows: A total of 4,135 FTEs are based in the Netherlands (2023: 4,341 FTE, revised for comparative purposes). HEINEKEN’s employees receive compensations such as salaries and wages, pensions (refer to note 9.1) and share-based payments (refer to note 6.5). Other personnel expenses include expenses for contractors of €167 million (2023: €176 million) and net restructuring costs of €59 million (2023: €94 million). Refer to note 9.2 for the restructuring provisions. In millions of € Note 2024 2023 Wages and salaries 3,069 2,950 Compulsory social security contributions 468 443 Contributions to defined contribution plans 64 60 Expenses related to defined benefit plans 9.1 44 76 Expenses related to other long-term employee benefits 5 8 Equity-settled share-based payment plan 6.5 42 31 Other personnel expenses 774 785 4,466 4,353 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 73 Accounting policies Personnel expenses Personnel expenses are recognised when the related service is provided. For more details on accounting policies related to post-retirements obligations and share-based payments refer to notes 9.1 and 6.5 respectively. 6.5 Share-based payments HEINEKEN has the following share-based compensation plans: long-term incentive plan, extraordinary share plan and matching share plan (as part of the Short-term incentive plan of the Executive Board of Heineken N.V.). Long-term incentive plan (LTIP) HEINEKEN has a performance-based LTIP for Heineken N.V.'s Executive Board and senior management. Under this LTIP, share rights are conditionally awarded to participants on an annual basis. The vesting of these rights is subject to the performance of Heineken N.V., on specific internal performance conditions and continued service over a three-calendar year period by the employee. The share rights are not dividend-bearing during the performance period. At target performance, 100% of the awarded share rights vest. At threshold performance, 50% of the awarded share rights vest and at maximum performance, 200% of the awarded share rights vest. The grant date, fair market value (FMV) at the grant date, service period and vesting date for the LTIP are visualised below: LTI Plan 2021 2022 2023 2024 2025 2026 grant date FMV €93.81 performance period 2022-2024 vesting date grant date FMV €82.06 performance period 2023-2025 vesting date grant date FMV €86.49 performance period 2024-2026 Total LTIP expenses recognised in 2024 The number of outstanding share rights and the movement over the year under the LTIP of the Executive Board and senior management of Heineken N.V. is as follows: Number of share rights 2024 Number of share rights 2023 Outstanding as at 1 January 1,379,471 2,163,618 Granted during the year 521,978 539,901 Forfeited during the year (95,939) (122,526) Vested previous year (676,215) (639,523) Performance adjustment 256,634 (561,999) Outstanding as at 31 December 1,385,929 1,379,471 Share price as at 31 December 68.70 91.94 At vesting, HEINEKEN deducts a number of shares to cover payroll taxes and mandatory withholdings on behalf of the individual employees. Therefore, the number of Heineken N.V. shares to be received by LTIP participants is a net (after-tax) number. Ownership of the vested LTIP 2022-2024 shares will transfer to the Executive Board members of Heineken N.V. shortly after the publication of the annual results of 2024 and to senior management on 1 April 2025. Other share-based compensation plans In 2024, under the Extraordinary share plans for senior management, 14,528 shares were granted (2023: 13,900) and 10,828 (gross) shares vested (2023: 23,805). These extraordinary grants only have a service condition and vest between one and five years. The expenses relating to these additional grants are recognised in profit or loss during the vesting period. In 2024, expenses amounted to €1 million (2023: €1 million). Matching shares granted to the Executive Board of Heineken N.V. are disclosed in note 13.3. Personnel expenses The total share-based compensation expense that is recognised in 2024 amounts to €42 million (2023: €31 million share-based compensation expense). In millions of € Note 2024 2023 Share rights granted in 2021 — 20 Share rights granted in 2022 25 4 Share rights granted in 2023 — 7 Share rights granted in 2024 17 — Total expense recognised in personnel expenses 6.4 42 31 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 74 Accounting estimates The grant date fair value is calculated by adjusting the share price at the grant date for estimated foregone dividends during the performance period, as the participants are not entitled to receive dividends during that period. The foregone dividends are estimated by applying HEINEKEN's dividend policy on the latest forecasts of net profit (beia). At each balance sheet date, HEINEKEN uses its latest forecasts to calculate the expected realisation on the performance targets per plan. The number of shares is adjusted to the new target realisation and HEINEKEN increases/decreases the total plan cost. The cumulative effect is recorded in the profit or loss, with a corresponding adjustment to equity. Expenses related to employees that voluntarily leave HEINEKEN are reversed as they will not receive any shares from the LTIP. The expense calculation includes the estimated future forfeiture. HEINEKEN uses historical information to estimate this forfeiture rate. Accounting policies HEINEKEN's share-based compensation plans are equity-settled share rights granted to Heineken N.V.'s Executive Board and senior management. The grant date fair value is calculated by deducting expected foregone dividends from the grant date during the performance period share price. The costs of the share plans are adjusted for expected performance and forfeiture and spread evenly over the service period. Share-based compensation expenses are recorded in the profit or loss, with a corresponding adjustment to equity. 6.6 Amortisation, depreciation and impairments In millions of € Note 2024 2023 Property, plant and equipment 8.2 2,015 1,896 Intangible assets 8.1 534 980 Assets classified as held for sale 7 220 Other 49 — 2,605 3,096 Property, plant and equipment include depreciation and impairment of right of use (ROU) assets of €311 million (2023 : €304 million). For more information on impairment losses, refer to note 8.2. Accounting policies Refer to note 8.1 for the accounting policy on impairments and amortisation, and to note 8.2 for the policy on depreciation. 6.7 Earnings per share The calculation of earnings per share (EPS) for the period ended 31 December 2024 is based on the profit attributable to the shareholders of the Company (net profit) and the weighted average number of shares outstanding (basic and diluted) during the year ended 31 December 2024. In € per share (basic or diluted) for the period ended 31 December 2024 2023 Basic earnings per share 1.76 4.12 Diluted earnings per share 1.76 4.12 Refer to the table below for the information used in the calculation of the basic and diluted earnings per share. Weighted average number of shares – basic and diluted 2024 2023 Total number of shares issued 283,965,488 288,030,168 Effect of own shares held (1,092,101) (4,064,680) Weighted average number of basic shares outstanding for the year 282,873,387 283,965,488 Heineken Holding N.V. entered into a cross-holding agreement with Heineken N.V., which includes a waiver by Heineken N.V. of payment of any dividends on the Heineken Holding N.V. shares held by Heineken N.V. as well as by Heineken Holding N.V. on an equivalent number of Heineken N.V. shares held by Heineken Holding N.V. The Heineken N.V. shares for which dividend is waived by Heineken Holding N.V. are therefore not part of the number of outstanding ordinary shares of Heineken N.V. Accounting policies The Company presents basic and diluted earnings per share (EPS) data for its shares. Basic EPS is calculated by dividing the profit or loss attributable to shareholders of the Company by the weighted average number of shares outstanding during the year, adjusted for the weighted average number of own shares purchased or held in the year. Diluted EPS is determined by dividing the profit or loss attributable to shareholders by the weighted average number of shares outstanding, adjusted for the weighted average number of own shares purchased or held in the year. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 75 7. Working capital 7.1 Inventories Inventories include raw and packaging materials, work in progress, spare parts, goods for resale and finished products. In millions of € 2024 2023 Raw materials 795 815 Work in progress 440 493 Finished products 983 765 Goods for resale 271 481 Non-returnable packaging 408 472 Other inventories and spare parts 675 695 3,572 3,721 In 2024, the inventories written down to net realisable value amounted to €10 million (2023: €11 million, write-down). Accounting policies Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on a weighted average cost and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their present location and condition. Cost of inventories are generally updated on annual basis except if a structural change is identified during the period such as the impact of inflationary pressure on input costs. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. 7.2 Trade and other receivables Trade and other receivables arise during ordinary activities, mainly relating to the sale and delivery of products to customers. In millions of € 2024 2023 Trade receivables 3,118 3,368 Other receivables 901 1,111 Trade receivables due from associates and joint ventures 7 8 Prepayments 562 532 4,588 5,019 Trade and other receivables contain a net impairment loss of €86 million (2023: €36 million) from contracts with customers, which is included in expenses for raw materials, consumables and services. The ageing of trade and other receivables (excluding prepayments) as at 31 December 2024 is as follows: 2024 Past due In millions of € Total Not past due 0-30 days 31-120 days > 120 days Gross 4,523 3,339 368 225 591 Allowance (497) (99) (29) (64) (305) 4,026 3,240 339 161 286 2023 Past due In millions of € Total Not past due 0-30 days 31-120 days > 120 days Gross 4,975 3,824 390 235 526 Allowance (488) (123) (27) (44) (294) 4,487 3,701 363 191 232 The movement in allowance for credit losses for trade and other receivables during the year is as follows: Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 76 In millions of € 2024 2023 Balance as at 1 January 488 488 Changes in consolidation — 14 Addition to allowance 94 51 Allowance used (62) (42) Allowance released (8) (15) Other — (1) Effect of movements in exchange rates (15) (7) Balance as at 31 December 497 488 Accounting estimates HEINEKEN determines on each reporting date the impairment of trade and other receivables using a model (e.g. flow rate method) which estimates the lifetime expected credit losses that will be incurred on these receivables. Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics. Due to the macro-economic environment and uncertainties including increasing inflationary pressure on HEINEKEN’s customers, judgement is required in the calculation of expected credit losses. As part of these assessments, HEINEKEN has incorporated all reasonable and supportable information available such as whether there has been a breach of payment terms or deterioration of payment against payment terms, a request for extended payment terms or a request for waived payment terms. For more information on HEINEKEN's credit risk exposure refer to note 11.5. Accounting policies Trade and other receivables are held by HEINEKEN to collect the related cash flows. These receivables are measured at fair value and subsequently at amortised cost minus any impairment losses. Trade and other receivables are derecognised by HEINEKEN when substantially all risks and rewards are transferred or if HEINEKEN does not retain control over the receivables. 7.3 Trade and other payables In the ordinary course of business, payable positions arise towards suppliers of goods and services, as well as to other parties. Refer to the table below for the different types of trade and other payables. In millions of € 2024 2023 Trade payables 5,986 5,735 Accruals 1,812 1,728 Taxation and social security contributions 1,427 1,420 Interest 230 216 Dividends 18 13 Other payables 439 320 9,912 9,432 Supplier finance arrangements HEINEKEN has several supplier finance arrangements in place for its suppliers with multiple reputable banks with a strong credit rating. The majority of supplier finance arrangements are used in Europe and Americas. Under a supplier finance arrangement, a bank acts as agent for payments related to a certain invoice. In a fully automated manner, the bank collects a payment from HEINEKEN at due date of the invoice and pays this onwards to the supplier. HEINEKEN has an agency agreement with the bank, as such HEINEKEN is not required to provide assets pledged as security or other forms of guarantees for the supplier finance arrangements. In case the supplier desires to collect the payment before due date of the invoice, the supplier can indicate such to the bank once HEINEKEN has confirmed the invoice. The supplier will then receive the invoice amount at a discount from the bank. The discount represents the time value of money between due date and collection date of the invoice by the supplier and is agreed in a separate arrangement between the supplier and the bank. The carrying amounts of liabilities part of the arrangements are as follows: In millions of € 2024 Amount included in trade payables1 1,804 Of which suppliers have been paid by paying agent 1,009 1 In 2023: €1,690 million. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 77 The effects of non cash changes did not have a material impact on the carrying amount of liabilities part of the arrangements.The range of payment due dates are as follows: In days Min Max Weighted average Liabilities that are part of the arrangements 7 180 114 Comparable trade payables that are not part of the arrangement1 7 180 103 1 Comparable trade payables are payables outside of supplier finance arrangements that falls within the same jurisdiction or business- line as payables that form part of supplier finance arrangements. Accounting estimates HEINEKEN makes estimates in the determination of discount accruals. When discounts are provided to customers, these reduce the transaction price and consequently the revenue. The conditional discounts in revenue (refer to note 6.1) are estimated based on accumulated experience supported by historical and current sales information. Expected sales volumes are determined taking into account (historical) sales patterns and other relevant information. A discount accrual is recognised for expected volume and discounts due to customers in relation to sales made until the end of the reporting period. Accounting policies Trade and other payables are initially measured at fair value and subsequently at amortised cost. Trade payables are derecognised when the contractual obligation is either discharged, cancelled or expired. 7.4 Returnable packaging materials HEINEKEN uses returnable packaging materials such as glass bottles, crates and kegs in selling the finished products to the customer. Returnable packaging materials The majority of returnable packaging materials are classified as property, plant and equipment. The category 'Other fixed assets' in property, plant and equipment (refer to note 8.2) includes €1,128 million ( 2023: €1,103 million) of returnable packaging materials. Returnable packaging deposit liability In certain markets, HEINEKEN has the legal or constructive obligation to take back the materials from the market. A deposit value is generally charged upon the sale of the finished product, which is reimbursed when the empty returnable packaging material is returned. In millions of € 2024 2023 Returnable packaging deposits 525 531 Accounting estimates The main accounting estimate relating to returnable packaging materials is determining the returnable packaging materials in the market and the expected return thereof. This is based on circulation times and losses of returnable packaging materials in the market. Accounting policies Returnable packaging materials Returnable packaging materials may be classified as property, plant and equipment or inventory. The classification mainly depends on whether ownership is transferred and if HEINEKEN has the legal or constructive obligation to buy back the materials. Refer to note 8.2 for the general accounting policy on property, plant and equipment. Specifically for returnable packaging materials, the estimated useful life depends on the loss of the materials in the market as well as on HEINEKEN's sites. Returnable packaging deposit liability HEINEKEN recognises a deposit liability when a legal or constructive obligation exists to reimburse the customer for returnable packaging materials that are returned. The returnable packaging deposit liability is based on the estimated returnable packaging materials in the market, the expected return thereof and the deposit value. In the event the deposit value is increased, the relating liability is remeasured through profit and loss taking into account the returnable packaging materials which are already in the market. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 78 8. Non-current assets 8.1 Intangible assets Intangible assets within HEINEKEN are mainly goodwill, brands and customer-related intangibles such as customer lists. The majority of intangible assets have been recognised by HEINEKEN as part of acquisitions. Refer to the table below for the historical cost per asset class and the movements during the year including amortisation. 2024 2023 In millions of € Note Goodwill Brands Customer- related intangibles Contract- based intangibles Software, research and development and other Total Goodwill Brands Customer- related intangibles Contract- based intangibles Software, research and development and other Total Cost Balance as at 1 January 13,258 9,556 1,980 1,063 1,562 27,419 12,718 8,942 2,302 1,068 1,364 26,394 Hyperinflation restatement to 1 January — — — — — — 51 11 — — 1 63 Changes in consolidation 16 3 (1) (4) (6) 8 684 784 32 — 11 1,511 Purchased/internally developed — — 3 15 263 281 1 — 1 13 226 241 Transfer (to)/from assets classified as held for sale — — — — — — (50) (5) — — (6) (61) Disposals — (4) (81) (3) (54) (142) — — (340) — (39) (379) Hyperinflation adjustment 17 6 — — 1 24 44 6 — — 2 52 Effect of movements in exchange rates 48 143 (7) (2) (28) 154 (190) (182) (15) (18) 3 (402) Balance as at 31 December 13,339 9,704 1,894 1,069 1,738 27,744 13,258 9,556 1,980 1,063 1,562 27,419 Amortisation and impairment losses Balance as at 1 January (1,020) (2,031) (1,299) (392) (896) (5,638) (468) (1,782) (1,536) (400) (800) (4,986) Hyperinflation restatement to 1 January — — — — — — — (4) — — (1) (5) Changes in consolidation — 1 — 9 — 10 7 — — — — 7 Amortisation charge for the year 6.6 — (217) (86) (9) (134) (446) — (216) (94) (10) (128) (448) Impairment losses 6.6 — (53) — (9) (26) (88) (559) (41) — — (1) (601) Transfer to/(from) assets classified as held for sale — — — — — — — 3 — — 5 8 Disposals — 1 82 3 44 130 — — 339 — 32 371 Hyperinflation adjustment — (3) — — (1) (4) — (4) — — (2) (6) Effect of movements in exchange rates (18) (15) 15 (7) 18 (7) — 13 (8) 18 (1) 22 Balance as at 31 December (1,038) (2,317) (1,288) (405) (995) (6,043) (1,020) (2,031) (1,299) (392) (896) (5,638) Carrying amount As at 1 January 12,238 7,525 681 671 666 21,781 12,250 7,160 766 668 564 21,408 As at 31 December 12,301 7,387 606 664 743 21,701 12,238 7,525 681 671 666 21,781 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 79 Goodwill impairment testing For impairment testing, goodwill in respect of Europe, Americas (excluding Brazil) and Asia Pacific (excluding India) is allocated and monitored on a regional basis. For Brazil, India, Heineken Beverages and other subsidiaries within Africa, Middle East and Head Office, goodwill is allocated and monitored on an individual or combined country basis. The total amount of goodwill of €12,301 million (2023: €12,238 million) is allocated to each (group of) Cash Generating Unit (CGU) as follows: The carrying amount of a CGU is compared to the recoverable amount of the CGU. The recoverable amounts of the (group of) CGUs are based on the higher of the fair value less costs of disposal (FVLCD) and value in use (VIU) calculations. CGUs for which the recoverable amount is based on a VIU model represent 95% of goodwill. VIU is determined by discounting the future cash flows generated from the continuing use of the CGU using a pre-tax discount rate. The key assumptions used for the value in use calculations are as follows: ■ Cash flows are projected based on actual operating results and the approved business plan. Cash flows thereafter are extrapolated up to a 10-year period (Europe and Head Office 5-year) using an expected annual volume growth rate per country, which is based on external sources. The extrapolated cash flows are therefore projected using steady or progressively declining net cash flow growth rates. Based on past experience, management considers this period to reflect the long-term development of the local beer and cider business. ■ The beer and cider price growth per year, after the forecast period, is assumed to be the expected country-specific annual long-term inflation, which is based on external sources. ■ Cash flows after the first 10-year period (Europe and Head Office 5-year) are extrapolated using a perpetual growth rate equal to the expected 30-year average inflation to calculate the terminal recoverable amount. For Europe, a return on inflation-linked bond rates is used to extrapolate cash flows. ■ A CGU-specific pre-tax weighted average cost of capital (WACC) was applied per CGU in determining the recoverable amount of the units. The values assigned to the key assumptions used for the VIU calculations are as follows: In % Pre-tax WACC Expected annual long-term inflation applied for years 2028-2034 Expected volume growth rates applied for years 2028-2034 Europe 9.0 1.9 0.9 Americas (excluding Brazil) 11.2 3.2 2.0 Brazil 13.2 3.5 1.2 Africa & Middle East (excluding Heineken Beverages) 21.5-26.6 7.5-12.7 1.8-2.3 Heineken Beverages 14.4 4.9 2.4 Asia Pacific (excluding India) 11.9 3.0 1.3 Head Office 12.0 3.4 1.6 In 2024, there has been a general decrease in the WACC applied across most CGUs, primarily due to decreased interest rates. Impairment losses The annual goodwill impairment test resulted in no impairment loss for the current year (2023: €491 million). In addition, the asset impairment test required as a result of the identification of impairment indicators resulted in an impairment of nil on goodwill and €88 million on intangible assets other than goodwill (2023: €68 million on goodwill and €42 million on intangible assets other than goodwill) (refer to note 8.2). Sensitivity to changes in assumptions HEINEKEN assesses that a reasonably possible adverse change in a key assumption (i.e. lower growth rates or higher discount rates respectively) would cause the carrying amount to exceed the recoverable amount. Brands, customer-related and contract-based intangibles The main brands capitalised are the brands acquired in various acquisitions. The main customer- related and contract-based intangibles relate to customer relationships (constituted either by way of a contractual agreement or by way of non-contractual relations) and re-acquired rights. Accounting estimates and judgements The cash flow projections used in the VIU calculations for goodwill impairment testing contain various judgements and estimations as described in the key assumptions for the VIU calculations. Such judgements and estimates are subject to change because of changing economic conditions and climate impact and actual cash flows may differ from forecasts. The below additional considerations have been applied by HEINEKEN regarding the potential financial impact of the macro-economic environment and uncertainties including increasing inflationary pressures worldwide: ■ Changes in the interest rate environment are taken into consideration when determining the discount rates Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 80 ■ Terminal growth rates do not exceed the long-term annual inflation rate of the country or region, thus excluding any increased inflation growth experiences in the short term ■ Sensitivity scenarios are applied to the key assumptions used in the impairment testing The impact of climate change risk on future cash flows have also been considered at an CGU and asset level, including committed capex and operational expenditure. No material financial impacts to the current year impairment assessment were identified. For intangible assets, other than goodwill, estimates are required to determine the (remaining) useful lives. Useful lives are determined based on the market position (for brands), estimated remaining useful life of the customer relationships or the period of the contractual arrangements, or estimates on technological and commercial developments (for software/development expenditure). Amortisation is charged to profit or loss on a straight-line basis over the estimated useful life. HEINEKEN believes that straight-line depreciation most accurately reflects the expected pattern of consumption of the future economic benefits embodied in the intangible asset. Accounting policies Goodwill Goodwill represents the difference between the fair value of the net assets acquired and the transaction price of the acquisition. Goodwill arising on the acquisition of associates and joint ventures is included in the carrying amount of the associates and joint ventures. Goodwill is measured at cost less accumulated impairment losses. Goodwill is allocated to individual or groups of CGUs for impairment testing and is tested annually for impairment. Negative goodwill is recognised directly in profit or loss as other income. An impairment loss in respect of goodwill cannot be reversed. Brands, customer-related and contract-based intangibles Brands, customer-related and contract-based intangibles acquired as part of a business combination are recognised at fair value. Otherwise, these acquired intangibles are recognised at cost and amortised over the estimated useful life of the individual brand, respectively over the remaining useful life of the customer relationships or the period of the contractual arrangements. Strategic brands are well-known international/local brands with a strong market position and an established brand name. Software, research and development and other intangible assets Purchased software is measured at cost less accumulated amortisation. Expenditure on internally developed software is capitalised when the expenditure qualifies as development activities, otherwise, it is recognised in profit or loss when incurred. Expenditure on research activities, undertaken with the prospect of gaining new technical knowledge, is recognised in profit or loss when incurred. Amortisation Amortisation is calculated over the cost of the asset less its residual value. Intangible assets with a finite life are amortised on a straight-line basis over their estimated useful lives from the date they are available for use. The estimated useful lives are as follows: Strategic brands 40 - 50 years Other brands 5 - 25 years Customer-related and contract-based intangibles 5 - 25 years Re-acquired rights 3 - 12 years Software (including internally generated software) 3 - 7 years The amortisation method, useful lives and residual values are reassessed annually. Changes in useful lives or residual value are recognised prospectively. De-recognition of intangible assets Intangible assets are derecognised when disposed of or sold. Gains on sale of intangible assets are presented in profit or loss as other income (refer to note 6.2); losses on sale are included in amortisation. Goodwill is derecognised when the related CGU is sold. Impairment of non-financial assets At each reporting date, HEINEKEN reviews the carrying amounts of its non-financial assets (except for inventories and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, the recoverable amount is estimated. The existence of any immediate or short-term physical threats due to climate change were also considered in assessing for any indication of impairment. Furthermore, HEINEKEN assesses goodwill and other intangible assets with an indefinite useful life annually for impairment. For impairment testing, assets are grouped into the smallest group of assets that generate cash inflows from continuing use. The CGU for other non-financial assets is often the operating company on a country level. The recoverable amount of an asset or CGU is the higher of an asset’s FVLCD and VIU. In assessing the VIU, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and risks specific to the asset or CGU. An impairment loss is recognised in profit or loss if the carrying amount of an asset or its CGU exceeds its recoverable amount, except where IAS 29 requires entities that apply hyperinflation accounting for the first time to recognise impairment related to prior periods in opening equity. Impairment losses are first allocated to goodwill and intangible assets with an indefinite useful life. A remaining impairment loss is then allocated to the other assets in the unit on a pro-rata basis. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation if no impairment loss had been recognised. Impairment losses recognised on goodwill are not reversed in subsequent periods. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 81 8.2 Property, plant and equipment Property, plant and equipment (P,P&E) are fixed assets that are owned by HEINEKEN, as well as ROU assets under a lease agreement. Owned and ROU assets are held for use in HEINEKEN's operating activities. Refer to the table below for the split between owned assets and ROU assets as per balance sheet date: In millions of € 2024 2023 Property, plant and equipment - owned assets 13,573 13,732 Right of use assets 1,104 1,040 14,677 14,772 Owned assets The table below details the historical cost per asset class and the movements during the year for owned assets. 2024 2023 In millions of € Note Land and buildings Plant and equipment Other fixed assets Under construction Total Land and buildings Plant and equipment Other fixed assets Under construction Total Cost Balance as at 1 January 8,283 11,586 7,020 1,576 28,465 7,765 10,770 6,682 1,387 26,604 Hyperinflation restatement to 1 January — — — — — 66 143 89 1 299 Changes in consolidation and other transfers (3) (13) (24) — (40) 172 286 102 96 656 Purchases 38 101 357 1,826 2,322 26 88 289 1,852 2,255 Transfer of completed projects under construction 306 639 466 (1,411) — 306 760 574 (1,640) — Transfer (to)/from assets classified as held for sale (70) (12) (2) (16) (100) (51) (108) (42) (8) (209) Disposals (115) (298) (392) (39) (844) (46) (110) (460) (11) (627) Hyperinflation adjustment 46 96 70 2 214 67 140 99 3 309 Effect of movements in exchange rates (174) (537) (435) (153) (1,299) (22) (383) (313) (104) (822) Balance as at 31 December 8,311 11,562 7,060 1,785 28,718 8,283 11,586 7,020 1,576 28,465 Depreciation and impairment losses Balance as at 1 January (3,014) (6,708) (4,939) (72) (14,733) (2,850) (6,352) (4,732) (60) (13,994) Hyperinflation restatement to 1 January — — — — — (12) (62) (80) — (154) Changes in consolidation and other transfers 2 3 16 3 24 — — 1 1 2 Depreciation charge for the year 6.6 (182) (623) (686) (2) (1,493) (180) (575) (709) — (1,464) Impairment losses 6.6 (114) (93) (25) (10) (242) (52) (73) (24) (13) (162) Reversals of impairments 6.6 30 — 1 — 31 2 2 — — 4 Transfer to/(from) assets classified as held for sale 36 8 1 16 61 33 87 34 — 154 Disposals 78 279 385 (13) 729 33 110 453 — 596 Hyperinflation adjustment (11) (51) (47) — (109) (14) (59) (75) — (148) Effect of movements in exchange rates 55 224 308 — 587 26 214 193 — 433 Balance as at 31 December (3,120) (6,961) (4,986) (78) (15,145) (3,014) (6,708) (4,939) (72) (14,733) Carrying amount As at 1 January 5,269 4,878 2,081 1,504 13,732 4,915 4,418 1,950 1,327 12,610 As at 31 December 5,191 4,601 2,074 1,707 13,573 5,269 4,878 2,081 1,504 13,732 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 82 Land and buildings include the breweries and offices of HEINEKEN as well as stores, pubs and bars. The plant and machinery asset class contains all the assets needed in HEINEKEN's brewing, packaging and filling activities. Other fixed assets mainly consist of returnable packaging materials, commercial fixed assets and furniture, fixtures and fittings. Refer to note 7.4 for further information on returnable packaging materials that are included in this category. Impairment losses Impairments of nil on goodwill (2023: €68 million), €211 million on owned property, plant and equipment (2023: €158 million), €88 million on intangible assets with finite useful life ( 2023 : €42 million) and €6 million on right of use (ROU) assets (2023 : €14 million) were recorded for the year ended 31 December 2024 . The impairments mainly relate to Brasserie Nationale d’Haiti S.A. (Haiti) for €158 million which is included in the Americas operating segment. The impairment for Haiti is primarily driven by the country's deteriorated economic outlook due to political unrest and insecurity, and the continued application of hyperinflation accounting. The determination of the recoverable amount of the assets of Haiti is based on a VIU valuation, which is based on a discounted 10-year cash flow forecast. The key assumptions used to determine the cash flows are based on market expectations and management's best estimate. Cash flows thereafter are extrapolated using a perpetual growth rate equal to the expected 30-year compounded average inflation, in order to calculate the terminal recoverable amount. Impairment (reversals) are recorded on the line 'amortisation, depreciation and impairments' in the income statement. For a split per asset class, refer to the movement schedules in notes 8.1 and 8.2. See the table below for the key assumptions: Haiti 2024 2023 In % 2024-2027 2022-2033 2023-2026 2027-2032 Pre-tax WACC (in local currency) 36.9 36.9 33.5 33.5 Expected annual long-term inflation 13.2 13.2 5.9 5.9 Expected volume growth 0.1 2.7 5.5 4.4 Right of use (ROU) assets HEINEKEN leases stores, pubs, offices, warehouses, cars, (forklift) trucks and other equipment in the ordinary course of business. HEINEKEN has around 35.000 leases with a wide range of different terms and conditions, depending on local regulations and practices. Many leases contain extension and termination options, which are included in the lease term if HEINEKEN is reasonably certain to exercise the option. Refer to the table below for the carrying amount of ROU assets per asset class per balance sheet date: In millions of € 2024 2023 Land and buildings 862 836 Equipment 242 204 Carrying amount ROU assets as at 31 December 1,104 1,040 In 2024, €478 million was added to the ROU assets as a result of entering into new lease contracts and the remeasurement of existing leases (2023: €350 million). The depreciation and impairments of ROU assets for the financial year ending 31 December is as follows: In millions of € 2024 2023 Land and buildings 216 213 Equipment 95 91 Depreciation and impairments for ROU assets 311 304 Accounting estimates and judgements Estimates are required to determine the (remaining) useful lives of fixed assets. Useful lives are determined based on an asset's age, the frequency of its use, repair and maintenance policy, technology changes in production, redundancies or changes due to climate risks and expected restructuring. HEINEKEN estimates the expected residual value per asset item. The residual value is the higher of the expected sales price (based on recent market transactions of similar sold items) and its material scrap value. Depreciation is charged to profit or loss on a straight-line basis over the estimated useful lives of items of P,P&E. HEINEKEN believes that straight-line depreciation most closely reflects the expected pattern of consumption of the future economic benefits embodied in the asset. Judgement is required to determine the lease term. The assessment of whether HEINEKEN is reasonably certain to exercise extension options or to make use of termination options impacts the lease term, which as a result could affect the amount of lease liabilities and ROU assets recognised. Accounting policies Owned assets A fixed asset is recognised when it is probable that future economic benefits associated with the P,P&E item will flow to HEINEKEN and when the cost of the P,P&E can be reliably measured. The majority of the P,P&E of HEINEKEN are owned assets, rather than leased assets. P,P&E are recognised at historical cost less accumulated depreciation and impairment losses. Historical cost includes all costs directly attributable to the purchase of an asset. The cost of self- constructed assets includes all directly attributable costs to make the asset ready for its intended use. Spare parts that meet the definition of P,P&E are capitalised and accounted for accordingly. If spare parts do not meet the recognition criteria of P,P&E, they are either carried in inventory or consumed and recorded in profit or loss. Subsequent costs are capitalised only when it is probable that the expenses will lead to future economic benefits and can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred. For the contractual commitments on ordered P,P&E refer to note 13.2. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 83 Depreciation and impairments Depreciation is calculated using the straight-line method, based on the estimated useful life of the asset class. The estimated useful lives of the main asset classes are as follows: Buildings 15 - 40 years Plant and equipment 5 - 30 years Other fixed assets 3 - 10 years Land and assets under construction are not depreciated. When assets under construction are ready for their intended use, they are transferred to the relevant category and depreciation starts. All other P,P&E items are depreciated over their estimated useful life to the asset's residual value. The depreciation method, residual value and useful lives are reassessed annually. Changes in useful lives or residual value are recognised prospectively. HEINEKEN reviews whether indicators for impairment exist on a CGU level. When an indicator of impairment exists, assets are tested for impairment. Impairment losses on assets, other than goodwill, recognised in prior periods are assessed at each reporting date for any indication of a reversal, due to observable indications that the asset's value has increased significantly or other significant changes with favourable effects. Derecognition of Property, plant and equipment P,P&E is derecognised when it is scrapped or sold. Gains on sale of P,P&E are presented in profit or loss as other income (refer to note 6.2); losses on sale are included in depreciation. Right of use (ROU) assets Definition of a lease A contract contains a lease if it provides the right to control the use of an identified asset for a period of time in exchange for an amount payable to the lessor. The right to control the use of the identified asset exists when having the right to obtain substantially all of the economic benefits from the use of that asset and when having the right to direct the use of that asset. HEINEKEN as a lessee At the start date of the lease, HEINEKEN (lessee) recognises a ROU asset and a lease liability on the balance sheet. The ROU asset is initially measured at cost, and subsequently at cost less accumulated depreciation and impairment losses, and adjusted for certain remeasurements of the lease liability. Depreciation is recognised on a straight-line basis over the shorter of the asset's useful life or the lease term. For measurement of the lease liability, refer to note 11.3. HEINEKEN applies the following practical expedients for the recognition of leases: ■ The short-term lease exemption means that leases with a duration of less than a year are expensed in the income statement on a straight-line basis. ■ The low-value lease exemption, meaning that leased assets with an individual value of €5,000 or less if bought new, are expensed in the income statement on a straight-line basis. HEINEKEN as a lessor A lease is classified as a finance lease when it transfers substantially all the risks and rewards relating to ownership of the underlying asset to the lessee. For contracts where HEINEKEN acts as an intermediate lessor, the subleases are classified with reference to the ROU asset. Lease related notes For lease liabilities, refer to note 11.3 Borrowings. For short-term and low-value leases, refer to other expenses in note 6.3 Raw materials, consumables and services. For the lease receivables, refer to other receivables in note 8.5 Other non-current assets and other receivables in note 7.2 Trade and other receivables. For the contractual maturities of lease liabilities, refer to note 11.5 Credit, liquidity and market risk. 8.3 Loans and advances to customers Loans and advances to customers are inherent to HEINEKEN's business model. Loans to customers are repaid in cash on fixed dates while the settlement of advances to customers is linked to the sales volume of the customer. Loans and advances to customers are usually backed by collateral such as properties. In millions of € 2024 2023 Loans to customers 48 60 Advances to customers 210 179 Loans and advances to customers 258 239 The movement in allowance for impairment losses for loans and advances to customers during the year is as follows: Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 84 In millions of € 2024 2023 Balance as at 1 January 60 69 Transfers — 2 Addition to allowance 6 4 Allowance used (10) (12) Allowance released — (6) Effect of movements in exchange rates (3) 3 Balance as at 31 December 53 60 Accounting estimates HEINEKEN determines at each reporting date the impairment of loans and advances to customers using an expected credit loss model, which estimates the credit losses over 12 months. If a significant increase in credit risk occurs (e.g. more than 30 days overdue, change in credit rating, payment delays in other receivables from the customer), credit losses over the lifetime of the asset are incurred. Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics. Due to the macro-economic environment and uncertainties including increasing inflationary pressure on HEINEKEN’s customers, more judgement is required for the calculation of expected credit losses compared to the prior years. For more information on HEINEKEN's credit risk exposure refer to note 11.5. Accounting policies Loans and advances to customers are initially measured at fair value and subsequently at amortised cost minus any impairment losses. 8.4 Equity instruments Equity instruments consists of various equity instruments held by Heineken N.V. In millions of € 2024 2023 Other 167 167 Equity instruments 167 167 Sensitivity analysis – equity securities An increase or decrease of 1% in the share price of the equity securities at the reporting date would not have a material impact. Accounting policies HEINEKEN’s investments in equity securities are classified as FVOCI. These investments are interests in entities where HEINEKEN has less than significant influence. This is generally the case when ownership is less than 20% of the voting rights. Upon the sale of these equity securities the accumulated fair value and currency translation changes are transferred to retained earnings. FVOCI investments are measured at fair value (refer to note 13.1). The fair value changes are recognised in other comprehensive income (OCI) and presented within equity in the fair value reserve. Dividend income is recognised in profit or loss. 8.5 Other non-current assets Other non-current assets mainly consist of long-term prepayments and other receivables with a duration longer than 12 months. In millions of € Note 2024 2023 Fair value through OCI debt investments 14 14 Non-current derivatives 11.6 18 33 Loans to joint ventures and associates 4 10 Long-term prepayments 477 504 Other receivables 496 417 Other non-current assets 1,009 978 Other receivables include lease receivables of €112 million (2023 : €115 million). The average outstanding term of the lease receivables, including the short-term portion of lease receivables, is 2.7 years ( 2023: 3.0 years). The remainder of other receivables mainly originate from the acquisition of the beer operations of FEMSA and represent a receivable on the Brazilian authorities on which interest is calculated in accordance with Brazilian legislation. The collection of this receivable is expected to be beyond a period of five years. A part of the aforementioned qualifies for indemnification towards FEMSA and is provided for. Accounting estimates HEINEKEN determines on each reporting date the impairment of other receivables using an expected credit loss model, which estimates the credit losses over 12 months. Only in case of a significant increase in credit risk occurs (e.g. more than 30 days overdue, change in credit rating, payment delays in other receivables from the customer) the credit losses over the lifetime of the asset are incurred. Individually significant other receivables are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics. For more information on HEINEKEN's credit risk exposure refer to note 11.5. Accounting policies Non-current derivatives Refer to the accounting policies on derivative financial instruments in note 11.6. Other The remaining non-current assets as presented in the previous table are initially measured at fair value and subsequently at amortised cost minus any impairment losses. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 85 9. Provisions and contingent liabilities 9.1 Post-retirement obligations HEINEKEN makes contributions to pension plans that provide pension benefits to (former) employees upon retirement, both via defined benefit as well as defined contribution plans. Other long-term employee benefits include long-term bonus plans, termination benefits, medical plans and jubilee benefits. Refer to note 6.4 for the contribution to defined contribution plans. This note relates to HEINEKEN's defined benefit pension plans. Refer to the table below for the present value of the defined benefit plans. In millions of € 2024 2023 Present value of unfunded defined benefit obligations 147 167 Present value of funded defined benefit obligations 8,428 8,193 Total present value of defined benefit obligations 8,575 8,360 Fair value of defined benefit plan assets (8,330) (8,006) Present value of net obligations 245 354 Asset ceiling items 134 145 Defined benefit plans included under non-current assets 66 39 Recognised liability for defined benefit obligations 445 538 Other long-term employee benefits 74 48 519 586 The vast majority of benefit payments are from pension funds that are held in trusts (or equivalent), however, there is a small portion where HEINEKEN fulfils the benefit payment obligation as it falls due. Plan assets held in trusts are governed by Trustee Boards composed of HEINEKEN representatives and independent and/or member representation, in accordance with local regulations and practice in each country. The relationship and division of responsibility between HEINEKEN and the Trustee Board (or equivalent) including investment decisions and contribution schedules are carried out in accordance with the plan's regulations. The defined benefit pension plans in the Netherlands (NL) and the United Kingdom (UK) represent the majority of the total defined benefit plan assets and the present value of the defined benefit obligations. Refer to the table below for the split of these plans in the total present value of the net obligations of HEINEKEN. 2024 2023 2024 2023 2024 2023 2024 2023 In millions of € UK UK NL NL Other Other Total Total Total present value of defined benefit obligations 2,554 2,717 4,805 4,386 1,216 1,257 8,575 8,360 Fair value of defined benefit plan assets (2,426) (2,581) (4,798) (4,324) (1,106) (1,101) (8,330) (8,006) Present value of net obligations 128 136 7 62 110 156 245 354 Defined benefit plan in the Netherlands HEINEKEN provides employees in the Netherlands with an average pay pension plan based on earnings up to the legal tax limit. Indexation of accrued benefits is conditional on the funded status of the pension fund. HEINEKEN pays contributions to the fund up to a maximum level agreed with the Board of the pension fund and has no obligation to make additional contributions in case of a funding deficit. During 2024, the coverage ratio of the Dutch pension fund improved slightly. The interest rates showed a small decrease that increased the fund’s net defined benefit obligations. The fund’s financial position allowed for pension indexation in 2024. In 2024, the increase in the fair value of the defined benefit plan assets is mainly due to an increase in the value of equities and alternative credits. The higher defined benefit obligation is mainly due to higher indexation assumption, partially offset by a higher discount rate assumption. HEINEKEN’s cash contribution to the Dutch pension plan was at the maximum level. The same level will apply in 2025. In 2023, the Dutch Parliament enacted the “Wet toekomst pensioenen” (Future Pensions Act), introducing substantial reforms to Dutch pension schemes, transitioning from defined benefit to defined contribution plans. In alignment with these regulatory changes, HEINEKEN agreed on a new pension plan with a targeted implementation date of 1 January 2026 onward. As a result HEINEKEN recognised a plan amendment in 2024. The plan amendment did not have a material impact. Defined benefit plan in the United Kingdom HEINEKEN’s UK plan (Scottish & Newcastle pension plan 'SNPP') was closed to future accrual in 2011 and the liabilities thus relate to past service before plan closure. As required by UK regulation, a full actuarial valuation of the SNPP is conducted at least every three years (the triennial review) and updated annually between triennial reviews, to determine the position of the plan on a funding basis. The last triennial review (as at 31 October 2021) was finalised in April 2022. A schedule of deficit recovery payments was agreed and HEINEKEN made deficit recovery payment until May 2023 when the schedule ended. The triennial review as at 31 October 2024 is underway and is expected to be finalised in 2025. In addition to the triennial review on a funding basis, an annual valuation of the plan on an accounting basis is carried out by a qualified actuary. Under the accounting basis, the obligations are measured by discounting the best estimate of future cash flows to be paid out by SNPP, using the projected unit credit method. In 2024, the decrease in the fair value of the defined benefit obligation is mainly due to a higher discount rate assumption and updates to the mortality assumption. The decrease in the fair value of the defined benefit plan assets is mainly due to a decrease in the value of the plan’s invested assets, which was slightly offset by an increase in the value of the plan’s longevity swap. Defined benefit plans in other countries In a few other countries, HEINEKEN offers defined benefit plans, which are individually not significant to HEINEKEN. The majority of these plans are closed for new participants. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 86 Movement in net defined benefit obligation The movement in the net defined benefit obligation during the year is as follows: Present value of defined benefit obligations Fair value of defined benefit plan assets Present value of net obligations In millions of € Note 2024 2023 2024 2023 2024 2023 Balance as at 1 January 8,360 7,922 (8,006) (7,569) 354 353 Included in profit or loss Current service cost 87 78 — — 87 78 Past service cost/(credit) (47) (4) — — (47) (4) Administration expense — — 4 4 4 4 Effect of any settlement — (2) — — — (2) Expense recognised in personnel expenses 6.4 40 72 4 4 44 76 Interest expense/(income) 11.1 356 360 (339) (339) 17 21 396 432 (335) (335) 61 97 Included in OCI Remeasurement loss/(gain): Actuarial loss/(gain) arising from 12.3 Demographic assumptions (75) (46) — — (75) (46) Financial assumptions 221 336 — — 221 336 Experience adjustments (15) (47) — — (15) (47) Return on plan assets excluding interest income1 — — (219) (169) (219) (169) Effect of movements in exchange rates 87 45 (83) (40) 4 5 218 288 (302) (209) (84) 79 Other Changes in consolidation and reclassification 2 93 9 (136) 11 (43) Contributions paid: By the employer — — (97) (132) (97) (132) By the plan participants 23 26 (23) (26) — — Benefits paid (424) (401) 424 401 — — Settlements — — — — — — (399) (282) 313 107 (86) (175) Balance as at 31 December 8,575 8,360 (8,330) (8,006) 245 354 1 The total OCI impact for the current year also included movement resulting from asset ceiling increase between 2023 and 2024. