Future PLC - Annual Report 2025 | FinancialReports.eu

Future PLC

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Future plc

Annual Report

FY 2025

Future plc Annual Report

FY 2025

Section Name

Annual Report and Accounts 2025

Contents

Corporate Governance

Chair’s introduction

Governance framework

Board of directors

85 Nomination committee

Audit and risk committee

93 Directors’ report

Statement of Directors’ responsibilities

Directors’ remuneration report

103 Annual report on remuneration

112 Directors’ remuneration policy

Financial Statements

119 Independent auditor’s report

130 Consolidated income statement

130 Consolidated statement of

comprehensive income

131

Consolidated statement of changes in equity

132 Company statement of changes in equity

133 Consolidated balance sheet

134 Company balance sheet

135 Consolidated cash ﬂow statement

136 Notes to the consolidated cash ﬂow statement

137 Material accounting policy information

142

Notes to the ﬁnancial statements

Shareholder information

179 Shareholder information

Strategic Report

Group overview

Chair’s statement

Our strategy

Our business model

Chief Executive’s Q&A

Key Performance Indicators

Operational review

Corporate responsibility

Our Future, Our Responsibility

Non-ﬁnancial and sustainability information

statement

How we engage with our stakeholders

Section 172(1) statement

Financial Review

Financial summary

Risks and uncertainties

FY 2025 principal risks

Longer term viability statement

Taskforce on Climate-Related

Financial Disclosures

Group

overview

Future plc

Strategic Report

Annual Report and Accounts 2025

Who we are and our purpose

We connect

people’s

purpose

through the power

of our

brands

data

and innovative

products

FUTURE

operates c.175 brands in diversiﬁed verticals, with market leading positions and three monetisation

frameworks: advertising, eCommerce aﬃliate (products and price comparison) and Magazines (subscriptions and

newstrade magazine sale). Our content is distributed through a range of formats including websites, email

newsletters, videos, magazines, podcasts and live events.

The successful execution of our strategy is based on a

value-led organisation with a clear purpose:

Our vision:

Future is a

data-ﬁrst platform

that monetises high audience

engagement powered by

technology

and enabled by trusted

specialist

brands

with authority.

TRENDING

iPhone17

iPhone 16 Pro

Apple event

Reviews: Phones

Apple iPhone 16 review:

elevating the base to new heights

New buttons, new colors, new platform... oh my

Reviews

TechRadar

last updated 8 September 2025

The line between standard iPhones and Pro models

is getting increasingly blurred, as the base iPhone

16 is now a powerful pick that mixes aﬀordability

with a lot of newness. The range of available colors,

including some strikingly

Group

overview

B2C

(67% of the Group)

B2C encompasses over 150 consumer brands in

content verticals from tech to gaming, sports, fashion

and beauty, homes, entertainment and knowledge.

Brands display their content in a platform-agnostic way

including websites, magazines, subscriptions, events.

B2C brands are monetised through advertising (digital

and print), eCommerce aﬃliates, events, newstrade and

subscriptions.

Go.Compare

(26% of the Group)

Go.Compare is a price comparison website in the UK and

an insurance wallet app.

61% of the revenue is generated from car insurance, the

remainder from home, travel, van, pet and other insurance

products.

Go.Compare is monetised through its website as people

switch or renew insurance providers and through RNWL,

an insurance wallet app, acquired in

March 2025.

B2B

(7% of the Group)

B2B monetises its hyper-segmented audience through

email newsletters, lead generation, events and webinars

for B2B audiences.

B2B audiences are in verticals ranging from enterprise

technology to education, ﬁnancial services, food and

beverage.

Future plc

B2C

Go.Compare

B2B

Key

Business highlights

Future is organised around 3

businesses and 2 main geographies:

Business

UK (including RoW)

Key

Geography

revenue

generated in

the US

100

revenue

generated in

the UK

revenue

generated in

the US

Strategic Report

Annual Report and Accounts 2025

570

Audience

3.0

Ofﬂine

users

1.4

Circulation

317

website

sessions

223

Soclal users

158

Event

attendees

1.6

Subscriptions

250m

Off-platform

users

567

Digital

online

sessions/

users

newsletters

Apple News

Our diversiﬁed audience

FY 2025

FY 2024

Var

Revenue (£m)

739.2

788.2

(6)%

Adjusted EBITDA

(£m)

223.4

239.1

(7)%

Adjusted operating proﬁt (£m)

205.4

222.2

(8)%

Adjusted operating proﬁt margin (%)

28%

ﬂat

Adjusted diluted EPS (p)

123.0

123.9

(1)%

Adjusted Free Cash Flow

(£m)

177.0

222.3

(20)%

Statutory results

FY 2025

FY 2024

Var

Revenue (£m)

739.2

788.2

(6)%

Operating proﬁt (£m)

121.9

133.7

(9)%

Operating proﬁt margin (%)

16%

17%

(1)ppt

Proﬁt before tax (£m)

91.9

103.2

(11)%

Diluted EPS (p)

62.1

66.8

(7)%

Cash generated from operations (£m)

188.3

230.0

(18)%

For all deﬁnitions, please refer to the APM glossary on page 173

Financial highlights FY 2025 adjusted results

Diversiﬁed source of

digital online users

Other

Social

Google Discover

Key

Direct

SEO

FY2025

Future plc

Dear shareholders,

FY 2025 has been a year of constant change,

across global economies as well as our

ecosystem. Future’s DNA of a growth mindset,

agility and track record of innovation positions

the Group well to withstand such change and

disruption.

Board change

Succession is

top of mind for our Nomination

Committee and the Board regularly reviews

our succession pipeline to ensure we nurture

internal talent. I was therefore delighted to

welcome Kevin Li Ying to the Board on 31

March 2025, following his appointment as

CEO of the Company. With his long track

record of visionary contributions to the

development of Future’s strategy over the

past twenty years and his deep knowledge of

the Group’s business models - from our tech

stack to our audience and revenue streams –

he is perfectly placed to lead the next phase of

Future’s growth.

FY 2025 in review

FY 2025 was a year of change and macro-

economic challenges. The Group delivered

(6)% reported revenue decline of which (3)%

was organic the remainder was attributed to

adverse foreign exchange and brand closures

in B2C and B2B. Notwithstanding the top line

performance, the Group continued to invest in

growth initiatives, whilst maintaining a tight

control over costs, and as a result delivered

ﬂat adjusted operating proﬁt margin

year-on-year despite top line decline: a

testimony of the ﬁnancial rigour of the Group.

Cash generation remained a strong feature of

the Group, with £188.3m of cash generated.

During the year, the Group returned £99.5m to

shareholders through the annual dividend and

share buyback programmes.

For more detail on the Financial Review, please

go to the section on page 42.

Strategic review

Given the signiﬁcant and constant technology-

led changes across the eco system in which

Future operates, we regularly review our

strategy to identify changes and pivots that

are needed to lean into areas of opportunity

and to mitigate risks to our business model.

However, our core strategy remains simple and

timeless, creating internal alignment to ensure

ﬂawless execution and agility.

Our audiences remain the lifeblood of our

business model, and central to our purpose.

Expert and trusted content is paramount to

reach audiences, especially with the rise of AI

through generic summarisation and fake news.

However, audiences are not static and how

they consume and engage with our expert

content evolves. Consequently, it is important

to remain platform-agnostic and to produce

content in whatever form users require.

In a disruptive industry, driving revenue from

our audiences requires diversiﬁcation which,

in turn, delivers sustainability and relevance:

the way we make money today is not the same

as ten years ago and won’t be the same in ten

years’ time. We must continue to create new

revenue streams from new audiences and new

revenue that does not require audience

through leveraging our innovative mindset,

creating new products, targeting growing

adjacencies and new market opportunities

(such as AI).

During the year, the Group has made strong

strategic progress and established a clear

product and initiatives roadmap to build

Future growth. This was showcased to

investors and analysts at an investor webinar

in September 2025. We will closely monitor

these inititaives to ensure that they are driving

value and fostering growth, and where

relevant are creating the platform

ampliﬁcation eﬀect through replication across

the Group.

In an ever-changing environment, we must

also ensure that the portfolio we operate is ﬁt

for purpose, poised for growth and/or cash

generative. We are unemotional about the

assets that we own and focused on creating

value for stakeholders. Our portfolio is

regularly reviewed against criteria including

growth proﬁle, proﬁtability, cash generation,

and strategic opportunities. Assets that are no

longer ﬁt for purpose are closed or disposed

of.

For more detail on the strategy, please go to

the section on page 11.

Capital allocation

Our capital allocation framework is focused on

ﬁve priorities (organic growth, bolt-ons,

strategic M&A, dividend and return to

shareholders), the order of which is

continuously reviewed by the Board in light of

market conditions to ensure we maximise

returns.

Given current conditions, strategic

acquisitions are challenging and therefore are

not an immediate priority. During the year, the

Group added skills and capabilities through

two bolt-ons, one for B2C and one for Go.

Compare. We believe these bolt-ons will fast

Delivering on

today, whilst

building for

tomorrow

Chair’s statement

Group

overview

Strategic Report

Annual Report and Accounts 2025

track our growth initiatives in audience

engagement. The Group is making good

progress on delivering value from these

acquisitions.

During the year, following careful

assessment, the Board concluded that

shareholder returns through dividend and

share buybacks continued to be the

optimal use of cash.

In addition, the Board reviewed our

dividend policy. In light of market

conditions and the Group’s strong cash

generation ability, the Board is proposing

to increase its dividend to 17p per share,

reﬂecting the Board’s conﬁdence in the

Group long-term trajectory and the

commitment to deliver returns to

shareholders in addition to the new share

buyback of £30m approved by the Board

on 3 December 2025.

For more detail on our capital allocation,

please go to the section on page 12.

A responsible business

Acting as a responsible business is at the

core of our values, and we seek to create a

culture which nurtures talent across the

whole organisation. During the year,

engagement with Future’s corporate

sustainability and ESG strategy jumped by

24 ppt, reﬂecting growing awareness and

support among employees. This is a result

of the ongoing work we are doing to

reduce our carbon emissions and the

carbon literacy training we have delivered,

and our commitment to inclusion through

the launch of our ﬁrst three employee

networks.

For more information, please go to our

Responsibility section on page 20.

Chair succession and diversity

Today, we have also announced that I will

be stepping down from my role as Chair

with eﬀect from the conclusion of the

Annual General Meeting in February 2026. I

joined the Board in December 2017, taking

up the role of Chair in February 2018.

I’m delighted that, following a thorough

process, the Board has selected Mark

Brooker, currently the Company’s Senior

Independent Director and Chair of the

Remuneration Committee, to take on the

role of Chair once I step down in February.

Mark has been on the Board since October

2020 and his knowledge of the business,

and data and platform businesses more

widely, will be of real value. At the same time,

Alan Newman will take on the role of Senior

Independent Director and Angela Seymour-

Jackson will become Chair of the

Remuneration Committee.

The Board D&I Policy, adopted in 2023 was

reviewed in September 2025. Whilst the

policy is still ﬁt for purpose, we had not

achieved all the objectives we set ourselves as

a Board by the dates we originally set and we

have therefore extended some of those dates.

The Board remains fully committed to

meeting its own diversity targets and has

asked Spencer Stuart to consider and advise

the Nomination Committee on priorities for

ongoing refreshment of the Board over the

next two to three years, in order to ensure that

it has the skills, expertise and capabilities it

needs to support Future’s strategic direction

and continued evolution. Diversity of the

Board will be a key consideration of this

activity. As a consequence, we have updated

our Board D&I Policy to reﬂect the fact that

we will aim to achieve the ﬁrst and second

objectives of the policy by the end of 2026.

For more information about our Board, please

go to the Governance section on page 74.

Looking forward

Whilst the current macroeconomic conditions

continue to be challenging for consumers and

businesses, I am conﬁdent that Future’s

resilient and agile business model, powered by

innovation, has the ability to come out of this

cycle stronger.

We are already building capabilities to

capitalise on future opportunities through the

strength of our brands, the quality of our

content, and the innovation and data that will

drive new products. This is all whilst

maintaining the Group’s strong ﬁnancial

characteristics of healthy margin and high

cash conversion and deploying our capital

The leadership

team has shaped

the Group to best

position it for the

next chapter of its

story

optimally to enhance value creation.

I have greatly enjoyed my time as Chair,

supporting the leadership team as they

have shaped the Group to best position it

for the next chapter of its story. Future is a

fantastic business, ﬁlled with talented

teams across the organization and, with

Mark bringing new expertise and

experience as Chair, I am conﬁdent the

Group will deliver long-term value for

stakeholders.

To conclude, I would like to thank all my

Future colleagues, past and present and in

every part of the business, for their hard

work, professionalism, commitment and

passion for the Future cause during my

time on the Board, as well as shareholders

for their continued and valuable support.

With best wishes

Richard

Richard Huntingford,

Chair

3 December 2025

Future plc

Strategic Report

Annual Report and Accounts 2025

Our strategy

Our strategy is simple, creating internal

alignment

to ensure ﬂawless

execution

and

agility,

allowing us to pivot and lean into areas of opportunity in an ever changing ecosystem:

it is

timeless.

Our strategy is broken down into three objectives:

WHY

In an ever-changing environment, we

ensure that the portfolio we operate is ﬁt

for purpose, poised for growth and/or cash

generative. We are unemotional about the

assets that we own and therefore focused

on creating value for stakeholders.

HOW

Our portfolio is regularly reviewed against

criteria including growth proﬁle, proﬁtability,

cash generation, and strategic opportunities.

Assets that are no longer ﬁt for purpose are

closed.

Additionally, and in line with our capital

allocation (see more on this on page 12), we

aim to accelerate our strategic initiatives

through acquisitions. We assess these

against strict ﬁnancial hurdles to ensure

the strategic ﬁt is matched with ﬁnancial

metrics.

HOW WE MEASURE SUCCESS

Revenue growth

Number of acquisitions completed

WHY

In a disruptive industry, diversiﬁcation is a

synonym for sustainability and relevance:

the way we make money today is not the

same as ten years ago and won’t be the

same in ten years time. We must continue

to create new revenue streams from new

audiences and new revenue that does not

require audience.

HOW

By leveraging our innovative mindset,

creating new products, targeting growing

adjacencies and market opportunities

such as artiﬁcial intelligence (AI).

HOW WE MEASURE SUCCESS

This section is likely to evolve as new

products and or revenue streams emerge.

% direct advertising out of total

advertising

Subscriptions revenue performance

Non-car insurance revenue

Net new B2B clients

AUDIENCE

(Reach & attract)

MONETISATION

(Diversify & grow)

PORTFOLIO

(Optimise)

WHY

Our audiences are the lifeblood of our

business model, central to our purpose.

Our business is a function of audience and

monetisation, so attracting audiences is

essential to drive sustainable growth.

HOW

Expert and trusted content

is paramount

to reach audiences. Especially with the

rise of AI through generic summarisation

and fake news, producing quality, expert

and trustworthy content is of the utmost

importance. This is also how we reinforce

the quality of our brands, making them go-to

for their area of expertise, making them

inﬂuential across platforms including on

large language models (LLMs).

Audience diversiﬁcation

: audiences are

not static. How they consume and engage

with our expert content evolves. As a result

it is paramount to remain platform-agnostic

and produce content in whichever form

users would like to consume. This is about

understanding the users, and providing them

with a valuable

proposition, which is why

we continually look at ways to diversify our

audience sources to ensure sustainability.

HOW WE MEASURE SUCCESS

Audience reach is measured by adding all

our sources of audience: Online sessions +

average subscriptions (weekly and monthly)

in the month + monthly average newstrade

circulation + monthly average Apple News

users + social followers + event attendees for

the year + monthly newsletter subscribers

end of year. See page 16 for the track record.

Audience engagement is measured through

page views per sessions.

Audience diversiﬁcation is measured by

online sessions as a % of total audience and

SEO % of source of online sessions.

Future plc

SmartBrief, part of Future B2B,

launched Ad Genie, a proprietary

AI-powered creative generation tool designed to help advertisers

and agencies signiﬁcantly boost the performance of their B2B

campaigns. Leveraging insights from millions of B2B email

advertisements delivered annually, Ad Genie is purpose-built for

B2B marketing performance and enables the rapid creation of

alternate versions of existing native creatives. Each iteration of the

language model incorporates the latest trends, ensuring

advertisers beneﬁt from continuous improvements. This allows

marketers to test, optimize, and scale campaigns with

unprecedented eﬃciency.

The key beneﬁts of Ad Genie include:

• Ad Genie creatives have outperformed original creatives by an

average of 42%

• Campaigns running multiple creative versions outperform

single-version campaigns by 54%

• All AI-generated outputs are reviewed and approved by

SmartBrief’s expert Ad Operations team before delivery

• Advertisers and agencies can edit and approve alternate creatives

prior to deployment

• No additional costs for using Ad Genie - completely optional for

partners

The global creator economy is estimated to be worth approximately

$250bn today, and is predicted it could be nearly double that by

2027. We are moving to capture that value instead of competing

with it through the launch of Collab.

We have something that all the creators want: trusted brands, with

reach, that are valued by creators as a tool to raise their proﬁle,

credibility and reach and a strong tech stack with diverse

monetisation routes (ad stack, our eCommerce engine and our

digital subscription capabilities). Collab provides vetted content

creators with the tools to publish multi-media content through our

CMS, supported by our full monetisation capabilities .

This delivers against a number of our outcomes:

• Trusted, vetted creators will allow us to reach new audiences &

new demographics, without Google.

• We’ll deepen engagement, growing the breadth and depth of

our content

• And doing this through revenue share allows us to make content

scalable, in a cost eﬀective way

• We also then have an always-on pipeline of content, newness, and

talent that allows our brands to test, learn, and evolve more

eﬀectively and eﬃciently than ever.

Collab is currently live on a number of brands such as Marie Claire,

WhoWhatWear, Kiplinger, Ideal Homes, PC Gamer, etc.

CASE

STUDY 1

CASE

STUDY 2

Our capital allocation

Rigorous assessment to maximise value creation between

Strong cash generation gives optionality to accelerate the strategy

Maintain strong balance sheet with ﬂoor leverage of 1x

Organic

Investment

(capex ~3%

of revenue)

Bolt-ons

Vertical Leadership

Technology & Product

Skill & Capability

Strategic

M&A

Continuous review

and will remain opportunistic

Dividends

Annual progressive

dividend

buybacks

The Group will return excess

free cash to shareholders

Case studies

Ad Genie

The diagram above depicts our capital

allocation framework, showing the hierarchy

of priorities we consider to deploy our capital.

We review this regularly to ensure it remains

appropriate in current market conditions.

First, the Group is

highly cash generative

with

~95% of adjusted free cash ﬂow conversion

to adjusted operating proﬁt.

• Our primary focus is on

organic growth

as a

priority, re-investing into the business with

capex planned at ~3% of revenue. Where

appropriate, we then leverage our strong

cash ﬂows to create value through M&A.

• Future adopts a disciplined and rigorous

approach to

bolt-on acquisitions

and will

only pursue an acquisition where there is

a compelling rationale, i.e. the acquisition

has to oﬀer either (1) diversiﬁcation across

new verticals, (2) new products, or (3) new

technology, skills or capabilities.

• We believe that

strategic M&A

can be a

great long-term value creation opportunity

for shareholders. It remains a core

strategic lever going forward. However, in

current market conditions, strategic M&A

box is not an immediate focus.

• Our next priority is returning cash to

shareholders. We have announced our

proposal to increase the current

dividend

to 17.0p, a 5x increase, reﬂecting a dividend

yield in line with market average and a

testament to the Group’s conﬁdence in the

long-term.

• Finally, in order to maintain a minimum

leverage of one time, any excess cash

will be returned to shareholders through

share buybacks

. At the beginning of

2025, we completed our second share

buyback programme, followed by a third

programme which completed in July and

a fourth programme of up to £55m which

is currently underway, totalling £99.5m

returned to shareholders during the year

(buybacks and dividend). The Board keeps

the programme under review against our

capital allocation priorities.

• Going forward, we will continue to follow

this framework, reviewing priorities in

light of market conditions to maximise our

opportunities.

Strategic Report

Annual Report and Accounts 2025

Our business model:

Creating value for all stakeholders

A data platform business

A dynamic business model that accelerates the platform effect

All great platforms have four

characteristics in common:

Connector: we connect our audience or

clients through our ~175 authoritative and

trusted brands;

Data-ﬁrst: each month we collect over 1 trillion

of data points. Whilst we currently use our data

to make informed decision on content or ads

campaigns, there is much more to go for;

Scalable: our tech and back oﬃce functions are

don’t need to grow in line with revenue;

The platform eﬀect: we apply everything

we do to our entire portfolio of ~175 brands,

driving cross-pollination between products

and/or brands.

Content

Products

Growth

Mindset

Innovation

Agility &

Execution

Talented

People

Brands

Data &

Tech stack

Revenue

Growth

Engaged

People

Free Cash

Flow

OUTPUTS

THE

PLATFORM

EFFECT

DNA

ASSETS

OUTCOME

Our business model

Connecting through brands

Data-ﬁrst

Scalable

The platform effect

Revenues

Brands

Audiences

Engagement

Data &

Insights

It all starts with our

DNA

: this is how we do

things, it’s at the core of how we operate.

• Growth mindset: we believe that we can

grow, not necessarily in the same way that

we have grown in the past. We re-imagine

our ways of working and our customer

value propositions

• Innovation: we must think diﬀerently and

perfect products through iterations

• Agility & execution: without agility, a

growth mindset and innovation are

pointless: we need to pivot quickly in areas

of opportunity and maintain a rigorous

focus on execution and delivery at pace

The Group has been built over the years by

leveraging and perfecting its

assets

• We have talented, innovative people

that live and breathe our DNA ensuring

alignment

• We have fantastic brands that our

audience go to for their expertise and

trust: from Go.Compare to WhoWhatWear

to TechRadar to GamesRadar to

LiveScience

• Our tech stack is unique, proprietary,

uniﬁed across our ecosystem and

continuously enhanced

The combination of our DNA and our assets

creates products and content

that support

the delivery of our

strategic pillars.

By executing on our strategy we drive the

platform eﬀect.

The Platform Eﬀect is

about value creation where 1+1= 3 or 4.

The Platform Eﬀect (in the diagram below)

is all about driving audiences and using

our tech stack to monetise it eﬀectively,

through new products, creating scale and

operating leverage, capturing data along the

way, reinforcing the value of our audience

and products, creating a ﬂywheel.

Kevin, this is your ﬁrst few months as CEO,

after 20 years in the Group: ﬁrst

impressions?

Before answering the question and on behalf

of the Board, I would like to extend our thanks

to Richard for his leadership over the past

eight years. Richard has brought a wealth of

knowledge, oversight and dedication to the

Group. I’m delighted that Mark will take on the

role of Chair. His knowledge of the business,

and data and platform businesses more

widely, will be of real value.

Back to your question, I want to start by saying

how honoured I am to be CEO for Future - a

Group I have worked for 20 years.

I continue to be impressed by the talent we

have, the quality of our brands, the scalability

of our tech and the opportunities we can

capitalise on.

What changes have you made since you’ve

been in the CEO seat?

I think it is more about bringing in my way of

working rather than wholesale changes. What

was imperative for me when I took on the role,

was to roll out my governance framework: this

is key for accountability, pace, cadence of

meetings and deliverables. In other words this

is my way of running the Group and ensuring

we are laser-focused on execution.

After 20 years at Future, I am leveraging my

knowledge of the Group to drive strategic

initiatives. It is all about innovation through

data and products and achieving that

innovation at pace - speed matters in an

ever-changing environment.

Could you summarise the performance for

FY 2025 for you?

I have been CEO for the last six months of the

ﬁnancial year. The macroeconomic backdrop

has not been easy, but this is the same for all.

So I have leaned into my strengths of being a

strong operator with tech expertise: it is

about delivering on today whilst building

for tomorrow.

Being in organic decline is disappointing, but

we have made diﬃcult decisions during the

year to better position the portfolio and I am

very pleased with the strategic roadmap we

have: it is starting to show greenshoots. We

have been rigorous on costs

whilst investing

for growth and it is pleasing to see margin

being ﬂat year-on-year despite top line

decline. We continue to generate good cash as

well which has been spent wisely by

completing two bolt-on acquisitions - which

have been very additive to the Group - and

returning £99.5m to shareholders.

What has been the biggest challenge and

opportunity in your ﬁrst few months?

Some might think that the biggest challenge is

macro - the macro environment can be a

tailwind or a headwind, but it’s outside our

control. My philosophy is to focus on what we

can control instead.

The biggest challenge for me is pace, it always

has been. Our ecosystem is moving faster

than ever and remaining relevant requires

pace and agility.

It’s hard to say what the biggest opportunity

is, there are so many from leveraging our

brands, to creating new routes of

monetisation. Where I stand today, leveraging

our rich ﬁrst-party data is the biggest

opportunity: we have an extensive amount of

data from Go.Compare and from customer

behaviours on our sites.

You refer to Future as a platform business:

what does this mean and why is it valuable?

Platforms display four characteristics: 1. they

are connectors: we use our brands and

content to connect with our audience or

customers. 2. they are scalable: at Future we

have a unique and proprietary tech stack,

centers of excellence that are leveraged

across brands and revenue streams, eﬀective

back oﬃce functions. 3. They are data-driven:

we have billions of rich, valuable, ﬁrst-party

data points that we are not leveraging as much

as we should but we are on it. 4. the platform

eﬀect: this is about value creation, making 1

I continue to be

impressed by the

talent we have, the

quality of our

brands, the

scalability of our

tech and the

opportunities we

can capitalise on

Future plc

Chief Executive’s Q&A

and 1 adding to 3, doing things once and

applying it across the Group. I strongly believe

platforms are valuable because of the last

point and how they create sustainable value.

At the HY results, you talked about the Future

DNA: why is this important for you? You are

the former CTO of the Group: how important

is innovation for you in your new role?

It’s the genesis of the Group, its raison d’être.

This is also the reason why we have a 40-year

history, why the Group has reinvented itself

over time. Importantly, our past combined with

our DNA is the reason to believe that the Group

will remain relevant in the years to come.

Additionally, this is how as a Group we all

behave, innovation drives us, it creates the

glue between our people.

Of course, as the former CTO, I do have a bias

towards tech and innovation - which is a good

thing! I like products and innovation for two

reasons. First, it creates new revenue streams

or improves the eﬀectiveness of existing

revenue streams, aligned to our strategic pillar

of monetisation. Second, our tech and

products are scalable: we create something

once and apply it across our portfolio, creating

operating leverage. These factors are how we

create our future.

What does success look like?

In terms of output, very simply put: revenue

growth. However, not any revenue growth,

sustainable and proﬁtable growth,

accompanied by engaged, talented people

that deliver on today whilst building for

tomorrow. And all the while maintaining our

ﬁnancial characteristics of high margin and

cash conversion.

What will be your key focus for FY 2026?

Three things: 1. Do the basics well, to drive

eﬃciency; 2. Build our future through

leveraging data, new products and innovation

to deliver current and future growth and 3.

Execute ﬂawlessly.

Kevin Li Ying

Chiel Executive Oﬃcer

3 December 2025

Sustainable and

proﬁtable growth,

accompanied by

engaged, talented

people that deliver

on today whilst

building for

tomorrow

Strategic Report

Annual Report and Accounts 2025

Future plc

Key performance indicators (KPIs)

Audience (m)

Revenue (£m)

Organic Revenue Growth (%)

FY2025

FY2024

FY2023

FY2022

FY2021

FY2025

FY2024

FY2023

FY2022

FY2021

FY2025

FY2024

FY2023

FY2022

FY2021

200

400

600

800

300

600

900

+0%

+5%

+10%

+15%

+20%

+25%

606

570

788.9

788.2

739.2

(10)%

(3)%

+1%

825.4

+2%

606.8

+23%

Overall audience declined by (6)% in the year driven by a decline in on-platform sessions.

We changed our on-platform measure from online users to online sessions in FY 2024.

Online sessions+ average subscriptions (weekly and monthly) in the month + monthly

average newstrade circulation + average monthly Apple News users + social followers + event

attendees for the year + monthly newsletter subscribers end of year.

Revenue was down (6)% in FY 2025, with (3)% organic decline combined with unfavourable

foreign exchange translation and portfolio change. On a CAGR basis, revenue has grown by

+5% since FY 2021.

Organic revenue decreased by (3)% in FY 2025 mainly driven by decline in B2C Media

combined with Go.Compare and B2B. Average organic growth between FY 2021 and FY 2025

was +3%

Our strategy is measured by a set of ﬁnancial and non-financial KPIs.

For all deﬁnitions, please refer to the APM glossary on page 173.

Adjusted EBITDA (£m)

FY2025

FY2024

FY2023

FY2022

FY2021

100

200

300

276.8

239.1

223.4

293.8

214.9

Adjusted EBITDA decline of (7)% due to investment to support future growth combined with

inﬂation on our cost base and adverse foreign exchange translation. On a CAGR basis, adjusted

EBITDA has increased by +1% since FY 2021.

Operating proﬁt (£m)

FY2025

FY2024

FY2023

FY2022

FY2021

150

200

174.5

133.7

121.9

188.6

115.3

Operating proﬁt of £121.9m declined by (9)% due to the impact of the revenue decline

combined with inﬂation on our cost base and adverse foreign exchange translation. On a CAGR

basis, operating proﬁt has grown by +1%, since FY 2021.

Strategic Report

Annual Report and Accounts 2025

Adjusted free cash ﬂow (£m)

Leverage (x)

Employee Engagement (%)

Adjusted EBITDA margin (%)

Adjusted diluted earnings per share (p)

FY2025

FY2024

FY2023

FY2022

FY2021

FY2025

FY2024

FY2023

FY2022

FY2021

FY2025

FY2024

FY2023

FY2022

FY2021

FY2025

FY2024

FY2023

FY2022

FY2021

FY2025

FY2024

FY2023

FY2022

FY2021

100

200

300

0.0

0.5

1.0

1.5

100

150

200

140.9

123.9

123.0

253.2

222.3

177.0

68.9

73.5

74.4

163.5

267.2

131.9

199.3

1.3

1.1

1.5

0.8

Strong cash generation is a feature of the Group, Adjusted FCF of £177.0m represents 86% of

adjusted operating proﬁt (FY 2024: 100%). FY 2025 performance has been impacted by one-off

tax payment combined with the payment of the prior year bonus. Excluding these, conversion

was 96%.

Our strong cash generation enables a strong balance sheet with high returns to shareholders,

having returned £99.5m to shareholders in FY 2025. Leverage at September 2025 was 1.3x (FY

2024: 1.1x) with net debt excluding lease liability of £276.4m (FY 2024: £256.5m)

Employee engagement is an important metric for the Group as our biggest assets are our

people and having an engaged workforce is paramount. In FY 2025, we have improved our

engagement score by +90bps to 74.4% (FY 2024: 73.5%).

Margin is stable year-on-year, demonstrating our ability to manage costs with declining

revenue.

Adjusted diluted EPS declined by (1)% in the year driven by operating proﬁt, partially offset by

the favourable impact of the execution of share buyback programmes.

On a CAGR basis, adjusted diluted EPS has declined by (2)% since FY 2020.

1.3

Future plc

Review of the performance

FY2025

FY2024

Organic

Change

(%)

Digital ads & other media (£m)

169.5

183.5

(3)%

eCommerce (£m)

76.7

83.9

(6)%

MEDIA (£m)

246.2

267.4

(4)%

Subscriptions (£m)

122.2

129.0

(2)%

Other magazines (£m)

125.0

126.7

+2%

MAGAZINES (£m)

247.2

255.7

ﬂat

REVENUE (£m)

493.4

523.1

(2)%

KPIs

FY2025

FY2024

Change

(%)

Online sessions (m)

317

353

(10)%

Social followers (m)

223

221

+1%

Subscribers (m)

1.6

1.7

(6)%

Digital revenue per session (£/’000)

690

676

+2%

% direct digital ads of total digital

ads

68%

65%

+3ppt

Subscription revenue performance

(£m)

122.2

129.0

(2)% organic

Revenue

FY2025

FY2024

Change

(%)

Revenue (£m)

493.4

523.1

(6)%

Gross contribution (£m)

365.6

383.0

(5)%

Gross contribution (%)

74%

73%

+1ppt

SME & overheads (£m)

237.1

244.6

+3%

EBITDA (£m)

128.5

138.4

(7)%

EBITDA (%)

26%

ﬂat

Revenue proﬁle (FY 2025)

Digital ads

Other media

Afﬁliates eCommerce

Subscriptions

Other

magazines

Key

B2C

A leading publisher of over 150 brands

• monetising audience through advertising, aﬃliate

commissions and magazines

• operating in growing markets

• with opportunity to accelerate through the execution

of the US strategy

Media

29%

25%

16%

25%

Operational review

Strategic Report

Annual Report and Accounts 2025

Review of the performance

FY2025

FY2024

Change

(%)

Car insurance revenue (£m)

117.6

130.1

(10)%

Non-car insurance revenue (£m)

74.2

72.6

+3%

Revenue (£m)

191.8

202.7

(5)%

Gross contribution (£m)

129.8

130.6

(1)%

Gross contribution (%)

68%

64%

+4ppt

SME & overheads (£m)

49.4

46.6

(6)%

EBITDA (£m)

80.4

84.0

(4)%

EBITDA (%)

42%

41%

+1ppt

Review of the performance

FY2025

FY2024

Change

(%)

Digital advertising (£m)

32.0

36.2

(9)% organic

Other revenue (£m)

22.0

26.1

(10)% organic

Revenue (£m)

54.0

62.4

(9)% organic

Gross contribution (£m)

43.3

49.1

(12)%

Gross contribution (%)

80%

79%

+1ppt

SME & overheads (£m)

28.8

32.4

+11%

EBITDA (£m)

14.5

16.7

(13)%

EBITDA (%)

27%

ﬂat

KPIs

FY2025

FY2024

Change

(%)

Car quotes (m)

16.3

19.8

(18)%

Non-car insurance revenue (£m)

74.2

72.6

+3%

KPIs

FY2025

FY2024

Change

(%)

Email newsletter subscribers (m)

6.0m

6.3m

(5)%

Number of webinars

528

512

+3%

Net new clients

(137)

(11)

n/a

Revenue proﬁle (FY 2025)

Car insurance

Other insurance

Key

Digital ads (newsletters)

Other revenue (Demand

gen, webinars, events,

magazines)

Key

Go.Compare

B2B

A leading UK price comparison website with very

strong brand recognition

• focusing on insurance (mainly car)

• operating in attractive underlying markets

• with further opportunities for growth through

diversiﬁcation and enhanced customer proposition

A B2B Business

• monetising audience through newsletters (ads),

webinars, lead generation, events and magazines

• operating in growing markets

• with opportunity to accelerate through selling a uniﬁed

product portfolio

100

Car

insurance

Media

61%

39%

59%

41%

Future plc

Our Future, Our Responsibility

Non-ﬁnancial and sustainability

information statement

How we engage

with our stakeholders

Section 172(1) Statement

Corporate

Responsibility

Corporate Responsibility

Annual Report and Accounts 2025

At Future, we operate as a responsible

business, driven by our clear purpose, values

and culture.

Our corporate strategy is formulated to drive

both returns and sustainability for the long

term; as a consequence, Environment, Social

and Governance (ESG) is always at the heart of

what we do.

We are committed to using our scale and

reach to make a positive societal impact and

inspire change, in line with our purpose. We

also aim to play our part in building a

sustainable future for all our communities and

our planet.

Our Responsibility Strategy, titled ‘Our Future,

Our Responsibility’, is centred around four

pillars that we know are important to our

employees and audiences: climate, culture,

community and content.

While we are driven by the desire for actions

that make a difference, we are mindful of the

importance of accountability and

transparency, as well as the beneﬁts a

framework can provide in this regard. We

adopted the UN’s Sustainable Development

Goals (SDGs) as a guide for our objectives, and

in FY 2024, we signed the UN’s SDG

Publishers Compact as part of our aspiration

to act as champions of the UN SDGs. As

signatories to the SDG Publishers Compact,

we are committed to publicly stating our

policies and targets regarding climate action

(SDG 13), as well as actively creating and

promoting content that advocates for themes

represented by the SDGs, such as equality and

sustainability.

We have also signed the Professional

Publishers Association (PPA) Action Net Zero

Pathway, which focuses on reducing

emissions from our own operations,

inﬂuencing our value chain through

quantifying supply chain emissions and the

creation of content that drives behavior

change, and promoting genuine and impactful

sustainable solutions with the intention of

beating the rise of greenwashing. Due to our

considerable presence in the Events Industry,

we are also signatories of the Net Zero Carbon

Pledge for the Events Industry, through which

we have committed to publishing our

organisation’s pathway to net zero, measuring

our Scope 1-3 emissions according to best

practice, collaborating with suppliers to drive

change across our value chain, and reporting

on our progress at least every other year.

This year, we signed the Responsible Media

Forum’s Media Climate Pact, commiting to

maintaining science-based targets aligned

with climate science, and to helping drive

behaviour change towards climate-friendly

lifestyles through our content.

In this section, you will ﬁnd a description of our

Responsibility Strategy and a deep dive on

each of the four pillars, to report on what we

have achieved in FY 2025 and our objectives

for FY 2026. You will also ﬁnd our update on

S172, our carbon efﬁciency reporting and our

non-ﬁnancial and sustainability information

statement.

Our focuses in FY 2025, by pillar, were:

Pillar 1: Climate

• Reducing our carbon emissions, particularly

from digital and print activities, in line with

our emission reduction targets.

• Working to embed sustainability within our

business culture through the rollout of

certiﬁed Carbon Literacy Training.

• Improving our data collection methodology

for Scope 3 emissions.

Pillar 2: Culture

• Launching our ﬁrst phase of Employee

Networks (Women of Future, LGBTQIA+

Space & The Cultural Collective).

• Increasing our face-to-face training offering

with new topics and launching our new online

learning platform, Dayforce Learning.

• Improving our engagement score, assessed

through our Annual Employee Engagement

Survey.

Pillar 3: Community

• Encouraging an increase in volunteering

within the business through our newly

updated Charity & Social Impact Policy.

• Supporting our Ofﬁce Community Teams in

their social impact and fundraising

endeavours.

Pillar 4: Content

• Continuing to be industry leaders in

sustainability content.

• Celebrating the positive impact made by our

content through our awards programme.

• Continuing to prioritise editorial standards,

setting boundaries for the use of AI within

our editorial workﬂow.

Corporate

Responsibility

Our Future, Our Responsibility

Climate

Culture

Community

Content

Responsibility Committee

Ensuring governance of our Responsibility

Strategy is critical. Consequently, we

created a new Board Committee in 2021,

with the mandate to ensure board-level

oversight of our Responsibility Strategy,

monitoring, and approving the output. The

Audit and Risk Committee has oversight of

all ESG ﬁnancial disclosures and works in

tandem with the Responsibility

Committee.

Members

Since

Ivana Kirkbride

2024

Meredith Amdur

2021

Angela Seymour-Jackson

2021

Sharjeel Suleman

2025

Kevin Li Ying

2025

Key Responsibilities

The Responsibility Committee supports

the Board in the oversight of our

Responsibility Strategy:

• Overseeing and assessing Future’s overall

contribution to, impact on and role in

society

• Overseeing Future’s plans to deliver

against the ‘Our Future, Our

Responsibility’ Strategy, including the

setting, disclosure and achievement of

targets

• Reviewing progress against priorities and

objectives, across Future’s Responsibility

Strategy

• Considering Future’s position on relevant

and emerging sustainability issues

Future plc

Pillar 1: Climate

We are committed to making

a positive impact and inspiring

change - playing our part in

building a sustainable future for

our planet.

Our priorities are to reduce

our carbon emissions across

the business, avoid the use of

single-use plastics, minimise

waste and inﬂuence partners

within our supply chain to

reduce their carbon emissions

where possible.

Pillar 2: Culture

We invest in our employee

experience, championing

Diversity, Equity & Inclusion

(DE&I) and creating

development opportunities

for all.

This pillar focuses on

implementing our DE&I

strategy, providing learning and

development opportunities,

employee well-being, and

acting on feedback from our

Annual Employee Engagement

Survey.

Pillar 3: Community

It’s important to us that the

effects we have on our local

communities are positive

and that we build meaningful

connections with local charities

and educational institutions.

This pillar is the home for our

Charity & Social Impact strategy,

and consequently any fundraising

initiatives spearheaded by the

brilliant community teams across

our organisation.

Pillar 4: Content

Leading with purpose, we

drive change for the better and

support our editorial teams to

produce responsible content for

their diverse audiences.

This pillar brings together

senior colleagues from across

our editorial function, who drive

forward sustainability initiatives

within our brands and champion

best practices.

Our values

We are passionate about our brands and serving our audiences, partners and communities.

We ﬁnd ways to ﬁgure things out and solve problems with skill and creativity.

We are one team and foster a supportive culture where open communication, debate and

teamwork are paramount.

We are focused on hitting our goals, delivering on promises, and are relentless in the pursuit of

success.

We aspire to be thought-leaders, constantly challenging the status quo of our industry, and

embracing experimentation to ﬁnd better ways of doing things.

Passionate

Resourceful

Collaborative

Results Driven

Innovative

Our core values are the principles that help shape our organisational culture, attract the right talent, guide decision-making, and foster long-term

success by creating a strong and positive identity for the Company.

Our four pillars

The ‘Our Future, Our Responsibility’ Strategy is organised into the

following pillars to enhance the efﬁciency of our working groups and

ensure our strategy is clear and precise.

Corporate Responsibility

Annual Report and Accounts 2025

Pillar 1: Climate

We are committed to making a positive impact and inspiring change

- playing our part in building a sustainable future for our planet.

Why is this important to Future?

At Future, we are committed to delivering a

sustainable, transparent and well-governed

business. We are principled and transparent in

reducing our own impacts and behaving

ethically.

There are many ways we ensure our business is

sustainable, from responsibly sourcing paper to

our responsible travel policies, and we also

have brands at the forefront of the

sustainability narrative. You can ﬁnd more

information on the importance of sustainability

within Future content on page 33.

Our Climate Action Goals

Future is committed to reducing our overall

greenhouse gas (GHG) emissions by 42% by FY

2030, and by 90% by 2050, across Scopes 1, 2

and 3.

Progress against these targets is

measured compared to our baseline emissions

data associated with FY 2022.

Our short and long term greenhouse gas (GHG)

emission reduction targets have been

developed with reference to the Science-based

Targets initiative (SBTi) Corporate Net-Zero

Standard. This standard deﬁnes corporate

net-zero as ‘reducing Scope 1, 2 and 3

emissions to zero or a residual level consistent

with reaching net zero emissions at the global

or sector level, in eligible 1.5°C-aligned

pathways’, and ‘permanently neutralising any

residual emissions at the net zero target year,

and any GHG emissions released into the

atmosphere thereafter’. In light of the draft

SBTi Corporate Net Zero Standard update

released in March 2025, Future has chosen to

delay submitting its current targets for

validation. While the core framework is

unchanged, requirements relating to when

targets must be refreshed following structural

changes and/or as part of an ongoing validation

cycle are still awaiting conﬁrmation. Our focus

remains on achieving real emission reductions

while the ﬁnal standard is completed.

Our Climate Pillar Working Group

Following the establishment of our Climate

Pillar Working Group and the development of a

foundational carbon reduction pathway in FY

2024, the working group has prioritised three

key areas of focus this year:

• Continuing to reduce our digital impact,

building on our partnership with Scope3

(see

below) and implementing reduction

strategies across our programmatic

advertising supply chain.

• Reducing waste from our physical supply

chain, utilising our proprietary forecasting

technologies to reduce the volume of unsold

magazines.

• Launching our supplier engagement

programme to build a responsible supply

network which aligns with our own

environmental standards.

Reducing our Digital Impact

In FY 2023, we began partnering with Scope3,

a specialist technology platform that enables

detailed and accurate analysis of greenhouse

gas (GHG) emissions across the lifecycle of

digital advertising. This collaboration provided

us with greater visibility into the emissions

generated by our digital media activity and

helped identify areas for targeted reduction.

Based on these insights, we implemented a

series of measures to reduce our digital

footprint:

• Streamlined the number of third-party

resellers used by our direct advertising

partners.

• Transitioned from an externally managed

service wrapper to our own pre-bid managed

solution.

• We are reducing low-performing partners

where the emissions impact outweighs

revenue contribution.

These changes led to a 36% year-on-year

reduction in emissions from our digital

operations between FY 2022 (58,578 tCO2e)

and FY 2023 (37,616 tCO2e). We are thrilled

to report a further reduction of 76%

year-on-year between FY 2023 and FY 2024

(9,074 tCO2e). Note that our value chain

emissions are reported one year in arrears.

This achievement underscores the

effectiveness of our continued optimisation

efforts between FY 2023 and FY 2024.

A signiﬁcant initiative in FY 2025 has been the

rollout of Advisor, our proprietary in-house

recommendations solution, which has replaced

a third-party solution. The introduction of

Advisor has eliminated the need for URL-level

crawling tools used to collect audience

engagement data, such as clicks and

impressions. This process previously required

high energy usage. The full emissions impact

will be reported with our FY 2025 Scope 3 data

in next year’s annual report.

Natural Resources: Sourcing Paper

Paper is the largest raw material we use as a

group: we’re committed to ensuring our

consumption remains ethically and

environmentally responsible. Our paper is

sourced and produced from sustainable,

managed forests, conforming to strict

environmental and socio-economic standards.

Our paper mills and paper merchants all hold

full FSC (Forest Stewardship Council)

certiﬁcation and accreditation, showing our

commitment to sourcing paper supplies from

sustainable sources.

Packaging

At Future, we always look to avoid the use of

single-use plastic in our packaging: our UK

subscription copies are all mailed in paper

wrap, along with the majority of promotional

packs, to the retail newstand. Future is

compliant with obligations set out under the

Producer Responsibility Obligations (Packaging

Waste) Regulations. We conduct an annual

packaging waste audit to declare our

packaging waste volumes and offset them by

purchasing Packaging Waste Recovery Notes.

Recycling logos are also included on the

Future plc

wrapping of our products, displaying the latest

information available on the recyclability of the

wrappers and directing customers to recycle

the bags at local supermarkets.

Recycling and waste management in

the ofﬁce

All of our ofﬁces have clearly deﬁned

communal waste and recycling areas. Our

in-ofﬁce signage for employees ensures we all

play an active part in recycling. We have

separate general waste, mixed recycling and

food waste bins in all of our ofﬁces. We work

with our waste provider to complete quarterly

reporting, which helps trace waste usage more

efﬁciently and monitor progress on reducing

waste that is sent to landﬁll. The data below

refers only to recycling and waste from our

ofﬁces. Any waste generated throughout our

value chain is included in the Category 5

(Waste) section of our Scope 3 report (page

26).

FY 2022

FY 2023

FY 2024

FY 2025

Total

waste

(tonnes per

year)

17.64

16.63

Total

recycled

(tonnes per

year)

(65.63%)

15.8

(65.83%)

10.99

(62.3%)

10.03

(60.32%)

Locations

3 PY

4 PY

3 PY

Reducing Waste

The Group is strongly incentivised to minimise

the number of unsold magazines, and we

employ sophisticated techniques to help

achieve this.

In FY 2024, we launched our proprietary

forecasting technology, APEX. This gives us

precise visibility of volumes sold by store, with

each store receiving a bespoke allocation by

brand based on the national sales forecast and

their sales history by issue. APEX has

facilitated an improvement in the quality of our

allocations and, consequently, allowed us to

reduce Future’s environmental impact from

waste in the following two ways:

• Removing copies going to stores that were

not selling sufﬁcient volumes.

• Improving the efﬁciency of medium-sized

stores that are selling copies, but with

excessive unsold products.

In FY 2024, we were able to save 9 million

copies (across Future’s own brands and

Marketforce’s external client brands) from

becoming unsold waste. We are pleased to

report that within FY 2025, there were

approximately 2.5 million less unsolds

compared to FY24 and the overall efﬁciency

levels were the highest achieved.

Furthermore, in the UK, we support the PPA’s

(Professional Publishers Association) voluntary

Recycling Deal with the British Government,

encouraging readers to recycle their magazines

after use. We are full members of the OPRL

(On-Pack-Recycling-Label) Scheme, which

provides complete access to and use of correct

recycling labelling, instructing consumers on

how to recycle or dispose of our magazines and

packaging responsibly.

Supplier Engagement on Climate Action

As Scope 3 emissions account for nearly 100%

of our total carbon footprint, engaging our

suppliers on environmental performance is a

critical part of Future’s path to Net Zero.

This year, we introduced a supplier maturity

matrix to assess and support supplier progress

across three key areas:

• Measurement –

the extent to which suppliers

measure and report their greenhouse gas

emissions.

• Targets –

the presence and ambition of

suppliers’ emissions reduction goals.

• Strategy –

the implementation of initiatives

aimed at reducing environmental impact.

We distributed a tailored assessment form to a

targeted group of suppliers, prioritised based

on total spend and their relevance to high-

impact business areas, such as print production

and distribution.

Using the responses, we mapped suppliers

onto our maturity matrix to gain a clearer

understanding of their current position. This

process allowed us to identify those requiring

additional support and engagement to

accelerate their climate journey.

Looking ahead to FY 2026, our key priorities

include:

•

Enhancing our data collection processes.

•

Broadening our engagement with a broader

network of suppliers.

•

Collaborating with members of the Climate

Pillar Working Group, many of whom have

established relationships with key suppliers,

to develop an action plan aimed at

encouraging improved environmental

reporting and more substantial sustainability

commitments among our supplier base.

A Sustainable Culture: Carbon Literacy

Training

This year, a key focus has been on embedding

sustainability into Future’s organisational

culture - an essential step toward achieving our

emissions reduction targets. Our Talent

Development and ESG teams collaborated and

developed a bespoke Carbon Literacy Training

programme, accredited by the Carbon Literacy

Project and explicitly tailored to our industry

and operations. We are proud to report that, as

of September 2025, all members of our Board,

Executive Leadership Team, along with over

80% of our Senior Leadership Team, have

completed their Carbon Literacy training and

been personally certiﬁed as carbon literate.

The training provides employees with a

foundational understanding of climate

science, relevant international and local

climate policy, and a comprehensive overview

of Future’s own environmental commitments.

To gain their own personal certiﬁcation,

participants are required to commit to two

climate-related actions: one individual action

and one group-based action to be

implemented collaboratively within their

teams.

The impact of this programme has been more

than encouraging. We are already seeing

sustainability become more deeply embedded

in day-to-day decision-making across the

business. Within our IT & Technology team, we

have now committed to transitioning all new

laptop shipments from air freight to sea freight

- an initiative expected to reduce emissions by

an estimated 39 tonnes of CO2e annually.

Additionally, as a result of the training,

employees from Marketforce and Production

have established a quarterly sustainability

forum to facilitate idea-sharing, monitor

emissions data, and map key suppliers against

our environmental targets - further embedding

climate consciousness into operational

processes.

Communicating our Progress

Enhancing communication around our ESG

strategy has been a key focus this year. This

has included the rollout of our Carbon Literacy

Training, the distribution of quarterly

newsletters highlighting our sustainability

initiatives, and company-wide Town Hall

presentations led by our Director of ESG. We

are pleased to report that in the FY 2025

Annual Engagement Survey, the score with the

most signiﬁcant year-on-year improvement

was employees’ perception of Future’s

commitment to reducing its environmental

impact, rising by 24 ppt.

Streamlined Energy & Carbon Report (SECR)

This report is produced in accordance with the

Companies Act 2006 (Strategic Report and

Directors’ Report), the 2013 Regulations, and

Corporate Responsibility

Annual Report and Accounts 2025

the Companies (Directors’ Report) and Limited

Liability Partnerships (Energy and Carbon

Report) Regulations 2018.

Scopes 1 & 2: Methodology

Our reporting for FY 2025 covers our UK, US

and Australian entities: Future Publishing

Limited, Future US, and Mozo Pty Limited.

This year, we have switched business energy

consultants and consequently enhanced our

methodology for reporting Scope 1 and 2

emissions. In previous reporting years, our

disclosures were developed with reference to

the Environmental Reporting Guidelines, with

GHG emission factors sourced and applied

from BEIS conversion factors. The equivalent

reports on US properties used regional factors

provided by the United States Environmental

Protection Agency. For Australia, we used the

CO2e factors provided by the Government of

Australia, and sourced from carbonfootprint.

com for different regions.

For the current reporting period, Government

Emissions Factor Database 2025 version 1.0

has been used, utilising the published kWh

gross Caloriﬁc Value (CV) and kgCO2e emission

factors relevant for the reporting period.

Our Scope 1 and 2 report also covers our

market-based electricity emissions across the

UK, USA and Australia. Emissions have been

calculated using supplier-speciﬁc factors, with

the emission factors being sourced from

suppliers’ fuel mix disclosures or ofﬁcial

national greenhouse gas reporting publications.

As a group with only ofﬁce-based activities and

no manufacturing activities, our emissions fall

under the GHG Protocol Corporate Standard as

Scope 1 (combustion of fuel) and Scope 2

(purchase of electricity).

Estimated Data

A total of 0.37% of consumption data used for

our Streamlined Energy and Carbon Reporting

(SECR) report, has been estimated to achieve

100% data coverage. Estimations were

undertaken to cover missing billing periods for

properties directly invoiced to Future

Publishing Limited. These were calculated on a

KWh/day pro-rata basis at the metre level for 1

gas supply, using the median consumption for

properties with similar operations.

Intensity Ratio

We are using Revenue in £m as our chosen

metric to calculate our Intensity Ratio. Our GHG

emissions for Scope 1 and 2 (location-based)

CO2e intensity for FY 2025 is 0.61 tCO2e per

£1m revenue, which is a 5.17% increase

compared to FY 2024.

Energy Efﬁciency Action Taken

In FY 2025, we implemented a series of

initiatives aimed at lowering our operational

energy consumption and supporting our

broader carbon reduction initiatives.

• Completing a full conversion of our London

ofﬁce to LED lighting, improving energy

efﬁciency for this location.

• Completing the rollout of smart metering

across all direct-supply sites, providing

real-time visibility into energy usage.

• Maintaining our commitment to responsible

energy sourcing, with 100% of the energy we

procure in the UK now being green-certiﬁed.

We have also published a comprehensive

energy policy this year, which outlines Fu-

ture’s commitment to responsible energy

management and decarbonisation. The policy

integrates governance standards, operational

goals and stakeholder engagement practices

to form a robust roadmap for carbon and ener-

gy efﬁciency performance

Scope 3: Metholodogy

It is worth noting that we report on our Scope

3 emissions one year behind; this year’s report

contains our Scope 3 emissions report for FY

2024. This is because a signiﬁcant portion of

the data required for Scope 3 calculations

depends on our Production & Distribution

suppliers within the physical supply chain of

our magazines, the majority of whom disclose

the relevant data on a calendar year basis.

We followed the Greenhouse Gas Protocol

Corporate Value Chain (Scope 3) Accounting

& Reporting Standard and Technical Guidance

for Calculating Scope 3 emissions. We ﬁrst

conducted a high-level screening of the 15

categories of Scope 3 emissions listed in the

Greenhouse Gas Protocol for Future, to

determine relevance. Acquisitions have been

included from the date of acquisition.

Our Scope 3 footprint is detailed in the table

below. The most material categories of Scope

3 emissions for Future continue to be:

• The GHG emissions from producing the

paper in our magazines, and the printing and

distribution of those magazines.

• The GHG emissions associated with the

serving of ads alongside our online content.

• All other emissions associated with the

products and services we buy, such as

marketing and hosting services.

We have excluded the four categories

following our screening exercise:

• Category 8 (Upstream Leased Assets):

All

emissions from our leased assets are already

included in our Scope 1 and 2 footprint.

• Category 10 (Processing of Sold Products):

No products sold by Future are further

processed by another company before being

sold to the end consumer.

• Category 14 (Franchises):

Future does not

operate any franchises.

• Category 15 (Investments):

Future has two

equity investments. One of these companies

has no activities, and the other is active but is

excluded on a de minimis rationale. It has a

very low book value, and no data is available

on the associated GHG emissions.

The emissions for each category were then

calculated based on the best available data. A

detailed description can be found in the

reporting methodology. Key categories were

calculated as follows:

• Category 1 (Purchased Goods and Services):

Primary data was used for the emissions from

our physical supply chain, speciﬁcally for

paper, print, and distribution. The majority of

other emissions for this category were

calculated through a spend-based analysis,

using sector-average emission factors. We

improved the accuracy of the ﬁnancial data

underpinning many emissions calculations.

Suppliers within the top 60% of spend

categories were researched for supplier-

speciﬁc emission factors.

• Category 4 & 9 (Upstream & Downstream

Transportation and Distribution):

These

categories pertain to the physical print supply

chain and were calculated using primary data

from logistics partners.

• Category 7 (Employee Commuting):

transitioned from relying on average

commuting data by country to utilising actual

data collected through our Employee

Commuting Survey, conducted in April 2025.

• Category 11 (Use of Sold Products):

Most of

the GHG emissions calculated for this

category relate to our ad serving process.

These calculations were made by our partners

Scope3, the specialist tech platform that

enables us to measure the carbon footprint of

our digital advertising value chain. The

remaining emissions relate to the use of

consumer devices to access Future’s content.

These emissions are calculated based on

actual user data and typical device power

consumption data from the Carbon Trust, and

a DIMPACT whitepaper on the carbon impact

of video streaming.

Future plc

Scope

Description

Unit

CHANGE

FY25 (CY)

FY24 (CY)

FY23 (CY)

FY22 (CY)

The combustion of fuel: gas for heating

and fuel for vehicles.

tCO2e

17.24%

136

116

144

154

AUS

TOTAL

17.24%

136

116

144

154

2 (Location-based)

The purchase of electricity, heat, steam or

cooling by the Group for its own use.

tCO2e

(23.96%)

206.25

271.23

288.28

271.81

73.67%

100.73

58.00

52.94

71.76

AUS

(20.09%)

7.28

9.11

8.82

9.3

TOTAL

(7.11%)

314.26

338.34

350.04

352.87

2 (Market-based)

The purchase of electricity, heat, steam or

cooling by the Group for its own use.

tCO2e

99.14%

168.77

84.75

178.56

147.85

80.69%

104.8

52.94

71.76

AUS

(12.28%)

7.07

8.06

8.82

9.3

TOTAL

86.11%

280.64

150.81

240.32

228.91

1 & 2 (Location-based)

Total Emissions

tCO2e

TOTAL

(0.89%)

450.26

454.33

494.0

507.87

Total Revenue

£m

TOTAL

(6.22%)

739.2

788.2

788.9

825.4

Intensity Ratio - Location-based (1&2)

tCO2e/£1m

GLOBAL

5.17%

0.61

0.58

0.63

0.61

Direct & Indirect Energy Consumption

kWh

18.91%

733,105

616,511

768,155

820,246

AUS

TOTAL

18.91%

733,105

616,511

768,155

820,246

2 (Location-based)

Direct & Indirect Energy Consumption

kWh

(11.05%)

1,165,267

1,309,978

1,392,152

1,575,827

5.53%

287,822

272,733

229,505

413,121

AUS

(12.32%)

11,741

13,390

12,082

11,773

TOTAL

(8.22%)

1,464,830

1,596,101

1,633,739

2,000,721

1 & 2 (Location-based)

Total Direct & Indirect Energy Consumption (kWh)

kWh

TOTAL

(0.66%)

2,197,935

2,212,612

2,401,895

2,820,966

Intensity Ratio - Location-based (1&2)

kWh/£1m

GLOBAL

5.92%

2,973.40

2,807.17

3,835.58

3,417.70

Total Scope 3 Emissions - Market-based

tCO2e

TOTAL

(26.27%)

82,072

111,311*

148,865*

Category 1: Purchased Goods and Services

tCO2e

GLOBAL

9.01%

54,599

50,085*

67,410*

Category 2: Capital Goods

tCO2e

GLOBAL

72.65%

1,031

597

811

Category 3: Fuel and Energy-related Activities

tCO2e

GLOBAL

(1.49%)

136

134

248

Category 4: Upstream Transportation and Distribution

tCO2e

GLOBAL

(34.63%)

5,157

7,890

6,740

Category 5: Waste Generated in Operations

tCO2e

GLOBAL

(23.13%)

2,296

2,987

3,013

Category 6: Business Travel

tCO2e

GLOBAL

(31.92%)

1,989

2,921*

2,534*

Category 7: Employee Commuting

tCO2e

GLOBAL

(46.27%)

1,762

3,280

3,268

Category 9: Downstream Transportation and Distri-

bution

tCO2e

GLOBAL

(18.58%)

2,012

2,471

2,308

Category 11: Use of Sold Products

tCO2e

GLOBAL

(75.88%)

9,074

37,616

58,578

Category 12: End-of-Life Treatments of Sold Products

tCO2e

GLOBAL

24.33%

3,786

3,045

3,606

Category 13: Downstream Leased Assets

tCO2e

GLOBAL

(19.13%)

230

285

349

Total Scope 1, 2 & 3 - Market-based

tCO2e

GLOBAL

(26.28%)

82,340

111,695*

149,248*

*We have updated prior year comparatives following more detailed analysis.

Corporate Responsibility

Annual Report and Accounts 2025

Carbon reduction Pathway

In order to achieve Net Zero by 2050, we are

following a broad programme of actions to

reduce our Greenhouse Gas (GHG) emissions

across Scopes 1, 2 and 3 by 42% by FY 2030

and 90% by FY 2050. This is aligned with the

latest climate science.

Carbon Reduction Pathway

The chart above shows our carbon reduction

pathway, ﬁrst published in our FY 2023

Annual Report and developed through a

series of workshops, identifying key

decarbonisation levers. It starts at our FY

2022 baseline and demonstrates where and

when we expect to see reductions throughout

our value chain up until 2050, taking into

account our expected organic growth rate.

We plan to mitigate the remaining 10% GHG

emissions by ‘neutralising’ through carbon

removals, although we will revise this over

time based on our progress. We aim to reach

net zero without needing to utilise

offsetting tools.

The chart has been updated to reﬂect our

current progress according to our most

recent emissions reporting (FY 2024), and

with a dotted line to show an adjusted

forecast for the coming years.

Across Scopes 1, 2 and 3, we have reduced

our carbon footprint in FY 2024 by 26% vs FY

2023, and by 45% vs our FY 2022 baseline,

meaning we have achieved the target we set

for 2030 ahead of time, and remain on track

to achieve our 2050 target.

Scope 1 Progress in FY 2025

This year, we have switched business energy

consultants (see page 25) and consequently

enhanced our methodology for reporting

Scope 1 and Scope 2 emissions. While direct

comparisons are not possible due to this

change, our Scope 1 footprint has slightly

increased from 116 tCO2e in FY 2024 to 136

tCO2e in FY 2025, which can be attributed to

an increase in natural gas usage affected by

slightly higher ofﬁce occupancy. Overall, our

Scope 1 emissions have reduced by 12% vs

our FY 2022 baseline (154 tCO2e).

Scope 2 Progress in FY 2025

Our Scope 2 (location-based) footprint has

decreased by 7% year on year and by 11% vs

our FY 2022 baseline, as a result of the energy-

saving initiatives mentioned on page 25.

Our Scope 2 (market-based) footprint has

increased by 86% year on year and by 23% vs

our FY 2022 baseline. The majority of this

increase is a result of the change in calculation

methodology (as mentioned above and on

page 25), as we have moved to supplier-

speciﬁc factors.

Scope 3 Progress in FY 2024

Our Scope 3 emissions represent nearly 100%

of our total carbon footprint. We are pleased

to report that our overall Scope 3 footprint has

decreased by 26% vs FY 2023, and by 45% vs

our FY 2022 baseline. Our top three material

categories continue to be:

• 1 - Purchased Goods and Services

• 11 - Use of Sold Products

• 4 - Upstream Transportation and Distribution

The decrease in our overall emissions from

Scope 3 can largely be attributed to the

reductions made in our ad-serving process

(see page 23). Our average emissions from

digital have decreased by a further 76%

year-on-year, totalling an 85% decrease from

our Category 11 baseline.

We have also seen year on year decreases

within Categories 4, 5 and 9 (35%, 25% and

19% respectively), due to APEX (see page 24)

reducing the volume of unsold magazines, and

a decrease in the overall volumes printed.

We have, however, seen a 9% increase in

emissions within Category 1 year-on-year,

which is in part due to higher spend but also

due to our main Paper supplier using more

sophisticated data capture, which has picked

up items not included previously.

Transition Planning

Once the ﬁnal framework has been published

by the UK Government, we will review our

carbon reduction pathway and publish a

comprehensive climate transition plan in line

with the TPT framework. In the meantime, our

focuses can be categorised into the following:

Short Term (0-3 years):

• Reduction in emissions from ad-serving and

our print value chain.

• Build a suitable framework for us to start

engaging with key suppliers regarding

sustainability, encouraging them to adopt

1.5°C- aligned carbon reduction targets

(completed in FY 2025, see page 24).

• Engage with our employees to encourage

and incentivise low-emission commuting and

work travel.

Medium term (3-6 years):

• Further reduction in adserving emissions.

• Further reduction in emissions from our print

value chain as a result of our move to digital

subscriptions and the expected (and

continued) decline in the magazine industry.

• Continue to engage with key suppliers

regarding sustainability - encourage them to

adopt 1.5°C-aligned carbon reduction

targets, and prioritise spend with suppliers

who are aligned with our climate goals.

Long term (>6 years):

• Further reduction in adserving emissions.

• Signiﬁcant reduction in emissions from our

print value chain as a result of our move to

digital subscriptions and the expected (and

continued) decline in the magazine industry.

• Engage with all suppliers regarding

sustainability - encourage them to adopt

1.5°C-aligned carbon reduction targets, and

prioritise spend with suppliers who are

aligned with our climate goals.

• Electriﬁcation of heating across our ofﬁces,

where possible.

Increased consumer recycling of copies

Reduction from all other Category 1

Reduction in paper manufacturing emissions

Greener employee travel

Reductions from logistics partners

Reduction in ad serving emissions

Reduction from all other Scope 3 emissions

Reduction in print manufacturing emisssions

Baseline

FY 2024 emissions

Key

Net Zero Roadmap

2025

2030

2035

2040

2045

2050

150,000

100,000

50,000

CO2 emissions (tonees)

Adjusted Forecast based on FY 2024 achievements

Future plc

Why is this important to Future?

In order to attract, retain and develop diverse

talent, we continue to invest in our people

strategy to ensure that we are an employer of

choice for all.

To create content that our customers love, we

value diversity in our business, people and

thoughts. This is what drives diversity in

content, discussion and views, enriching lives.

At Future:

Everyone is welcome

(diversity, equity & inclusion)

Everyone can shine

(learning & development)

Everyone is engaged

(employee engagement)

Everyone is supported

(well-being & safety)

Everyone is welcome

(diversity, equity & inclusion)

We ensure we are inclusive from the

recruitment stage and through the employee

lifecycle. We work hard to attract, retain and

develop diverse talent, educate our leaders on

the importance of diversity, and review our

internal processes so that they remain as free

from bias as possible. We recognise that to

reach diverse communities through our

content, we must ﬁrst ensure ours is a

workplace in which diversity can thrive.

Embracing diversity underpins our

commitment to providing equal opportunities

to our current and future employees, and to

applying fair and equitable employment

practices. We codify this through our Diversity,

Equity & Inclusion (DE&I) Policy, and our

company values (see page 22).

We have also continued to collect company-

wide diversity data this year, which is housed

within our Human Resources Information

System (HRIS). The questions, which are

tailored by country, are centred on gender,

disability, ethnicity and socio-economic

demographics, with an option to choose

‘prefer not to say’. The purpose of this data is

to measure the impact of our DE&I initiatives

and inform future initiatives.

Employee Networks

Following listening sessions we held in FY

2024, we partnered with DE&I Consultancy

Project23 to deliver on our DE&I

commitments. Following a period of discovery

and insight, including further listening

sessions and company-wide surveys, we were

able to launch the ﬁrst phase of our Employee

Networks in February 2025:

•

Women of Future

•

LGBTQIA+ Space

•

The Cultural Collective

Each network is run by a Chair and Co-Chair,

elected by fellow members, with the

assistance of regional leads and an Executive

Sponsor. The networks have been very well

received, providing a safe space and fostering

a more inclusive environment at Future.

Membership and engagement are growing

month on month within each network, with

regular meetings and events that the whole

business can attend.

Following the success of these initial

networks, we plan to launch another three

networks in November 2025, focusing on the

following groups:

•

Parents & Carers

•

Neurodiversity

•

Disability

DE&I Progress in FY 2025

We have implemented several key initiatives

this year, aimed at fostering a more inclusive

and supportive workplace as part of our

Diversity, Equity & Inclusion (DE&I) strategy.

One example is our People Operations Team

conducting a comprehensive review of our

internal policies, using the Datapeople platform

to evaluate the inclusivity of language. Based

on this analysis, relevant updates were made to

ensure our policies reﬂect inclusive and

equitable language across the organisation.

In parallel, senior leaders within the People &

Culture Team completed a benchmarking

review of our global parental leave policies

against industry standards. As a direct outcome,

we have enhanced our paternity leave policy,

extending the entitlement to eight weeks.

Additionally, the People & Culture Team

initiated a collaborative review with the

Facilities Team at the start of the ﬁnancial year

to evaluate the accessibility and inclusivity of

our ofﬁce environments, ensuring our physical

spaces support the needs of all employees.

Requirement

In accordance with the requirements of the

UKLR 6.6.6R, the Board is required to provide a

statement as to whether it has met speciﬁc

targets related to gender and ethnic diversity at

the Board level.

Board Statement

The Board conﬁrm that as of 30 September

2025, 1 out of 3 diversity targets were met:

The percentage of women on the Board

stands at 33.3%, with no women in senior

positions. 33.3% of the Board members in FY

2025 were from an ethnic minority

background. As above, more details on the

context of this can be found in the Nomination

Committee’s report (see page 85).

Approach to data collection

Gender and ethnicity data for the Board

and Executive Leadership Team (ELT) are

collected on an annual basis through a

standardised process managed by the People

& Culture Team.

Each Board member and each member of the

ELT is asked to complete a conﬁdential and

voluntary form, through which the individual

can self-report on their ethnicity and gender

identity. Alternatively, they can specify that

they do not wish to provide such data. The

criteria of the questionnaire are aligned to the

deﬁnitions speciﬁed in the UK Listing Rules

and set out in the tables below.

The Company’s approach to data collection is

consistent for all diversity-related reporting

requirements under the Listing Rules and and

for all individuals about whom the data is

being reported.

Disability

When considering recruitment, training,

career development, promotion or any other

aspect of employment, we strive to ensure

that no employee or job applicant is

discriminated against, either directly or

indirectly, on the grounds of disability. If an

employee becomes disabled while employed

and, as a result, is unable to perform their

duties, we will make every effort to offer

suitable alternative employment and

assistance with retraining.

Everyone can shine

(learning & development)

FY 2025 has seen Future welcome over 375

new employees into the business. We have

continued to use our onboarding tool

(enboarder) to enhance the employee journey

further and have launched our new online

learning platform, Dayforce Learning, which

gives employees access to bite-sized learning

opportunities at a time that is convenient

for them.

Training at Future

Providing training opportunities for Future

employees across all locations and

departments has been a key priority in FY

2025. Throughout the year, we delivered over

162 training sessions, equating to over 660

hours of training.

One focus has been the delivery of

the ‘5

Pillar 2: Culture

We invest in our colleague experience, championing Diversity, Equity &

Inclusion (DE&I) and creating development opportunities for all.

Colleague engagement and well-being underpin this pillar.

Corporate Responsibility

Annual Report and Accounts 2025

Behaviours of a Team’

training, an all-day

course based on the best-selling book ‘The 5

Dysfunctions of a Team’ by Patrick Lencioni.

The purpose of the training is to enhance

team effectiveness and further contribute to

Future’s healthy, high-performing culture. We

have delivered this training to 178 employees

this year, and plan to continue this rollout

throughout FY 2026.

Another focus has been the delivery of our

bespoke Carbon Literacy Training, accredited

by The Carbon Literacy Project (see page 23).

We also launched a ‘Power Skills’ Training

Programme in March 2025, with sessions

focusing on communications skills,

presentation skills and time management &

prioritisation. This training has been delivered

to over 305 employees.

Editorial Training

We have continued our partnership with the

National Council for the Training of Journalists

(NCTJ), reinforcing our commitment to high

editorial standards and professional

development. As part of this collaboration, we

launched Media Law Training, delivered by the

NCTJ. This training is mandatory for all

editorial employees. It remains a compulsory

component of onboarding for all new editorial

hires, ensuring a consistent understanding of

legal and ethical responsibilities across our

editorial teams.

Apprenticeships & Professional

Qualiﬁcations

At Future, we view apprenticeships as a

valuable component of our talent

development strategy, supporting career

growth while building future capabilities

across the business. These programmes are

delivered through the UK Government’s

Apprenticeship Levy.

Our apprenticeship offerings span a range of

disciplines and levels, including the Sales

Executive Level 4 qualiﬁcation, delivered in

partnership with BMS Progress, which brings

in approximately 10 to 15 new hires annually.

Following the expansion of our support for

degree programmes and certiﬁcations

through our partnership with the online

learning provider Coursera, we expanded our

Coursera offering in FY 2025 through the

purchase of additional licenses, resulting in a

total of 2,213 learning hours completed

through the platform this year. This is a key

part of our strategy to provide a more

equitable training offer to all employees,

regardless of their location, offering a great

alternative to the apprenticeship option

available to our employees in England

and Wales.

Manager Development

Our Manager Development Programme (MDP)

is designed to support managers in building

and sustaining a healthy, high-performing

culture at Future. We have continued to

deliver our MDP throughout FY 2025,

launching our monthly ‘Manager’s Week’,

where all sessions included in the MDP are

held during one week every month. The

programme consists of 3 x 2-hour live

workshops, focusing on: 1-to-1s and Feedback

Conversations; Difﬁcult Conversations; and

Career Development. The training is

mandatory for all new managers and

employees who join the business in a

management position.

We have delivered 60 Manager Development

sessions this year, equating to over 130 hours

of training.

Performance Management

At Future, we are committed to fostering a

high-performance culture through clear goal

setting, continuous feedback, and fair

recognition. In FY 2024, we introduced our

formal Performance Management Framework,

designed to support regular performance

reviews, promote transparency, and ensure

alignment between individual contributions

and our broader business objectives. The

company-wide SMART goals framework

(Speciﬁc, Measurable, Attainable, Relevant,

and Timely) remains central to our approach.

Each employee sets three to six SMART goals

at the beginning of the ﬁnancial year, aligning

them to their line manager’s objectives, and

also sets one personal development goal.

Quarterly performance reviews provide

structured opportunities for reﬂection and

feedback, using progress against these goals

as a foundation. These reviews not only

support continuous development but also

inform year-end performance ratings and

salary reviews, ensuring a fair and consistent

approach to recognition and reward across

the organisation.

Workforce Planning

We will be formalising our approach to

workforce planning by introducing a

playbook-style method for stakeholder

engagement. Adopting a structured agenda

for quarterly and annual meetings with the

ELT and Senior Leadership Team (SLT), we will

provide strategic, forward-looking people

insights that align with business or

department-speciﬁc priorities, aligning people

priorities (including training) with business

goals for the year ahead, taking a holistic

approach to recruitment, internal mobility and

skills gap analyses.

Career Development

In FY 2025, Future launched both a coaching

and a mentoring programme as part of our

continued commitment to employee growth

and development.

Our coaching programme matches employees

with trained coaches who can help them

tackle speciﬁc challenges and reach deﬁned

goals. This focused, one-to-one support gives

individuals personalised guidance, allowing

them to build conﬁdence and unlock their

full potential.

Our mentoring programme connects selected

employees with experienced mentors to

support their ongoing professional

development. The programme initially

launched within Future’s Women’s Network,

‘Women of Future’, and underscores our

commitment to fostering inclusive growth and

leadership across the organisation.

In addition, the People & Culture Team is

developing a comprehensive Career

Development Hub. This centralised resource

will bring together training materials,

information on current vacancies, our job

architecture, and other career planning tools.

Designed as a one-stop shop, the Hub will

empower employees to take ownership of

their career progression at Future, offering

clear pathways and practical insights for

advancing to the next stage in their

professional journey.

Everyone is engaged

(employee engagement)

Our FY 2025 Employee Engagement Survey

achieved a strong response rate of 76%, with

an overall engagement score of 74.4%,

representing a 0.9 point increase from the

previous year. We were encouraged to see

improvements in 8 out of 13 engagement

categories, and are particularly proud that

almost all categories have shown positive

growth over the past two years.

Particular areas of progress include:

• Environmental Impact:

Engagement with

Future’s corporate sustainability and ESG

strategy increased by 24 ppt, reﬂecting

growing awareness and support among

employees.

• Conﬁdence in Leadership:

Conﬁdence in our

Executive Leadership Team rose by 7 ppt,

indicating strengthened trust and alignment

Future plc

across the organisation.

• Company Values:

Engagement with our

company values improved by 6 ppt,

demonstrating continued resonance and

relevance within our culture.

Internal Communications

Based on feedback from our employees, we

have transformed internal communications at

Future, with a strategy focused on clarity and

inclusion. Below are the key communication

channels introduced or upgraded this year:

• Futurenet:

Our internal company wiki,

Futurenet, has been completely redesigned

to be more user-friendly. A notable element

of the new site are two brand new features:

‘Future Forward’ (a space for people to

submit any ideas they might have on

anything from new products and services to

culture and engagement) and ‘Ask Anything’

(a portal for employees to submit questions

on any topic).

• The Good Stuff:

Our weekly ‘Snapshot’ email

has evolved into ‘The Good Stuff’, a weekly

newsletter with alternating focuses. These

include recent tech & product updates,

examples of newly-published Future content,

and updates on our Responsibility Strategy.

• Firesides:

These webinars provide a deeper

dive with an ELT or SLT member into a

subject within their realm of expertise.

Examples of Future Firesides this year have

included a deep dive into the impact of AI on

Future’s audiences with our SVP Content

Strategy & Audience Development, and a

discussion on career development at Future

with our Director of Talent Management &

People Programs, and our Director of

Compensation, Talent Acquisition & People

Analytics.

• Town Halls (rebranded to The Exchange in

October 2025):

A livestreamed monthly

webinar, broadcasting the latest news and

updates from the business, often with a

panel made up of members of our ELT and

SLT. Employees can submit questions

beforehand or live, which are then asked and

answered by the relevant leadership during

the broadcast.

Our Communities

We have fantastic community teams that look

after each of our ofﬁce locations and our

remote teams. Each community is a team of

volunteers from across departments who are

passionate and enthusiastic about building a

sense of community and collectivity at Future.

They work hard to keep everyone informed

and allow our colleagues to connect in relaxed

and enjoyable environments through

social events.

Here are some examples of the brilliant events

organised by our community teams this year:

• Our

London

community organised a blood

drive, with an NHS team visiting our ofﬁce in

Westbourne Terrace to hold an information

session on donating blood, and to organise

donation bookings for over 25 employees.

• Our

community set up an instant ramen

station to celebrate Asian American and

Paciﬁc Islander Heritage Month, and

provided Henna Tattoos to celebrate Eid

al-Adha.

• Our

Bath

community organised an incredible

festival in celebration of Future’s 40th

birthday, with live music, photobooths,

delicious food - and a magician!

Charity and fundraising events are often at

the heart of our ofﬁce communities. See ‘Pillar

3: Community’ to read more about the

charitable initiatives that took place in FY

2025 (page 32).

Reward

In addition to our formal Performance

Management Framework, employees’

involvement in the Company’s performance is

encouraged through share schemes and other

initiatives such as our Proﬁt Pool. This is all in

addition to the other beneﬁts we offer. We

strongly believe that when employees beneﬁt

from the Company’s success, it leads to

greater engagement and a greater sense of

personal involvement in the business’s

future success.

Recognition

This year, we have enhanced our employee

recognition programme to further celebrate

the outstanding contributions of our

employees. The existing monthly ‘Star of the

Month’ award was expanded to recognise

three winners each month, all of whom are

automatically entered into the annual ‘Star of

the Year’ award.

Additionally, we introduced a new ‘Team of the

Month’ award, allowing employees to

nominate any team, whether a formal

department or an ad hoc project group, for

recognition. All monthly winning teams from

FY 2025 will be entered into the running for

the ‘Team of the Year’ award, which will also

be presented at the Annual Future Awards in

December 2025.

Everyone is supported

(well-being & safety)

At Future, prioritising health and employee

well-being is a critical part of our Company

culture. By supporting our employees

physically, mentally and emotionally, we can

help them ﬁnd fulﬁlment in their careers and

thrive in their roles.

Online Safeguarding

At Future, we recognise that due to the nature

of the Internet and online communities, some

Future employees, particularly those whose

writing is published online, are at risk of

receiving online harassment. We continue to

maintain our ‘Future Safeguarding site’,

available to all employeees through our

company wiki, Futurenet. This site provides

details on the escalation process for any

employees who feel uncomfortable with any

negative online attention.

Health & Safety

Future is primarily an ofﬁce-based

environment. All locations across the Group

comply with relevant legislation, and we

communicate our health and safety policy to

all employees. Across all of our ofﬁce

locations, there were no fatalities and 21 minor

incidents during FY 2025.

Beneﬁts

We are committed to being a great place to

work and an employer of choice, and

recognise that our business cannot thrive

without a strong workforce. We remain proud

of our unlimited leave policy.

This year saw the launch of our Multisport

beneﬁt in the Czech Republic, providing our

Czech employees with access to a network of

over 2,700 sports and relaxation facilities.

We also launched Perks at Work as a beneﬁt

for all employees globally, offering exclusive

savings and free online classes to all users.

Grievance Policy

We recognise that, for a workplace to be fully

supportive of its people, our working

environment must be one in which employees

feel comfortable to air their grievances and

ideas for improvement. Future’s grievance

policy is central to our belief that all

employees should be treated impartially and

fairly. This policy is available for all Future

employees through Futurenet.

We encourage employees to air their

grievances through open communication.

However, if this option is not suitable for any

reason, then an employee can follow the

grievance procedure. As per our policy, an

employee who wishes to raise a grievance can

Corporate Responsibility

Annual Report and Accounts 2025

do so by providing details in writing either to

their line manager or a member of the People

Team via private and conﬁdential

correspondence. In most cases, the employee

will be invited to a meeting by one of our

People Advisors or People Business Partners

to discuss the matter in more detail. For all

meetings that take place, the employee has

the right to be accompanied by another

Future employee or a Trade Union

representative. Wherever possible, the

outcome of the grievance will be

communicated in writing within 15 working

days of the grievance meetings. Employees

have the right to appeal against the grievance

decision or part of the outcome. The

procedures involved in raising or escalating

grievances are entirely conﬁdential and

entirely legally compliant.

To maintain a culture of openness and

accountability at Future, we also have a

Whistleblowing ‘Speak Up’ Policy. This policy

details the formal procedure to follow should

any issues be raised, allowing employees to

‘speak up’ without fear of reprisal.

All

Employees

Number

of Board

members

Percentage

of the

Board

Number of

Senior Positions

on the Board

Number in

Executive

Management

(ELT & Company

Secretary)

Percentage

of Executive

Management

(ELT & Company

Secretary)

Number of

Direct Reports

to Executive

Management

(SLT)

Percentage of

Direct Reports

to Executive

Management

(SLT)

Male

46.2%

66.7%

83.3%

64.2%

Female

53.2%

33.3%

16.7%

33.7%

Not disclosed/unknown

0.6%

2.1%

Number

of Board

members

Percentage

of the

Board

Number of

Senior Positions

on the Board

Number in

Executive

Management

(ELT & Company

Secretary)

Percentage

of Executive

Management

(ELT & Company

Secretary)

Number of

Direct Reports

to Executive

Management (SLT)

Percentage of

Direct Reports

to Executive

Management (SLT)

White

(or other white including minority white groups)

66.7%

75%

88.4%

Mixed/multiple ethnic groups

1.1%

Asian/Asian British

22.2%

8.3%

3.2%

Black/African/Caribbean/Black British

1.1%

Other ethnic group including Arab

11.1%

8.3%

Not speciﬁed/prefer not to say

8.3%

6.3%

Gender & Ethnicity

Future plc

Why is this important to Future?

As a leading media company with physical

bases across the globe and an even greater

digital reach, we acknowledge our

responsibility to ensure that our impact on our

communities is positive.

Social Impact & Volunteering

This year marked a signiﬁcant advancement in

Future’s commitment to volunteering, with

increased efforts to promote opportunities

internally and highlight the positive

contributions being made. For example, one

recurring theme in our weekly ‘Good Stuff’

newsletters, distributed to all Future

employees, has been a focus on our

Community Teams, showcasing the

outstanding work they continue to deliver.

Below are just a few examples of the brilliant

volunteering initiatives our communities have

spearheaded:

• In November 2024, 10 Future employees

volunteered their time at the Atlanta

Community Food Bank.

• In June 2025, our New York community

organised a Pride Donation Drive for

unhoused LGBTQ+ Youth, collecting toiletries

and small items of clothing.

• A group of employees from our Bath ofﬁce

visited a local primary school for a day in June

2025 to introduce pupils to different career

pathways, explore early aspirations and

promote communication, conﬁdence

and teamwork.

Charity & Fundraising

Each Future ofﬁce has a fantastic

Communities team, responsible for organising

ofﬁce social & charity events. FY 2025 has

been another year full of brilliant fundraising

events:

• In December 2024, the Bath Community

donated over 30 sets of pyjamas. It raised

over £1,200 for the Nest Project, a charitable

organisation providing essential clothing &

support for families with children aged 0-5 in

Bath & North East Somerset.

• In February 2025, a group of 18 employees

based in our New York ofﬁce represented

Team Future at Cycle for Survival. The team

raised an incredible $47,779!

• In August 2025, 7 Cardiff-based employees

completed the Three Peaks Challenge,

raising a total of £3,055 for the Youth

Adventure Trust.

Pillar 3: Community

It’s important to us that the effects we have on our digital and local

communities are positive. This pillar is the home for our charity

strategy and fundraising initiatives.

Corporate Responsibility

Annual Report and Accounts 2025

Our content is accessible, engaging,

authoritative and expert, enabling audiences

from diverse and global backgrounds to fuel

their passions and gain valuable learning. We

hold ourselves to high standards, ensuring our

content is ethical, trustworthy and in line with

our values.

Why is this important to Future?

With a global audience of over 570 million, it is

ultimately our content and the breadth of our

reach that give us a unique opportunity to

connect people with their passions, as well as

to educate our readers on issues central to

sustainability, and to inspire them to make

more sustainable choices in their day-to-

day lives.

Encouraging Positive Impact

In December 2024, we held our annual Future

Awards. For the past 3 years, this has included

the Positive Impact Award. Examples of our

brands that have demonstrated a positive

impact, environmentally or societally, are

collated and shared throughout the business.

The Positive Impact Award this year was taken

home by the Live Science editorial team for

their long-form climate change content. The

team’s regular reporting covers everything

from the shifting patterns of El Niño to how

climate change can impact orca behaviour.

Live Science’s climate change coverage

generated over 4 million page views

throughout the year.

One of the primary ambitions within the

content pillar is to embed diversity and

sustainability within Future’s content, and to

ensure that our writers are equipped to

address these topics in a manner which is

sensitive and grounded in knowledge and

conﬁdence. Below are just a few examples

from the past year of Future brands leading

conversations on matters of diversity and

sustainability:

• In April, Live Science provided an insightful

piece on the Atlantic ocean currents that

regulate our climate, highlighting the impact

of human actions on the currents and the

existential threat that the climate crisis poses

to our planet.

• In May, Decanter published their article on

‘the 360 approach of sustainability in

viticulture’, exploring the various regional

sustainability certiﬁcations within the

industry that go beyond farming practices.

• Marie Claire have continued to spearhead

conversations on sustainable fashion &

beauty, with pieces such as

‘35 B Corp

Brands to have on your radar’ in support of

Oxfam’s Second Hand September initiative.

Editorial Standards

Editorial Standards are of utmost importance

at Future. We are incredibly proud of our

reputation as a trustworthy and authentic

provider of content.

As the role of AI in editorial workﬂows

continues to prompt essential discussions

across the industry, we updated our internal

policy this year to clearly deﬁne acceptable

uses of AI by our content creators. The central

principle of this policy is that all content must

be created and ultimately reviewed by human

journalists and editors, who are also

responsible for verifying the accuracy of any

information sourced through AI tools.

We have an Ethics Committee at Future,

comprised of various senior leaders across

the business, though primarily in Editorial and

Commercial roles. Its role is to be the guardian

of ethical behaviour in the content we publish,

the advertising we accept, and the commercial

products we sell. The Future Ethics

Committee establishes guidelines around

activity that might, on ethical or moral

grounds, compromise the perception of

Future, the content we create, or the

experience our audiences or customers may

have when engaging with Future brands. In

addition, the Committee will facilitate

decision-making processes for senior

colleagues’ reference, enabling them to make

the best decisions for the Company and its

audiences or customers.

Pillar 4: Content

Our content is what connects us to the public and is thus our most

signiﬁcant opportunity to highlight ESG-related causes. It is also

through our content that we can set industry-wide standards.

Future plc

Reporting Requirement

Relevant Group principal and

emerging risks, pages 47-53.

Policies which govern

our approach (available on

Future plc website)

Policy embedding, due diligence,

outcomes and key performance

indicators

Environmental Matters

• Carbon performance,

metrics and targets

• TCFD and CFD reporting

Climate change, page 51.

TCFD and CFD, pages 54-73.

Risk section, pages 47-53.

Responsibility Report, pages 21-34.

Climate-related risks and opportunities,

pages 54-73.

We are fully compliant with all TCFD and

CFD requirements. See page 55.

Colleagues

• Health and safety

• Culture and ethics

• Inclusion and diversity

• Well-being and support

Key person risk

People

Health and Safety Policy

Diversity, Equity & Inclusion Policy

Whistleblowing (Speak Up) Policy

Responsibility Report, pages 21-34.

Risk section, pages 47-53.

Corporate Governance Report, pages

75-95.

Directors’ Report, pages 93-95.

Social Matters

• Contributing to the economy

• Partnership

Personal data

Cyber security and IT

Digital advertising market changes

Charity & Social Impact Policy

Health and Safety Policy

Responsibility Report, pages 21-34.

Risk section, pages 47-53.

Financial Review, pages 43-73.

Directors’ Report, pages 93-95.

Human Rights, Anti-Corruption

and Anti-Bribery

• Reinforcing an ethical business culture

• Speaking up against wrongdoing

• Prevention of bribery and corruption

• Approach to human rights and

modern slavery

Personal data

Cyber security and IT

Economic & geo-political uncertainty

Anti-corruption and Bribery Policy

Whistleblowing (Speak Up) Policy

Slavery and Human Trafﬁcking Policy

Responsibility Report, pages 21-34.

Risk section, pages 47-53.

Directors’ Report, pages 93-95.

Non-ﬁnancial and sustainability

information statement

The Company is required to comply with the non-ﬁnancial and sustainability reporting

requirements set out in Sections 414CA and 414CB of the Companies Act 2006. The table below

sets out where in the Annual Report the relevant information regarding the key non-ﬁnancial

matters can be found. Please refer to page 13 for more details on our business model.

Corporate Responsibility

Annual Report and Accounts 2025

Future plc

OUR AUDIENCE

Description

We explain on page 11 of this report why our

audience is central to Future’s purpose and

essential to drive sustainable growth. Our

audience is largely endemic and intent-led,

and consumes and engages with our content

in ever evolving ways. Engaging with our

audience allows us to be responsive to our

audience’s needs and to evolve not only our

content but also the platforms through which

we deliver it.

Through relevant, expert and

trusted content, we are better able to monetise

our audience and, through the platform effect

of our various initiatives, we drive even greater

value for our stakeholders.

Forms of engagement

• Audience development initiatives shared

with Board during Board Strategy day

• Audience performance a standing agenda

item in the ELT, sales and business review

meetings, which are attended by the CEO

and CFO

• Feedback received from our audience in

various ways, including regular engagement

with subscribers on topics such as value-for-

money, usage and content preferences and

user testing sessions to gather qualitative

feedback, observe how users interact with

our websites and assess overall site

effectiveness

• Insights team within Marketing leads on user

research for digital brands, capturing

perceptions of our sites by our audience,

their perspectives/priorities, and their view of

our competitive set

• Our new commenting system, implemented

across 27 of our sites, allows users to feed

back directly on our articles

• CEO monthly Board updates include a review

of audience performance

• Board members have a standing invitation to

attend Future events, where they have the

opportunity to meet our audience

• As part of our ongoing portfolio review, we

identify opportunities to attract new and

retain existing audiences.

Key issues or priorities identiﬁed

• Our traditional model of attracting high intent

users via Search is being impacted by

changes to Google’s user interface and

changes to user behaviour

• Our existing SEO authority is translating into

‘AI authority’

• Remaining a trusted source requires us to

become increasingly inﬂuential in a new

information ecosystem

• Building repeat audiences, not dependent on

Google, requires us to develop our brand

propositions to attract loyal, repeat users

through high-quality, brand-speciﬁc content;

to drive our email audience through

Membership features and high-quality

newsletter execution; and to reach our

audience wherever they are, whether that be

on techradar.com, ChatGPT or TikTok

• Reuse of comparison sites is heavily based

on awareness and top of mind at the point of

customer renewals, as Go.Compare’s

relationship is a transactional one year after

year.

Outcomes and impact on principal decisions

• Strategic partnership with OpenAI, which

was announced in December 2024, provides

opportunities to embed our content within

ChatGPT

• We continue to diversify our audience

acquisition and revenue, investing in our

products to build trust and repeat visits and

segmenting and developing our brands

• We are investing further in growing our AI

Authority, as represented in our AI Visibility

Strategic Initiative, Optic

• We acquired RNWL in March, which provides

Go.Compare with an app on which to build an

ongoing, engaging experience for our

audience / customers

• Board members attended various of our

events through the year.

OUR CUSTOMERS

(INCLUDING ADVERTISERS)

Description

As one of our core monetisation frameworks,

advertising is key to delivering on our strategy.

Forms of engagement

• Regular attendance by our Executive

Directors and members of the Executive

Leadership Team and other colleagues, both

at Future events and at key external

industry events

• Meetings between the Executive Directors

and our customers, including advertising

agencies and content buyers

• Regular reports on customer and advertiser

performance by our CEO to the Board.

Key issues or priorities identiﬁed

• The need to invest in our products to build

trust and repeat visits and to segment and

develop our brands

• Mitigate the risk of detrimental advertising

market changes

• Deliver audience proﬁle and size to optimise

advertising and ecommerce sales

• Maintain relationships with customers who

rely less on advertising agencies for their

advertising decisions

• Continue to drive our UK and US business

performance.

Outcomes and impact on principal decisions

• We have developed a clear product and

initiatives roadmap

• Our roadmap was showcased to investors

and analysts during a webinar in September

• These initiatives, as well as driving value and

fostering growth, are linked to and address

many of the risks and uncertainties

highlighted on page 47 of this report.

OUR PEOPLE

Description

Our colleagues are integral to Future’s

operations and the successful execution of

our strategy. Engagement helps Future

attract, retain and develop a diverse and

talented workforce, and ensures that the

Board has the necessary insights and is able

to consider our colleagues’ voices in the

Board’s decision-making. Diversity in our

people and our thoughts, as well as high levels

of employee engagement, help us to create

content that our audience loves, with many of

our colleagues being part of the communities

we reach.

Forms of engagement

• Quarterly pulse survey launched April, full

FY25 engagement survey launched June

• Diversity data collected via Dayforce

• Quarterly meetings of ‘The Exchange’ where

Executive Directors and others update

colleagues on business performance, with an

opportunity for colleagues to submit

questions anonymously or ask them live.

The

Board are invited to these virtual meetings

and the recordings are also shared with them

• Regular email updates to all colleagues from

our CEO

• Listening sessions where relevant, eg

DE&I topics

• Regular communication and engagement

with colleagues via Global Slack channel and

email newsletters

• Additional communication and engagement

with colleagues via ofﬁce/remote/employee

networks Slack channels

• People & Culture data snapshot shared in

every Board meeting.

Format and content

How we engage with our stakeholders

We align our strategy with the requirements of each of our stakeholders. We aim to engage

effectively with them, to develop and maintain positive and productive relationships and to deliver

value for all of them and for Future.

Corporate Responsibility

Annual Report and Accounts 2025

has been updated in FY25, based on Board

feedback, to provide more analysis

• Opportunities created for the Board to meet

colleagues in various formal and informal

settings, for example Board Q&A sessions

with all staff in London in March and Cardiff

in September

• The Nomination Committee reviews Board

composition and succession planning, as well

as ELT structure, bench strength, succession

and talent development

• First full year of Ivana Kirkbride’s

appointment as nominated Non-Executive

Director responsible for workforce

engagement

• Ongoing programme of training

for colleagues

• Participation in FTSE Women Leaders’

Review and Parker Review surveys

• Recognised, in February, among the UK’s

Best Employers in 2025.

Key issues or priorities identiﬁed

• Ongoing need for development programmes

targeted at speciﬁc cohorts within the

organisation

• Opportunities for nominated Non-Executive

Director responsible for workforce

engagement to catalyse mechanisms to

gauge workforce views on a regular basis,

identify any areas of concern, ensure they are

taken into account by the Board, etc (also

bringing Future into compliance with

Provision 5 of the UK Corporate Governance

Code 2018)

• Update on the engagement survey results

shared in the September Board meeting, as

well as a progress update on the actions

already underway from the prior survey

• Strong employee support for volunteer-led

groups based on shared identities and/or

experiences

• Need for improved carbon literacy within

the organisation

• Desire for Future to have a structure to

support colleagues who wish to volunteer

and/or fundraise

• Need for a code of ethics and conduct, to

articulate the standards for Future’s conduct

and mindset and set out the rules and values

we expect our colleagues to follow and the

standards they must uphold, as well as to

raise awareness of our corporate policies

• Need for a reporting system to give

colleagues a means of ‘speaking up’ about

serious concerns without fear of reprisal and

allowing Future to address concerns

promptly

• Future has opportunities to improve its

gender diversity at both Board and

leadership level.

Outcomes and impact on principal decisions

• A refreshed leadership development

programme is being created, focused on

preparing high potential employees for

leadership roles

• A three-year employee engagement plan

(2025-2027) was approved by the Board in

February, with the aim to transform the

Board’s and Future’s dialogue with the

organisation and to drive earned value

with colleagues

• Employee networks launched - in FY 2025

these were: the Cultural Collective (ethnic

diversity), LGBTQIA+ Space, Women of

Future.

Three additional networks were

launched in Q1 of FY 2026, focused on

neurodiversity, disability and parents &

carers.

Focus on leadership succession

planning, ensuring inclusive recruitment and

equal opportunities for all, with the

opportunity to inﬂuence policies and

processes

• Reviewing all of our People policies twice per

year to ensure they are up to date with any

employment law changes and also looking at

them through a DE&I lens, to ensure they are

inclusive, and to ensure they have a zero

tolerance approach to discrimination and

harassment

• Reviewing our gender pay gap report once

per year

• Introduced a standardised, calibrated annual

performance review framework and salary

increases based on performance ratings,

with salaries related to job architecture

bandings

• Updated our recruitment processes which

now include blind CV screening, skills-based

assessments, a diverse panel of interviewers

and standardised interview questions to

ensure consistency

• Using an external platform to ensure we are

using inclusive language on all of our job ads,

to attract a diverse candidate pool. All of our

job ads also have a reasonable adjustments

statement

• Board Q&A session in London ofﬁce in

February and in Cardiff ofﬁce in September;

Board members joined a dinner with the ELT

and some of the SLT during the Strategy Day

in March

• Carbon literacy training programme rolled

out from February, involving the Board and

senior leadership

• Charity & Social Impact policy launched

in April

• Code of Ethics & Conduct launched and all

corporate policies reviewed

• New externally-facilitated Speak Up

reporting tool launched March, along with an

updated Speak Up policy

• Other all-company (eg. presentation, time

management and communication skills) and

role-speciﬁc training courses are facilitated

throughout the year.

COMMERCIAL PARTNERS AND SUPPLIERS

Description

Our business relies on strong and mutually

beneﬁcial partner relationships. Building

resilience, quality and efﬁciency across our

supply chain is a fundamental contributor to

our long-term sustainability. Through

alignment with our values, continuous

improvement and an appropriate balancing

of risk, we build mutual conﬁdence

and respect.

Forms of engagement

• Senior members of some of our partners

presented at our Board Strategy meeting

in March

• Executive Directors’ engagements (meetings,

conferences) with key suppliers and partners

• Regular CEO meetings with technology

partners, clients and agencies

• Regular meetings with the large platform

businesses, such as Facebook, Google and

Snapchat, throughout the year

• We engage and meet regularly with key raw

material and service providers to ensure

they understand and align with

our objectives.

Key issues or priorities identiﬁed

• Mitigation and management of social and

environmental impacts

• Project design and innovation

• Effective governance and operations

• Fair expectation in the delivery of projects

and prompt payment.

Outcomes and impact on principal decisions

• An example of collaboration with our key

partners was the Board’s approval, in

February, of a new UK printer contract with

Walstead and, in August, of a new global

paper supply contract with Lindenmeyr

Future plc

• As well as testing the use of AI in our own

products and services, we are working with

companies in our industry, via associations

such as the News Media Alliance, to protect

the copyright in our content against

infringement by third parties

• Strategic partnership with OpenAI

announced in December, to bring content

from the Group’s media brands to OpenAI’s

users

• Agreement signed with ProRata, which

facilitates fair compensation and credit for

content owners in the age of AI

• We continue to monitor developments and to

work with our key vendors in the area of

privacy and regular updates have been

provided to the Board

• We continue to expand on existing trading

agreements with key agencies, building on

the scope of our work together by: servicing

existing and adding in new agency clients,

expanding the depth of Future products and

services that agencies utilize, and bringing

insights and beta programs to agency

executives at a global level

• Improved understanding and management of

the risks related to our relationships with

our partners

• We have worked closely with our various

suppliers on reducing emissions, as detailed

on page 24

• Board review and approval of Future’s

Modern Slavery Statement, including report

on steps taken to identify, address and

prevent modern slavery in our operations and

supply chains

• Audit and Risk Committee review of the

Group’s supplier payment practices and the

procedures in place to safeguard both Future

and suppliers from fraud.

REGULATORS

Description

Our Board is committed to ensuring that

Future’s business is conducted in line with all

relevant laws and regulations and that we

operate in an ethical and a responsible way.

Through constructive engagement, providing

our considered and expert views in relation to

the public policy and regulatory frameworks in

the markets in which we operate, we aim to

ensure we maintain a high standard of

regulatory compliance, while also ensuring

that new laws which impact our business are

balanced and proportionate.

Forms of engagement

• Engagement of the Chair, Audit and Risk

Committee Chair and Remuneration

Committee Chair, as well as senior Future

employees, in relevant stakeholder forums

regarding the proposals for corporate

governance and audit reform

• Periodic engagement by senior Future

employees with regulators including the FCA,

the CMA, IPSO and the ICO

• Monitoring the impact on Future of

regulatory changes, including via the FTC and

ASIC, and relevant court decisions in the

countries where we operate

• Engagement with the UK Professional

Publishers’ Association, the US News Media

Alliance and the UK Price Comparison

Association.

Key issues or priorities identiﬁed

• The potential impact of AI on Future’s

business, from the perspectives of both

providing potential additional trafﬁc to our

properties and of the need to protect our

rights in our content, as well as potential

efﬁciency gains from the use of AI

• ICO guidance on “Reject All” and “Consent or

Pay” requirements for websites

• New US state comprehensive privacy laws,

with eight taking effect during 2025

(Delaware, Iowa, Nebraska, New Hampshire,

New Jersey, Tennessee, Minnesota,

Maryland)

• Californian court decision on analytical

tracking tools, which are widely used by

companies online

• Third-party cookie deprecation

• An ongoing dialogue helps us to maintain our

high standards of regulatory compliance

• Ongoing Consumer Duty obligations related

to Go.Compare

• Ongoing assessment of the implementation

of the Digital Markets, Competition and

Consumers Act, particularly vis a vis

subscriptions, and of the Online Safety Act

• Preparation for UK Corporate Governance

Code 2024.

Outcomes and impact on principal decisions

• We are engaging both directly with AI

providers and via the UK Professional

Publishers’ Association and the US News

Media Alliance on the AI topic and we

contributed to the former’s response to the

UK Government consultation on Copyright

and Artiﬁcial Intelligence in February

• Testing the inclusion of ﬁrst layer “Reject All”

and “Consent or Pay” options on our

websites

• We are working to minimise the impact on

Future of the Californian court decision on

analytical tracking tools

• Ongoing constructive dialogue with the FCA

to provide an understanding of our strategy,

business plans and culture, as well as to

respond to ad hoc enquiries and to report any

relevant issues

• The Go.Compare Board, which includes

Future plc Executive and Non-Executive

Directors, receives regular updates on Go.

Compare’s Consumer Duty compliance

activities and attests to its compliance

annually

• We hold the Federal Trade Commission (FTC)

approved KidSAFE+ COPPA CERTIFIED Seal

(US - Children’s Online Privacy Protection

Act) for our child-directed The Week Junior

US Kids website. This is audited annually by

KidSAFE and involves a report submission

(and review) to the FTC

• Responded to the CMA’s request for

information as part of its SMS investigation

into Google’s general search and search

advertising services.

INVESTORS

Description

Our investors (equity and debt) provide

liquidity in our shares and access to capital.

We place great importance on having

constructive relationships with all investors

and seek to ensure that we maintain an

appropriate dialogue with them on all matters,

including strategy, governance and

remuneration, throughout the year. Listening

to their views and seeking to address their

needs and to generate value for them allows

for Future’s long-term sustainable success

and its contribution to wider society.

Forms of engagement

• The CEO and CFO presented the full year

results and the interim results and took

questions from analysts

• The Chair, CEO and CFO held regular

meetings with our largest shareholders

• The CEO and CFO held meetings with target

investors based in the UK, US and parts of

Europe

• The CEO and CFO attended investor

conferences during the year. These included

the DBN UK conference in January 2025, the

Berenberg UK conference in March 2025

and the JPM TMT London conference in May

Corporate Responsibility

Annual Report and Accounts 2025

• The CEO and CFO held meetings with equity

sales teams and analysts following our

results announcements

• The CEO and the CFO both hosted a sell-side

meeting upon joining (Sharjeel in September

2024 and Kevin in March 2025)

• The Board attended the AGM, with an

opportunity for shareholders to ask

questions before, during and after the

meeting

• Debt investor session held as part of the

FY24 results

• CFO met with all Future’s lenders on a one to

one basis and with our credit rating agencies

• The Board received reports on analyst

consensus, latest shareholder feedback,

changes in the share register, key

shareholder engagement activities and

competitor analysis undertaken by the

Executive Directors and the Director of

Investor Relations

• The Board received updates from the

Company’s brokers and advisers on market

performance, bid defence and capital

structure and on shareholder sentiment

regarding Future’s performance, strategy and

dividend policy

• Board members received analyst reports

throughout the year as well as end of day

emails on key announcement days

• The Board was kept updated on Future’s

climate disclosures, its carbon footprint and

actions being taken to prepare for further

climate-related regulations

• Engagement with environmental, social and

governance (ESG) ratings agencies that many

investors and debt providers rely on to gauge

sustainability credentials

• Consultation with lenders and UKEF in

relation to the debut sterling bond issuance

• Consultation with shareholders and proxy

agencies on the proposed 2026-2028

Directors’ Remuneration Policy.

Key issues or priorities identiﬁed

• Strategy and investment priorities

• Progress and delivery against strategic and

ﬁnancial KPIs and targets

• Capital allocation and leverage

• Share price performance

• ESG data and performance

• Succession planning across the

leadership teams.

• Details of the feedback received from

shareholders on the proposed new Directors’

Remuneration Policy, and the consequent

modiﬁcation of the proposals, are set out on

page 112 of this report.

Outcomes and impact on principal decisions

• Consideration of feedback to inform,

amongst other things, Future’s strategy,

long-term plan, dividend policy, capital

allocation and approach to ESG and other

governance issues

• Debut sterling bond issue announced in July

• Announced a return of cash through a third

share buyback programme in December,

which began in January and ended in July.

fourth buyback programme which was

announced with our HY results, began on 1

August.

We will announce a ﬁfth buyback

programme when we announce the FY 2025

results

• We will announce, with the FY 2025 results,

the Board’s intention to propose a ﬁnal

dividend of 17p for FY 2025

• The new Directors’ Remuneration Policy will

be submitted for our shareholders’ approval

at the AGM in February 2026.

Future plc

Section 172(1) Statement

(a)

The likely consequences of any

decision in the long term

Strategic report:

Our business model (page 13)

Chair’s statement (page 8)

Chief Executive’s Q&A (page 14)

Key performance indicators (page 16)

Risk management (page 47)

Viability statement (page 52)

Corporate Governance report:

Chair’s governance statement (page 75)

Board activity (page 82)

Audit and Risk Committee report (page 88)

(b) Interests of the Group’s employees

Strategic report:

Our business model (page 13)

Responsibility Report (page 21)

Stakeholder engagement (page 36)

Corporate Governance report:

Chair’s governance statement (page 75)

Board activity (page 82)

Audit and Risk Committee report (page 88)

Nomination Committee report (page 85)

Remuneration report:

Remuneration Committee Chair’s statement

(page 96)

Directors’ pay in a wider setting (page 108)

futureplc.com:

Responsibility

Gender pay gap report

Fostering the Group’s business relationships

with suppliers, customers and others

Strategic report:

Our business model (page 11)

Responsibility Committee report (page 21)

Stakeholder engagement (page 36)

Investment (page 12)

Performance (page 43)

Risk management (page 47)

Corporate Governance report:

Board activity (page 82)

Audit and Risk Committee report (page 88)

(

d) Impact of the Group’s operations on the

community and our environment

Strategic report:

Responsibility Report (page 21)

Climate-related ﬁnancial disclosures (page 54)

futureplc.com:

Responsibility

d) Impact of the Group’s operations on the

community and our environment

Strategic report:

Responsibility Report (page 21)

Climate-related ﬁnancial disclosures (page 54)

futureplc.com:

Responsibility

(e) Maintaining our reputation for high

standards of business conduct

Strategic report:

Responsibility Report (page 21)

Non-ﬁnancial information statement (page 34)

futureplc.com:

sponsibility

Modern slavery statement

(f) Acting fairly as between members

of the Group

Strategic report:

Responsibility Report (page 21)

Corporate Governance report:

Chair’s governance statement (page 75)

Directors’ Report (page 93)

Shareholder information (page 179)

The Directors consider that they have acted,

in good faith, in a way that is most likely to

promote the success of the Company for the

beneﬁt of its members and stakeholders as

a whole, having regard (among other

matters) to the matters set out in Section

172(1)(a-f) of the Companies Act 2006.

We have a broad range of stakeholders who

inﬂuence or are affected by our day-to-day

activities, and have varying needs and

expectations. Our aim is to try to ensure that

the perspectives, insights and opinions of

stakeholders are understood and taken into

account when key operational, investment or

business decisions are being made. This

ensures that those decisions are more

robust and sustainable in themselves and

support Future’s strategic approach of

creating value for shareholders and society.

This allows the Board to build trust and fully

understand the potential impacts of the

decisions it makes on all our stakeholders.

To avoid duplication, this statement

incorporates information from other areas of

the Annual Report. The Board considers that

the statement focuses on those risks and

opportunities that are strategically important

to Future, consistent with the Group’s size and

complexity. More information on the issues,

factors and stakeholders that the Board

considers relevant to complying with Section

172 are set out in these other areas of

this report:

Corporate Responsibility

Annual Report and Accounts 2025

Some of the key decisions considered by the

Board in FY 2025, and how the Board had

regard to Section 172(1) matters when

discussing them, are set out below:

CEO succession

Relevant Section 172(1) decision criteria: (a),

(b), (c), (d), (e), (f )

Relevant stakeholders:

Audience, Customers,

People, Commercial Partners and Suppliers,

Regulators, Investors

Stakeholder Impacts:

The appointment of a

new CEO has an impact on all aspects of the

Group and therefore on all of our stakeholder

groups.

The role is crucial in shaping the

Group’s strategy and in ensuring that the

Section 172(1) statement is accurate and

reﬂects the Group’s commitment to

stakeholder interests, as well as for ensuring

that the Group’s commitment to these

principles is communicated to employees and

other stakeholders.

Decision:

The Board approved the

appointment of Kevin Li Ying as CEO, with

effect from 31 March 2025.

As a strong,

visionary leader with an unmatched

knowledge of the Group, from its tech stack to

its revenue streams, and having led B2C, the

Group’s largest division, as EVP, successfully

delivering on the execution of the Growth

Acceleration Strategy, Kevin was

the ideal

candidate for the role, for the beneﬁt of all

stakeholders. Read more about the

appointment on page 85.

Strategy

Relevant Section 172(1) decision criteria: (a),

(b), (c), (d), (e), (f )

Relevant stakeholders:

Audience, Customers,

People, Commercial Partners and Suppliers,

Investors

Stakeholder Impacts:

A clear strategy, aimed

at driving value and fostering growth, as well

as being linked to and addressing many of the

risks and uncertainties highlighted on page 47

of this report, is key to promoting the

long-term success of the Group for the

beneﬁt of all its stakeholders.

Decision:

Building on the investments made in

FY 2024 and FY 2025, under the Growth

Acceleration Strategy, in September 2025 the

Board approved a clear roadmap with a series

of strategic initiatives, which was showcased

to investors and analysts during a webinar

in September.

Content licensing

Relevant Section 172(1) decision criteria: (a),

(c), (e), (f )

Relevant stakeholders:

Audience, Customers,

Investors

Stakeholder Impacts:

Across Future’s brands,

we are focused on growing our engaged

audience and building global communities.

Expanding the range of platforms where our

content is distributed is a key part of this and

users are increasingly starting their web

searches on Generative AI platforms like

OpenA. ChatGPT provides a whole new

avenue for people to discover Future’s

content.

Decision:

The Board approved a strategic

partnership between the Company and

OpenAI, which was announced in December

2024.

Share buyback

Relevant Section 172(1) decision criteria: (a),

(b), (e), (f )

Relevant stakeholders:

People, Investors

Stakeholder Impacts:

Buying back our shares

returns cash to our shareholders. We

completed a £45m share buyback programme

in October 2024 and, at the time of our

full-year results announcement in December

2024, announced a further buyback

programme of up to £55m.

That programme

was launched on 2 January 2025 and

concluded on 31 July 2025, when the £55m

limit was reached.

As at that date, 7,011,664

shares had been repurchased, and cancelled,

under the programme.

On the same date we

launched the further £55m buyback

programme, which we had announced at the

time of our half-year results in May 2025.

Decision:

The Board believed that the share

buyback programmes would provide greater

ﬂexibility to achieve an optimal use of cash to

deliver value for shareholders, which include

our people, whilst still maintaining a strong

balance sheet. The Board keeps the current

programme under review and continues to

assess it against its capital allocation

priorities.

Sterling Bond Issuance

Relevant Section 172(1) decision criteria: (a), (c)

Relevant stakeholders:

Investors

Stakeholder Impacts:

The Group’s Export

Development Guarantee (‘EDG’) Facility was

due to mature in November 2027.

Although

best practice would have been to reﬁnance

this facility by September 2026, the Board

considered the increased market volatility and

economic uncertainty following the

announcement of US tariffs, which it was

anticipated may change the supply and

demand dynamics in the debt markets,

increasing re-forecasting and interest rate

risk. This led the Board to consider reﬁnancing

the EDG facility well ahead of its due date to

ensure that the Group retained access to a

strong, stable debt facility at reasonable

interest rates.

Decision:

In May, the Board approved the

initiation of a sterling bond issuance process

and appointed a sub-committee of the Board

to ﬁnalise the issuance. The Group announced

the successful launch and pricing of the bond

on 3 July 2025, enhancing its access to debt

markets, lengthening its maturity proﬁle and

providing long-term ﬁnancing for the business

that aligns with the Group’s capital allocation

policy, while the competitive pricing of the

bond demonstrated the strength of the

Group’s business.

Code of Ethics & Conduct

Relevant Section 172(1) decision criteria: (b),

(c), (e)

Relevant stakeholders:

People, Suppliers

and Customers

Stakeholder Impacts:

A Code of Ethics &

Conduct articulates the standards for Future’s

conduct and mindset, conveying our

commitment to responsible practice, to both

internal and external stakeholders. It sets out

the rules and values our employees must

follow and the standards they must uphold,

connecting these directly to our purpose

and values.

Decision:

The Board approved the Group’s

new Code of Ethics & Conduct in July 2025,

with the intention that it would, among other

things: clarify leadership’s expectations for

behaviour across the business, enhance

Future’s reputation, culture and brand among

all its internal and external stakeholders and

create a positive perception of Future with

potential customers.

Future plc

Financial

Review

Financial summary

Risks and uncertainties

FY 2025 principal risks

Longer term viability statement

Taskforce on Climate-Related

Financial Disclosures

Financial Review

Annual Report and Accounts 2025

The ﬁnancial summary is based primarily

on a comparison of results for the year

ended 30 September 2025 with those for

the year ended 30 September 2024. Unless

otherwise stated, change percentages

relate to a comparison of these two periods.

Organic growth is deﬁned as the like for like

portfolio including the impact of closures

and new launches, but excluding acquisitions

and disposals made during FY 2025 and FY

2024 at constant foreign exchange rates.

Constant rate is deﬁned as the average rate

for FY 2025.

The Directors believe that adjusted results

provide additional useful information on

the current core operational performance

of the Group and review the results on

an adjusted basis internally. Refer to the

Glossary section at the end of this document

for a reconciliation between adjusted and

statutory results.

Group revenue was down (6)% year-on-

year at actual currency, with a (3)% organic

decline combined with the previously

announced closures of brands and adverse

foreign exchange.

The Group is organised and arranged

primarily by reportable segment. From 1

October 2024, the Executive Directors

consider the performance of the business

from a divisional perspective of B2C,

Go.Compare and B2B. Historically, the

performance of the business was considered

on a geographic basis split between US

and UK, with Australia included within UK

activities. The Group also uses a sub-

segment split of Media (websites and events)

and Magazines for further analysis.

B2C revenue

FY 2025

£m

FY 2024

£m

Reported

YoY var

Organic

YoY var

US digital

advertising

96.8

102.8

(6)%

(2)%

UK digital

advertising

44.6

52.0

(14)%

(8)%

Digital

advertising

141.4

154.8

(9)%

(4)%

eCommerce

afﬁliates

76.7

83.9

(9)%

(6)%

Other media

28.1

28.7

(2)%

+2%

Media

246.2

267.4

(8)%

(4)%

Subscriptions

122.2

129.0

(5)%

(2)%

Other

magazines

125.0

126.7

(1)%

+2%

Magazines

247.2

255.7

(3)%

ﬂat

B2C revenue

493.4

523.1

(6)%

(2)%

Reported revenue for

B2C

was down (6)%,

impacted by foreign exchange and closures.

Organic revenue was down (2)% during the

year reﬂecting mixed performance.

Media

organic revenue was down (4)% in

the year with a challenging macroeconomic

backdrop, impacting afﬁliates and total

digital advertising despite direct advertising

being in growth in H2 in both the US and the

UK. Sessions² of 317m (FY 2024: 353m)

declined (10)%, with growth in women’s

and wealth not being able to offset decline

in other verticals. However, the correlation

between sessions and revenue is decreasing,

driven by our strategic focus on driving

direct advertising which is less dependent

on audience. During the year, we saw +3ppt

of ads revenue move into direct from

programmatic. As a result, our yields grew

+8% year on year.

Revenue

FY 2025

£m

FY2024

£m

YoY Var

Organic

YoY Var

B2C

493.4

523.1

(6)%

(2)%

Go.Compare

191.8

202.7

(5)%

B2B

54.0

62.4

(13)%

(9)%

Total Revenue

739.2

788.2

(6)%

(3)%

Sharjeel Suleman

Chief Financial Ofﬁcer

Financial

Review

Financial summary

Summary

FY 2025

£m

FY 2024

£m

Revenue

739.2

788.2

Adjusted EBITDA

223.4

239.1

Adjusted operating proﬁt

205.4

222.2

Operating proﬁt

121.9

133.7

Proﬁt before tax

91.9

103.2

Basic earnings per share (p)

62.7

67.2

Diluted earnings per share (p)

62.1

66.8

Adjusted basic earnings per share (p)

124.2

124.6

Adjusted diluted earnings per share (p)

123.0

123.9

1 Adjusted items are a non-GAAP measure. For further details refer to the Glossary section on pages 173 to 178.

Building the business for tomorrow whilst delivering

on today

Future plc

UK Digital advertising

market remained

challenging, down (8)% on an organic basis, a

signiﬁcant improvement on the ﬁrst half and

returning to growth in Q4 (+5%).

In the

US, digital advertising

organic

revenues were down (2)% with an

improvement in H2 to +1% growth. This

includes +6% growth in direct advertising

during the year, a key strategic objective of

the Group, despite ongoing volatility.

Afﬁliates’

good H1 performance reversed in

H2 with overall revenue (6)% down for the full

year, despite continued growth in vouchers.

The performance was mainly driven by the

audience decline.

Magazines

recorded an excellent

performance. Magazines represent 50%

of the B2C division and, as an industry, is in

secular decline. During the year, Magazines

revenues were ﬂat. This is the strongest

performance from Magazines since COVID,

and is a result of an improvement in our

subscription business combined with growth

in premium print titles and the Rolex book.

Subscription

organic revenue was only down

(2)% in the period, testament of the work

and investment to drive stabilisation in this

revenue stream with growth in key titles such

as The Week Junior.

Other magazines

(print advertising and

newstrade) organic revenue grew +2% in

the period driven by a premium book for

Rolex combined with better underlying

performance for both weekly and

premium titles.

Go.Compare revenue

FY 2025

£m

FY 2024

£m

Reported

YoY var

Organic

YoY var

Car insurance

117.6

130.1

(10)%

Non-car

insurance

74.2

72.6

+2%

+3%

Go.Compare

revenue

191.8

202.7

(5)%

Revenue for our price comparison business

Go.Compare

declined (5)%, both reported

and organically, reﬂecting the strength of the

prior-year. Looking at the performance over a

two-year period, revenue grew by

+10% CAGR.

Car insurance

revenue declined by (10)% in

the year against strong comparators. The car

performance was impacted by lower quote

volumes driven by the market partially offset

by improved conversion driven by continued

focus on improving consumer journey.

Non-car insurance

revenue grew by +3%

in the year, reﬂecting the strategic focus to

grow non-car categories which now represent

39% of Go.Compare revenue, up +3ppt year-

on-year.

B2B revenue

FY 2025

£m

FY 2024

£m

Reported

YoY var

Organic

YoY var

Digital

advertising

(newsletters)

32.0

36.3

(12)%

(9)%

Afﬁliates

(lead gen &

webinars) &

Other media

(events) &

Magazines

22.0

26.1

(16)%

(10)%

B2B revenue

54.0

62.4

(13)%

(9)%

B2B

performance remained challenging with

(13)% reported revenue decline and (9)%

organic. The performance was impacted by

challenging end-market dynamics.

Digital advertising

organic revenue

was down (9)% in the year with mixed

performance across verticals with growth

in education and ﬁnancial services offset by

decline in healthcare, food and travel.

The (10)% organic decline in

other revenue

is largely driven by the continued challenging

backdrop in enterprise tech. The team

is executing on plans to turnaround the

performance in B2B.

Operating costs

Cost of sales including distribution costs

were down 11% year-on-year. The decline

was driven by revenue combined with a

change in revenue mix with the reduction in

Go.Compare revenue, combined with better

rates in Magazines cost of sales. See note

3 to the ﬁnancial statements for further

details.

Other costs are down 3% during the

year reﬂecting the annualisation of the

investment in certain areas combined with

annual pay rise which increased salary and

wages costs, the impact of which abated in

H2, as planned. These cost increases have

been offset by lower TV marketing spend

combined with the beneﬁt of an incremental

year of R&D tax credits and lower medical

beneﬁt rates.

Operating proﬁt

Adjusted operating proﬁt decreased

£16.8m to £205.4m (FY 2024: 222.2m)

driven by the impact of revenue decline

whilst adjusted operating proﬁt margin has

remained stable at 28% (FY 2024: 28%),

despite annualisation of some investment

combined with inﬂationary pressures within

wages, the largest cost. This is a testament

to the strength of the Group to focus on

investment that drives returns as well as

continuous review to remove inefﬁcient

spend. The diversiﬁed revenue and strong

ﬁnancial characteristics of the Group, even in

a challenging macroeconomic environment,

have provided clear beneﬁts.

Statutory operating proﬁt decreased by

£(11.8)m to £121.9m (FY 2024: £133.7m),

primarily driven by adjusted operating

proﬁt performance. Statutory operating

margin declined marginally to 16% (FY 2024:

17%), reﬂecting adjusted operating proﬁt

movement net of adjusting items.

Earnings per share

Basic earnings per share is calculated using

the weighted average number of ordinary

shares in issue during the period of 105.8m

(FY 2024: 114.4m), the decrease reﬂecting

the share buyback programmes.

Earnings per share

2025

2024

Basic earnings per share

62.7

67.2

Adjusted basic earnings per share

124.2

124.6

Diluted earnings per share

62.1

66.8

Adjusted diluted basic earnings per

123.0

123.9

The Glossary section at the end of this

document provides the deﬁnition of adjusted

Financial

Review

Adjusted operating proﬁt and margin

FY 2018 FY 2019

2020

FY 2021 FY 2022 FY 2023FY 2024

£350.0

£300.0

£250.0

£200.0

£150.0

£100.0

£50.0

£0.0

£m

14%

24%

28%

32%

33%

32%

28%

40%

30%

20%

10%

28%

Financial Review

Annual Report and Accounts 2025

earnings per share and

a reconciliation to

reported earnings per share.