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 87 Defined benefit plan assets 2024 2023 In millions of € Quoted Unquoted Total Quoted Unquoted Total Equity instruments: Europe 364 — 364 348 — 348 Northern America 1,165 — 1,165 900 — 900 Japan 118 — 118 132 — 132 Asia other 84 — 84 70 — 70 Other 77 160 237 76 151 227 1,808 160 1,968 1,526 151 1,677 Debt instruments: Bonds – investment grade 3,961 1,256 5,217 4,278 1,167 5,445 Bonds – non-investment grade 305 412 717 233 442 675 4,266 1,668 5,934 4,511 1,609 6,120 Derivatives 51 (1,261) (1,210) 43 (1,314) (1,271) Properties and real estate 226 784 1,010 222 688 910 Cash and cash equivalents 197 (31) 166 186 18 204 Investment funds 10 392 402 26 368 394 Other plan assets 78 (18) 60 82 (110) (28) 562 (134) 428 559 (350) 209 Balance as at 31 December 6,636 1,694 8,330 6,596 1,410 8,006 The HEINEKEN pension funds monitor the mix of debt and equity securities in their investment portfolios based on market expectations. Material investments within the portfolio are managed on an individual basis. Through its defined benefit pension plans, HEINEKEN is exposed to several risks, the most significant are detailed below. Risks associated with defined benefit plans Asset volatility The plan liabilities are calculated using a discount rate set with reference to AA corporate bond yields. If the return on the plan assets is less than the return on the liabilities implied by this assumption, this will create a deficit. The plan in the Netherlands holds a significant proportion of equities, which are expected to outperform corporate bonds in the long-term while providing volatility and risk in the short term. In the Netherlands, an Asset-Liability Matching (ALM) study is performed at least on a triennial basis. The last ALM study was performed in 2021. Due to the upcoming transition to the new pension plan, the Board decided to postpone the ALM study by 1 year to 2025. The ALM study is the basis for the strategic investment policies and the (long-term) strategic investment mix. As at 31 December 2024, the strategic asset mix comprises 32% of plan assets in equity securities, 20% in bonds and swaps, 18% in alternative investments, 15% in mortgage and 15% in real estate. In the UK, the actuarial valuation is performed at least on a triennial basis. The valuation is the basis for the funding plan, strategic investment policies and the (long-term) strategic investment mix. The valuation was performed in 2021. As at 31 December 2024, the strategic mix of assets comprises 33% of plan assets in liability-driven investments, 12.5% in corporate bonds, 15% in higher-yielding credit, 23.5% in private markets, 10% in long lease property and 6% in equities. As part of the Funding Agreement, the strategic asset mix will evolve between now and 2030 to provide greater certainty of return, lower volatility and higher cash generation. Interest rate risk A decrease in corporate bond yields will increase plan liabilities, although this will be partially offset by an increase in the value of the plans’ fixed-rate instruments holdings. In the Netherlands, interest rate risk is managed through fixed-income investments and interest rate swap instruments. These investments and instruments match the liabilities by 56% as at 31 December 2024 (2023: 54%). In the UK, interest rate risk is managed through the use of a mixture of fixed income investments and interest rate swap instruments. These investments and instruments target a match of 100% of the interest rate sensitivity of the total liabilities as measured on a Gilts +1% liability basis (2023: 100% as measured on the same basis). Inflation risk Some of the pension obligations are linked to inflation. Higher inflation will lead to higher liabilities, although in most cases, there are caps on the level of inflationary increases to protect the plan against extreme inflation. The majority of the plan assets are either unaffected by or loosely correlated with inflation, meaning that an increase in inflation will increase the deficit. HEINEKEN provides employees in the Netherlands with an average pay pension plan, whereby indexation of accrued benefits is conditional on the funded status of the pension fund. In the UK, inflation risk is partly managed through the use of a mixture of inflation-linked fixed income investments and inflation-linked derivative instruments. These instruments target a match of 100% of the inflation-linked liabilities as measured on a Gilts +1% liability basis (2023 : 100% as measured on the same basis). Life expectancy The majority of the plans’ obligations are to provide benefits for the life of the member, so increases in life expectancy will increase the plans’ liabilities. This is particularly significant in the UK plan, where inflation-linked increases result in higher sensitivity to changes in life expectancy. In 2015, the Trustee of HEINEKEN UK's pension plan implemented a longevity hedge to remove the risk of a higher increase in life expectancy than anticipated for the 2015 population of pensioners. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 88 Principal actuarial assumptions as at the balance sheet date Based on the significance of the Dutch and UK pension plans compared with the other plans, the table below refers to the major actuarial assumptions for those two plans as at 31 December: The Netherlands UK1 In % 2024 2023 2024 2023 Discount rate as at 31 December 3.6 3.5 5.5 4.8 Future salary increases 4.0 2.0 — — Future pension increases 3.4 2.9 3.1 3.0 1 The UK plan is closed for future accrual, leading to certain assumptions being equal to zero. For the other defined benefit plans, the following actuarial assumptions apply as at 31 December: Europe Americas In % 2024 2023 2024 2023 Discount rate as at 31 December 1.0-3.6 1.5-3.5 9.5-10.7 9.8-11.0 Future salary increases 0.0-4.0 0.0-2.3 0.0-4.5 0.0-4.5 Future pension increases 0.3-3.0 0.3-2.3 0.0-3.5 0.0-3.5 Medical cost trend rate 0.0-2.3 0.0-2.3 5.1-8.5 5.1-9.0 Assumptions regarding future mortality rates are based on published statistics and mortality tables. For the Netherlands, the rates are obtained from the ‘AG-Prognosetafel 2022’, fully generational. For the UK, the future mortality rates are obtained by applying the Continuous Mortality Investigation 2023 projection model. The weighted average duration of the defined benefit obligation at the end of the reporting period is 16 years (2023: 16 years). HEINEKEN expects the contributions to be paid for the defined benefit plans for 2025 to be in line with 2024. Sensitivity analysis As at 31 December, changes to one of the relevant actuarial assumptions that are considered reasonably possible, holding other assumptions constant, would have affected the defined benefit obligation by the following amounts: 2024 2023 Effect in millions of € Increase in assumption Decrease in assumption Increase in assumption Decrease in assumption Discount rate (0.5% movement) (612) 700 (588) 671 Future salary growth (0.25% movement) 4 (5) 9 (9) Future pension growth (0.25% movement) 278 (269) 276 (254) Medical cost trend rate (0.5% movement) 6 (6) 7 (6) Life expectancy (1 year) (389) 389 356 (357) Accounting estimates To make the actuarial calculations for the defined benefit plans, HEINEKEN needs to make use of assumptions for discount rates, future pension increases and life expectancy as described in this note. The actuarial calculations are made by external actuaries based on inputs from observable market data, such as corporate bond returns and yield curves to determine the discount rates used, mortality tables to determine life expectancy and inflation numbers to determine future salary and pension growth assumptions. Accounting policies Defined contribution plans A defined-contribution plan is a post-retirement plan for which HEINEKEN pays fixed contributions to a separate entity. HEINEKEN has no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay out employees. Defined benefit plans A defined benefit plan is a post-retirement plan that is not a defined contribution plan. Typically, defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. HEINEKEN’s net obligation in respect of defined benefit pension plans is calculated separately for each plan by estimating the amount of future benefits that employees have earned in return for their service in the current and prior periods; those benefits are discounted to determine its present value. The fair value of any defined benefit plan assets is deducted. The discount rate is the yield at balance sheet date on high quality credit-rated bonds that have maturity dates approximating to the terms of HEINEKEN’s obligations and are denominated in the same currency in which the benefits are expected to be paid. The calculations are performed annually by qualified actuaries using the projected unit credit method. When the calculation results in a benefit to HEINEKEN, the recognised asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any minimum funding requirements that apply to any plan in HEINEKEN. An economic benefit is available to HEINEKEN if it is realisable during the life of the plan, or on settlement of the plan liabilities. When the benefits of a plan are changed, the expense or benefit is recognised immediately in profit or loss. HEINEKEN recognises all actuarial gains and losses arising from defined benefit plans immediately in other comprehensive income and all expenses related to defined benefit plans in personnel expenses and other net finance income and expenses in profit or loss. For changes to a defined benefit plan, which result in a plan amendment or a curtailment or settlement, HEINEKEN determines the amount of any past service cost, or gain or loss on settlement, by remeasuring the net defined benefit liability before and after the amendment, using current assumptions and the fair value of plan assets at the time of the amendment. In case the net defined benefit liability is remeasured to determine the impact of the changes, current service cost and net interest for the remainder of the year are remeasured using the same assumptions and the same fair value of plan assets. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 89 9.2 Provisions Provisions within HEINEKEN mainly relate to restructuring, and claims and litigation that arise in the ordinary course of business. The outcome depends on future events, which are by nature uncertain. In millions of € Claims and litigation Taxes Restruc- turing Onerous contracts Other Total Balance as at 1 January 2024 140 330 219 12 132 833 Changes in consolidation (3) — — — — (3) Provisions made during the year 47 29 75 8 64 223 Provisions used during the year (3) (4) (76) (12) (14) (109) Provisions reversed during the year (37) (16) (17) (2) (50) (122) Effect of movements in exchange rates (17) (48) (1) 1 (6) (71) Unwinding of discounts 7 2 2 — — 11 Balance as at 31 December 2024 134 293 202 7 126 762 Non-current 121 254 132 3 76 586 Current 13 39 70 4 50 176 Claims and litigation The provisions for claims and litigation of €134 million (2023 : €140 million) mainly relate to civil and labour claims in Brazil. Taxes The provisions for taxes of €293 million (2023: €330 million) relate to indirect taxes not within the scope of IAS 12 and mainly relate to Brazil. Tax legislation in Brazil is highly complex and subject to interpretation, therefore the timing of the cash outflows for these provisions is uncertain. Other provisions Included are, among others, provisions for credit risk on surety and guarantees issued of €40 million (2023 : €41 million). Accounting estimates In determining the likelihood and timing of potential cash outflows, HEINEKEN needs to make estimates. For claims, litigation and tax provisions, HEINEKEN bases its assessment on internal and external legal assistance and established precedents. For a large restructuring, management assesses the timing of the costs to be incurred, which influences the classification as current or non- current liabilities. Accounting policies A provision is a liability of uncertain timing or amount. A provision is recognised when HEINEKEN has a present legal or constructive obligation as a result of past events that can be estimated reliably, and it is probable (>50%) that an outflow of economic benefits will be required to settle the obligation. In the case of accounting for business combinations, provisions are also recognised when the likelihood is less than probable but more than remote (>5%). Provisions are measured at the present value of the expenditures expected to be required to settle the obligation, using a pre-tax rate that reflects the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of time is recognised as part of net finance expenses. The impact of climate change is also considered in identifying whether HEINEKEN has a present legal or constructive obligation related to fines or penalties. Restructuring A provision for restructuring is recognised when HEINEKEN has approved a detailed and formal restructuring plan, and the restructuring has either commenced or has been announced publicly. Future operating losses are not provided for. The provision includes the benefit commitments in connection with early retirement and redundancy schemes. Onerous contracts A provision for onerous contracts is recognised when the expected benefits to be received by HEINEKEN are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract, and the expected net cost of continuing with the contract. Before a provision is established, HEINEKEN recognises any impairment loss on the assets associated with that contract. Other provisions A provision for guarantees is recognised at the time the guarantee is issued (refer to note 9.3 for the total guarantees outstanding). The provision is initially measured at fair value and subsequently at the higher of the amount determined in accordance with the expected credit loss model and the amount initially recognised. 9.3 Contingencies HEINEKEN’s contingencies are mainly in the area of tax, civil cases and guarantees. Tax The tax contingencies mainly relate to tax positions in Latin America and include a large number of cases with a risk assessment lower than probable but possible. Assessing the amount of tax contingencies is highly judgemental, and the timing of possible outflows is uncertain. The best estimate of tax-related contingent liabilities is €1,118 million (2023: €1,233 million), out of which €64 million ( 2023: €78 million) qualifies for indemnification. For several tax contingencies that were part of acquisitions, an amount of €154 million ( 2023: €188 million) has been recognised as provisions and other non-current liabilities in the balance sheet (refer to notes 9.2 and 8.5). Other contingencies Brazil civil cases Part of other contingencies relates to civil cases in Brazil. Management's best estimate of the potential financial impact for these cases is €43 million (2023: €52 million). Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 90 Other Part of other contingencies relate to two follow-on damage cases for a total amount claimed of €478 million, which arose as a result of the fine imposed by the Greek Competition Commission in 2014 against our subsidiary Athenian Brewery for alleged abuse of its dominant position. It is not possible to estimate the outcome of these claims with any degree of certainty for a number of reasons, including but not limited to the fact that (i) the question whether the Dutch courts can assume (international) jurisdiction over these claims, insofar they are made against Athenian Brewery, is pending before the Dutch Supreme Court, and (ii) Athenian Brewery and HEINEKEN have raised defences against these claims, both on procedural grounds and on the merits. The amount of these potential liabilities (if any) can therefore not be measured with sufficient reliability. There are no reimbursements applicable for these cases. Additionally, in late December 2024, our Portuguese subsidiary Sociedade Central de Cervejas e Bebidas S.A. (SCC), received a civil class action claim from a private claims association for alleged harm to consumers due to alleged anti-competitive behaviour. It is not possible to estimate the outcome of the claim with any degree of certainty as it is disputed that SCC engaged in anti- competitive behaviour that resulted in the alleged harm. There is no reimbursement applicable for this claim. As at 31 December 2024, €24 million (2023: €26 million) of other contingencies related to acquisitions is included in provisions (refer to note 9.2). Guarantees In millions of € Total 2024 Less than 1 year 1-5 years More than 5 years Total 2023 Guarantees to banks for loans (to third parties) 450 48 393 9 381 Other guarantees 971 343 506 122 1,115 Guarantees 1,421 391 899 131 1,496 Guarantees to banks for loans relate to loans and advances to customers, which are given to external parties in the ordinary course of business of HEINEKEN. HEINEKEN provides guarantees to the banks to cover the credit risk related to these loans (refer to note 9.2 for the provision for credit risk on these guarantees). Accounting estimates and judgements HEINEKEN operates in a high number of jurisdictions and is subject to a wide variety of taxes per jurisdiction. Tax legislation can be highly complex and subject to interpretation. As a result, HEINEKEN is required to exercise significant judgement in the recognition of taxes payable and determination of tax contingencies. Also for other contingencies including climate change, HEINEKEN is required to exercise judgement to determine whether the risk of loss is possible but not probable. Contingencies involve inherent uncertainties including, but not limited to, court rulings, negotiations between affected parties and governmental actions. Accounting policies A contingent liability is a liability of uncertain timing and amount. Contingencies are not recognised in the balance sheet because the existence can only be confirmed by the occurrence or non- occurrence of one or more uncertain future events not wholly within the control of HEINEKEN or because the risk of loss is estimated to be possible (>5%) but not probable (<50%) or because the amount cannot be measured reliably. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 91 10. Acquisitions, disposals and investments 10.1 Acquisitions and disposals of subsidiaries and non- controlling interests Acquisitions and disposals in 2024 During 2024, no significant acquisitions or disposals took place. Prior year adjustments During 2024, all the provisional accounting periods of the 2023 acquisitions have been closed without material adjustments. 10.2 Assets or disposal groups classified as held for sale The assets below are classified as held for sale for the year ended 31 December 2024 : In millions of € 2024 2023 Property, plant and equipment 55 28 Assets or assets of disposal group held for sale 55 28 Accounting estimates and judgements HEINEKEN classifies assets or disposal groups as held for sale when they are available for immediate sale in their present condition, are expected to be sold within 1 year, and the sale is highly probable. HEINEKEN should be committed to the sale and it should be unlikely that the plan to sell will be withdrawn. This might be difficult to demonstrate in practice and involves judgement. Accounting policies Assets or disposal groups comprising assets and liabilities, that are expected to be recovered primarily through sale rather than through continuing use are classified as held for sale. Immediately before classification as held for sale, the assets, or components of a disposal group, are measured at the lower of their carrying amount and fair value less cost to sell. Intangible assets and P,P&E once classified as held for sale are not amortised or depreciated. In addition, equity accounting of equity-accounted investees ceases once classified as held for sale. 10.3 Investments in associates and joint ventures HEINEKEN has interests in several joint ventures and associates. The total carrying amount of these associates and joint ventures was €3,500 million as at 31 December 2024 (2023: €4,130 million) and the total share of profit and other comprehensive income was a loss of €646 million in 2024 (2023: €143 million). The share of profit of associates and joint ventures includes an impairment loss of €918 million (2023: €8 million, impairment loss). The associate CRH (Beer) Limited (‘CBL’) is considered to be individually material. HEINEKEN holds a shareholding of 40% in CBL as of 29 April 2019. CBL holds a controlling interest of 51.67% in China Resources Beer (Holdings) Co. Ltd. ('CR Beer'), a company incorporated in Hong Kong and listed on the Main Board of The Stock Exchange of Hong Kong Limited, operating in the beer business in China. Consequently, HEINEKEN has an effective 20.67% economic interest in CR Beer. Based on the closing share price of HKD25.25 as at 31 December 2024 (2023: HKD34.20), the fair value of this economic interest in CR Beer amounts to €2,098 million ( 2023: €2,657 million). The carrying amount of CBL as at 31 December 2024 amounts to €2,140 million (2023: €2,832 million). In accordance with IFRS, a significant or prolonged decline in the fair value of the investment below its cost is considered in assessing for any indication of impairment. If any such indication exists, an impairment test should be performed. At 30 June 2024, a significant decline in the fair value of the investment below its cost was identified. The decline was driven by concerns on the macroeconomic environment in China and a negative view on consumer goods companies seen as more exposed to soft consumer demand. At 31 December 2024, the fair value of the investment in CR Beer, based on the share price, was below its cost. The lower valuation was, however, not considered significant or prolonged. The recoverable amount of a cash generating unit is based on the higher of the fair value less costs of disposal (FVLCD) and value-in-use (VIU). The determination of the recoverable amount of CBL is based on a FVLCD valuation, which is based on the share price (level 1 hierarchy) of CR Beer. In June 2024, an impairment of €874 million was recognised against the carrying amount of CBL, which is included in the Asia Pacific operating segment. The impairment charge is recorded on the line 'share of profit of associates and joint ventures' in the income statement. The carrying amount of CBL as at 30 June 2024 amounted to €2,106 million (31 December 2023: €2,832 million). Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 92 Set out below is the summarised financial information of CR Beer, not adjusted for the percentage of ownership held by HEINEKEN. The financial information has been amended to reflect adjustments made by HEINEKEN when using the equity method (such as fair value adjustments). Due to a difference in reporting timelines, the financial information is included with a two-month delay. This means that the financial information included relates to the period November 2023-October 2024 . The reconciliation of the summarised financial information to the carrying amount of the effective interest in CR Beer is also presented. In millions of € 31 October 2024 31 October 2023 Summarised balance sheet (100%) Non-current assets 10,844 10,206 Current assets 1,422 1,692 Non-current liabilities (1,970) (2,390) Current liabilities (3,013) (2,744) Net assets 7,283 6,764 Reconciliation to carrying amount Opening net assets 6,764 6,342 Profit for the period 476 466 Other comprehensive income 496 (311) Dividends paid (429) (250) Other (24) 517 Closing net assets 7,283 6,764 Heineken N.V.’s share in % 20.67% 20.67% Heineken N.V.’s share 1,505 1,398 Goodwill 635 1,434 Carrying amount 2,140 2,832 In millions of € November 2023 to October 2024 November 2022 to October 2023 Summarised income statement (100%) Revenue 5,009 5,023 Profit 476 466 Other comprehensive income 496 (311) Total comprehensive income 972 155 Dividends received 89 52 Summarised financial information for equity-accounted joint ventures and associates The following table includes, in aggregate, the carrying amount and HEINEKEN’s share of profit and OCI of joint ventures and associates (net of income tax): Joint ventures Associates¹ In millions of € 2024 2023 2024 2023 Carrying amount of interests 957 934 2,543 3,196 Share of profit before impairment 43 71 170 155 Impairment (44) — (874) (8) Share of profit after impairment (1) 71 (704) 147 Other comprehensive income 58 (56) 1 (19) 57 15 (703) 128 1 Includes the investment in CR Beer, which is considered to be individually material. The other joint ventures and associates are considered to be individually immaterial. Accounting policies Associates are entities in which HEINEKEN has significant influence, but not control or joint control. Significant influence is generally obtained by ownership of more than 20% but less than 50% of the voting rights. Joint ventures (JVs) are the arrangements in which HEINEKEN has joint control. HEINEKEN’s investments in associates and JVs are accounted for using the equity method of accounting, meaning they are initially recognised at cost. The consolidated financial statements include HEINEKEN’s share of the net profit or loss of the associates and JVs whereby the result is determined using the accounting policies of HEINEKEN. When HEINEKEN’s share of losses exceeds the carrying amount of the associate or joint venture, the carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that HEINEKEN has an obligation or has made a payment on behalf of the associate or JV. At each reporting date, HEINEKEN reviews its investments in associates and JVs to determine whether there is any indication of impairment. A significant or prolonged decline in the fair value of the investment below its cost is also considered in assessing for any indication of impairment. If any such indication exists, an impairment test is performed (refer to note 8.1). Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 93 11. Financing and capital structure 11.1 Net finance income and expense Interest expenses are mainly related to interest charges over the outstanding bonds, commercial paper and bank loans (refer to note 11.3 ). Other net finance income and expenses comprise dividend income, fair value changes of financial assets and liabilities measured at fair value, transactional foreign exchange gains and losses (on a net basis), monetary gain resulting from hyperinflation accounting, unwinding of discount on provisions and interest on the net defined benefit obligation. In millions of € Note 2024 2023 Interest income 110 90 Interest expenses (680) (640) Dividend income from fair value through OCI investments 18 7 Net change in fair value of derivatives (38) (85) Net foreign exchange gain/(loss)1 (217) (323) Net monetary gain arising from hyperinflationary economies 73 79 Unwinding discount on provisions 9.2 (11) (13) Interest on the net defined benefit obligation 9.1 (17) (21) Other (43) (19) Other net finance income/(expenses) (235) (375) Net finance income/(expenses) (805) (925) 1 Transactional foreign exchange effects of working capital and foreign currency-denominated borrowings. Interest expenses include the interest component of lease liabilities of €68 million (2023: €58 million). In 2024, a net monetary gain was recognised related to applying hyperinflation accounting in Ethiopia and Haiti. Accounting policies Interest income and expenses are recognised as they accrue, using the effective interest method. Dividend income is recognised in the income statement on the date that HEINEKEN’s right to receive payment is established, which is the ex-dividend date in the case of quoted securities. 11.2 Cash and cash equivalents Cash and cash equivalents comprise cash balances and call deposits. In general, bank overdrafts form an integral part of HEINEKEN’s cash management and are included as a component of cash and cash equivalents in the statement of cash flows. In millions of € Note 2024 2023 Cash and cash equivalents 2,350 2,377 Bank overdrafts 11.3 (597) (952) Cash and cash equivalents in the statement of cash flows 1,753 1,425 For more information on HEINEKEN's liquidity risk exposure refer to note 11.5. The following table presents recognised 'Cash and cash equivalents' and 'Bank overdrafts', and the impact of the netting of gross amounts. The 'Net amount' below refers to the impact on HEINEKEN's balance sheet if all amounts subject to legal offset rights are netted. 2024 In millions of € Gross amounts Net amounts presented in the statement of financial position Amounts subject to legal offset rights Net amount Assets Cash and cash equivalents 2,350 2,350 (453) 1,897 Liabilities Bank overdrafts (597) (597) 453 (144) 2023 Assets Cash and cash equivalents 2,377 2,377 (512) 1,865 Liabilities Bank overdrafts (952) (952) 512 (440) HEINEKEN operates in several territories where there is limited availability of foreign currency resulting in restrictions on remittances. Mainly as a result of these restrictions, ¤317 million (2023: ¤478 million) of cash included in cash and cash equivalents is restricted for use by HEINEKEN, yet available for use in the relevant subsidiary’s day-to-day operations. Accounting policies Cash and cash equivalents are initially recognised at fair value and subsequently at amortised cost. HEINEKEN has cash pooling arrangements with legally enforceable rights to offset cash and overdraft balances. Where there is an intention to settle on a net basis, cash and overdraft balances relating to the cash pooling arrangements are reported on a net basis in the statement of financial position. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 94 11.3 Borrowings HEINEKEN mainly uses bonds, commercial paper and bank loans to ensure sufficient financing to support its operations. Net interest-bearing debt is the key metric for HEINEKEN to measure its indebtedness. 