Transaction and integration related costs

of £7.2m incurred in the year reﬂect £1.6m

of post-integration IT system costs and

associated fees, and £0.9m of transaction

related legal fees. £2.4m relates to

professional fees to support portfolio

optimisation across the Group’s divisions,

of which £0.7m relates to rationalisation of

previously acquired subsidiaries. A charge of

£2.3m has been provided for historic sales

taxes arising from a post integration tax

compliance review.

Exceptional items

The Group performed a strategic

optimisation review and identiﬁed Mozo

Pty Ltd, an Australian price comparison

subsidiary acquired in 2021, having been

impacted by macroeconomic challenges,

and being sub-scale in its market, was no

longer contributing to the overall strategy

of the Group. An impairment charge related

to goodwill and acquired intangible assets

of £15.2m is recognised in exceptional

costs. Mozo formed part of the B2C cash

generating unit.

Exceptional items also include £2.7m relating

to redundancy costs in line with our ongoing

group wide programme to create an efﬁcient

and sustainable operating model targeting

£20.0m savings per annum by FY 2028

and a £0.4m credit relating to properties

which became onerous and were treated as

exceptional in prior years.

Other adjusting items

Other adjusting items include amortisation

of acquired intangibles of £53.3m (FY

2024: £66.7m), the decrease is due to

£11.0m accelerated amortisation in the

prior period for brand and customer list

intangible assets relating to Look After My

Bills (‘LAMB’), arising with the Go.Compare

acquisition, following the cessation of active

management of the LAMB business in

FY 2024.

Share-based payment expenses relating

to equity-settled share awards with

vesting periods longer than twelve months,

together with associated social security

costs, decreased by £3.4m to £5.5m (FY

2024: £8.9m), partly due to the lapsing of

former CEO’s awards. Share based payment

expenses are excluded from the adjusted

results of the Group as the Directors believe

they are signiﬁcant and result in a level of

charge that would distort the user’s view

of the core trading performance of the

Group, and include the historical one-off

all-employee Value Creation Plan scheme

where a charge is booked irrespective of the

likelihood of achieving the vesting targets.

Net ﬁnance costs and reﬁnancing

At 30 September 2025, 48.3% (£290.0m of

£600.0m) of the Group’s facilities remained

undrawn (30 September 2024: 53.8%

(£350.0m of £650.0m) undrawn).

Net ﬁnance costs decreased to £28.8m (FY

2024: £29.8m) which includes net external

interest payable of £24.7m (FY 2024:

£25.9m) reﬂecting the reduction in the

Group’s debt and £4.1m (FY 2024: £3.9m) in

respect of the amortisation of arrangement

fees relating to the Group’s bank facilities.

A further £1.5m (FY 2024: £1.7m) of net

interest was recognised in relation to lease

liabilities and £0.3m (FY 2024: £0.2m)

in respect of the unwinding of deferred/

contingent consideration.

The Group reﬁnanced its entire capital

structure during the year.

The previous

RCF of £350.0m, maturing July 2026, was

reﬁnanced with a £300.0m RCF, maturing

May 2029,

with two, 1-year extension

options subject to lender consent.

The Group’s £300.0m Export Development

Guarantee Facility, maturing November

2027, was reﬁnanced with a £300.0m 5-year

non-call 2 (“5NC2”) senior unsecured bond.

The instrument carries a ﬁxed coupon of

6.75% per annum, payable semi-annually in

arrears, and matures in July 2030. The bond

is callable at the issuer’s option after the

second anniversary of issuance ,according to

the following schedule:

Year 3:

Redeemable at par plus 50 % of the

annual coupon,

Year 4:

Redeemable at par plus 25 % of the

annual coupon, and

Year 5:

Redeemable at par.

This stepped call structure provides

ﬂexibility for the Group to optimise its capital

structure.

The new facilities signiﬁcantly

extend the maturity of the Groups debt.

Following the issuance of the Group’s 5NC2

senior unsecured bond,

as at 30 September

2025, 98% (FY 2024: 100%) of the Group’s

drawn debt was ﬁxed at an average rate of

6.73% (FY 2024: 6.39%).

Taxation

The tax charge for the year amounted to

£25.6m (FY 2024: £26.4m), comprising a

current tax charge of £32.5m (FY 2024:

£37.9m) and a deferred tax credit of £6.9m

(FY 2024: £11.5m).

The current tax charge arises in the UK

where the standard rate of corporation tax

in FY 2025 is 25% and in the US where the

Group pays a blended Federal and State tax

rate of 28%.

The Group’s FY 2025 adjusted effective

tax rate was 25.3% (FY 2024: 25.7%). The

Glossary section at the end of this document

provides a reconciliation between the

Group’s adjusted effective tax charge and

statutory effective tax charge.

The Group’s effective tax rate, inclusive of

adjustments in respect of previous years,

has increased to 27.8% (FY 2024: 25.6%).

The Group tax charge includes the impact of

the impairment of goodwill and intangibles

and other non-deductible items offset by

movements in uncertain tax liabilities and

prior year adjustments.

The Group has assessed the impact of the

enacted or substantively enacted Pillar Two

legislation in the jurisdictions in which the

Group operates. Based on this assessment,

there is no impact of the Pillar Two legislation

on the Group.

Balance sheet

Property, plant and equipment decreased

by £3.3m to £29.5m in the

period (FY 2024:

£32.8m) primarily reﬂecting depreciation of

£6.9m, offset by capital expenditure

of £3.6m.

Intangible assets decreased by £60.0m

to £1,453.7m (FY 2024: £1,513.7m) driven

by amortisation charge £64.4m and an

impairment of goodwill and acquired

intangibles of £15.2m offset by the

capitalisation of website development

costs £12.9m and £9.3m intangible assets

acquired through the acquisition of RNWL

and Kwizly.

At 30 September 2025, the Group had

net current liabilities of £6.6m (FY 2024:

£70.3m).

Total current assets decreased by £9.2m to

£149.5m (FY 2024: £158.7m), led by Trade

and other receivables reducing by £10.2m to

£105.1m (FY 2024: £115.3m) due to

lower revenue.

Total current liabilities decreased by

£72.9m to £156.1m (FY 2024: £229.0m) of

which: trade and other payables reduced

£29.3m primarily due to a £11.5m one-

off VAT liability which was settled during

the year and a £4.2m reduction in bonus

accrual. Deferred income reduced by £3.8m

relating to recurring subscriptions. Financial

liabilities movement included a reduction

Future plc

in interest bearing loans and borrowings by

£20.0m as the bond reﬁnancing secured

in July 2025 provided a break in short term

debt repayments.

Other ﬁnancial liabilities

reduced by £12.2m due to the change in

terms of the share buyback programme

resulting in a liability of nil at 30 September

2025 (FY 2024: £12.2m). Finally a reduction

in corporation tax payable and lease

liabilities primarily explains the remaining

£7.6m reduction.

Total non-current liabilities increased by

£20.9m to £438.2m (FY 2024: £417.3m)

principally from the debt reﬁnancing secured

in June 2025.

Cash ﬂow and net debt excluding

lease liability

The Group remains highly cash generative,

a consistent feature of the Group, with

cash inﬂow from operations of £188.3m

(FY 2024: £230.0m) reﬂecting continued

strong cash generation. Adjusted operating

cash was £193.2m (FY 2024: £236.2m).

A reconciliation of cash generated from

operations to adjusted free cash ﬂow is

included in the Glossary section at the end of

this document.

The Group delivered adjusted free cash

ﬂow conversion of

86% and is forecast

to generate sufﬁcient cash ﬂows to meet

its liabilities as they fall due. Excluding

one off items (a one-off VAT payment

and the payment of the prior year bonus),

the underlying adjusted free cash ﬂow

conversion would have been 96%.

After expenditure on property, plant and

equipment and website development costs

and returning £99.5m (FY 2024: £67.0m)

to shareholders in the period through share

buyback programmes and annual dividend,

leverage is stable at 1.3x (FY 2024: 1.1x)

and net debt excluding lease liability has

increased to £276.4m (FY 2024: £256.5m).

Other signiﬁcant movements in cash ﬂows

include purchase of shares into Trust of

£7.0m (FY 2024: nil), lease payments of

£6.2m (FY 2024: £6.9m), and net inﬂow

of reﬁnancing which occurred during the

year of £10.0m (FY 2024: net outﬂow due

to repayment of debt of £93.0m) offset by

bank arrangement fees of £6.3m. Foreign

exchange and other movements accounted

for the balance of cash ﬂows.

Going concern

The going concern of the Group has been

assessed, taking into account the Group’s

strong ﬁnancial position, including external

funding in place over the assessment period,

of over 12 months from the date of this

report, and after modelling the impact of

certain scenarios arising from the principal

risks in line with forecast, which have the

greatest potential impact on going concern

in that period. The Group was in a net current

liabilities position as detailed in the balance

sheet section above, but has signiﬁcant

adequate cash ﬂow to meet its obligations.

Whilst each of the principal risks has a

potential impact and has been considered

as part of the assessment, only those that

represent severe but plausible scenarios

were selected for modelling. The scenarios

have been modelled using the Group’s

existing £300.0m RCF, which was reﬁnanced

during the 2025 ﬁnancial year and does not

expire until after the viability period, and the

£300.0m Sterling bond (2030 end date).

The scenarios are hypothetical and

purposefully severe with the aim of creating

outcomes that have the ability to threaten

the going concern of the Group. The Group

has multiple control measures in place to

prevent and mitigate the scenarios from

taking place.

Although the downside scenarios result in

increased leverage, the Group maintains

headroom over the existing bank facilities

and covenants at all testing points. The

results of the above stress testing showed

that the Group would be able to withstand

the impact of these scenarios occurring over

the assessment period.

The exercise undertaken indicates that

the Group is extremely diversiﬁed and

very resilient to a number of extreme but

plausible downside scenarios.

The scenario modelling does not account for

various mitigating actions the Board could

undertake to offset the impacts of such

a reduction in cashﬂow, such as reducing

operational and capital expenditure or a

disposal of part of the portfolio.

Based on the severe but plausible scenarios,

the Directors have a reasonable expectation

that the Company will continue in operation

and meet its liabilities as they fall due over

the period considered. For this reason,

the Directors continue to adopt the going

concern basis in preparing the consolidated

ﬁnancial statements for the FY 2025 results.

Conclusion

The Group has delivered results in line with

expectations, demonstrating resilience in a

challenging macroeconomic environment.

The Group’s strong cash generation remains

a consistent feature of the Group’s ﬁnancial

characteristics. The Strategic Report and the

Financial Review are approved by the Board

of Directors and signed on its behalf by:

Sharjeel Suleman

Chief Financial Ofﬁcer

3 December 2025

Financial

Review

Adjusted free cash ﬂow

£300

£275

£250

£225

£200

£175

£150

£125

£100

£75

£50

£25

£0

£53.7m

£96.0m

£199.3m

£17.4

£267.2m

FY 2018

FY 2019

2020

FY 2021

FY 2022

FY 2023

FY 2024

£253.2m

£222.3m

£m

£177.0m

Financial review

Annual Report and Accounts 2025

Risks and uncertainties

Effective strategic decision making requires a

risk-aware approach throughout the Group to

ensure that management and employees

identify, assess and respond to risks and

opportunities throughout the organisation.

The Group operates in fast-paced and dynamic

sectors and markets in different territories and

faces a variety of opportunities, risks and

challenges that may have direct or indirect

impacts on our ability to deliver value and

achieve our strategic objectives, which requires

well-informed and risk-aware decision making at

all levels in the Group.

The Board has overall responsibility for

determining the nature and extent of the net risk

the Group is willing to take in pursuit of its

strategy. Our robust approach to the

identiﬁcation and evaluation of key risks enables

us to support the achievement of strategic

objectives and to address the challenges,

uncertainties and opportunities the Group faces.

Risk appetite

Risk appetite sets how much risk the Group is

willing to take in pursuit of its strategy,

and can

be summarised as:

• Areas where innovation and risk-aware

decision making is encouraged;

• Areas where compliance with legal and

regulatory obligations is required and therefore

a cautious approach is taken with the advice

and support of specialists;

• Areas in which the Group has no appetite to

engage in - where these may have an adverse

impact on our reputation, may threaten the

security of data and systems or may result in

harm or detriment to our audience, employees,

suppliers and partners and other key

stakeholders.

Risk appetite statements may change to reﬂect

the Group’s strategy, business performance and

to reﬂect developments in both the internal and

external environments.

The overarching risk management framework

continues to evolve and is subject to ongoing

oversight from the Executive Leadership Team

(ELT) and robust challenge by the Audit and Risk

Committee and Board. Including a formal

bi-annual review of the risk register by the Audit

& Risk Committee.

Emerging risks

The Group operates in a number of different

markets and environments and takes a

forward-looking and proactive approach to the

identiﬁcation and evaluation of new and

emerging risks, which are identiﬁed from current

business activities, acquisitions, integration

workstreams and through developments in the

wider environment.

Emerging risks may be identiﬁed in a number of

ways - through changes in strategic priorities,

changes in the external environment, incidents

and near-misses and also events impacting

competitors and/or the markets in which the

Group operates.

Developments in 2025

The Group’s approach to risk management is

evolving to reﬂect changes in the external

environment, strategic developments,

competitor landscape and wider macro-

economic and geo-political conditions.

The Group’s work in monitoring strategic risk

from internal and external developments has

resulted in the following updates to its

principal risks:

•

Search disruption

has replaced Media market

disruption as a principal risk to reﬂect the

changing search landscape, the emergence of

AI technologies on traditional search, the

personalisation of search, such as Google

Discover and the opportunities to reach

audiences in new ways.

• Distribution platforms

has been updated to

reﬂect the increasing diversiﬁcation of how

audiences are accessing media content and

the need to have a presence across multiple

media channels.

During FY25 the following have been areas of

focus:

Internal Control and Corporate Governance

- In 2025 the Group evaluated and

consolidated non-ﬁnancial risks and controls

into one framework

to expand our

existing

internal control environment and ensure that

the Group is prepared for the introduction of

Provision 29 of the UK Corporate Governance

Code. This approach will give us the basis of

assessing appropriateness and effectiveness

of controls at mitigating our key risks.

This

work used input from the Group’s executive

and senior management, internal auditors,

advisors and prevailing and emerging best

practice. This includes:

• Mapping of operational controls,

material

controls to principal risks.

• Identify existing sources of assurance

(external/internal audit and specialist

assurance providers).

• Identify and document evidence requirements

to support Board attestation.

• Ongoing evaluation of the overall approach in

FY26 ahead of full implementation of Provision

29 for the FY27 annual report.

Go.Compare

- ongoing focus on and

enhancements to respond to the FCA’s

expectations in relation to Consumer Duty,

which includes subsidiary Board reporting

and updates.

Cyber and information security

- continued

focus on and investment in resilience and

response capabilities.

Ongoing review of the Group’s principal risks

and uncertainties to ensure that these align with

changes in the Group’s strategic priorities - this

was subject to oversight, discussion and

challenge by executive management, the Audit

and Risk Committee and the Group Board.

Risk Matrix (after mitigation)

Personal data

Regulatory

Economic & geo-political

Key suppliers and supply chain

People

Distribution

platforms

Search disruption

Cyber and IT

Climate change

Key

Likelihood

Impact on strategy

Low

Medium

High

Low

Medium

High

Future plc

OVERALL ACCOUNTABILITY

REPORTING AND INFORMATION

OVERSIGHT AND CHALLENGE

Future has adopted the three lines of defence model for the effective oversight and support of risk management.

First Line

Operational areas are responsible for day-

to-day identiﬁcation, management and

reporting of risks.

In addition, M&A risks are identiﬁed and

managed through pre-acquisition due

diligence activities, integration planning and

weekly project meetings.

Second Line

Specialist functions provide support and

advice to operational areas in areas of risk

management and control design, which

include Compliance, Data Protection &

Privacy, Legal and Information Security.

The second line functions support

management in ensuring that risks, issues

and incidents are escalated and reported

throughout the organisation, including (where

appropriate) the Audit and Risk Committee

and the Board.

Third Line

Internal Audit delivers a risk based

programme to provide assurance on

the management of key risks and the

effectiveness of the control environment.

Where required, access to internal audit

utilise the services of specialists when

THE BOARD

FIRST LINE

OF DEFENCE

THIRD LINE

OF DEFENCE

INTERNAL AUDIT

SECOND LINE

OF DEFENCE

Responsibility

Committee

Remuneration

Committee

Executive Management Responsibility

Operational Performance and Monitoring

Monthly Business Perfomance Reviews

Weekly and Monthly ELT Meetings

Financial Forecasting and Management

Compliance & Risk

Legal

Data Protection Ofﬁcer

Information Security

Internal Control

and Policies

THE AUDIT AND RISK COMMITTEE

EXECUTIVE LEADERSHIP TEAM

Three lines of defence

Financial review

Annual Report and Accounts 2025

FY 2025 principal risks

Search disruption

The Group’s performance may be affected

by changes in the way that audiences search,

access and consume content.

The search landscape is changing and traditional

SEO is being supplemented by both AI generated

summaries and large language model powered

search engines as well as personalised feeds like

Google Discover.

Impact

Failure to anticipate and respond to how the

search market is evolving, such as the use of AI

summarisation or to maximise the beneﬁts of

changing habits, like the use of Google Discover,

may affect demand for our B2C advertising and

e-commerce revenue.

Additionally AI summarisation tools may reduce

the perceived value of our brand in the eyes of the

audience and impact our direct access.

Mitigation

We continue to focus on securing the high trust

value of our content, distinct from AI alternatives,

ensuring this acts as a source of competitive

advantage and loyalty.

As announced at our investor webinar in

September 2025, the Group has launched a

strategic initiatives 12-month roadmap to break

down the delivery of the strategy in incremental

steps to focus on execution. This roadmap

contains a number of strategic initiatives across

our three businesses with many initiatives focused

on a Google-Zero approach. They include:

The Future+ initiative aims to strengthen direct

access to our audience and build both frequency

and loyalty, by offering members personalised

experiences and exclusivity mitigating potential

usage of AI summarisation. Future+ will also give

us enhanced visibility of how our audience seeks

to engage in our content.

Collab aims to extend our reach to audiences

across media channels by using engaging content

created by vetted creators.

Signal provides personalised shoppable curated

content offering a differentiated experience to our

audience. This will supplement both Future+ and

Collab in promoting loyalty and direct access.

The combination of Future+, Collab and Signal also

aims to maximise the potential of personalised

search development, such as Google Discover

to strengthen visibility and monetisation of our

content.

Furthermore, strengthening direct engagement

with the Group’s passion led, loyal and highly

engaged audiences enables us to sell directly to

advertisers at increased yields to reduce reliance

on open auction.

To date we have entered into content partnerships,

including Open AI and ProRata to both promote

our own content and obtain deeper understanding

around how it is being consumed. We continue to

evaluate further strategic partnerships.

Governance oversight

The CEO provides the Board with regular updates

on market and competitor activity. You can also

read more about our Business Model in the

Strategic Report on page 13.

Personal data

The Group derives its revenue principally

through marketing activities and customer

engagement across its websites and online

publications. This includes digital advertising,

subscription services and comparison journeys.

The Group and its third-party partners are

required to comply with stringent data protection

and privacy legislation – including the UK

and EU General Data Protection Regulation

(GDPR) and equivalent laws in other markets

(e.g. US) – governing the collection, use and

sharing of personal information. These laws

impose signiﬁcant obligations of transparency,

accountability and data governance on the Group.

Impact

The collection, storage and use of personal data

carries the risk of misuse, loss, compromise or

unauthorised access. Such incidents could lead

to regulatory enforcement, ﬁnancial penalties,

reputational harm and a loss of trust among

customers, partners and advertisers.

Evolving global privacy and advertising standards

continue to affect the Group’s data-driven

marketing and audience-targeting activities. While

major platforms have paused plans to withdraw

third-party cookies entirely, increased scrutiny of

tracking technologies and targeted advertising

persists. In the US, legacy state privacy and

consumer protection laws are increasingly being

applied to modern adtech practices, creating

further uncertainty and potential compliance

exposure.

Mitigation

The Group Data Protection and Privacy function

provides expert support, guidance and oversight

across all business areas. Global privacy and

data protection developments are continuously

monitored to ensure that emerging regulatory

requirements are identiﬁed and embedded into

business practices.

Contractual provisions with third-party suppliers

and partners include data protection and security

obligations to ensure compliance and safeguard

personal information. Mandatory training and

awareness programmes reinforce colleague

understanding of privacy responsibilities and

evolving regulatory expectations.

Privacy and data governance considerations

are integral to acquisition due diligence and

integration planning. The Privacy function

maintains regular engagement with key business

stakeholders to review developments, assess

risks and set priorities, ensuring that data

protection remains embedded in operational and

strategic decision-making.

Governance oversight

The Audit and Risk Committee regularly reviews

results of internal control reports and the Board

receives internal corporate governance and

compliance updates. You can read more about our

governance framework on pages 78 to 79.

Distribution platforms

The Group is reliant on its ability to market,

distribute and monetise content through

various media channels.

Our audiences are increasingly platform-

agnostic and they choose to access content

through an increasingly diverse mix of channels

including search engines, websites, social media

apps or

email.

Impact

This means that the Group’s ability to attract,

engage and retain audiences depends on its

ability to operate effectively across a range of

media channels.

Failure to anticipate and respond to the changing

trends and consumer behaviour may result in a

reduction in audience and impact revenue, proﬁt

and future growth.

Mitigation

We aim to mitigate this risk by ensuring our

brands operate in a platform-agnostic way to

ensure our content is found through channels

such as websites, emails, videos, social

platforms, magazines, live events, podcasts and

webinars.

This diversiﬁed proposition, a core principle

of our strategy, creates a multiplying platform

effect in several ways.

Collab aims to provide vetted creators with

access to our trusted brands,

increasing our

ability to monetise content in a platform-

agnostic way. This naturally supplements our

existing branded content creation distributed

through our own channels increasing breadth

and resilience .

Signal will enhance audiences’ online shopping

experience by providing curated content tailored

by brands that extends our ecommerce offering

across media channels

Further bolt-on M&A does offer us new

audiences that we can draw to existing

brands through initiatives like Future+, Signal

and Collab. Or we can apply our existing

monetisation routes to brands we acquire to

enable them to scale.

Lobbying activities to ensure the Group

is in a position to inﬂuence regulatory and

governmental developments.

Governance oversight

Regular monitoring of developments in the

search landscape is conducted by the Content

and Strategy team with updates provided to the

Executive Management team and the Board.

Key

Risk movement relative to prior year

New Principal Risk

Future plc

Economic & geo-political

Group performance could be adversely impacted

by factors beyond our control such as the

economic conditions in key markets and political

uncertainty.

The macroeconomic climate and continued

uncertainty surrounding the impact of interest

rates, inﬂation, energy costs, events in the Middle

East, war in Ukraine and the US tariff landscape

could lead to reduced consumer spending and a

related downturn in advertising.

Impact

An economic downturn, ﬁscal policy changes or

unexpected developments linked to worsening

economic conditions may have a negative impact

on revenue and proﬁt.

Mitigation

The Group is diverse geographically and continues

to grow the diversity of its revenue segments,

which provides resilience to economic shocks in

any particular country or region.

Continuous monitoring of macroeconomic

developments and market conditions.

The Group is a market leader in many sectors in

which it operates, which provides resilience in

tough economic conditions.

Governance oversight

The Board is regularly updated across the year, and

performs a deep review annually in the strategy

review, on the consideration of the impact of the

macroeconomic environment. You can also read

more about this in the Strategic Report starting

on page 4.

Key suppliers & supply chain

Certain third parties are critical to the operations

of our businesses.

Key third parties include:

• Printers and paper suppliers

• Magazine wholesalers and hauliers

• Data centre and cloud service providers

• High performing technology and data science

solutions

Impact

A failure of one of our critical third parties may

cause disruption to business operations, impact

our ability to deliver products and services, meet

the needs of our customers and result in ﬁnancial

loss. The reputation of our businesses may be

damaged by poor performance or a regulatory

breach by critical third parties.

Mitigation

Robust continuity arrangements are in place for

disruption to key third parties.

Magazine Supply Chain and Production BCP

capabilities and contingency arrangements

for Paper Mill Suppliers, Printers (UK, US and

Australia), Distribution partners, Wholesalers and

Postage Suppliers.

Print options and contingency plans are assessed

through market review, procurement charter and

tender exercises.

Financial stability checks on key third-party

service providers and suppliers.

Contingency plans in place to switch to alternative

networks should a failure occur by wholesalers.

Operational and ﬁnancial due diligence is

undertaken for any new key suppliers or material

changes.

Contracts, service levels and outputs are closely

managed on an on-going basis for key third party

services.

Governance oversight

Regular reviews of key suppliers ﬁnancial stability

and ﬁnancial performance.

Analysis of magazine production and supply

chain business continuity capabilities, inc. paper

suppliers, printers.

Global paper supply tender exercise completed

in 2025.

Board updates on key third-party service

providers from executive management.

People

Our future success will depend upon our

continued ability to identify, hire, develop,

motivate and retain highly skilled individuals

in both the UK and US, at executive board and

leadership levels and in our senior management

and technical teams.

The Group has a senior management team that

has a strong track record of innovation, scaling

media groups and creating value.

Impact

Lack of skilled, experienced and motivated people

at executive board level and throughout the wider

group may lead to an inability to deliver on strategy

and business and ﬁnancial performance targets.

Mitigation

Skilled executive and senior leadership teams

across brands and verticals.

Regular review of people metrics by executive

management inc. hires, attrition and net employee

movement.

Talent management framework in place, including

coaching, mentoring, performance management

program and leadership development program.

Training and development opportunities available

to all employees from online, in-house courses to

funded professional qualiﬁcations.

Ongoing review reward packages and employee

beneﬁts, including benchmarking against peers.

Employee engagement activities, including

surveys, workshops and listening sessions,

and peer benchmarking analysis to respond to

employee feedback and prevailing best practice.

DE&I initiatives in place to ensure the Group

remains an attractive employer that responds

to the needs of a wide range of employees from

different backgrounds.

Governance oversight

The Board, Nomination Committee and

Remuneration Committee receive regular

reports on reward and people-related matters.

The Nomination Committee regularly reviews

Board succession planning and the Board

receives updates on senior talent management

programmes. You can read more about the work of

the Nomination Committee on pages 85 to 87.

Key

Risk movement relative to prior year

New Principal Risk

Financial review

Annual Report and Accounts 2025

Cyber & IT

The Group relies on high-performing and

resilient IT solutions and infrastructure to

support systems and data science solutions

that meet customer and partner expectations

for experience, use and device of choice. These

include content management, e-Commerce

advertising, CRM systems and datastores.

The Group is dependent upon its websites and

underlying tracking technology to generate

income. Outages, poor performance may result

in reduced revenue and loss of audience to

competitors.

Impact

Disruption, poor performance or unavailability

of key IT solutions may result in an inability

to produce content and to provide ﬁrst-class

customer experience and support e-Commerce

and advertising activities may result in an inability

to meet business performance and ﬁnancial

targets.

A cyber security incident could result in

interruption to trading, damage to reputation,

regulatory scrutiny and censure along with

increased costs and resources to manage,

mitigate and recover from incidents.

Mitigation

Proactive monitoring, detection, prevention and

response to the cyber threat landscape by the

Information Security team.

Specialist third-party reviews of information

security, IT resilience and business continuity

capabilities.

Business impact assessments in place and

reviewed annually. Business continuity

arrangements in place for all processes, suppliers

and systems deemed critical.

Ongoing vulnerability assessment programme

in place.

Dedicated IT teams in place consisting of

Technology & Engineering and Ops & IT, reporting

to the Group CTO.

Network redundancy and resilience (multiple

network connections) built into all locations

including data centres.

Data centre infrastructure in place with

geographical failover capabilities for greater

resilience.

Full backup and disaster recovery capabilities in

place for key systems with annual testing.

Cyber and Information Security training is

mandatory for all employees, including random

phishing simulations.

Governance oversight

The Board receives updates and reports from

the CEO and CTO on IT related matters, including

budgets and ongoing delivery of key projects and

initiatives.

Climate change

The Group’s activities, supply chains and

customers may be impacted by climate change,

extreme weather events and physical changes

caused by climate change.

There are also increasing expectations from

governments, regulators, customers, suppliers

and partners to ensure that the Group operates

in a responsible and sustainable way to minimise

environmental harm and reduce carbon

emissions.

Impact

A failure to respond to climate change and the

climate-related expectations of key stakeholders

may lead to negative impact on the Group’s

reputation, business and ﬁnancial performance.

Mitigation

Our Future, Our Responsibility strategy

established in place, comprising of four pillars:

Climate, Culture, Community and Content.

Plans in place to reduce greenhouse gas

emissions (both direct and in the wider value

chain).

Climate change scenario planning workshops take

place annually.

Carbon Literacy training rolled across the Group.

Reviews under way of key supply chain partners to

understand their net zero approach.

For more information about the risks and

opportunities we have identiﬁed speciﬁcally

in relation to climate change and as part of our

climate-related risks and opportunities starting

on page 54.

Information about each of these pillars can be

found in the Responsibility section starting on

page 21.

Governance oversight

The Board, Responsibility Committee and Audit

& Risk Committee receive regular updates on

TCFD, ESG and the four pillars of the Group’s

Responsibility strategy.

Regulatory

The Group operates in a number of regulated

markets (insurance, lending, mortgages, energy

and home communications) in the UK and is

required to comply with relevant legal and

regulatory requirements.

Failure to comply with existing or adapt

to changes in future legal and regulatory

requirements may have a fundamental impact

on the Group’s business model, leading to

reputational damage, regulatory scrutiny and /

or sanction

and a failure to meet ﬁnancial and

operational targets.

Impact

This may result in consumer harm due to our

failure to comply with existing regulatory

requirements and/or implement regulatory

changes and an inability to implement key

business change initiatives successfully.

Mitigation

In-house Compliance team provide ongoing

support and advice on regulatory developments,

marketing campaigns, product and journey

development and changes and associated

content updates.

Distinct and separate governance approach for

Go.Compare to ensure that FCA expectations and

requirements are adhered to, including regulatory

change implementation.

Comprehensive regulatory training and

development for board members, senior

management and employees.

Outsourced internal audit programme to provide

assurance on compliance with key regulatory

requirements.

Governance oversight

Regular reviews and updates on Consumer Duty

developments and broader regulatory change are

presented to the Go.Compare Board and the Audit

and Risk Committee.

Future plc

repeatable revenue. Print magazines, as

a whole, are in secular decline, making

longer-term forecasting less relevant;

- eCommerce afﬁliate represents point-

in-time purchases and is impacted by

changing consumer conﬁdence and

shopping habits; and

- price comparison is a dynamic and

competitive market, making forecasting

consumer awareness and engagement

with the Go.Compare brand difﬁcult

beyond a three-year period.

• technology in the media industry continues

to evolve rapidly, adapting to new trends in

how content and advertising are consumed

• the Group’s business model does not rely

heavily on ﬁxed capital, long-term contracts,

or ﬁxed external ﬁnancing arrangements

that would require a longer-term horizon

assessment or returns.

Assessing the Group’s viability

This process includes an annual review of the

ongoing plan, led by the Group’s Executive

Directors. The latest updates to the plan

were ﬁnalised in December 2025. The base

case ﬁnancial projections start with the

Group’s 2026 budget and look ahead over the

assessment period to include an expected

level of growth. The Group’s funding position

is also considered, with focus on the ongoing

compliance with the covenants attached to

the Group’s external debt.

The viability of the Group has been assessed,

taking into account the Group’s strong

ﬁnancial position, including external funding

in place over the assessment period, and after

modelling the impact of certain scenarios

arising from the principal risks, which have the

greatest potential impact on viability in that

period.

The Group remains highly cash generative,

a consistent feature of the Group, with cash

generated from operations being £188.3m

(FY 2024: £230.0m). After returning £99.5m

(FY 2024: £67.0m) to shareholders in the

year through the share buyback programme

and annual dividend, leverage increased

to 1.3x (FY 2024: 1.1x). Net debt excluding

lease liability increased

to £276.4m (FY

2024: £256.5m). These ﬁgures represent

the actualised ﬁgures in the consolidated

ﬁnancial statements.

A number of scenarios have been modelled,

considered severe but plausible, that

encompass these identiﬁed risks. Whilst

each of the risks on pages 49 to 51 has a

potential impact and has been considered

as part of the assessment, only those that

represent severe but plausible scenarios

Assessing the Group’s longer term

prospects and viability

The Directors have based their assessment

of viability on the Group’s current strategy,

which is outlined in pages 11 to 12. The

Group’s prospects and risks are continually

assessed through:

• Strategy days held once a year to oversee

the delivery of the Strategy and consider

changes or new initiatives to further improve

the Group’s Strategy.

Ad-hoc topics on

aspects of the strategy are covered at Board

meetings.

• The Board receiving regular updates on the

operational and ﬁnancial position of the

business. It also receives updates on the

impact of our actions on our stakeholders

and other topics that are relevant to

Future’s business.

• The Board receiving regular updates on the

Group’s approach to risk and performing

a robust assessment of the principal and

emerging risks twice a year. As part of the

assessment of prospects and risks, the

Board routinely receives brieﬁngs and

considers topics related to audience trends,

the advertising market and developments

in the content and insurance markets. It is

also kept informed of Future’s resilience

to environmental and climate-related risks

and technological advancements including

the area of Artiﬁcial Intelligence (AI).

• Its annual long-term detailed planning

process which considers proﬁtability, the

Group’s cash ﬂows, committed facilities,

liquidity and forecast funding requirements

over the next three years. This exercise is

completed annually and was signed off by

the Board in December 2025. As part of this

the Board considers the appropriateness

of key assumptions, taking into account

the external environment and the Group’s

strategy.

Assessment period

The Directors consider a three-year period,

to September 2028, the most appropriate

for the Group’s viability statement as:

• this aligns with Future’s long-range

ﬁnancial and strategic planning cycle

• visibility over the Group’s revenue streams

is short term:

- advertising spend remains cyclical and

closely linked to global economic growth

and is impacted by the macroeconomic

environment;

- consumer direct monetisation: While

digital subscriptions provide predictable,

were selected for modelling. None of these

scenarios individually threaten the viability

of the Group. The scenarios have been run

both individually and with 1) and 3) combined

(as the combination of all downside

scenarios occurring at once is considered

to be remote). The viability scenarios have

been prepared using the most recent Board

approved budget, which uses the 9+3

forecast for FY 2025, in keeping with the

goodwill impairment assessment.

Assumptions applied

For the viability modelling, we have assumed:

• EBITDA impacts from the scenarios ﬂow

through to cash in full except for tax savings

at the Group’s ETR.

• No acquisitions are made during the

assessment period, in line with ‘Base case’

scenario.

• Dividends are maintained throughout the

assessment period, growing in line with our

dividend policy.

All scenarios have been modelled using the

existing £300m RCF (which was reﬁnanced

in the 2025 ﬁnancial year) and the £300m

bond (which is due in 2030).

As both

facilities are in place for the duration of the

viability period, all scenarios use the base

case model for these ﬁnancing options.

The scenarios above are hypothetical and

purposefully severe with the aim of creating

outcomes that have the ability to threaten

the viability of the Group. The Group has

multiple control measures in place to prevent

and mitigate the scenarios from taking place.

Although each of the downside (and the

combined) scenarios result in increased

leverage, the Group maintains headroom

over the existing bank facilities and

covenants at all testing points. The results

of the above stress testing showed that

the Group would be able to withstand the

impact of these scenarios occurring over the

assessment period.

The exercise undertaken indicates that

the Group is extremely diversiﬁed and

very resilient to a number of extreme but

plausible downside scenarios.

The Directors

also reviewed the results of a reverse stress

test, which was undertaken to illustrate the

scenario required to exhaust cash balances

or breach covenants within three years.

This

identiﬁed that it would require cashﬂow

to reduce by 80% in total across FY 2026

and FY 2027 for the Group to be in breach

of its leverage cover covenant limits in FY

2027. The Directors consider such a large

reduction to be extremely unlikely and would

Longer term

viability statement

Financial review

Annual Report and Accounts 2025

contradict the Group’s underlying track

record and success of the business model.

Potential mitigants

The scenario modelling does not account for

all various mitigating actions the Board could

undertake to offset the impacts of such

a reduction in cashﬂow, such as reducing

operational and capital expenditure,

a disposal of part of the portfolio, a

reduction or removal of dividends paid or a

postponement of share buyback schemes.

In the event of a disposal, the Group would

be using a share of the proceeds to pay down

debt, giving further optionality and ﬂexibility

to the Group.

Viability statement

Based on these severe but plausible

scenarios, the Directors have a reasonable

expectation that the Company will continue

in operation and meet its liabilities as

they fall due over the three-year period

considered.

Scenario

Associated Principal Risk(s)

Description

1) Signiﬁcant

Media revenue

reduction

1. Search disruption;

2.Distribution platforms;

6. People; and

8. Climate change

This scenario assumes a signiﬁcant reduction in digital advertising revenues and eCommerce

(net of direct cost reductions) compared to the three year plan. This could be from a change in

consumer habits and/or changes in algorithms and strategies of tech giants which could materially

impact trafﬁc and media revenues, together with the impact of failing to meet our level 3 emission

requirements. This includes the impact of the Google AI overview driving customers directly

to sources rather than through Future brands, and the impact of social media taking up a more

prevalent space within advertising rather than traditional means. The scenario also assumes no

bonus payment in any of the next three years.

Total EBITDA impact of £291.4m (£81.7m in FY26, £102.5m in FY27 and £107.2m in FY28).

2) Data security

breach

3. Personal data; and

7. Cyber & IT

The Company is subject to a cyber-attack that results in a serious data breach, critical systems

outage, and loss of business and customer data. This results in a signiﬁcant loss of reputation

among customers, a material reduction in Media revenues and additional IT costs while the breach

is rectiﬁed. The breach of customer data would also result in the most signiﬁcant monetary penalty

being applied by the Information Commissioner’s Ofﬁce (the higher of £17.5 million or 4% of the

total annual worldwide turnover in the preceding ﬁnancial year). Given the inherent uncertainty of

total quantum, this test is purposely severe as a stress test for the Group.

Total EBITDA impact of £219.5m (£94.7m in FY 2026, £92.0m in FY 2027 and £32.8m in FY 2028).

3) Signiﬁcant

change in

the external

environment

2. Distribution platforms;

4. Economic and geo-political

5. Key suppliers & supply chain; and

6. People

This assumes a reduction in advertising and magazine revenues as well as

a print margin decline

and extended collection days and an overseas third party distributor going bankrupt, resulting in bad

debt exposure and supply disruption.

The scenario also assumes no bonus payment in any of the

next three years.

Total EBITDA impact of £192.8m (£62.7m in FY26, £64.1m in FY27 and £66.0m in FY28).

4) Combined

scenario

1. Search disruption;

2. Distribution platforms;

4. Economic and geo-political;

5. Key suppliers & supply chain;

6. People; and

8. Climate change

This scenario assumes a combination of scenarios 1 and 3 above occurring simultaneously.

Where

there is overlap between the individual scenarios, we removed the duplication but left the worst-

case position, as such the total impacts are not additive with respect to the individual scenarios.

Total EBITDA impact of £347.0m (£100.2m in FY26, £122.2m in FY27 and £124.5m in FY28).

Future plc

This report sets out Future’s climate-related

ﬁnancial disclosures, current approach, and

future commitments, in line with the Task

Force on Climate-related Financial Disclosures

(TCFD) recommended disclosures, and in

compliance with the Financial Conduct

Authority (FCA) UKLR 6.6.6R and the

Companies (Strategic Report) (Climate-related

Financial Disclosure) Regulations 2022.

Future’s ESG Strategy, Our Future, Our

Responsibility (see Corporate Responsibility

section on page 21), sets out our

commitments on broader ESG issues,

including:

Pillar - Climate:

containing our climate

commitments. This includes an ambition to

reduce our Greenhouse Gas (GHG) emissions

by 42% by FY 2030 and by 90% by FY 2050.

We hope to overachieve against our long term

target and reduce our GHG emissions by

100% by 2030. However, in the event that we

achieve 90%, we plan to mitigate the

remaining 10% GHG emissions by

“neutralising” through carbon removals, which

would either be natural through reforestation

or aﬀorestation, or technological (carbon

capture and storage). It’s likely we would work

with a third party partner to achieve this.

Pillar 4 - Content:

including how Future

enables its readers and communities to take

climate action, such as at home or through the

products they purchase.

We undertook a comprehensive work

programme in FY 2023 to understand better

the climate-related risks and opportunities

that could impact our business, as well as the

resilience of our strategy under various

climate scenarios. We have updated our

climate scenario analysis for FY 2025, as

2024 marked the ﬁrst year that global

Task Force On

Climate-Related

Financial Disclosures

Climate-Related Risks

and Opportunities

Climate change, and

how we are responding

to the risks and

opportunities that it

poses, is important to

our stakeholders (Our

Audience, People,

Investors, Commercial

Partners, Suppliers and

Regulators).

temperatures exceeded 1.5°C above

pre-industrial levels. Whilst this does not

mean the international 1.5°C limit has been

broken, as that refers to a long-term average

over decades, it does bring us closer to

exceeding it as emissions continue to heat

the atmosphere.

The climate scenario analysis was overseen by

the Board, Audit and Risk Committee and

Executive Leadership Team, and managed by

the Responsibility Committee (see Corporate

Governance section on page 56). We have

continued to integrate climate change into our

overall risk management processes and

determined metrics to track performance and

set targets (see page 72).

Following this work, as detailed in the sections

below, we are compliant with all 11 of the

TCFD’s recommended disclosures. We are

disclosing our Scope 3 emissions (using FY

2024 data) for the third consecutive year, as

our best estimate at this point (see page 26).

We will continue to improve our disclosures

over time, as outlined in this report and as best

practice evolves.

Financial Review

Annual Report and Accounts 2025

TCFD disclosure framework

The table below summarises how Future has aligned its actions on climate change to the four TCFD thematic areas, signposting where disclosures are

consistent with the recommended TCFD and CFD disclosure requirements, and describing our areas of focus for FY 2025.

Disclosure is consistent with recommended

TCFD and CFD requirements

Disclosure is not consistent with recommended TCFD and CFD requirements, with

focus on further improvements in FY 2025

TCFD thematic area

TCFD recommended

disclosures

Relevant section within this report

Timeline

Governance

Disclose the organisation’s

governance around

climate-related issues and

opportunities.

(a) Describe the Board’s oversight

of climate-related risks and

opportunities.

(a) Board oversight of climate-related

risks and opportunities (CFD A)’ section,

page 56.

The Responsibility Committee continues

to oversee climate-related risks and

opportunities, in accordance with the latest

guidance and recommendations.

(b) Describe management’s role in

assessing and managing climate-

related risks and opportunities.

(b) Management’s role in assessing and

managing climate-related risks and

opportunities section, page 56.

Risk management

Disclose how the organisation

identiﬁes, assesses and

manages climate-related risks.

(a) Describe the organisation’s

processes for identifying and

assessing climate-related risks.

(a) Our processes for identifying and

assessing climate-related risks (CFD B)

section, page 58.

We have integrated climate-related risks

into Future’s overall risk management

processes, including embedding the most

material risks within the Group’s principal

risk register.

(b) Describe the organisation’s

process for managing climate-

related risks.

(b) Our processes for managing climate-

related risks section, page 62.

identifying and managing climate-

related risks are integrated into

the organisation’s overall risk

management.

assessing and managing climate-related

risks are integrated into our organisation’s

overall risk management (CFD C) section,

page 62.

Strategy

Disclose the actual and

potential impacts of climate-

related risks and opportunities

on the organisation’s business,

strategy and ﬁnancial planning

where such information is

material.

(a) Describe the climate-related

risks and opportunities the

organisation has identiﬁed over

the short, medium and long term.

(a) The climate-related risks and the

opportunities we have identiﬁed over the

short, medium and long term (CFD D),

page 63.

We will continue to assess the impact of

climate-related risks and opportunities

on our strategy, to improve resilience

to material risks faced and capitalise on

opportunities, for example, delivering on our

target of reducing GHG emissions by 42%

by FY 2030 - see further details on page

73. We also aim to expand our coverage of

climate-related editorial content and further

reduce our digital advertising emissions, in

line with the targets set on page 73.

(b) Describe the impact of climate-

related risks and opportunities

on the organisation’s business

strategy and ﬁnancial planning.

(b) The impact of climate-related risks

and opportunities on our organisation’s

businesses, strategy, and ﬁnancial planning

(CFD E)’ section, pages 63-71.

organisation’s strategy, taking into

consideration diﬀerent climate-

related scenarios, including a 2°C

or lower scenario.

into consideration diﬀerent scenarios,

including a 20 or lower scenario (CFD F)’

section, pages 58-61.

Metrics & targets

Disclose the metrics used to

assess and manage

relevant

climate-related risks and

opportunities where such

information is material.

(a) Disclose the metrics used

to assess and manage relevant

climate-related risks and

opportunities where such

information is material.

(a) Metrics used by our organisation

to assess climate-related risks and

opportunities in line with our strategy and

risk management process (CFD H)’ section,

page 72.

Future’s Scope 1 and 2 emissions are

disclosed on page 26, within the Corporate

Responsibility section.

We calculated our Scope 3 emissions for

the third time in FY 2025. The data used is

from FY 2024, because our suppliers collate

a signiﬁcant share of the underlying data

(particularly relating to the physical supply

chain of our magazines) on a calendar-year

basis.

The basis of calculation is the GHG Protocol

Corporate Value Chain (Scope 3) Accounting

and Reporting Standard. We have identiﬁed

which of the 15 categories are relevant for

Future and collated the appropriate data. We

have published our latest view of our Scope

3 emissions (FY 2024 data) on page 26 of

the Corporate Responsibility section.

(b) Disclose Scope 1, Scope 2 and if

appropriate, Scope 3 greenhouse

gas (GHG) emissions, and the

related risks.

(b) Our organisation’s Scope 1, Scope 2 and

Scope 3 Greenhouse Gas (GHG) emissions,

page 26, and the related risks’ section,

pages 63-69.

Responsibility Report, pages 21-34.

by the organisation to manage

climate-related risks and

opportunities and performance

against targets.

climate-related risks and opportunities

and performance against targets (CFD G)’

section, page 73.

We have aligned our targets in accordance

with SBTi guidelines, but have not submitted

them.

Progress is being tracked against Future’s

target of reducing our GHG emissions by

42% by FY 2030 and by 90% by FY 2050

(see Corporate Responsibility section, page

27).

Future plc

Task Force On

Climate-Related

Financial Disclosures

TCFD Thematic Area 1:

Governance

Future’s understanding

and response to climate

change is part of the

Group’s wider ESG

Governance and Risk

Management

processes. The Board

provides ultimate

oversight of these

processes, supported

by the Group’s

Executive Committees

and management

functions.

The diagram opposite illustrates how our

climate-related governance is integrated

within our business model.

a. Board oversight of climate-related risks

and opportunities (CFD A)

Board

The Board has ultimate responsibility for ESG

Governance, including the Group’s approach

to climate change.

The Our Future, Our Responsibility ESG

strategy was considered and adopted by the

Board in December 2021. The Board receives

updates at least twice a year from the Director

of ESG on performance against the ESG

Strategy, including the Group’s actions to

mitigate its carbon emissions and progress

against climate-related targets.

Progress to date against our targets and

Carbon Reduction Pathway (described in the

Corporate Responsibility section on page 27)

was reviewed and discussed at the Board

meetings in February, May, July and

September 2025.

Climate-related risks have been considered as

part of the Group’s FY 2026 budget process

and three-year plan review. For example, the

Board considered the importance of climate

risk on location strategy. None of the

identiﬁed risks has an ‘Almost Certain’ or ‘Very

Likely’ material impact on the business in the

short term.

The Board has ultimate responsibility for the

Group’s risk control environment, including

the annual review of the Risk Register at its

September meeting. The Risk Register is

signed oﬀ by the CFO (Sharjeel Suleman) and

CEO (Kevin Li-Ying).

Future is a low-capital expenditure business;

therefore, decisions made regarding capital

expenditure would not have a signiﬁcant

impact on our climate strategy and have thus

not been taken into account for capital

expenditure-related decisions during FY

2025.

Audit and Risk Committee

The Audit and Risk Committee leads its work

on the internal control environment, including

reviewing risks from emerging legislation.

The Committee is responsible for approving

the Group’s TCFD disclosures as part of the

Annual Report and Accounts process and

meets with the Responsibility Committee at

least twice a year. The Chair of the Audit &

Risk Committee, Alan Newman, also

reports back to the Board after every

Committee meeting.

See page 89 for the members of the Audit and

Risk Committee.

Responsibility Committee

The Group has appointed a Responsibility

Committee consisting of Ivana Kirkbride,

Angela Seymour-Jackson, Meredith Amdur,

Sharjeel Suleman and Kevin Li-Ying. The

Responsibility Committee oversees and

manages climate-related risks and

opportunities. Its duties include reviewing

progress against priorities and objectives, as

well as the eﬀectiveness of climate-related

risk management. In FY 2025, its climate

responsibilities focused on reviewing our

Scope 3 data and progress against our Carbon

Reduction Pathway (see page 27).

All Board members and the four Our Future,

Our Responsibility Pillar Sponsors are invited

to attend each meeting of the Responsibility

Committee, even if they are not formal

committee members, as this provides

essential context for discussions. The Chair of

the Responsibility Committee also

reports back to the Board after every

Committee meeting.

The Chair of the Audit and Risk Committee,

Alan Newman, attends the Responsibility

Committee meetings at least twice a year,

when climate responsibilities and actions are

discussed, to ensure the risk process

is holistic.

Remuneration Committee

Future’s Executive Directors’ remuneration

policy, as disclosed in our FY 2024 Annual

Report, included an ESG measure applying to

10% of the annual bonus amount. The ESG

measure for FY 2024 was related to colleague

engagement, calculated based on the results

of the Annual Colleague Engagement Survey.

This marks Future’s ﬁrst step toward

incorporating ESG metrics into our incentive

scorecards. We have started with a people

measure, given that our success as a business

is closely tied to our ability to recruit, retain

and engage a highly talented workforce.

Managing our emissions is an essential part of

mitigating the risks we face from climate

change, as increasingly consumers,

advertisers, and employees want to see us

make progress toward net zero. The

Remuneration Committee considered but are

not proposing a carbon reduction target in this

round of LTIP awards; it has been discussed

that Future is not a signiﬁcant emitter of

carbon and has already made signiﬁcant

progress towards its 2030 carbon target.

Financial Review

Annual Report and Accounts 2025

See page 97 for the members of the

Remuneration Committee.

b. Management’s role in assessing and

managing climate-related risks and

opportunities

Executive Leadership Team (ELT) oversight

The VP of People & Culture, Sam Feldman, has

ultimate responsibility for delivering the Our

Future, Our Responsibility ESG strategy,

including the Group’s climate commitments.

She and the Director of ESG report back to the

Board at least twice a year on the progress

against climate-related initiatives and targets,

which the Climate Pillar working group drives.

Climate Pillar working group

This group is responsible for implementing the

outcomes of the climate scenario analysis,

which include further reductions in emissions

from print and digital advertising during FY

2026 and into FY 2027. This Group provides

quarterly input to the Director of ESG.

Risk and Compliance Function

The Group Risk and Compliance Function is

responsible for compiling and reviewing risks.

The SVP Magazines, Subscriptions & Events is

responsible for ESG-related risks aﬀecting

Future’s physical supply chain (primarily

paper and print).

Oversight, review and challenge

Delegate

Information sharing

Audit and Risk Committee

of the Board

Responsibility Committee of the Board

ELT, VP of People & Culture and

Remuneration Committee

Director of ESG

Climate Pillar working group

Group Senior Risk & Compliance Manager

SVP eCommerce & Transformation

VP Magazines & Editorial Operations

Board of Directors

Future plc

Task Force On

Climate-Related

Financial Disclosures

TCFD Thematic Area 2:

Risk Management

As mentioned on page 54, the process of

identifying and assessing climate-related risks

outlined above was undertaken for the ﬁrst

time in FY 2023. In light of the rapid changes

in global temperature that we are seeing, we

have renewed our climate scenario analysis

this year. Working with our external advisors,

SLR Consulting, we identiﬁed a revised range

of climate outcomes, using 1.5-2.5°C,

2.0-3.5°C and 3.0-5.0°C climate change

scenarios. These were used as the basis for a

climate change scenario workshop in May

2025, held with the Executive Leadership

Team, Finance, IT Operations and Facilities

departments.

During the workshop, we discussed the

possible risks and opportunities for Future in

each climate change scenario, and possible

mitigation strategies for the risks identiﬁed. In

addition to the previously identiﬁed risks and

opportunities, we identiﬁed four new risks and

no new opportunities. Following the workshop,

we assessed the ﬁnancial impact and

likelihood of each climate-related risk and

opportunity (old and new) within three

timeframes (0-3 years, 3-6 years and 6+

years), using the scoring matrix below (which

is in line with Future’s overall risk management

approach and in line with previous disclosures,

but updated to reﬂect current materiality

thresholds):

Risk assessment criteria

The tables on pages 63 to 70 summarise the

risks and opportunities that the Group has

identiﬁed, along with their classiﬁcation (i.e.

transition vs physical), materiality, likelihood,

the timeframe over which they are expected

to materialise and Future’s management

approach.

Our deﬁnition of a material ﬁnancial impact is

an increase or decrease in proﬁt before tax of

over £6m, being the level at which investors

would consider a risk to be material to the

Group’s results.

Timescales are deﬁned as:

• Short-term: occurring within 0-3 years,

which is aligned to the Group’s 3-year

forecasting period and would rely on

exacerbation of the transition risks, e.g.

regulation and a downturn in consumerism,

that would have to come to fruition for global

warming not to peak higher than 1.5-2.0°C

above pre-industrial levels and to remain

below that on an ongoing basis;

• Medium-term: 3-6 years,

which is aligned

with Future’s target of reducing our carbon

emissions by 42% by 2030. In a 1.5-2.0°C

scenario, this could mean, for example,

carbon taxes of ~£100/tCO2e, or, in a

3.0-5.0°C scenario, ﬂood damages that are

2.5 to 3.9 times higher in comparison to a

1.5-2.0°C scenario without adaptation; and

• Long-term: 6+ years

, i.e. to 2050, which is

aligned with the UK Government’s 2050 Net

Zero target, and the timeframe over which

we expect risks to arise, including the

physical impacts of climate change. A

1.5-2.0°C scenario could mean, for example,

carbon taxes of approximately £300/tCO2e,

or, in a 3.0-5.0°C scenario, a very high degree

of physical risks, such as ﬂooding.

Scenario analysis

To stress test the Group’s performance and

understand the resilience of the business

under a range of climate outcomes, we

deﬁned three climate scenarios for analysis,

based on the latest information from the

Intergovernmental Panel on Climate Change

(IPCC) and International Energy Agency (IEA):

1) A scenario where the world warms by

1.5-2.0°C and we see long-term stability

through an orderly transition;

1) A second scenario where we see a slower

transition leading to unstable and

increasingly unmanageable outcomes as

the world warms by 2.0-3.5°C; and

1) A third scenario where a failure to act leads

to irreversible change and, in some cases, an

uninhabitable world which has warmed by

3.0-5.0°C.

Modelling methodology

For each scenario, we have modelled the

impact of the identiﬁed transition and physical

risks, with a summary of the results presented

on pages 59 to 61, including the approximate

likelihood and ﬁnancial impact of the highest

transition risks, physical risks, and

opportunities.

TCFD disclosure framework

Impact

5 Signiﬁcant

4 Major

3 Moderate

2 Minor

1 Insigniﬁcant

Financial Impact

(Revenue or Op

Proﬁt)

Greater than £39m (Higher

of 5% Revenue or 15% Op

Proﬁt)

£22m - £39m (Higher of

2.5% - 5% Revenue or 10% -

15% of Op Proﬁt)

£6m - £22m (Higher of 1.0%

to 2.5% Revenue or 3% -

10% of Op Proﬁt)

£3m - £6m (Higher of 0.5%

to 1.0% Revenue or 1% - 3%

Op Proﬁt)

Less than £3m

LIKELIHOOD

5 Almost Certain

Expected to happen within

the next 12 months of the

time horizon.

4 Likely

Expected to happen within

the time horizon.

3 Possible

Possible or has happened

to a competitor or a similar

entity.

2 Unlikely

Unlikely to occur at any time

in the future.

1 Almost Impossible

Highly unlikely to occur in

the foreseeable future.

a. Our processes for identifying and assessing climate-related risks (CFD B)

Financial Review

Annual Report and Accounts 2025

1.5-2.0°C Scenario:

An Optimistic World

We have selected this scenario because 1.5°C

of global warming is widely accepted as the

“safe level” by the scientiﬁc community, and

therefore, what the global community is

striving to achieve. It is also the level of

ambition used by the Science-Based Targets

initiative (SBTi) for large corporations, with

which Future has aligned its GHG reduction

targets. However, as current emission

reductions and policies are not moving fast

enough to meet the 1.5°C scenario, we have

chosen to use a range of 1.5-2.0°C, placing

more emphasis on a slightly higher warming

scenario. We have used the IPCC’s ‘RCP 2.6 &

SSP1 scenario’ and the IEA’s ‘Sustainable

Development Scenario’ to inform our

1.5-2.0°C scenario.

Assumptions:

In this scenario, global collaboration helps

shift society away from fossil fuels and

focuses on adding value aside from economic,

such as well-being. A united response enables

all value chains to beneﬁt from sustainable

action. Achieving this goal has required an

unprecedented and substantial shift in policy

and behaviour:

Policy:

Mandatory climate disclosures, cross-border

carbon taxes, demands for sustainable

materials, and the need for supplier innovation

and decarbonisation drive rising supply chain

costs and transformation pressures.

Economy:

Renewable infrastructure stabilises energy

prices and cuts costs. ESG investments are on

the rise, making sustainable ﬁnance a key

competitive advantage. Supply chains shift

unevenly, with some struggling to keep pace

with the low-carbon transition.

Social:

We have seen a shift from economic growth

to general well-being. Consumers care deeply

about the climate. Mass consumption is

viewed as excessive and selﬁsh, and society

does not tolerate it.

Technological:

Growing demand for low-carbon technology

drives innovation in sustainable digital

infrastructures, such as energy-eﬃcient data

centres and studios, which becomes a

competitive diﬀerentiator.

Legal:

Governments implement supportive policies

and regulations promoting sustainability, such

as subsidies for renewable energy and

incentives for reducing carbon footprints.

Environmental:

Swift transition to renewable energy sources

in operations to reduce carbon footprint,

leading to increased demand and growth

opportunities.

Long-term stability through an orderly transition.

Future plc

Task Force On

Climate-Related

Financial Disclosures

2.0-3.5°C Scenario:

An Unpredictable World

We have selected this scenario because the

actions taken by governments so far (e.g.,

regulation) have not been as rapid and

systematic as they need to be to limit global

warming to 1.5°C. This scenario is considered

the most likely, based on the current level of

climate ambition and commitments. We have

used the IPCC’s ‘RCP 4.5 & SSP2 scenario’

and the IEA’s ‘Announced Pledges Scenario’ to

model our 2.0-3.5°C scenario.

Assumptions:

Global emissions have fallen rapidly - by 60%

from 2020 to 2050 - however, a disorderly

transition to a low-carbon economy reﬂects a

‘business as usual’ approach. Engagement

from leaders and the public is intermittent,

while the physical impacts of climate change

become more evident. This results in

moderate transition risks, with ampliﬁed

physical risks, including increased labour costs

and an exodus of talent if city locations

become unattractive. Additionally, there are

increased costs associated with upgrading

digital equipment and data centres, as well as

agencies and advertisers increasingly seeking

to place business with companies on ‘green’

lists. The impact is clear to see for many:

Policy:

Risk of non-compliance from sudden

regulatory shifts. Reactive policies in the late

2020s/early 2030s aim to curb climate

impacts. Diverging national policies fuel

geopolitical tension. Policy-makers delay

decisive action, feeding uncertainty.

Economy:

Regular disruptions to business operations.

Global, just-in-time supply chains face

challenges due to divergent policies; in some

regions, unsupportive policy environments

make sourcing low-carbon products diﬃcult.

Social:

Audience interest is likely to grow in practical

and solution-oriented content, such as how to

live sustainably or adapt to changing

conditions.

Technological:

Investments in new technologies are

necessary to meet rapidly changing

environmental standards and to keep pace

with customer demand, potentially incurring

ﬁnancial strain from increased capital

expenditures in energy eﬃciency/emissions

reduction technologies.

Legal:

There is a need to allocate resources quickly

to adapt to new legal frameworks such as

carbon pricing and emissions caps.

Environmental:

Enhanced risk of operational disruptions from

ﬂoods, storms, and heatwaves. Investment in

infrastructure to withstand extreme weather

is required. Signiﬁcant resources might be

required to enhance business continuity

planning.

A slower transition leads to an unstable and increasingly unpredictable world.

Financial Review

Annual Report and Accounts 2025

3.0-5.0°C Scenario:

An Irreversible World

We have selected this scenario as a

“reasonable worst case.” This scenario carries

the risk of tipping points being breached,

leading to runaway climate change. Recent

climate science suggests that this scenario is

becoming increasingly likely in the future,

given current policies and trends. We have

used the IPCC’s RCP 8.5 & SSP5 scenarios, as

well as the IEA’s ‘Stated Policies Scenario’, to

model our 3.0-5.0°C scenario.

Assumptions:

Strong economic growth propped up by the

unrestricted use of fossil fuels results in

proliﬁc long-term development. However, the

ﬁnancial toll of climate change becomes an

unprecedented drag on preserving that

growth. Emissions are expected to roughly

double by 2100, and global warming is

projected to accelerate well past the point of

no return by 2030. The consequences are

widespread and tangible, catastrophic in some

cases:

Policy:

In the short and medium term, there will be an

absence of eﬀective government policies or

regulations to mitigate climate change,

resulting in a lack of incentives for

sustainability initiatives.

Economy:

Disruption and volatile prices have become

the new normal due to supply chain

disruptions. Fossil fuels drive growth in the

short term, but companies are realising the

long-term economic damage from climate

change.

Social:

Behavioural change is being linked more

closely to adapting to the impacts of climate

change (e.g., moving, migrating), resulting in

slower uptake and buy-in of low-carbon

technologies.

Technological:

Limited investment in and adoption of new

technologies result in ineﬃciencies and

increased vulnerability to climate impacts in

the long run.

Legal:

Exposure to evolving environmental

disclosure regulations, such as ESG reporting,

especially if media is used for product

promotion, results in operational complexity

and a greater compliance burden.

Environmental:

Increased frequency and severity of extreme

weather events such as ﬂoods, droughts, and

heatwaves, which disrupt supply chains, site

operations and production processes.

Failure to act leads to an irreversible, unstable, and in some cases uninhabitable world.

Future plc

Task Force On

Climate-Related

Financial Disclosures

Future operates a model of two lines of

defence for climate-related risks. Executive

management, who are responsible for the

day-to-day management of risks, including

climate-related risks, act as the ﬁrst line of

defence. Specialist functions, including

Compliance, Legal, Privacy, and the Director of

ESG, provide second-line support and advice.

We have an established process for risk

identiﬁcation and control, overseen by the

Audit and Risk Committee under the

supervision of the CFO. A more detailed

description of the risk control process and the

risk register can be found on pages 47 to 53.

Risk identiﬁcation:

There is a twice-yearly exercise to identify

risks and compile the Group’s Risk Register.

Due to their longer-term nature, climate-

related risks are reviewed and updated at the

end of each ﬁnancial year as part of the annual

reporting cycle. During FY 2025, we identiﬁed

our climate-related risks via in-depth

workshops as detailed on page 58. Executive

stakeholders across the business, including

ELT members, have been consulted during FY

2025 to identify changes in risk and emerging/

new risks for consideration. Identiﬁed risks are

evaluated for likelihood, impact and the

eﬀectiveness of mitigation, with the Board

reviewing the most material climate-related

risks annually. A member of the ELT formally

assumes ownership of every risk on the

The Group considers the risk of existing and

emerging regulatory requirements in

determining our climate-related risks (see

table on pages 63 to 70). It will continue to

monitor developments in regulatory

requirements going forward.

During FY 2025, we further disaggregated and

investigated our climate-related risks through

the use of detailed climate scenarios, as

described on pages 59 to 61, leading to a

more detailed set of identiﬁed risks and

management actions that have been

incorporated into the FY 2025 Risk Register.

Each climate-related risk has been assigned

an owner on the ELT, and that ELT member is

responsible for ensuring mitigations are in

place for risks that have been categorised as

having a material ﬁnancial impact (a decrease

in proﬁt before tax of over £6m)

and

have a

likelihood of Almost Certain or Likely (in any

scenario or timeframe).

b. Our processes for managing

climate-related risk

c. How our processes for identifying, assessing and managing climate-

related risks are integrated into our organisation’s overall risk

management (CFD C)

Financial Review

Annual Report and Accounts 2025

The process of identifying risks and

opportunities included our assessment of the

impact at a geographical level and by business

sector. For example, this involved evaluating

the physical risks associated with our oﬃce

locations globally, as well as transition risks

and opportunities for speciﬁc revenue

streams, as shown in the table below.

Certain risks were identiﬁed which did not

have a moderate or material impact on our

business under any scenario or timeframe,

and which have therefore been excluded from

the table below:

a. The climate-related risks and the opportunities we have identiﬁed over the short, medium and long term (CFD D)

The impact of climate-related risks and opportunities on our organisation’s businesses, strategy, and ﬁnancial

planning (CFD E)

TCFD Thematic Area 3:

Strategy

Potential annual impact on proﬁt before tax of most signiﬁcant risks and opportunities (unmitigated):

Short

Medium

Long

Policy &

Legal

1.5-2.0°C

In order for this scenario to become reality,

governments will need to implement policies and

regulations, potentially leading to increased costs,

such as carbon taxation, which has already been

imposed by many nations worldwide.

Unlikely, Insigniﬁcant Impact

It’s unlikely that carbon taxes will

be introduced within the next 0-3

years, and more likely that the UK

will continue with the current UK

Emissions Trading Scheme.

If this scenario became reality, it’s

Unlikely this risk would aﬀect Future

in this timeframe, and we would

expect an Insigniﬁcant ﬁnancial

impact on our business.

Likely, Minor Impact

It’s likely that carbon taxes would be

in place for most sectors within this

timeframe.

If this scenario became reality, it’s

Likely this risk would aﬀect Future in

this timeframe, and we would expect a

Minor ﬁnancial impact on our business.

Almost Certain, Minor Impact

It’s very likely that carbon taxation

would be in place for all sectors in the

long term.

If this scenario became reality, it’s

Almost Certain this risk would aﬀect

Future in the long term, and we would

expect a Minor ﬁnancial impact on

our business.

2.0-3.5°C

In order for this scenario to become reality, we have

to assume governments have not implemented

policies and regulations quickly enough.

Instead, reactive policies may be introduced in the

late 2020s/early 2030s to mitigate the inevitable

impacts of climate change. These could include

stricter emissions regulations, carbon pricing

mechanisms and mandatory green technology

adoption, which could lead to increased operating

expenses through carbon taxes or the purchases

of emissions allowances, higher energy prices,

and signiﬁcant capital investment to adapt

infrastructure and diﬃculty obtaining aﬀordable

insurance coverage.

Unlikely, Insigniﬁcant Impact

It’s unlikely that reactive policies

will be introduced within the next

0-3 years.

Therefore, it’s Unlikely this risk

would

aﬀect Future in this

timeframe, and we would expect an

Insigniﬁcant ﬁnancial impact on our

business.

Likely, Minor Impact

It’s likely that reactive policies would

be in place for most sectors within this

timeframe.

If this scenario became reality, it’s

Likely this risk would aﬀect Future in

this timeframe, and we would expect a

Minor ﬁnancial impact on our business.

Almost Certain, Minor Impact

It’s very likely that reactive policies

would be in place for all sectors in the

long term.

If this scenario became reality, it’s

Almost Certain this risk would aﬀect

Future in the long term, and we would

expect a Minor ﬁnancial impact on

our business.

3.0-5.0°C

In order for this scenario to become reality, there

will have been an absence of eﬀective Government

policies or regulations to mitigate climate change.

Instead, reactive policies may be introduced in the

late 2020s/early 2030s to mitigate the inevitable

impacts of climate change. These could include

stricter emissions regulations, carbon pricing

mechanisms and mandatory green technology

adoption, which could lead to increased operating

expenses through carbon taxes or the purchases

of emissions allowances, higher energy prices,

and signiﬁcant capital investment to adapt

infrastructure and diﬃculty obtaining aﬀordable

insurance coverage.

Unlikely, Insigniﬁcant Impact

As per the 2.0-3.5°C scenario (Unlikely,

Insigniﬁcant Impact).

Almost Certain, Minor Impact

As per the 2.0-3.5°C scenario, but

more certainty given the state the

world is likely to be in by this point in

this scenario.

(Almost Certain, Minor Impact).

Almost Certain, Minor Impact

As per the 2.0-3.5°C scenario

(Almost Certain, Minor Impact).

How we are responding

Metrics

Targets

We have committed to near-term and long-term carbon reduction targets and have already taken steps to reduce

the amount of carbon we emit directly and through our value chain, including from digital activities (see the “How

we are responding” section in Risk 2: “Changes in the Advertising Sector”). We also expect the impact of this risk

to decrease over time as we reduce our direct and value chain emissions and move closer to our carbon reduction

targets.

We have already transitioned to renewable energy sources in the UK for our direct activities, including our data

centres and vehicles, thereby reducing our exposure to carbon taxation and fossil fuel volatility.

The potential impact from this risk is not greater than Minor, and as we are mitigating this impact as described above,

we are satisﬁed that the business is resilient to the impact of this risk.

42% reduction in our overall emissions

by FY 2030.

90% reduction in our overall emissions

by FY 2050.

Scope 1, 2 and 3 footprint (see page

26 of the Corporate Responsibility

section).

42% reduction in our overall

emissions by FY 2030.

90% reduction in our overall

emissions by FY 2050.

Our overall Scope 3 footprint

has decreased by 26% from FY

2023, and 45% from our FY 2022

baseline (see pages 26 and 27 in the

Corporate Responsibility section for

more details).

Scenario

1. Increased regulatory costs in the transition to a low-carbon world

Detailed risks

Transition Risk

Timeframe

Link to principal risk:

Climate Change (see page 51).

Timeframe

Insigniﬁcant

Risks

Minor

Moderate

Major

Signiﬁcant

Insigniﬁcant

Opportunities

Minor

Moderate

Major

Signiﬁcant

Short-term: 0-3 years

Medium-term: 3-6 years

Long-term: >6 years

Future plc

Task Force On

Climate-Related

Financial Disclosures

Short

Medium

Long

Market

1.5-2.0°C

In order for this scenario to become

reality, agencies and advertisers will

want to place business with publishers

who can demonstrate low GHG

emissions from their digital value chain.

Advertisers placing ads with publishers

with above-average GHG emissions

would be tarnished by association.

Almost Certain, Minor Impact

Given that we observed this happening

in FY 2023 and FY 2024, it’s Almost

Certain this risk would aﬀect Future in

this timeframe, and we would expect

to see a Minor ﬁnancial impact on our

business.

Almost Certain, Minor Impact

As per the Short timeframe (Almost Certain,

Minor Impact).

Almost Certain, Minor Impact

As per the Medium timeframe (Almost

Certain, Minor Impact).

2.0-3.5°C

In order for this scenario to become

reality, advertisers and agencies would

be less stringent about placing business

with publishers who can demonstrate

low GHG emissions from their digital

value chain.

Likely, Minor Impact

This risk would Likely (rather than

Almost Certainly) aﬀect Future, with

agencies and advertisers not placing

as much pressure on publishers to

demonstrate low GHG emissions from

their digital value chain, and we would

expect to see a Minor ﬁnancial impact

on our business.

Likely, Minor Impact

As per the Short timeframe (Likely, Minor

Impact).

Likely, Minor Impact

As per the Medium timeframe (Likely,

Minor Impact).

3.0-5.0°C

In order for this scenario to become

reality, advertisers and agencies would

be considerably less stringent about

placing business with publishers who

can demonstrate low GHG emissions

from their digital value chain.

Possible, Minor Impact

This risk could Possibly (rather than is

Likely to) aﬀect Future, with agencies and

advertisers placing even less pressure

on publishers to demonstrate low GHG

emissions from their digital value chain, and

we would expect to see a Minor ﬁnancial

impact on our business.

Possible, Minor Impact

As per the Short timeframe (Possible, Minor

Impact).

Possible, Minor Impact

As per the Medium timeframe (Possible,

Minor impact).

How we are responding

Metrics

Targets

We started working with Scope3.com in FY 2023 to identify and reduce our emissions from digital

advertising, in line with expectations from agencies and advertisers.

We have already reduced our digital GHG emissions by a considerable amount and now feature on

‘green’ lists; however, as our competitors reduce their digital GHG emissions further, so must we, to

mitigate this risk.

In FY 2022, our digital GHG emissions totalled 58,578 tCO2e. In FY 2023, we reduced this by 36% to

37,616 tCO2e, and in FY 2024, we have reduced this by a further 76% year on year to 9,074 tCO2e. We

have achieved this by taking actions such as:

• Removing duplicate programmatic accounts

• Removing unnecessary legacy ads.txt entries

• Removing some 3P partners from our Hybrid ad stack

• Reducing the volume of entries allowed in our ads.txt for the remaining 3P partners

The potential impact from this risk is not greater than Minor, and as we are mitigating this impact as

described above, we are satisﬁed that the business is resilient to the impact of this risk.

We will continue to measure our digital

GHG emissions on a quarterly basis, which

will be benchmarked against competitors’

digital GHG emissions (see current

progress in the box to the left).

We intend to reduce our emissions from

digital advertising further by the end of

FY 2026 (which we will report on in our

FY 2027 Annual Report).

Scenario

2. Changes in the Advertising Sector

Transition Risk

Link to principal risk:

Climate Change (see page 51).

Financial Review

Annual Report and Accounts 2025

Short

Medium

Long

Chronic/

Acute

1.5-2.0°C

In this scenario, physical climate

risks are not expected to increase

signiﬁcantly in the locations of our key

operations.

Unlikely, Insigniﬁcant Impact

Over the last couple of years, we have

seen ﬂash ﬂooding around our New

York oﬃce location and wildﬁres around

our LA oﬃce location. However, these

weather events haven’t signiﬁcantly

impacted our workforce or our data

centres.

Therefore, it’s Unlikely this risk would

aﬀect Future in this timeframe, and we

would expect an Insigniﬁcant ﬁnancial

impact on our business.

Unlikely, Insigniﬁcant Impact

As per the Short timeframe (Unlikely,

Insigniﬁcant Impact).

Unlikely, Insigniﬁcant Impact

As per the Medium timeframe (Unlikely,

Insigniﬁcant Impact).

2.0-3.5°C

In this scenario, over time, there would

be an enhanced risk of operational

disruptions from ﬂoods, storms, and

heatwaves in the locations of our key

operations.

Unlikely, Insigniﬁcant Impact

We wouldn’t expect to see the physical

impacts of climate change from this

scenario in the short term.

Therefore, it’s Unlikely this risk would

aﬀect Future in this timeframe, and we

would expect an Insigniﬁcant ﬁnancial

impact on our business.

Possible, Minor Impact

If this scenario were to become a reality, we

would expect to start seeing the physical

eﬀects of climate change in this timeframe.

Therefore, it’s Possible this risk could aﬀect

Future in this timeframe and, if it did, we

would expect a Minor ﬁnancial impact on

our business.

Likely, Minor Impact

As time passes and we near the top

temperature in this scenario (3.5°C), we

would expect to see more of the physical

impacts of climate change.

Therefore, this risk would Likely aﬀect

Future in the long term, and we would

expect a Minor ﬁnancial impact on our

business.

3.0-5.0°C

In this scenario, over time, we would see

an increase in the frequency and severity

of extreme weather events, such as

ﬂoods, droughts, and heatwaves, in the

locations of our key operations.

In particular, we would see signiﬁcant

costs to upgrade our digital equipment

if the current equipment needs to

be upgraded to withstand higher

temperatures.

Unlikely, Insigniﬁcant Impact

As per the 2.0-3.5°C scenario (Unlikely,

Insigniﬁcant Impact).

Likely, Moderate Impact

If this scenario were to become a reality, we

would expect to see more of the physical

impacts of climate change.

Therefore, this risk would Likely aﬀect

Future in this timeframe, and we would

expect a Moderate ﬁnancial impact on our

business.

Almost Certain, Moderate Impact

As time passes and we near the top

temperature in this scenario (5.0°C),

we would expect to see even more of

the physical impacts of climate change,

across the world.

Therefore, this risk would Almost

Certainly aﬀect Future in the long

term, and we would expect a Moderate

ﬁnancial impact on our business.

How we are responding

Metrics

Targets

Whilst we fundamentally believe in the importance of oﬃces for encouraging in-person community

building and collaboration, the global pandemic of Covid-19 has proven that our business can continue

without disruption if our people work remotely for a period. A large percentage of our people still work

remotely. Therefore, if we had to close some oﬃces due to a location becoming uninhabitable, our

people could continue to deliver their work, although relocation costs may increase.

We continually review our cost base so that any increases (such as upgrading our digital equipment or

data centres) can be managed and proﬁt margins retained.

We have already implemented measures to mitigate these risks. If the location of our data centre

in South Wales were underwater, we would stop all live workloads from there, and workloads would

only run from our London data centres. Each of our data centres features advanced cooling systems,

including indirect evaporative air handling units and dry cooler systems. In London, our cages are

located on high ﬂoors within the building and have their own power source. Equally, from a device

perspective, we can replace them as needed and have the proper asset management controls and

supplier engagements in place to replace them quickly if necessary.

Finally, we consider alternative solutions in our Business Continuity Plan, which also includes guidance

for colleagues to refer to in emergencies.

We will continue to measure our digital

GHG emissions on a quarterly basis, which

will be benchmarked against competitors’

digital GHG emissions (see current

progress in the box to the left).

We intend to reduce our emissions from

digital advertising further by the end of

FY 2026 (which we will report on in our

FY 2027 Annual Report).

Scenario

3. Resilience of our business to extreme weather events

Physical Risk

Future plc

Task Force On

Climate-Related

Financial Disclosures

Short

Medium

Long

Chronic/

Acute

1.5-2.0°C

In this scenario, physical climate

risks are not expected to increase

signiﬁcantly in the locations of the

majority of our magazine supply chain

operations.

Unlikely, Insigniﬁcant Impact

We would see limited growth in extreme

weather events that could disrupt

production, given the locations of the

suppliers in our magazine production

and distribution supply chain.

Therefore, it’s Unlikely this risk would

aﬀect Future’s magazine production and

distribution in this timeframe, and we

would expect an Insigniﬁcant ﬁnancial

impact on our business.

Unlikely, Insigniﬁcant Impact

As per the Short timeframe (Unlikely,

Insigniﬁcant Impact)

Unlikely, Insigniﬁcant Impact

As per the Medium timeframe (Unlikely,

Insigniﬁcant Impact)

2.0-3.5°C

In this scenario, over time, there

would be an enhanced risk of supply

chain disruptions from ﬂoods, storms,

and heatwaves, which could directly

aﬀect our magazine production and

distribution.

Unlikely, Insigniﬁcant Impact

We wouldn’t expect to see the physical

impacts of climate change from this

scenario in the short term.

Therefore, it’s Unlikely this risk would

aﬀect Future’s magazine production

and distribution in this timeframe,

and we would expect an Insigniﬁcant

ﬁnancial impact on our business.

Possible, Moderate Impact

If this scenario were to become a reality,

we would expect to start seeing the

physical eﬀects of climate change in this

timeframe, which could result in some

disruptions within our supply chain.

Therefore, it’s Possible this risk could aﬀect

Future in this timeframe and, if it did, we

would expect a Moderate ﬁnancial impact

on our business.

Likely, Moderate Impact

As time passes and we near the top

temperature in this scenario (3.5°C), we

would expect to see more of the physical

eﬀects of climate change, which would

result in regular disruptions within our

supply chain.

Therefore, it’s Likely this risk would aﬀect

Future in the long term, and we would

expect a Moderate ﬁnancial impact on

our business.

3.0-5.0°C

In this scenario, over time, we would

see an increase in the frequency

and severity of extreme weather

events, such as ﬂoods, droughts, and

heatwaves, which would disrupt supply

chains, site operations, and production

processes.

Unlikely, Insigniﬁcant Impact

As per the 2.0-3.5°C scenario (Unlikely,

Insigniﬁcant Impact).

Likely, Moderate Impact

As time passes, we would expect to see

more of the physical eﬀects of climate

change, which would result in regular and

signiﬁcant disruptions within our supply

chain.

Therefore, it’s Likely this risk would aﬀect

Future in this timeframe, and we would

expect a Moderate ﬁnancial impact on our

business.

Likely, Major Impact

If this scenario was to become a reality,

in the long term: 1) disruption and volatile

prices would be the new normal, 2) we

would see more extreme weather events,

regularly, which would result in droughts

and water scarcity, which could lead to

deforestation and pulp shortages, with

higher long-term temperatures also

increasing the risk of wildﬁres, and 3)

extreme weather events (acute risks)

such as ﬂooding impacting distribution

in key markets including the UK, Ireland,

Australia, and the US. These challenges

could aﬀect both the availability and the

timely delivery of printed products.

If this scenario was to become reality,

it would Likely aﬀect Future in the long

term, and we would expect a Major

ﬁnancial impact on our business.

How we are responding

Metrics

Targets

Our long term Subscriptions strategy is to drive more digital subscribers (paywall), which will inevitably

become a larger proportion of our subscriber business. Print will remain a core part of our premium

subscriber proposition with proportionate pricing reﬂected in line with our cost base.

Sourcing paper from multiple geographical locations remains possible and would support the mitigation of

localised extreme weather events.

We are also ensuring that options for print operations remain with multiple suppliers, or that large suppliers

have multi-site and Disaster Recovery capability. We can also consolidate supply chain hubs, which would

allow greater ﬂexibility in routing.

We are utilising scale and buying arrangements with suppliers to secure priority access to raw materials (e.g.

we have awarded paper buying to the most prominent global paper merchant operating in the pulp market,

and therefore have some control over input into paper mills.

Not deemed necessary for now.

Ability to source at least 75% of paper

from a minimum of three diﬀerent

geographies.

Cap the annual increase in paper COGS

at 5%, even during periods of global

supply shock.

Maintain on-time delivery rate to a >90%

benchmark, even during periods of

adverse weather events aﬀecting single

locations.

Scenario

4. Disruption to magazine production and distribution (NEW)

Physical Risk

Link to principal risk:

Climate Change (see page 51).

Financial Review

Annual Report and Accounts 2025

Short

Medium

Long

Chronic/

Acute

1.5-2.0°C

In this scenario, physical climate

risks are not expected to increase

signiﬁcantly, and therefore it’s unlikely

that climate change would aﬀect the

viability of lifestyle and leisure activities,

or the demand for content that is

focused on activities such as golf and

cycling.

Unlikely, Insigniﬁcant Impact

If this scenario were to become a reality,

lifestyle and leisure activities, such as

golf and cycling, would remain viable.

Therefore, it’s Unlikely this risk would

aﬀect Future, and we would expect

an Insigniﬁcant ﬁnancial impact on

our business from this risk within this

timeframe.

Unlikely, Insigniﬁcant Impact

As per the Short timeframe (Unlikely,

Insigniﬁcant Impact).

Unlikely, Insigniﬁcant Impact

As per the Medium timeframe (Unlikely,

Insigniﬁcant Impact).

2.0-3.5°C

In this scenario, over time, there would

be an the enhanced risk of ﬂoods,

storms, and heatwaves, which may

aﬀect the viability of lifestyle and

leisure activities in the longer-term,

although the change is not likely to be

signiﬁcant or everywhere.

Unlikely, Insigniﬁcant Impact

If this scenario were to become a reality,

it’s unlikely we would see much change

in the short term.

Therefore, it’s Unlikely this risk would

aﬀect Future in this timeframe, and we

would expect an Insigniﬁcant ﬁnancial

impact on our business.

Possible, Minor Impact

If this scenario were to become a reality,

lifestyle and leisure activities, such as golf

and cycling, may start to become less viable,

which may reduce audience demand for

content focused on activities such as these.

Therefore, it’s Possible this risk could aﬀect

Future in this timeframe and, if it did, we

would expect a Minor ﬁnancial impact on

our business.

Likely, Minor Impact

If this scenario were to become a

reality, it’s likely that lifestyle and leisure

activities, such as golf and cycling would

no longer be viable in the long term in

some regions, which would somewhat

reduce audience demand for content

focused on activities such as these.

Therefore, it’s Likely this risk could aﬀect

Future in the long term, and we would

expect a Minor ﬁnancial impact on our

business.

3.0-5.0°C

In this scenario, over time, we would see

an increase in the frequency and severity

of extreme weather events, such as

ﬂoods, droughts, and heatwaves, which is

likely to aﬀect the viability of lifestyle and

leisure activities in many regions in the

longer-term.

If lifestyle and leisure activities are no

longer viable, it’s likely the demand for

content that is focused on activities

such as golf and cycling will signiﬁcantly

decrease.

Unlikely, Insigniﬁcant Impact

As per the 2.0-3.5°C scenario (Unlikely,

Insigniﬁcant Impact).

Likely, Minor Impact

If this scenario were to become a reality,

lifestyle and leisure activities, such as golf

and cycling, would likely become less viable,

aﬀecting content verticals focused on

activities such as these.

Therefore, it’s Likely this risk would aﬀect

Future in this timeframe, and we would

expect a Minor ﬁnancial impact on our

business.

Almost Certain, Moderate Impact

If this scenario were to become a reality,

it’s almost certain that lifestyle and leisure

activities, such as golf and cycling, would

no longer be viable, directly aﬀecting

content verticals focused on activities

such as these.

Therefore, this risk would Almost

Certainly aﬀect Future in the long

term, and we would expect a Moderate

ﬁnancial impact on our business.

How we are responding

Metrics

Targets

We are agile in response to changes in audience demand. For example, golf and cycling could become

indoor sports instead of outdoor sports, and therefore, the demand would still be there; it would just be

diﬀerent.

We have access to Google search volumes on demand. If we had concerns that these sports were being

materially aﬀected we would look at the data if/when we have concerns, to validate seriousness.

We are always looking for launch and acquisition opportunities, and we would step this up if the proﬁle

of sports participation starts to change.

The potential impact from this risk is not greater than Minor apart from in the 3.0-5.0°C scenario in the

long term, and as we believe the demand would change rather than disappear, we are satisﬁed that the

business is resilient to the impact of this risk.

Not deemed necessary for now.

Scenario

5. Changes in audience demand affecting certain verticals (NEW)

Physical Risk

Link to principal risk:

Climate Change (see page 51).

Future plc

Task Force On

Climate-Related

Financial Disclosures

Short

Medium

Long

Reputational

1.5-2.0°C

In order for this scenario to become

a reality, we would see growing

environmental, social, and governance

(ESG) expectations from key

stakeholders, including investors and

consumers.

Companies could face signiﬁcant

reputational risks if they fail to meet

these expectations.

Scrutiny would intensify around

corporate climate responsibility, and

underperformance or a perceived lack

of transparency in ESG commitments,

particularly related to climate impact,

could erode stakeholder trust and

conﬁdence.

Almost Certain, Minor Impact

In this scenario, it would be vital for

us to demonstrate action in the ESG

space and transparency around our ESG

commitments.

Therefore, if this scenario became a

reality this risk would Almost Certainly

aﬀect Future in this timeframe, and we

would expect a Minor ﬁnancial impact

from this risk on our business.

Almost Certain, Minor Impact

As per the Short timeframe (Almost Certain,

Minor Impact).

Almost Certain, Minor Impact

As per the Short timeframe (Almost

Certain, Minor Impact).

2.0-3.5°C

In order for this scenario to become

a reality, we would have seen less

interest in environmental, social, and

governance (ESG) expectations from

key stakeholders, including investors

and consumers.

Likely, Minor Impact

In this scenario, there would be less

interest from key stakeholders in our

ESG commitments.

Therefore, if this scenario became a

reality, this risk would Likely (rather

than Almost Certainly) aﬀect Future in

this timeframe, and we would expect a

Minor ﬁnancial impact from this risk on

our business.

Likely, Minor Impact

As per the Short timeframe (Likely, Minor

Impact).

Likely, Minor Impact

As per the Short timeframe (Likely, Minor

Impact).

3.0-5.0°C

In order for this scenario to become a

reality, we would have seen very little

interest in environmental, social, and

governance (ESG) expectations from

key stakeholders, including investors

and consumers.

Unlikely, Minor Impact

In this scenario, it’s doubtful that key

stakeholders would be concerned about

Future’s environmental impact or its

transparency around corporate climate

responsibility.

Therefore, if this scenario were to become

a reality, it’s Unlikely this risk would aﬀect

Future in this timeframe but, if it did, we

would expect a Minor ﬁnancial impact from

this risk on our business.

Unlikely, Minor Impact

As per the Short timeframe (Unlikely, Minor

Impact).

Unlikely, Minor Impact

As per the Short timeframe (Unlikely,

Minor Impact).

How we are responding

Metrics

Targets

We have committed to near-term and long-term carbon reduction targets and have already taken steps to

reduce the amount of carbon we emit directly and through our value chain, including from digital activities

(see the “How we are responding” section in the risk below: “Changes in the Advertising Sector”).

We are transparent in our reporting of our climate-related actions, targets, and progress against them. We

are also members of multiple climate action groups, including those run by the PPA and the Responsible

Media Forum. We have also signed climate pledges with them, along with the Net Zero Carbon Pledge for

the Events Industry and the UN SDG Publishers Compact.

As the potential impact from this risk is not greater than Minor in any scenario, we are satisﬁed that the

business is resilient to the impact of this risk.

42% reduction in our overall emissions by

FY 2030.

90% reduction in our overall emissions by

FY 2050.

Qualitative metric - feedback/questions

from stakeholders.

42% reduction in our overall emissions

by FY 2030.

90% reduction in our overall emissions

by FY 2050.

Our overall Scope 3 footprint has

decreased by 26% from FY 2023, and

45% from our FY 2022 baseline (see

page 26 in the Corporate Responsibility

section for more details).

Scenario

6. Reputational risk from stakeholder expectations (NEW)

Transitional Risk

Link to principal risk:

Climate Change (see page 51).

Financial Review

Annual Report and Accounts 2025

Link to principal risk:

Climate Change (see page 51).

Short

Medium

Long

Market

1.5-2.0°C

As awareness of environmental and

climate issues grows, audiences may

change their habits by reducing general

consumption or spending on certain

products, services, or media that they

perceive as environmentally harmful or

unsustainable.

This shift in consumer behaviour could

lead to a decline in engagement with

Future’s content or associated brands,

directly impacting advertising revenue

and aﬃliate income streams.

Possible, Minor Impact

If this scenario became reality, in the

short term we may start to see a shift

away from general consumption and

from engagement with associated

content.

Therefore, it’s Possible this risk would

aﬀect Future in this timeframe and, if it

did, we would expect a Minor ﬁnancial

impact on our business.

Likely, Minor Impact

Over time, we would expect to see a

more notable shift away from general

consumption and from engagement with

associated content.

Therefore, it’s Likely this risk could aﬀect

Future in this timeframe, and we would

expect a Minor ﬁnancial impact on our

business.

Likely, Major Impact

In the long term, we would expect to

have witnessed a marked shift away

from general consumption and from

engagement with associated content.

Therefore, it’s Likely this risk could aﬀect

Future in this timeframe, and we would

expect a Major ﬁnancial impact on our

business.

2.0-3.5°C

In order for this scenario to become

reality, there would have been less of

a change in general consumption, but

perhaps a shift towards practical and

solution-oriented content in the longer

term, such as how to live sustainably or

adapt to changing conditions.

Unlikely, Insigniﬁcant Impact

In this scenario, audience consumption

habits would likely stay the same in the

short term as they are currently.

Therefore, it’s Unlikely this risk would

aﬀect Future, and we would expect an

Insigniﬁcant ﬁnancial impact on our

business.

Possible, Minor Impact

In this scenario, more consumers would

experience the impacts of climate change

in the medium term, and we may see a shift

in behaviour towards practical and solution-

oriented content.

Therefore, it’s Possible this risk could aﬀect

Future in this timeframe and, if it did, we

would expect a Minor ﬁnancial impact on

our business.

Likely, Minor Impact

As more time passes and we near the

top temperature in this scenario (3.5°C),

we would expect to see behaviour shift

towards practical and solution-oriented

content.

Therefore, it’s Likely this risk would aﬀect

Future in this timeframe, and we would

expect a Minor ﬁnancial impact on our

business.

3.0-5.0°C

In this scenario, there would have been

very little change in general consumption,

but perhaps we start to see a shift

towards practical and solution-oriented

content in the longer term, such as how

to live sustainably or adapt to changing

conditions.

Unlikely, Insigniﬁcant Impact

As per the 2.0-3.5°C scenario (Unlikely,

Insigniﬁcant Impact).

Unlikely, Minor Impact

In order for us to be in this scenario,

consumption will have changed very little.

Therefore, it’s Unlikely this risk could aﬀect

Future in this timeframe but, if it did, we

would expect a Minor ﬁnancial impact on

our business.

Possible, Minor Impact

In the long term, we may start to see a

shift towards practical and solution-

oriented content.

Therefore, it’s Possible this risk would

aﬀect Future in this timeframe and, if it

did, we would expect a Minor ﬁnancial

impact on our business.

How we are responding

Metrics

Targets

We are agile in response to changes in audience demand. For example, if we were to see a shift towards

practical and solution-oriented content, such as how to live sustainably or adapt to changing conditions,

we would adjust our content to meet this need.

We are already working towards transitioning to a subscription-based model to reduce our reliance

on advertising and aﬃliate income. We are also developing ways to monetise the circular economy via

advertising and aﬃliates more eﬀectively.

The potential impact from this risk is not greater than Minor apart from in the 1.5-2.0°C scenario in the

long term, and as we are already working on the mitigations outlined above, we are satisﬁed that the

business is resilient to the impact of this risk.

Not deemed necessary for now.

Scenario

7. Reduction in revenue due to change in audience consumption habits (NEW)

Transition Risk

Future plc

Task Force On

Climate-Related

Financial Disclosures

Short

Medium

Long

Market

1.5-2.0°C

In this scenario, we may see a growing

reluctance among consumers to

purchase new technology or non-

essential goods. This could create

opportunities for businesses to position

themselves as sustainable, ethical, and

value-driven.

During economic downturns or

climate-related protests, the luxury

segment tends to remain more stable.

This presents an opportunity to focus

on premium oﬀerings that align with

sustainability and exclusivity.

Just as during the COVID-19 pandemic,

periods of climate transition can

drive demand for reliable, up-to-date

information. Businesses that provide

clear, accessible content such as price

comparisons, sustainability guides, or

product reviews can become essential

resources for millions.

Scrutiny would intensify around

corporate climate responsibility, and

underperformance or a perceived lack

of transparency in ESG commitments,

particularly related to climate impact,

could erode stakeholder trust and

conﬁdence.

Possible, Insigniﬁcant Impact

If this scenario were to become a reality,

businesses that position themselves as

sustainable, ethical, and value-driven

may beneﬁt from promoting themselves

through platforms like TechRadar, which

can guide responsible tech choices.

Product comparisons based on green

credentials, such as carbon footprint, are

an area of opportunity Future is best-

placed to capitalise on, given the product

reviews we write and the associated

eCommerce revenue. We would expect

advertising revenue to increase in line

with this.

There may be an opportunity for us

to help audiences engage with the

circular economy and further integrate

sustainability into existing verticals.

Younger audiences are increasingly

viewing sustainability as a core value

across all interests – from fashion and

technology to travel and ﬁnance. This

opens the door to launching new content

verticals or rebranding existing ones to

reﬂect eco-conscious values.

However, our content will naturally be

created over time. Consumers will not

necessarily be at the stage within the

next 0-3 years whereby they will actually

start buying products that will help them

to reduce their own GHG emissions on

any kind of scale.

Therefore, this opportunity could

Possibly beneﬁt Future. We would

expect an Insigniﬁcant ﬁnancial impact

on our business from this opportunity

within this timeframe.

Almost Certain, Moderate Impact

As per the Short timeframe. However, we

would expect to see a signiﬁcant shift in

audience interest by this point in time.

Therefore, we have stated that this

opportunity would Almost Certainly beneﬁt

Future. We would expect a Moderate

ﬁnancial impact on our business from this

opportunity within this timeframe.

Almost Certain, Moderate Impact

As per the Medium timeframe (Almost

Certainly, and Moderate Impact).

2.0-3.5°C

In this scenario, this would mean there

would have been less of a change in

general consumption, but perhaps a

shift towards practical and solution-

oriented content, such as how to

live sustainably or adapt to changing

conditions.

Unlikely, Insigniﬁcant

If this scenario were to become a reality,

audience consumption habits would

likely remain the same as they are

currently. Therefore, it’s Unlikely this

opportunity would beneﬁt Future. We

would expect an Insigniﬁcant ﬁnancial

impact on our business from this

opportunity within this timeframe.

Likely, Minor

If this scenario were to become a reality,

more consumers would experience the

impacts of climate change in the medium

term, and we would likely see a shift in

behaviour towards practical and solution-

oriented content.

Therefore, this opportunity would Likely

beneﬁt Future. We would expect a Minor

ﬁnancial impact on our business from this

risk within this timeframe.

Likely, Moderate

As per the Medium timeframe. However,

we would expect to have seen a

signiﬁcant shift in audience interest by

this point in time.

Therefore, this opportunity would

Likely beneﬁt Future. We would expect

a Moderate ﬁnancial impact on our

business from this opportunity within this

timeframe.

3.0-5.0°C

In this scenario, this would mean there

would have been no change in general

consumption, but perhaps a shift

towards adapting to the impacts of

climate change.

Unlikely, Insigniﬁcant

As per the 2.0-3.5°C scenario (Unlikely, and

Insigniﬁcant Impact).

Possible, Minor

As per the 2.0-3.5°C scenario (Possible, and

Minor Impact).

Possible, Minor

As more time passes and we near the top

temperature in this scenario, we would

expect to see behaviour shift towards

practical and solution-oriented content.

Therefore, this opportunity could Possibly

beneﬁt Future. We would expect a Minor

ﬁnancial impact on our business from this

opportunity within this timeframe.

How we are responding

Metrics

Targets

We started working with The Carbon Literacy Project in FY 2024 to develop certiﬁed carbon literacy

training, which we delivered in FY 2025 to our Board, ELT and many employees within Editorial. You can

read more about this in the Our Future, Our Responsibility section on page 21.

We have a sizable Audience team that continually monitors and reports on search trends, and climate-

related keywords are included in that reporting. At least twice a year, our Trade Marketing team

conducts audience research that focuses on the products consumers expect to spend money on in the

coming months, which informs our content strategy for key moments, such as Prime Day, Black Friday,

and Christmas.

Quarterly reporting on climate-related

search trends.

Targets will be set to manage the change

or decline in these pursuits should the

scenario come to fruition.

Scenario

1. Change in audience behaviour

Transitional

opportunity

Detailed opportunities

Financial Review

Annual Report and Accounts 2025

Strategic impact

We have not identiﬁed any substantial

systematic threats to the Group’s strategy

resulting from our climate scenarios. We have

already begun to reduce our exposure to the

material transition risks, as detailed in the

‘Risks and Opportunities’ table on pages 63 to

70, with a priority to reduce our GHG

emissions.

Future has a small operational footprint with

low capital spend and few critical locations. As

a digital-ﬁrst business, our strategy is

adaptable and agile, continually responding to

shifts in our audience. Our editorial and

content colleagues are closely aligned with

our audiences, enabling us to address issues

as they arise. Resiliency is built into our digital

delivery strategy, with content replicated

across servers.

We will continue to review our mitigation of

the risks identiﬁed in the climate-related

scenario analysis, as shown in the table on

pages 63 to 70. Planning for climate change

has been integrated into management

processes with the continued engagement

with the Climate Pillar working group, as

shown in the section ‘(a) Board oversight of

climate-related risks and opportunities (CFD

A)’ on page 56.

Our Climate Pillar working group (see also

page 22) comprises senior leaders from

Editorial, Editorial Operations, Ad Operations,

and Marketforce. Climate change is now being

considered in business decisions, such as our

choice of printers.

Climate-related risks have been considered as

part of the Group’s FY 2026 budget process

and three-year plan review; for example, the

Board discussed the importance of climate

risk in relation to location strategy.

The following table presents an analysis of the

climate-related risks and opportunities against

each of Future’s strategic objectives:

The resilience of our strategy, taking into consideration different scenarios, including a 2°C or lower scenario (CFD F)

Future’s strategic objective

Analysis of climate-related risks and opportunities

Reaching valuable audiences

We successfully deliver expert, trusted content that our

audiences want to consume about the things that matter to

them.

We take a content-ﬁrst approach, enabling us to continue

engaging our audiences in a platform-agnostic way.

The three scenarios present both risk and opportunity

for audience engagement. In the 1.5-2.0ºC and 2.0-3.5ºC

scenarios, we anticipate increased consumer interest

in sustainability and sustainable technology, potentially

enriching current content and opening up new verticals as

consumer needs change. People will require support and

information to navigate lifestyle and technology change,

and Future’s brands can be a trusted partner in this. The

3.0-5.0ºC scenario represents signiﬁcant economic and

political change, which is harder to predict. Information and

entertainment have the potential to grow if, for example,

travel and real-world experiences become more constrained.

At the same time, there are risks of economic downturn and

increasing instability.

There are reputational and investment risks resulting from

inaction on climate change. The diversiﬁcation of Future’s

brands signiﬁcantly mitigates the risks associated with

consumer perceptions.

Diversify and grow revenue per user

We diversify our monetisation models to create signiﬁcant

revenue streams.

We are focused on three material revenue

types: Advertising, Consumer Direct and eCommerce aﬃliate.

Climate-driven audience-related risks and opportunities could

impact income through eCommerce aﬃliates, necessitating a

response to potential shifts in consumer behaviour. As set out

above, the 1.5-2.0ºC and 2.0-3.5ºC scenarios will likely lead to

increased consumer interest in sustainability and sustainable

technology. In the 2.0-3.5ºC and 3.0-5.0ºC scenarios, climate

adaptation has the potential to aﬀect disposable income and

consumption patterns.

There is a risk that advertising revenue could be negatively

impacted if Future does not meet its emissions targets;

however, this has been mitigated by a signiﬁcant reduction of

85% in emissions from digital ads since FY 2022.

Our Consumer Direct revenue stream may be impacted

by climate-related disruptions to supply chains for print

magazines, which are partly mitigated by our ‘digital ﬁrst’

strategy.

Optimise the portfolio

We are rational capital allocators, creating value by

integrating acquisitions. Equally, where we can create value

by separating assets that no longer ﬁt the portfolio and could

provide a return to shareholders, we will look to unlock such

opportunities. To expand our global reach through organic

growth, acquisitions and strategic partnerships.

Under the 2.0-3.5ºC and 3.0-5.0ºC scenarios, operational

impacts have the potential to aﬀect both organic and

inorganic growth through the relocation of oﬃces, data

centres, and changes to employee commuting. There are

opportunities for organic growth as consumer interest in

sustainable products increases, along with opportunities for

Future to be a trusted partner in guiding climate-motivated

consumer choices.

Our strategy around transactions may be impacted due to a

potential increase in transaction activity as businesses strive

to protect portfolios from economic upheaval. The impact on

our climate strategy will be considered as part of our decision-

making process for any future acquisitions.

The Group has a low energy intensity and relatively low

carbon footprint, making Future, in principle, a sustainable

investment.

Future plc

TCFD Thematic Area 4:

Metrics and Targets

a. Metrics used by our organisation to assess climate-related risks and opportunities in line with our strategy and risk

management process (CFD H)

b. Our organisation’s Scope 1, Scope 2 and Scope 3 greenhouse gas (GHG) emissions and the related risks

As outlined in our risk management process

on pages 58 and 62, climate change is an area

that the Group keeps under review as part of

its TCFD requirements. Two of our ELT

members sit within the Climate Pillar Working

Group, and therefore every 6 weeks they

participate in discussions about where we are

against our 2030 and 2050 targets (taking

2022 as our base year) and the work we are

doing to reduce emissions across the

business.

We do not currently embed climate-related

targets into our remuneration policy, as

described on pages 56 to 57.

The scenario analysis (see page 58), which

was conducted in FY 2025, identiﬁed two new

transition risks and two new physical risks:

Transition risks

Risk 6: Reputational risk from stakeholder

We have historically tracked our impact on

climate change by disclosing our Scope 1, 2,

and 3 GHG emissions (see page 26). We have

updated our climate scenario analysis for FY

2025, in light of the rapid changes occurring in

global temperatures.

Internal carbon prices

We do not currently use internal carbon

pricing. Still, we will consider implementing it

expectations

In the case of a 1.5-2.0°C scenario, companies

may face signiﬁcant reputational risks if they

fail to meet the growing expectations of ESG

from key stakeholders, including investors and

consumers. However, we have committed to

near-term and long-term carbon reduction

targets, and have already taken steps to

reduce the amount of carbon we emit directly

and through our value chain. We are also

transparent in our reporting of climate-related

actions, our targets and our progress against

them. We continue to measure our GHG

emissions and progress against our target

reductions, and we monitor feedback from

stakeholders.

Risk 7: Reduction in revenue due to change in

audience consumption habits

In the case of a 1.5-2.0°C scenario, a reduction

in general consumption or spending on certain

products, services, or media that consumers

in future years if it becomes necessary to

meet our long-term targets, for example, to

incentivise behaviour change among staﬀ

when travelling for business.

Capital deployment

Future operates a low-capital-expenditure

model. The Responsibility Committee of the

Board will review and approve any expected

costs associated with delivering on our target

perceive as environmentally harmful or

sustainable could potentially lead to a

decrease in audience engagement with

Future’s content or associated brands, directly

impacting advertising revenue and aﬃliate

income streams. As we are already working on

the mitigations we have outlined, we do not

deem it necessary to set metrics to measure

ongoing.

Physical risks

Risk 4: Disruption to magazine production

and distribution

In the case of a 2.0-3.5°C or 3.0-5.0°C

scenario, Future’s supply chain could be

impacted by an enhanced risk of operational

disruptions from ﬂoods, storms, and

heatwaves, and potential costs being passed

on by suppliers that need to invest in

infrastructure to withstand more extreme

weather events. We do not deem it necessary

to track metrics for this risk at this moment in

of reducing GHG emissions by 42% by FY

2030 and by 90% by FY 2050, which is

considered the most signiﬁcant climate-

related requirement for capital deployment.

Financial Review

Annual Report and Accounts 2025

The targets we are using to manage climate-related risks and opportunities and performance against targets (CFD G)

Future’s strategy includes growth through

acquisitions. Our climate-related metrics and

targets will be reviewed and rebased as

necessary following material acquisitions.

Transition risks

Risk 6: Reputational risk from stakeholder

expectations

Across scopes 1, 2 and 3 we are targeting a

42% reduction in our overall emissions by FY

2030 and a 90% reduction by FY 2050,

thereby reducing our exposure to this risk. We

have already started taking steps to reduce

the amount of carbon we emit in our business

through our value chain, which has decreased

by 27% year on year and by 45% since FY

2022 (see the Corporate Responsibility

section on page 21 for more details).

Risk 7: Reduction in revene due to change in

audience consumption habits

We are agile in response to changes in

audience demand and do not deem it

necessary to set targets for this risk.

Physical risks

Risk 4: Disruption to magazine production

and distribution

We have deﬁned the targets we will use to

monitor this risk (see page 23), which are our

ability to source at least 75% of paper from a

minimum of three diﬀerent grographies; to

cap the annual increase in paper COGS at 5%,

even during periods of global supply shock;

and to maintain our on-time delivery rate to a

>90% benchmark, even during periods of

adverse weather events aﬀecting single

locations .

Risk 5: Changes in audience demand

aﬀecting certain verticals

We are agile in response to changes in

audience demand. Targets will be set to

manage the change in sports pursuits and any

other verticals that could be aﬀected by

extreme weather events should the 2.0-3.5°C

or 3.0-5.0°C scenario come to fruition.

Reﬂecting the impact of climate change in

our ﬁnancial statements

Future operates a three-year forecasting

cycle, which has been used to determine the

short-term timeframe for testing climate

change scenarios. None of the identiﬁed risks

in the table on pages 63 to 70 has an Almost

Certain or Very Likely material impact on the

business in the short term. Where the risks are

deemed to have a material impact within the

Group’s three-year Risk Register and will be

subject to review and scrutiny as part of the

Audit & Risk Committee’s ongoing work.

In our approach to Viability Statement

modelling (see page 52), the Group has

sensitised its ﬁnancial forecasts, taking into

account climate-related transition risks in the

same manner as the impairment testing,

which is considered to be a severe but

plausible scenario, concluding that even in

combination with other principal risks the

Group continues to be able to meet its

commitments and continue trading over the

Future plc

Chair’s introduction

Governance framework

Board of directors

Nomination committee

Audit and risk committee

Directors’ report

Statement of Directors’

responsibilities

Directors’ remuneration report

103

Annual report on remuneration

112

Directors’ remuneration policy

Corporate

Governance

Corporate Governance

Annual Report and Accounts 2025

• Shareholder activism is becoming more

data-driven and inﬂuential, with activists

leveraging advanced analytics to advocate for

their positions. This means companies need

to be prepared for more sophisticated

engagement and be able to articulate their

governance narrative effectively.

• Boards are grappling with ongoing geopolitical

movements, economic uncertainties (like

inﬂation, interest rates, and tariffs), and their

potential impact on corporate strategy, supply

chains, and M&A.

• The regulatory landscape is continuously

evolving, with stricter guidelines on

governance and reporting. This includes new

or updated regulations pertaining to AI and

Environmental, Social and Governance (‘ESG’)

reporting. There is also a renewed focus on

audit and corporate governance reform.

• ESG considerations remain central to boards’

agendas. The new, globally-aligned reporting

framework based on International

Sustainability Standards Board (ISSB)

standards, following which the UK intends to

adopt its own Sustainability Reporting

Standards (SRS), will create more robust and

comparable sustainability disclosures. At the

same time, the new Corporate Governance

Code emphasises internal controls and

accountability, while the broader market

continues to expect a proactive approach to

ESG issues.

• Board diversity is being redeﬁned beyond just

gender and ethnicity, encompassing a wider

range of experiences, skills, and backgrounds.

Boards are also reviewing their composition

to ensure they have the necessary expertise

for new and complex challenges, such as AI

and climate transition.

• Executive compensation continues to be a key

area of interest for shareholders, with

increasing demands for transparency and

alignment with performance. Boards are also

devoting more time to proactive executive

development and CEO succession planning

to ensure smooth transitions and reduce risk.

These trends highlight a growing complexity in

the corporate governance landscape, requiring

boards to be more agile, forward-thinking, and

accountable to a wider range of stakeholders.

Diversity and inclusion

As noted above, board composition and

diversity continue to be critical factors in

inﬂuencing business performance. The

Board’s approach to diversity sets a clear

direction to the organisation as a whole as to

the importance of diversity, equity and

inclusion in setting our business up for

competitive success.

This year we reviewed our Board Diversity and

Inclusion (D&I) Policy, which also applies to the

Board’s Committees. The D&I Policy was last

updated in September 2023 and the Board’s

conclusion this year was that, while the policy

is still ﬁt for purpose, we have not achieved all

the objectives we set for ourselves as a Board,

by the dates we originally set. I provided detail

on the context of our Board evolution and the

efforts we were making to ensure that

diversity remains a key element of that

evolution, in my introduction to the Nomination

Committee report last year, and I provide a

further update in the Nomination Committee

report on page 85 of this Annual Report.

Engaging with our stakeholders, including

our Future colleagues

As a Board, we focus on how we engage with

our stakeholders, who are vital to Future’s

success. More details are set out on pages 36

to 37 and some highlights from 2025 are:

• The Board is kept updated about the

operational and ﬁnancial position of the

business and receives updates on the impact

of our actions on our stakeholders and other

topics that are relevant to Future’s business.

Board meeting agendas include a rotating

programme of ‘deep dives’ on speciﬁc areas

of the business, where the leadership team

for that area presents both a backward and

forward-looking view, and from an internal

and an external-facing perspective. In FY

2025, for example, this included deep dives

on: our new strategic initiatives, online

audience diversiﬁcation and growth, and

cyber attack preparedness.

• Board members take regular opportunities to

meet face-to-face with management and

employees, to underpin the Board’s role of

ensuring a clear focus on our long-term

strategic objectives and supporting senior

management to make quick and robust

decisions, responding to the needs of the

business, on behalf of all stakeholders.

• Board members joined the Executive

“Corporate governance in 2025 has been

signiﬁcantly shaped by a conﬂuence of

evolving factors, including technological

advancements, increasing regulatory

scrutiny and an evolving deﬁnition of

corporate responsibility”

Chair’s introduction

Richard Huntingford

Chair

Dear Shareholder

I am pleased to present our Corporate Governance

report for 2025, my last report as Chair.

Year in review

I noted in my statement in the Strategic Report on

page 8 that FY 2025 had been a year of constant

change, across global economies as well as our

ecosystem, but that Future’s DNA of a growth

mindset, agility and track record of innovation

positioned the Group well to withstand such

change and disruption. Likewise, corporate

governance in 2025 has been signiﬁcantly shaped

by a conﬂuence of evolving factors, including

technological advancements, increasing

regulatory scrutiny, and an evolving deﬁnition of

corporate responsibility. Top trends included:

• The rapid advance of AI, requiring boards to

focus increasingly on ensuring ethical AI

practices and overseeing the development of AI

policies and frameworks, as well as how AI can

be used to improve business efﬁciency.

• Simultaneously, cybersecurity remains a top

priority, with boards being held more responsible

for safeguarding against increasingly

sophisticated cyber threats.

Future plc

Leadership Team in March, for a review of the

overall strategy and performance in the HY.

This was followed by a dinner which

members of the Senior Leadership team

also joined.

• The Board is kept updated on the results of the

Company’s employee engagement surveys.

• During our March Board meeting in the

Group’s London ofﬁce, the Board took part in

a Q&A session at which all staff were invited

to put their questions to Board members. A

similar session was held in our Cardiff ofﬁce,

in September.

• Board members joined the Senior Leadership

Team meeting held in Bath, in October.

• We met regularly with shareholders through

one-to-one meetings, conferences and at the

Annual General Meeting.

• The Board sought to balance the interests of

all stakeholders throughout the year. Please

see page 41 for examples of key strategic

issues considered and Board decisions taken

in FY 2025 and page 40 for an explanation of

how the Board has had regard to the section

172 matters (including certain key

stakeholder considerations).

Acquisitions and portfolio optimisation

As noted in the Strategic Report on page 12,

given market conditions during FY 2025 and

our focus on organic growth, strategic

acquisitions were not a priority for the Group,

although M&A remains a key pillar of our

strategy as a potential accelerator, should the

right opportunities and market conditions

prevail. We continued to look at bolt-on

acquisitions when ﬁnancially attractive, to add

in vertical leadership, technology or product

capability and/or skills capabilities. We made

two bolt-on acquisitions during the year,

details of which are on page 172.

Board changes during the year

We were delighted to appoint Kevin Li Ying to

the role of Chief Executive Ofﬁcer on 31 March

2025. Although Kevin had been the Board’s

preferred internal candidate, we also ran a

thorough external search process, which was

supported by Spencer Stuart, a global search

ﬁrm, which has no connection with Future or

any individual Directors.

Kevin joined Future over 20 years ago and has

been a key contributor to the successful

transformation of the Group from a traditional

print publisher into the leading global digital

media platform it is today. Prior to his

appointment as CEO, he had full responsibility,

as EVP of B2C, for the Group’s largest division,

for all B2C brands, editorial and revenue

generation consisting of commercial

advertising, eCommerce, subscriptions and

newstrade revenue, whilst also ensuring that

technology and data are central to the B2C

offer. Prior to this, Kevin was Chief Technology

Ofﬁcer, a position he held for 8 years.

Kevin’s appointment followed the departure of

Jon Steinberg from the Board on 30 March

2025. I would like to thank Jon for his

contribution to the success of the Company

and wish him every success in the future.

Other than Kevin’s appointment, further

details of which are set out in the Nomination

Committee report on page 85 and in the

Directors’ Remuneration Report on page 96,

and Jon’s departure, there were no other Board

changes during the year.

However, we plan to

announce the Board changes detailed in the

Nomination Committee report, on page 85.

Further details of the work that the

Nomination Committee and the Remuneration

Committee have done to ensure a smooth

CEO transition, as well as wider Board and

senior leadership succession planning, are set

out from page 85. The Remuneration

Committee was also very much involved in

Kevin’s remuneration arrangements and Jon’s

leaver treatment, and you can read more

about that on pages 96 and 97.

Remuneration

The Board was very pleased that a large

majority of our shareholders (97.5%) voted to

approve the Directors’ Remuneration Report

at the AGM in February 2025.

We have provided further details on this in the

Directors’ Remuneration Report, on page 96,

where we also provide details of the new

CEO’s compensation arrangements, which are

fully in line with the Directors’ Remuneration

Policy that was approved by shareholders at

the AGM in February 2023.

On the topic of the Directors’ Remuneration

Policy, we began an extensive consultation

with our shareholders at the end of May this

year.

The policy that was approved in 2023

was intended to apply for up to three years

from 8 February 2023, with

the proposed new

policy being submitted for approval by

shareholders at the AGM in 2026.

Details of

the consultation process led by Mark Brooker,

the Remuneration Committee Chair, are set

out in Mark’s introduction to the Directors’

Remuneration Report, on page 96.

Based on

that consultation and how we have reﬂected

the feedback we received in the ﬁnal policy,

we very much hope that shareholders will vote

in favour of the new policy at the AGM.

The Remuneration Committee also discussed

the new policy with several of the proxy

agencies, once shareholders had been

engaged and the Committee had determined

its ﬁnal proposals.

The Board values the feedback and insights

from all our stakeholders and we remain

committed to engaging proactively with

shareholders and advisory bodies on

remuneration matters. Ensuring that our

remuneration approach, practices and

outcomes fully support our strategy remains a

key priority for the Company.

Culture

We continued to build on our responsibility

strategy, Our Future, Our Responsibility. The

Corporate Responsibility section, starting on

page 21, sets out details of the initiatives that

we took during the year, as well as their

outcomes.

These initiatives have been boosted since the

Corporate

Governance

Compliance with the 2018 Code

An explanation of how the Company has complied with the 2018 UK Corporate

Governance Code (the Code is available at www.frc.org.uk), including how it has applied the

principles contained therein, is set out within this Corporate Governance report, the

Strategic Report and the Directors’ Report. In particular, the following pages will be most

relevant in enabling shareholders to evaluate how these principles have been applied:

Board leadership and company purpose

pages 11 and 24

Division of responsibilities

page 78

Composition, succession and evaluation

pages 83 to 84

Audit, risk and internal control

page 88

Remuneration

page 96

The Company conﬁrms that it has complied with the provisions of the Code throughout the

ﬁnancial year.

Corporate Governance

Annual Report and Accounts 2025

appointment of Ivana Kirkbride as our ﬁrst

nominated Non-Executive Director

responsible for workforce engagement, in

September 2024.

This appointment, as we

noted last year, aligns with Ivana’s role as Chair

of the Responsibility Committee and that

Committee has supported a number of

initiatives during FY 2025, including the

launch of our ﬁrst three employee networks,

with a further three added since the FY 2025

year end.

Feedback from the networks’

activities is reported back to the Committee,

including through case examples that

demonstrate the positive impact that the

networks are having within the organisation

and in the communities we serve.

Another initiative introduced this year, which

allows the Board to listen directly to the views

and concerns of the workforce and to take

them into account in Board decision-making,

are bi-monthly Board lunches, where a

randomly selected group of Future colleagues

are invited to join Board members for an

informal lunch and discussion on topics

relevant to the Group.

We continue to review

the format of these important opportunities to

interact directly with Future colleagues, so

that they serve the purpose of facilitating

open communication.

As in previous years, my Board colleagues

and I also took various other opportunities to

meet with colleagues during FY 2025, to learn

more about working at Future and the

business in general.

Our responsibility strategy is reviewed

regularly in our Responsibility Committee

meetings, with the wider culture and the

ethical behaviour demonstrated within our

business being a critical component of how

Future operates.

In FY 2025, we built on our mission to attract,

develop and support our colleagues to enable

a healthy, high-performing culture centered on

the employee experience. Key efforts included

investing in tools and processes to reduce bias

in hiring, launching the new employee

networks to support belonging, and continuing

to embed our performance and goal-setting

framework introduced last year.

We will continue this engagement with

existing and new colleagues in FY 2026.

During the year the Board approved the

launch of the Group’s new Code of Ethics &

Conduct. Our reputation as a Group is founded

on always meeting the highest professional

standards in our interactions with all of our

stakeholders, both within and outside the

Group.

Retaining our existing audiences - and

attracting new audiences - requires them to

trust our brand.

Key to that is acting

responsibly with their personal information,

not only meeting compliance requirements

but, beyond that, being transparent and

delivering on our promise to provide them

with content that ignites their passions.

This

is how we create loyalty in our audiences.

All the Group’s colleagues are responsible for

demonstrating our commitment to ethical

practices and protecting and enhancing

Future’s reputation, in everything we do and

say.

The Future Code of Ethics & Conduct

sets out the rules and values we must all

follow and the standards we must uphold.

explains where colleagues should go if they

need further support and we hope it will

contribute to improving workplace

satisfaction and staff morale, helping talent

retention and attraction.

The Board continues to be satisﬁed that the

approach towards engagement with the

workforce, as set out above and as described in

the Responsibility Report on page 21, is robust.

The section 172 statement on page 40

describes how the Board’s approach is

supported by business-led stakeholder

relationships.

Board effectiveness

Central to setting the correct tone is the

review of the Board’s own performance.

Having carried out an externally facilitated

review in FY 2024, in accordance with the UK

Corporate Governance Code, our review in FY

2025 was internally facilitated.

I was pleased to note that the results of the

review concluded that, among the Board’s

strengths, are a sense of trust and openness

among Board members and a positive working

relationship with management. You can read

more about how the review was run and the

ﬁndings on page 83.

Return of cash to shareholders

We paid a dividend of 3.4p per share to our

shareholders in February 2025.

As part of our ongoing focus on our capital

allocation and how we can best use it to create

shareholder value, we announced with our FY

2024 results that we were proposing to return

up to a further £55m of cash to shareholders.

That programme was launched on 2 January

2025 and concluded on 31 July 2025, when

the £55m limit was reached.

As at that date,

7,011,664 Shares had been repurchased, and

cancelled, under the programme.

On the

same date, we launched the further £55m

buyback programme, which we had

announced at the time of our half-year results

in May 2025. We expect that programme to

conclude in the coming days and the Board

has approved a further £30m buyback

programme, to commence as soon as the

current programme is completed.

We continue to review our capital allocation

priorities in light of market conditions, to

maximise our opportunities.

AGM

Shareholder views remain a key inﬂuence and

have been gathered through the year, primarily

through investor meetings (as described in

more detail on pages 75 and 83). Our AGM in

February 2026, which we will continue to run

as an in-person meeting, is another

opportunity for the Board to meet

shareholders and answer their questions.

Richard Huntingford

Chair

3 December 2025

Future plc

Stakeholders

The owners of the Company and the other stakeholder groups

to whom the Board is responsible.

Board

The UK Corporate Governance Code (‘Code’) requires that the

Board:

• Is effective and entrepreneurial, with the role to promote the

long-term sustainable success of the Company, generating

value for shareholders and contributing to wider society.

• Establishes the Company’s purpose, values and strategy, and

satisﬁes itself that these and its culture are aligned.

All

Directors must act with integrity, lead by example and promote

the desired culture.

• Ensures that the necessary resources are in place for the

Company to meet its objectives and measure performance

against them. The Board should also establish a framework of

prudent and effective controls, which enable risk to be assessed

and managed.

• In order for the Company to meet its responsibilities to

shareholders and stakeholders, the Board should ensure

effective engagement with, and encourage participation from,

these parties.

• Ensures that workforce policies and practices are consistent

with the Company’s values and support its long-term

sustainable success. The workforce should be able to raise any

matters of concern.

Matters reserved for the Board can be found on the website at

www.futureplc.com/governance.

All Directors have access to the advice of the Company

Secretary, who is responsible for advising the Board on all

governance matters.

Chair

• Primarily responsible for overall

operation, leadership and governance of

the Board.

• Leads the Board, sets the agenda and

promotes a culture of open debate

between Executive and non-Executive

Directors. Ensures that there is a focus

on Board succession plans to maintain

continuity of skilled resource.

• Provides advice and acts as a sounding

board.

• Ensures effective communication with

our shareholders.

Chief Executive

• Responsible for executive management

of the Group as a whole.

• Delivers strategic and commercial

objectives within the Board’s stated risk

appetite.

• Builds positive relationships with all the

Group’s stakeholders.

Senior Independent

Director

• Provides a sounding board to the Chair.

• Leads the appraisal of the Chair’s

performance with the other non-

Executive Directors annually.

• Acts as intermediary for other Directors,

if needed.

• Available to respond to shareholder

concerns if contact through the normal

channels is inappropriate.

Non-Executive Directors

• Contribute to developing our strategy.

• Scrutinise and constructively challenge the performance of management in the execution of our strategy.

• Bring their diverse expertise to the Board and Board Committees.