2024 2023 In millions of € Note Non-current Current Total Non-current Current Total Unsecured bond issues 12,103 1,682 13,785 12,751 1,458 14,209 Lease liabilities 1,030 314 1,344 961 306 1,267 Bank loans 547 73 620 240 286 526 Other interest- bearing liabilities 103 107 210 94 699 793 Deposits from third parties 1 — 493 493 — 491 491 Bank overdrafts — 597 597 — 952 952 Total borrowings 13,783 3,266 17,049 14,046 4,192 18,238 Market value of cross-currency interest rate swaps 11.5 7 (3) Other investments (55) (23) Cash and cash equivalents 11.2 (2,350) (2,377) Net debt 14,651 15,835 1 Mainly employee deposits. As at 31 December 2024, €88 million of the €620 million of bank loans is secured (2023: €87 million). Other interest-bearing liabilities includes €0 million of centrally issued commercial paper (2023: €500 million). In millions of € Unsecured bond issues Lease liabilities Bank loans Other interest- bearing liabilities Deposits from third parties Derivatives used for financing activities Assets and liabilities used for financing activities Balance as at 1 January 2024 14,209 1,267 526 793 491 (3) 17,283 Effect of movements in exchange rates 128 (32) 11 (84) — 10 33 Addition of leases — 502 — — — — 502 Proceeds 896 — 560 1,538 81 — 3,075 (Re)payments (1,460) (355) (478) (2,045) (78) — (4,416) Interest paid over lease liability — (68) — — — — (68) Other 12 30 1 8 (1) — 50 Balance as at 31 December 2024 13,785 1,344 620 210 493 7 16,459 In millions of € Unsecured bond issues Lease liabilities Bank loans Other interest- bearing liabilities Deposits from third parties Derivatives used for financing activities Assets and liabilities used for financing activities Balance as at 1 January 2023 12,766 1,241 311 355 557 (17) 15,213 Consolidation changes — 66 201 3 1 — 271 Effect of movements in exchange rates (82) 26 (27) (227) — 17 (293) Addition of leases — 348 — — — — 348 Proceeds 2,598 — 1,104 2,991 58 — 6,751 (Re)payments (1,087) (390) (1,067) (2,325) (126) (3) (4,998) Interest paid over lease liability — (58) — — — — (58) Other 14 34 4 (4) 1 — 49 Balance as at 31 December 2023 14,209 1,267 526 793 491 (3) 17,283 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 95 Changes in borrowings In 2024, the decrease in borrowings is mainly due to repayments of bonds and commercial paper, which exceeded the proceeds. Cash flows from financing activities are mainly generated by bonds, commercial paper, bank loans and other interest-bearing liabilities presented above. Additionally, HEINEKEN also uses derivatives related to its financing, which can be recognised as assets or liabilities. The above table details the reconciliation of the liabilities and assets arising from financing activities to the cash flow from financing activities. Bank overdrafts form an integral part of HEINEKEN’s cash management and are included as a component of cash and cash equivalents in the statement of cash flows. For more information on derivatives refer to note 11.6. The average effective interest rate on the net debt position as at 31 December 2024 was 3.5% ( 2023: 3.4%). The average maturity of the bonds as at 31 December 2024 was 7 years (2023 : 7 years). Centrally available financing headroom The centrally available financing headroom at Group level was approximately €3.8 billion as at 31 December 2024 (2023: €3.2 billion) and consisted of the undrawn part of the committed €3.5 billion revolving credit facility and centrally available cash minus centrally issued commercial paper and short-term bank borrowings at group level. In 2024, HEINEKEN used one of its 1 year extension options to extend its €3.5 billion revolving credit facility. The credit facility is now set to mature in May 2029 and has one 1-year extension period remaining. The facility is committed by a group of 18 banks. New financing During the year period ended 31 December 2024 , HEINEKEN secured additional financing by issuing the following notes, which are included in the unsecured bond issues: Date of placement Note Date of maturity 24 June 2024 €900 million of 12-year Notes with a coupon of 3.812% 4 July 2036 Accounting estimates and judgements Judgement is required to determine the lease term and the incremental borrowing rate. The assessment of whether HEINEKEN is reasonably certain to exercise extension options or not to make use of termination options impacts the lease term, which as a result could affect the amount of lease liabilities recognised. The assumptions used in the determination of the incremental borrowing rate could impact the rate used in discounting future payments, which as a result could have an impact on the amount of lease liabilities recognised. Accounting policies Borrowings Borrowings are initially measured at fair value less transaction costs. Subsequently, the borrowings are measured at amortised cost using the effective interest rate method. Borrowings included in a fair value hedge are stated at fair value in respect of the risk being hedged. Borrowings for which HEINEKEN has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date are classified as non-current liabilities. For the accounting policy on cash and cash equivalents and derivatives refer to notes 11.2 and 11.6, respectively. Lease liabilities Lease liabilities are measured at the present value of the lease payments to be paid during the lease term, discounted using the incremental borrowing rate. Lease liabilities are subsequently increased by the interest cost on the lease liabilities and decreased by lease payments made. The lease liabilities will be remeasured when there is a change in the amount to be paid (e.g. due to indexation) or when there is a change in the assessment of the lease terms. The incremental borrowing rate (IBR) is determined on a country level. For each country, there are separate rates depending on the contract currency and the term of the lease. The IBR is calculated based on the local risk-free rate plus a country default spread and a credit spread. The lease term is determined as the non-cancellable period of a lease, together with: ■ Periods covered by a unilateral option to extend the lease if HEINEKEN is reasonably certain to make use of that option ■ Periods covered by an option to terminate the lease if HEINEKEN is reasonably certain not to make use of that option HEINEKEN applies the following practical expedients for the recognition of leases: ■ Apply a single discount rate per country to a portfolio of leases with reasonably similar characteristics ■ Include non-lease components in the lease liability for equipment leases Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 96 11.4 Capital and reserves Share capital Refer to the table below for the Company's issued share capital as at 31 December. All issued shares are fully paid. 2024 2023 Share capital Shares of €1.60 Nominal value in millions of € Shares of €1.60 Nominal value in millions of € 1 January 288,030,168 461 288,030,168 461 Changes — — — — 31 December 288,030,168 461 288,030,168 461 The Company’s authorised capital amounts to €1.5 billion , consisting of 937,500,000 shares of €1.60 nominal value (2023: 937,500,000 shares of €1.60 nominal value). Shareholders are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholder meetings of the Company. In respect of the Heineken Holding N.V. shares that are held by Heineken N.V., rights are suspended. Share premium As at 31 December 2024, the share premium amounted to €1,257 million (31 December 2023: €1,257 million). Translation reserve The translation reserve comprises foreign currency differences arising from the translation of the assets and liabilities of foreign operations of HEINEKEN (excluding amounts attributable to non- controlling interests) as well as value changes of the hedging instruments in the net investment hedges. HEINEKEN considers this a legal reserve. Hedging reserve This reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments where the hedged transaction has not yet occurred. HEINEKEN considers this a legal reserve. Fair value reserve This reserve comprises the cumulative net change in the fair value of FVOCI equity investments. HEINEKEN transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised. HEINEKEN considers this a legal reserve. Other legal reserves These reserves relate to the share of profit of joint ventures and associates over the distribution of which HEINEKEN does not have control. The movement in these reserves reflects the share of profit of joint ventures and associates minus dividends received. For retained earnings of subsidiaries that cannot be freely distributed due to legal or other restrictions, a legal reserve is recognised. Furthermore, part of the reserve comprises a legal reserve for capitalised development costs. Reserve for own shares The reserve for own shares comprises the treasury shares held by HEINEKEN. Refer to the table below with the changes in 2024. Own shares held Number of shares 1 January 2024 5,156,781 Changes — 31 December 2024 5,156,781 Purchase Heineken N.V. shares by Heineken N.V. Refer to the table below with the changes in 2024 in Heineken N.V. shares held by Heineken N.V. This results in an increased interest in shareholding by Heineken Holding N.V. The related dilution effect has been recognised directly in equity. Heineken N.V. shares held by Heineken N.V. Number of shares 1 January 2024 10,575,645 Changes 288,338 31 December 2024 10,863,983 Dividends The following dividends were declared and paid by Heineken Holding N.V.: In millions of € 2024 2023 Final dividend previous year €1.04, respectively €1.23 per qualifying share 294 350 Interim dividend current year €0.69, respectively €0.69 per qualifying share 195 195 Total dividend declared and paid 489 545 For 2024, a payment of a total cash dividend of €1.86 per share (2023: €1.73) will be proposed at the AGM on 17 April 2025. If approved, the final dividend of €1.17 will be paid on 2 May 2025, as an interim dividend of €0.69 per share was paid on 8 August 2024. The payment will be subject to a 15% Dutch withholding tax. Pursuant to Article 10, paragraph 6, of the Articles of Association of Heineken Holding N.V., holders of Heineken Holding N.V. shares receive the same dividend as holders of Heineken N.V. shares. After the balance sheet date, the Board of Directors announced the following appropriation of profit. The dividends, taking into account the interim dividends declared and paid, have not been provided for. In millions of € 2024 2023 Dividend per qualifying share €1.86 (2023: €1.73) 526 489 Increase/(Decrease) of retained earnings (28) 685 Net profit 498 1,174 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 97 Non-controlling interests in the activities and cash flows of Heineken N.V. In millions of € 2024 2023 NCI percentage 49.034% 49.060% Non-current assets 42,576 43,359 Current assets 10,899 11,399 Non-current liabilities (17,133) (17,539) Current liabilities (14,238) (14,825) Net assets 22,104 22,394 Carrying amount of NCI 9,737 9,928 Net revenue 29,821 30,362 Profit 1,161 2,401 OCI (278) (464) Total comprehensive income 883 1,937 Profit allocated to NCI1 480 1,130 OCI allocated to NCI1 (135) (183) Cash flow from operating activities 5,503 4,430 Cash flow from investing activities (2,435) (3,576) Cash flow from financing activities (2,575) (816) Net increase (decrease) in cash and cash equivalents 493 38 Final dividend previous year 583 693 Interim dividend current year 386 387 Total dividend 969 1,080 Dividend allocated to NCI 480 535 1 Calculated based on 49.034% (2023: 49.060%) of the equity attributable to Heineken N.V. Non-controlling interests in Heineken N.V. group companies The non-controlling interests (NCI) relate to minority stakes held by third parties in HEINEKEN consolidated subsidiaries. The total NCI as at 31 December 2024 amounted to €2,821 million (2023: €2,733 million), refer to note 10.1 for more information. Capital management Heineken Holding N.V.'s capital management is strongly related to Heineken N.V.'s capital management because every Heineken N.V. share held by Heineken Holding N.V. is matched by one share issued at the level of Heineken Holding N.V. This enables Heineken N.V. to pursue its long-term policy in the interest of the Heineken N.V. shareholders. There were no major changes in Heineken Holding N.V.’s approach to capital management during the year. The policy of the Board of Directors of Heineken Holding N.V. is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business and acquisitions of Heineken N.V. Heineken Holding N.V. is not subject to externally imposed capital requirements other than the legal reserves. Pursuant to Article 10, paragraph 6, of the Articles of Association of Heineken Holding N.V., holders of Heineken Holding N.V. shares receive the same dividend as holders of Heineken N.V. shares. Accounting policies Shares are classified as equity. When share capital recognised as equity is repurchased, the amount of the consideration paid, which includes directly attributable costs, is net of any tax effects recognised as a deduction from equity. Repurchased shares recorded at purchase price are classified as treasury shares and are presented in the reserve for own shares. When treasury shares are sold or reissued subsequently, the amount received is recognised as an increase in equity, and the resulting surplus or deficit on the transaction is transferred to or from retained earnings. Dividends are recognised as a liability in the period in which they are declared. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 98 11.5 Credit, liquidity and market risk This note summarises the financial risks that HEINEKEN is exposed to, and HEINEKEN’s policies and processes that are in place for managing these risks . For more information on derivatives used in managing risk refer to note 11.6. Risk management framework The Executive Board of Heineken N.V. sets rules and monitors the adequacy of HEINEKEN’s risk management and control systems. These systems are regularly reviewed to reflect changes in market conditions and HEINEKEN’s activities. Managing the financial risks and financial resources includes the use of derivatives, primarily spot and forward exchange contracts, options and interest rate swaps. It is HEINEKEN's policy not to enter into speculative transactions. In the normal course of business HEINEKEN is exposed to the following financial risks: ■ Credit risk ■ Liquidity risk ■ Market risk Credit risk Credit risk is the risk of a loss to HEINEKEN when a customer or counterparty fails to pay. All local operations are required to comply with the Global Credit Policy and develop local credit management procedures accordingly. HEINEKEN reviews and updates the Global Credit Policy periodically to ensure that adequate controls are in place to mitigate credit risk. Credit risk arises mainly from HEINEKEN’s receivables from customers like trade receivables, loans to customers and advances to customers. At the balance sheet date, there were no significant concentrations of credit risk. Loans and advances to customers HEINEKEN’s loans and receivables include loans and advances to customers. Loans and advances to customers are usually backed by collateral such as properties. HEINEKEN charges interest on loans to its customers. Trade and other receivables HEINEKEN’s local management has credit policies in place and the exposure to credit risk is monitored on an ongoing basis. Under these policies, all customers requiring credit above a certain amount are reviewed and new customers are analysed individually for creditworthiness before HEINEKEN’s standard payment and delivery terms and conditions are offered. This review can include external ratings, where available, and in some cases bank references. Credit limits are determined for each customer and are reviewed regularly. Customers that fail to meet HEINEKEN’s credit requirements transact only with HEINEKEN on either a prepayment or cash on delivery basis. Customers are monitored, on a country basis, according to their credit risk characteristics. A distinction is made between individuals and legal entities, type of distribution channel, geographic location, ageing profile, maturity and existence of previous financial difficulties. HEINEKEN has a policy in place in respect of compliance with Anti-Money Laundering Laws. HEINEKEN considers it important to know with whom business is done and from whom payments are received. Allowances HEINEKEN establishes allowances for impairment of loans and advances to customers, trade and other receivables using an expected credit losses model. These allowances cover specific loss components that relate to individual exposures, and a collective loss component established for groups of similar customers. The collective loss allowance is determined based on historical data of payment statistics and updated periodically to incorporate forward-looking information. The loans and advances to customers, trade and other receivables are written off when there is no reasonable expectation of recovery. Due to the macro-economic environment and uncertainties including increasing inflationary pressure on HEINEKEN’s customers, judgement is required in the calculation of expected credit losses. As part of these assessments, HEINEKEN has incorporated all reasonable and supportable information available such as whether there has been a breach of payment terms or deterioration of payment against payment terms, a request for extended payment terms or a request for waived payment terms. Investments HEINEKEN invests centrally available cash balances in deposits and liquid investments with various counterparties that have strong credit ratings. HEINEKEN actively monitors these credit ratings. Guarantees HEINEKEN’s policy is to avoid issuing guarantees unless this leads to substantial benefits for HEINEKEN. For some loans to customers HEINEKEN does issue guarantees. In these cases, HEINEKEN aims to receive security from the customer to limit the credit risk exposure. Heineken N.V. has issued a joint and several liability statements to the provisions of Section 403, Part 9, Book 2 of the Dutch Civil Code with respect to legal entities established in the Netherlands. Refer to note A.1 of the Heineken N.V. Company Financial Statements. Exposure to credit risk The maximum exposure to credit risk as at 31 December is as follows: In millions of € Note 2024 2023 Cash and cash equivalents 11.2 2,350 2,377 Trade and other receivables, excluding prepayments 7.2 4,026 4,487 Derivative assets 11.6 187 91 Fair value through OCI investments 8.5 14 14 Loans and advances to customers 8.3 258 239 Other non-current receivables 331 331 Guarantees to banks for loans (to third parties) 9.3 450 381 7,616 7,920 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 99 The exposure to credit risk by segment for trade and other receivables excluding prepayments is as follows: Liquidity risk Liquidity risk is the risk that HEINEKEN will have difficulties meeting payment obligations associated with its financial liabilities, like payment of financial debt or trade payables when they are due. HEINEKEN’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient funds to meet its liabilities when due without incurring unacceptable losses. HEINEKEN has strict credit policies in place, which help safeguard liquidity especially in macro-economic downturn. HEINEKEN remains focused on ensuring sufficient access to capital markets to finance long-term growth and to refinance maturing debt obligations. HEINEKEN seeks to align the maturity profile of its long-term debts with its forecasted cash flow generation. More information about borrowing facilities is presented in note 11.3. Furthermore, strong cost and cash management, as well as controls over investment proposals, are in place. Contractual maturities The following table presents an overview of the expected timing of cash-out and inflows of non- derivative financial liabilities and derivative financial assets and liabilities, including interest payments. 2024 In millions of € Carrying amount Contractual cash flows Less than 1 year 1-5 years More than 5 years Financial liabilities Interest-bearing liabilities (15,705) (18,920) (3,473) (6,467) (8,980) Lease liabilities (1,344) (1,868) (374) (743) (751) Trade and other payables and returnable packaging deposits (excluding interest payable, dividends and including non- current part) (10,224) (10,224) (10,158) (52) (14) Derivative financial assets and (liabilities) Cross-currency interest rate swaps (7) (87) (8) (79) — Forward exchange contracts 92 59 59 — — Commodity derivatives 25 26 26 — — Other derivatives 18 30 1 18 11 Total (27,145) (30,984) (13,927) (7,323) (9,734) 2023 Financial liabilities Interest-bearing liabilities (16,972) (19,955) (4,322) (6,711) (8,922) Lease liabilities (1,267) (1,756) (350) (704) (702) Trade and other payables and returnable packaging deposits (excluding interest payable, dividends and including non- current part) (9,749) (9,749) (9,698) (49) (2) Derivative financial assets and (liabilities) Cross-currency interest rate swaps 3 (50) (7) (27) (16) Forward exchange contracts (55) (99) (99) — — Commodity derivatives (10) (10) (10) — — Other derivatives 17 32 5 15 12 Total (28,033) (31,587) (14,481) (7,476) (9,630) For more information on the derivative assets and liabilities, refer to note 11.6. Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates, commodity prices and equity prices, will adversely affect HEINEKEN’s income or the value of its financial instruments. In 2024, HEINEKEN continued to witness volatility in financial and commodity markets. The objective of HEINEKEN's market risk management is to manage and control market risk exposures within acceptable boundaries. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 100 HEINEKEN enters into derivatives and other financial liabilities to manage market risks. Generally, HEINEKEN seeks to apply hedge accounting or establish natural hedges to minimise the impact of market risks in profit or loss. Foreign currency, interest rate and commodity hedging operations are governed by internal policies and rules. Foreign currency risk HEINEKEN is exposed to: ■ Transactional risk on (future) sales, working capital, (future) purchases, deposits, borrowings and dividends denominated in a currency other than the respective functional currencies of HEINEKEN entities ■ Translational risk, which is the risk resulting from the translation of foreign operations into the reporting currency of HEINEKEN The main currencies that give rise to this risk are the US Dollar, Mexican Peso, Brazilian Real, British Pound, Vietnamese Dong, South African Rand, Ethiopian Birr, Nigerian Naira and Euro. In 2024, the transactional foreign exchange risk was hedged in line with the hedging policy to the extent possible. The overall transactional and translational impact on the reported numbers of HEINEKEN was negative. In managing foreign currency risk, HEINEKEN aims to ensure the availability of foreign currencies and to reduce the impact of short-term fluctuations on earnings. Over the longer term, however, permanent changes in foreign exchange rates and the availability of foreign currencies, especially in emerging markets, will have an impact on profit. HEINEKEN hedges up to 90% of its net US Dollar export cash flows on the basis of rolling cash flow forecasts of sales and purchases. Material cash flows in other foreign currencies are also hedged on the basis of rolling cash flow forecasts. For this hedging, HEINEKEN mainly uses forward exchange contracts. The majority of the forward exchange contracts have maturities of less than one year after the balance sheet date. HEINEKEN has a clear policy on hedging transactional exchange risks. Translation exchange risks are hedged to a limited extent, as the underlying currency positions are generally considered to be long- term in nature. The result of the hedging of translation risk, using net investment hedges is recognised in the translation reserve, as can be seen in the consolidated statement of comprehensive income. HEINEKEN's policy is to hedge material recognised transactional exposure like trade payables, receivables, borrowings and declared dividends. For material unrecognised transactional exposures like forecasted sales in foreign currencies, HEINEKEN hedges the exposure between agreed percentages according to the policy. It is HEINEKEN’s policy to provide intra-HEINEKEN financing in the functional currency of subsidiaries where possible to prevent foreign currency exposure on a subsidiary level. The resulting exposure at Group level is hedged by means of foreign-currency denominated external debts and by forward exchange contracts. Intra-HEINEKEN financing in foreign currencies is mainly in British Pound, US Dollar and Swiss Franc. In some cases, HEINEKEN elects to treat intra-HEINEKEN financing with a permanent character as equity and does not hedge the foreign currency exposure. HEINEKEN has financial liabilities in foreign currencies like US Dollar and British Pound to hedge local operations, which generate cash flows that have the same or closely correlated functional currencies. The corresponding interest on these liabilities is also denominated in currencies that match the cash flows generated by the underlying operations of HEINEKEN. In respect of other monetary assets and liabilities denominated in currencies other than the functional currencies of HEINEKEN, HEINEKEN ensures that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when necessary to address short-term imbalances. Exposure to foreign currency risk Based on notional amounts, HEINEKEN's transactional exposure to the US Dollar and Euro as at 31 December is as follows. The Euro column relates to transactional exposure to the Euro within subsidiaries which are reporting in other currencies. The amounts below include intra-HEINEKEN cash flows. 2024 2023 In millions EUR USD EUR USD Financial assets 227 3,240 146 3,506 Financial liabilities (2,217) (3,433) (2,373) (3,323) Gross balance sheet exposure (1,990) (193) (2,227) 183 Estimated forecast sales next year 421 1,189 180 1,221 Estimated forecast purchases next year (2,593) (2,406) (2,559) (2,590) Gross exposure (4,162) (1,410) (4,606) (1,186) Net notional amounts foreign exchange contracts 598 669 573 697 Net exposure (3,564) (741) (4,033) (489) Sensitivity analysis Equity (115) 38 (136) 66 Profit/(Loss) (34) (11) (37) (13) The sensitivity analysis above shows the impact on equity and profit of a 10% strengthening of the US Dollar against the Euro or, in the case of the Euro, a strengthening of the Euro against all other currencies as at 31 December 2024. This analysis assumes that all other variables, in particular interest rates, remain constant. In the case of a 10% weakening, the effects are equal but with an opposite effect. Interest rate risk Interest rate risk is the risk that changes in market interest rates affect the fair value or cash flows of a financial instrument. The most significant interest rate risk for HEINEKEN relates to borrowings (note 11.3). The higher interest rate environment in certain emerging markets during 2024 resulted in a higher average effective interest rate on the net debt position of HEINEKEN (note 11.3). By managing interest rate risk, HEINEKEN aims to reduce the impact of short-term fluctuations on earnings. Over the longer term, however, permanent changes in interest rates will have an impact on profit. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 101 HEINEKEN opts for a mix of fixed and variable interest rate financial instruments like bonds, commercial paper and bank loans, combined with the use of derivative interest rate instruments. Currently, HEINEKEN’s interest rate position is more weighted towards fixed than floating. Interest rate derivative instruments that can be used are (cross-currency) interest rate swaps, forward rate agreements, caps and floors. Interest rate risk – profile At the reporting date, the interest rate profile of HEINEKEN’s interest-bearing financial instruments is as follows: In millions of € 2024 2023 Fixed rate instruments Financial assets 391 222 Financial liabilities (14,698) (16,304) (14,307) (16,082) Variable rate instruments Financial assets 2,690 2,765 Financial liabilities (2,352) (1,935) 338 830 Cash flow sensitivity analysis for variable rate instruments A change of 100 basis points in interest rates constantly applied during the reporting period would not have a material impact on equity and profit or loss. Commodity price risk Commodity price risk is the risk that changes in the prices of commodities will affect HEINEKEN’s cost. The objective of commodity price risk management is to manage and control commodity risk exposures within acceptable parameters, giving forward guidance of key input costs to allow for business planning. The main commodity exposure relates to the purchase of aluminium cans, glass bottles, malt and utilities. Commodity price risk is in principle mitigated by negotiating fixed prices in supplier contracts with various contract durations. Another method to mitigate commodity price risk is by entering into commodity derivatives. HEINEKEN enters into commodity derivatives for hedging aluminium and natural gas, and to a certain extent other derivatives for commodities like fuel, corn and sugar. HEINEKEN does not enter into commodity contracts other than to meet HEINEKEN’s expected usage and sale requirements. Sensitivity analysis for aluminium hedges Despite the increased prices of aluminium, a 10% change in the market price of aluminium would not have a material impact on equity. 11.6 Derivative financial instruments HEINEKEN uses derivatives in order to manage market risks. Refer to the table below for the fair value of derivatives recorded on the balance sheet of HEINEKEN as per reporting date: 2024 2023 In millions of € Asset Liability Asset Liability Current 169 (52) 58 (132) Non-current1 18 (7) 33 (4) 187 (59) 91 (136) 1 Non-current derivative assets and liabilities are part of 'Other non-current assets' (note 8.5) and 'Other non-current liabilities' respectively. Generally, HEINEKEN seeks to apply hedge accounting or make use of natural hedges in order to minimise profit and loss or cash flow volatility. Refer to the table below for derivatives that are used in hedge accounting: 2024 2023 In millions of € Asset Liability Asset Liability No hedge accounting - Other 28 (14) 40 (32) Cash flow hedge - Forwards 123 (27) 25 (71) Cash flow hedge - Commodity forwards 36 (11) 23 (33) Net investment hedge - CCIRS — (7) 3 — 187 (59) 91 (136) Cash flow hedges The hedging of future, highly probable forecasted transactions are designated as cash flow hedges. Cash flow hedges are entered into to cover commodity price risk and transactional foreign exchange risk. Net investment hedges HEINEKEN hedges its investments in certain subsidiaries by entering into local currency- denominated borrowings, forward contracts and cross-currency interest rate swaps, which mitigate the foreign currency translation risk arising from the subsidiaries net assets. These borrowings, forward contracts and swaps are designated as net investment hedges and fully effective, as such, there was no ineffectiveness recognised in profit and loss in 2024 (2023: nil). As at 31 December 2024, the fair value of these borrowings was €123 million (2023: €120 million), the market value of forward contracts was €0 million (2023: nil ) and the market value of these swaps was €7 million negative (2023: €3 million positive). Hedge effectiveness Hedge effectiveness is determined at the start of the hedge relationship and periodically through a prospective effectiveness assessment to ensure that an economic relationship exists between the hedged item and the hedging instrument. This assessment is done qualitatively by comparing the Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 102 critical terms, and if needed quantitative assessments are done using hypothetical derivatives. For the current hedges, no hedge ineffectiveness is expected. Accounting policies Derivative financial instruments are recognised initially at fair value. Subsequent accounting for derivatives depends on whether or not the derivatives are designated as hedging instruments in a cash flow, fair value or net investment hedge. Derivatives with positive fair values are recorded as assets and negative fair values as liabilities. Refer to note 13.1 for fair value measurements. Virtual power purchase agreements Virtual power purchase agreements (such as power purchase agreements with a net settlement mechanism and no physical delivery of energy) are accounted for at fair value and are included as part of derivatives assets and liabilities. Reference is made to note 6.3 for the accounting policy on power purchase agreements where the own-use exemption can be applied. Cash flow hedge Changes in the fair value of the hedging instrument are recognised in other comprehensive income and presented in the hedging reserve within equity to the extent that the hedge is effective. The ineffective part is recognised as other net finance income/(expense). When the hedged risk impacts the profit or loss, the amounts previously recognised in other comprehensive income are recycled through other comprehensive income and transferred to the same item in the profit or loss as the hedged item. When the hedged risk subsequently results in a non-financial asset or liability (e.g. inventory or P,P&E), the amount previously recognised in the cash flow hedge reserve is directly included in its carrying amount and does not affect other comprehensive income. Net investment hedge The fair value changes of derivatives used in net investment hedges are recognised in other comprehensive income and presented within equity in the translation reserve. Any ineffectiveness is recognised in profit or loss. 12. Tax 12.1 Income tax expense Recognised in profit or loss In millions of € 2024 2023 Current tax expense Current year1 963 982 Under/(over) provided in prior years 52 (10) 1,015 972 Deferred tax expense Origination and reversal of temporary differences, tax losses and tax credits (132) (147) De-recognition/(recognition) of deferred tax assets 1 (674) Effect of changes in tax rates 2 (4) Under/(over) provided in prior years (40) (26) (169) (851) Total income tax expense in profit or loss 846 121 1 The group’s current tax expense related to Pillar Two income taxes is €10 million. Reconciliation of the effective tax rate In millions of € 2024 2023 Profit before income tax 2,007 2,522 Share of profit of associates and joint ventures 705 (218) Profit before income tax excluding share of profit of associates and joint ventures 2,712 2,304 % 2024 % 2023 Income tax using the Company’s domestic tax rate 25.8 700 25.8 594 Effect of tax rates in foreign jurisdictions 0.2 5 (0.7) (15) Effect of non-deductible expenses 4.4 118 11.9 275 Effect of tax incentives and exempt income (3.4) (92) (7.8) (181) De-recognition/(recognition) of deferred tax assets — 1 (29.3) (674) Effect of unrecognised current year losses 1.5 43 2.4 55 Effect of changes in tax rates 0.1 2 (0.2) (4) Withholding taxes 2.3 61 4.0 93 Under/(over) provided in prior years 0.4 12 (1.5) (36) Other reconciling items (0.1) (4) 0.6 14 31.2 846 5.2 121 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 103 The higher effective tax rate in 2024 includes the impact of the tax law changes in Brazil that came into effect on 1 January 2024, as well as additional provisions required for uncertain tax positions. The significantly lower effective tax rate in 2023 included the benefit from additional DTA recognition in Brazil. For the income tax impact on items recognised in other comprehensive income and equity, refer to note 12.3. 12.2 Deferred tax assets and liabilities Recognised deferred tax assets and liabilities Deferred tax assets and liabilities are attributable to the following items: Assets Liabilities Net In millions of € 2024 2023 2024 2023 2024 2023 Property, plant and equipment 168 162 (983) (988) (815) (826) Intangible assets 41 42 (2,113) (2,166) (2,072) (2,124) Investments 90 81 (7) (7) 83 74 Inventories 58 63 (34) (36) 24 27 Borrowings 477 399 (43) (1) 434 398 Post-retirement obligations 201 209 (31) (30) 170 179 Provisions 379 396 (19) (9) 360 387 Other items 247 320 (204) (210) 43 110 Tax losses carried forward 899 854 (17) — 882 854 Tax assets/(liabilities) 2,560 2,526 (3,451) (3,447) (891) (921) Set-off of tax (1,296) (1,234) 1,296 1,234 — — Net tax assets/(liabilities) 1,264 1,292 (2,155) (2,213) (891) (921) Of the total net deferred tax assets of €1,264 million as at 31 December 2024 (2023: €1,292 million), €226 million (2023: €72 million) is recognised in respect of subsidiaries in various countries where there have been losses in the current or preceding period. Management’s projections support the assumption that it is probable that the results of future operations will generate sufficient taxable income to utilise these deferred tax assets. This judgement is performed annually and based on budgets and business plans for the coming years, including planned commercial initiatives. No deferred tax liability has been recognised in respect of undistributed earnings of subsidiaries, joint ventures and associates, with an impact of €668 million (2023: €743 million). This is because HEINEKEN is able to control the timing of the reversal of the temporary differences, and it is probable that such differences will not reverse in the foreseeable future. Tax losses carried forward HEINEKEN has tax losses carried forward of €4,196 million as at 31 December 2024 (2023: €4,011 million), out of which €256 million (2023: €294 million) expires in the following five years, €549 million (2023: €162 million) will expire after five years and €3,391 million (2023: €3,555 million) can be carried forward indefinitely. Deferred tax assets have not been recognised in respect of tax losses carried forward of €1,206 million (2023: €1,076 million) as it is not probable that taxable profit will be available to offset these losses. Out of this €1,206 million (2023: €1,076 million), €163 million (2023: €142 million) expires in the following five years, €69 million (2023: €13 million) will expire after five years and €974 million (2023: €921 million) can be carried forward indefinitely. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 104 Movement in deferred tax balances during the year In millions of € 1 January 2024 Hyperinflation restatement to 1 January 2024 Changes in consolidation Hyperinflation adjustment Effect of movements in foreign exchange Recognised in income Recognised in OCI/equity Transfers 31 December 2024 Property, plant and equipment (826) — — (18) 70 (18) — (23) (815) Intangible assets (2,124) — — — (25) 65 — 12 (2,072) Investments 74 — — — (9) 17 — 1 83 Inventories 27 — — (3) 3 (3) — — 24 Borrowings 398 — — — 63 1 — (28) 434 Post-retirement obligations 179 — — — (1) 12 (20) — 170 Provisions 387 — — — (38) 14 — (3) 360 Other items 110 — — (1) (44) (24) (50) 52 43 Tax losses carried forward 854 — — — (82) 105 (1) 6 882 Net tax assets/(liabilities) (921) — — (22) (63) 169 (71) 17 (891) In millions of € 1 January 2023 Hyperinflation restatement to 1 January 2023 Changes in consolidation Hyperinflation adjustment Effect of movements in foreign exchange Recognised in income Recognised in OCI/equity Transfers 31 December 2023 Property, plant and equipment (688) (35) (104) (17) 46 (46) (1) 19 (826) Intangible assets (2,011) (2) (227) (1) 48 83 — (14) (2,124) Investments 51 — (3) — 5 21 — — 74 Inventories 54 (2) (39) (3) 1 15 — 1 27 Borrowings 312 — — — 93 (1) — (6) 398 Post-retirement obligations 184 — (6) — (4) (15) 20 — 179 Provisions 287 — 7 — 10 81 — 2 387 Other items (57) — 1 — (12) 192 (11) (3) 110 Tax losses carried forward 348 — 2 — (24) 521 (1) 8 854 Net tax assets/(liabilities) (1,520) (39) (369) (21) 163 851 7 7 (921) Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 105 Accounting estimates and judgements The tax legislation in the countries in which HEINEKEN operates is often complex and subject to interpretation. In determining the current and deferred income tax position, judgement is required. New information may become available that causes HEINEKEN to change its judgement regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact the income tax expense in the period that such a determination is made. Accounting policies Income tax comprises current and deferred tax. Current tax is the expected income tax payable or receivable in respect of taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to income tax payable in respect of previous years. HEINEKEN is within the scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in the Netherlands and has come into effect from 1 January 2024. Under the legislation, a top-up tax for the difference between the Global Anti-Base Erosion Rules (GloBE) effective tax rate per jurisdiction and the 15% minimum rate is introduced. This top-up tax is considered an income tax in scope of IAS 12. HEINEKEN applies the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in May 2023. Deferred tax is a tax payable or receivable in the future and is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases. Deferred tax is not recognised on temporary differences related to: ■ The initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss ■ Investments in subsidiaries, associates and joint ventures to the extent that HEINEKEN is able to control the timing of the reversal of the temporary differences and it is probable (>50% chance) that they will not reverse in the foreseeable future ■ The initial recognition of non-deductible goodwill The amount of deferred tax provided is based on the expected manner of recovery or settlement of the carrying amount of assets and liabilities, using tax rates (substantively) enacted, at year-end. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which they can be utilised. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different taxable entities which intend either to settle current tax liabilities and assets on a net basis or to realise the assets and settle the liabilities simultaneously. Current and deferred tax are recognised in the income statement (refer to note 12.1), except when it relates to a business combination or for items directly recognised in equity or other comprehensive income (refer to note 12.3). 12.3 Income tax on other comprehensive income and equity 2024 2023 In millions of € Amount before tax Tax Amount net of tax Amount before tax Tax Amount net of tax Items that will not be reclassified to profit or loss: Remeasurement of post- retirement obligations1 88 (20) 68 (85) 19 (66) Net change in fair value through OCI investments (11) 2 (9) (5) — (5) Items that may be subsequently reclassified to profit or loss: Currency translation differences (666) 99 (567) (288) 118 (170) Change in fair value of net investment hedges 14 — 14 (28) — (28) Change in fair value of cash flow hedges 242 (76) 166 (179) 44 (135) Cash flow hedges reclassified to profit or loss2 (12) 3 (9) 14 (2) 12 Net change in fair value through OCI investments 1 — 1 2 (1) 1 Cost of hedging (1) — (1) 2 — 2 Share of other comprehensive income of associates/joint ventures 59 — 59 (75) — (75) Other comprehensive income/(loss) (286) 8 (278) (642) 178 (464) 1 Refer to note 9.1. 2 An amount of €21 million (2023: €53 million loss) relates to tax on realised hedge results from non-financial assets reported directly in equity. 13. Other 13.1 Fair value In this note, more information is disclosed regarding the fair value and the different methods of determining fair values. Financial instruments – hierarchy The financial instruments included on the HEINEKEN statement of financial position are measured at either fair value or amortised cost. To measure the fair value, HEINEKEN generally uses external valuations with market inputs. The measurement of fair value can be subjective in some cases and may be dependent on inputs used in the calculations. The different valuation methods are referred to as ‘hierarchies’ as described below. ■ Level 1 – The fair value is determined using quoted prices (unadjusted) in active markets for identical assets or liabilities. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 106 ■ Level 2 – The fair value is calculated using inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). ■ Level 3 – The fair value is determined using inputs for the asset or liability that are not based on observable market data (unobservable inputs). The following table shows the carrying amounts and fair values of financial assets and liabilities according to their fair value hierarchy. Carrying amount Fair value In millions of € Note Level 1 Level 2 Level 3 Fair value through OCI investments 8.4, 8.5 181 37 — 144 Non-current derivative assets 11.6 18 — 1 17 Current derivative assets 11.6 169 — 169 — Total 2024 368 37 170 161 Total 2023 272 34 70 168 Non-current derivative liabilities 11.6 (7) — (7) — Borrowings1 11.3 (14,405) (13,088) (788) — Current derivative liabilities 11.6 (52) — (52) — Total 2024 (14,464) (13,088) (847) — Total 2023 11.3 (14,871) (13,465) (830) — 1 Borrowings excluding lease liabilities, deposits, bank overdrafts and other interest-bearing liabilities. Refer to the table below for detail of the determination of level 3 fair value measurements as at 31 December: In millions of € 2024 2023 Balance as at 1 January 168 158 Fair value adjustments recognised in other comprehensive income (13) (5) Consolidation changes — 36 Additions 30 — Disposals (20) (4) Fair value adjustments recognised in profit and loss (4) (17) Balance as at 31 December 161 168 The fair values for the level 3 fair value through OCI investments are based on the financial performance of the investments and the market multiples of comparable equity securities. Accounting estimates The different methods applied by HEINEKEN to determine the fair value require the use of estimates. Investments in equity securities The fair value of financial assets at fair value through profit or loss and fair value through OCI is determined by reference to their quoted closing bid price at the reporting date or, if unquoted, determined using an appropriate valuation technique. These valuation techniques maximise the use of observable market data where available. Derivative financial instruments The fair value of derivative financial instruments is based on their listed market price, if available. If a listed market price is not available, fair value is in general estimated by discounting the difference between the cash flows based on contractual price and the cash flows based on the current price for the residual maturity of the contract using observable interest yield curves, basis spread and foreign exchange rates. These calculations are tested for reasonableness by comparing the outcome of the internal valuation with the valuation received from the counterparty. Fair values include the instrument’s credit risk and adjustments to take account of the credit risk of the HEINEKEN entity and counterparty when appropriate. Non-derivative financial instruments Fair value, which is determined for disclosure purposes or when fair value hedge accounting is applied, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the reporting date. Fair values include the instrument’s credit risk and adjustments to take account of the credit risk of the HEINEKEN entity and counterparty when appropriate. 13.2 Off-balance sheet commitments The raw materials purchase contracts mainly relate to malt, bottles and cans which are used in the production and sale of finished products. In millions of € Total 2024 Less than 1 year 1-5 years More than 5 years Total 2023 Property, plant and equipment ordered 471 463 7 1 836 Raw materials purchase contracts 14,260 4,937 8,092 1,231 13,442 Marketing and merchandising commitments 1,450 692 743 15 982 Other off-balance sheet obligations 2,171 477 902 792 2,197 Off-balance sheet obligations 18,352 6,569 9,744 2,039 17,457 Undrawn committed bank facilities 4,317 528 3,789 — 4,188 Other off-balance sheet obligations include energy, distribution and service contracts. Committed bank facilities are credit facilities on which generally a commitment fee is paid as compensation for the bank’s requirement to reserve capital. The bank is legally obliged to provide the facility under the terms and conditions of the agreement. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 107 Accounting policies Off-balance sheet commitments are reported on an undiscounted basis. Raw materials purchase contracts Raw material purchase contracts include long-term purchase contracts with suppliers in which prices are fixed or will be agreed upon based upon predefined price formulas. 13.3 Related parties Identification of related parties The following parties are considered to be related to Heineken Holding N.V.: ■ Its Board of Directors ■ The Executive Board and Supervisory Board of Heineken N.V. ■ L’Arche Green N.V. ■ L'Arche Holding B.V. ■ Stichting Administratiekantoor Priores ■ Associates and Joint ventures of Heineken N.V. ■ HEINEKEN pension funds (refer to note 9.1) ■ Employees of HEINEKEN (refer to note 6.4) Heineken Holding N.V.'s ultimate controlling party is C.L. de Carvalho-Heineken. For the structure of HEINEKEN reference is made to the Report of the Board of Directors, page 11. The shares in Heineken Holding N.V. held by Heineken N.V. are recognised as treasury shares, in the reserve for own shares (refer to note 11.4). Board of Directors of Heineken Holding N.V. remuneration The individual members of the Board of Directors received the following remuneration from Heineken Holding N.V.: In thousands of € 2024 2023 C.L. de Carvalho-Heineken 115 90 M.R. de Carvalho 115 90 Total remuneration executive members 230 180 M. Das 150 120 C.M. Kwist 115 90 A.A.C. de Carvalho 115 90 A.M. Fentener van Vlissingen 115 90 L.L.H. Brassey 115 90 J.F.M.L. van Boxmeer 115 90 J.A. Fernández Carbajal1 — 23 C.A.G. de Carvalho2 — 27 Total remuneration non-executive members 725 620 Total remuneration 955 800 1 Resigned on and as per 15 February 2023. 2 Appointed as non-executive director of Heineken Holding N.V. as of 22 April 2022 and resigned as per 20 April 2023. Refer to the Remuneration Report on page 49 and further. As at 31 December 2024, the Board of Directors represented 153.334.962 shares in the Company (31 December 2023: 153.334.962 shares). Heineken N.V. key management remuneration In millions of € 2024 2023 Executive Board of Heineken N.V. 14 7 Supervisory Board of Heineken N.V. 2 1 Total 16 8 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 108 Executive Board of Heineken N.V. remuneration The remuneration of the members of the Executive Board of Heineken N.V. consists of a fixed component and a variable component. The variable component is made up of a Short-term Incentive (STI) and a Long-term Incentive (LTI). The STI is based on financial and operational measures (75%) and on individual leadership measures (25%) as set by the Supervisory Board of Heineken N.V. at the beginning of the year. Refer to note 6.5 for information related to the LTI component. Also refer to the separate Remuneration Report in the Heineken N.V. Annual Report 2024. As at 31 December 2024, Mr. R.G.S. van den Brink held 74,328 Heineken N.V. shares and Mr. H.P.J van den Broek held 43,681 Heineken N.V. shares (2023: Mr. R.G.S. van den Brink 50,721 and Mr. H.P.J van den Broek 28,846). 2024 2023 In thousands of € R.G.S. van den Brink H.P.J. van den Broek Total R.G.S. van den Brink H.P.J. van den Broek Total Fixed salary 1,398 950 2,348 1,300 884 2,184 Short-term incentive 3,291 1,641 4,932 346 168 514 Matching share entitlement 1,408 702 2,110 155 75 230 Long-term incentive 2,517 1,397 3,914 1,725 1,036 2,761 Extraordinary share award — 38 38 — 487 487 Pension contributions 355 275 630 323 252 575 Other emoluments 30 — 30 30 — 30 Total 8,999 5,003 14,002 3,879 2,902 6,781 The matching share entitlements for each year are based on the performance in that year. The Executive Board members of Heineken N.V. receive 25% of their STI pay in (investment) shares. In addition, they have the opportunity to indicate before year-end whether they wish to receive up to another 25% of their STI in (investment) shares. All (investment) shares are restricted for sale for five calendar years, after which they are matched 1:1 by (matching) shares. For 2024 the Executive Board members of Heineken N.V. elected to receive additional (investment) shares, hence the ‘Matching share entitlement’ in the table above is based on a 50% investment. The corresponding matching shares vest immediately and as such a fair value of €2.1 million was recognised in the 2024 income statement. The matching share entitlements are not dividend-bearing during the five- calendar year holding period of the investment shares. Therefore, the fair value of the matching share entitlements has been adjusted for missed expected dividends by applying a discount based on the dividend policy and vesting period. Supervisory Board of Heineken N.V. remuneration The individual members of the Supervisory Board of Heineken N.V. received the following remuneration: In thousands of € 2024 2023 R.J.M.S. Huët 305 231 J.A. Fernández Carbajal1 — 33 M. Das 115 130 M.R. de Carvalho 200 141 P. Mars Wright 215 144 M. Helmes 195 146 R.L. Ripley 220 148 N. Paranjpe 173 119 F.J. Camacho Beltrán1 — 28 I.H. Arnold2 — 55 L.J. Hijmans van den Bergh3 190 83 B. Pardo3 178 91 P.T.F.M. Wennink4 138 — Total 1,929 1,349 1 Stepped down on 15 February 2023. 2 Stepped down on 20 April 2023. 3 Appointed on 20 April 2023. 4 Appointed on 25 April 2024. Mr. J.M. Huët held 3,719 shares of Heineken Holding N.V. as at 31 December 2024 (2023: 3,719 shares). Mr. M.R. de Carvalho held 100,008 shares of Heineken N.V. as at 31 December 2024 (2023: 100,008 shares). As at 31 December 2024 and 2023, the Supervisory Board members did not hold any of the Company’s bonds or option rights. Mr. M.R. de Carvalho held 100,008 shares of Heineken Holding N.V. as at 31 December 2024 (2023: 100,008 shares). Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 109 Other related party transactions Associates & Joint Ventures FEMSA1 Total In millions of € 2024 2023 2024 2023 2024 2023 Sales 647 563 — 74 647 637 Purchase 185 198 — 33 185 231 Accounts receivables 205 166 — — 205 166 Accounts payables and other liabilities 57 19 — — 57 19 1 Sales and purchases until 17 February 2023 when FEMSA ceased to be a shareholder with significant influence. There are no significant transactions with L'Arche Green N.V., L'Arche Holding B.V. and Stichting Administratiekantoor Priores. 