Corporate

Governance

Governance framework

Corporate Governance

Annual Report and Accounts 2025

Board and Board Committee meeting attendance

Board

Nomination

Committee

Audit and Risk

Committee

Remuneration

Committee

Responsibility

Committee

AGM

Richard Huntingford

7 (7)

3( 3)

1 (1)

Meredith Amdur

7 (7)

3 (3)

4 (4)

1 (1)

Mark Brooker

7 (7)

3 (3)

4 (4)

1 (1)

Rob Hattrell

7 (7)

3 (3)

4 (4)

1 (1)

Ivana Kirkbride

6 (7)

2 (3)

4 (4)

1 (1)

Kevin Li Ying

4 (7)

2 (3)

2 (4)

0 (1)

Alan Newman

7 (7)

2 (3)

4 (4)

1 (1)

Angela Seymour-Jackson

7 (7)

3 (3)

4 (4)

1 (1)

Sharjeel Suleman

7 (7)

1 (1)

The numbers represent the number of meetings attended by each Director, out of a total number (in brackets) of meetings held. In addition to the six scheduled Board meetings and the one annual

Board Strategy meeting (a total of seven Board meetings), a number of other Board meetings were held to discuss business matters that the Chair and Chief Executive decided should be considered by

the Board and which are not reﬂected in this table. All Directors received papers for all meetings. Where Directors were unable to attend a meeting they had the opportunity to comment in advance and

received a brieﬁng on any decisions taken. The Executive Directors did not attend parts of any Committee meeting where to do so would result in a conﬂict of interest. For Committee meetings, the table

notes attendance by Committee members only; however all Board members are able to join any Committee meeting and they frequently do so.

Kevin Li Ying joined the Board on 31 March 2025.

In addition to the scheduled meetings, the Chair and the Non-Executive Directors meet regularly to allow discussion without executive management present. The Senior Independent Director and the

Non- Executive Directors meet once a year without the Chair present in order to appraise his performance.

Principal Board Committees

GoCompare.com Limited board

The GoCompare.com Limited board oversees Future’s regulated

businesses, reviewing their strategy and culture within the wider

Group and monitoring that they are operating in compliance with

the applicable regulations and guidance.

Executive Leadership Team

Considers Group-wide initiatives and priorities. Reviews the

implementation of operational plans. Reviews changes to policies

and procedures and facilitates the discussion of the development

of new projects. Reviews and prioritises principal risks.

Audit and Risk

Committee

• Oversees and monitors the

Company’s ﬁnancial

statements, accounting

processes and audits

(internal and external).

• Ensures that risks are

carefully identiﬁed and

assessed, and that sound

systems of risk

management and internal

control are in place.

• Reviews matters relating to

fraud and whistleblowing

reports received.

• Monitors compliance with

climate reporting.

Remuneration

Committee

• Reviews and recommends

the framework and policy

for the remuneration of

the Chair, the Executive

Directors, the Company

Secretary and senior

executives in alignment

with the Group’s reward

principles.

• Considers the business

strategy of the Group and

how the remuneration policy

reﬂects and supports that.

• Reviews workforce

remuneration and related

policies and alignment of

incentives and rewards with

culture, to help inform

setting of Directors’

remuneration policy.

• Consults with shareholders

on the remuneration policy.

Nomination

Committee

• Reviews the structure, size

and composition of the

Board and its Committees.

• Identiﬁes and nominates

suitable executive

candidates to be appointed

to the Board and reviews

the talent pool.

• Considers wider elements

of succession planning

below Board level, including

diversity.

Responsibility

Committee

• Develops and oversees

Future’s responsibility

strategy.

• Reviews progress against

priorities and objectives,

across the responsibility

strategy.

• Considers Future’s position

on relevant, emerging

sustainability issues.

Future plc

Key

Nomination

Committee

Remuneration

Committee

Audit and Risk

Committee

Responsibility

Committee

chair

Corporate

Governance

Board of directors

Richard

Huntingford

Position:

Independent

Non-Executive Chair

Nationality:

British

Appointed:

December 2017 and as Chair

in February 2018

Key skills and experience:

• Provides strong leadership of

the Board in fulﬁlling its role

of overseeing the

development and delivery of

Company strategy

• Extensive FTSE (including

FTSE 100) Chair and Board

experience, ensures best

practice in Board

effectiveness and corporate

governance

• Ensures healthy debate and

appropriate support for, and

challenge of, executive

management in their delivery

of strategy, by Non-

Executive Directors

• Provides leadership in

stakeholder relations and

effective engagement with

our wider stakeholders

External appointments:

Non-Executive Director and

Chair of Unite Group plc

Richard had a 20-year

executive career at Chrysalis

plc and was CEO from 2000 to

2007.

He has extensive FTSE

non- executive board

experience.

roles

have included Non-Executive

Chair of Wireless Group plc

(formerly UTV Media plc) from

2012 to 2016 and Non-

Executive Director of

JPMorgan Mid Cap

Investment Trust plc from

2013 to 2022

Education:

Richard is a chartered

accountant (FCA), having

qualiﬁed with KPMG

Meredith

Amdur

Position:

Independent Non-Executive

Director

Nationality:

American

Appointed:

February 2020

Key skills and experience:

• Broad executive

management, C-suite

leadership in high-growth

start-up and publicly traded

data and technology

companies

• Corporate and product

strategy expertise in digital

media and enterprise

technology

• Digital media editorial /

content management

expertise

• US media and technology

segment expertise in ad-

supported and subscription

video and gaming services

• Leading innovator in new

AI-driven data monetisation

models for lead generation

External appointments:

Previously Chief Executive

Ofﬁcer of Rhetorik, a leading

data supplier to technology

vendors, until sale to Lightcast

in July 2025.

Now Senior

Adviser at Lightcast

Previously President and CEO

of Wanted Technologies, a

Canadian listed recruitment

data analytics provider, and

has held executive roles

with Microsoft, Deloitte and

DirecTV

Education:

Meredith holds a BA from

the University of North

Carolina in International

Studies, an MSc from the

London School of Economics

in Politics and an MBA in

Business Administration and

Management from Cornell

University

Kevin

Li Ying

Position:

Chief Executive Ofﬁcer

Nationality:

British / Mauritian

Appointed:

March 2025

Key skills and experience:

• Over 20 years experience

in technology and over 10

years of executive

leadership experience

• Deep expertise in building

scalable technology

platforms

• Strong understanding of

the commercial levers,

technology architecture

and product services that

drive value for both

business and customers

External appointments:

Non-Executive Director of

W.A.G. Payment Solutions

plc (trading as EUROWAG)

Prior to his appointment as

Chief Executive Ofﬁcer,

Kevin served as Executive

Vice President of Future’s

B2C division and, prior to

that, as Future’s Chief

Technology Ofﬁcer from

April 2016. He was

previously Chief Technical

Architect, leading systems

and software engineering as

well as all infrastructure

operations across the

Group.

During that time, his

key achievements included

the delivery of the Hawk

technology – Future’s

proprietary eCommerce

platform and the backbone

of the Group’s revenue

stream. Before this, he was

Web Development Director

at Future

Education:

Kevin holds a BSc Honours

in Software Engineering

from the University of the

West of England

Sharjeel

Suleman

Position:

Chief Financial Ofﬁcer

Nationality:

British

Appointed:

September 2024

Key skills and experience:

• Strong ﬁnancial and

commercial expertise

• Considerable experience in

driving and executing

strategy

• Experienced in driving

growth across digital media

and international markets

• Extensive M&A experience

in media and entertainment

industry

• Strong experience in driving

rationalisation / cost savings

initiatives

External appointments:

Non-Executive Director and

Audit & Risk Committee chair

of Commonwealth Games

England, Trustee of MCC

Foundation

Previously Chief Financial

Ofﬁcer for ﬁve years at ITV

Studios and before that held a

variety of senior ﬁnance roles

at ITV plc including Director of

Group Finance and Director of

Investor Relations

Sharjeel started his career at

KPMG, where he qualiﬁed as a

chartered accountant

Education:

Sharjeel is a chartered

accountant and holds a BSc in

Economics from University

College London and a MPhil in

Finance from University of

Cambridge

Corporate Governance

Annual Report and Accounts 2025

Alan

Newman

Position:

Independent Non-Executive

Director

Nationality:

British

Appointed:

February 2018

Key skills and experience:

•

Corporate ﬁnance,

accounting and audit,

executive leadership,

investor relations, media,

telecommunications and

technology, public company

leadership and governance,

strategy and M&A

External appointments:

Alan is Chair of

the Audit

and Risk

Management

Committee and Council

member at

the University of

Essex

He was formerly Chief

Financial and Operating

Ofﬁcer of Ebiquity plc (2019

to 2023) and Chief Financial

Ofﬁcer of YouGov plc

(2008-2017). Prior to that,

Alan was a Partner at EY

Business Advisory Services

and KPMG Consulting,

working mainly with media,

telecommunications and

technology clients

Education:

Alan is a chartered

accountant and holds an MA

in Modern Languages (French

and Spanish) from Cambridge

University

Angela

Seymour-Jackson

Position:

Independent Non-Executive

Director

Nationality:

British

Appointed:

February 2021

Key skills and experience:

•

Strong strategic

understanding and

experience

•

Extensive experience gained

from a multitude of industries

and sectors, including the

insurance market

•

Relevant experience with

audit and remuneration

committees

•

Strong ﬁnancial services

background including deep

experience of regulated

entitles and UK regulators

External appointments:

Chair of PageGroup plc, Non-

Executive Director of Janus

Henderson Group plc and SID

at Trustpilot Group plc.

Held executive roles with

Aegon UK, RAC Motoring

Services Limited and Aviva

UK Limited, and was Senior

Advisor to Lloyds Banking

Group (insurance). Previous

non-Executive Director roles

include esure Group plc,

Rentokil Initial plc and GoCo

Group plc

Education:

Angela is a qualiﬁed marketing

professional and a member

of the Chartered Institute of

Marketing. She holds an MSc

in Marketing

Rob

Hattrell

Position:

Independent Non-Executive

Director

Nationality:

British

Appointed:

October 2018

Key skills and experience:

•

Digital platforms,

eCommerce and online

sales, retail and customer

behaviour, technology,

business development,

executive leadership

External appointments:

Partner & Head of Digital at

TDR Capital, Non-Executive

Director of Priam Acquisitions

Limited, Asda Stores

Limited and other other TDR

investment vehicles

Previously Vice President,

eBay UK, where he led one

of eBay’s strongest markets

worldwide and before that

at Tesco, where Rob was

most recently responsible for

the supermarket’s General

Merchandise business across

the UK and Central Europe.

He has also held the position

of Partner in the global retail

practice at Accenture

Education:

Rob graduated from Oxford

University with a degree in

Geography

Ivana

Kirkbride

Position:

Independent Non-Executive

Director

Nationality:

American

Appointed:

December 2023

Key skills and experience:

•

Content-led, consumer

digital media businesses

•

Leveraging data and

technology to create and

deliver entertainment

experiences to next-gen

audiences

•

Experience as investor,

start-up entrepreneur and

operator at Fortune 50

corporations

External appointments:

Formerly Chief Commercial

Ofﬁcer for Deezer S.A.

Board Director for the

Television Academy

Foundation

Former executive at Meta,

Verizon and Google

Former investor at Advent

International and ABS

Capital Partners

Education:

BS in Commerce from the

University of Virginia

Henry Crown Fellow at The

Aspen Institute

Member of the Television

Academy of Arts and

Sciences and the Producers

Guild of America

Mark

Brooker

Position:

Senior Independent

Non-Executive Director

Nationality:

British

Appointed:

October 2020

Key skills and experience:

• Board roles in public

companies

• UK and International

consumer and B2B

businesses

• Digital platform

External appointments:

Non-Executive Director at

Paysafe Ltd (NYSE listed),

Heathrow Airport Holdings

Ltd and eCogra Holding Ltd

(both private companies)

Previously Chief Operating

Ofﬁcer of Trainline (formerly

thetrainline.com) with

responsibility for the UK and

International consumer and

B2B businesses.

Prior to

this he was COO at Betfair

having previously spent 17

years in investment banking

advising UK companies on

equity capital raising and

M&A, latterly as a Managing

Director at Morgan Stanley

Education:

Mark holds a Master’s degree

in Engineering, Economics

and Management from

Oxford University

Board Tenure

Each of the Executive Directors has a rolling contract

of employment with a 12-month notice period, while

Non-Executive Directors are, subject to re-election

by shareholders, appointed to the Board for a term of

approximately three years. The adjacent chart shows

the current tenure of the Non-Executive

Directors

(rounded up to the nearest year).

Non-Executive Directors

Richard Huntingford

Meredith Amdur

Mark Brooker

Rob Hattrell

Ivana Kirkbride

Alan Newman

Angela Seymour-Jackson

Future plc

Objectives for FY 2026

teps to be taken during FY 2026

Continue the Board’s focus on strategic debate,

market shifts, our customers’ needs and on

redeﬁning Future’s mission and purpose in a fast-

changing ecosystem.

Review Board agenda to ensure sufﬁcient time is

dedicated during meetings to discussion.

Ensure

regular debate about the strategy in light of

emerging information.

Effectively implement the changes to our Board

composition outlined in the Nomination Committee

report, on page 85, and support the new Board Chair

and other Board members to transition seamlessly

into their new roles, setting the Group up for further

success.

Continue the culture of trust and openness among

Board members, particularly during the transition

period, to ensure successful execution of the

transition.

Use the Spencer Stuart work to inform

decisions on the broader Board composition.

As well as the opportunities, anticipate the

challenges and risks of a fast-changing business

environment and ensure our strategy allows for

trade offs and prioritisation, in light of emerging

information.

Focus on resilience risk management and further

embed this into strategy and KPI monitoring.

Outcomes

Based on feedback received during the review process described on the opposite

page, the Board agreed on areas of focus, which will be monitored during the year:

Corporate

Governance

Board activities

The Board has an annual programme, or governance

rhythm, which sets out both standing agenda items

for each meeting, as well as topics on which the Board

is updated either annually, bi-annually, or as and when

required.

Standing agenda items include updates

from the Group CEO and CFO, as well as Strategy

updates.

Other regular updates include M&A,

Investor Relations, People & Culture and Company

Secretary.

Rotational presentations include deep

dives from the three business divisions (B2B, B2C and

Go.Compare) and Committee Chair updates, as well

as topical updates, for example on Capital Allocation,

ESG, Cyber Resilience, Risk, Litigation and Defence

Preparedness.

The table below sets out some of the

other key activities from the Board meetings during

the year.

As well as the Group’s principal external advisers,

other external presenters are invited to join Board

meetings, to ensure that the Board beneﬁts from

their perspectives.

Various Company events

provide opportunities for Directors to engage

with the Group’s employees, as well as its other

stakeholders.

Further details are set out on page

36.

Board and Committees:

- Board

- Audit and Risk Committee

- Go.Compare Board

- Nomination Committee

Rem

- Remuneration Committee

Resp

- Responsibility Committee

December

Meetings held

B, A, G, N, Rem, Resp

•

Release of full year

results

•

FY 2024 Annual

Report approved

•

Recommendation of

ﬁnal dividend

•

FY 2025 ﬁnal budget

and three-year plan

approved

•

Acquisition of RNWL

approved

March

Meetings held

•

New CEO announced

•

Two-day strategy

meeting

July

Meetings held

•

Trading statement

•

Bond issue

announced

•

Internally facilitated

Board performance

review

February

Meetings held

B, A, G, Rem, Resp

•

Trading statement

•

AGM held

•

‘Ask the Board’ Q&A

session held with

London colleagues

May

Meetings held

B, A, G, N, Rem, Resp

•

Release of half year

results

•

Acquisition of Kwizly

approved

•

Share repurchase

programme #4

announced

September

Meetings held

B, A, G, N, Rem, Resp

•

Investor webinar

•

‘Ask the Board’ Q&A

session held with

Cardiff colleagues

•

Employee

engagement survey

results reviewed

•

Board Diversity

& Inclusion policy

approved

Board Activities

2025

2024

Senior Independent

Director

The Senior Independent Director, Mark Brooker had

the opportunity to engage with major shareholders

on two topics during the past year.

In December and

January Mark met with shareholders as requested

during the CEO transition process and over the

summer as part of his Remuneration Committee

Chair role.

While the focus of the latter engagement

was Future's proposed new Directors' Remuneration

Policy (details on which are on pages 112 to 117),

he took the opportunity to explain to shareholders

some of the challenges and opportunities that

developments in the broader business environment

presented to the Group, as context for the new

policy proposals.

As part of those conversations,

he responded to a range of questions from

shareholders.

He reported on the feedback from

shareholders to other Board members, ensuring

that they clearly understood the shareholders'

views.

Mark also lead the annual appraisal of the

Chair's performance, as explained on page 82.

Corporate Governance

Annual Report and Accounts 2025

Board performance review

An evaluation of the Board and its

Committees is carried out annually and

externally facilitated every three years.

Last year we carried out an external

review; this year the review was internal.

Progress on FY 2024 actions

Key objectives identiﬁed for action in FY

2025 were:

• Further focus on long term strategy

and reﬁning of reporting of interim

performance and development

milestones.

• Renewed focus on the culture of

the organisation, supported by

Ivana Kirkbride taking on the role of

designated Non-Executive Director for

workforce engagement.

• Ongoing focus on succession plans for the

Board, considering the competencies that

would be required of the new appointees

to succeed the Board Chair and Audit and

Risk Committee Chair in 2025/2026, and

with diversity as a key criterion.

Some of the steps taken during FY 2025

to address those objectives were:

• The Board has worked closely with Kevin

Li Ying, following his appointment as

CEO in March 2025, to support him in

establishing himself in the CEO role.

• As Sharjeel Suleman was still new to

Future, having been appointed as Chief

Financial Ofﬁcer immediately prior to

FY 2025, in September 2024, the Board

worked closely with him during the year

to support his effective onboarding.

• The Board skills matrix, Board

composition and Board succession

planning were kept under review by

the Nomination Committee during

the year.

In August, in the context of

the succession planning required for

the Board Chair and Audit and Risk

Committee Chair roles, the Board

engaged the board advisory services of

Spencer Stuart (which has no connection

with Future or any individual Directors)

to review the composition of the Board.

An update on that work is included in the

Nomination Committee report, on page

85.

• The Board continues to review its capital

allocation priorities against its long term

strategy.

• A reﬁned dashboard of key business

performance indicators is now presented

at each Board meeting.

• On the recommendation of the

Responsibility Committee, the Board

adopted a three-year employee

engagement plan, with the aim of

transforming our organisational dialogue

and driving earned value with our

employees.

• The Board took the opportunity to

engage directly with senior management

and colleagues from across the business

in various forums.

These included:

• The Board meeting with the Executive

Leadership Team at a Strategy Day

in March, followed by a dinner which

was also attended by other senior

managers.

• The Board attending live ‘Ask

the Board’ Q&A sessions for all

colleagues, in London in February and

in Cardiff in September.

• The Chair met with a number of Future’s

shareholders during the year.

• An engagement survey was conducted

among all employees and actions put

in place to address the areas where

improvements were needed.

• Town Hall meetings, to which all Future

staff and Board members are invited and

which include CEO and CFO updates, as

well as responses to questions raised

by employees, were held regularly

throughout the year.

• The Board had a standing invitation to

attend Future events, where they would

have an opportunity to engage with

Future’s audience.

The Board performance review process

As mentioned above, the Board

conducted an internally facilitated review

in FY 2025.

To help monitor trends

from the previous year, Independent

Audit provided a questionnaire and

sent it to Board members in early July.

Responses were received through July

and early August and, having analysed

the responses, the Company Secretary

submitted a report on the Board

members’ responses in early September.

The report outcomes and the proposed

actions were discussed at the September

Nomination Committee and Board

meetings.

The report, which was based

on the self-assessment questionnaire,

conﬁrmed that the Board displays a

number of strengths, including:

• A sense of trust and openness among

Board members.

• A positive working relationship with

management.

• Robust approach to compliance, risk and

controls, as well as ﬁnancial health.

• Improved monitoring of performance

against strategy.

This discussion, together with the

Nomination Committee’s considerations

Board evaluation cycle

• Similar

questionnaire as for

FY 2024 external

review, to see trends

• Progress on FY

2024 actions

reviewed

• Will review progress

against action plan

created in FY 2026

and create actions

for FY 2027

• Independent,

externally facilitated

review

• Areas of focus

identiﬁed for 2028

YEAR 1

FY 2025

Internal

evaluation

YEAR 2

FY 2026

Internal

evaluation

YEAR 3

FY 2027

External

evaluation

Future plc

of independence, time commitment

and tenure, are used as the basis for

recommending the re-election of Directors

by shareholders. The Board is satisﬁed

that all its Non-Executive Directors bring

robust, independent oversight and that

they continue to remain independent.

The review process also addressed the

strengths and development areas for

Go.Compare, which has its own board,

and for the four board committees, which

are the Audit and Risk, Nomination,

Remuneration and Responsibility

Committees.

For Go.Compare, noting

a strong score in particular for the

information provided to the Board and

on the effectiveness of its meetings, the

actions focused on continuing the focus

on its strategy, within the broader Future

Group strategy, and on ensuring that

Go.Compare colleagues feel as connected

to Future plc and the success of its strategy

as they do to Go.Compare’s own strategy

and plan.

Noting that all four committees function

well in terms of effective chairing, quality

of discussions, the support they receive

and the reporting they do, the actions

they agreed to implement in FY 2025

to enhance their performance included:

completing the consultation process on

the 2026-2028 Directors’ Remuneration

policy, securing shareholder approval of

the policy at the February 2026 AGM and

implementing it effectively from FY 2026;

continuing to enhance communication

of Future’s responsibility strategy and

measuring its impact.

As part of the internal Board evaluation

process, the Senior Independent Director

led a review of the Chair’s performance

taking into consideration the view of all

the Directors. The Directors unanimously

agreed that Richard has been an excellent

Chairman and a strong leader for the

Board. They noted the open and inclusive

culture the Chair has created within the

boardroom and effective management

of board meetings. The Chair has also

provided strong support and mentoring

for the recently appointed CEO as he

becomes established in the role. Looking

forward to FY 2026, the proposed new

Chair and the Board are planning to

further increase time at board meetings

considering Future’s strategy, given the

longer-term challenges arising from

fundamental changes to the media

industry. The proposed new Chair will

also look for opportunities to provide

1:1 feedback to Non-Executive Director

colleagues regarding their performance.

Finally, the focus on Director succession

planning will continue, as a number of

Board members will reach the end of their

expected tenure in the next 2-3 years.

Corporate

Governance

Corporate Governance

Annual Report and Accounts 2025

Nomination committee

Future or any individual Directors, to advise the

Committee on this appointment.

Spencer Stuart presented a diverse set of

candidates for the Committee to consider.

Included in the list of potential candidates was

Kevin Li Ying, whose background I outlined in

my Chair’s introduction, on page 8 of this

report.

Having interviewed a shortlist of candidates,

including Kevin, and after careful consideration,

referencing and due diligence, the Committee

concluded that Kevin was its preferred

candidate and recommended to the Board that

he be appointed CEO. With the Board’s

approval, this was announced on 30 January

2025, with his appointment taking effect on 31

March 2025.

Also on 30 January 2025, it was announced

that the then CEO, Jon Steinberg, would step

down from the Board on 30 March 2025 and

act as Senior Advisor until 30 June 2025, to

ensure a smooth transition with Kevin.

Board changes in the year

The Committee played a central role in Kevin’s

search process, as outlined above, and worked

closely with the Remuneration Committee to

deﬁne his compensation arrangements and

Jon’s leaver treatment, details of both of which

are set out from page 96.

Other than Kevin’s appointment, further details

of which are set out in the Directors’

Remuneration Report on page96, and Jon’s

departure, there were no other Board changes

during the year.

However, we plan to announce

the following Board changes on 4 December

2025, which will take effect from 5 February

2026, following the Annual General Meeting on

that date:

• I will step down as Chair of the Group’s Board

• Mark Brooker will become Board Chair and

Chair of the Nomination Committee

• Alan Newman will become Senior

Independent Director, while also remaining as

Chair of the Audit and Risk Committee

• Angela Seymour-Jackson will become Chair of

the Remuneration Committee, while also

continuing in her role as Chair of the

Go.

Compare Board.

The Board decided that Spencer Stuart was

also the best choice to advise the Committee

on the replacement of the Board Chair position.

Based on individual discussions with members

of the Nomination Committee by Alan

Newman, the assessment of the Nomination

Committee was that the current Senior

Independent Director, Mark Brooker, would be

the preferred candidate as Chair successor,

providing continuity and understanding of the

Group following a series of leadership changes.

In order to validate its assessment, the

Nomination Committee asked Spencer Stuart

to carry out an assessment of Mark, which was

shared with the Committee. The due diligence

process also included a formal interview of

Mark by a panel of the Nomination Committee,

which excluded myself and Kevin. The panel

concluded that it was not necessary to

consider external candidates for the role and

recommended Mark’s appointment as Board

Chair to the Board, subject to receiving my

conﬁrmation as to when I intended to step

down from the role.

Mark, of course, having

indicated his willingness to be considered for

the position, did not take part in any of the

Nomination Committee’s deliberations or

decisions and, in accordance with good

governance practice, neither I nor Kevin took

part in them, although we were briefed on them

afterwards, as part of a meeting of the full

Nomination Committee.

In my absence, Alan

Newman chaired the relevant meetings.

NED succession planning

The Committee, on behalf of the Board,

regularly assesses the balance of Executive

and Non-Executive Directors, and the

composition of the Board in terms of skills,

experience, diversity and capacity.

We continually monitor the composition of the

Board not only based on the length of

Directors’ tenure and on our Board D&I Policy,

Richard Huntingford

Chair of the Nomination Committee

Director Induction Programme Example

We have a detailed Director induction programme

which all new Board members participate in.

• Governance training

• Briefed on outcomes of most recent Board

performance review

• Meeting senior executives

• Meeting with colleagues

during site visits

• Information on the Group

budget and strategy

• Last Annual Report

• Meeting with investors and

other key stakeholders

• Meeting with external and

internal auditors

Effectiveness

Leadership

Accountability

Relations with

stakeholders

Dear Shareholder

On behalf of my colleagues on the Nomination

Committee, I am pleased to present this review

of the Committee’s activities during FY 2025.

The Committee met formally on three

occasions during the year.

Its Terms of

Reference describe its role and responsibilities

more fully and can be found on Future’s website.

CEO transition

On 18 October 2024, we announced that Jon

Steinberg had informed the Board of his

decision to step down from the Board in 2025,

to relocate back to the US with his family. Jon’s

notice period was twelve months. We also

announced that the Board had initiated a

search for his successor and ultimately the

Board appointed Spencer Stuart, the executive

search adviser, which has no connection with

Future plc

planning

During FY 2025, the Board and the Committee

have monitored the changes to the

organisational structure and approved

changes to key leadership roles. During the

year, the Board discussed succession plans for

executives below Board level on a number of

occasions.

The Committee will continue to keep a

watching brief on the market and potential

talent.

It will continue to monitor the ELT and

senior management talent pool to ensure that

succession planning for business-critical roles

is proactively reviewed and to ensure the

development of a diverse pipeline for

succession for the Board and the ELT.

This

follows the requirements of the 2024

Corporate Governance Code, which the Group

is working towards compliance with, although it

but also with a view to ensuring that the

Board’s blend of skills and experience is

appropriate for the next stage of Future’s

development.

On appointment each Non-Executive Director

receives a letter of appointment setting out,

among other things, their term of appointment,

the expected time commitment for their duties

to Future and details of any committees of

which they will be a member and/or Chair.

Non- Executive Directors are initially appointed

for a three-year term, after which a review is

undertaken to consider renewal of the term for

a further three years. However, Future follows

governance best practice, with all directors

standing for re-election by shareholders at

each Annual General Meeting.

Executive Leadership Team (ELT) succession

will only apply to the Group from the ﬁnancial

year beginning 1 October 2025.

Board diversity and inclusion policy

We adopted a new Board D&I Policy in 2023,

which also applies to the Board’s Committees.

We reviewed the policy in September 2025 and

concluded that, while the policy is still ﬁt for

purpose, we had not achieved all the objectives

we set for ourselves as a Board, by the dates

we originally set and we have therefore

extended some of those dates.

We continue to see increasing diversity at

Board level as an essential element in

maintaining a competitive advantage and to

believe that a truly diverse Board will include

and make good use of differences in the skills,

regional and industry experience, educational,

professional and socio- economic

backgrounds, ethnicity, race, gender, age,

sexual orientation, disability, cognitive and

other distinctions between Directors.

Our Board D&I Policy also makes speciﬁc

reference, as well as to diversity, to inclusion, to

highlight that, as well as a diverse Board, we

promote an open and inclusive culture in Board

and Committee meetings, where all Directors

are encouraged to share their views and their

views are all taken into account, without bias or

discrimination.

Our objective of driving the beneﬁts of a

diverse and inclusive Board, senior

management team and wider workforce is

underpinned by our strong culture of diversity

and inclusion, which is essential to fulﬁlling

Future’s purpose, is inherent in our values and

supports the delivery of our strategy. You can

read more about the Group’s approach to

diversity and inclusion in the Corporate

Responsibility report from page 21.

Set out below are the objectives of our Board

D&I Policy and our assessment of performance

against them. These objectives ensure that

both appointments and succession planning

support developing a diverse pipeline:

• To ensure that the proportion of women on

the Board is 40 percent from FY 2023, and in

leadership positions is 40 percent by no later

than 2025 (the latter in accordance with the

recommendations of the FTSE Women

Leaders Review).

• To ensure that at least one woman is

appointed to the Chair or Senior Independent

Director role on the Board, and/or one woman

in the Chief Executive Ofﬁcer or Chief

Financial Ofﬁcer role, from FY 2023.

• To have at least one member of the Board

from an ethnic minority background excluding

Members

Since

Richard Huntingford (Chair)

2017

Meredith Amdur

2020

Mark Brooker

2020

Rob Hattrell

2018

Ivana Kirkbride

2023

Kevin Li Ying

2025

Alan Newman

2018

Angela Seymour-Jackson

2021

The Company Secretary acts as secretary to the Committee. Details of individual Directors’

attendance at committee meetings can be found on page 79.

Key objective

The Nomination Committee supports the

Board in Executive and Non-Executive

succession planning. Our key objectives as a

Nomination Committee are:

• To make sure the Board has individuals with

the necessary range of skills, knowledge

and diversity of experiences to lead the

Company effectively.

• To ensure that it is effective in discharging its

responsibilities and overseeing appropriately

all matters relating to corporate governance.

Key responsibilities

• Ensure that Executive and Non-Executive

succession plans are reviewed, updated and

implemented accordingly.

• Improve diversity and inclusion on the

Board and for senior management roles.

• Further strengthen the senior management

team.

• Ensure that appointments to GoCompare.

com Limited are assessed in accordance

with the relevant regulatory requirements

and that appropriate regulatory approval is

obtained.

Key actions from FY 2025

• Planning for potential changes in Board

composition, considering that both the

Board Chair and the Chair of the Audit and

Risk Committee were nearing the end of

their respective nine-year tenures.

• Recruitment of a new CEO.

• Monitoring Board composition for

alignment of relevant skills, experience and

diversity to Future’s strategy.

• Monitoring progress in the implementation

of the Board D&I Policy.

• Oversight of the ELT’s development and

succession planning.

Priorities for 2026

• Supporting the new Board and Nomination

Committee Chair, the new SID and the new

Remuneration Committee Chair in their

transitions to their new roles.

• Support Kevin Li Ying to establish himself in

the CEO role.

• Reviewing the overall Board composition,

considering the need for the appropriate

blend of skills and expertise on the Board.

Corporate Governance

Annual Report and Accounts 2025

Gender

Ethnicity

CEO

Financial

Editorial/

Publishing

Content

Digital and

Technology

Advertising

and Brands

UK Governance

Remuneration

Richard Huntingford

Kevin Li Ying

Meredith Amdur

Mark Brooker

Ivana Kirkbride

Rob Hattrell

Alan Newman

Angela Seymour-Jackson

Sharjeel Suleman

white ethnic groups, from FY 2023.

As at 30 September 2025, we met the third of

these objectives, with three members of the

Board being from an ethnic minority background.

Regarding the ﬁrst and second objectives, the

percentage of women on the Board is 33

percent. The Chair role of the Go.Compare

Board, while it is not one of the four named

senior roles on the Future plc Board, is a

signiﬁcant one for Future, given it is a regulated

entity with signiﬁcant responsibilities and

governance requirements, and that role

continues to be occupied by Angela Seymour-

Jackson.

As mentioned, Angela will also take

over the role of Remuneration Committee

Chair from February 2026.

Our Board D&I Policy also explains that all Board

appointments are made on merit, in the context

of the skills, experience, independence and

knowledge which the Board as a whole requires

to be effective and that periods of change in

Board composition may result in temporary

periods when this balance is not achieved.

Future has previously had a strong record of

Board gender diversity and the succession

process for the CEO role was approached with

diversity as an important consideration. The

candidate brief explicitly mentioned diversity

as an important consideration.

The reasons for Kevin’s selection were, as

already mentioned above, his deep knowledge

of the Group’s business, secondly, the fact that

he had been a key contributor to the successful

transformation of the Group, particularly

through leading the development of the

Group’s proprietary technology and

infrastructure and, thirdly, that he had

successfully transitioned from a functional

leadership role into a commercial role, as EVP

of B2C.

He was clearly the right candidate for

the role and, while his appointment has

strengthened the ethnic diversity

representation on the Board, it has not

strengthened the Board’s gender diversity.

We noted last year, after Sharjeel Suleman’s

appointment as CFO, that the Board had

rejected the idea of making additional, gender

diverse Board appointments, on the basis that

it would not be appropriate and would lead to

an oversized and unwieldy Board for the

Company’s size.

However, the Board remains fully committed to

meeting its own diversity targets.

As part of a

wider brief, the Nomination Committtee has

asked Spencer Stuart to consider and advise

the Committee on priorities for ongoing

refreshment of the Board over the next two to

three years, in order to ensure that it has the

skills, expertise and capabilities it needs to

support Future’s strategic direction and

continued evolution.

Diversity of the Board will

be a key consideration of this activity.

As a

consequence, we have updated our Board D&I

Policy to reﬂect the fact that we will aim to

achieve the ﬁrst and second objectives of the

policy by the end of 2026.

Our principles for Board diversity also apply to

the ELT and senior management below this

level, with female representation of 16.7% at

ELT level and 33.7% at SLT level.

Numerical data on the sex or gender identity

and ethnic diversity of the Board, senior Board

positions (Chair, CEO, SID and CFO) and

executive management, in the format required

by the UK Listing Rules, are set out on page 28.

The Board D&I Policy mirrors that of our wider

Equality, Inclusion & Diversity Policy, which is

available on our website at www.futureplc.com.

Committee performance and effectiveness

The Nomination Committee’s performance

was evaluated as part of the internally

facilitated Board performance review, as

described on page 83. The review was

completed by all Committee members and no

issues arose.

Independence

During FY 2025, the Committee reviewed the

balance of skills, experience and

independence of the Board, including

consideration of Board members’ terms in

ofﬁce and any potential conﬂicts of interest. It

concluded that each Non-Executive Director

remained independent. The Committee is

satisﬁed that the external commitments of

the Board’s Chair and members do not conﬂict

with their duties as Directors of the Company

and that they have sufﬁcient time to fulﬁl their

Director responsibilities to Future, both in

normal circumstances and in exceptional

circumstances.

After the year-end, the Committee also

considered the Directors proposed for election

or re-election by shareholders at the AGM.

Following discussion of the skills, contribution

and external commitments of each Director,

and in conjunction with the Board performance

review conducted between July and September

2025, the Committee supports the proposed

re-election of all Directors standing for

re-election (or election) at the AGM in 2026. In

line with best practice, each Committee

member was excluded from approving the

proposal for their re-election (or election).

Richard Huntingford

Chair of the Nomination Committee

3 December 2025

Board skills matrix

M signiﬁes male, F signiﬁes female.

W signiﬁes of white ethnicity. M signiﬁes of minority ethnicity.

Future plc

Corporate

Governance

Audit and risk committee

Dear Shareholder

On behalf of the Audit and Risk Committee, I

am pleased to present its report for the year

ended 30 September 2025.

I and the Committee members have continued

to work closely with the Executive Directors,

other members of management, with Deloitte

LLP (Deloitte), the external auditor, and with

RSM UK Risk Assurance Services LLP (RSM),

the Group’s provider of outsourced internal

audit, on the Committee’s core duties, which

remained unchanged. Our key actions

throughout the year are set out below and we

followed our usual cadence of activities to

ensure the effectiveness of our ﬁnancial

reporting, risk management and internal

controls framework.

We continued our role of

challenging, advising and, when required,

making informed decisions.

A key area of focus has continued to be the

ongoing maturity of the Group’s internal

controls environment, taking into account the

enhanced reporting requirements introduced

by the 2024 UK Corporate Governance Code.

Although the 2024 Code will only apply to the

Group from the ﬁnancial year beginning 1

October 2025 (FY 2026), with Provision 29

applying from the following year (FY 2027),

the Board and management have been

proactive in their readiness activities, which

the Committee has helped guide and which it

continues to monitor.

More information on

this can be found on page 90.

We have continued to review and scrutinise,

discuss and challenge the assumptions and

judgements made by management in the

preparation of published ﬁnancial information,

to ensure that the Committee had clear

oversight of the evolving impact of the

Group’s strategy on the business and its

ﬁnancial affairs, as well as emerging risks.

We received regular reporting on the

recommendations arising from our internal

audit programme and provided inputs to help

make those recommendations even more

robust.

We then monitored how the

recommendations were implemented by

the Group.

We also reviewed and provided feedback on

other aspects of the Group’s risk management

and internal controls framework, including: its

new Speak Up policy; a programme to ensure

clarity of responsibilities and accountabilities

among the management for understanding

and complying with all legal and regulatory

requirements in each of the business areas

that may be affected by any such

requirements; simpliﬁcation of certain aspects

of the Group’s corporate structure.

Information regarding the Board’s stakeholder

engagement is set out on page 36, which also

indicates where the Committee took account

of the views of key stakeholders and

considered their interests in its discussions

and decision-making, as does page 41.

This year the Board undertook a review of the

performance of the Board and Board

Committees, including this Committee, and

you can read more about this on page 83.

I would like to thank all the colleagues involved

in the Group’s corporate and ﬁnancial integrity,

controls, recording and reporting for their

contribution during 2025.

Alan Newman

Chair of the Audit and Risk Committee

3 December 2025

Alan Newman

Chair of the Audit and Risk Committee

Corporate Governance

Annual Report and Accounts 2025

Membership and meetings

The Committee held four scheduled meetings

during the year and a number of ad hoc

meetings. Meeting cadence is linked to events

in the Company’s ﬁnancial calendar and other

important events that arise throughout the

year, which fall for consideration by the

Committee under its remit.

Two of these meetings focused on reviewing

matters in conjunction with the half year and

full year reporting and included private

meetings with the Internal and External

Auditors. The other meetings focused on the

development of internal controls, the work of

the Internal Audit function, evaluation of

corporate and emerging risks, our ongoing

work on TCFD and ad hoc matters which arose

during the year.

In addition to the Committee members, all of

whom are Non-Executive Directors, the CFO,

Finance Director, Risk & Compliance Director,

Group Senior Risk Manager, the Internal

Auditor (RSM) and the External Auditor

(Deloitte) attended all or parts of these

meetings by invitation. The Chair of the Board

and Chief Executive Ofﬁcer may also attend

meetings. The Company Secretary acts as

Secretary to the Committee. The Chair of the

Committee holds regular meetings with the

External and Internal Auditors, who have an

opportunity to discuss matters without

management being present, and also with the

CFO and other members of the Finance

function to address speciﬁc matters.

The Committee received sufﬁcient, reliable and

timely information from management to enable

it to fulﬁl its responsibilities. The Board has

conﬁrmed that it is satisﬁed that Committee

members possess an appropriate level of

independence and depth of ﬁnancial and

commercial, including sectoral, expertise. For

the ﬁnancial year ended 30 September 2025,

Alan Newman was the member of the

Committee determined by the Board as having

recent and relevant ﬁnancial experience.

Going concern and viability statements

The Committee reviewed the updated wording

of the Group’s longer-term viability statement,

set out on page 52. To do this, the Committee

ensured that the model used was consistent

with the approved three-year plan and that

scenario and sensitivity testing aligned clearly

with the principal risks of the Group.

Committee members challenged the

underlying assumptions used and reviewed the

results of the detailed work performed. The

Committee was satisﬁed that the analysis

supporting the viability statement had been

prepared on an appropriate basis. The

Members

Since

Alan Newman (Chair)

2018

Meredith Amdur

2020

Angela Seymour-Jackson

2021

The Company Secretary, or nominee, acts as secretary to the Committee. Details of individual

Directors’ attendance can be found on page 79.

Key objectives of the Audit and Risk

Committee

• To monitor the integrity of the Group’s

ﬁnancial reporting processes.

• To ensure that risks are carefully identiﬁed

and assessed, and that sound systems of

risk management and internal control are in

place.

Key responsibilities

• Overseeing the accounting principles,

policies and practices adopted by the

Group.

• Overseeing the external ﬁnancial reporting

and associated announcements.

• Overseeing the appointment,

independence, effectiveness and

remuneration of the Group’s External

Auditor, including the policy on the supply of

non-audit services.

• Conducting a competitive tender process

for the external audit when required.

• Reviewing the resourcing, plans and

effectiveness of Internal Audit, which is

independent from the Group’s External

Auditor.

• Ensure the adequacy and effectiveness of

the internal control environment.

• Monitoring the Group’s risk management

processes and performance.

• Ensuring that the regulatory requirements

for the GoCompare.com Limited business

are assessed and properly managed and

that appropriate regulatory approval is

obtained as appropriate.

• Ensuring the establishment and oversight of

fraud prevention arrangements and reports

under the Speak Up policy.

• Monitoring the Group’s compliance with the

UK Corporate Governance Code and with

other ﬁnancial-related disclosures,

including related to climate change.

• Providing advice to the Board on whether

the Annual Report and Accounts, when

taken as a whole, is fair, balanced and

understandable and provides all the

necessary information for shareholders to

assess the Group’s performance, business

model and strategy.

Key actions from FY 2025

• Continued to monitor legislative and

regulatory changes that may impact the

work of the Committee, in particular the

introduction of the 2024 UK Corporate

Governance Code requirements.

• Reviewed understanding of any proposed

audit industry changes as well as External

Auditor quality scores.

• Reviewed the independence, effectiveness

and remuneration of the Group’s External

Auditor, including the policy on the supply of

non-audit services.

• Continued to review the work of the Internal

Audit function and implementation of audit

recommendations.

• Continued to monitor the effectiveness and

development of the Group’s internal control

environment.

• Continued to monitor the effectiveness of

the Group’s risk management.

• Monitored the Company’s compliance with

TCFD and CFD and other climate-related

ﬁnancial disclosures and its disclosures

related to diversity, equity and inclusion.

• Approved dividend policy, share buyback

programme, new Speak Up policy and

annual insurance programme, for

recommendation to the Board.

• Annual review of the terms of reference of

the Committee.

Priorities for 2026

• Monitor legislative and regulatory changes

that may impact the Committee’s work and

responsibilities.

• Oversee the Group’s preparation for

meeting the requirements of the 2024 UK

Corporate Governance Code.

• Approve the activities, review the ﬁndings

and assess the effectiveness of the

Company’s Internal Audit function.

• Monitor the effectiveness and development

of the Group’s internal control environment.

• Monitor the Company’s compliance with

TCFD and CFD and other climate-related

ﬁnancial disclosures and its disclosures

related to diversity, equity and inclusion.

Future plc

Committee also reviewed the going concern

statement, set out on page 52 and conﬁrmed

its satisfaction with the methodology, including

appropriateness of the sensitivity testing.

Fair, balanced and understandable

The Committee considered whether the

Annual Report is ‘fair, balanced and

understandable’, in line with the requirements

of the 2018 Code. The Committee members

were consulted during the drafting process and

gave input to the planning process, as well as

having the opportunity to review the Annual

Report as a whole and discuss, prior to the

December 2025 Committee meeting, any

areas requiring additional clarity or better

balance in the messaging. In this respect the

Committee focused on:

• a qualitative review of disclosures and a

review of internal consistency throughout the

Annual Report and Accounts;

• a review by the Committee of all material

matters, as reported elsewhere in this Annual

Report and Accounts;

• a risk-comparison review, which assesses the

consistency of the presentation of risks and

signiﬁcant judgements throughout the main

areas of risk disclosure in this Annual Report

and Accounts;

• a review of the balance of good and bad news;

and

• ensuring it correctly reﬂects:

– the Group’s position and performance as

described on pages 119 to 178;

– the Group’s business model, as described on

page 13;

– the Group’s strategy, as described from page

11.

On the basis of this work, together with the

views expressed by the External Auditor, the

Committee recommended, and in turn the

Board conﬁrmed, that it could make the

required statement that the Annual Report is

‘fair, balanced and understandable’.

The Committee also received regular updates

from the CFO on provisions made for litigation

and the Committee considered the

appropriateness of the methodology applied.

Risk management

The Board has overall responsibility for

determining the nature and extent of its

principal and emerging risks and the extent of

the Group’s risk appetite, and for monitoring

and reviewing the effectiveness of the Group’s

systems of risk management and internal

control. Further details of the risk management

objectives and process are on pages 47 to 51.

The principal risks and uncertainties facing the

Company are addressed in the Strategic Report

and in the table on pages 47 to 51. The Board

has delegated to the Committee the

responsibility for monitoring the effectiveness

of the systems of risk management.

Internal control

The Board determines the objectives and

broad policies of the Group and meets

regularly, when a set schedule of matters which

are required to be brought to it for decision is

discussed. Overall management of the Group’s

risk appetite, its tolerance to risk and

discussion of key aspects of execution of the

Group’s strategy remain the responsibility of

the Board. The Board has delegated to the

Audit and Risk Committee the responsibility for

establishing a system of internal controls

appropriate to the business environment in

which the Group operates.

Key elements of this system include:

• A clearly deﬁned organisation structure for

monitoring the conduct and operations of the

business.

• Clear delegation of authority throughout the

Group, starting with the matters reserved for

the Board.

• A formal process for ensuring that key risks

affecting operations across the Group are

identiﬁed and assessed on a regular basis,

together with the controls in place to mitigate

those risks. Risk consideration is embedded in

decision-making processes at all levels and

the most signiﬁcant risks are periodically

reviewed by the Board. The risk process is

reviewed by the Audit and Risk Committee.

• The preparation and review of comprehensive

annual budgets.

• The monthly reporting of actual results and

their review against budget, forecasts and the

previous year, with explanations obtained for all

signiﬁcant variances. The CEO and CFO also

provided regular updates to the Board.

• The Finance Manual which outlines key

control procedures and policies to apply

throughout the Group. This includes clearly

deﬁned policies and escalating authorisation

levels for all procurement activity including

capital expenditure and investment, with

larger capital projects, acquisitions and

disposals requiring Board approval. This

framework is kept under periodic review.

• The new Speak Up policy, which is

underpinned by an independent, external

reporting tool as another means for the Group

to become aware of serious wrongdoing in the

organisation and to take quick action to

address it.

• The ongoing development of a formal

controls framework that deﬁnes the key

controls, the persons responsible and the

speciﬁc risk that each of these key controls is

designed to mitigate.

• The development of a formal RACI to identify

all areas across the business which have legal

and regulatory implications and explicitly

assign responsibilities and accountabilities

for each.

• Appropriately qualiﬁed staff in our ﬁnance,

legal and human resource functions with

business continuity plans to ensure that all key

roles have adequate cover.

• Initiation of a formal quarterly CFO review of

control execution and assessment that

control owners understand the design and

efﬁcacy of the controls they monitor, tested

by a regular timetable of internal control

reviews that include the testing of key

controls and process walk-throughs of

processes, reported to the Audit and Risk

Committee.

• Development of a learning from incidents

culture, reporting of potential and actual

internal control failures and assessment of

management’s response.

• Continuing to drive maturity in our IT controls

environment and addressing improvement

areas as part of our ongoing IT and

governance enhancements.

• Regular formal meetings between the CEO,

the CFO and senior management to discuss

strategic, operational and ﬁnancial issues.

As highlighted above, the 2024 Code will apply

to the Group from its ﬁnancial year beginning 1

October 2025, other than Provision 29, which

will apply to its ﬁnancial year beginning 1

October 2026. For FY 2025, the focus for the

Committee was on the approach and roadmap

to achieve compliance from FY 2026 and, for

Provision 29, from FY 2027. This initial phase of

work, on which management provided the

Committee with progress updates throughout

the year, included:

• The Internal Controls team was designated as

the responsible team to drive the Group’s

response and readiness activities and to

provide regular progress updates to the

Committee, under the leadership of the Group

Finance Director.

• A draft Group-wide risk and controls

framework was developed, using existing

sources of information including the internal

audit universe and ﬁndings, which was

compared against peers, validated with

management and then with the Internal

Auditor.

Corporate

Governance

Corporate Governance

Annual Report and Accounts 2025

• Ownership and responsibilities of the risk and

controls were clariﬁed and an assurance

framework aligned to provide support and

evidence for the effectiveness of material

controls.

Over FY 2026, the Committee will receive

updates of testing against the framework to

provide assurance it can perform its

declaration of material control effectiveness in

FY 2027.

Internal audit

The Audit and Risk Committee assesses the

effectiveness of the Internal Audit function

annually and considers whether the level of

internal audit resources is appropriate to

provide the right level of assurance over

principal risks and controls.

In FY 2025, RSM continued to act as Future’s

outsourced Internal Auditor. The annual

Internal Audit plan is approved by the

Committee and Internal Audit is an agenda

item at each Committee meeting. RSM

presents an update on audit activities, progress

of the audit plans and the outcomes of all

audits, with action plans to address any issues.

Reviews have been completed in FY 2025 on

areas including: IT Asset Management,

Compliance, Go.Compare Customer Journey,

Online Audience Diversiﬁcation and Growth,

Digital Advertising Strategy, Data Governance

and Retention and Succession Planning.

The Committee has overseen the

establishment of plans to implement the

control improvements recommended by these

reviews. No signiﬁcant failings in ﬁnancial

reporting controls were identiﬁed.

The Internal Audit function is aligned with the

Internal Control function to ensure the timing

of each review type can be appropriately

considered, and discuss common themes and

concerns to ensure the appropriate

remediation or improvements can be made.

Looking forward to FY 2026, a risk assessment

has been completed to inform the FY 2026

Internal Audit plan, which the Committee is

conﬁdent will help further improve the

organisation’s control environment.

External audit independence

The Committee is responsible for reviewing the

independence of the Company’s External

Auditor, Deloitte, agreeing the terms of

engagement with them and the scope of their

audit. Deloitte has a structure of peer reviews

for its engagements, which are aimed at

ensuring that its independence is maintained.

Maintaining an independent relationship with

the Company’s External Auditor is a critical part

of assessing the effectiveness of the audit

process. The Financial Reporting Council’s

ethical standard for auditors restricts the

provision of non-audit services to Public

Interest entities to no more than 70%

of the average audit fee in the last three

consecutive years.

The Committee has agreed the Group’s policy

on non-audit fees, and this was reviewed by the

Committee during the year ended 30

September 2025. The Committee also

regularly reviews the level of audit and

non-audit fees paid to Deloitte. The key

principles of the policy on non-audit services

are:

• The Committee has approved a list of all

permitted non-audit services which are

allowed under UK statutory legislation. These

services include audit-related services such

as reviews of interim ﬁnancial information or

any other review of ﬁnancial statements

required by law to be audited.

• The Audit and Risk Committee’s policy

ensures that non-audit services listed in

appendix B of the FRC’s revised Ethical

Standard 2019 are not offered to the External

Auditor.

• Any service that is on the list, if in excess of

£100,000, requires the approval of the

Committee.

During FY 2025, the External Auditor provided

services in relation to the Group’s year end

results and non-audit services for the half year

reporting and bank covenant compliance, as

well as support with a comfort letter in relation

to the Group’s bond issuance. The External

Auditor has also conﬁrmed to the Committee

that they did not provide any other non-audit

and additional services and that they have not

undertaken any work that could lead to their

objectivity and independence being

compromised. The non-audit services supplied

by the External Auditor can be found in note

4 of the ﬁnancial statements. Deloitte do not

provide non-audit services to the Group, other

than licence to their technical accounting

database since 2024. The licence fee is de

minimis and represents less than 1% of the

70% FRC independence cap.

The lead partner is rotated every ﬁve years.

Mark Tolley was appointed as the lead audit

engagement partner in FY 2021 and he will

step down after the closure of the Group’s FY

2025 ﬁnancial statements.

He has been

succeeded as lead audit engagement partner

by Nicola Barker.

Assessment of audit process

The scope of the external audit is formally

documented by the auditor. The Committee

discussed Deloitte’s detailed audit plan and

strategy including the intended scope of the

audit, identiﬁcation of signiﬁcant and elevated

audit risks and the level of materiality

proposed. In respect of the ﬁnancial

year ended 30 September 2025, the

Committee assessed the performance and

effectiveness of the External Auditor, as well as

its independence and objectivity, on the basis

of meetings, the limited improvements of the

FRC Audit Quality Review in relation to the

2024 audit, which was published in July 2025,

and a questionnaire-based internal review

which was completed by the Committee

members and regular attendees to the

Committee. The summary of the results of the

questionnaire has been reviewed by the

Committee.

Deloitte has a policy of partner rotation, which

complies with regulatory standards. The

Area of focus

Reporting issue

Role of the Committee

Conclusion / Action taken

Exceptional items

Judgement is applied in determining

exceptional items credited or incurred in the

year. The Group deﬁnes an item as exceptional

where its nature, size or materiality is not

related to the core trading

of the Group

Review of the judgements made to

determine the classiﬁcation of certain

one-off items

The Committee considered the

appropriateness of the judgements

made by the Board and Management

in determining the classiﬁcation of

these items, including the impairment

of Mozo

The Committee satisﬁed itself that

exceptional items were classiﬁed

appropriately

Signiﬁcant ﬁnancial reporting judgements

The Committee considered the following issues relating to the ﬁnancial statements during the year. These include the

matters relating to risks disclosed in the ﬁnancial statements:

Future plc

Committee considered the transition plan for

the upcoming change in lead engagement

partner, as noted above.

Audit tender and appointment

Deloitte were appointed in 2019 to succeed

PwC as the Company’s auditors with effect

from the start of FY 2021. A resolution to

reappoint Deloitte as auditors for the year

ending 30 September 2026 is being proposed

to shareholders at the Company’s AGM to be

held on 5 February 2026.

The Company has complied with the provisions

of the Statutory Audit Services for Large

Companies Market Investigation (Mandatory

Use of Competitive Tender Process and Audit

Committee Responsibilities) Order 2014

(Competition & Markets Authority Order) for

FY 2025 in respect to audit tendering and the

provision of non-audit services.

How the Committee keeps up to date

The Committee is kept up to date with changes

to Accounting Standards and relevant

developments in ﬁnancial reporting, company

law, and the various regulatory frameworks

through presentations from the Group’s

External Auditor, the CFO, the Group Finance

Director, Risk Manager, Head of Compliance

and the General Counsel and Company

Secretary. In addition, members attend relevant

seminars and conferences provided by external

bodies. The Committee also receives

tailored brieﬁngs from management and the

Group’s External Auditor from time to time.

The Terms of Reference of the Audit and Risk

Committee include all the matters required

under the 2018 Code and are reviewed

annually by the Committee. No changes were

considered necessary to the Terms of

Reference in FY 2025.

Assessment of the effectiveness of the

Committee

The Committee’s effectiveness in respect

of the year ended 30 September 2025 was

evaluated as part of the review described on

page 83. The key issues that were identiﬁed in

the previous year’s assessment were discussed

by the Committee to ensure these were

adequately addressed and the Chair provided

an update where appropriate.

Looking forward

As well as the regular cycle of matters that the

Committee schedules for consideration each

year, we are planning over the next 12 months to:

• Continue to monitor legislative and regulatory

changes that may impact the work of the

Committee, with a particular focus on the

forthcoming 2024 UK Corporate Governance

Code requirements.

• Consider the impact of proposed audit

industry changes.

• Review the internal audit work.

• Monitor the Company’s compliance with TCFD

and other climate-related ﬁnancial

disclosures, as well as disclosures related to

diersity, equity and inclusion.

The Committee’s report was approved by a

Committee of the Board of Directors on 3

December 2025 and signed on its behalf by

Alan Newman

Chair of the Audit and Risk Committee

3 December 2025

Corporate

Governance

Corporate Governance

Annual Report and Accounts 2025

Annual General Meeting

The Company’s 2026 Annual General Meeting will

be held at 11.00 am on Thursday 5 February 2026

at Future’s London ofﬁce at 121-141 Westbourne

Terrace, Paddington W2 6JR.

Corporate Governance statement

The Corporate Governance statement, prepared

in accordance with rule 7.2 of the Financial

Conduct Authority’s Disclosure Guidance and

Transparency Rules (DTRs), comprises of the

following sections of the Annual Report: the

Strategic Report; the Corporate Governance

Report; the Audit and Risk Committee Report;

the Nomination Committee Report; the

Remuneration Committee Report; together with

this Directors’ Report. As permitted by

legislation, some of the matters required to be

included in the Directors’ Report have been

included in the Strategic Report by cross

reference including details of the Group’s

ﬁnancial risk management objectives and

policies, business review, future prospects and

environmental policy.

Directors

The names and biographical details of the

current Directors are shown on pages 80 and 81

of this Annual Report. Particulars of their

emoluments and beneﬁcial and non-beneﬁcial

interests in shares are given in the Directors’

Remuneration Report on page 109.

The appointment and removal of Directors is

governed by the Company’s Articles of

Association, the 2018 Code and the Companies

Act 2006. The Directors may, from time to time,

appoint one or more Directors. In the interests of

good governance and in accordance with the

provisions of the 2018 Code, all Directors will

retire and submit themselves for election or

re-election at the forthcoming AGM.

Directors’ powers

The Board manages the business of the

Company under the powers set out in the

Company’s Articles of Association. The

Company’s Articles of Association can only be

amended, or new Articles adopted, by a

resolution passed by shareholders in a general

meeting by at least three quarters of the votes

cast. Further discussion of the Board’s activities,

powers and responsibilities appears within the

Corporate Governance Report on page 95 of this

Annual Report. Information on compensation for

loss of ofﬁce is contained in the Directors’

Remuneration Report on page 109 of this Annual

Report.

Directors’ conﬂicts of interests

The Company has procedures in place for

managing conﬂicts of interest. Should a Director

become aware that they, or any of their

connected parties, have an interest in an existing

or proposed transaction with the Company, they

should notify the Board in writing or at the next

Board meeting.

Internal controls are in place to ensure that any

related party transactions involving Directors, or

their connected parties, are conducted on an

arm’s length basis. Directors have a continuing

duty to update any changes to these conﬂicts.

Directors’ indemnities

The Company had Directors’ and Ofﬁcers’

liability insurance cover in place

throughout the year, which included cover for

claims by third parties.

Share capital

Details of the Company’s issued share capital,

together with details of the movements in the

issued share capital during the year, are shown in

note x to the ﬁnancial statements. The Company

has one class of ordinary shares with a nominal

value of 15 pence each (Ordinary Shares), which

does not carry the right to receive a ﬁxed

income. Each share carries the right to one vote

at general meetings of the Company. There are

no restrictions or agreements known to the

Company that may result in restrictions on share

transfers or voting rights in the Company.

There are no speciﬁc restrictions on the size of a

holding, on the transfer of shares, or on voting

rights, all of which are governed by the

provisions of the Articles of Association and

prevailing legislation. Shareholder authority for

the Company to allot Ordinary Shares up to an

aggregate nominal amount of £5,540,264.75

(or £11,080,529.50, if used for a rights issue)

was granted at the AGM held in February 2025.

FY 2025 saw the operation of 3 separate

on-market share buyback programmes, as

follows:

• In October 2024, the Company completed the

buyback programme announced in May 2024,

having reached the £45m limit set for that

programme.

• In December 2024, at the time of the FY 2024

results announcement, the Company

announced that it was

proposing to return up

to a further £55 million of cash to shareholders,

through a buyback programme which began in

January 2025.

That programme was

completed in July 2025, when the £55m limit

was reached.

• At the time of our HY 2025 results

announcement, we announced that, as soon as

the programme that began in January 2025

was completed, we would commence a further

£55m share buyback programme.

announced the start of that programme on 1

August 2025 and it is expected to conclude in

the coming days. The Board has approved a

further £30m buyback programme, which will

be announced on 4 December 2025.

These programmes were authorised by

shareholders as follows:

• At the AGM held in February 2024,

shareholders approved the purchase of a

maximum of 11,672,792 shares.

Of this

amount, 4,398,605 shares were purchased

under the share buyback programme which

began in October 2024 and 7,011,664 shares

were purchased under the programme which

began in January 2025.

• At the AGM held in February 2025,

shareholders authorised the purchase of a

maximum of 11,080,529 shares.

• We will also seek shareholders’ approval for a

new authority, starting from the end of the

February 2026 AGM, for the Directors to buy

back up to a maximum of 9,605,679 Ordinary

Shares, representing approximately 10% of the

Company’s issued share capital as at 3

December 2025.

The issued share capital of the Company as at

30 September 2025 was approximately £15

million, divided into 100,042,163 Ordinary

Shares.

Since 30 September 2025, no new shares have

been issued as a result of the exercise of share

options by the Company’s share option scheme

participants and the total issued share capital at

2 December 2025 was 96,056,790 Ordinary

Shares.

The Company’s Ordinary Shares are listed on

the London Stock Exchange. The register of

shareholders is held in the UK.

Political donations

No contributions were made to political parties

during the year (2024: £Nil).

Substantial interests

Information provided to the Company pursuant

to the DTRs is published on a Regulatory

Information Service and on the Company’s

website. Information set out in the table at the

bottom of page 94 has been received, in

accordance with DTR 5, from holders of

notiﬁable interests in the Company’s issued

share capital.

Data protection and privacy

Data privacy is a cornerstone of our corporate

ethics at Future. We are dedicated to protecting

the data of our customers, employees and

prospective employees, treating it with the level

Directors’ report

Future plc is the holding company of the

Future group of companies (the Group)

Future plc

of care we expect for our own data. We hold our

partners to this same high standard. Future has

a comprehensive privacy programme in place to

ensure we meet our privacy obligations under

applicable laws. This programme incorporates

leading data protection principles and practices,

which are central to our approach to processing

personal data.

Our Data Protection Ofﬁcer continually reviews,

develops and improves Future’s privacy

practices to ensure we uphold these principles

and that Future’s privacy operations are run in a

smooth and timely fashion. For example,

updating systems and processes to meet the

deletion and access rights of our customers and

employees, as they develop across all relevant

territories.

We ensure we meet the requirements

of emerging privacy laws and regulations across

the world, as well as keep up with rapid

advancements in technology and new business

initiatives.

Privacy and digital advertising standards

Future abides by all current digital advertising

standards by providing users with a clear choice

on how and when they accept personalised

advertising experiences and ensuring they can

exercise their data privacy rights. We work with

industry trade bodies to ensure we are aligned

to the guiding principles of privacy by design and

implement technical solutions to protect user

privacy. As user privacy continues to evolve and

become more complex, we have the resources

and technology to adapt our digital offerings as

needed.

We have invested signiﬁcantly in our proprietary

advertising technology stack, Hybrid, and our

customer data platform, Aperture. These

platforms are designed to obtain user consent

and process valuable audience data while

adhering to privacy regulations. This ensures

that our advertisers can effectively reach their

target customers across our leading digital

properties, with a strong commitment to data

privacy and user consent.

Whistleblowing and anti-bribery policies

It is Future’s policy to conduct all of our business

in an honest and ethical manner and we take a

zero-tolerance approach to bribery and

corruption. We are committed to acting

professionally, fairly and with integrity in all our

business dealings and relationships wherever

we operate and we are implementing and

enforcing effective systems to counter bribery

and corruption.

We have whistleblowing (‘Speak Up’) and

anti-bribery and corruption policies which are

reviewed regularly and published on our intranet.

The Speak Up policy is designed to encourage

employees to report, in good faith, matters such

as criminal activity, failure to comply with legal

obligations, fraud, danger to health and safety,

bribery and corruption, breaches of internal

policies and procedures and attempts to

conceal any of the above. Disclosures can be

made to an individual’s line manager, or to the

Head of Legal, Head of Compliance or General

Counsel. Individuals can also make disclosures

anonymously via a Speak Up web reporting

service managed by an independent external

organisation. During the period of this report, no

substantiated disclosures were made.

In addition, to ensure Future is adopting best

practice with anti-corruption legislation and to

promote transparency, a Review Kit, Trips and

Gifts Log is in place to track the whereabouts of

products sent to us for review and the

acceptance of gifts and trips by our employees.

We also have an Editorial Ethics Committee,

which oversees our compliance with our own

ethical and editorial standards.

Results and dividends

The results of the Group are shown on pages

119 to 178 and movements in reserves are set

out in note 25 to the ﬁnancial statements.

The Board’s policy is that dividends should be

covered at least four times by adjusted diluted

earnings per share and free cashﬂow. The

Company’s Employee Beneﬁt Trust (EBT) waives

its entitlement to any dividends. The Board is

recommending a ﬁnal dividend for the year of

17p per share (FY 2024: 3.4p per share) payable

on 11 February 2026 to shareholders recorded

on the register at the close of business on 16

January 2026. The Ordinary Shares will become

ex-dividend on 15 January 2026.

Signiﬁcant agreements

The provisions of the European Directive on

Takeover Bids (as implemented in the UK in the

Companies Act 2006) require the Company to

disclose any signiﬁcant agreements which take

Corporate

Governance

Shareholder

As at 30 September 2025*

As at

2 December 2025*

Nature of holding

Fidelity International Limited

10.04%

10.02%

Direct and Indirect

JP Morgan Asset Management

6.13%

Direct and Indirect

BlackRock inc.

5.28%

Direct and Indirect

Slater Investments

4.18%

4.26%

Direct

Capital Group

3.67%

3.55%

Direct

Sir Peter Wood

3.71%

2.94%

Direct

Substantial interests

Substantial interests information provided to the Company pursuant to the Financial Conduct Authority’s Disclosure Guidance and Transparency

Rules (DTRs) is published on a Regulatory Information Service and on the Company’s website. The following information has been received, in

accordance with DTR 5, from holders of notiﬁable interests in the Company’s issued share capital:

*% holding based on total number of shares in issue at the time of respective notiﬁcation.

The Company has not been notiﬁed of any other substantial interests in its securities. The Company’s substantial shareholders do not have different voting rights. The Group, so far as is known by the

Company, is not directly or indirectly owned or controlled by another corporation or by any government.

Corporate Governance

Annual Report and Accounts 2025

effect, alter or terminate upon a change of

control of the Company. In common with many

other companies, the Group’s

bank facility is

terminable upon change of control of the

Company. In common with market practice,

awards under certain of the Group’s long-term

incentive plans (details of which are set out in

the Directors’ Remuneration Report on page 96)

will vest or potentially be exchangeable into

awards over a purchaser’s share capital upon

change of control of the Company. There are

also change of control provisions in Kevin Li

Ying’s and Sharjeel Suleman’s respective service

agreements, exercisable within three months of

a change of control by the Company or on one

month’s notice by the executive, to expire no

later than three months from the date of the

change of control.

Disclosure of information to the auditor

The Directors who held ofﬁce at the date of

approval of this Directors’ Report conﬁrm that,

so far as they are aware, there is no relevant

audit information of which the Company’s

auditor is unaware, and each Director has taken

all reasonable steps to ascertain any relevant

audit information and to ensure that the

Company’s auditor is aware of that information.

This Directors’ Report was approved by order of

the Board.

On behalf of the Board

David Bateson

Company Secretary

3 December 2025

Other information

Other information relevant to this Directors’

Report, and which is incorporated by reference,

including information required in accordance

with the UK Companies Act 2006 and UK

Listing Rule 9.8.4R, can be located as follows:

Subject Matter

Page

Important events since the ﬁnancial year-end

Likely future developments in the business

Information on ﬁnancial instruments

158

Internal control and risk management systems

in relation to the process for preparing

Employment of disabled persons

Employee involvement

Stakeholder engagement

Diversity policy

28, 75

Energy and carbon disclos res

23, 54

With the exception of capitalised website development

costs, the Group has not undertaken any material research

and development costs (FY 2024: £nil).

The Directors are responsible for preparing

the Annual Report and the ﬁnancial

statements in accordance with applicable

law and regulations.

Company law requires the Directors to

prepare ﬁnancial statements for each

ﬁnancial year. Under that law the Directors

have prepared the Group ﬁnancial

statements in accordance with UK-

adopted international accounting

standards and with the requirements of

the Companies Act 2006 and the

Company ﬁnancial statements in

accordance with United Kingdom

Generally Accepted Accounting Practice,

including Financial Reporting Standard 101

“Reduced Disclosure Framework”.

Under company law, the Directors must not

approve the ﬁnancial statements unless

they are satisﬁed that they give a true and

fair view of the state of affairs of the Group

and Company and of the proﬁt or loss of the

Group for that period.

In preparing the ﬁnancial statements, the

Directors are required to:

• select suitable accounting policies and

then apply them consistently

• make judgments and accounting

estimates that are reasonable and prudent

for the Group ﬁnancial statements, state

whether they have been prepared in

accordance with UK-adopted international

accounting standards for the Company

ﬁnancial statements, state whether

applicable accounting standards have

been followed, subject to any material

departures disclosed and explained in the

ﬁnancial statements; and

• prepare the ﬁnancial statements on the

going concern basis unless it is

inappropriate to presume that the Group

and Company will continue in business.

The Directors are responsible for keeping

adequate accounting records that are

sufﬁcient to show and explain the Group’s

and Company’s transactions and disclose

with reasonable accuracy at any time the

ﬁnancial position of the Group and

Company and enable them to ensure that

the ﬁnancial statements comply with the

Companies Act 2006. The Directors are

also responsible for safeguarding the

assets of the Group and Company and

hence for taking reasonable steps for the

prevention and detection of fraud and

other irregularities.

The Directors are responsible for the

maintenance and integrity of the Annual

Report and ﬁnancial statements as they

appear on our website. Legislation in the

United Kingdom governing the preparation

and dissemination of ﬁnancial statements

may differ from legislation in other

jurisdictions.

Each of the Directors, whose names and

functions are listed in the Corporate

Governance report, conﬁrms that, to the

best of their knowledge:

• the ﬁnancial statements, prepared in

accordance with the relevant ﬁnancial

reporting framework, give a true and fair

view of the assets, liabilities, ﬁnancial

position and proﬁt of the Group and of

the Company

• the Strategic Report includes a fair review

of the development and performance of

the business and position of the Group and

Company, together with a description of

the principal risks and uncertainties that it

faces; and

• the Annual Report and ﬁnancial

statements, taken as a whole, are fair,

balanced and understandable and provide

the information necessary for

shareholders to assess the Group’s and

Company’s position and performance,

business model and strategy.

Having made the requisite enquiries, so far

as each Director in ofﬁce at the date the

Directors’ Report is approved is aware,

there is no relevant audit information of

which the Group’s and Company’s auditors

are unaware and each Director has taken all

the steps that they ought to have taken as a

Director in order to make themselves aware

of any relevant audit information and to

establish that the Group’s and Company’s

auditors are aware of that information.

This responsibility statement was approved

by the Board of Directors on 3 December

2025 and is signed on its behalf by:

Kevin Li Ying

Chief Executive Ofﬁcer

3 December 2025

Statement of Directors’

responsibilities

Future plc

On behalf of my colleagues on the

Remuneration Committee, I am pleased to

present the Directors’ Remuneration Report

for the year ended 30 September 2025. This

report covers my fourth - and ﬁnal - year as

Remuneration Committee Chair.

Key focus

areas for the Committee this year have been

the remuneration arrangements for our new

CEO, Kevin Li Ying, who stepped into that role

and joined the Board on 31 March 2025, as

well as the leaver terms for the outgoing CEO,

Jon Steinberg.

We have also undertaken an

extensive consultation exercise with our

largest shareholders in relation to the Group’s

Remuneration Policy.

I provide further details

of these initiatives in this report.

Our report sets out the principles and policy

we have applied to remuneration for our

Directors in FY 2025, as well as the principles

and policy we propose to apply from FY 2026

under the new Remuneration Policy.

In both

cases we aim to demonstrate how our

approach and policy align with our strategy,

support the attraction and retention of key

talent, motivate our Directors to achieve

strong performance and reward them

appropriately and transparently for doing so.

Remuneration in FY 2025

Appointment of new CEO

We were delighted that Kevin Li Ying was

appointed as the Group’s new Chief Executive

Oﬃcer in March, following the departure of

Jon Steinberg.

We disclosed details of Kevin’s remuneration

package on the Company’s website at the

time of his appointment and noted that full

details would be provided in this Annual

Report.

The package is fully aligned to our

Remuneration Policy.

Details of Kevin’s remuneration, and of the

treatment of Jon’s remuneration on his leaving

Future, are included later in the report. In both

cases, the Committee took advice from its

appointed external remuneration consultants,

Ellason. To assist shareholders in

understanding the Committee’s decision-

making, below are the key parameters of

Kevin’s remuneration package and the

rationale for them:

Base Salary:

Kevin’s base salary was set at an

initial level of £575,000 per annum, which is

approximately 20% below the level of his

predecessor (£730,000) and c. 10% below

current market levels for this role at FTSE 250

companies of comparable scale to Future,

according to our benchmarking (£640,000).

Noting that this is his ﬁrst FTSE Board-level

executive role, the Committee determined that

setting Kevin’s base salary at an initial discount

to both his predecessor and market would be

appropriate. The former CEO was also paid a

premium to UK benchmarks reﬂecting his

recruitment from the US market.

The approach

the Committee took to benchmarking is

explained in the sidebar below.

As set out at the time of his appointment, the

Committee intends to keep Kevin’s base

salary under review and, as warranted by his

continued performance and development in

role, to award Kevin increases above inﬂation

(and therefore, as necessary, above the

average increase of the wider workforce) over

the 2025, 2026 and 2027 pay review cycles.

Kevin’s salary was ﬁrst eligible for review with

eﬀect from 1 December 2025 and then

annually thereafter. Since he has only been in

the CEO role for 8 months (rather than a full

year), the Committee decided to increase his

salary by 2.5%, at or below the increase to be

awarded to the wider workforce. The

Committee believes that Kevin has made an

excellent start to his tenure as CEO but felt it

was too early to make signiﬁcant changes to his

salary.

The Committee is also conscious that, as

I have explained above, his base salary is below

the relevant market levels.

The Committee will

keep Kevin’s salary under review and, as

required, bring it into line with an appropriate

market positioning over the next two pay review

cycles (in 2026 and 2027)

The other key areas of Kevin’s remuneration,

which are all in line with Future’s Remuneration

Policy and unchanged from the remuneration

of the outgoing CEO, are:

Annual bonus:

Kevin’s maximum bonus

opportunity as CEO was set at 200% of

base salary.

Together with the salary agreed on his

appointment, this delivers an appropriately

competitive bonus opportunity, in the context

of his ﬁrst Board-level appointment, that

strikes the correct balance between ﬁxed pay

and short-term variable pay, and provides a

strong link to Future’s annual performance

against its ﬁnancial and strategic KPIs.

For FY 2025, Kevin’s bonus eligibility was

pro-rated to reﬂect the period served in the

CEO role.

Kevin was also eligible for an annual

bonus for the period to 31 March in respect of

his former below-Board role of Executive Vice

President of Future’s B2C division.

LTIP awards:

Kevin’s LTIP opportunity has

been set at the same level as his predecessor’s,

being a maximum of 200% of base salary. For

FY 2025, Kevin received a top-up award worth

50% of his base salary on his appointment, to

reﬂect his increased responsibilities for the

second half of the ﬁnancial year. This award

was granted after the HY results

announcement in May 2025, with the same

performance targets as disclosed in last year’s

Annual Report and Accounts.

This opportunity ensures a competitive total

package and, through this long-term variable

component, close alignment of Kevin’s

interests with those of shareholders.

Details of the other elements of Kevin’s annual

package are set out on page 101.

Leaver arrangements for former CEO

In FY 2025 the Committee also determined

the leaver arrangements for our former CEO,

Jon Steinberg. As it was Jon’s decision to leave

Future, the Committee resolved not to confer

“good leaver” status, in line with our

Remuneration Policy.

As such, Jon was not

entitled to any payment under the annual

bonus scheme for FY 2025 and all his

unvested awards under the PSP lapsed in full.

As was disclosed under section 430(2B) of the

Companies Act 2006 at the time Jon stepped

down from the Board, he remained an

employee of the Company, in the role of

Corporate

Governance

Directors’ remuneration report

Approach to benchmarking

The Committee uses benchmarking as one of

its inputs to validate the appropriateness of

pay proposals. Base pay and incentive award

opportunities were compared to pay

practices at other FTSE 250 companies

(excluding ﬁnancial services) of comparable

scale and complexity to Future, as indicated

by factors such as market cap, revenue,

proﬁtability and employee numbers. Pay data

is adjusted to reﬂect Future’s relative size.

Mark Brooker

Chair of the Remuneration

Committee

Directors’ remuneration report

Annual Report and Accounts 2025

Senior Adviser, until 30 June 2025, when his

employment ended. He continued to receive

his base salary and contractual beneﬁts until

that date. Further details of the leaver

arrangements are included in the report on

page 109.

Remuneration Policy

With the current Remuneration Policy coming

up to the third anniversary of its approval by

shareholders, the Committee spent time

during FY 2025 reviewing the overall

framework to ensure it remains appropriate

for Future and can continue to support the

delivery of the Group’s strategy over the

coming years.

Since the current Policy was approved by

shareholders, the Company has seen signiﬁcant

change, including an evolution of strategy and a

period of leadership transition, most recently

with the appointments of Kevin Li Ying as CEO

from 31 March 2025 and Sharjeel Suleman as

CFO from 16 September 2024. These have

implications for remuneration policy design as

described below.

Business context for Policy design

The changes to the Policy now being

proposed by the Committee were informed by

the continued volatility in the external markets

in which the Company operates, as was

highlighted in the Company’s half-year results

announcement in May and in the September

investor webinar.

For example, Future saw a

marked diﬀerence in performance between

October and January (when the Company

demonstrated organic growth), and March

(when uncertainty related to tariﬀ

announcements by the United States

government resulted in reduced advertising

spend and revenue decline for Future).

This

uncertainty continued to have a dampening

eﬀect through the year, albeit to a lesser

degree.

Kevin also talked in the investor

webinar in September about the bigger

thematic challenges and opportunities facing

the Company and the wider sector that need

to be addressed over the next ﬁve years.

Most

notable is the change in the way consumers

ﬁnd content online with the rise of AI-led

search (such as ChatGPT or Google AI

Overviews).

Future’s strategy remains the same, as set out

on page 11. However the eco-system in which

we operate is changing and we need to adapt

to that change.

The channels by which Future

attracts and reaches its audience are shifting

from traditional Google, where our focus has

been on how to push audiences to our

platform, toward AI-generated answers, social

media and other platforms such as news-type

channels (for example, Google Discover and

Apple News), where we will focus more on

pulling audiences to our platforms.

The

methods of monetising the audience are also

evolving and diversifying.

The Board is conﬁdent that Future has the

right brands, assets and capabilities to be

successful in this ever-changing landscape.

the last few months we have launched a series

of initiatives, with encouraging early

performance.

What is clear is that the

Company will need to go through a period of

reinvention, building on its strengths to be

able to continue as a leader in its space,

evolving the inherent value of our platform

and proposition to unlock long-term value for

our shareholders.

I set out this background in the letter to

shareholders that initiated the consultation, as

it is important context to the proposals we

made regarding executive reward in the next

Members

Since

Mark Brooker (Chair since 1 October 2021)

2020

Rob Hattrell

2018

Angela Seymour-Jackson

2021

Details of individual Directors’ attendance can be found on page 79.

Other directors and executives, including

the Board Chair, the CEO, CFO and COO

may be invited to attend Remuneration

Committee meetings, or parts thereof,

where appropriate. The Company Secretary

acts as secretary to the Committee. No

individuals are involved in decisions related

to their own remuneration.

This Directors’ Remuneration Report sets

out how the Group compensates its

Directors (both Executive and Non-

Executive), the decisions made on their pay

in FY 2025 and the amounts they received

in relation to the ﬁnancial year ended 30

September 2025.

Key objectives

Our objective is to have a fair, equitable and

competitive total reward package that

supports our vision, and to ensure rewards

are performance-based and reinforce

long-term shareholder value creation.

Key responsibilities

• Consulting on, designing and

implementing the Remuneration Policy

• Ensuring the competitiveness of reward

• Designing the incentive plans, including

the setting of incentive targets and

overseeing all share awards

• Setting remuneration for the Executive

Directors and Board Chair and overseeing

senior executive and all employee

remuneration policies across the Group in

alignment with the Group’s reward

principles.

Key areas of focus in FY 2025

• Designing an appropriate remuneration

arrangement for the new CEO, as well as

appropriate leaver arrangements for the

outgoing CEO

• Consulting with shareholders on the

Directors’ Remuneration Policy 2026-2028

• Ensuring correct implementation of the

Remuneration Policy for 2023-2025 in line

with the business strategy and culture

• Keeping under review the remuneration

arrangements across the Group, including

in response to the outcome of the AGM

held in February 2025

• Continuing to monitor remuneration

practices across the Group and keeping

abreast of developments and best

practices in the wider market

• Continuing to monitor the eﬀectiveness of

ESG targets in executive incentives at

supporting

delivery of our strategy in this

important area

• Supporting the Board succession planning

process, details of which are set out on

page 85.

Key priorities in FY 2026

• Monitor the implementation of the

Directors’ Remuneration Policy 2026-2028

• Facilitate the change in the Remuneration

Committee Chair role, from February

2026, as detailed on page 85, and support

the transition in Committee Chair

• Continue to support work being

completed within the Group to strengthen

remuneration transparency and

eﬀectiveness across the wider workforce.

Future plc

Policy cycle and the shareholders we

consulted indicated that it would be important

to clearly explain the rationale for all the

proposals for the beneﬁt of all shareholders.

In summary, our proposals are as follows:

• To present existing opportunity limits (to

which no change is proposed) in terms of a

‘target’ opportunity, with the ability for

Executive Directors to earn up to two-times

the target opportunity for any performance-

based incentives on achieving stretch

targets.

This proposal is presentational

only; and

• Within existing limits, introduce ﬂexibility to

grant time-vesting share (‘RSU’) awards

alongside performance-based (‘PSU’) awards

each year. The aggregate on-target

opportunity will be set to be up to 100% of

salary, of which up to 50% of salary can be

delivered as RSU awards.

The rationale for the proposals, the feedback

received from shareholders and the

Committee’s responses are set out on

page 100.

Development of the proposals and

consultation process

The Committee discussed the current Policy

over a series of meetings throughout 2024

and early 2025, reﬂecting on how the next

iteration may need to evolve to reﬂect the

strategic priorities of the business, the cyclical

nature of the sector, evolving market trends

and investor guidance. Input was sought from

the Executive Directors at various stages of

the process, while ensuring that conﬂicts of

interest were suitably mitigated. An external

perspective was provided by Ellason, the

Committee’s independent adviser. The

evolving proposals were also assessed against

our core remuneration principles of clarity,

simplicity, risk, predictability, proportionality

and alignment to culture.

The consultation with shareholders was, of

course, a critical part of the process.

Below

we describe how the consultation was

conducted, including the number of

shareholders that were consulted. On page

100, for each of the proposals that the

Committee put to shareholders, we highlight

the main feedback received and how the

Company has responded, with the resulting

outcomes. We trust that this will allow all

shareholders to understand how the

Committee’s proposals have evolved.

We wrote to over 20 of our largest

shareholders as part of the consultation and

invited each of them to provide feedback on

the proposals.

As Chair of the Committee, I

oﬀered to discuss the proposals or to provide

any further information that shareholders

required, and any other aspect of remuneration

at Future, either by meeting, by phone or by

correspondence.

We ultimately received feedback from 15

shareholders representing approximately

46% of the issued share capital. Seven

shareholders took me up on the oﬀer of a call,

while others provided written comments and

requested additional information, to which I

also responded. The feedback was extremely

helpful in informing the ﬁnal Policy proposals

and, on behalf of the Committee, I would like

to thank shareholders for their engagement

and constructive input. I also discussed the

Policy with several proxy agencies - Glass

Lewis, ISS and IVIS - once shareholders had

been engaged and the Committee had

determined its ﬁnal proposals.

The details of the proposed Policy are set out

from page 112 in this Annual Report and we

hope that shareholders will vote in favour of it

at the AGM.

In addition to the new Remuneration Policy,

the Committee is also making the following

proposals to shareholders at the AGM:

• To seek shareholder approval for an

amendment to the dilution limits contained in

the Performance Share Plan (the “PSP”).

The

PSP rules limit the degree to which awards

made under the PSP may dilute the

Company’s share capital and the Company

wishes to amend these limits with the eﬀect

that: (i) the 10% dilution limit will be

calculated by reference to the actual dilution

impact (rather than the current calculation

methodology which includes potential

hypothetical dilution); and (ii) the 5% dilution

limit for discretionary share plans will be

removed. These amendments are in line with

updated investor guidelines.

• To seek shareholder approval to explicitly

recognise, in the PSP rules, the fact that

awards may not be subject to performance

conditions, other than continued

employment with the Company. This ensures

alignment with the proposal to move part of

the Executive Directors’ share-based awards

to comprise a conditional award of shares

with time-based vesting only (and no other

performance conditions except a

discretionary underpin).

Further details of these implementation

decisions are provided in the Notice of AGM

that accompanies this Annual Report.

We are also proposing a minor change to

Policy, to align the change of control provisions

with the current contractual notice periods

contained in the employment contracts of

Executive Directors (i.e., an increase from 6 to

12 months).

The Board values the feedback and insights

from all our stakeholders and we remain

committed to engaging proactively with

shareholders and advisory bodies on

remuneration matters.

Variable pay outcomes in FY 2025

The Company achieved Adjusted Operating

Proﬁt of £208.9m on a constant currency

basis, warranting 0% payout of this element of

the bonus (90% of the opportunity). The

Company’s Employee Engagement score was

74.4%, a 0.9 point increase over FY 2024,

resulting in a 45% payout of this element (or

4.5%, with the 10% weighting applied). The

overall bonus outcome warranted for FY 2025

performance was therefore 4.5% of maximum.

However, in light of the all-employee proﬁt pool

scheme paying a zero bonus to colleagues for

FY 2025, both Executive Directors have

decided to waive their entitlement to an annual

bonus as calculated above. The Committee

believes this demonstrates strong leadership

from both Kevin and Sharjeel and their desire

to remain aligned with colleagues throughout

the Company.

As noted in the section 430(2B) Companies

Act 2006 statement, which the Company

published on its website at the time Jon

Steinberg stepped down from the Board, and

earlier in this letter, Jon forfeited any

entitlement to an annual bonus in respect of

FY 2025.

The Committee is satisﬁed that overall pay

outcomes in respect of FY 2025 are

appropriate and reﬂect Future’s performance

during the year and the experience of all key

stakeholder groups. The annual bonus

outcome for the year reﬂects a year of

challenge but one in which improvements

have been seen in Employee Engagement,

reﬂecting a multi-year programme to address

certain key issues for colleagues. Kevin Li Ying

holds legacy PSP awards in respect of his

former role (see page 105). The PSU element

of his December 2023 award, subject to

performance to 30 September 2025, will

lapse in full. The RSU element will vest on the

normal vesting date. Sharjeel Suleman’s ﬁrst

PSU award will vest subject to performance to

30 September 2027.

Use of discretion during FY 2025

The Committee did not exercise discretion in

respect of remuneration outcomes during

the year.

Corporate

Governance

Directors’ remuneration report

Annual Report and Accounts 2025

Remuneration Policy implementation in

FY 2026

A summary of the approach to

implementation of the Remuneration Policy

outside the topics covered above is as follows:

• As noted above, the Committee approved a

2.5% increase in the base salaries of the CEO

(to £589,375) and CFO (to £430,500),

eﬀective from 1 December 2025. This is at or

below the average increase that will be applied

to the wider workforce, as detailed on page

102.

• The pension allowance for both Executive

Directors continues to be 5% of base salary,

which is aligned with the workforce in the UK,

where both directors are based.

• The target annual bonus opportunity for the

CEO will remain unchanged at 100% of

salary.

For the CFO, the target annual bonus

opportunity will increase from 75% to 85%

of base salary, reﬂecting his very strong

performance since appointment and his

signiﬁcant and valued contribution to the

business.

Both Executive Directors have the

opportunity to earn up to two-times these

target levels for stretching performance. Any

bonus payable in respect of FY 2026 will be

delivered 50% in cash and 50% in Future

shares, deferred for two years.

• Subject to shareholder approval of the new

Policy, long-term incentive awards for

Executive Directors will be granted using a

combination of PSU awards and RSU awards.

Target award levels under each vehicle will be

50% of salary for the CEO and 41.75%

salary for the CFO, with the opportunity for

the PSU awards to vest up to two-times

these levels for stretching performance.

The

relevant performance measures are set out

on page 106.

Wider workforce pay

The Committee recognises that the cost of living

and spend on everyday costs continues to be a

real concern for a number of our colleagues.

The

annual inﬂation rate in the UK, where the majority

of our employees are based, was 3.6% in

October 2025.

In the US, where we also have a

signiﬁcant employee population, the most recent

October 2025 data shows a 3% year over year

inﬂation rate. In FY 2024, we moved from a ﬂat

rate of salary increase by country, which was tied

to the inﬂation rates of each location, to a

performance-based review process, with pay

rises aligned to performance scores. This allows

us to reward individual performance against our

goals and values more consistently and

transparently than in previous years. We plan to

continue this model for FY 2026, with pay rises

of between 1% and 4.5%, dependent on

performance (being an average workforce pay

increase of 2.5%),

eﬀective from 1 January

2026.

As noted on page 37, we are undertaking a

number of initiatives to ensure better

transparency and consistency in approach to

remuneration for the wider workforce and to

support colleague development. These include

a company-wide roll out of our updated

levelling structure. This structure, along with

the employee and manager tools that support

it, will improve our ability to support career

development and performance management.

This project also ensures that we are both

externally competitive and internally consistent

in our remuneration practices, from our

earliest-in-career colleagues through to our

Executive Leadership.

As regards engagement with the wider

workforce about executive pay decisions, the

Committee considers pay and employment

conditions elsewhere in the Group when

determining pay for Executive Directors. The

Committee and the full Board is made aware of,

and consulted on, the Company’s Human

Resources strategy and takes seriously its

obligation to have a broad oversight on the

operation of fair pay policies elsewhere in the

Group. This forms an important input to the

Committee’s consideration and determination

of Executive Director remuneration, including

base salary increases.

The Board recognises the value of listening to

colleagues’ views and perspectives on a range

of business matters and adopts multiple

channels to do so. In September 2024, the

Board appointed Ivana Kirkbride as Future’s

Designated NED for workforce engagement. In

this role, Ivana meets regularly with colleagues

and is responsible for bringing their views and

perspectives into the boardroom. We also

engage with colleagues through a regular

schedule of Town Hall meetings (which we call

‘The Exchange’), on a range of subjects

including reward philosophy and remuneration

policy. Colleagues are invited to ask relevant

questions in this forum and are also able to

submit queries outside of the formal meeting

structure. Any feedback on reward matters is

relayed to the Remuneration Committee and

taken into account – along with the feedback

from engagement with our shareholders – in its

decision-making. In addition, employees are

encouraged to become shareholders through

the Company’s all employee share plans; once

an employee becomes a shareholder, he or she

can vote on resolutions in respect of Directors’

remuneration as well as any other resolutions

put before the AGM.

Outcome of Annual General Meeting in 2025

The Board was very pleased that a large

majority of our shareholders (97.5%) voted to

approve the Directors’ Remuneration Report at

the AGM in February 2025.

As I mentioned earlier in this report, the new

Directors’ Remuneration Policy consultation

provided an opportunity for us to engage once

again with shareholders on remuneration

matters.

I hope it demonstrated that, as a

Committee, we are committed to making

responsible and measured decisions around

pay. The robustness of that process gives me

conﬁdence that we have achieved a balanced

policy, within the context of the ongoing

debate around the competitiveness of UK pay,

which aligns with our strategy and

appropriately motivates our Directors.

Conclusion

I hope this report provides clear and

transparent disclosure, including of the wider

context that has informed our decisions.

We look forward to receiving your support for

the Annual Report on Directors’ Remuneration

and the Directors’ Remuneration Policy, at our

AGM on 5 February 2026.

Finally, as you will read in the Nomination

Committee report on page 85, I will be handing

over the Committee Chair responsibility to my

fellow Non-Executive Director, Angela Seymour-

Jackson, from February 2026.

I would like to

express my thanks to my fellow Committee

members for their support and contribution over

the four years I have chaired the Committee.

I am

also extremely grateful to our shareholders and

to the proxy agencies who have continued to

provide constructive feedback.

Mark Brooker

Chair of the Remuneration Committee

3 December 2025

This report has been prepared in accordance with the

provisions of the Companies Act 2006, and Schedule 8

of the Large and Medium-sized Companies and Groups

(Accounts and Reports) Regulations 2008 (as

amended). It also meets the requirements of the UK

Listing Authority’s Listing Rules and the Disclosure and

Transparency Rules. In accordance with the Regulations,

the following sections of the Remuneration Report are

subject to audit:

• The single total ﬁgure of remuneration for Directors

and accompanying notes (page 103)

• Directors’ interests in share schemes (page 110)

• Payments to past Directors (page 109)

• The statement of Directors’ shareholdings and share

interests (page 109).

The remaining sections of the Report are not subject

to audit.

100

Future plc

Consultation on 2026 Directors’ Remuneration Policy

Set out below, for shareholders’ information, is a summary of the key Policy proposals on which we originally engaged shareholders and

our rationale for putting these forward. We have also summarised the feedback we received through the consultation process, and the

Committee’s response to this, to provide further clarity to all shareholders around how this process informed the Committee’s decision-

making when ﬁnalising its proposals

Hybrid equity awards

The Committee considers that granting time-vesting RSU awards alongside the performance-based PSU awards provides management with

the conﬁdence to invest in the strategic changes required to allow Future to remain a leading digital media player over the coming years, without

abandoning the results-driven culture which has made the Group successful.

As noted in this report, Future operates in particularly cyclical sectors, and this is reﬂected in the binary (i.e. either 0% or 100%) vesting outcomes

under our long-term incentives over the last ten years. This dynamic is reducing the eﬀectiveness of long-term equity awards as motivational

and retention tools in an increasingly competitive talent market. The Committee has sought to address this issue in recent years through the

diversiﬁcation of metrics as well as setting targets to reﬂect a broader range of relevant reference points. However, volatility in Future’s key

markets means that it currently remains challenging to set robust targets at the time of grant which we can be conﬁdent will remain stretching and

motivational over the 3-year performance period. As we look forward, we see this issue becoming more acute due to the signiﬁcant changes that

AI-led search is bringing to the way the Group will need to operate.

For senior executives below Board-level, we pivoted from entirely performance-based awards to a combination of performance- and time-vesting

awards in 2023, to address concerns about the retentive power of PSU awards and recognising the tendency for US-based competitors (a key

talent market at certain levels of our organisation) to oﬀer a similar ’hybrid’ model.

Extending this approach to Executive Directors provides

greater alignment in our approach to long-term incentivisation across the Group, whilst retaining a meaningful proportion in performance-based

awards supports a continued focus on long-term strategic delivery.

During the consultation, shareholders expressed broad support for the Committee’s proposal to introduce hybrid awards, acknowledging the

aforementioned rationale and no increase to the overall quantum of long-term incentive opportunity on a PSU-equivalent basis.

Accordingly, the

Committee did not amend the original proposals that are now reﬂected in the Policy.

Presenting short- and long-term incentive opportunities in terms of a ‘target’ opportunity

In a minor change, the Committee is proposing to express short- and long-term incentive opportunities in terms of a ‘target’ opportunity

(as opposed to a ‘maximum’ opportunity), with the ability for Executive Directors to earn up to two-times the target opportunity under any

performance-based incentives if stretching targets are achieved. This proposal is presentational only. It has no impact on award quantum. It allows

for consistency of messaging throughout the Group – and in particular to provide alignment with US colleagues for whom we have already aligned

our communication internally with the market-standard approach in that geography.

Noting positive feedback on the change during consultation,

the Committee did not amend its original proposals.

Mandatory annual bonus deferral requirement

The Committee consulted with major shareholders on removing the mandatory annual bonus deferral requirement in cases where an Executive

Director had met their shareholding requirement at the time of payment.

This proposal received mixed feedback from shareholders. Therefore,

the Committee has resolved not to take this proposal forward at this stage.

50% of any bonus earned will continue to deferred for the duration of

the new Policy term, irrespective of an Executive Director’s shareholding in Future.

101

Directors’ remuneration report

Annual Report and Accounts 2025

Element of

remuneration

Application of the Remuneration Policy

FY 2025

FY 2026

Paid over the ﬁnancial year

Base salary

See page 104 for more

details

CEO: £575,000

CFO: £420,000

CEO: £589,375 (+2.5%) from 1 December 2025

CFO: £430,500 (+2.5%) from 1 December 2025

Pensions and

beneﬁts

See page 104 for more

details

CEO: 5% of salary

CFO: 5% of salary

CEO: 5% of salary

CFO: 5% of salary

No changes to other beneﬁts

Paid in the year after the relevant ﬁnancial year, with an element subject to mandatory deferral

Annual bonus

See page 104 for more

details

The performance measures for FY 2025 were 90% on Adjusted

Operating Proﬁt and 10% on Employee Engagement.

The maximum opportunity for the CEO was 200% of salary.

The maximum opportunity for the CFO was 150% of salary.

No change to the overall structure.

The performance measures for FY 2026 will be 80% on Adjusted

EBITDA, 15% on Organic Digital Revenue growth and 5% on Employee

Engagement.

The target opportunity for the CEO will be 100% of salary.

The target opportunity for the CFO will be 85% of salary.

Executive Directors can earn up to two times the target opportunity at

maximum.

Vest at least three years after grant, with a post-vest holding period

Performance Share

Plan

See page 104 for more

details

PSU awards

CEO - Granted a top-up award on appointment as CEO of 50% of salary.

CFO - Granted an award of 167% of salary.

Vesting of awards based 40% on 3-year relative TSR, 30% on 3-year

Adjusted Diluted EPS growth and 30% on 3-year organic revenue growth.

RSU awards

n/a

PSU awards

CEO - Will be granted an award with a target opportunity of 50% of salary.

CFO - Will be granted an award with a target opportunity of 41.75% of

salary.

Vesting of awards based 40% on 3-year relative TSR and 60% on 3-year

Adjusted Diluted EPS growth.

Executive Directors can earn up to two times the target opportunity at

maximum.

RSU awards

CEO – Will be granted an award with a target opportunity of 50% of salary.

CFO - Will be granted an award with a target opportunity of 41.75% of

salary.

RSU awards will vest after three years subject to continued employment

and a discretionary underpin.

Shareholding

requirements

See page 104 for more

details

CEO: 200% of salary

CFO: 200% of salary

CEO: 200% of salary

CFO: 200% of salary

Remuneration at a glance

The main features of the Remuneration Policy as applied in FY 2025 are summarised in the table below. Details of payments made to the former

CEO, Jon Steinberg, who stepped down as an Executive Director on 30 March 2025, are set out on page 109. The table also includes details of how

the new Remuneration Policy is intended to apply in FY 2026:

102

Future plc

Eligibility

Element of remuneration

Details

Employees at

all levels

Base salary

Salaries are generally reviewed annually, taking into account Company and individual performance, experience

and responsibilities. Future is committed to ensuring UK pay for colleagues is above not only the national

minimum but at least at the wage set by the Living Wage Foundation. This was introduced in 2021 and continues

to be reviewed and updated annually.

Beneﬁts

Employees across all levels of the business are eligible for a range of competitive, voluntary beneﬁts. For all

employees, Future oﬀers health beneﬁts, a cycle to work scheme, unlimited holiday and enhanced maternity,

paternity and adoption leave.

Pension

Pension planning is an important part of Future’s reward strategy for all employees because it is consistent with

the long-term goals and horizons of the business, an approach it has been practising for a number of years. The

speciﬁc Company oﬀering diﬀers by jurisdiction.

All-employee share plans

UK and US employees are strongly encouraged to become shareholders through the Share Incentive Plan (SIP)

or Employee Stock Purchase Plan (ESPP) and those who become shareholders through participating are able to

express their views in the same way as other shareholders.

Performance-related

bonus - cash

All employees below Board level are eligible to participate in the proﬁt pool, with outcomes based on Group

performance. Maximum opportunities vary by employee level and jurisdiction.

Executive Directors and

other senior leadership

Other long-term

incentives

Key members of the senior management population are eligible to participate in long-term incentive

arrangements. Incentives for senior management have an emphasis on share awards and performance metrics.

Executive

Directors only

Performance-related

bonus - Deferred Annual

Bonus Plan (DABS)

Currently only Executive Directors are required to defer a proportion of their performance-related bonus into

Future shares under the DABS, which supports shareholder alignment. As a result, Executive Directors are the

only participants in the plan.

Shareholding guidelines

All employees are strongly encouraged to become shareholders to allow them to share in the success of the

Company. However, currently only Executive Directors are subject to formal shareholding guidelines (both in-

post and post-exit).

Corporate

Governance

Remuneration across the Company

The Remuneration Committee is responsible for the remuneration of the Executive Directors and Board Chair and has oversight of senior

executive and all employee remuneration policies. This includes ensuring that the Committee is satisﬁed that all relevant regulatory requirements

have been complied with in connection with employees of Future’s regulated subsidiary.

In setting the remuneration of the Executive Directors and other senior executives, the Committee is mindful of the importance of an appropriate

relationship between the remuneration policies and practices for the Executive Directors, senior executives, managers and other colleagues

within the Group.

We set out on page 99 how the Company consults with the workforce in terms of executive remuneration.

Remuneration at all levels in Future is designed to support its remuneration principles, long-term business strategy and core purpose. It is also

designed to be consistent with and to support the Company’s core values. The structure of reward necessarily diﬀers based on scope and

responsibility of role, level of seniority and location.

The table below illustrates how the core elements of Executive Director, Executive Leadership Team and wider Future leadership teams’ pay aligns

with the wider workforce:

103

Directors’ remuneration report

Annual Report and Accounts 2025

Annual report on remuneration

The following section provides details of how the Directors’ Remuneration Policy

was applied for the year ended 30 September 2025 and how the Committee

intends to apply the proposed Policy in the year ending 30 September 2026

Single ﬁgure of remuneration for Directors (audited)

The table below sets out a single ﬁgure for the total remuneration received for the last two ﬁnancial years by each Executive and Non-Executive

Director who served in the year ended 30 September 2025.

£’000

Year end 30

September

(A) Basic salary

or fees¹

(B) Taxable

beneﬁts²

bonus³

(D) PSP⁴

(E) Pension

beneﬁt⁵

(F) Other⁶

TOTAL SINGLE

FIGURE

(A+B+E) Total

ﬁxed

(C+D+F) Total

variable

Executive Directors

Kevin Li Ying⁷

2025

290

314

Sharjeel Suleman

2025

420

460

2024

182

385

587

567

Non-Executive Directors

Richard Huntingford

2025

220

2024

214

Meredith Amdur

2025

2024

Mark Brooker⁸

2025

2024

Rob Hattrell⁹

2025

2024

Ivana Kirkbride¹⁰

2025

2024

Alan Newman¹¹

2025

2024

Angela Seymour-Jackson¹²

2025

2024

Former Executive Directors

Jon Steinberg

2025

365

394

2024

725

475

1,333

858

475

Notes

Meredith Amdur is US-based. During FY 2025 Meredith received US$79,674 (FY 2024: US$80,050) as remuneration. Ivana Kirkbride is US-based for tax. During FY 2025 Ivana received US$103,747 (FY 2024:

US$71,623) as remuneration. In both cases, these amounts were based on the Sterling equivalent shown in the table above using the exchange rate of £1 = US$ 1.265 for the period.

Beneﬁts for Executive Directors comprised principally car allowance, private health insurance and life assurance. There were no taxable expenses paid to any non-Executive Director in the year.

Relates to payment for performance during the year and includes the grant date value of any amount paid in shares under the DABS. Details relating to the Annual Bonus are set out on pages 96, 97 and

104.

The PSP ﬁgures are consistent with the approach taken in previous reports, i.e. awards are captured in the year that performance periods have ended (see page 110 for further details). No PSP awards

vested during the year (2024 ﬁgure: zero) as no performance periods ended during FY 2025. Further details relating to the PSP are set out on page 112.

Payable as cash supplements in lieu of pension contributions. These additional cash payments are not included in determining their entitlement to any bonus, share-based incentive or pension

entitlement.

This amount relates to Sharjeel Suleman’s stock buyout award from ITV, details of which were described last year.

Kevin Li Ying was appointed as CEO on 31 March 2025. The ﬁgure above relates to his remuneration for the period in which he was acting as a Board director.

Senior Independent Director and Chair of the Remuneration Committee. Mark Brooker became Senior Independent Director on 1 February 2024.

Consumer Duty Champion, GoCompare.com Limited.

10 Ivana Kirkbride became Chair of the Responsibility Committee on 1 February 2024, having been appointed to the Board on 15 December 2023. Ivana also became Designated Non-Executive Director for

workforce engagement from 13 September 2024, the annual fee for which is £7,600.

Chair of the Audit and Risk Committee.

Independent Chair of the Group’s regulated subsidiary GoCompare.com Limited.

13 Jon Steinberg stepped down from the Board on 30 March 2025. The 2025 ﬁgures shown in the table above relate to the period 1 October 2024 to 30 March 2025. Details of Jon’s other

remuneration in connection with his cessation of employment are set out in the relevant section on page 104 and on page 109.

104

Future plc

BASIC SALARY

The Committee takes into account a number of

internal and external factors when reviewing

salary levels. These factors include the

performance of Future during the year, historic

increases made to the individual and, to ensure a

consistent approach, the salary review principles

applied to the rest of the organisation.

FY 2025

Further context and rationale for setting the level

of Kevin Li Ying’s salary as CEO, on his

appointment and in subsequent years, can be

found on page 96.

Jon Steinberg was an Executive

Director until 30 March 2025 and was Senior

Adviser until 30 June 2025, when his employment

with the Group ended.

He received an annual

salary of £730,000 until the termination of his

employment, as detailed on page 109. Sharjeel

Suleman’s salary remained £420,000.

FY 2026

Kevin’s salary was increased to £589,375 from 1

December 2025.

Sharjeel Suleman’s salary was

increased to £430,500 from 1 December 2025.

PENSION AND BENEFITS

Pension entitlements

The only element of remuneration that is

pensionable is basic annual salary. Employer

pension contributions were payable to the

Executive Directors as an additional cash

payment, which is not included in determining

their entitlement to any performance-related

bonus, share-based incentive or pension. The

Company had no liability in respect of the

Executive Directors’ pensions as at 30

September 2025.

FY 2025

Employer’s pension contributions were payable to

the Executive Directors as a salary supplement, at

a rate of 5% of basic salary for Kevin Li Ying, from

31 March 2025, and for Sharjeel Suleman. This is

aligned with the majority of the Group’s UK

employees’ pension provision, following Provision

39 of the UK Corporate Governance Code, as set

out in the Remuneration Policy.

Jon Steinberg received a cash supplement in lieu

of pension contribution of 5% of salary, until his

departure on 30 June 2025.

FY 2026

Kevin Li Ying and Sharjeel Suleman will each

continue to receive a cash supplement in lieu of

pension contribution of 5% of basic salary.

Beneﬁts

Beneﬁts are provided at an appropriate level

taking into account market practice at similarly

sized companies and the level of beneﬁts

provided for other employees in the Company.

Core beneﬁts include car allowance, private

health insurance and life assurance. The

Executive Directors also have the opportunity

to participate in the Company’s SIP on the

same terms as other UK employees.

ANNUAL BONUS

The Company operates an annual bonus for the

Executive Directors. Target opportunities are

100% of salary for the CEO, and 85% of salary

(increased from 75% in FY 2025) for the CFO.

50% of any bonus earned by Executive

Directors is deferred in shares for two years.

FY 2025

For both Kevin Li Ying and Sharjeel Suleman, the

bonus opportunity was based 90% on AOP and

10% on an ESG metric related to Employee

Engagement.

For Kevin, this was applied pro

rata from the date of his appointment as CEO, so

from 31 March 2025.

As noted in the section 430(2B) Companies

Act 2006 statement, which the Company

published on its website at the time Jon

Steinberg stepped down from the Board, Jon

forfeited any entitlement to an annual bonus

in respect of FY 2025.

Full details of the target ranges set at the start of

the ﬁnancial year are set out in the table on page

105 along with actual outcomes for each

measure and the resulting annual bonus payout.

As explained in the Chair’s letter, on page 75, in

light of the all-employee proﬁt pool scheme

paying a zero bonus to colleagues for FY 2025,

both Executive Directors have decided to waive

their entitlement to an annual bonus.

FY 2026

The Group will continue to operate a proﬁt pool

bonus for all employees. As described on page

105, the annual bonus for the Executive

Directors will operate on a similar basis to FY

2025, based on the target opportunity levels

stated above.

The FY 2026 annual bonus will be based 80%

on Adjusted EBITDA, 15% on Organic Digital

Revenue growth and 5% on Employee

Engagement. These changes to the scorecard

were discussed with major shareholders as part

of the Committee’s recent consultation. The

rationale for these changes is as follows:

• Replacing Adjusted Operating Proﬁt with

Adjusted EBITDA aligns with a shift in our

external reporting to shareholders.

In practice,

given that Future has a capital-light business

model leading to a relatively low depreciation

and amortisation charge, the dynamics of the

two measures at Future are very similar.

• Organic Digital Revenue growth replaces Organic

Revenue growth in the PSU scorecard (further

details below).

Moving revenue to the annual

bonus better ensures we can set stretching but

realistic organic revenue targets. The focus on

revenues from our digital portfolio supports the

delivery of this key growth area and its

importance to the refreshed strategy.

• The lower weighting on Employee Engagement

reﬂects the good work done by the management

team on employee initiatives over the last few

years and the improvement in the outcomes for

this metric.

Nevertheless, the Committee

believes it sends an important signal to continue

to incentivise this metric; along with that of other

key stakeholders, the employee experience will

continue to form part of the Committee’s

overarching assessment of performance in

determining whether formulaic bonus outcomes

are warranted each year.

Context for

remuneration decisions

The context for the Committee’s decision-

making this year is set out in the

introductory letter on pages 96 to 99.

The purpose of our remuneration policy is

to deliver a remuneration package that:

•

Attracts and retains high calibre

Executive Directors and senior managers

in a challenging and competitive business

environment

•

Avoids unnecessary complexity,

delivering an appropriate balance

between ﬁxed and variable pay for each

Executive Director and the senior

management team

•

Encourages long-term performance by

setting challenging targets linked to

sustainable growth

•

Is aligned to the achievement of the

Group’s objectives and stakeholder

interests and to the delivery of

sustainable value to shareholders

•

Seeks to avoid creating excessive risks in

the achievement of performance targets

•

Is consistent with the Group’s purpose

and values

•

Is commensurate with pay conditions

across the Group

•

Is aligned to the remuneration principles

set out on page 112

•

Takes into account underlying business

performance and the wider stakeholder

experience

All our decisions as a Remuneration

Committee are framed by this context

Corporate

Governance

105

Directors’ remuneration report

Annual Report and Accounts 2025

Speciﬁc performance targets for the FY 2026

Annual Bonus are not disclosed due to their

commercial sensitivity, but will be disclosed

retrospectively in the FY 2026 Annual Report.

In accordance with the Directors’

Remuneration Policy, 50% of any bonus

earned will be deferred in Future shares for 2

years under the DABS.

FY 2025 Annual bonus targets

DABS Awards granted during the year to 30 September 2025

Awards granted to Executive Directors under the DABS in December 2024 in respect of the FY 2024 annual bonus are set out below.

Performance

measure

Threshold

Target

Max

Actual

weighting

% of maximum

achieved

Adjusted Operating Proﬁt

£215.0m

£222.0m

£236.0m

£208.9m

90%

nil%

Employee Engagement target

74.0%

75.5%

74.4%

10%

Waived

Overall

nil%

Executive Director

Date of award

Face value

Number of shares granted

Vesting date

Sharjeel Suleman

18 December 2024

£91,178

(50% of bonus)

9,458

The ﬁrst Dealing Day after the

announcement of the FY2026 results

Former Executive Director

Jon Steinberg

18 December 2024

£237,250

(50% of bonus)

24,610

The ﬁrst Dealing Day after the

announcement of the FY2026 results

Constant currency basis, as explained on page 174.

FY 2026 Annual Bonus measure - Employee Engagement

We have chosen to retain Employee Engagement in the annual bonus assessment for a

further year, but with a reduced weighting. This recognises that the FY 2025 outcome under

this measure shows signiﬁcant progress made over the past four years.

Whilst there

remains scope for further improvements in the score, with the commitment and

engagement of our people continuing to be a key driver of the success of our business, we

are pleased that the Company is now achieving levels in line with the expected benchmark.

Executive Director

Date of award

Shares granted

Market value

on date of award

Face value

(and % of salary)

End of

performance

period

Normal vest date

Hold period

Kevin Li Ying

21 May 2025

43,103

£6.67

£287,497

(50% of salary)

30 September 2027

21 May 2028

2 years post vesting

Sharjeel Suleman

12 December 2024

70,705

£9.92

£701,394

(167% of salary)

30 September 2027

12 December 2027

2 years post vesting

Jon Steinberg was not eligible to receive a PSP award for FY 2025, following his decision to step down from the Board and as CEO.

The performance measures for these awards are based 40% on relative TSR, 30% on Adjusted Diluted EPS growth and 30% on organic revenue growth

(see below for details). Any awards vesting will be subject to a mandatory 2-year holding period following the end of the 3-year performance period.

The number of shares awarded was based on the closing share price on the date preceding the grant date, of £9.64. Kevin Li Ying did not

participate as he was not a Director at the time.

LONG-TERM INCENTIVE PLANS

Performance Share Plan (PSP)

The PSP is now the only long term incentive plan applicable to the Executive Directors. Details of awards made under the Plan in FY 2025 and which are

proposed to be made in FY 2026 are summarised below:

FY 2025

Details of the PSP awards made to Kevin Li Ying and Sharjeel Suleman are set out below. The PSP award below, of 50% of base salary, was made to

Kevin Li Ying to reﬂect his increased responsibilities for the second half of the ﬁnancial year, as explained on page 96.

Measure

Weight

Measurement Date

Target

Vesting Outcome

Relative TSR

40%

30 Sept 2027

Below Median

At Median

At Upper Quartile

25%

100%

Adjusted Diluted EPS

30%

30 Sept 2027

Below 3% CAGR

At 3% CAGR

At 8% CAGR

25%

100%

Organic Revenue Growth

(3 year average)

30%

30 Sept 2027

Below 1.5%

At 1.5%

At 5.0%

25%

100%

Notes:

1 Straight Line vesting between Threshold and Stretch

2 The relevant comparator group for the Relative TSR measurement will be the constituents of the FTSE 250 index excluding Investment Trusts.

106

Future plc

Long-term incentive awards to be granted in FY 2026

As noted on page 101, subject to approval of the proposed Policy, Kevin Li Ying’s and Sharjeel Suleman’s next PSU awards will be made for FY 2026

alongside awards of RSUs.

These PSU awards, with target opportunities of 50% and 41.75% for Kevin and Sharjeel respectively, will be made following the FY 2025 results

announcement in December 2025. In determining these award levels, the Committee was mindful of the prevailing share price compared to that at

which last year’s awards were granted. However, recognising that this is the ﬁrst award to Kevin Li Ying as CEO, and the desire to align his and Sharjeel’s

interests with the wider executive team but also the execution of the strategy, the Committee resolved not to reduce the award opportunity at grant.

However, the Committee will assess for windfall gains at the time of vesting.

Maximum vesting of the PSU awards will be up to two times these target opportunities. PSU performance measures, weightings and targets for FY

2026 are set out in the table below and reﬂect a simpliﬁcation compared to awards in previous years.

As noted earlier, the Organic Revenue growth

metric is now captured in the annual bonus scorecard. Its weighting in the PSU has been reassigned to Adjusted Diluted EPS, to incentivise and reward

long-term proﬁtable growth from the delivery of the refreshed strategy.

No changes are proposed for the relative TSR metric, which the Committee

believes will continue to provide direct shareholder alignment and incentivise the creation of sustainable long-term value creation for shareholders.

Measure

Weight

Measurement Date

Target

Vesting Outcome¹

% of target opportunity

Relative TSR²

40%

30 Sep 2028

Below Median

At Median

50%

At Upper Quartile

200%

Adjusted Diluted EPS

60%

30 Sep 2028

Below 3% CAGR

at 3% CAGR

50%

at 4% CAGR

100%

at 5% CAGR

150%

at 8% CAGR

200%

Director¹

Basic salary/fee

Taxable

beneﬁts

Bonus²

Executive Directors

FY 2025

FY 2024

FY 2023

FY 2022

FY 2021

FY 2025

FY 2024

FY 2023

FY 2022

FY 2021

FY 2025

FY 2024

FY 2023

FY 2022

FY 2021

Kevin Li Ying

N/A

Sharjeel Suleman

N/A

-100%

N/A

Jon Steinberg

N/A

−100%

100%

N/A

Non-Executive Directors

Richard Huntingford

42%

N/A

Meredith Amdur

N/A

Mark Brooker

14%

22%

N/A

Rob Hattrell

26%

20%

N/A

Ivana Kirkbride

19%

N/A

Alan Newman

23%

N/A

Angela Seymour-Jackson

29%

N/A

All employees

−2%

−6%

−61%

15%

13%

−6%

-100%

100%

−99%

−35%

−28%

Notes:

Changes in Directors and roles during the FY 2025 ﬁnancial year were as follows:

• Jon Steinberg stepped down from the Board on 30 March 2025.

• Kevin Li Ying was appointed to the Board with effect from 31 March 2025.

The ﬁgures shown are reﬂective of any bonus earned during the respective ﬁnancial year. Non-Executive Directors are not eligible to participate in the bonus scheme.

Remuneration for any part year served has been annualised for comparison purposes.

RSU awards with face values of 50% and 41.75% of salary for Kevin Li Ying and Sharjeel Suleman respectively, will be made at the same time, to

facilitate scheme administration and align the interests of the Executive Directors with those of other colleagues who are eligible to receive RSU

awards. These RSUs will lapse if the resolution being put to the 2026 AGM to approve the Remuneration Policy is not passed by the requisite majority.

Otherwise, these awards will vest after three years subject to continued employment and a discretionary underpin based on the Committee’s

assessment of underlying ﬁnancial and operational performance, as a safeguard against paying for failure.

Percentage change in remuneration of Directors and employees

As required under the reporting regulations, the Committee reviews the year-on-year change in the level of Board Director salaries, fees, taxable

beneﬁts and bonus payments, compared with the wider workforce. This analysis displays a ﬁve-year history for all directors who served during FY

2025. The all-employee data is based on the average earnings per employee in order to avoid distortions to the Group’s total wage bill because of the

movements in the number of employees. The comparator group used is all Future employees.

Notes

Straight Line vesting between the points shown.

The comparator group for the Relative TSR measurement will be the constituents of the FTSE 250 index excluding Investment Trusts.

Corporate

Governance

107

Directors’ remuneration report

Annual Report and Accounts 2025

The chart above shows the actual expenditure of the Group, and change between the current and previous years, on remuneration paid to all

employees, compared to the total operating costs for the Group, excluding exceptional costs and remuneration, investment in capital expenditure,

EBT share purchase and distributions to shareholders.

These are considered to be the areas of material outgoings for the Group relating to core performance. Figures are derived from the Group’s

consolidated ﬁnancial statements. Distribution to shareholders ﬁgures in the chart relate to the dividends paid (or payable) for FY 2024 and FY 2025

being, respectively, (i) the 3.4p ﬁnal dividend for FY 2024, paid in February 2025 and (ii) the 17p ﬁnal dividend proposed for the FY 2025 ﬁnancial year,

payable in February 2026. The FY 2025 dividend ﬁgure of £3.7m in the chart above is based on the issued share capital of approximately 100.0m

shares as at 30 September 2025.

This year we continued the methodology of calculating the ratios with Option A. The data represents the FTE equivalent of all 2,155 UK employees

as of 30 September 2025. The employee calculation includes all pay components that mirror the CEO single ﬁgure of remuneration. For FY 2025,

the CEO single ﬁngure is based on the aggregate remuneration payable to Jon Steinberg and Kevin Li Ying in respect of their tenures as CEO

during the year. The data points are reﬂective of our Company structure and types of roles across the organisation and accordingly the Committee

believes the median pay ratio for FY 2025 is consistent with the pay, reward and progression policies for the Company’s UK employees taken as a

whole. The CEO pay ratio decreased this year relative to FY 2024. This was based on a combination of remuneration elements, primarily due to the

outcome of the FY 2025 proﬁt pool relative to last year and a new CEO. We anticipate that in future years the ratio will increase with the outcomes

of short-term and long term incentive structures vesting.

A summary of the salaries and total single ﬁgures of remuneration for the relevant

individuals in FY 2025 is included in the table below:

Relative importance of spend on pay

The relative importance of spend on pay for the business is shown in the table below.

CEO pay ratio

UK reporting regulations require companies with 250 or more UK employees to publish information on the pay ratio of the CEO to UK

employees and to build this up over time until it covers a rolling 10-year period.

In line with this requirement, the table below adds to the prior years’ analysis, with the ratio of CEO total pay to that of employee pay

received during the ﬁnancial year ended 30 September 2025. This includes basic salary, beneﬁts, pension contributions and the value

received from incentive plans

Financial Year

Calculation methodology

Lower quartile (P25)

Median (P50)

Upper quartile (P75)

2025

Option A

22:1

17:1

12:1

2024

Option A

42:1

33:1

23:1

2023

Option A

29:1

22:1

15:1

2022

Option B

104:1

86:1

65:1

2021

Option B

311:1

240:1

184:1

2020

Option B

107:1

84:1

66:1

Pay level

CEO

Lower quartile (P25)

Median (P50)

Upper quartile (P75)

Salary

£651,863

£29,948

£38,696

£54,954

Single ﬁgure of remuneration

£705,064

£31,513

£41,364

£58,578

Group pay:

£201.4m

Group operating costs

excluding Group pay &

exceptional costs:

£440.2m

Group operating costs

excluding Group pay &

exceptional costs:

£395.1m (-10%)

200

400

600

800

2025

2024

Acquisition of own shares:

£95.8m (+52%)

Distributions to shareholders:

£3.7m (-3%)

Capital expenditure:

£16.2m (17%)

Acquisition of own shares: £63.1

Distributions to shareholders:

£3.8m

Capital expenditure:

£13.9m

Group pay:

£202.4m

(+0%)

108

Future plc

Fees effective from 1 January 2025

Fees effective from 1 January 2026

Base fees

Board Chair

£221,363

£226,897

Non-Executive Director

£63,308

£64,891

Additional fees

Senior Independent Director

£11,118

£11,396

Audit and Risk Committee Chair

£11,118

£11,396

Remuneration Committee Chair

£11,118

£11,396

Responsibility Committee Chair

£11,118

£11,396

Go.Compare.Com Limited Chair

£27,796

£28,491

Go.Compare.Com Consumer Champion INED fee

£16,678

£17,095

Designated NED for workforce engagement

£7,600

£7,790

Corporate

Governance

Fees for Non-Executive Directors and the Chair

Non-Executive Directors do not participate in any of the Company’s share incentive arrangements, nor do they receive any beneﬁts. Fees are

reviewed annually, in line with the wider workforce, with the Board Chair’s fees set by the Committee, and those for the Non-Executive Directors

set by the Board as a whole. The increase to be applied to their fees, and to the fees of all the Non-Executive Directors, from 1 January 2026, will be

2.5%, which will be at or below the average salary increase for UK employees. The rates for the Chair’s and Non-Executive Directors’ fees are:

Review of past performance

This graph shows a comparison of Future’s total shareholder return (share price growth plus dividends) with that of the FTSE All-Share Media

Index and the FTSE 250 Index (excluding investment trusts). The FTSE All-Share Media Index was selected as it provides a comparison of

Future’s performance relative to the other companies in its sector, whilst the FTSE 250 Index is shown to reﬂect the Group having moved up to a

Commercial Companies Listing

and its inclusion in the FTSE 250 Index during 2019.

Total Shareholder Return

(Value of £100 invested on 30 September 2015)

On 29 July 2024, Future’s shares were mapped to the new “equity shares (commercial companies)” segment, in accordance with the FCA’s changes to the UK Listing Rules.

Zillah Byng-Thorne

Jon Steinberg¹

Kevin Li Ying

Year

FY 2016

FY 2017

FY 2018

FY 2019

FY 2020

FY 2021

FY 2022

FY 2023

FY 2024

FY 2025

CEO single ﬁgure of

remuneration £’000

£347

£5,425

£10,881

£5,678

£3,685

£8,390

£2,776

£324

£559

£1,333

£391

£314

Annual Bonus

(% of maximum)

88%

100%

88%

n/a

33%

n/a

PSP Vesting

(% of maximum)

100%

n/a

The table below shows the CEO’s single ﬁgure of remuneration and variable pay outcomes over the same period as the graph above.

£1,000

£2,000

£3,000

£4,000

Sep 15

Sep 16

Sep 17

Sep 18

Sep 19

Sep 20

Sep 21

Sep 22

Sep 23

Sep 24

Sep 25

£0

Investment (£)

Future plc

FTSE 250 Excluding Investment Trust Index

FTSE All-Share Media Index GBP

As described elsewhere in this Report, Kevin Li Ying waived his bonus for FY 2025.

109

Directors’ remuneration report

Annual Report and Accounts 2025

Payments for loss of ofﬁce (audited)

Statement of Directors’ shareholding and share interests (audited)

The Company has a policy on share

ownership by Executive Directors which

requires the CEO and the CFO to build up

a holding of shares (excluding shares that

remain subject to performance conditions) of

200% of salary over a ﬁve-year period from

appointment.