13.4 HEINEKEN entities Control of HEINEKEN The shares of the Company are traded on Euronext Amsterdam. Heineken Holding N.V. holds an interest in Heineken N.V. of 50.005% of the issued capital (being 50.966% ( 2023: 50.94%) of the outstanding capital following the purchase of own shares by Heineken N.V.). L’Arche Green N.V. holds 53.171% (2023: 53.171%) of the issued capital of Heineken Holding N.V. shares. The Heineken family has an interest of 88.98% (2023: 88.98%) in L’Arche Green N.V. Mrs C.L. de Carvalho-Heineken also owns a direct 0.03% stake in Heineken Holding N.V. A declaration of joint and several liability pursuant to the provisions of Section 403, Part 9, Book 2, of the Dutch Civil Code has been issued with respect to legal entities established in the Netherlands. The list of the legal entities for which the declaration has been issued is disclosed in the Heineken N.V. stand-alone financial statements. Pursuant to the provisions of Section 357 of the Republic of Ireland Companies Act 2014, Heineken N.V. irrevocably guarantees, in respect of the financial year from 1 January 2024 up to and including 31 December 2024, the liabilities referred to in Schedule 3 of the Republic of Ireland Companies Act 2014 of the wholly-owned subsidiary companies Heineken Ireland Limited, Heineken Ireland Sales Limited, Beamish & Crawford Limited and Comans Beverages Limited. Significant subsidiaries of Heineken N.V. Set out below are Heineken N.V.’s significant subsidiaries at 31 December 2024. The subsidiaries as listed below are held by Heineken N.V. and the proportion of ownership interests held equals the proportion of the voting rights held by HEINEKEN. The disclosed significant subsidiaries represent the largest subsidiaries and represent an approximate total revenue of €21 billion and total asset value of €34 billion and are structural contributors to the business. There were no significant changes to the HEINEKEN structure and ownership interests. Percentage of ownership Country of incorporation 2024 2023 Heineken International B.V. The Netherlands 100.0 100.0 Heineken Brouwerijen B.V. The Netherlands 100.0 100.0 Heineken Nederland B.V. The Netherlands 100.0 100.0 Cuauhtémoc Moctezuma Holding, S.A. de C.V. Mexico 100.0 100.0 CKBR Bebidas Ltda.1 Brazil 100.0 — Cervejarias Kaiser Brasil Ltda.1 Brazil — 100.0 Bavaria Ltda.1 Brazil — 100.0 Heineken France S.A.S. France 100.0 100.0 Nigerian Breweries Plc. Nigeria 72.9 56.7 Heineken USA Inc. United States 100.0 100.0 Heineken UK Ltd United Kingdom 100.0 100.0 Heineken España S.A. Spain 99.8 99.8 Heineken Italia S.p.A. Italy 100.0 100.0 Brau Union Österreich AG Austria 100.0 100.0 Grupa Żywiec S.A. Poland 100.0 100.0 Heineken Vietnam Brewery Limited Company Vietnam 60.0 60.0 SCC - Sociedade Central de Cervejas e Bebidas S.A. Portugal 100.0 100.0 United Breweries Limited India 61.5 61.5 Heineken Beverages (South Africa) Proprietary Limited South Africa 65.0 65.0 1 Cervejarias Kaiser Brasil Ltda. and Bavaria Ltda. merged during 2024 and the legal name of the merged entity is CBKR Bebidas Ltda. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 110 13.5 Subsequent events Heineken Holding N.V. intends to implement a two-year programme to repurchase own shares for an amount up to circa €750 million. Heineken N.V. intends to simultaneously execute a share buyback programme for an aggregate amount of €1.5 billion. Heineken Holding N.V. intends to participate pro rata to its shareholding in Heineken N.V.’s share buyback programme. Heineken Holding N.V.’s share buyback programme will be executed within the authority granted by the Annual General Meeting of Shareholders on 25 April 2024 and the authority granted by future general meetings. All shares repurchased under the programme will be cancelled. The share buyback programme may be suspended, modified, or discontinued at any time. Statement of the Board of Directors The members of the Board of Directors signed the financial statements in order to comply with their statutory obligation pursuant to Section 101, subsection 2, Book 2, of the Dutch Civil Code and Article 5.25c, paragraph 2 sub c, of the Financial Markets Supervision Act. Amsterdam, 11 February 2025 Board of Directors Mr M. Das , non-executive director (Chair) Mrs C.L. de Carvalho-Heineken, executive director Mr M.R. de Carvalho , executive director Mrs C.M. Kwist, non-executive director Mr A.A.C. de Carvalho, non-executive director Mrs A.M. Fentener van Vlissingen, non-executive director Mrs L.L.H. Brassey, non-executive director Mr J.F.M.L. van Boxmeer, non-executive director Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 111 OTHER INFORMATION Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 112 Appropriation of Results The relevant provisions of the Articles of Association concerning appropriation of profit are as follows: ■ Article 10, paragraph 4: Profit distributions may only be made if the shareholders’ equity of the company exceeds the sum of the paid-up and called portion of the issued capital and the reserves prescribed by law. ■ Article 10, paragraph 6: Out of the profit as shown by the income statement adopted by the general meeting, the shareholders shall be paid the same dividend per share as paid by Heineken N.V. for the year concerned, having due regard to the provisions of paragraph 4. If and to the extent that the dividend paid by Heineken N.V. is in the form of a stock dividend, the dividend paid to the shareholders shall also be in the form of a stock dividend. The remainder shall be appropriated to the reserves. The general meeting shall be authorised to make distributions from the reserves. Independent Auditor’s Report To the Annual General Meeting of Heineken Holding N.V. Report on the audit of the financial statements for the year ended December 31, 2024 included in the annual report We have audited the financial statements for the year ended December 31, 2024 of Heineken Holding N.V. (“the Company”), based in Amsterdam, the Netherlands. The financial statements comprise the Consolidated Financial Statements and the Company Financial Statements. In our opinion: ■ The accompanying Consolidated Financial Statements give a true and fair view of the financial position of Heineken Holding N.V. as at December 31, 2024, and of its result and its cash flows for the year ended December 31, 2024 in accordance with International Financial Reporting Standards as adopted by the European Union (EU-IFRS) and with Part 9 of Book 2 of the Dutch Civil Code. ■ The accompanying Company Financial Statements give a true and fair view of the financial position of Heineken Holding N.V. as at December 31, 2024, and of its result for the year ended December 31, 2024 in accordance with Part 9 of Book 2 of the Dutch Civil Code. The Consolidated Financial Statements comprise: 1. The Consolidated Statement of Financial Position as at December 31, 2024. 2. The following statements for 2024: the Consolidated Income Statement, the Consolidated Statements of Other Comprehensive Income, the Consolidated Statement of Cash Flows, and the Consolidated Statement of Changes in Equity. 3. The Notes to the Consolidated Financial Statements comprising material accounting policy information and other explanatory information. The Company Financial Statements comprise: 1. The Company Balance Sheet as at December 31, 2024. 2. The Company Income Statement for the year ended December 31, 2024. 3. The Notes comprising a summary of the accounting policies and other explanatory information. Basis for our opinion We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Our responsibilities under those standards are further described in the 'Our responsibilities for the audit of the financial statements' section of our report. We are independent of Heineken Holding N.V. in accordance with the EU Regulation on specific requirements regarding statutory audit of public-interest entities, the Wet toezicht accountantsorganisaties (Wta, Audit firms supervision act), the Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the Netherlands. Furthermore, we have complied with the Verordening gedrags- en beroepsregels accountants (VGBA, Dutch Code of Ethics for Professional Accountants). Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 113 We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Information in support of our opinion We designed our audit procedures in the context of our audit of the financial statements as a whole and in forming our opinion thereon. The following information in support of our opinion was addressed in this context, and we do not provide a separate opinion or conclusion on these matters. Materiality Based on our professional judgement we determined the materiality for the financial statements as a whole at EUR 240 million (2023: EUR 220 million). The materiality is based on 7% of normalized profit before tax (2023: 6,5%). In this respect, profit before tax was normalized for restructuring provisions, losses on disposals and impairments, including the EUR 874 million impairment recognized against investments in associates and joint ventures (Note 10.3). We have also taken into account misstatements and/or possible misstatements that in our opinion are material for the users of the financial statements for qualitative reasons. Audits of group entities (components) were performed using materiality levels determined by the judgement of the group audit team, having regard to the materiality of the Consolidated Financial Statements. Component materiality for our two largest components was EUR 84 million (2023: EUR 77 million), and our materiality for the other components did not exceed EUR 75 million (2023: EUR 69 million). We agreed with the Board of Directors that misstatements in excess of EUR 12 million, which are identified during the audit, would be reported to them, as well as smaller misstatements that in our view must be reported on qualitative grounds. Scope of the group audit Heineken Holding N.V. is at the head of a group of entities. The financial information of this group is included in the Consolidated Financial Statements of Heineken Holding N.V. Because we are ultimately responsible for the opinion, we are responsible for directing, supervising, and performing the group audit. In this respect we have determined the nature and extent of the audit procedures to be carried out on the entities. Our group audit is mainly focused on significant group entities in terms of size and financial interest or where significant risks or complex activities were present, leading to full audits performed for 27 (2023: 27 components) components, including 2 non-consolidated components. We have performed audit procedures ourselves at Heineken Holding N.V., corporate entities, and certain operations in the Netherlands. Furthermore, we performed audit procedures at group level on areas such as consolidation, disclosures, impairment testing for intangible assets (including goodwill) and non-current assets held for sale, joint ventures, financial instruments, acquisitions, and divestments. Specialists were involved amongst others in the areas of treasury, information technology, forensics, tax, accounting, pensions, and valuations. For the selected component audit teams, the group audit team provided detailed written instructions, which, in addition to communicating our requirements of component audit teams, also detailed significant audit areas and information obtained centrally relevant to the audit of individual components, including awareness for risks related to management override of controls. Furthermore, we developed a plan for directing, supervising and reviewing each component audit team based on its relative significance and specific risk characteristics. Our directing, supervising and reviewing procedures included (virtual) meetings with the component auditor and component management and physical or remote working paper reviews for The Netherlands, United Kingdom, France, Spain, Italy, Austria, Poland, Brazil, Mexico, USA, Nigeria, Vietnam, South Africa (Heineken Beverages), India (UBL), Greece, Ethiopia, Burundi, DRC, Indonesia, Portugal, Jamaica and Malaysia. We also reviewed component audit team deliverables for the countries listed above and the additional countries in scope to gain a sufficient understanding of the work performed based on our instructions. The nature, timing and extent of our directing, supervising and reviewing procedures varied based on both quantitative and qualitative considerations. For smaller components, we have performed review procedures or specific audit procedures. By performing the procedures mentioned above at group entities, together with additional procedures at group level, we have been able to obtain sufficient and appropriate audit evidence about the group's financial information to provide an opinion on the Consolidated Financial Statements. Net Revenue PBT Assets 2024: 20% 2023: 15% 2024: 80% 2023: 85% 2024: 80% 2023: 76% 2024: 20% 2023: 24% 2024: 13% 2023: 11% 2024: 87% 2023: 89% Tier 1/2/3 Remaining Audit approach fraud risks In accordance with Dutch Standards on Auditing, we are responsible for obtaining reasonable assurance that the financial statements taken as a whole are free from material misstatements, whether due to fraud or error. Inherent to our responsibilities for the audit of the financial statements, there is an unavoidable risk that material misstatements go undetected, even though the audit is planned and performed in accordance with Dutch law. The risk of undetected material misstatements due to fraud is even higher, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Also, we are not responsible for the prevention and detection of fraud and non-compliance with all laws and regulations. Our audit procedures differ from a forensic or legal investigation, which often has a more in-depth character. We identified and assessed the risks of material misstatements of the financial statements due to fraud. During our audit we obtained an understanding of the entity and its environment and the Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 114 components of the system of internal control, including the risk assessment process and management's process for responding to the risks of fraud and monitoring the system of internal control and how the Board of Directors exercises oversight, as well as the outcomes. We refer to section Risk Management of the Board of Directors report for the Board of Directors’ fraud risk assessment. We note that management regularly updates its risk assessment including fraud and updates its risk and control framework. We evaluated the design and relevant aspects of the system of internal control and in particular the fraud risk assessment, as well as the Code of Business Conduct, Speak Up policy, third party screening and incident registrations. We evaluated the design and the implementation and, where considered appropriate, tested the operating effectiveness, of internal controls designed to mitigate fraud risks. Further, for certain selected speak up cases, we evaluated management’s response and remedial actions and measures. As part of our process of identifying fraud risks, we evaluated fraud risk factors with respect to financial reporting fraud, misappropriation of assets and bribery and corruption in close co-operation with our forensic specialists. We evaluated whether these factors indicate that a risk of material misstatement due to fraud is present. Following these procedures, and the presumed risks under the prevailing audit standards, we considered fraud risks related to management override of controls and the occurrence of revenue recognition for specific components. Our audit procedures to respond to fraud risks include, amongst others, an evaluation of relevant internal controls, supplementary substantive audit procedures, detailed testing of journal entries and post-closing adjustments based on supporting documentation. Data analytics, including selection of journal entries based on risk-based characteristics, form part of our audit approach to address the identified fraud risk. Additionally, we performed further procedures including, among others, the following: • We incorporated elements of unpredictability in our audit. We also considered the outcome of our other audit procedures and evaluated whether any findings were indicative of fraud or non- compliance. • We considered available information and made enquiries of relevant key management personnel and the Board of Directors. • We tested the appropriateness of journal entries recorded in the general ledger and other adjustments made in the preparation of the financial statements. • We evaluated whether the selection and application of accounting policies by the group, particularly those related to subjective measurements and complex transactions, may be indicative of fraudulent financial reporting. • We evaluated whether the judgments and decisions made by the Board of Directors in making the accounting estimates included in the financial statements indicate a possible bias that may represent a risk of material misstatement due to fraud. The Board of Directors’ insights, estimates and assumptions that might have a major impact on the financial statements are disclosed in note 3 of the Financial Statements. • We performed a retrospective review of management judgments and assumptions related to significant accounting estimates reflected in prior year financial statements. • We performed direction, supervision and review procedures on the instructed procedures performed by the component audit team on revenue recognition. Certain management estimates and judgements are considered most significant to our audit. Reference is made to the section 'Our key audit matters' for further details on those estimates and judgements. Audit approach compliance with laws and regulations We assessed the laws and regulations relevant to the entity through discussion with, amongst others, the Board of Directors, Group Legal Counsel, and those charged with governance, reading minutes of board meetings and reports of internal audit. We involved our forensic specialists in this evaluation. As a result of our risk assessment procedures, and while realizing that the effects from non- compliance could considerably vary, we considered the following laws and regulations: adherence to (corporate) tax laws and financial reporting regulations, the requirements under the International Financial Reporting Standards as adopted by the European Union (EU-IFRS) and Part 9 of Book 2 of the Dutch Civil Code with a direct effect on the financial statements as an integrated part of our audit procedures, to the extent material for the financial statements from a quantitative and qualitative perspective. We obtained sufficient appropriate audit evidence regarding provisions of those laws and regulations generally recognized to have a direct effect on the financial statements. Apart from these, Heineken Holding N.V. is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts and/or disclosures in the financial statements, for instance, through imposing fines or litigation. Given the nature and complexity of Heineken Holding N.V.’s business, we considered the risk of non- compliance in the areas of competition, data protection, human rights, tax and other applicable laws and regulations. In addition, we considered major laws and regulations applicable to listed companies. Our procedures are more limited with respect to laws and regulations that do not have a direct effect on the determination of the amounts and disclosures in the financial statements. Compliance with these laws and regulations may be fundamental to the operating aspects of the business, to Heineken Holding N.V.’s ability to continue its business, or to avoid material penalties (e.g., compliance with the terms of operating licenses and permits or compliance with environmental regulations, anti-competition laws, sanctions and trade laws) and therefore non-compliance with such laws and regulations may have a material effect on the financial statements. Our responsibility is limited to undertaking specified audit procedures to help identify non-compliance with those laws and regulations that may have a material effect on the financial statements. Our procedures are limited to (i) inquiry of key management personnel, the Board of Directors and others within Heineken Holding N.V. as to whether Heineken Holding N.V is in compliance with such laws and regulations and (ii) inspecting correspondence, if any, with the relevant licensing or regulatory authorities to help identify non-compliance with those laws and regulations that may have a material effect on the financial statements. Naturally, we remained alert to indications of (suspected) non-compliance throughout the audit. Finally, we obtained written representations that all known instances of (suspected) fraud or non- compliance with laws and regulations have been disclosed to us. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 115 Audit approach going concern Our responsibilities, as well as the responsibilities of the Board of Directors, related to going concern under the prevailing standards are outlined in the “Description of responsibilities regarding the financial statements” section below. In fulfilling our responsibilities, we performed procedures including evaluating management’s assessment of the Company’s ability to continue as a going concern and considering the impact of financial, operational, and other conditions. Based on these procedures, we did not identify any reportable findings related to the entity’s ability to continue as a going concern. Our key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements. We have communicated the key audit matters to the Board of Directors. The key audit matters are not a comprehensive reflection of all matters discussed. The below identified key audit matters were addressed in the context of our audit of the financial statements as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Impairment testing for intangible assets, property, plant and equipment and investments in associates and joint ventures – Refer to Notes 8.1, 8.2 and 10.3 to the financial statements Key Audit Matter Intangible assets (including goodwill), property, plant and equipment and investments in associates and joint ventures amounted to EUR 39,878 million on 31 December 2024 and represented 74 percent of the consolidated total assets. For purposes of impairment testing, goodwill is allocated and monitored on a (group of) Cash Generating Unit ('CGU') level. Other intangibles and property, plant, and equipment, are grouped to CGUs. For goodwill, management is required to assess the recoverable amount of the respective CGUs (or groups of CGUs). Recoverable amounts of other non- current assets are assessed upon the existence of a triggering event. Investments in associates are accounted for using the equity method of accounting, meaning they are initially recognized at cost. Subsequently the Consolidated Financial Statements include HEINEKEN’s share of the net profit or loss of the associates and joint ventures whereby the result is determined using the accounting policies of HEINEKEN. Triggers for the impairment of investments in associates, are amongst others, a prolonged or significant decline in fair value of the equity instrument. If triggered, the net investments are tested as a single asset by comparing the carrying amount to the recoverable amount. As a result of impairment testing for the current year, management concluded on impairment losses of EUR 1,224 million, of which EUR 874 million is related to the impairment loss recorded for the investment in CR Beer following a significant and prolonged decline in the quoted share price. Further details on the accounting and disclosure of (goodwill) impairment losses are included in notes 8.1 and 8.2 to the financial statements. Further details on the accounting and disclosure of Associates and Joint Ventures are included in note 10.3 to the financial statements. Given the high level of judgement made by management to estimate the recoverable amounts used in management’s impairment tests, procedures to evaluate the reasonableness of projected sales volumes, revenue and discount rates required a high degree of auditor judgement and an increased extent of effort, including the need to involve our valuation specialists. How the scope of our audit responded to the key audit matter Our audit procedures related to the projection of sales volumes, revenue, margins, and discount rates used by management included the following, amongst others: ■ For investments in associates, we assessed whether a decline in available quoted market price is either prolonged or significant and any impairment loss should be recognized. ■ We obtained an understanding of management's process over the impairment trigger tests and the resulting impairment tests. ■ We evaluated management's ability to accurately forecast by comparing actual results to management's historical forecasts. ■ We evaluated sensitivities in management's projections, which could cause a substantial change to the impairments recorded, and or cause headroom to change in an impairment. ■ We evaluated projected cash flows by: – comparing the projections to historical forecasts, historical growth rates, including assessing the effects of the current macro-economic and geopolitical climate, and information included in HEINEKEN's internal communications to the management and the Executive Board; and – challenging management’s ability to price adjust for expected inflation rates and comparing projected sales volumes, revenue, and margins to, for example, external economic outlook data, analyst reports and external market data on the beer market. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 116 ■ With the assistance of our valuation specialists, we evaluated the reasonableness of discount rates, including testing the source information underlying the determination of the discount rates, testing the mathematical accuracy of the calculation, and developing a range of independent estimates and comparing those to the discount rates selected by management. Observation Applying the aforementioned materiality, we did not identify any reportable findings in management's assessment of the recoverability of intangible assets, property, plant and equipment and investments in associates and joint ventures, the impairments recorded and the disclosures in Notes 8.1, 8.2 and 10.3. Management judgement related to the provisions for uncertain tax positions and the recoverability of deferred tax assets – Refer to Notes 9.2 and 12 to the financial statements Key Audit Matter HEINEKEN operates across several tax jurisdictions and is subject to periodic challenges by local tax authorities during the normal course of business. In those cases where the amount of tax payable is uncertain, management establishes provisions based on its judgement of the probable amount of the related tax liability. Deferred tax assets are only recognized to the extent that it is probable that future taxable income will be available, against which unused tax losses can be utilized. This assessment is performed annually and based on budgets and business plans for the coming years, including planned commercial initiatives and the impact of macro-economic uncertainties. HEINEKEN reported provisions for uncertain tax positions and deferred tax assets for an amount of EUR 416 million and EUR 1,264 million, respectively, as of 31 December 2024. The accounting for uncertain tax positions and deferred tax assets, as detailed in Notes 9.2 and 12 to the financial statements, inherently requires management to apply judgement in quantifying appropriate provisions (including assessing probable outcomes) for uncertain tax positions, and in determining the recoverability of deferred tax assets. Given the significant judgement applied by management, performing procedures to evaluate the reasonableness of probable outcomes for uncertain tax positions and the recoverability of deferred tax assets based on budgets and business plans, required a higher degree of auditor judgement, an increased extent of effort and a need to involve our in- country tax specialists. How the scope of our audit responded to the key audit matter Our audit procedures to address management's judgements related to the provisions for uncertain tax positions and recoverability of deferred tax assets included the following, amongst others: ■ We obtained an understanding of management’s tax process related to the assessment of uncertain tax positions and the recoverability of deferred tax assets. ■ We involved our in-country tax specialists to assess tax risks, tax carry forward facilities, legislative developments, and the status of ongoing local tax authority audits. ■ We challenged, with the help of our tax specialists, management’s judgement applied in quantifying provisions for tax uncertainties and assessing probable outcomes based on correspondence with tax authorities, case law and opinions from management’s tax experts. ■ We evaluated management’s ability to forecast taxable income accurately by comparing prior forecasts on future taxable income with the actual income for the year. ■ We evaluated management’s recoverability assessment, including the likelihood of generating sufficient future taxable income based on budgets, business plans, and tax losses carry forward facilities in the various tax jurisdictions (including expiry dates). ■ We challenged, with the support of our tax specialist and local component team, management’s judgement applied in the timing of deferred tax recognition, the underlying profit forecast, and the effects of Pillar Two. Observation Applying the aforementioned materiality, we did not identify any reportable findings in the provisions for uncertain tax positions and the valuation of deferred tax assets as well as the related disclosure in Notes 9.2 and 12. Report on the other information included in the annual report The annual report contains other information, in addition to the financial statements and our auditor's report thereon. The other information consists of: ■ Report of the Board of Directors (including Sustainability Statements). ■ Other Information as required by Part 9 of Book 2 of the Dutch Civil Code. ■ Other Information included in the Annual Report. Based on the following procedures performed, we conclude that the other information: ■ Is consistent with the financial statements and does not contain material misstatements. ■ Contains all the information regarding the management report and the other information as required by Part 9 of Book 2 of the Dutch Civil Code. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 117 We have read the other information. Based on our knowledge and understanding obtained through our audit of the financial statements or otherwise, we have considered whether the other information contains material misstatements. By performing these procedures, we comply with the requirements of Part 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720. The scope of the procedures performed is substantially less than the scope of those performed in our audit of the financial statements. The Board of Directors is responsible for the preparation of the other information, including the report of the Board of Directors in accordance with Part 9 of Book 2 of the Dutch Civil Code, and the other information as required by Part 9 of Book 2 of the Dutch Civil Code. Report on other legal and regulatory requirements and ESEF Engagement We were engaged by the Board of Directors as auditor of Heineken Holding N.V. on April 24, 2014, as of the audit for the year 2015 and have operated as statutory auditor ever since that financial year. No prohibited non-audit services We have not provided prohibited non-audit services as referred to in Article 5(1) of the EU Regulation on specific requirements regarding statutory audit of public-interest entities. European Single Electronic Format (ESEF) Heineken Holding N.V. has prepared its annual report in ESEF. The requirements for this are set out in the Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single electronic reporting format (hereinafter: the RTS on ESEF). In our opinion, the annual report, prepared in XHTML format, including the (partly) marked-up Consolidated Financial Statements, as included in the reporting package by Heineken Holding N.V. complies in all material respects with the RTS on ESEF. The Board of Directors is responsible for preparing the annual report including the financial statements in accordance with the RTS on ESEF, whereby the Board of Directors combines the various components into one single reporting package. Our responsibility is to obtain reasonable assurance for our opinion whether the annual report in this reporting package complies with the RTS on ESEF. We performed our examination in accordance with Dutch law, including Dutch Standard 3950N 'Assurance-opdrachten inzake het voldoen aan de criteria voor het opstellen van een digitaal verantwoordingsdocument' (assurance engagements relating to compliance with criteria for digital reporting). Our examination included amongst others: ■ Obtaining an understanding of the Company's financial reporting process, including the preparation of the reporting package. ■ Identifying and assessing the risks that the annual report does not comply in all material respects with the RTS on ESEF and designing and performing further assurance procedures responsive to those risks to provide a basis for our opinion, including: — obtaining the reporting package and performing validations to determine whether the reporting package containing the Inline XBRL instance and the XBRL extension taxonomy files has been prepared in accordance with the technical specifications as included in the RTS on ESEF; — examining the information related to the Consolidated Financial Statements in the reporting package to determine whether all required mark-ups have been applied and whether these are in accordance with the RTS on ESEF. Description of responsibilities regarding the financial statements Responsibilities of the Board of Directors for the financial statements The Board of Directors is responsible for the preparation and fair presentation of the financial statements in accordance with EU-IFRS and Part 9 of Book 2 of the Dutch Civil Code. Furthermore, the Board of Directors is responsible for such internal control as the Board determines is necessary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error. As part of the preparation of the financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern. Based on the financial reporting frameworks mentioned, the Board of Directors should prepare the financial statements using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Directors should disclose events and circumstances that may cast significant doubt on the Company's ability to continue as a going concern in the financial statements. The Board of Directors is responsible for overseeing the Company's financial reporting process. Our responsibilities for the audit of the financial statements Our objective is to plan and perform the audit assignment in a manner that allows us to obtain sufficient and appropriate audit evidence for our opinion. Our audit has been performed with a high, but not absolute, level of assurance, which means we may not detect all material errors and fraud during our audit. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. The materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified misstatements on our opinion. We have exercised professional judgement and have maintained professional scepticism throughout the audit, in accordance with Dutch Standards on Auditing, ethical requirements and independence requirements. Our audit included among others: ■ Identifying and assessing the risks of material misstatement of the financial statements, whether due to fraud or error, designing and performing audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 118 ■ Obtaining an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. ■ Evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors. ■ Concluding on the appropriateness of the Board of Directors' use of the going concern basis of accounting, and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern. ■ Evaluating the overall presentation, structure and content of the financial statements, including the disclosures. ■ Evaluating whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We are responsible for planning and performing the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the financial statements. We are also responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We bear the full responsibility for the auditor’s report. We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant findings in internal control that we identified during our audit. In this respect we also submit an additional report to the audit committee in accordance with Article 11 of the EU Regulation on specific requirements regarding statutory audit of public-interest entities. The information included in this additional report is consistent with our audit opinion in this auditor's report. We provide the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with the Board of Directors, we determine the key audit matters: those matters that were of most significance in the audit of the financial statements. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, not communicating the matter is in the public interest. Amsterdam, February 11, 2025 Deloitte Accountants B.V. C. Binkhorst Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 119 Limited assurance report of the independent auditor on the sustainability statements To: the shareholders and the Board of Directors of Heineken Holding N.V. Our conclusion We have performed a limited assurance engagement on the consolidated sustainability statements for 2024 of Heineken Holding N.V. based in Amsterdam (“the company” or “HEINEKEN”) in the section “Sustainability statements” of the accompanying management report including the information incorporated in the sustainability statements by reference (hereinafter: the sustainability statements). Based on our procedures performed and the assurance evidence obtained, nothing has come to our attention that causes us to believe that the sustainability statements are not, in all material respects: ■ Prepared in accordance with the European Sustainability Reporting Standards (ESRS) as adopted by the European Commission and in accordance with the double materiality assessment process carried out by the company to identify the information reported pursuant to the ESRS. ■ Compliant with the reporting requirements provided for in Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation). Basis for our conclusion We have performed our limited assurance engagement on the sustainability statements in accordance with Dutch law, including Dutch Standard 3810N, 'Assurance-opdrachten inzake duurzaamheidsverslaggeving' (Assurance engagements relating to sustainability reporting) which is a specified Dutch standard that is based on the International Standard on Assurance Engagements (ISAE) 3000 (Revised) ’Assurance engagements other than audits or reviews of historical financial information’. Our responsibilities in this regard are further described in the section ‘Our responsibilities for the limited assurance engagement on the sustainability statements’ of our report. We are independent of Heineken Holding N.V. in accordance with the ‘Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten’ (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the Netherlands. Furthermore, we have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA, Dutch Code of Ethics for Professional Accountants). The ViO and VGBA are at least as demanding as the International code of ethics for professional accountants (including International independence standards) of the International Ethics Standards Board for Accountants (the IESBA Code). We believe that the assurance evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Emphasis of matter Emphasis on the most significant uncertainties affecting the quantitative metrics and monetary amounts We draw attention to section “Sources of estimation and outcome uncertainty” in the sustainability statements that identify the quantitative metrics and monetary amounts that are subject to a high level of measurement uncertainty and discloses information about the sources of measurement uncertainty and the assumptions, approximations and judgements the company has made in measuring these in compliance with the ESRS. The comparability of sustainability information between entities and over time may be affected by the lack of historical sustainability information in accordance with the ESRS and by the absence of a uniform practice on which to draw, to evaluate and measure this information. This allows for the application of different, but acceptable, measurement techniques, especially in the initial years. Emphasis on the use of third-party information We draw attention to section “Sources of estimation and outcome uncertainty” in the sustainability statements that indicate that certain metrics and calculations are (partly) based on assumptions and sources from third parties. The assumptions and sources (“third-party information”) used are disclosed in the basis of preparation of the respective metric. Validation of such third-party information and certifications is not common market practice. Our conclusion is not modified in respect of these matters. Comparative information not subject to assurance procedures No limited assurance procedures have been performed on the GHG emissions as disclosed in the “Climate change” section, Co-products and waste hierarchy as disclosed in the “Resource use and circular economy – Metrics and targets” section, and the injuries as disclosed in the “Own workforce – Voluntary disclosure” section in the years 2023 and 2022 (all incorporated by reference to the Heineken N.V. sustainability statements). Consequently, the respective comparative period information related to these metrics have not been subject to limited assurance procedures. Our conclusion is not modified in respect of this matter. Limitations to the scope of our assurance engagement Forward-looking information In reporting forward-looking information in accordance with the ESRS, management of the company is required to prepare the forward-looking information on the basis of disclosed assumptions about events that may occur in the future and possible future actions by the company. The actual outcome is likely to be different since anticipated events frequently do not occur as expected. Forward-looking information relates to events and actions that have not yet occurred and may never occur. We do not provide assurance on the achievability of this forward-looking information. Our conclusion is not modified in respect of this matter. Responsibilities of the Board of Directors for the sustainability statements Management is responsible for the preparation of the sustainability statements in accordance with the ESRS, including the double materiality assessment process carried out by the company as the basis for the sustainability statements and disclosure of material impacts, risks and opportunities in Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 120 accordance with the ESRS. As part of the preparation of the sustainability statements, management is responsible for compliance with the reporting requirements provided for in Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation). Management is also responsible for selecting and applying additional entity-specific disclosures to enable users to understand the company’s sustainability-related impacts, risks or opportunities and for determining that these additional entity-specific disclosures are suitable in the circumstances and in accordance with the ESRS. Furthermore, management is responsible for such internal control as it determines is necessary to enable the preparation of the sustainability statements that is free from material misstatement, whether due to fraud or error. The Board of Directors is responsible for overseeing the sustainability reporting process including the double materiality assessment process carried out by the company. Our responsibilities for the limited assurance engagement on the sustainability statements Our responsibility is to plan and perform the limited assurance engagement in a manner that allows us to obtain sufficient appropriate assurance evidence for our conclusion. Our assurance engagement is aimed to obtain a limited level of assurance that the sustainability statements are free from material misstatements. The procedures vary in nature and timing from and are less in extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed. We apply the applicable quality management requirements pursuant to the ‘Nadere voorschriften kwaliteitsmanagement’ (NV KM, regulations for quality management) and the International Standard on Quality Management (ISQM) 1, and accordingly maintain a comprehensive system of quality management including documented policies and procedures regarding compliance with ethical requirements, professional standards and other relevant legal and regulatory requirements. Our limited assurance engagement included among others: ■ Performing inquiries and an analysis of the external environment and obtaining an understanding of relevant sustainability themes and issues, the characteristics of the company, its activities and the value chain and its key intangible resources in order to assess the double materiality assessment process carried out by the company as the basis for the sustainability statements and disclosure of all material sustainability-related impacts, risks and opportunities in accordance with the ESRS. ■ Obtaining through inquiries a general understanding of the internal control environment, the company’s processes for gathering and reporting entity-related and value chain information, the information systems and the company’s risk assessment process relevant to the preparation of the sustainability statements and for identifying the company’s activities, determining eligible and aligned economic activities and prepare the disclosures provided for in Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation), without testing the operating effectiveness of controls. ■ Assessing the double materiality assessment process carried out by the company and identifying and assessing areas of the sustainability statements, including the disclosures provided for in Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation) where misleading or unbalanced information or material misstatements, whether due to fraud or error, are likely to arise (‘selected disclosures’). We designed and performed further assurance procedures aimed at assessing that the sustainability statements are free from material misstatements responsive to this risk analysis. ■ Considering whether the description of the double materiality assessment process in the sustainability statements made by management appears consistent with the process carried out by the company. ■ Determining the nature and extent of the procedures to be performed for the group components and locations. For this, the nature, extent and/or risk profile of these components are decisive. ■ Performing analytical review procedures on quantitative information in the sustainability statements, including consideration of data and trends in the information submitted for consolidation at corporate level. ■ Assessing whether the company’s methods for developing estimates are appropriate and have been consistently applied for selected disclosures. We considered data and trends; however, our procedures did not include testing the data on which the estimates are based or separately developing our own estimates against which to evaluate management’s estimates. ■ Analysing, on a limited sample basis, relevant internal and external documentation available to the company (including publicly available information or information from actors throughout its value chain) for selected disclosures. ■ Reading the other information in the annual report to identify material inconsistencies, if any, with the sustainability statements. ■ Considering whether: — the disclosures provided to address the reporting requirements provided for in Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation) for each of the environmental objectives, reconcile with the underlying records of the company and are consistent or coherent with the sustainability statements and appear reasonable, in particular whether the eligible economic activities meet the cumulative conditions to qualify as aligned and whether the technical screening criteria are met; and — the key performance indicators disclosures have been defined and calculated in accordance with the Taxonomy reference framework as defined in Appendix 1 Glossary of Terms of the CEAOB Guidelines on limited assurance on sustainability reporting adopted on 30 September 2024 and in compliance with the reporting requirements provided for in Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation), including the format in which the activities are presented. ■ Considering the overall presentation, structure and the fundamental qualitative characteristics of information (relevance and faithful representation: complete, neutral and accurate) reported in the sustainability statements, including the reporting requirements provided for in Article 8 of Regulation (EU) 2020/852 (Taxonomy Regulation). ■ Considering, based on our limited assurance procedures and evaluation of the assurance evidence obtained, whether the sustainability statements as a whole are free from material misstatements and prepared in accordance with the ESRS. Amsterdam, 11 February 2025 Deloitte Accountants B.V. C. Binkhorst Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 121 Shareholder Information Heineken Holding N.V. Heineken Holding N.V. shares The shares of Heineken Holding N.V. are traded on Euronext Amsterdam. The shares are listed under ISIN code NL0000008977. Prices for the shares may be accessed on Bloomberg under the symbol HEIO.NA and on the Reuters Equities 2000 Service under HEIO.AS. In 2024, the average daily trading volume of Heineken Holding N.V. shares was 123,270 shares (2023: 138,852 shares). Market capitalisation Shares outstanding as at 31 December 2024 : 282,873,387 shares of €1.60 nominal value (excluding Heineken Holding N.V. shares held by Heineken N.V.). At a year-end price of €57.85 on 31 December 2024, the market capitalisation of Heineken Holding N.V. as at the balance sheet date was €16.4 billion. Substantial shareholdings Pursuant to the Financial Supervision Act (Wet op het financieel toezicht) and the Decree on Disclosure of Major Holdings and Capital Interests in Issuing Institutions (Besluit melding zeggenschap en kapitaalbelang in uitgevende instellingen Wft), the Netherlands Authority for the Financial Markets (AFM) has been notified of the following substantial shareholdings (i.e. of 3% or more) regarding Heineken Holding N.V.: ■ 20 April 2018: Mrs C.L. de Carvalho-Heineken (0.03%, held directly; 52.60%, held indirectly through L'Arche Green N.V., L’Arche Holding B.V. and Stichting Administratiekantoor Priores). ■ 31 May 2023: Mr W.H. Gates III (2.31% directly; 3,25% held indirectly through Bill & Melinda Gates Foundation Trust) (initial notification 17 February 2023). * The AFM register for substantial shareholdings is no longer up-to-date. For the situation as at 31 December 2024 reference is made to the organisation chart on page 11. Year-end-price 31 December 2024 €57.85 Highest closing price 8 February 2024 €79.15 Lowest closing price 23 December 2024 €57.53 Heineken Holding N.V. share price in €, Euronext Amsterdam Dividend per share in € Year-end price The 2024 dividend proposal is subject to shareholder approval. Share price range Nationality Heineken Holding N.V. shareholders in % Based on 129.7 million shares in free float (excluding Heineken Holding N.V. shares held by L’Arche Green N.V. and Heineken N.V. ) 2024 Americas United Kingdom / Ireland Rest of Europe Rest of the world Retail Netherlands Unidentified Source: CMi2i estimate based on available information December 2024. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 122 Shareholder Information Heineken N.V. Heineken N.V. shares and options Heineken N.V. shares are traded on Euronext Amsterdam, where Heineken N.V. is included in the main AEX Index. The shares are listed under ISIN code NL0000009165. Prices for the shares may be accessed on Bloomberg under the symbol HEIA.NA and on the Reuters Equities 2000 Service under HEIA. AS. Options on Heineken N.V. shares are listed on Euronext Amsterdam. In 2024, the average daily trading volume of Heineken N.V. shares was 614,811 shares (2023: 647,245 shares). Market capitalisation Shares outstanding as at 31 December 2024: 565,138,630 shares of €1.60 nominal value (excluding own shares held by Heineken N.V.). At a year-end price of €68.70 on 31 December 2024, the market capitalisation of Heineken N.V. as at the balance sheet date was €38.8 billion. Substantial shareholdings Pursuant to the Financial Supervision Act (Wet op het financieel toezicht) and the Decree on Disclosure of Major Holdings and Capital Interests in Issuing Institutions (Besluit melding zeggenschap en kapitaalbelang in uitgevende instellingen Wft), the Netherlands Authority for the Financial Markets (AFM) has been notified about substantial shareholdings regarding Heineken N.V. Based on such filings, and to the best of the Heineken N.V.’s knowledge, as applicable at 31 December 2024 the following shareholders held a substantial shareholding in the Heineken N.V.: ■ 1 November 2006: Mrs C.L. de Carvalho-Heineken (indirectly 50.005% through L’Arche Holding S.A.; the direct 50.005% shareholder is Heineken Holding N.V.) ■ 20 May 2024: Massachusetts Financial Services Company holds (directly and indirectly combined) 2.09% of the issued share capital of Heineken N.V. and holds (directly and indirectly combined) 3.07% of the voting rights in the share capital of Heineken N.V. . * The AFM register for substantial shareholdings is no longer up-to-date. For the situation as at 31 December 2024 reference is made to the organisation chart on page 11. Year-end-price 31 December 2024 €68.70 Highest closing price 20 May 2024 €96.70 Lowest closing price 23 December 2024 €68.24 Heineken N.V. share price in €, Euronext Amsterdam Dividend per share in € Year-end price The 2024 dividend proposal is subject to shareholder approval. Share price range Nationality Heineken N.V. shareholders in % Based on 277.1 million shares in free float (excluding the shares held by Heineken Holding N.V. and own shares held by Heineken N.V.) 2024 Americas United Kingdom / Ireland Rest of Europe Rest of the world Retail Netherlands Unidentified Source: CMi2i estimate based on available information December 2024. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 123 American Depositary Receipts Heineken Holding N.V. and Heineken N.V.’s shares are trading Over-the-Counter (OTC) in the US as American Depositary Receipts (ADRs). There are two separate HEINEKEN ADR programmes representing ownership respectively in: 1) Heineken N.V. and 2) Heineken Holding N.V. For both programmes, the ratio between the ADRs and the ordinary Dutch (€ denominated) shares is 2:1, i.e. two ADRs represent one Heineken Holding N.V. or Heineken N.V. ordinary share. Deutsche Bank Trust Company Americas acts as depositary bank for HEINEKEN’s ADR programmes. Heineken N.V. Heineken Holding N.V. Ticker: HEINY Ticker: HKHHY ISIN: US4230123014 ISIN: US4230081014 CUSIP: 423012301 CUSIP: 423008101 Structure: Sponsored Level I ADR Structure: Sponsored Level I ADR Exchange: OTCQX Exchange: OTCQX Ratio (DR:ORD): 2:1 Ratio (DR:ORD): 2:1 ADR contact information Deutsche Bank Shareholder Services c/o Equiniti Trust Company LLC Peck Slip Station PO Box 2050 New York, NY 10272-2050, USA E-mail: adr@equiniti.com Shareholder Service (toll-free) Tel. +1 866 249 2593 Shareholder Service (international) Tel. +1 718 921 8137 www.equiniti.com Bondholder Information HEINEKEN has a Euro Medium Term Note (EMTN) Programme which was last updated in April 2024. The programme allows Heineken N.V. to issue Notes for a total amount of up to €20 billion. Approximately €11.7 billion is outstanding under the programme as at 31 December 2024. Traded Heineken N.V. Notes Issue date Total face value Interest rate Maturity ISIN code EUR EMTN 2025 25 Mar 2020 CHF 100 million 0.638% 25 Mar 2025 XS2145099201 EUR EMTN 2025 30 Mar 2020 EUR 600 million 1.625% 30 Mar 2025 XS2147977479 EUR EMTN 2025 2 Aug 2012 EUR 750 million 2.875% 4 Aug 2025 XS0811555183 EUR EMTN 2025 20 Oct 2015 EUR 225 million 2.000% 20 Oct 2025 XS1309072020 EUR EMTN 2026 4 May 2016 EUR 1,000 million1 1.000% 4 May 2026 XS1401174633 EUR EMTN 2026 15 Nov 2023 EUR 600 million 3.625% 15 Nov 2026 XS2719096831 EUR EMTN 2027 29 Nov 2016 EUR 500 million 1.375% 29 Jan 2027 XS1527192485 EUR EMTN 2027 17 Sep 2018 EUR 600 million 1.250% 17 Mar 2027 XS1877595444 144A/RegS 2028 29 Mar 2017 USD 1,100 million 3.500% 29 Jan 2028 US423012AF03 EUR EMTN 2029 30 Jan 2014 EUR 200 million 3.500% 30 Jul 2029 XS1024136282 EUR EMTN 2029 3 Oct 2017 EUR 800 million 1.500% 3 Oct 2029 XS1691781865 EUR EMTN 2030 30 Mar 2020 EUR 800 million 2.250% 30 Mar 2030 XS2147977636 EUR EMTN 2030 23 Mar 2023 EUR 750 million 3.875% 23 Sept 2030 XS2599730822 EUR EMTN 2031 17 Sep 2018 EUR 750 million2 1.750% 17 Mar 2031 XS1877595014 EUR EMTN 2032 12 May 2017 EUR 500 million 2.020% 12 May 2032 XS1611855237 EUR EMTN 2033 15 Apr 2013 EUR 180 million 3.250% 15 Apr 2033 XS0916345621 EUR EMTN 2033 19 Apr 2013 EUR 100 million 2.562% 19 Apr 2033 XS0920838371 EUR EMTN 2033 7 May 2020 EUR 650 million 1.250% 7 May 2033 XS2168629967 EUR EMTN 2035 23 Mar 2023 EUR 750 million 4.125% 23 Mar 2035 XS2599169922 EUR EMTN 2036 4 July 2024 EUR 900 million 0.03812 49860 XS2852894679 EUR EMTN 2040 7 May 2020 EUR 850 million 0.0175 51263 XS2168630205 144A/RegS 2042 10 Oct 2012 USD 500 million 4.000% 1 Oct 2042 US423012AE38 144A/RegS 2047 29 Mar 2017 USD 650 million 4.350% 29 Mar 2047 US423012AG85 1 Includes EUR 200 million tap issued on 15 July 2019. 2 Includes EUR 100 million tap issued on 5 June 2019. The EMTN programme and the above Heineken N.V. Notes issued thereunder are listed on the Luxembourg Stock Exchange. HEINEKEN has a €3.0 billion Euro Commercial Paper (ECP) programme to facilitate its cash management operations and to further diversify its funding sources. There was no ECP in issue per 31 December 2024. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 124 Investor Relations HEINEKEN is committed to maintaining an open and constructive dialogue with shareholders and bondholders. HEINEKEN aims to keep them updated by informing clearly, accurately and in a timely manner about HEINEKEN's strategy, performance and other matters and developments that could be relevant to investors’ decisions. Contact Heineken Holding N.V. and Heineken N.V. Further information on Heineken Holding N.V. is available on the website www.heinekenholding.com. and by telephone on +31 20 622 11 52. Further information on Heineken N.V. is available on the website www.theheinekencompany.com. Information on Heineken Holding N.V. and Heineken N.V. is also available from the Investor Relations department, telephone +31 20 523 95 90, or by e-mail: investors@heineken.com. Financial calendar in 2025 for both Heineken Holding N.V. and Heineken N.V. Announcement of 2024 results 12 February Publication of Annual Report 2024 20 February Trading update first quarter 2025 16 April Annual General Meeting of Shareholders 17 April Quotation ex-final dividend 2024 23 April Final dividend 2024 payable 2 May Announcement of half-year results 2025 28 July Quotation ex-interim dividend 2025 30 July Interim dividend 2025 payable 7 August Trading update third quarter 2025 22 October Capital Markets Event 23 - 24 October * Shareholders of Heineken Holding N.V. are entitled to attend the meetings of shareholders of Heineken N.V., to put questions at those meetings and to participate in the discussions. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 125 Historical Summary Revenue and profit Cash flow statement In millions of € 2024 2023 2022 2021 2020 In millions of € 2024 2023 2022 2021 2020 Revenue 35,955 36,375 34,676 26,583 23,770 Cash flow from operations 6,903 5,949 5,660 5,127 4,232 Net revenue 29,821 30,362 28,719 21,941 19,715 Cash flow related to interest, dividend and income tax (1,400) (1,519) (1,164) (946) (1,096) Net revenue (beia) 29,964 30,308 28,694 21,901 19,724 Cash flow from operating activities 5,503 4,430 4,496 4,181 3,136 Operating profit 3,517 3,229 4,283 4,483 778 Cash flow used in operational investing activities (2,445) (2,671) (2,087) (1,667) (1,623) Operating profit (beia) 4,512 4,443 4,502 3,414 2,421 Free operating cash flow 3,058 1,759 2,409 2,514 1,513 as % of net revenue 15.1 14.6 15.7 15.6 12.3 Cash flow (used in)/from acquisitions and disposals 10 (905) (199) (610) 185 as % of total assets 8.4 8.1 8.6 7.0 5.7 Dividends paid (1,199) (1,335) (1,099) (796) (811) Net profit/(loss) attributable to the shareholders of the Company Cash flow (used in)/from financing activities, excluding dividend (1,375) 519 (2,028) (2,087) 2,049 498 1,174 1,343 1,663 (102) Net cash flow 494 38 (917) (979) 2,936 Non-controlling interests in Heineken N.V. 480 1,130 1,339 1,661 (102) 978 2,304 2,682 3,324 (204) Cash conversion ratio 102.6% 61.4% 75.3% 110.0% 111.3% Net profit (beia) 2,739 2,632 2,836 2,041 1,154 as % of shareholders’ equity 28.7 27.0 29.3 23.8 17.5 Financing ratios Dividend (proposed) 526 489 498 357 202 Net debt/EBITDA (beia) 2.2 2.4 2.1 2.6 3.4 as % of net profit (beia) 19.2 18.6 17.6 17.5 17.5 Per share In € 2024 2023 2022 2021 2020 Cash flow from operating activities 19.46 15.60 15.61 14.52 10.89 Net profit (beia) – basic 9.69 9.27 9.85 7.09 4.01 Net profit (beia) – diluted 9.69 9.27 9.85 7.09 4.01 Dividend (proposed) 1.86 1.73 1.73 1.24 0.70 Shareholders’ equity 33.76 34.28 33.66 29.83 22.93 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 126 2024 2023 2022 2021 2020 Operating profit (beia)/net interest expense (beia) 8.3 8.0 11.8 8.5 5.2 Free operating cash flow/net debt 20.9% 11.1% 17.8% 18.4% 11.0% Net debt/shareholders’ equity 1.53 1.63 1.40 1.59 2.15 Financing In millions of € Share capital 461 461 461 461 461 Reserves and retained earnings 9,085 9,272 9,233 8,132 6,143 Heineken Holding N.V. shareholders' equity 9,546 9,733 9,694 8,593 6,604 Non-controlling interests in Heineken N.V. 9,737 9,928 9,857 8,763 6,788 Non-controlling interests in Heineken N.V. group companies 2,821 2,733 2,369 2,344 1,000 Total equity 22,104 22,394 21,920 19,700 14,392 Post-retirement obligations 519 586 568 668 938 Provisions (including deferred tax liabilities) 2,917 3,046 2,936 2,908 2,103 Non-current borrowings 13,783 14,046 12,893 13,640 14,616 Other liabilities (excluding provisions) 14,152 14,686 14,089 11,934 10,583 Liabilities (excluding provisions and post-retirement obligations) 27,935 28,732 26,982 25,574 25,199 Total equity and liabilities 53,475 54,758 52,406 48,850 42,632 Shareholders’ equity/ Total liabilities 0.30 0.30 0.32 0.29 0.23 Employment of capital 2024 2023 2022 2021 2020 In millions of € Property, plant and equipment 14,677 14,772 13,623 12,401 11,551 Intangible assets 21,701 21,781 21,408 20,762 15,767 Other non-current assets 6,198 6,806 6,360 6,109 6,294 Total non-current assets 42,576 43,359 41,391 39,272 33,612 Inventories 3,572 3,721 3,250 2,438 1,958 Trade and other current assets 4,977 5,301 5,000 3,892 3,062 Cash, cash equivalents and current other investments 2,350 2,377 2,765 3,248 4,000 Total current assets 10,899 11,399 11,015 9,578 9,020 Total assets 53,475 54,758 52,406 48,850 42,632 Total equity/total non-current assets 0.52 0.52 0.53 0.50 0.43 Current assets/current liabilities (excluding provisions) 0.78 0.78 0.79 0.81 0.86 Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 127 Key figures1 2023 2024 (in € million unless otherwise stated) Reported Eia Beia Reported Total growth % Eia Beia Currency translation Consolidation impact Organic growth Organic growth % Revenue 36,375 (65) 36,310 35,955 (1.2)% 122 36,077 (1,718) (313) 1,799 5.0% Excise tax expense (6,013) 12 (6,001) (6,134) (2.0)% 21 (6,113) 62 120 (294) (4.9)% Net revenue 30,362 (54) 30,308 29,821 (1.8)% 143 29,964 (1,656) (193) 1,505 5.0% Variable cost (12,028) 73 (11,955) (11,089) 7.8% (17) (11,106) 866 81 (98) (0.8)% Marketing and selling expenses (2,767) 1 (2,766) (2,940) (6.3)% 2 (2,938) 115 8 (295) (10.7)% Personnel expenses (4,353) 139 (4,214) (4,466) (2.6)% 44 (4,422) 117 — (325) (7.7)% Amortisation, depreciation and impairments (3,096) 1,268 (1,828) (2,605) 15.9% 744 (1,861) 94 (11) (116) (6.3)% Other net (expenses)/income (4,888) (215) (5,103) (5,204) (6.5)% 79 (5,126) 229 52 (304) (6.0)% Total net other (expenses)/income (27,133) 1,268 (25,865) (26,304) 3.1% 853 (25,452) 1,420 131 (1,138) (4.4)% Operating profit 3,229 1,214 4,443 3,517 8.9% 995 4,512 (236) (62) 367 8.3% Interest income 90 — 90 110 22.2% — 110 (11) — 30 33.7% Interest expense (640) (4) (644) (680) (6.3)% 27 (653) 99 (7) (101) (15.7)% Net interest income/(expenses) (550) (4) (554) (570) (3.6)% 27 (543) 88 (7) (71) (12.7)% Other net finance income/(expenses) (375) 34 (343) (235) 37.3% (36) (271) 94 19 (42) (12.1)% Share of profit of associates and joint ventures 218 52 270 (705) (423.4)% 1,017 312 (4) 1 45 16.7% Income tax expense (121) (831) (952) (846) (599.2)% (184) (1,031) 21 17 (117) (12.3)% Non-controlling interests (97) (136) (233) (183) (88.7)% (59) (241) (18) — 9 3.8% Net profit 2,304 329 2,632 978 (57.6)% 1,761 2,739 (54) (32) 192 7.3% Net profit attributable to shareholders of the Company 1,174 167 1,341 498 (57.5)% 897 1,396 (27) (16) 98 7.3% EBITDA2 6,543 (2) 6,541 5,417 (17.2)% 1,268 6,685 1 This table will not always cast due to rounding. 2 EBITDA is derived from ‘Operating profit’ less ‘Amortisation, depreciation and impairments’ plus ‘Share of profit of associates and joint ventures’. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 128 Key figures1 2022 2023 (in € million unless otherwise stated) Reported Eia Beia Reported Total growth % Eia Beia Currency translation Consolidation impact Organic growth Organic growth % Revenue 34,676 (33) 34,643 36,375 4.9% (65) 36,310 (1,168) 1,253 1,582 4.6% Excise tax expense (5,957) 8 (5,949) (6,013) (0.9)% 12 (6,001) 305 (366) 9 0.1% Net revenue 28,719 (25) 28,694 30,362 5.7% (54) 30,308 (864) 887 1,591 5.5% Variable cost (11,260) 56 (11,204) (12,028) (6.8)% 73 (11,955) 463 (409) (805) (7.2)% Marketing and selling expenses (2,692) (43) (2,735) (2,767) (2.8)% 1 (2,766) 76 (52) (54) (2.0)% Personnel expenses (4,079) 74 (4,005) (4,353) (6.7)% 139 (4,214) 69 (150) (128) (3.2)% Amortisation, depreciation and impairments (1,886) 207 (1,679) (3,096) (64.2)% 1,268 (1,828) 41 (64) (126) (7.5)% Other net (expenses)/income (4,519) (50) (4,569) (4,888) (8.2)% (215) (5,103) 112 (247) (399) (8.7)% Total net other (expenses)/income (24,436) 244 (24,192) (27,133) (11.0)% 1,268 (25,865) 762 (922) (1,513) (6.3)% Operating profit 4,283 219 4,502 3,229 (24.6)% 1,214 4,443 (102) (35) 78 1.7% Interest income 74 (1) 73 90 21.6% — 90 (6) — 23 31.8% Interest expense (458) 6 (452) (640) (39.7)% (4) (644) 57 (55) (193) (42.7)% Net interest income/(expenses) (384) 5 (380) (550) (43.2)% (4) (554) 51 (55) (170) (44.8)% Other net finance income/(expenses) 48 (111) (63) (375) (881.3)% 34 (343) 68 (12) (336) (537.3)% Share of profit of associates and joint ventures 223 40 263 218 (2.2)% 52 270 (7) 3 11 4.3% Income tax expense (1,131) 8 (1,124) (121) 89.3% (831) (952) (2) 26 148 13.2% Non-controlling interests (357) (6) (363) (97) 72.8% (136) (233) (2) (14) 146 40.2% Net profit 2,682 155 2,836 2,304 (14.1)% 329 2,632 6 (87) (123) (4.3)% Net profit attributable to shareholders of the Company 1,343 78 1,420 1,174 (12.6)% 167 1,341 3 (44) (63) (4.4)% EBITDA2 6,392 52 6,444 6,543 2.4% (2) 6,541 1 This table will not always cast due to rounding. 2 EBITDA is derived from ‘Operating profit’ less ‘Amortisation, depreciation and impairments’ plus ‘Share of profit of associates and joint ventures’. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 129 Glossary Acquisition-related intangible assets Acquisition-related intangible assets are assets that HEINEKEN only recognises as part of a purchase price allocation following an acquisition. This includes, among others, brands, customer-related and certain contract- based intangibles. Average effective interest rate Net interest income and expenses related to the net debt position divided by the average net debt position calculated on a quarterly basis. Beia Before exceptional items and amortisation of acquisition-related intangible assets. Whenever used in this report, the term “beia” refers to performance measures (EBITDA, net profit, effective tax rate, etc) before exceptional items and amortisation of acquisition related intangible assets. Next to the reported figures, management evaluates the performance of the business on a beia basis across several performance measures as it considers this enhances their understanding of the underlying performance. Managerial incentives are set mostly on beia performance measures and the dividend is set relative to the net profit (beia). Beyond Beer Alcoholic and non-alcoholic beverage propositions beyond core beer, which leverage natural ingredients and/or beer production process. This includes for example flavoured beer, Ciders, RTDs (Ready-To-Drinks) and malt based drinks. Capital expenditure related to PP&E and intangible assets (capex) Sum of ‘Purchase of property, plant and equipment’ and ‘Purchase of intangible assets’ as included in the consolidated statement of cash flows. Cash conversion ratio Free operating cash flow/net profit (beia) before deduction of non-controlling interests, calculated on an annual basis. Cash flow (used in)/from operational investing activities This represents the total of cash flow from sale and purchase of Property, plant and equipment and Intangible assets, proceeds and receipts of Loans to customers and Other investments. Centrally available cash Represents cash after the deduction of overdraft balances in the group cash pooling structure and other cash and cash equivalents owned at group level. Centrally available financing headroom This consists of the undrawn part of the committed €3.5 billion revolving credit facility and centrally available cash, minus centrally issued commercial paper and short-term bank borrowings at group level. Consolidation changes Changes as a result of acquisitions and disposals. Depletions Sales by distributors to the retail trade. Dividend payout Proposed dividend as percentage of net profit (beia). Earnings per share (EPS) Basic Net profit/(loss) divided by the weighted average number of shares – basic – during the year. Diluted Net profit/(loss) divided by the weighted average number of shares – diluted – during the year. EBITDA Earnings before interest, taxes, net finance expenses, depreciation, amortisation and impairment. EBITDA includes HEINEKEN’s share in net profit of joint ventures and associates. Effective tax rate Income tax expense expressed as a percentage of the profit before income tax, adjusted for share of profit of associates and joint ventures. Eia Exceptional items and amortisation of acquisition-related intangible assets. Exceptional items Items of income and expense of such size, nature or incidence, that in the view of management their disclosure is relevant to explain the performance of HEINEKEN for the period. Free operating cash flow Total of cash flow from operating activities and cash flow from operational investing activities. Gross merchandise value Value of all products sold via our eB2B platforms. This includes our own and third- party products, including all duties and taxes. As part of its objective to become the best connected brewer, management has set as a key priority to scale up its eB2B platforms to better serve customers and improve sales force productivity. External stakeholders can assess the progress relative to this ambition and to the scale of other eB2B platforms. Gross savings Structural cost reductions resulting from targeted initiatives to improve efficiency and productivity, relative to the baseline of expenses of a previous period adjusted for inflation. The gross savings exclude cost-to- achieve, consolidation changes and decisions to reinvest. Gross savings is the leading metric used by management to measure productivity gains across the business in line with one of the top priorities of the EverGreen strategy and provide evidence to our external stakeholders of the progress at HEINEKEN to build a cost- conscious capability Group net revenue (beia) Consolidated net revenue (beia) plus attributable share of net revenue (beia) from joint ventures and associates. Group operating profit (beia) Consolidated operating profit (beia) plus attributable share of operating profit (beia) from joint ventures and associates, excluding Heineken N.V. Head Office and eliminations. Group operating profit margin Operating profit represented as a percentage of net revenue. HEINEKEN Heineken Holding N.V., Heineken N.V., its subsidiaries and interests in joint ventures and associates. Net debt Non-current and current interest-bearing borrowings (incl. lease liabilities), bank overdrafts and market value of cross-currency interest rate swaps less cash, cash equivalents and other investments. Net interest expense Total interest expense incurred minus interest income earned. Net profit Profit after deduction of non-controlling interests (profit attributable to shareholders of Heineken Holding N.V.). Net revenue Revenue as defined in IFRS 15 (after discounts) minus the excise tax expense for those countries where the excise is borne by HEINEKEN. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 130 Net revenue per hectolitre Net revenue divided by total consolidated volume. Organic growth Growth excluding the effect of foreign currency translational effects and consolidation changes. Whenever used in this report, the term refers to the organic growth of the related performance measures (revenue, operating profit, net profit etc.). Management evaluates the organic performance of operating companies as it reflects their performance in local currency. External stakeholders can separately assess the performance in local currency, the translational effects into euros and the consolidation changes. Organic Growth % Organic growth divided by the related prior year beia amount. Whenever used in this report, the term “organically” refers to the organic growth % of the related performance measures (revenue, operating profit, net profit etc.). Organic volume growth Growth in volume, excluding the effect of consolidation changes. Other net expenses Includes other income, goods for resale, inventory movements (fixed), repair and maintenance and other expenses. Price mix on a constant geographic basis Refers to the different components that influence net revenue per hectolitre, namely the changes in the absolute price of each individual SKU and their weight in the portfolio. The weight of the countries in the total revenue in the base year is kept constant. The metric allows management and external stakeholders a clearer understanding of the underlying development of price-mix, a lever of value creation, which can be affected at a segment- level when combining operations that have structurally different net revenue per hectolitre, due to differences in value chains, business models and economic conditions. Profit Total profit of HEINEKEN before deduction of non-controlling interests. Pro-forma 12-month rolling net debt/ EBITDA (beia) ratio Net debt divided by the 12-month rolling pro- forma EBITDA (beia), which includes acquisitions and excludes disposals on a 12- month pro-forma basis. Reconciliations of net debt and EBITDA (beia) are provided separately in the release, but it's impracticable to reconcile the ratio since it's calculated on a 12 month pro-forma basis. Management uses this ratio to assess the overall levels of net debt in respect to the cash generation potential from the business, with the objective to be below 2.5x. The ratio is useful to external stakeholders to assess the financial profile of the business. ® All brand names mentioned in this report, including those brand names not marked by an ®, represent registered trademarks and are legally protected. Region A region is defined as HEINEKEN’s managerial classification of countries into geographical units. Total borrowings Sum of ‘non-current borrowings’ and ‘current borrowings’ as included in the consolidated statement of financial position. Total net other expenses The sum of variable cost, marketing and selling expenses, personnel expenses, amortisation, depreciation and impairments and other net expenses. Variable cost Includes input costs (raw material, packaging material and inventory movements (variable)), transport and energy & water. Volume Beer volume Beer volume produced and sold by consolidated companies. Brand specific volume (Heineken® volume, Amstel® volume etc.) Brand volume produced and sold by consolidated companies plus 100% of brand volume sold under licence agreements by joint ventures, associates and third parties. Group beer volume The sum of beer volume, licensed beer volume and attributable share of beer volume from joint ventures and associates. Licensed volume 100% of volume from HEINEKEN’s beer brands sold under licence agreements by joint ventures, associates and third parties. LONO Low- and non-alcoholic beer, cider & brewed soft drinks with an ABV <=3.5%. Mainstream beer Beer sold at a price index between 85 and 114 relative to the average market price of beer. Non-beer volume Cider, soft drinks and other non-beer volume produced and sold by consolidated companies. Premium beer Beer sold at a price index equal or greater than 115 relative to the average market price of beer. Third-party products volume Volume of third-party products (beer and non- beer) resold by consolidated companies. Total consolidated volume The sum of beer volume, non-beer volume and third-party products volume. Weighted average number of shares Basic Weighted average number of outstanding shares. Diluted Weighted average number of shares outstanding, adjusted for the weighted average number of own shares purchased or held. Working capital The sum of inventories and trade and other receivables less trade and other payables and returnable packaging deposits. Heineken Holding N.V. Annual Report 2024 Report of the Board of Directors Financial Statements 2024 Other Information 131 Information Disclaimer This report contains forward-looking statements based on current expectations and assumptions regarding the financial and non-financial position of HEINEKEN’s activities, anticipated developments, and other factors, including HEINEKEN’s Brew a Better World ambitions and goals. All statements other than statements of historical facts are or may be deemed to be, forward-looking statements. These forward-looking statements are identified by their use of interchangeable terms and phrases such as “aim”, “aims to”, “ambition”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “goals”, “intend”, “is anticipated”, “is predicted”, “it is estimated”, “commit”, “committed to”, “may”, “might”, “milestones”, “objectives”, “outlook”, “plan”, “potential”, “probably”, “project”, “result”, “risks”, “schedule”, “seek”, “should”, “target”, “will”, “will continue”, “will likely result”, or other similar expressions. All forward-looking statements are subject to numerous assumptions, known and unknown risks and inherent uncertainties, and limits in data quality and integrity which may change over time, that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. These statements are not guarantees of future performance and one should not place undue reliance on these forward-looking statements. This report contains descriptions of assumptions and estimates where uncertainties and limits in data or data quality are expressed. Many of these risks and uncertainties relate to factors that are beyond HEINEKEN’s ability to control or estimate precisely, such as but not limited to future market and economic conditions, the behaviour of other market participants, climate change, other sustainability related factors, and legal, regulatory or market measures in response to developments regarding such factors, including climate change mitigation and adaptation; water stress; financial distress; negative publicity; our ability to hire and/or retain the best talent; our ability to find sustainable solutions for our input and output materials and packaging; legal and regulatory developments, including changes in sustainability reporting requirements and environmental and human rights due diligence requirements as well as changes in regulations relating to production, distribution, importation, marketing, advertising, sales, pricing, labelling, packaging, product liability, antitrust, labour, compliance and control systems, environmental issues and/or data privacy; changes or evolution in measurement standards, modelling methodology and the level of data granularity, quality and integrity; reputation of our brands; changes in consumer preferences; the ability to make acquisitions and/or divest businesses; execution and effectiveness of business transformation projects; consequences of integrating acquired businesses and/or divestment of divisions; economic, social and political risks and natural disasters; costs of raw materials and other goods and services; access to capital and the actions of government regulators. Although we endeavour to provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future, as this is subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward- looking statements and scenario analyses. Any forward-looking statements made in this communication are qualified in their entirety by these cautionary statements, and it cannot be guaranteed that the actual results, targets, ambitions, goals, commitments, or developments anticipated by HEINEKEN will be realised or, even if substantially realised, that they will have the expected consequences to, or effects on, HEINEKEN or its business or operations. While the forward-looking statements in this report are subject to numerous assumptions, risks, and uncertainties, HEINEKEN remains committed to its anticipated developments including its sustainability ambitions and goals, outlined in the Brew a Better World strategy and sustainability statements. HEINEKEN continues to embed sustainability in its business and aims to achieve its stated sustainability ambitions and goals. Except as required by law, HEINEKEN undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Published by Heineken Holding N.V. Tweede Weteringplantsoen 5 1017 ZD Amsterdam The Netherlands Telephone +31 20 622 11 52 Graphic Design and Electronic Publishing KentieDesign Reporting B.V. PDF/iXBRL The PDF, iXBRL viewer copy and official ESEF reporting package of this Annual Report are available at: www.heinekenholding.com. The PDF and iXBRL viewer copy of the Annual Report of Heineken Holding N.V. for the year 2024 is not in the ESEF-format as specified by the European Commission in Regulatory Technical Standard on ESEF (Regulation (EU) 2019/815). The ESEF reporting package is available at www.heinekenholding.com. ANNUAL REPORT 2024 Established in Amsterdam