In respect of Kevin Li Ying, the period

commenced on 31 March 2025, the date upon

which he joined the Board. Other than the

interests in shares included elsewhere in this

report, Kevin currently holds 16,038 shares

which, at 30 September 2025, were worth

£107,615 (9.4% of shareholding requirement).

Former CEO

Jon Steinberg stepped down as CEO and from

the Board on 30 March 2025. Having served

notice to leave the Company on 17 October

2024, he was not deemed to be a ‘good

leaver’. He remained employed as Senior

Adviser to the Group until 30 June 2025.

His leaver arrangements were as follows:

•

He continued to be paid his basic salary and

contractual beneﬁts until his termination

date of 30 June 2025. All contractual notice

payments ceased from that date. In addition

to that portion of these payments disclosed

in the single ﬁgure of remuneration table

on page 103 in relation to his tenure as CEO,

Jon received remuneration of £204,803.74

for the period 31 March to 30 June.

In respect of Sharjeel Suleman, the period

commenced on 16 September 2024, the date

upon which he joined the Board.

Sharjeel currently holds an interest in shares

representing 36.9% of his shareholding

requirement. This includes the buyout awards

of 36,465 shares (see page 110 for details)

which were awarded on 19 September 2024

and which, at 30 September 2025, were

worth £207,759 net of tax (24.7% of his

shareholding requirement). Also included is

the DABS award made in December 2024

which is worth £48,323 net of tax. As there

are no performance conditions associated

with these awards they count toward his

•

His FY 2025 bonus opportunity and

unvested PSU awards made to him in

May 2023 and December 2023, lapsed.

In line with the Policy, his unvested DABS

awards subsist and will vest in line with

the original deferral period, subject to

malus and clawback and to a 2-year post-

exit shareholding requirement. Jon has

no other unvested equity awards.

•

All other terms of his departure

remained in place, including all holding

periods and, as mentioned, his post-

employment shareholding requirement.

His non-compete, non-solicit and non-

poaching restrictions apply until 30

June 2026.

shareholding requirement on a net of tax

value basis. He also purchased 7,682 shares

on 22 May 2025 and which, at 30 September

2025, were worth £50,317 (6.0% of his

shareholding requirement).

The above valuations were based on the

higher of the prevailing closing mid-market

share price on 30 September 2025 and the

acquisition price, in accordance with the

Company’s policy on share ownership.

Between 30 September 2025 and the sign

oﬀ date of this report there have been no

changes in the Directors’ interests in shares.

Payments to past Directors (audited)

No other payments were made to Jon

Steinberg beyond those described

above and set out in the single ﬁgure of

remuneration table on page 103. There were

no other payments to past Directors during

FY 2025, although DABS awards made in

2022 vested to former Directors during

the year, on the normal vesting date and as

previously disclosed.

Directors in ofﬁce at

30 September 2025¹

Balance as at 30

September 2024²

Purchases during

the year

Share scheme exercises

during the year

Sales during the year

Balance as at 30

September 2025³

Executive Directors

Kevin Li Ying

589

15,449

16,038

Sharjeel Suleman

7,682

Non-Executive Directors

Richard Huntingford

24,500

Meredith Amdur

385

Mark Brooker

1,500

Rob Hattrell

Alan Newman

8,750

Angela Seymour-Jackson

3,145

Ivana Kirkbride

Total

38,280

Notes

All holdings are beneﬁcial.

2. Or on appointment.

3. Details of the share options and awards for Executive Directors are set out on page 110. No such options or awards are granted to Non-Executive Directors.

4. As at the date of stepping down as a Director, on 30 March 2025, Jon Steinberg held a beneﬁcial interest in 90,617 shares, and retained interests in 24,610 shares through his unvested 2024 DABS award.

110

Future plc

Corporate

Governance

Executive Director shareholdings

200%

Kevin Li Ying

200%

150%

100%

50%

Percentage of salary

Required Holding

Actual Holding

200%

9.4%

Sharjeel Suleman

200%

150%

100%

50%

Percentage of salary

Required Holding

Actual Holding

200%

36.9%

Directors’ interests in share schemes (audited)

Details of options and other share awards held by Executive Directors who served during the year, and movements during the year, are set out in

the tables below:

DABS

Director

Date of Grant

End of deferral period

Balance

at 1 Oct

2024

Granted

during the

year

Released

during the

year

Balance

at 30 Sept

2025

Sharjeel Suleman

18 Dec 2024

18 December 2026 or ﬁrst dealing day thereafter

9,458

Former Director

Jon Steinberg

18 Dec 2024

18 December 2026 or ﬁrst dealing day thereafter

24,610

Total

34,068

PSP

Director

Date of Grant

Earliest

exercise

date

Expiry

date

Exercise

price per

share (p)

Balance

at 1 Oct

2024

Granted

during the

year

Vested

during

the year

Lapsed

during

the year

Exercised

during

the year

Balance

at 30 Sept

2025

21 December 2023

21 December 2025

21 December 2033

Nil

33,692

21 December 2023

21 December 2026

21 December 2033

Nil

33,692

Kevin Li Ying

1 March 2024

21 December 2026

1 March 2034

Nil

6,738

12 December 2024

12 December 2027

12 December 2034

Nil

35,282

21 May 2025

21 May 2028

21 May 2035

Nil

43,103

Total

74,122

78,385

152,507

19 September 2024

14 April 2025

19 September 2034

Nil

12,261

Sharjeel

Suleman

19 September 2024

14 April 2026

19 September 2034

Nil

15,050

19 September 2024

14 April 2027

19 September 2034

Nil

9,154

12 December 2024

14 April 2027

19 September 2034

Nil

70,705

Total

36,465

70,705

12,261

107,170

Notes:

Awarded in respect of his former below-Board role. Structured as a hybrid of RSU and PSU awards.

Subject to a mandatory 2-year holding period following vesting.

Relates to Sharjeel Suleman’s buyout arrangement as detailed on page 93 of the FY 2024 Annual Report. These awards are not subject to further performance conditions.

4 Jon Steinberg stepped down from the Board and as CEO on 30 June 2025. Jon’s May 2023 and December 2023 PSP awards lapsed in full when he stepped down from the Board.

111

Directors’ remuneration report

Annual Report and Accounts 2025

Governance

The Committee is responsible for

determining the overall remuneration policy

of the Group, and in particular:

•

Determining the appropriate basic annual

salaries, incentive arrangements and terms

of employment of Executive Directors.

•

Monitoring and reviewing the level and

make- up of the remuneration packages of

senior managers, including bonus schemes

and share-based incentives, and ensuring

that remuneration policies and practices do

not encourage excessive risk-taking.

•

Setting the Board Chair’s remuneration.

•

Approving the terms of any new share-

based incentive scheme for any employees

of the Group, subject, where appropriate, to

shareholder approval.

Dilution

Awards under Future plc incentive plans may be satisﬁed by treasury shares or the issue of new shares or the purchase of shares in the market.

Under Investment Association guidelines the issue of new shares or reissue of treasury shares under a plan, when aggregated with awards under

all of a company’s other schemes, must not exceed 10% of the issued ordinary share capital (adjusted for share issuance and cancellation) in any

rolling ten-year period. As at 30 September 2025 this limit had not been exceeded (5.7%).

The Company has also applied, since 2021, a secondary, ‘5% in 10 years’ dilution limit, for any future discretionary awards, in line with generally-

accepted principles of good governance. As at 30 September 2025 this limit had not been exceeded as all currently expected dilution is covered by

shares held in the Company Employee Beneﬁt Trust (nil%), for the purpose of covering outstanding share options.

As set out in the Company’s Notice of Annual General Meeting which accompanies this report, shareholder approval will be sought to remove the

5% limit.

•

The terms of reference of the

Remuneration Committee, reviewed

annually, are available on the Company’s

website (www.futureplc. com).

Advisers

The Committee is informed of key

developments and best practice in the

ﬁeld of remuneration and obtains advice

from independent external consultants,

when required, on individual remuneration

packages and executive remuneration

practices in general.

Ellason is the Committee’s independent

adviser and was appointed by the

Committee in January 2021, to provide

regulatory guidance, advice on remuneration

trends and advice on other remuneration

matters during the year. Fees paid to Ellason

for services provided to the Committee

during the ﬁnancial year were £77,815 (2024:

£67,090) on the basis of time and materials.

Ellason does not provide any other services

to the Group or any of the Directors and

the Committee is satisﬁed that Ellason

remains independent. Ellason is a member

and signatory to the Remuneration

Consultants’ Code of Conduct (www.

remunerationconsultantsgroup. com),

which requires that their advice be objective

and impartial.

Shareholder voting

The following table shows the results of the advisory vote on the FY 2024 Remuneration Report at the 2025 Annual General Meeting, and the binding

vote on the Remuneration Policy, at the 2023 Annual General Meeting:

Remuneration Report FY 2024

Remuneration Policy (2023 AGM)

For (including discretionary)

92,276,216 (97.5%)

91,450,475 (92.75%)

Against

2,369,222 (2.5%)

7,151,979 (7.25%)

Total votes cast (excluding withheld votes)

94,645,438 (86.05% of the total voting rights)

98,602,454 (81.59% of the total voting rights)

Votes withheld

5,616

6,222,568

112

Future plc

Corporate

Governance

Future’s proposed 2026 Directors’ Remuneration Policy, as set out below, is subject to a binding shareholder vote at Future’s AGM on 5 February

2026. If approved, it will apply from that date. It is intended that the Policy will apply for a period of up to three years from that date and as a result

will again be submitted for approval at the 2029 AGM at the latest. The current Directors’ Remuneration Policy (the ‘Policy’) was approved by

shareholders at Future’s AGM on 8 February 2023. For full details of the current Policy, please refer to the FY 2022 Annual Report.

The Policy was reviewed and approved by the Remuneration Committee. As part of the process, the views of shareholders and shareholder advisory

bodies were sought, as outlined on page 97 of this report. In addition, the input from other Board members, management and external advisors

was considered. The Committee also took into account the context of wider workforce remuneration arrangements at Future. The members of the

Committee then made decisions independently without inappropriate inﬂuence. No person participates in decisions relating to their own remuneration.

Directors’ Remuneration Policy

Element

Objective and link to strategy

Operation

Basic annual

salary

To recruit, retain and motivate individuals of a high calibre and

reﬂect the skills, experience and contribution of the relevant

Director.

Basic annual salary is paid in 12 equal monthly instalments during the year

and is reviewed annually. When assessing the level of basic annual salary, the

Committee takes into account performance, market conditions, remuneration

of equivalent roles within comparable companies, the size and scale of the

business and pay in the Group as a whole.

Beneﬁts

To ensure broad competitiveness with local market practice.

Current beneﬁts available to Executive Directors are car allowance, permanent

health insurance, healthcare and life assurance.

Additional beneﬁts may be oﬀered if deemed appropriate.

Pension

To reﬂect wider workforce practices and broad

competitiveness with market practice at the relevant time.

The Company shall make a contribution up to a maximum percentage of basic

annual salary set to reﬂect workforce practices at the time and in the relevant

jurisdiction.

All-employee

share plans

To encourage share ownership by employees and align their

interests with those of shareholders.

The Company operates all-employee schemes in the UK and the US, with

invitations made under the UK HMRC-Approved Share Incentive Plan (“SIP”)

in the UK and under the US Employee Stock Purchase Plan (“ESPP”) in the US.

Executive Directors may participate in the all-employee scheme that

operates in their country of residence on the same terms as other employees.

Performance-related

bonus

To incentivise and reward strong performance against annual

targets linked to delivery of the strategic plan.

The Committee sets ﬁnancial targets based on a number of reference points,

including performance during the previous ﬁnancial year and the budget for the

forthcoming year. Strategic objectives will be set, and performance of the Group

or individual against these assessed, at the Committee’s discretion and may be

set on a collective basis or tailored to each Executive Director.

50% of any performance-related bonus earned will be delivered by way of a

deferred share award, which will vest two years after the award date.

A payment equal to the value of dividends, which would have accrued on

deferred awards, may be made following the release of awards to participants,

either in the form of cash or as additional shares.

Payments and awards in relation to the performance-related bonus are subject

to malus and clawback provisions, further details of which are included following

this table.

Long-term share-based

incentive

To incentivise sustained long-term performance that

supports the creation of value for shareholders.

Annual awards may comprise (1) performance-tested (‘PSU’) awards of shares

that normally vest subject to three-year performance against targets set

at grant and (2) time-vesting (‘RSU’) awards of shares that normally vest after

three years subject to a discretionary underpin. Vested PSU and RSU awards are

subject to a 2-year holding period.

The scheme rules allow the Committee discretion to change the performance

targets and the Committee shall be entitled to exercise its discretion to

change performance criteria to the extent that it reﬂects market practice

and/or the Committee considers alternative performance targets to be more

appropriate to the business.

A payment equal to the value of dividends, which would have accrued on

vested awards, may be made following the release of awards to participants,

either in the form of cash or as additional shares.

PSU and RSU awards

are subject to malus and clawback provisions, further

details of which are included following this table.

Introduction

113

Directors’ remuneration report

Annual Report and Accounts 2025

Maximum potential value

Performance measure

Salary increases shall generally reﬂect market conditions, performance of the

individual, new challenges or a new strategic direction for the business.

There may be occasions when the Committee needs to recognise circumstances

including, but not limited to: an individual’s development in the role, a change in the

responsibility and/or complexity of the role. In these circumstances, the Committee

may award a higher annual increase than the average for the workforce, the rationale

for which will be explained to shareholders in the Annual Report on Remuneration.

Not applicable.

The Company shall continue to provide beneﬁts to Executive Directors at similar

levels; where insurance cover is provided by the Company, that cover shall be

maintained at a similar level and the Company shall pay the prevailing market rates

for such cover.

Not applicable.

The maximum contribution payable to the Executive Directors is aligned to that

oﬀered to the majority of employees in the UK (currently 5% of salary).

Not applicable.

SIP: the maximum participation level will be aligned with the limits set out in UK

tax legislation.

ESPP: monthly savings towards share purchases with a maximum value of

US$25,000 per calendar year, based on the market value of the Company’s

ordinary shares at grant.

Not applicable.

Target opportunity: up to 100% of basic annual salary.

Maximum opportunity: 200% of the target opportunity

Threshold opportunity: typically up to 50% of the target opportunity

The target bonus opportunity for each Executive Director is disclosed in the Annual

Report on Remuneration.

The performance measures, weightings and targets are set annually by the Committee.

Details of the measures and their relative weightings are disclosed annually in the Annual

Report on Remuneration with the targets disclosed at such time as they are

deemed

not to be commercially sensitive, or where disclosing all targets at the same time is

considered to be the most transparent approach. The Committee retains discretion

to adjust the targets if events occur which lead it to conclude that they are no longer

appropriate.

The Committee also retains discretion to adjust the outcome of the performance-related

bonus for any performance measure if it considers that to be appropriate.

Aggregate annual target opportunity: up to 100% of salary.

Aggregate exceptional target opportunity: 150% of salary.

The target opportunity may be split between PSU and RSU awards, with the RSU

award opportunity capped at 50% of salary.

The maximum PSU opportunity is two times the target PSU opportunity.

The maximum RSU opportunity is the same as the target RSU opportunity.

Performance measures will be selected for the PSU scorecard at the start of each

cycle to align with drivers of Future’s strategy and long-term shareholder value

creation. Strategic measures, if used, will not be weighted more than 25% of the award

opportunity. Financial measures may include, but are not limited to, proﬁtability, cash,

returns and total shareholder return.

Performance targets are set by the Committee at grant and disclosed in the Annual

Report on Remuneration, provided they are deemed not to be commercially sensitive.

At the end of the three-year performance period, the Committee will assess

performance against the targets set and determine, in its absolute discretion, the

overall level of vesting of the PSU award.

RSU awards will be subject to a discretionary underpin which will allow the Committee

to scale back vesting (including to zero) in exceptional circumstances, if allowing the

awards to vest is considered not to be a fair reﬂection of the underlying ﬁnancial and

operational performance of the Company over the period.

114

Future plc

Corporate

Governance

Measures used under the performance-

related bonus are selected annually to reﬂect

the Group’s main short-term objectives and

can reﬂect both ﬁnancial and non-ﬁnancial

priorities, as appropriate. Details of the

measures selected, and the rationale for doing

so, will be disclosed in the relevant Directors’

Remuneration Report.

Targets applying to the performance-related

bonus are reviewed annually, based on a

number of internal and external reference

points. Performance targets are set to be

stretching but achievable, with regard to the

particular strategic priorities and the

economic environment in a given year. Targets

are typically not disclosed in advance due to

commercial sensitivity but will typically be

retrospectively disclosed in full, following the

year-end, to the extent that such commercial

sensitivity concerns no longer apply.

The PSU scorecard will be determined at the

time of grant and may include measures of

proﬁtability (such as EPS), capital allocation

discipline (such as ROCE), strategic priorities

(such as ESG) and measures that reﬂect

long-term success (such as TSR). Measures

will be selected to align with the Group’s

stated strategy (and key performance

indicators thereof) and our underlying

ambition to deliver value creation for

shareholders. Targets applying to PSU awards

will normally be disclosed prospectively in the

relevant Annual Report on Remuneration and

are set using a similar methodology to that

described above in relation to the

performance-related bonus.

Remuneration for other employees

As described on page 102, all employees of the

Group receive a basic annual salary, beneﬁts,

pension and annual bonus (subject to ﬁnancial

performance). The maximum value of

remuneration packages is based on the seniority

and responsibilities of the relevant role.

Future also implements long-term equity

incentives (both PSUs and RSUs) to key

employees, to help ensure not only an

alignment of interests internally, but also

between our colleague base and shareholders.

Shareholding guidelines

The Committee strongly believes in aligning

the interests of Executive Directors and

shareholders.

Executive Directors are

required to acquire and maintain a holding of

Future shares (excluding shares that remain

subject to performance conditions), within ﬁve

years of appointment and deﬁned as a

percentage of salary. The shareholding

guideline is 200% of salary. Details of the

Executive Directors’ current shareholdings are

provided on page 110.

Additionally, Executive Directors will normally

be expected to maintain a holding of Future

shares for a period after their employment

with the Company.

This shareholding

guideline is equal to the lower of an Executive

Directors’ actual shareholding at the time of

their departure and the shareholding

requirement in eﬀect at the date of their

departure, with such shares to be held for a

period of at least two years from the date of

ceasing to be an Executive Director. The

speciﬁc application of this shareholding

guideline will be at the Committee’s discretion.

Malus and clawback

Payments and awards under the performance-

related bonus and long-term incentives are

subject to malus and clawback provisions,

which can be applied to both vested and

unvested awards. Malus and clawback

provisions will apply for a period of at least

two years after payment or vesting. This

timeframe reﬂects the period over which the

Group’s processes and systems are likely to

uncover any of the trigger events listed below.

Circumstances in which malus and clawback

may be applied include a material

misstatement of the Group’s ﬁnancial

accounts, fraud or serious misconduct on the

part of the participant, an error in calculating

the award vesting outcome, corporate failure

or reputational damage.

Incentive plan participants are required to

acknowledge their understanding and

acceptance of the malus and clawback

provisions as a pre-condition to participating

in these plans. The Committee is satisﬁed that

the malus and clawback provisions are

appropriate and enforceable.

Pay for performance scenarios

The charts overleaf provide an illustration of

the potential future reward opportunities for

the CEO and CFO, and the potential split

between the diﬀerent elements of

remuneration under three diﬀerent

performance scenarios: ‘Minimum’, ‘On-

target’, and ‘Maximum’.

Potential reward opportunities are based on

Future’s proposed remuneration policy,

applied to base salaries for FY 2026. The

performance-related bonus is based on the

maximum opportunities set out under the

remuneration policy for normal circumstances.

The PSU and RSU award opportunities shown

in the charts are based on the expected grant

date face value.

The ‘Minimum’ scenario reﬂects base salary,

pension and beneﬁts (i.e. ﬁxed remuneration)

which are the only elements of the Executive’s

remuneration packages not linked to

performance.

The ‘On-target’ scenario reﬂects ﬁxed

remuneration as above, plus an at-target

performance-related bonus payout, an at-target

PSU outcome (in previous years, this was

illustrated assuming threshold performance for

the purposes of this scenario) and 100% vesting

of the RSU award.

The ‘Maximum’ scenario includes ﬁxed

remuneration and full payout of the

performance-related bonus, full vesting of the

PSU at 200% of the target opportunity and

100% vesting of the RSU award.

The Companies (Miscellaneous Reporting)

Regulations 2018 require a fourth scenario,

showing the value at maximum assuming

share price growth of 50% for the purpose of

long-term incentive awards. This is reﬂected in

relation to the illustrative PSU and RSU

valuations shown in the charts overleaf.

Performance measure selection and approach to target setting

115

Directors’ remuneration report

Annual Report and Accounts 2025

Pay for Performance scenarios

FY 2026 remuneration assumptions

Fixed remuneration

Performance-related bonus

PSU

RSU

Kevin Li Ying

6000

5000

4000

3000

2000

1000

Remuneration (£000)

£639

Minimum

On-target

Maximum

Plus 50% share price

appreciation

£1,818

£2,702

£3,144

100%

35.1%

23.6%

20.3%

37.5%

43.6%

32.4%

16.3%

21.9%

28.1%

Sharjeel Suleman

3000

2500

2000

1500

1000

500

Remuneration (£000)

£469

Minimum

On-target

Maximum

Plus 50% share price

appreciation

£1,194

£1,740

£2,010

100%

39.3%

27.0%

23.3%

36.4%

42.1%

30.6%

15.1%

20.6%

26.9%

Element

Objective and link to strategy

Operation

Maximum potential value

Performance measure

Fees

To attract and retain high calibre

Non-Executive Directors with broad

commercial and other experience

relevant to the Company and

reﬂecting the time commitment and

responsibilities of these roles.

Non-Executive Directors’ fees are reviewed

annually and paid in 12 monthly instalments.

In addition to the base fee, additional fees are

payable for acting as Senior Independent

Director and as Chair of any of the Board’s

Committees (other than the Nomination

Committee).

If the Board requires the formation

of an additional Board Committee, fees for the

Chair (and where relevant, membership) of such

Committee will be determined by the Board at

the time.

The fees paid to the Chair are determined by the

Committee, whilst the fees of the Non-Executive

Directors are determined by the Board.

Expenses incurred by the Chair and the

Non-Executive Directors in the performance of

their duties (including taxable travel and

accommodation beneﬁts) may be reimbursed or

paid for directly by the Company, as appropriate.

Non-Executive Director fee

increases are applied in line

with the outcome of the

annual fee review and would

normally be aligned with the

increase awarded to the

workforce.

Fees for the year under

review and for the following

year are set out in the Annual

Report on Remuneration.

Aggregate fees paid to

non-Executive Directors are

subject to the limits set out in

the Articles of Association.

Not applicable.

Policy table for Non-Executive Directors

Non-Executive Directors are not eligible to participate in any performance-related bonus, share incentive schemes or pension arrangements.

Details of the policy on fees paid to Non-Executive Directors are set out in the table below:

16.2%

10.9%

14.1%

15.0%

10.3%

13.4%

Salary

Pension

Beneﬁts

Performance-

related bonus target

opportunity (% salary)

PSU target

opportunity

(% salary)

RSU target

opportunity

(% salary)

Executive

Kevin Li Ying

£589,375

£20,000

100%

50%

Sharjeel Suleman

£430,500

£17,000

85%

41.75%

116

Future plc

Corporate

Governance

Element of remuneration

Approach

Policy limit

Salary

The base salaries of new appointees will be determined by reference to relevant market data, experience and

skills of the individual, internal relativities and their current basic salary.

The Committee may approve a higher basic annual salary for a newly appointed Director than the outgoing

Director received, where it considers it necessary in order to recruit an individual of suﬃcient calibre for the

role. Alternatively, where new appointees have initial basic salaries set below market-level, any shortfall may be

managed with phased increases over a period of up to three years subject to the individual’s development in the

role (and which may exceed the workforce average increase).

n/a

Beneﬁts

New appointees will be eligible to receive beneﬁts which may include (but are not limited to) the provision of a

car allowance, permanent health insurance, healthcare and life assurance.

If the Director is required to relocate, our policy is to provide reasonable, time-limited relocation, travel and

subsistence payments at the discretion of the Committee.

New appointees will also be eligible to participate in all-employee share schemes, where relevant.

n/a

Pension

New appointees will receive company pension contributions or an equivalent cash supplement aligned to that

oﬀered to other new employees in the relevant jurisdiction at the time of appointment.

n/a

Performance-related bonus

The structure described in the Policy table will apply to new appointees with the relevant opportunity being

pro-rated to reﬂect the proportion of the year employed. If used, individual and/or strategic targets may be

tailored to the priorities agreed for the executive over the remainder of the relevant ﬁnancial year.

Target opportunity of up

to 100% of salary

(maximum is up to 200%

of salary)

Long-term share based

incentives

New appointees will be granted PSU and RSU awards on the same terms as other Executive Directors, as

described in the Policy table.

Target opportunity of up

to 150% of salary

(maximum is up to 300%

of salary)

Approach to recruitment remuneration for external Executive Director appointment

The Committee’s objective at the time of an appointment to a new role is to weight Executive Directors’ remuneration packages towards performance-

related pay that is linked to targets set for the ﬁnancial performance of the Group against budget and the Group’s performance against its business

objectives and stated strategy. Any new Executive Director’s remuneration package would include the same elements as those of the existing Executive

Directors, as shown below

In determining an appropriate remuneration

package, the Remuneration Committee will

take into consideration all relevant factors

(including quantum, nature of remuneration

and the jurisdiction from which the candidate

was recruited) to ensure that arrangements

are at the same time fair to the individual and

in the best interests of the Company and its

stakeholders.

The Committee may make an award to buy

out incentive arrangements forfeited by

a new appointment on leaving a previous

employer on a like-for-like basis, which may

be awarded in addition to the remuneration

structure outlined in the table above. In

doing so, the Committee will consider

relevant factors including time to vesting,

any performance conditions attached and

the likelihood of these being met. Any such

buy-out awards would typically be made

under the existing bonus or long-term

incentive schemes, except that the terms

of the buy-out award may diverge from

these as necessary to replicate the terms

of the award being replaced. In exceptional

circumstances the Committee may use the

exemption permitted within the UK Listing

Rules. Any buy-out awards would have a

fair value no higher than that of the awards

forfeited.

Internal Executive Director appointment

In cases of appointing a new Executive

Director by way of internal promotion, the

Remuneration Committee and Board will

be consistent with the policy for external

appointees detailed above (except in

relation to buy-outs). Where an individual

has contractual commitments made prior to

their promotion to Executive Director level

(and not in connection with their promotion

to this level), the Company will continue to

honour these arrangements (other than

pension contribution) even if these are not

provided for by the Policy in force at the time

of appointment (or when the arrangements

were originally agreed).

Non-Executive Directors

In recruiting a new Non-Executive Director,

the Board will use the policy as set out in the

table on page 115.

Service contracts and loss of oﬃce

payments

Copies of Directors’ service agreements

and letters of appointment are available

for inspection on request at the Company’s

registered oﬃce.

117

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Annual Report and Accounts 2025

Executive Directors

In summary, the contractual provisions for current Executive Directors are as follows:

Contract provision

Policy

Detail

Notice periods

Director or Company shall be entitled to serve twelve months’ notice.

A Director may be required to work during their notice period or be put on

garden leave.

Change of control

In the event of a change of control, a Director’s appointment may be

terminated within three months of the change of control by the Company,

or on one month’s notice by the Director (to expire no later than three

months from the date of the change of control).

In the event of termination by either the Director or the Company, the

Director will be entitled to receive twelve months’ salary

External appointments

Executive Directors are encouraged to hold a

non-executive role in addition to their full-time

position, in order to broaden their experience,

and may retain any fees received in respect

of such roles. All appointments must ﬁrst be

agreed by the Board and must not represent a

conﬂict to their current role.

In respect of positions at listed companies

held by our current Executive DIrectors,

during the ﬁnancial year ended 30

September 2025, as noted on page 80, Kevin

Li Ying held the position of Non-Executive

Director of W.A.G Payment Solutions plc, for

which he was paid a fee.

Consideration of conditions elsewhere in

the Company

As noted on page 99, the Committee takes

into consideration the pay and conditions

of employees across the Group when

determining remuneration for Executive

Directors and receives feedback from

employees via the employee engagement

survey, as well as subsequent listening

sessions and through questions raised at

Town Hall (the ‘Exchange’) meetings.

The Committee and the full Board is made

aware of, and consulted on, the Company’s

People & Culture strategy and takes seriously

its obligation to have a broad oversight on the

operation of fair pay policies elsewhere in the

Group.

Further details of the Group’s approach to

remuneration for the general workforce are

set out on page 99.

Consideration of shareholder views

The Remuneration Committee considers

shareholder feedback received through any

discussions with shareholders and consults

with shareholders on speciﬁc matters as and

when appropriate.

Approved by the Board and signed on its

behalf by

Mark Brooker

Chair of the Remuneration Committee

3 December 2025

Contract provision

Policy

Detail

Notice periods

Three months’ notice from either the Company or Director.

Appointed for a three-year term, subject to annual

re-election by shareholders at the Company’s AGM.

Non-Executive Directors

Both Kevin Li Ying and Sharjeel Suleman

have rolling service contracts which, as

noted above, provide for twelve months’

notice on either side.

The following payments may also be made to

departing Executive Directors, depending on

circumstances:

Any share-based entitlements granted

to an Executive Director under Company

share plans will be determined based

on the relevant plan rules. In certain

prescribed circumstances, such as death,

ill-health, injury, disability, redundancy,

retirement or other circumstances at the

discretion of the Committee, ‘good leaver’

status may be applied. For good leavers,

PSU and RSU awards will normally be

reduced pro-rata to reﬂect the proportion

of the vesting period actually served and

PSU awards tested for performance at the

end of the original performance period.

PSU and RSU awards which are subject to

an additional holding period will typically

be retained and released at the end of the

holding period, with Committee discretion

to accelerate the release of such awards

on an exceptional basis in certain good

leaver circumstances, or on a change

of control. Deferred bonus shares will

normally be retained by the Executive

Director and released in full following

completion of the applicable deferral

period, with Committee discretion to

accelerate the vesting of awards in certain

good leaver circumstances, or on a change

of control;

A bonus may be payable for the period

of active service in certain prescribed

good leaver circumstances and in

other circumstances at the discretion

of the Committee and subject to the

achievement of the relevant performance

targets. Deferral requirements will

typically continue to apply to bonus

payable in such circumstances;

At the discretion of the Remuneration

Committee, a contribution to reasonable

outplacement costs may be agreed in

the event of termination of employment

due to redundancy. The Committee also

retains the ability to reimburse reasonable

legal costs incurred in connection with a

termination of employment; and

Any payment for statutory entitlements

or to settle claims in connection with

a termination of any existing or future

Executive Director as necessary.

118

Future plc

Financial

Statements

119

Independent auditor’s report

130

Consolidated income statement

130

Consolidated statement of

comprehensive income

131

Consolidated statement

of changes in equity

132

Company statement

of changes in equity

133

Consolidated balance sheet

134

Company balance sheet

135

Consolidated cash ﬂow

statement

136

Notes to the consolidated

cash ﬂow statement

137

Material accounting policy

information

142

Notes to the ﬁnancial

statements

Financial Statements

119

Annual Report and Accounts 2025

Independent auditor’s report to

the members of Future plc

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF FUTURE PLC

Report on the audit of the financial statements

1. Opinion

In our opinion:



the financial statements of Future plc (the ‘parent company’) and its subsidiaries (the ‘group’) give a true

and fair view of the state of the group’s and of the parent company’s affairs as at 30 September 2025 and

of the group’s profit for the year then ended;



the group financial statements have been properly prepared in accordance with United Kingdom adopted

international accounting standards;



the parent company financial statements have been properly prepared in accordance with United

Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 101 “Reduced

Disclosure Framework”; and



the financial statements have been prepared in accordance with the requirements of the Companies Act

2006.

We have audited the financial statements which comprise:



the consolidated income statement;



the consolidated statement of comprehensive income;



the consolidated and parent company statements of changes in equity;



the consolidated and parent company balance sheets;



the consolidated cash flow statement and the related notes to the consolidated cash flow statement A

to B;



the material accounting policies information; and



the related notes 1 to 31.

The financial reporting framework that has been applied in the preparation of the group financial statements

is applicable law and United Kingdom adopted international accounting standards. The financial reporting

framework that has been applied in the preparation of the parent company financial statements is applicable

law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework” (United

Kingdom Generally Accepted Accounting Practice).

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Financial

Statements

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and

applicable law. Our responsibilities under those standards are further described in the auditor’s

responsibilities for the audit of the financial statements section of our report.

We are independent of the group and the parent company in accordance with the ethical requirements that

are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council’s (the

‘FRC’s’) Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical

responsibilities in accordance with these requirements. The non-audit services provided to the group and

parent company for the year are disclosed in note 4 to the financial statements. We confirm that we have not

provided any non-audit services prohibited by the FRC’s Ethical Standard to the group or the parent company.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our

opinion.

Summary of our audit approach

The key audit matter that we identified in the current year was:



Accuracy of revenue

Within this report, the key audit matter is identified as follows:

Similar level of risk

The materiality that we used for the group financial statements was £6.0m which

was determined based on a blended set of benchmarks including revenue and

forecast profit before tax normalised for impairment charges disclosed within

exceptional items, as defined in note 5.

Our group audit procedures covered 92% of the group’s revenue, 93% of the

group’s profit before tax, and 97% of the group’s net assets.

There have been no significant changes in our approach in the current period.

Financial Statements

121

Annual Report and Accounts 2025

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of

accounting in the preparation of the financial statements is appropriate.

Our evaluation of the directors’ assessment of the group’s and parent company’s ability to continue to adopt

the going concern basis of accounting included:



understanding the processes and controls underpinning management’s forecasting of financial

performance and cash flow and determination of downside scenarios including those to support

accuracy of the models and the underlying data;



evaluating the assumptions used in the forecasts by comparing key assumptions to industry

expectations, analyst reports and historic trends, and considering the group’s historic forecasting

accuracy;



assessing the adequacy of downside scenarios including reverse stress testing;



performing sensitivity testing

considering the plausibility of a break even scenario;



evaluating the financing facilities available to the group including nature of facilities, the refinancing in

the period, repayment terms and the related covenants;



assessing the business model and principal risks; and



assessing the appropriateness of the going concern disclosures in the financial statements.

Based on the work we have performed, we have not identified any material uncertainties relating to events or

conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s

ability to continue as a going concern for a period of at least twelve months from when the financial

statements are authorised for issue.

In relation to the reporting on how the group has applied the UK Corporate Governance Code, we have

nothing material to add or draw attention to in relation to the directors’ statement in the financial statements

about whether the directors considered it appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the

relevant sections of this report.

Key audit matters

122

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Financial

Statements

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 of the current period and include the most significant assessed risks of

material misstatement (whether or not due to fraud) that we identified. These matters included those which

had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the

efforts of the engagement team.

These 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.

Key audit matter

The group’s revenue consists of a large number of low value transactions across a

variety of revenue streams which follow different business models, including

eCommerce, digital advertising, subscriptions and magazine newsstand circulation.

The group operates a number of distinct billing and order-entry systems, and the IT

landscape underpinning the end-to-end revenue process is complex in nature.

Due to the large number of transactions, varying revenue streams, and manual

intervention between differing IT systems and the group’s main ERP system, this is

an area which requires a significant allocation of resources and effort in the audit,

therefore accuracy of revenue is identified as a key audit matter in our audit report.

We identified non-routine adjustments to revenue as an area with the greatest

potential for fraud.

Further details are included within the annual report on pages 6 to 19, 43 to 46 and

note 2 to the financial statements.

How the scope of our

In response to the identified key audit matter we have performed the following

procedures:

obtained an understanding of relevant controls over revenue cycle;

ii.

collaborated with our data and analytics specialists to build

bespoke analytics for digital advertising, eCommerce revenue,

price comparison and subscriptions transactions recorded in the

year for relevant components. The analytics reconciled underlying

transaction data with the revenue recognised by the group,

identifying outliers in the revenue population for further

investigation;

iii.

tested the completeness of the data utilised in the analytics, as well

as the transactions recorded, through agreeing a sample to

supporting documentation;

and

iv.

evaluated a sample of items by assessing whether the performance

obligation was met in line with the revenue recognition date in

accordance with IFRS 15 and in line the terms of trade with

customers.

In addition, in response to the potential risk of fraud related to non-routine

adjustments to revenue, we used data analytics to identify revenue entries with

characteristics that appeared unusual, and assessed the appropriateness of these

entries by inspecting supporting documentation and evaluating their business

rationale.

Key observations

Based on the work performed, we determined that the accuracy of the revenue

recognised was appropriate.

Financial Statements

123

Annual Report and Accounts 2025

Our application of materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable

that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use

materiality both in planning the scope of our audit work and in evaluating the results of our work.

Based on our professional judgement, we determined materiality for the financial statements as a whole as

follows:

Group financial statements

Parent company financial statements

Materiality

£6.0m (2024: £6.0m)

£3.0m (2024: £3.0m)

Basis for

Materiality has been based on a blended

set of benchmarks including revenue and

profit before tax normalised for

impairment charges disclosed within

exceptional items (see Note 5). The profit

before tax benchmark used this year has

been normalised to reflect the impairment

charges disclosed in exceptional items in

the period.

Materiality for the current year

represents:



0.8% of revenue (2024: 0.8%)



5.8% of profit before tax

normalised for non recurring

Parent company materiality is based on 1%

(2024: 1%) of net assets and capped at 50%

(2024: 50%) of group materiality.

impairment charges (2024: 5.2%

of profit before tax adjusted for

transaction and integration

related costs and exceptional

items)

Rationale for the

Revenue and profit before tax are the

primary measures used by stakeholders of

the group. We have normalised profit

before tax for impairment charges

disclosed within exceptional items as the

key metrics used by management,

investors, analysts and lenders with

shareholder value being driven by the

result.

The company is non-trading and operates

primarily as a holding company. As such, we

believe the net asset position is the most

appropriate benchmark to use.

124

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Financial

Statements

We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate,

uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole.

Group financial statements

Parent company financial statements

Performance

70% (2024: 70%) of group materiality

70% (2024: 70%) of parent company

materiality

Basis and

In determining performance materiality, we

considered the following factors:



The quality of the control environment in the group;



The level of corrected and uncorrected misstatements identified in the previous

audit; and



The level of consistency in key management personnel.

We agreed with the Audit and Risk Committee that we would report to the Committee all audit differences in

excess of £0.3m (2024: £0.3m), as well as differences below that threshold that, in our view, warranted

reporting on qualitative grounds. We also report to the Audit and Risk Committee on disclosure matters that

we identified when assessing the overall presentation of the financial statements.

An overview of the scope of our audit

Our group audit was scoped by obtaining an understanding of the group and its environment, including group-

wide controls, and assessing the risks of misstatement at the group level.

Based on that assessment, we focused our group audit scope on six components including the parent

company, which were subject to audits of the entire financial information (six components).

The six components represent the principal business units with the group’s reportable segments and account

for 92% (FY24: 95%) of the group’s revenue and 93% (FY24: 90%) of the profit before tax and 97% (FY24:98%)

of net assets. They were also selected to provide an appropriate basis for undertaking audit work to address

the risks of material misstatement identified above. Our audit work at these components were executed at

levels of performance materiality applicable to each individual entity, which were lower than group

performance materiality ranging from £2.1m to £3.0m (FY24: £2.1m to £3.0m).

At the group level we also tested the consolidation process and carried out analytical procedures to assess

whether there were any significant risks of material misstatement of the aggregated financial information of

the remaining components not subject to audit. None of these components represented more than 2% of

revenue or 5% of profit before tax individually. All audit work was carried out by the same group engagement

team, led by the senior statutory auditor.

The group operates a diverse IT infrastructure. With the involvement of our IT specialists, we obtained an

understanding of the relevant IT environment and the key general IT controls.

For all components we obtained an understanding of the relevant controls associated with the financial

reporting process, accounting estimates and revenue recognition. We did not rely on controls in any areas of

the audit and instead adopted a fully substantive approach.

Refer to the Audit and Risk Committee report on

page 85, for further details of the group’s internal controls.

Financial Statements

125

Annual Report and Accounts 2025

7.3.

Our consideration of climate-related risks

The group has considered the potential impact of climate change on the group’s business and its financial

statements. Refer to the annual report on pages 54 to 73. We obtained an understanding of management’s

process which consider the impact of climate risk and considered whether these are consistent with

disclosures made. We have evaluated the appropriateness of disclosures included in the financial statements

in the material accounting policies information on page 137. We have also assessed the related disclosures

with support from internal ESG specialists and read the related narrative in the Corporate Responsibility report

to consider whether it is materially consistent with the financial statements and our knowledge obtained in

the audit.

Other information

The other information comprises the information included in the annual report, other than the financial

statements and our auditor’s report thereon. The directors are responsible for the other information

contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent

otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is

materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or

otherwise appears to be materially misstated.

If we identify such material inconsistencies or apparent material misstatements, we are required to determine

whether this gives rise to a material misstatement in the financial statements themselves. If, based on the

work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact.

We have nothing to report in this regard.

Responsibilities of directors

As explained more fully in the statement of directors’ responsibilities, the directors are responsible for the

preparation of the financial statements and for being satisfied that they give a true and fair view, and for such

internal control as the directors determine is necessary to enable the preparation of financial statements that

are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group’s and the parent

company’s ability to continue as a going concern, disclosing as applicable, matters related to going concern

and using the going concern basis of accounting unless the directors either intend to liquidate the group or the

parent company or to cease operations, or have no realistic alternative but to do so.

126

Future plc

Financial

Statements

10.Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free

from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our

opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in

accordance with ISAs (UK) will always detect a material misstatement when it exists. 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.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s

website at:

www.frc.org.uk/auditorsresponsibilities

. This description forms part of our auditor’s report.

11.Extent to which the audit was considered capable of detecting irregularities,

including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design

procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of

irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities,

including fraud is detailed below.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-

compliance with laws and regulations, we considered the following:



the nature of the industry and sector, control environment and business performance including the

design of the group’s remuneration policies, key drivers for directors’ remuneration, bonus levels and

performance targets;



the group’s own assessment of the risks that irregularities may occur either as a result of fraud or

error that was approved by the board on 15 September 2025;



results of our enquiries of management, internal audit, the directors and the audit and risk committee

about their own identification and assessment of the risks of irregularities, including those that are

specific to the group’s sector;



any matters we identified having obtained and reviewed the group’s documentation of their policies

and procedures relating to:

identifying, evaluating and complying with laws and regulations and whether they were aware of

any instances of non-compliance;

detecting and responding to the risks of fraud and whether they have knowledge of any actual,

suspected or alleged fraud; and

the internal controls established to mitigate risks of fraud or non-compliance with laws and

regulations.



the matters discussed among the audit engagement team and relevant internal specialists, including

tax, valuations, IT, ESG, data and analytics, fraud and regulatory specialists regarding how and where

fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the

organisation for fraud and identified the greatest potential for fraud in the area of non-routine adjustments to

revenue. In common with all audits under ISAs (UK), we are also required to perform specific procedures to

respond to the risk of management override.

We also obtained an understanding of the legal and regulatory framework that the group operates in, focusing

on provisions of those laws and regulations that had a direct effect on the determination of material amounts

and disclosures in the financial statements. The key laws and regulations we considered in this context

included the UK Companies Act, UK Listing Rules, pensions legislation and tax legislation.

Financial Statements

127

Annual Report and Accounts 2025

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the

financial statements but compliance with which may be fundamental to the group’s ability to operate or to

avoid a material penalty. These included GDPR, health and safety laws, and employment legislation.

As a result of performing the above, we identified the accuracy of revenue as a key audit matter related to the

potential risk of fraud (solely in respect of non-routine adjustments to revenue). The key audit matters section

of our report explains the matter in more detail and also describes the specific procedures we performed in

response to that key audit matter.

In addition to the above, our procedures to respond to risks identified included the following:



reviewing the financial statement disclosures and testing to supporting documentation to assess

compliance with provisions of relevant laws and regulations described as having a direct effect on the

financial statements;



enquiring of management, the audit and risk committee and in-house legal counsel concerning actual

and potential litigation and claims;



performing analytical procedures to identify any unusual or unexpected relationships that may

indicate risks of material misstatement due to fraud;



reading minutes of meetings of those charged with governance, reviewing internal audit reports and

reviewing correspondence with HMRC;



in addressing the risk of fraud through management override of controls, testing the appropriateness

of journal entries and other adjustments; assessing whether the judgements made in making

accounting estimates are indicative of a potential bias; and evaluating the business rationale of any

significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement

team members including internal specialists and remained alert to any indications of fraud or non-compliance

with laws and regulations throughout the audit.

128

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Financial

Statements

Report on other legal and regulatory requirements

12.Opinions on other matters prescribed by the Companies Act 2006

In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in

accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:



the information given in the strategic report and the directors’ report for the financial year for which the

financial statements are prepared is consistent with the financial statements; and



the strategic report and the directors’ report have been prepared in accordance with applicable legal

requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment

obtained in the course of the audit, we have not identified any material misstatements in the strategic report

or the directors’ report.

13.Corporate Governance Statement

The UK Listing Rules require us to review the directors' statement in relation to going concern, longer-term

viability and that part of the Corporate Governance Statement relating to the group’s compliance with the

provisions of the UK Corporate Governance Code specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of

the Corporate Governance Statement is materially consistent with the financial statements and our knowledge

obtained during the audit:



the directors’ statement with regards to the appropriateness of adopting the going concern basis of

accounting and any material uncertainties identified set out on page 46;



the directors’ explanation as to its assessment of the group’s prospects, the period this assessment

covers and why the period is appropriate set out on pages 52 and 53;



the directors' statement on fair, balanced and understandable set out on page 90;



the board’s confirmation that it has carried out a robust assessment of the emerging and principal

risks set out on page 47;



the section of the annual report that describes the review of effectiveness of risk management and

internal control systems set out on page 90 and 91; and



the section describing the work of the audit and risk committee set out on page 88.

14.Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report to you if, in our opinion:



we have not received all the information and explanations we require for our audit; or



adequate accounting records have not been kept by the parent company, or returns adequate for our

audit have not been received from branches not visited by us; or



the parent company financial statements are not in agreement with the accounting records and

returns.

We have nothing to report in respect of these matters.

Financial Statements

129

Annual Report and Accounts 2025

’

Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors’

remuneration have not been made or the part of the directors’ remuneration report to be audited is not in

agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

15.Other matters which we are required to address

Following the recommendation of the audit and risk committee, we were appointed by the board of directors

at the Annual General Meeting on 21 February 2021 to audit the financial statements for the year ended 30

September 2021 and subsequent financial periods. The period of total uninterrupted engagement of the firm

is five years, covering the years ending 30 September 2021 to 30 September 2025.

Our audit opinion is consistent with the additional report to the audit and risk committee we are required to

provide in accordance with ISAs (UK).

16.Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16

of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s

members those matters we are required to state to them in an auditor’s report and for no other purpose.

To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the

company and the company’s members as a body, for our audit work, for this report, or for the opinions we

have formed.

As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR)

4.1.15R – DTR 4.1.18R, these financial statements will form part of the Electronic Format Annual Financial

Report filed on the National Storage Mechanism of the FCA in accordance with DTR 4.1.15R – DTR 4.1.18R.

This auditor’s report provides no assurance over whether the Electronic Format Annual Financial Report has

been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R.

Mark Tolley, FCA (Senior Statutory Auditor)

For and on behalf of Deloitte LLP

Statutory Auditor

Reading, United Kingdom

3 December 2025

130

Future plc

Consolidated income statement

for the year ended 30 September 2025

Note

2025

£m

2024

£m

Revenue

1, 2

739.2

788.2

Net operating expenses

(617.3)

(654.5)

Operating proﬁt

121.9

133.7

Finance income

0.7

1.3

Finance costs

(30.7)

(31.8)

Net ﬁnance costs

(30.0)

(30.5)

Proﬁt before tax

91.9

103.2

Tax charge

(25.6)

(26.4)

Proﬁt for the year attributable to owners of the parent

66.3

76.8

Earnings per ordinary share

Note

2025

pence

2024

pence

Basic earnings per share

62.7

67.2

Diluted earnings per share

62.1

66.8

Consolidated statement of comprehensive income

for the year ended 30 September 2025

Note

2025

£m

2024

£m

Proﬁt for the year

66.3

76.8

Items that may be reclassiﬁed to the consolidated income statement:

Currency translation differences

(0.9)

(52.7)

Loss on cash ﬂow hedge

−

(4.4)

Other comprehensive expense for the year

(0.9)

(57.1)

Total comprehensive income for the year attributable to owners of the parent

65.4

19.7

Items in the statement above are disclosed net of tax.

Financial Statements

131

Annual Report and Accounts 2025

Consolidated statement of changes in equity

for the year ended 30 September 2025

Group

Note

Issued share

capital

£m

premium

£m

Capital

redemption

reserve

£m

Merger

reserve

£m

Treasury

reserve

£m

Cash ﬂow

hedge

reserve

£m

Accumu-

lated

exchange

reserve

£m

Retained

earnings

£m

Total equity

£m

Balance at 30 September 2023

17.8

197.0

0.3

581.9

(15.3)

4.4

27.8

300.8

1,114.7

Proﬁt for the year

−

76.8

Currency translation differences

−

(52.7)

−

(52.7)

Loss on cash ﬂow hedge

−

(5.9)

−

(5.9)

Deferred tax on loss on cash ﬂow hedge

22, 25

−

1.5

−

1.5

Other comprehensive expense for the year

−

(4.4)

(52.7)

−

(57.1)

Total comprehensive (expense)/income for the year

−

(4.4)

(52.7)

76.8

19.7

Acquisition of own shares

23, 25

(1.0)

−

1.0

−

(76.7)

Merger reserve reduction

−

(472.9)

−

472.9

−

Share premium reduction

−

(197.0)

−

197.0

−

Share schemes:

- Issue of treasury shares to employees

−

4.4

−

(4.4)

−

- Share-based payments

−

8.3

- Current tax on options

−

(0.5)

- Deferred tax on options

−

0.1

Dividends paid to shareholders

−

(3.9)

Balance at 30 September 2024

16.8

−

1.3

109.0

(10.9)

−

(24.9)

970.4

1,061.7

Proﬁt for the year

−

66.3

Currency translation differences

−

(0.9)

−

(0.9)

Other comprehensive expense for the year

−

(0.9)

−

(0.9)

Total comprehensive (expense)/income for the year

−

(0.9)

66.3

65.4

Acquisition of own shares

23, 25

(1.8)

−

1.8

−

(7.0)

−

(83.5)

(90.5)

Share schemes:

- Issue of treasury shares to employees

−

7.4

−

(7.4)

−

- Share-based payments

−

5.5

- Current tax on share options

−

(0.1)

- Deferred tax on share options

−

0.5

Dividends paid to shareholders

−

(3.7)

Balance at 30 September 2025

15.0

−

3.1

109.0

(10.5)

−

(25.8)

948.0

1,038.8

132

Future plc

Company statement of changes in equity

for the year ended 30 September 2025

Company

Note

Issued share

capital

£m

premium

£m

Capital

redemption

reserve

£m

Merger

reserve

£m

Treasury

reserve

£m

Cash ﬂow

hedge

reserve

£m

Retained

earnings

£m

Total

equity

£m

Balance at 30 September 2023*

17.8

197.0

0.3

472.9

(15.3)

4.4

350.2

1,027.3

Loss for the year

−

(23.8)

Loss on cash ﬂow hedge

−

(5.9)

−

(5.9)

Deferred tax on loss on cash ﬂow hedge

22, 25

−

1.5

−

1.5

Other comprehensive expense for the year

−

(4.4)

−

(4.4)

Total comprehensive expense for the year

−

(4.4)

(23.8)

(28.2)

Acquisition of own shares

23, 25

(1.0)

−

1.0

−

(76.7)

Merger reserve reduction

−

(472.9)

−

472.9

−

Share premium reduction

−

(197.0)

−

197.0

−

Share schemes:

- Issue of treasury shares to employees*

−

4.4

−

(4.4)

−

- Share-based payments

−

8.3

Dividends paid to shareholders

−

(3.9)

Balance at 30 September 2024*

16.8

−

1.3

−

(10.9)

−

919.6

926.8

Loss for the year

−

(0.6)

Other comprehensive expense for the year

−

Total comprehensive expense for the year

−

(0.6)

Acquisition of own shares

23, 25

(1.8)

−

1.8

−

(7.0)

−

(83.5)

(90.5)

Share schemes:

- Issue of treasury shares to employees

−

7.4

−

(7.4)

−

- Share-based payments

−

5.5

Dividends paid to shareholders

−

(3.7)

Balance at 30 September 2025

15.0

−

3.1

−

(10.5)

−

829.9

837.5

* See details of the change in presentation of Employee Beneﬁt Trust (EBT) in note 25.

Financial Statements

133

Annual Report and Accounts 2025

Consolidated balance sheet

as at 30 September 2025

Note

2025

£m

2024

£m

Non-current assets

Property, plant and equipment

29.5

32.8

Intangible assets - goodwill

1,000.4

1,011.7

Intangible assets - other

453.3

502.0

Financial asset - derivative

−

1.4

Deferred tax

0.4

1.4

Total non-current assets

1,483.6

1,549.3

Current assets

Inventories

1.3

0.4

Corporation tax recoverable

11.9

1.3

Trade and other receivables

105.1

115.3

Cash and cash equivalents

27.6

39.7

Finance lease receivable

3.6

2.0

Total current assets

149.5

158.7

Total assets

1,633.1

1,708.0

Equity and liabilities

Equity

Issued share capital

15.0

16.8

Capital redemption reserve

3.1

1.3

Merger reserve

109.0

Treasury reserve

(10.5)

(10.9)

Accumulated exchange differences

(25.8)

(24.9)

Retained earnings

948.0

970.4

Total equity

1,038.8

1,061.7

Non-current liabilities

Financial liabilities - interest-bearing loans and borrowings

304.0

276.2

Lease liability due in more than one year

27.7

29.8

Corporation tax payable

0.1

−

Deferred tax

88.4

94.9

Provisions

3.3

4.7

Contract liabilities

10.1

10.3

Contingent consideration

4.6

−

Financial liability - derivative

−

1.4

Total non-current liabilities

438.2

417.3

Current liabilities

Financial liabilities - interest-bearing loans and borrowings

−

20.0

Trade and other payables

92.4

121.7

Deferred income

56.4

60.2

Provisions

1.7

−

Corporation tax payable

−

6.5

Lease liability due within one year

5.6

8.4

Other ﬁnancial liability

−

12.2

Total current liabilities

156.1

229.0

Total liabilities

594.3

646.3

Total equity and liabilities

1,633.1

1,708.0

The ﬁnancial statements on pages 130 to 178 were approved by the Board of Directors on 3 December 2025 and signed on its behalf by:

Richard Huntingford

Sharjeel Suleman

Chair

Chief Financial Ofﬁcer

134

Future plc

Company balance sheet

as at 30 September 2025

Note

2025

£m

2024

£m

Non-current assets

Investments in Group undertakings

1,372.3

1,366.8

Financial asset - derivative

−

1.4

Deferred tax

0.2

Trade and other receivables*

−

79.3

Total non-current assets

1,372.5

1,447.7

Current assets

Trade and other receivables*

83.5

−

Cash and cash equivalents

0.9

0.2

Total current assets

84.4

0.2

Total assets

1,456.9

1,447.9

Equity and liabilities

Equity

Issued share capital

15.0

16.8

Treasury share reserve*

(10.5)

(10.9)

Capital redemption reserve

3.1

1.3

Retained earnings

829.9

919.6

Total equity

837.5

926.8

Non-current liabilities

Financial liabilities - interest-bearing loans and borrowings

304.0

276.2

Trade and other payables

49.6

202.1

Deferred tax

0.2

Financial liability - derivative

−

1.4

Total non-current liabilities

353.8

479.9

Current liabilities

Financial liabilities - interest-bearing loans and borrowings

−

20.0

Trade and other payables

265.6

9.0

Other ﬁnancial liability

−

12.2

Total current liabilities

265.6

41.2

Total liabilities

619.4

521.1

Total equity and liabilities

1,456.9

1,447.9

* See details of the change in presentation of Employee Beneﬁt Trust (EBT) in note 25.

As permitted by the exemption under Section 408 of the Companies Act 2006 no Company income statement or statement of comprehensive income is presented. The

Company’s loss for the year was £0.6m (2024: £23.8m loss).

The ﬁnancial statements on pages 130 to 178 were approved by the Board of Directors on 3 December 2025 and signed on its behalf by:

Richard Huntingford

Sharjeel Suleman

Chair

Chief Financial Ofﬁcer

Future plc

03757874

Financial Statements

135

Annual Report and Accounts 2025

Consolidated cash ﬂow statement

for the year ended 30 September 2025

2025

£m

2024

£m

Cash ﬂows from operating activities

Cash generated from operations

188.3

230.0

Interest paid on bank facilities

(27.2)

(26.0)

Interest received

0.6

1.2

Interest paid on lease liabilities

(1.5)

(1.7)

Tax paid

(42.9)

(33.7)

Net cash generated from operating activities

117.3

169.8

Cash ﬂows from investing activities

Purchase of property, plant and equipment

(3.3)

(2.8)

Additions to computer software and website development

(12.9)

(11.1)

Purchase of subsidiary undertakings, net of cash acquired

(3.4)

(7.9)

Net cash used in investing activities

(19.6)

(21.8)

Cash ﬂows from ﬁnancing activities

Acquisition of own shares

(102.8)

(63.1)

Drawdown of bank loans

345.0

140.0

Repayment of bank loans

(335.0)

(233.0)

Bank arrangement fees

(6.3)

−

Repayment of principal element of lease liabilities

(6.2)

(6.9)

Dividends paid

(3.7)

(3.9)

Net cash used in ﬁnancing activities

(109.0)

(166.9)

Net decrease in cash and cash equivalents

(11.3)

(18.9)

Cash and cash equivalents at beginning of year

39.7

60.3

Effects of exchange rate changes on cash and cash equivalents

(0.8)

(1.7)

Cash and cash equivalents at end of year

27.6

39.7

136

Future plc

Notes to the consolidated cash ﬂow statement

for the year ended 30 September 2025

A. Cash generated from operations

The reconciliation of proﬁt for the year to cash generated from operations is set out below:

2025

£m

2024

£m

Proﬁt for the year

66.3

76.8

Adjustments for:

Depreciation

6.9

6.5

Impairment charge on tangible and intangible assets

15.2

4.7

Amortisation of intangible assets

64.4

77.1

Share-based payments

5.5

8.3

Net ﬁnance costs

30.0

30.5

Tax charge

25.6

26.4

Cash generated from operations before changes in working capital and provisions

213.9

230.3

Increase/(decrease) in provisions

0.3

(2.8)

(Increase)/decrease in inventories

(0.9)

0.9

Decrease in trade and other receivables

5.7

6.2

Decrease in trade and other payables

(30.7)

(4.6)

Cash generated from operations

188.3

230.0

B. Change in liabilities arising from ﬁnancing activities

Group

30 September

2024

£m

Cash ﬂows

£m

Other non-cash

changes

£m

Exchange

movements

£m

30 September

2025

£m

Financial liabilities

Other ﬁnancial liability

(12.2)

12.2

−

Lease liabilities

(38.2)

6.2

(3.9)

−

(35.9)

Current borrowings

(20.0)

20.0

−

Non-current borrowings

(276.2)

(23.7)

(4.1)

−

(304.0)

Total ﬁnancial liabilities

(346.6)

14.7

(8.0)

−

(339.9)

Group

30 September

2023

£m

Cash ﬂows

£m

Other non-cash

changes

£m

Exchange

movements

£m

30 September

2024

£m

Financial liabilities

Other ﬁnancial liability

−

(12.2)

−

(12.2)

Lease liabilities

(44.8)

6.9

(4.3)

1.3

(40.9)

Current borrowings

−

(20.0)

−

(20.0)

Non-current borrowings*

(387.5)

93.0

16.1

2.2

(276.2)

Total ﬁnancial liabilities

(432.3)

99.9

(20.4)

3.5

(349.3)

*Now shown net of arrangement fees of £7.7m

Annual Report and Accounts 2025

Financial Statements

137

Material accounting

policy information

Compliance statement and basis of preparation

The ﬁnancial statements consolidate those of Future plc and its subsidiaries (the Group). The Consolidated Financial Statements

have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies

Act 2006 and UK adopted IFRS. The principal accounting policies applied in the preparation of the consolidated ﬁnancial

statements published in this 2025 Annual Report are set out on pages

137 to 141. These policies have been applied consistently

to all years presented, unless otherwise stated below. These ﬁnancial statements have been prepared under the historical cost

convention, except for derivative ﬁnancial instruments and contingent and deferred consideration, which are measured at fair

value.

General information

Future plc (the Company) is incorporated

and registered in England and Wales and

is a public company limited by shares. The

address of the Company’s registered ofﬁce

and its registered address is:

Quay House,

The Ambury,

Bath,

BA1 1UA,

United Kingdom.

The Company’s registered number is given

on page 134.

Accounting policies

The Company has applied Financial

Reporting Standard 101 ‘Reduced Disclosure

Framework’ (FRS 101) issued by the Financial

Reporting Council (FRC). In these ﬁnancial

statements, the Company has applied the

exemptions available under FRS 101 in

respect of the following disclosures:

• A Cash Flow Statement and related notes;

• Comparative period reconciliations for

share capital and tangible ﬁxed assets;

• Disclosures in respect of transactions with

wholly owned subsidiaries;

• Disclosures in respect of capital

management;

• The effects of new but not yet effective

IFRS; and

• Disclosures in respect of the compensation

of Key Management Personnel.

The Company produces consolidated

ﬁnancial statements which are prepared

in accordance with International Financial

Reporting Standards (‘IFRS’).

As the

consolidated ﬁnancial statements of the

Company include the equivalent disclosures,

the Company has also taken the exemptions

under FRS 101 available in respect of the

following disclosures:

• IFRS 2 Share-based payment in respect of

group settled share-based payments; and

• The disclosures required by IFRS 7 and

IFRS 13 regarding ﬁnancial instruments

disclosures have not been provided.

As permitted by s408 of the Companies

Act 2006, the Company has elected not to

present its own proﬁt and loss account or

statement of comprehensive income for the

year. The loss attributable to the Company is

disclosed in the footnote to the Company’s

balance sheet.

New or revised accounting standards and

interpretations adopted in the year

The following standards and amendments

became effective in the year:

• IAS 1 Amendments regarding the

classiﬁcation of liabilities, and Amendment

regarding the classiﬁcation of debt with

covenants;

• IAS 7 Amendments regarding presentation

of the Statement of Cash Flows;

• IFRS 7 Amendments regarding supplier

ﬁnancial arrangements; and

• IFRS 16 Amendments to clarify how a seller-

lessee subsequently measures sale and

leaseback transactions;

There has been no material impact from the

adoption of new standards, amendments

to standards or interpretations which are

relevant to the Group.

New accounting standards, amendments

and interpretations that are issued but not

yet applied by the Group

The Directors have considered the impact

on the Group of new and revised accounting

standards, interpretations or amendments

that are effective on or after 1 October 2025

and which the Group has chosen not to adopt

early. The following standards are relevant to

the Group:

• IAS 21 Amendments regarding Lack of

Exchangeability

The Group does not expect amendments to

IAS 21 to have a material impact on results or

net assets.

• IFRS 18 Presentation and Disclosure in

Financial Statements

This new accounting standard is effective

for the year ended 30 September 2028

and will involve a change to the structure

of the primary ﬁnancial statements. This

requires entities to classify income and

expenses into ﬁve categories – operating,

investing, ﬁnancing, income tax and

discontinued operations. In addition, certain

“non-GAAP” measures, as disclosed in the

Glossary – will now form part of the audited

ﬁnancial statements, and require mandatory

deﬁnitions and reconciliation to GAAP

measures.

The Group is presently reviewing the

impact of this standard which is expected to

structurally

change the presentation of the

income statement.

Basis of consolidation

The consolidated ﬁnancial statements

incorporate the ﬁnancial statements of

Future plc (‘the Company’) and its subsidiary

undertakings. Subsidiaries are all entities

controlled by the Group. Control exists

when the Group is either exposed to or

has the rights to variable returns from its

involvement with the entity and has the

ability to affect those returns through its

power over the entity. Subsidiaries are

fully consolidated from the date on which

control is transferred to the Group. They are

deconsolidated from the date that control

ceases. The purchase method of accounting

is used to account for the acquisition of

subsidiaries by the Group.

The cost of an acquisition is measured as

the fair value of the assets given, equity

instruments issued and liabilities incurred

or assumed at the date of exchange, and

includes the fair value of any asset or liability

resulting from a contingent consideration

arrangement. Acquisition-related costs are

expensed as incurred. Identiﬁable assets

acquired and liabilities and contingent

liabilities assumed in a business combination

are measured initially at their fair values

at the acquisition date. The excess of the

cost of acquisition over the fair value of the

Group’s share of the identiﬁable net assets

acquired is recorded as goodwill.

Intercompany transactions, balances and

unrealised gains on transactions between

Group companies are eliminated.

138

Future plc

Unrealised losses are also eliminated but

are considered an impairment indicator of

the asset transferred. Accounting policies

of subsidiaries have been changed where

necessary to ensure consistency with the

policies adopted by the Group.

Going concern

The Group was in a net current liabilities

position as detailed in the balance sheet, but

has signiﬁcant adequate cash ﬂow to meet

its obligations. The ﬁnancial statements have

been prepared on a going concern basis. The

Group has sufﬁcient liquidity over the full

going concern period under both its base

case and stress-tested forecast. Accordingly

the Directors consider that it is appropriate

to adopt the going concern basis in preparing

the ﬁnancial statements. Further detail on

the stress-tested forecast over the viability

period can be found in the Longer Term

Viability Statement on page 52.

Segment reporting

The Group is organised and arranged

primarily by reportable segment. From 1

October 2024, the Executive Directors

consider the performance of the business

from a divisional perspective of B2C,

Go.Compare and B2B.

The revised operating

segments are reported in a manner

consistent with the internal reporting

provided to the Chief Operating Decision

Makers who are considered to be the

Executive Directors of Future plc.

Revenue recognition

Revenue from contracts with customers is

recognised in the income statement in line

with the ﬁve-step model in IFRS 15, to reﬂect

the pattern of transfer of goods and services

to the customer. Revenue is recognised in the

income statement when control passes to

the customer. If the customer simultaneously

receives and consumes the beneﬁts of the

contract, revenue is recognised over time.

Otherwise, revenue is recognised at a point

in time.

Revenue comprises the transaction price of

the contract, being consideration received

or receivable for the sale of goods and

services in the ordinary course of the Group’s

activities. Revenue is shown net of value-

added tax, estimated returns, rebates and

discounts, which includes retail promotion

costs and advertising rebates, and after

eliminating sales within the Group.

For print and digital magazine newstrade

and subscription revenue, and digital

advertising revenues and expenses, revenue

is recognised as the amount paid by the end

consumer, rather than the amount remitted

by the agent. Related commissions paid to

agents are recognised as an expense within

cost of sales.

See note 2 on page 143 for details of the

Group’s revenue recognition policy.

The right of return is considered to be

variable consideration. The probable amount

of expected returns is estimated using the

most-likely amount method and accounted

for as a reduction in revenue.

Foreign currency translation

(a) Functional and presentation currency

Items included in the ﬁnancial statements

of each of the Group’s entities are measured

using the currency of the primary economic

environment in which the entity operates

(‘the functional currency’). The consolidated

ﬁnancial statements are presented in sterling,

which is the Group’s presentation currency.

(b) Transactions and balances

Foreign currency transactions are translated

into the functional currency using the

exchange rate prevailing at the date of the

transaction. Foreign exchange gains and

losses resulting from the settlement of such

transactions and from the translation at

balance sheet exchange rates of monetary

assets and liabilities denominated in foreign

currencies are recognised in the income

statement, with exchange differences

arising on trading transactions being

reported in operating proﬁt and with those

arising on ﬁnancing transactions reported

in net ﬁnance costs unless, as a result of

cash ﬂow hedging, they are reported in other

comprehensive income.

The results and ﬁnancial position of all

the Group entities that have a functional

currency different from the presentation

currency are translated into the presentation

currency as follows:

(i)

Assets and liabilities for each balance

sheet are translated at the closing rate at the

date of that balance sheet.

(ii)

Income and expenses for each income

statement are translated at average

exchange rates.

(iii)

All resulting exchange differences

are recognised as a separate component

of equity and presented separately in the

consolidated statement of changes in equity.

The Group’s ﬁnancial results are principally

exposed to US dollar exchange rates which

are detailed in the table below:


US dollar	2025	2024
Closing Rate	1.3435	1.3384
Average Rate	1.3074	1.2652

Employee beneﬁts

(a) Pension obligations

The Group has a number of deﬁned

contribution plans. For deﬁned contribution

plans the Group pays contributions into a

privately administered pension plan on a

contractual or voluntary basis. The Group

has no further payment obligations once the

contributions have been paid. Contributions

are charged to the income statement as they

are incurred.

(b) Share-based compensation

The Group operates a number of share-based

compensation plans.

The fair value of the employee services

received in exchange for the grant of the

awards is recognised as an expense. The total

amount to be expensed over the appropriate

service period is determined by reference to

the fair value of the awards. The calculation

of fair value includes assumptions regarding

the number of cancellations and excludes

the impact of any non-market vesting

conditions (for example, earnings per share).

Non-market vesting conditions are included

in assumptions about the number of awards

that are expected to vest. At each balance

sheet date, the Group revises its estimates

of the number of awards that are expected to

vest. It recognises the impact of the revision

of original estimates, if any, in the income

statement, with a corresponding adjustment

to equity for equity-settled awards and

liabilities for cash-settled awards.

The grant by the Company of share awards

to the employees of subsidiary undertakings

is treated as a capital contribution. The

fair value of employee services received,

measured by reference to the grant date fair

value, is recognised over the vesting period

as an increase to investment in subsidiary

undertakings, with a corresponding credit to

equity in the Company’s ﬁnancial statements.

Shares in the Company are held in trust to

satisfy the exercise of awards under certain

of the Group’s share-based compensation

plans and exceptional awards. The trust is

consolidated within the Group and Company

ﬁnancial statements. These shares are

presented in the consolidated balance sheet

as a deduction from equity at the market

value on the date of acquisition.

The Group recognises a liability and

an expense for bonuses taking into

Annual Report and Accounts 2025

Financial Statements

139

consideration the proﬁt attributable to

the Company’s shareholders after certain

adjustments. The Group recognises a

provision where contractually obliged or

where there is a past practice that has

created a constructive obligation.

Leases

Property leases are recognised on the

balance sheet as a right-of-use asset and

corresponding lease liability at the date

the leased asset is available for use. Lease

liabilities are measured at the present value

of payments less lease incentives receivable.

Right-of-use assets are measured equal

to the value of the lease liability plus

restoration costs.

Lease payments are discounted using the

interest rate implicit in the lease, or where not

available, the incremental borrowing rate (for

leases existing on transition the incremental

borrowing rate). Short-term and low-value

leases are recognised on a straight-line basis

as an expense in the income statement.

Finance costs are charged to the income

statement over the lease term, at a constant

periodic rate of interest. Right-of-use assets

are depreciated over the lease term on a

straight-line basis. Each lease payment is

allocated between the liability and ﬁnance

cost.

Tax

Tax on the proﬁt or loss for the year

comprises current tax and deferred tax.

Tax is recognised in the income statement

except to the extent that it relates to items

recognised directly in equity in which case it

is recognised in equity.

Current tax is payable based on taxable

proﬁts for the year, using tax rates that have

been enacted or substantively enacted

at the balance sheet date, along with

any adjustment relating to tax payable in

previous years. Management periodically

evaluates items detailed in tax returns

where the tax treatment is subject to

interpretation. Taxable proﬁt differs from

net proﬁt in the income statement in that

income or expense items that are taxable

or deductible in other years are excluded

– as are items that are never taxable or

deductible. Current tax assets relate to

payments on account not offset against

current tax liabilities.

Deferred tax is provided for in full, using the

liability method, on temporary differences

arising between the tax bases of assets

and liabilities and their carrying amounts

in the consolidated ﬁnancial statements.

However, deferred tax is not accounted

for if it arises from initial recognition of an

asset or liability in a transaction other than

a business combination that at the time of

the transaction affects neither accounting

nor taxable proﬁt or loss. Deferred tax is

determined using tax rates (and laws) that

have been enacted or substantively enacted

by the balance sheet date and are expected

to apply when the related deferred tax asset

is realised or the deferred tax liability is

settled in the appropriate territory.

Deferred tax assets are recognised to the

extent that it is probable that future taxable

proﬁts will be available against which the

temporary differences can be utilised.

Deferred tax is provided on temporary

differences arising on investments in

subsidiaries, except where the timing of

the reversal of the temporary difference is

controlled by the Group and it is probable

that the temporary difference will not

reverse in the foreseeable future.

Certain deferred tax assets and liabilities are

offset against each other where they relate

to the same jurisdiction and there is a legally

enforceable right to offset.

Uncertain tax positions are provided for

under IAS 12, with due consideration for

the interpretive guidance in IFRIC 23. Each

uncertain tax treatment is considered either

separately or together with other uncertain

positions in the same jurisdiction, depending

on which approach better predicts the

resolution of the uncertainty.

The effect of the uncertainty is measured

with reference to the expected value, i.e. the

sum of the probability-weighted amounts in

a range of possible outcomes. The expected

value better predicts the resolution of

the uncertainty where there is a range of

possible outcomes.

Deferred tax in business combinations

In business combinations, deferred tax

is calculated at the date of acquisition.

Where the fair value (and therefore the

acquisition accounting value) of assets

acquired is different from its tax base, a

deferred tax asset or liability is recognised

on the temporary difference. The tax base is

dependent on the expected tax deductions

available in the applicable jurisdiction over

the life of the asset.

Dividends

All dividend distributions to the Company’s

shareholders are recognised as a liability

in the ﬁnancial statements in the period in

which they are approved.

Property, plant and equipment

Property, plant and equipment is stated at

cost (or deemed cost) less accumulated

depreciation and impairment losses. Cost

includes the original purchase price of the

asset and amounts attributable to bringing

the asset to its working condition for its

intended use.

Depreciation

Depreciation is calculated using the straight-

line method to allocate the cost of property,

plant and equipment less residual value over

estimated useful lives, as follows:

•

Land and buildings

ﬁfty years or shorter if deemed appropriate.

• Plant and machinery

between one and ﬁve years.

• Equipment, ﬁxtures and ﬁttings

between one and ﬁve years.

• Right-of-use assets

– lease term.

The assets’ residual values and useful lives

are reviewed, and adjusted if appropriate, at

each balance sheet date. An asset’s carrying

amount is written down immediately to its

recoverable amount if the asset’s carrying

amount is greater than its estimated

recoverable amount.

Gains and losses on disposals are determined

by comparing proceeds with carrying

amounts. These are included in the income

statement.

Intangible assets

(a) Goodwill

Goodwill represents the difference between

the cost of the acquisition and the fair value

of net identiﬁable assets acquired. Goodwill

is stated at cost less any accumulated

impairment losses. Goodwill is allocated

to appropriate groups of cash generating

units (those expected to beneﬁt from the

business combination) and it is not subject

to amortisation but is tested annually for

impairment.

(b) Acquired intangible assets

These intangible assets have a ﬁnite useful

life and are stated at cost less accumulated

amortisation. Assets acquired as part of a

business combination are initially stated at

fair value. Amortisation is calculated using

the straight-line method to allocate the cost

of these intangibles over their estimated

useful lives (typically between three and

twenty years).

Expenditure incurred on the launch of new

magazine titles is recognised as an expense

in the income statement as incurred.

development (non-acquired intangible

assets)

Non-integral computer software purchases

are stated at cost less accumulated

140

Future plc

amortisation. Costs incurred in the

development of new websites are capitalised

only where the cost can be directly attributed

to developing the website to operate in the

manner intended by management and only

to the extent of the future economic beneﬁts

expected from its use. These costs are

amortised on a straight-line basis over their

estimated useful lives (typically two years).

Costs associated with maintaining computer

software or websites are recognised as an

expense as incurred.

Impairment tests and cash-generating

units (CGUs)

A CGU is deﬁned as the smallest identiﬁable

group of assets that generates cash inﬂows

that are largely independent of the cash

inﬂows from other assets or groups of assets.

Goodwill is not amortised but tested for

impairment at least once a year or more

frequently when there is an indication that

it may be impaired. Therefore, the evolution

of general economic and ﬁnancial trends

as well as actual economic performance

compared to market expectations represent

external indicators that are analysed by the

Group, together with internal performance

indicators, in order to assess whether an

impairment test should be performed more

than once a year.

IAS 36 Impairment of Assets requires these

tests to be performed at the level of each

CGU or group of CGUs likely to beneﬁt from

acquisition-related synergies, within an

operating segment.

Any impairment of goodwill is recorded

in the income statement as a deduction

from operating proﬁt and is never reversed

subsequently.

Other intangible assets with a ﬁnite life are

amortised and are tested for impairment

only where there is an indication that an

impairment may have occurred.

Recoverable amount

To determine whether an impairment loss

should be recognised, the carrying value

of the assets and liabilities of the CGUs

or groups of CGUs is compared to their

recoverable amount.

Carrying values of CGUs and groups of CGUs

tested include goodwill and assets with ﬁnite

useful lives (property, plant and equipment

and intangible assets).

The recoverable amount of a CGU is the

higher of its fair value, less costs to sell and

its value in use. Fair value less costs to sell is

the best estimate of the amount obtainable

from the sale of an asset in an arm’s length

transaction between knowledgeable, willing

parties, less the costs of disposal. This

estimate is determined, on the balance sheet

date, on the basis of the discounted present

value of expected future cash ﬂows plus a

terminal value and reﬂects general market

sentiment and conditions.

Value in use is the present value of the

future cash ﬂows expected to be derived

from the CGUs or group of CGUs. Cash

ﬂow projections are based on economic

assumptions and forecast trading conditions

drawn up by the Group’s management, as

follows:

• cash ﬂow projections are based on three-

year business plans;

• cash ﬂow projections beyond that time

frame are extrapolated by applying a growth

rate to year 5 and a division-speciﬁc long

term growth rate to perpetuity for

B2C,

Go.Compare and B2B; and

• the cash ﬂows obtained are discounted

using appropriate rates for the business and

the territories concerned.

If goodwill has been allocated to a CGU and

an operation within that CGU is disposed of,

the goodwill associated with that operation

is included in the carrying amount of the

operation in determining the proﬁt or loss

on disposal. The goodwill allocated to

the disposal is measured on the basis of

the relative proﬁtability of the operation

disposed of and the operations retained.

Trade and other receivables

Trade receivables are initially recognised at

their transaction price. Other receivables are

initially recognised at fair value and both are

subsequently measured at amortised cost

using the effective interest method, less a

loss allowance.

The Group applies the IFRS 9 simpliﬁed

approach to measuring expected credit

losses, which uses a lifetime expected

loss allowance for all trade receivables.

Expected loss rates, calculated based on

historical credit losses, are applied to trade

receivables grouped based on days past due.

Excpeted credit loss rates are calculated on

a historic basis, as current understanding of

customer behaviour and macro-economic

trends provide comfort that historic activity

is representative of the current portfolio

behaviours.

Cash and cash equivalents

Cash and cash equivalents include cash in

hand and deposits held on call with banks.

Bank overdrafts are shown within borrowings

in current liabilities on the balance sheet.

Trade and other payables

Trade and other payables are initially

recognised at fair value and subsequently

measured at amortised cost.

Borrowings

Borrowings are recognised initially at fair

value, net of transaction costs incurred.

Borrowings are subsequently stated at

amortised cost with any difference between

the proceeds (net of transaction costs)

and the redemption value recognised in

the income statement over the period of

the borrowings using the effective interest

method.

Borrowings are classiﬁed as current liabilities

where the Group does not have the right

at the end of the reporting period to defer

settlement of the liability for at least 12

months after the reporting period.

Derivative ﬁnancial instruments

The Group uses interest rate swaps to hedge

its exposure to interest rate risk arising from

operational activities. Further details

are

disclosed in note 22.

A derivative with a positive fair value is

recognised as a ﬁnancial asset whereas

a derivative with a negative fair value is

recognised as a ﬁnancial liability. Derivatives

are not offset in the ﬁnancial statements

unless the Group has both a legally

enforceable right and intention to offset. The

impact of any master netting agreements

on the Group’s ﬁnancial position is disclosed

in note 22. The full fair value of a hedging

derivative is classiﬁed as a non-current asset

or liability if the remaining maturity of the

hedged item is more than 12 months and

as a current asset or liability, if the maturity

of the hedged item is less than 12 months.

Settlements on derivatives are presented

within interest paid in the consolidated cash

ﬂow statement.

The Group does not hold or issue derivative

contracts for trading purposes.

The Group

has a policy not to, and does not, undertake

any speculative activity in these instruments.

Hedge accounting

The Group designates certain derivatives as

hedges of a particular risk associated with

the cash ﬂows of recognised assets and

liabilities and highly probable forecasted

transactions (cash ﬂow hedges).

At the inception of the hedge relationship,

the Group formally documents the economic

relationship between the hedging instrument

and the hedged item, along with its risk

management objectives and its strategy

for undertaking the hedge transactions.

Furthermore, at the inception of the hedge

and on an ongoing basis, the Group monitors

Annual Report and Accounts 2025

Financial Statements

141

whether the hedging instrument is effective

in offsetting changes in cash ﬂows of the

hedged item.

Cash ﬂow hedges

The Group accounts for certain derivatives

as cash ﬂow hedges. The effective

portion of the change in fair value of the

hedging instrument is recorded in other

comprehensive income and accumulated

in the cash ﬂow hedging reserve, while the

ineffective portion is recognised immediately

in the consolidated income statement. Gains

and losses on cash ﬂow hedges accumulated

in other comprehensive income/(loss) are

reclassiﬁed to the consolidated income

statement in the same year the hedged item

affects the consolidated income statement.

The Group discontinues hedge accounting

only when the hedging relationship (or a

part thereof) ceases to meet the qualifying

criteria. This includes instances when

the hedging instrument expires or is sold,

terminated or exercised. The discontinuation

is accounted for prospectively. Any gain or

loss recognised in other comprehensive

income and accumulated in cash ﬂow hedge

reserve at that time remains in equity and

is reclassiﬁed to proﬁt or loss when the

forecast transaction occurs. When a forecast

transaction is no longer expected to occur,

the gain or loss accumulated in the cash ﬂow

hedge reserve is reclassiﬁed immediately to

proﬁt or loss.

Provisions

Provisions are recognised when the Group

has a present legal or constructive obligation

as a result of past events, and it is more likely

than not that an outﬂow of resources will be

required to settle the obligation.

Provisions are measured at the Directors’

best estimate of the expenditure required

to settle the obligation at the balance sheet

date, and are discounted to present value

where the effect is material.

Investments

The Company’s investments in subsidiary

undertakings are stated at the fair value

of consideration payable, including related

acquisition costs, less any provisions for

impairment.

Exceptional items

The Group considers items of income and

expense as exceptional and excludes them

from the adjusted results where the nature of

the item, or its size, is signiﬁcant and/or is not

related to the core trading of the Group. This is

to assist the user of the ﬁnancial statements to

understand the results of the core underlying

operations of the Group. Details of exceptional

items are shown in note 5.

Critical accounting assumptions,

judgements and estimates

The preparation of the ﬁnancial statements

under IFRS requires the use of certain

critical accounting assumptions and requires

management to exercise its judgement and

to make estimates in the process of applying

the Group’s accounting policies.

Critical judgements in applying the Group’s

accounting policies

The areas where the Board has made

critical judgements in applying the Group’s

accounting policies (apart from those

involving estimations which are dealt with

separately below) are:

(a) Exceptional items

Judgement is applied in determining

exceptional items credited or incurred

in the year. The Group deﬁnes an item

as exceptional where its nature, size or

materiality is not related to the core trading

of the Group so as to assist the user of the

ﬁnancial statements to understand the

results of the core underlying operations of

the Group.

Exceptional items in the year include

impairment of goodwill and acquired

intangible assets, onerous property costs

and restructuring costs.

See note 5 for

further details.

Key sources of estimation uncertainty

Management conﬁrms that there are no key

sources of estimation uncertainty that may

have a signiﬁcant risk of causing a material

adjustment to the carrying amounts of assets

and liabilities within the next ﬁnancial year.

The Directors have assessed that there is

currently no material impact arising from

climate change on the judgements and

estimates determining the valuations within

the ﬁnancial statements.

142

Future plc

Notes to the ﬁnancial statements

1. SEGMENTAL REPORTING

The Group is organised and arranged primarily by reportable segment. From 1 October 2024, the Executive Directors consider the

performance of the business from a divisional perspective of B2C, Go.Compare and B2B. Historically, the performance of the business

was considered on a geographic basis. The comparative ﬁgures have been restated to reﬂect the new divisional segments. The Group

also uses a sub-segment split of Media (websites and events) and Magazines for further analysis. The Group considers that the assets

within each division are exposed to the same risks.

(i) Segment revenue


						Restated
	Sub-segment		2025	Sub-segment		2024
Segment	Media	Magazines	Total	Media	Magazines	Total
	£m	£m	£m	£m	£m	£m
B2C	246.2	247.2	493.4	267.4	255.7	523.1
Go.Compare	191.8	−	191.8	202.7	−	202.7
B2B	50.3	3.7	54.0	58.4	4.0	62.4
Total	488.3	250.9	739.2	528.5	259.7	788.2

Transactions between segments are carried out at arm’s length.

No end-customer, or other single customer or group of customers under common control contributed 10% or more to the Group’s

revenue in either the current or prior year.

(ii) Segment adjusted EBITDA

Adjusted EBITDA is used by Executive Directors to assess the performance of each segment.


		Restated
	2025	2024
Segment	£m	£m
B2C	128.5	138.4
Go.Compare	80.4	84.0
B2B	14.5	16.7
Total	223.4	239.1

(iii) Segment adjusted operating proﬁt

Adjusted operating proﬁt is used by the Executive Directors to assess the performance of each segment. Operating proﬁt for the Media

and Magazines sub-segments is not reported internally, as overheads are not fully allocated on this basis. The table below shows the

adjusted operating proﬁt for the segments:


		Restated
	2025	2024
Segment	£m	£m
B2C	113.3	123.8
Go.Compare	77.6	81.6
B2B	14.5	16.8
Total	205.4	222.2

(iv) Geographical non-current assets


	2025	2024
	£m	£m
UK	947.8	961.9
US	535.8	587.4
Total	1,483.6	1,549.3

The Australian business is considered to be part of the UK operations and is not reported separately due to its size.

Annual Report and Accounts 2025

Financial Statements

143

2. REVENUE

The Group applies IFRS 15 Revenue from contracts with customers. See note 1 for disaggregation of revenue by sub-segment.

Timing of satisfaction of performance obligations

Revenue is recognised in the income statement when control passes to the customer. If the customer simultaneously receives and

consumes the beneﬁts of the contract, revenue is recognised over time. Otherwise, revenue is recognised at a point in time.

The table below provides detail for each revenue stream:


Revenue	Nature, timing and satisfaction of
stream	performance obligations	Revenue recognition
Online	The Group operates a number of websites with advertising space on their	Revenue is recognised at the point the advert is presented to the
advertising	webpages which are sold via ﬁrst party and programmatic/third party routes.	consumer or over the period during which the advertisements are served.
revenue	Customers can purchase by time and number of impressions.
	For impressions, the performance obligation is the presentation of the advert	The Group has assessed that for ﬁrst party online advertising they are
	to the customer. For time-based adverts, the performance obligation is the	acting as the principal under IFRS 15 as the Group is responsible for the
	provision of an advert over a period of time to be seen by the customer.	fulﬁllment of the advert on behalf of the customer.
eCommerce	The Group earns commission when purchases are made directly from third	Revenues related to these commissions are recognised at the time of the
revenue	parties by consumers clicking through to these products through links on the	related product sale, less an estimate to reﬂect the likelihood of product
	Group’s websites. The facilitation of each product sale reﬂects a separate	returns to the retailer based on historic return rates.
	performance obligation.
Print and	Subscriptions of magazines are sold online, with subscribers sent a digital or	For digital magazines cash collected in advance is deferred, with revenue
digital	print version of the magazine every month (or multiple versions in a ‘double	recognised uniformly over the term of the subscription.
magazine	issue month’).	For print magazines cash collected in advance is deferred, with revenue
subscriptions	Cash is received in advance (e.g. annually, quarterly or monthly via various	recognised at a point in time when the relevant publication being subscribed
	payment methods).	to goes on sale.
	For print subscriptions each magazine delivered represents a distinct	The Group has assessed that, as they are responsible for the fulﬁllment of
	performance obligation, whereas for digital magazines providing access to the	the magazines in both print and digital form, they act as a principal under
	digital content represents a distinct performance obligation.	IFRS 15 for the magazine subscription revenue stream.
Magazine	Single issues of magazines are sold in stores and online.	Revenue is recognised at a point in time on the date that the related
newsstand	The provision of each issue is a separate performance obligation, which is	publication goes on sale based on the estimate of sales net of returns.
circulation	satisﬁed when the issue goes on sale.	The Group has assessed its obligations under the principal vs agent
and advertising		requirements of IFRS 15. The Group has assessed it has the obligation to
revenue		fulﬁl the customer contracts for advertising within the print magazines and
		therefore this revenue stream is treated as that of a principal. Magazine
		newstand circulation is split into two components. For magazines printed
		and distributed by the Group, the Group has assessed that it acts as a
		principal in fulﬁlling these sales. For third party magazines distributed via the
		Groups distribution network, the Group acts as an agent.
Event income	The Group holds a number of events throughout the year, held physically and	Cash collected in advance is deferred, with revenue recognised at a point in
	virtually. Revenue arises from the following:	time when the event takes place.
	- Stand/table space; sponsorship; ticket sales; and marketing packages.
	- Cash is collected in advance of the event. Each event is a separate performance
	obligation, being ₱atisﬁed when the event has taken place.
Licensing	Licence fees are charged for the use of the Group’s brands and content.	Revenue is recognised on the supply of the licensed content, based on
revenue	Performance obligations are satisﬁed over time (for example magazine content	usage.
	provided each month) and at a point in time (historic content is provided up-front).
Publisher	The Martketforce brand is a distributor for magazines.	Revenue is recognised at a point in time on the date that the related
services	Performance obligations are satisﬁed at a point in time, when the issues go	publication goes on sale based on the estimate of sales net of returns.
revenue	on sale.
Price	Revenue from price comparison services represents amounts receivable for	Upon the completion of a sale, revenue is measured at the fair value of the
comparison	insurance, utilities and other product introductions, including click through fees.	consideration received or receivable, net of an estimate of cancellations.
	Performance obligations are satisﬁed at a point in time, being the point at
	which a policy is sold, a consumer signs up to a new tariff, or in limited cases
	when a customer clicks through to a partner website.
Rewards	Revenue is generated through commission arrangements, primarily based on	Upon usage of a voucher and approval by the merchant, revenue is
	a ﬁxed percentage of spend. Performance obligations are satisﬁed at a point in	measured net of an estimate for cancellations.
	time, when an online voucher transaction is approved by the merchant.

144

Future plc

The table below disaggregates revenue according to the timing of satisfaction of performance obligations:


			2025			2024
			£m			£m
	Over	Point in	Total	Over	Point in	Total
	time	time	revenue	time	time	revenue
Total revenue	8.1	731.1	739.2	15.1	773.1	788.2

The table below disaggregates revenue according to segment with a breakdown of revenue by type within each segment.


		Restated
	2025	2024
	£m	£m
B2C
Digital advertising	141.4	154.8
eCommerce afﬁliates	76.7	83.9
Other Media	28.1	28.7
Media	246.2	267.4
Subscriptions	122.2	129.0
Other Magazines	125.0	126.7
Magazines	247.2	255.7
Total B2C	493.4	523.1
Go.Compare
Car insurance	117.6	130.1
Non-car insurance	74.2	72.6
Total Go.Compare	191.8	202.7
B2B
Digital advertising (Newsletters)	32.0	36.3
Afﬁliates & Other Media, Magazines	22.0	26.1
Total B2B	54.0	62.4
Total Revenue	739.2	788.2

Geographical revenue


	2025	2024
	£m	£m
UK	470.5	504.0
US	268.7	284.2
Total	739.2	788.2

The Australian business is considered to be part of the UK operations and is not reported separately due to its size.

During the year ended 30 September 2025, £60.2m of deferred income recorded at 30 September 2024 (2024: £58.5m) was

recognised in revenue.

Annual Report and Accounts 2025

Financial Statements

145

3. NET OPERATING EXPENSES

Operating proﬁt is stated after charging:


		2025	2024
	Note	£m	£m
Cost of sales		(410.2)	(433.8)
Distribution expenses		(36.2)	(37.8)
Share-based payments (including social security costs)	24	(5.5)	(8.9)
Exceptional items	5	(17.5)	(7.0)
Depreciation	11	(6.9)	(6.5)
Amortisation	12	(64.4)	(77.1)
Other administration expenses ¹		(80.7)	(83.4)
RDEC income		4.1	−
Operating expenses		(617.3)	(654.5)

1 Other administration expenses includes the expected credit loss credit of £0.5m (FY 2024: charge of £6.5m).

Other administration expenses include transaction and integration related costs of £7.2m (2024: £5.9m). Details of these costs are

provided in the Glossary section on page 175.

The Group has recognised a credit under the Research and Development Expenditure Credit (RDEC) scheme for qualifying R&D

expenditure in the year presented in other income of £4.1m.

Foreign exchange gain recognised through the income statement of £0.4m (2024: loss of £0.5m) was recognised through other

administration expenses.

4. FEES PAID TO AUDITORS


	2025	2024
	£m	£m
Audit fees in respect of the audit of the ﬁnancial statements of the	0.9	0.9
Company and the consolidated ﬁnancial statements
Audit and other assurance services¹	0.2	0.1
Total charge	1.1	1.0

1 Audit and other assurance services relate to the interim review, bond issuance and covenant compliance.

5. EXCEPTIONAL ITEMS


	2025	2024
	£m	£m
Impairment	15.2	4.5
Onerous properties	(0.4)	1.7
Restructuring	2.7	0.8
Total charge	17.5	7.0

The Group performed a strategic optimisation review and identiﬁed Mozo Pty Ltd, an Australian price comparison subsidiary acquired in

2021, having been impacted by macroeconomic challenges, and being sub-scale in its market, was no longer contributing to the overall

strategy of the Group. An impairment charge related to goodwill and acquired intangible assets of £15.2m is recognised in exceptional

costs. Mozo formed part of the B2C cash generating unit.

Exceptional items also include a £0.4m credit relating to properties which became onerous and were treated as exceptional in prior

years and a £2.7m charge relating to redundancy costs in line with our ongoing group wide programme to create an efﬁcient and

sustainable operating model.

For the tax and cash ﬂow impact of exceptional items see pages 175 and 176 in the Glossary section.

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6. EMPLOYEE COSTS


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
Wages and salaries	177.6	0.9	179.2	0.9
Social security costs	19.1	−	16.8	−
Other pension costs	5.7	−	5.4	−
Share schemes:
Value of employees’ services¹	5.5	−	8.3	−
Employer's social security costs on share options	−	−	0.9	−
Total employee costs	207.9	0.9	210.6	0.9

1 In the current year, £5.5m relates to equity-settled share-based payments (2024: £8.3m).


	Group	Group
	2025	2024
Key management personnel compensation	£m	£m
Salaries and other short-term employee beneﬁts	1.7	0.9
Post employment beneﬁts	0.1	0.1
Share schemes:
- Value of employees’ services	0.8	(0.4)
- Employer's social security costs on share options	−	−
Total employee costs	2.6	0.6

Key management personnel are deemed to be the members of the Board of Future plc. It is this Board which has responsibility for

planning, directing and controlling the activities of the Group.

Jon Steinberg, Kevin Li-Ying and Sharjeel Suleman (2024: Jon Steinberg, Penny Ladkin-Brand and Sharjeel Suleman) were paid by Future

Publishing Limited, a subsidiary company, for their services. In 2025 the Company recognised salaries recharged by Future Publishing

Limited in respect of Kevin Li Ying, £0.2m (2024: £nil), Jon Steinberg, £0.4m (2024: £0.7m), and Sharjeel Suleman, £0.3m (2024: £nil). In

FY 2024, an additional £0.2m was recharged in respect of Penny Ladkin-Brand.

Further details on the Directors’ remuneration and interests are given in the Directors’ remuneration report on pages 96 to 111. The

highest paid Director during the year was Sharjeel Suleman

(2024: Jon Steinberg) and details of his remuneration are shown on page

103.


	Group	Company	Group	Company
	2025	2025	2024	2024
Average monthly number of people (including Directors)	£m	£m	£m	£m
Production	2,455	−	2,429	−
Administration	592	9	543	9
Total	3,047	9	2,972	9

At 30 September 2025, the actual number of people employed by the Group was 2,991 (2024: 2,998). In respect of our reportable

segments 2,525 (2024: 2,557) were in B2C, 200 in Go.Compare (2024: 161) and 266 in B2B (2024: 280).

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Financial Statements

147

FINANCE INCOME AND COSTS


	2025	2024
	£m	£m
Interest payable on interest-bearing loans and borrowings	(24.7)	(25.9)
Amortisation of bank loan arrangement fees	(4.1)	(3.9)
Interest payable on lease liabilities	(1.6)	(1.8)
Unwind of discount on contingent consideration	(0.3)	(0.2)
Total ﬁnance costs	(30.7)	(31.8)
Interest receivable from cash held on deposit	0.6	1.2
Interest receivable on lease receivables	0.1	0.1
Total ﬁnance income	0.7	1.3
Net ﬁnance costs	(30.0)	(30.5)

For further information in respect of the Group’s debt facilities and changes during the year see note 18.

8. TAX ON PROFIT

The tax charged in the consolidated income statement is analysed below:


	2025	2024
	£m	£m
Corporation tax
Current tax on the proﬁt for the year	34.4	45.8
Adjustments in respect of previous years	(1.9)	(7.9)
Current tax charge	32.5	37.9
Deferred tax origination and reversal of temporary differences
Current year gain	(8.5)	(20.9)
Adjustments in respect of previous years	1.6	9.4
Deferred tax credit	(6.9)	(11.5)
Total tax charge	25.6	26.4

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The tax assessed in each year differs from the standard rate of corporation tax in the UK for the relevant year. The differences are

explained below:


	2025	2024
	£m	£m
Proﬁt before tax	91.9	103.2
Proﬁt before tax at the standard UK tax rate of 25%	23.1	25.8
Expenses not deductible for tax purposes	0.9	0.1
Provision for uncertain tax positions	(0.5)	(3.9)
Other permanent differences	(1.1)	−
Non-deductible amortisation	3.1	1.7
Share-based payments	0.4	0.1
Effect of different rates of subsidiaries operating in other jurisdictions	0.2	1.1
Adjustments in respect of previous years	(0.5)	1.5
Total tax charge	25.6	26.4

A reconciliation between the statutory and adjusted tax charge is provided in the Glossary section on page 175.

The Directors have assessed the Group’s uncertain tax positions and have recorded a provision of £0.9m (2024: £1.4m). The provision

for uncertain tax positions has been recognised under IAS 12, taking into account the guidance published in IFRIC 23. Further

information is given in the accounting policies section on page 139. The adjusted tax charge takes into account amortisation of acquired

intangible assets.

The IASB amends the scope of IAS 12 to clarify that the Standard applies to income taxes arising from tax law enacted or substantively

enacted to implement the Pillar Two model rules published by the OECD, including tax law that implements qualiﬁed domestic minimum

top-up taxes described in those rules.

The amendments introduce a temporary exception to the accounting requirements for deferred taxes in IAS 12, so that an entity would

neither recognise nor disclose information about deferred tax assets and liabilities related to Pillar Two income taxes.

The Group has considered the expected impact of the global minimum tax rules on the FY 2025 tax position using FY 2023 and FY 2024

ﬁnancial information and concludes that the income inclusion rule is expected to apply. The application of the transitional safe harbour is

anticipated in all operational jurisdictions.

9. DIVIDENDS


	2025	2024
Equity dividends	£m	£m
Number of shares in issue at end of period (million)	100.0	112.1
Dividends paid in year (pence per share)	3.4	3.4
Dividends paid in year (£m)	3.7	3.9

Final dividends are recognised in the period in which they are approved.

On 3 December 2025 the Board proposed a dividend of 17.0p per share, totalling an estimated £16.2m, in respect of the year ended 30

September 2025, which subject to shareholder consent at the AGM, will be paid on 11 February 2026 to shareholders on the register at

close of business on 15 January 2026.

A dividend of 3.4p per share totalling £3.7m in respect of the year ended 30 September 2024 was paid on 11 February 2025.

Annual Report and Accounts 2025

Financial Statements

149

10. EARNINGS PER SHARE


Earnings per ordinary share	2025	2024
Proﬁt attributable to owners of the parent (£m)	66.3	76.8
Weighted average number of shares in issue during the year	105,792,764	114,355,263
Dilution (number of shares)	953,085	696,450
Diluted weighted average number of shares in issue during the year	106,745,849	115,051,713
Basic earnings per share (p)	62.7	67.2
Diluted earnings per share (p)	62.1	66.8

Basic earnings per share are calculated using the weighted average number of ordinary shares in issue during the year. Diluted earnings

per share have been calculated by taking into account the dilutive effect of shares that would be issued on conversion into ordinary

shares of awards held under employee share schemes.

A reconciliation between earnings per share and adjusted earnings per share is shown in the Glossary on page 178.

11. PROPERTY, PLANT AND EQUIPMENT


			Equipment,
	Land and	Plant and	ﬁxtures and	Right-of-use
	buildings	machinery	ﬁttings	lease assets	Total
	£m	£m	£m	£m	£m
Cost
At 30 September 2023	6.4	14.1	2.7	65.2	88.4
Additions	0.8	1.9	0.1	2.9	5.7
Disposals	−	−	−	(0.6)	(0.6)
Exchange adjustments	(0.2)	(0.2)	(0.1)	(2.0)	(2.5)
At 30 September 2024	7.0	15.8	2.7	65.5	91.0
Additions	1.1	2.2	−	0.3	3.6
Exchange adjustments	−	−	−	(0.1)	(0.1)
At 30 September 2025	8.1	18.0	2.7	65.7	94.5
Accumulated depreciation
At 30 September 2023	(4.8)	(11.5)	(2.3)	(35.4)	(54.0)
Charge for the year	(0.2)	(2.3)	(0.1)	(3.9)	(6.5)
Disposals	−	−	−	0.5	0.5
Impairment	−	−	−	(0.2)	(0.2)
Exchange adjustments	0.1	0.2	−	1.7	2.0
At 30 September 2024	(4.9)	(13.6)	(2.4)	(37.3)	(58.2)
Charge for the year	(0.7)	(1.6)	(0.3)	(4.3)	(6.9)
Exchange adjustments	−	−	−	0.1	0.1
At 30 September 2025	(5.6)	(15.2)	(2.7)	(41.5)	(65.0)
Net book value at 30 September 2025	2.5	2.8	−	24.2	29.5
Net book value at 30 September 2024	2.1	2.2	0.3	28.2	32.8
Net book value at 30 September 2023	1.6	2.6	0.4	29.8	34.4

Right-of-use assets relate to property leases. Depreciation is included within administration expenses in the consolidated income statement.

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12. INTANGIBLE ASSETS


							Other
		Publishing		Customer		Advertiser	acquired	Non-acquired
	Goodwill	rights	Brands	relationships	Subscribers	relationships	intangibles	intangibles	Total
	£m	£m	£m	£m	£m	£m	£m	£m	£m
Cost
At 30 September 2023	1,320.3	90.6	497.2	63.5	81.6	21.1	44.0	67.2	2,185.5
Other additions	−	−	−	−	−	−	−	11.1	11.1
Exchange adjustments	(45.7)	(0.2)	(13.0)	(1.5)	(4.2)	(1.6)	(1.2)	(1.1)	(68.5)
At 30 September 2024	1,274.6	90.4	484.2	62.0	77.4	19.5	42.8	77.2	2,128.1
Additions through business combinations	2.8	−	−	−	−	−	6.5	−	9.3
Other additions	−	−	−	−	−	−	−	12.9	12.9
Disposals	−	(0.1)	−	−	−	−	−	−	(0.1)
Exchange adjustments	(1.8)	−	(0.7)	(0.3)	(0.3)	(0.1)	(0.2)	(0.3)	(3.7)
At 30 September 2025	1,275.6	90.3	483.5	61.7	77.1	19.4	49.1	89.8	2,146.5
Accumulated amortisation and impairment
At 30 September 2023	(266.7)	(36.1)	(88.8)	(30.6)	(25.6)	(4.5)	(36.2)	(57.6)	(546.1)
Charge for the year	−	(5.9)	(32.3)	(13.4)	(9.3)	(1.6)	(4.2)	(10.4)	(77.1)
Impairment	−	(0.5)	(4.0)	−	−	−	−	−	(4.5)
Exchange adjustments	3.8	0.3	3.9	1.0	1.8	0.3	1.0	1.2	13.3
At 30 September 2024	(262.9)	(42.2)	(121.2)	(43.0)	(33.1)	(5.8)	(39.4)	(66.8)	(614.4)
Charge for the year	−	(5.8)	(26.2)	(4.8)	(9.3)	(1.5)	(5.7)	(11.1)	(64.4)
Impairment	(12.4)	−	(1.6)	−	−	−	(1.2)	−	(15.2)
Disposals	−	0.1	−	−	−	−	−	−	0.1
Exchange adjustments	0.1	−	0.4	−	0.2	−	0.2	0.2	1.1
At 30 September 2025	(275.2)	(47.9)	(148.6)	(47.8)	(42.2)	(7.3)	(46.1)	(77.7)	(692.8)
Net book value at 30 September 2025	1,000.4	42.4	334.9	13.9	34.9	12.1	3.0	12.1	1,453.7
Net book value at 30 September 2024	1,011.7	48.2	363.0	19.0	44.3	13.7	3.4	10.4	1,513.7
Net book value at 30 September 2023	1,053.6	54.5	408.4	32.9	56.0	16.6	7.8	9.6	1,639.4
Useful economic lives		5-15	3-20	8-10	7-11	9-15	3-10	2
		years	years	years	years	years	years	years

Acquired intangibles are amortised over their estimated economic lives, typically ranging between three and twenty years. See accounting

policy on page 139 for further details. The other acquired intangibles category in the table above includes assets relating to customer lists,

content and websites.

Included within the summary of acquired intangible assets above are the following individually material assets:

- GoCo brand acquired in February 2021, with a net book value (‘NBV’) at 30 September 2025 of £203.3m, a useful economic life (‘UEL’)

of 20 years and remaining amortisation period of 15.5 years (2024: £216.2m, UEL of 20 years and remaining amortisation period of 16.5

years);

- Publishing rights relating to TV Weekly magazines, acquired as part of the TI Media acquisition in April 2020 with a NBV at 30 September

2025 of £17.6m with a UEL of 15 years and remaining amortisation period of 9.5 years (2024: £19.4m with a UEL of 15 years and remaining

amortisation period of 10.5 years);

- Dennis Brand acquired in October 2021, with a NBV at 30 September 2025 of £21.9m, UEL of 20 years and remaining amortisation period

of 16 years (2024: £23.3m, UEL of 20 years and remaining amortisation period of 17 years);

- Dennis subscriber relationships acquired in October 2021, with a NBV at 30 September 2025 of £19.5m, a UEL of 11 years and remaining

amortisation period of 7 years (2024: £22.3m, UEL of 11 years and remaining amortisation period of 8 years);

Annual Report and Accounts 2025

Financial Statements

151

- The Week US brand acquired in October 2021, with a NBV at 30 September 2025 of £28.3m, a UEL of 20 years and remaining

amortisation period of 16 years (2024: £30.2m, UEL of 20 years and remaining amortisation period of 17 years);

- The Week US subscriber relationships acquired in October 2021, with a NBV at 30 September 2025 of £8.4m, a UEL of 7 years and

remaining amortisation period of 3 years (2024: £11.1m, a UEL of 7 years and remaining amortisation period of 4 years);

- Kiplinger brand acquired in October 2021, with a NBV at 30 September 2025 of £18.7m, a UEL of 20 years and remaining amortisation

period of 16 years (2024: £19.8m, UEL of 20 years and remaining amortisation period of 17 years);

- Kiplinger subscriber relationships acquired in October 2021, with a NBV at 30 September 2025 of £5.5m, a UEL of 7 years and remaining

amortisation period of 3 years (2024: £7.3m, a UEL of 7 years and remaining amortisation period of 4 years);

- Who What Wear brand acquired in June 2022, with a NBV at 30 September 2025 of £24.1m, a UEL of 15 years and remaining amortisation

period of 11.75 years (2024: £26.2m, a UEL of 15 years and remaining amortisation period of 12.75 years); and

- Who What Wear advertising relationships acquired in June 2022, with a NBV at 30 September 2025 of £8.3m, a UEL of 13 years and

remaining amortisation of 9.75 years (2024: £9.2m, a UEL of 13 years and remaining amortisation of 10.75 years).

Additions through business combinations totalling £9.3m in the current year related to the acquisition of RNWL Ltd (£8.7m), an insurance

digital wallet that allows users to consolidate their insurance policies in one place, and Kwizly, (£0.6m) an audience engagement tool

provider. Refer to note 31 for further details on acquisitions.

Any residual amount arising as a result of the purchase consideration being in excess of the value of acquired assets is recorded as

goodwill. Goodwill is not amortised under IFRS, but is subject to impairment testing at least annually or more frequently on the occurrence

of some triggering event. Goodwill is recorded and tested for impairment on a territory by territory basis. Non-acquired intangibles relate to

capitalised software costs and website development costs which are internally generated.

The Group performed its impairment testing as of 31 July 2025 and concluded no reasonably possible change in assumptions would result

in an impairment.

Subsequently to 31 July 2025, the Group performed a strategic optimisation review and identiﬁed Mozo Pty Ltd, an Australian price

comparison subsidiary acquired in 2021, having been impacted by macroeconomic challenges, and being sub-scale in its market, was not

contributing to the overall strategy of the Group.

As a result, the Group determined that there was evidence of possible impairment and

an additional impairment test was performed. An impairment charge of £15.2m, comprised of £12.4m goodwill and £2.8m intangibles, was

recognised. Mozo formed part of the B2C CGU.

Further assessment was made to identify any additional indicators of impairment during the remaining two months of the year to 30 September

2025, with no further indicators identiﬁed. Amortisation is included within net operating expenses in the consolidated income statement.

The Group conducted an impairment review of its intangible assets, aside from Mozo as mentioned above, no further impairment is

required at 30 September 2025.

Impairment assessments for goodwill

A goodwill impairment review for the group CGUs was conducted on 31 July 2025. The assumptions used in this review were based on

information available as of that date.

The net book value of goodwill at 30 September 2025 consists of £570.3m (31 July 2024: £612.2m) relating to B2C, £65.7m (31 July 2024:

£69.6m) relating to the B2B and £364.4m (31 July 2024: £361.2m) relating to GoCo. The basis for calculating recoverable amounts is

described in the accounting policies on page 139.

Trends in the economic and ﬁnancial environment, competition and regulatory authorities’ decisions, or changes in competitor behaviour

in response to the economic environment may affect the estimate of recoverable amounts, as will unforeseen changes in the political,

economic or legal systems of some countries.

From 1 October 2024, the Executive Directors consider the performance of the business from a divisional perspective of B2C, Go.Compare

and B2B. Subsquently, as detailed in the accounting policies on page 140, the divisional sectors, B2C, Go.Compare and B2B, are considered

to be the smallest group of cash generating units (‘CGU’) which independently generate cashﬂows and at which goodwill is monitored.

Impairment testing has therefore been performed at this level as goodwill cannot be monitored at a lower level than that allowed by

operating segments.

Adjusted EBITDA has been used in the value in use calculation as it best reﬂects the cash proﬁts generated by the CGUs. Adjustment has

been made for other items, such as lease expenses, which are not included within EBITDA following the adoption of IFRS 16 in prior years. A

reconciliation between adjusted EBITDA and adjusted operating proﬁt has been included in the Glossary on page 175.

152

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Other assumptions that inﬂuence estimated recoverable amounts are set out below:


2025	B2C	Go.Compare	B2B
	Value in use	Value in use	Value in use
Basis of recoverable amount Source used	Three-year plans	Three-year plans	Three-year plans
	Discounted cash ﬂow	Discounted cash ﬂow	Discounted cash ﬂow
Growth rate to perpetuity	1.0%	2.0%	2.0%
Adjusted EBITDA margins	22.0% to 22.9%	37.0% to 39.6%	25.3% to 28.3%
Post-tax discount rate	10.0%	10.7%	10.4%
Pre-tax discount rate	13.5%	13.3%	13.9%


2024	B2C	Go.Compare	B2B
	Value in use	Value in use	Value in use
Basis of recoverable amount Source used	Three-year plans	Three-year plans	Three-year plans
	Discounted cash ﬂow	Discounted cash ﬂow	Discounted cash ﬂow
Growth rate to perpetuity	1.9%	1.7%	2.0%
Adjusted EBITDA margins	25.6% to 26.4%	38.8% to 40.4%	32.6% to 38.4%
Post-tax discount rate	10.1%	9.7%	10.0%
Pre-tax discount rate	14.0%	12.9%	13.9%

Management has determined the values assigned to each of the above key assumptions as follows:


Assumption	Approach used to determining values
Growth rate to perpetuity	This is the growth rate used to extrapolate cash ﬂows beyond the period of the three-year plan to ﬁve years. The rates are consistent
	with forecast GDP growth for the relevant jurisdictions and are supported by the Group's long term average annual growth rate.
Adjusted EBITDA	Adjusted EBITDA margin is based on budgeted and forecast margins from the Group’s three-year plan (based on past performance
margins assumed	and management’s expectations for the future), adjusted to include intra-group management and licence charges.
Post-tax discount rate	Reﬂects risks relevant to each CGU and the country in which they operate.
Pre-tax discount rate	The post-tax discount rate adjusted for the impact of tax.

13. INVESTMENTS IN GROUP UNDERTAKINGS


	2025	2024
Company	£m	£m
Shares in Group undertakings
At 1 October	1,366.8	1,311.1
Additions	5.5	55.7
At 30 September	1,372.3	1,366.8

Prior additions of £47.4m were attributable to capitalisation of amounts owed to the Company by other Group companies.

In 2025, additions of £5.5m (2024: £8.3m) were wholly attributable to the fair value of share-based compensation awards granted to

employees of subsidiary undertakings of Future Holdings 2002 Limited.

The Directors believe that the carrying values of the investments are supported by their underlying assets. An impairment assessment has

been undertaken, with no impairment of investments required.

Annual Report and Accounts 2025

Financial Statements

153

14. DEFERRED TAX

The following are the major deferred tax assets and liabilities recognised by the Group, and the movements thereon, during the current and

prior years.


	Intangible	Share-based	Temporary	Depreciation vs
	assets	payments	differences	tax allowances	Tax losses	Total
	£m	£m	£m	£m	£m	£m
At 30 September 2023	(128.3)	1.7	14.2	4.7	0.5	(107.2)
Acquisitions	(0.2)	−	−	(0.1)	−	(0.3)
Credited/(charged) to income statement	9.3	1.4	1.5	(0.2)	(0.5)	11.5
Credited to equity	−	0.1	1.5	−	−	1.6
Exchange adjustment	2.5	−	(1.5)	(0.1)	−	0.9
At 30 September 2024	(116.7)	3.2	15.7	4.3	−	(93.5)
Acquisitions	(1.6)	−	(0.2)	0.1	−	(1.7)
Credited/(charged) to income statement	13.8	(0.2)	(5.3)	(1.4)	−	6.9
Credited/(charged) to equity	−	(0.5)	0.6	−	−	0.1
Exchange adjustment	0.3	(0.1)	−	−	−	0.2
At 30 September 2025	(104.2)	2.4	10.8	3.0	−	(88.0)

The Australian jurisdiction had a deferred tax asset position of £0.4m, being £0.2m of intangible assets and £0.2m of temporary

differences. The UK and US jurisdictions had a combined deferred tax liability position of £88.4m.

Of the temporary differences,

£10.1m relates to US interest (2024: £11.6m). Certain deferred tax assets and liabilities will reverse within 12

months of the year end. The following sets out the expected reversal proﬁle:


	Intangible	Share-based	Temporary	Depreciation vs
	assets	payments	differences	tax allowances	Total
	£m	£m	£m	£m	£m
Within one year	(8.9)	0.8	0.5	0.5	(7.1)
More than one year	(95.3)	1.6	10.3	2.5	(80.9)
At 30 September 2025	(104.2)	2.4	10.8	3.0	(88.0)

As at 30 September 2025 the Group has unrecognised capital losses totalling £13.8m (2024: £13.8m) and unrecognised unutilised non-

trade loan relationship deﬁcits totalling £1.2m (2024: £1.2m). These all arise in the UK. The Group has unrecognised trade losses arising on

acquisition of £0.4m.

Deferred tax assets have been recognised in respect of tax losses and other temporary differences where it is probable that these assets

will be recovered.

The Company has no unprovided deferred tax assets or liabilities at 30 September 2025 (2024: £nil).

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15. TRADE AND OTHER RECEIVABLES


				Restated
	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
Non-current assets:
Amounts owed by Group undertakings	−	−	−	79.3
Current assets:
Trade receivables	65.8	−	74.6	−
Allowance for impairment of trade receivables	(5.5)	−	(8.6)	−
Trade receivables net	60.3	−	66.0	−
Amounts owed by Group undertakings	−	83.5	−	−
Other receivables	4.5	−	5.6	−
Prepayments	19.0	−	19.7	−
Contract assets	21.3	−	24.0	−
Total	105.1	83.5	115.3	79.3

The Directors consider that the carrying amount of trade and other receivables approximates their fair value. Trade receivables are

presented net of magazine returns provision of £44.1m (2024: £42.5m).

The Company recognises amounts owed by Group undertakings. These amounts are unsecured, have no ﬁxed date of repayment and

are repayable on demand.

The Group applies the simpliﬁed approach to recognise lifetime credit losses for trade receivables. Expected credit losses are only

provided for on trade receivables, and are not calculated on contract assets. Due to the short term nature, contract assets are deemed

low risk.

The movement in the Group allowance for impairment of trade receivables during the year is as follows:


	Group	Group
	2025	2024
Provision	£m	£m
At 1 October	8.6	4.5
Impairment losses recognised on trade receivables:
Provided for in the year	1.5	6.5
Utilisation and release of provision	(4.6)	(1.7)
Foreign exchange movement	−	(0.7)
At 30 September	5.5	8.6

The Group measures expected credit losses by performing impairment analysis at each reporting date. Expected credit losses are

recognised unless the Group is satisﬁed that no recovery of the amount owing is possible, at which point the amounts considered

irrecoverable are written off against the trade receivable directly. The primary indicator that the debt is irrecoverable is the customers

liquidation but there are also instances where legal proceedings and/or debt recovery have not succeeded. Receivables written off

during the year include amounts provided for in full on prior acquisitions.

The Group applies the IFRS 9 simpliﬁed approach to measuring expected credit losses which uses a lifetime expected loss allowance for

all trade receivables. To measure the expected credit losses trade receivables are grouped by trading subsidiaries. The expected losses

are based on historical credit losses, as current understanding of customer behaviour and macro-economic trends provide comfort

that historic activity is representative of the current portfolio behaviours, for the 24 months in the period to 30 September 2025.

Additionally, in 2025 we have released a provision of £2.0m previously held for a speciﬁc US magazine distributor, which had suspended

payments pending their reﬁnancing at the end of FY 2024. These debtor balances were subsequently recovered in FY 2025 and so the

provision was released. There was also a £0.7m decrease (2024: £2.0m increase) in the provision, relating to aged receivables in the

B2C and B2B segments. The expected credit loss provision therefore reﬂects the net exposure to credit losses after accounting for the

expected beneﬁts from the insurance coverage.

Annual Report and Accounts 2025

Financial Statements

155

The expected loss rate and the related allowance for impairment of trade receivables is split by ageing category as follows:


2025	Current	0-30 days	31-60 days	61-90 days	90+ days	Total
Gross carrying amount of trade receivables (£m)	55.0	0.8	1.9	1.5	4.6	63.8
Allowance for impairment of trade receivables (£m)	0.7	0.1	0.4	0.7	3.6	5.5
Expected loss rate	1.3%	12.5%	21.1%	46.7%	78.3%


2024	Current	0-30 days	31-60 days	61-90 days	90+ days	Total
Gross carrying amount of trade receivables (£m)	58.4	6.0	2.5	2.8	4.9	74.6
Allowance for impairment of trade receivables (£m)	2.5	0.7	0.6	1.6	3.2	8.6
Expected loss rate	4.3%	11.7%	24.0%	57.1%	65.3%

Credit risk

Credit checks are required for both new and existing accounts where trading exceeds a risk based de minimis threshold. Default credit

terms range between 30 and 60 days depending on the geography and revenue stream but can be extended for commercial reasons.

Credit risk management will take the ﬁnal decision on customer credit and extension credit terms after considering the following factors;

trading history to date, credit status of the customer, deal proﬁtability and any other relevant commercial factors. The Group holds trade

credit insurance policies covering a signiﬁcant portion of its trade receivables portfolio. These policies are considered integral to the terms

of the receivables for IFRS 9 purposes.

The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above. The Group

does not hold any collateral as security for trade receivables. All the Company’s receivables are with Group undertakings. Amounts due

from Group undertakings are stated at amortised cost including a provision for expected credit losses. For the purpose of impairment

assessment, amounts due from group undertakings are considered low credit risk and therefore, the Company measures the provision

at an amount equal to 12-month expected credit losses. Impairment provision is not material to the ﬁnancial statements. The Company

is covered by the Group’s liquidity arrangements hence the probability of default is insigniﬁcant. Interest on £79.4m (2024: £75.3m) of

the amounts owed by Group undertakings has been charged at the Secured Overnight Financing Rate (‘SOFR’) plus 2%. The balance of

amounts owed by Group undertakings is interest-free without any terms for repayment and so are repayable on demand.

16. CASH AND CASH EQUIVALENTS

Cash and cash equivalents include the following for the purposes of the cash ﬂow statements:


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
Cash at bank	27.6	0.9	39.7	0.2

The decrease in cash is principally due to the share buyback programme which was £95.8m (see note 23 for further detail) and the purchase of

£7.0m of shares into the Employee Beneﬁt Trust in the year (see note 25 for further detail).

The Group has a number of authorised counterparties with whom cash balances are held in the countries in which the Group operates. Credit risk

is minimised by considering the credit standing of all potential counterparties before selecting them by the use of external credit ratings. Over

99.9% of the Group’s cash and cash equivalent balance was held with counterparties with a minimum S&P credit rating of A-. The Group monitors

the exposure, credit rating and outlook of all ﬁnancial counterparties on a regular basis.

The Group holds no cash equivalents at 30 September 2025 (2024: nil).

156

Future plc

17. TRADE AND OTHER PAYABLES


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
Current liabilities
Trade payables	27.7	−	20.6	−
Amounts owed to Group undertakings	−	259.0	−	−
Other taxation and social security	7.5	0.1	4.4	−
Global sales tax	0.8	−	11.3	−
Other payables	5.6	0.2	14.8	0.2
Accruals	50.8	6.3	70.6	8.8
Total current liabilities	92.4	265.6	121.7	9.0
Non-current liabilities
Amounts owed to Group undertakings	−	49.6	−	202.1
Total	92.4	315.2	121.7	211.1

Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs. The Group has ﬁnancial risk

management policies in place to ensure all payables are paid within the agreed credit terms. Included within other payables in 2024 was a

one-off VAT liability of £11.5m (2025: £nil) which has been settled during the year.

The Directors consider that the carrying amount of trade payables approximates to their fair value.

The Company recognises amounts owed to Group undertakings. These amounts are unsecured, have no ﬁxed date of repayment and are

repayable on demand.

18. FINANCIAL LIABILITIES – INTEREST-BEARING LOANS AND BORROWINGS


		Interest rate at	Interest rate at	Group	Company	Group	Company
	Variable rate	30 September	30 September	2025	2025	2024	2024
Non-current liabilities	benchmark	2025	2024	£m	£m	£m	£m
Export development guarantee term facility*	SONIA	−	6.39%	−	−	276.2	276.2
Senior unsecured bond	N/A	6.75%	−	296.6	296.6	−	−
Revolving credit facility	SONIA	5.97%	−	7.4	7.4	−	−
Total				304.0	304.0	276.2	276.2


	Interest rate at	Interest rate at	Group	Company	Group	Company
	30 September	30 September	2025	2025	2024	2024
Current liabilities	2025	2024	£m	£m	£m	£m
Export development guarantee term facility*	−	6.39%	−	−	20.0	20.0

*Rate is after accounting for the impact of interest rate swaps

Annual Report and Accounts 2025

Financial Statements

157

The interest-bearing liabilities are repayable as follows:


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
Within one year	−	−	20.0	20.0
Between one and two years	−	−	130.0	130.0
Between two and ﬁve years	304.0	304.0	146.2	146.2
Total	304.0	304.0	296.2	296.2

In both the Group and Company tables interest bearing loans are shown net of unamortised issue costs which amounted to £6.0m (2024: £3.9m).

The Group reﬁnanced its entire capital structure during the year.

The previous RCF of £350.0m, maturing July 2026, was reﬁnanced with a

£300m RCF, maturing May 2029,

with two, 1-year extension options subject to lender consent.

The Group’s £300.0m Export Development

Guarantee Facility, maturing November 2027, was reﬁnanced with a £300.0m 5-year non-call 2 (“5NC2”) senior unsecured bond. The instrument

carries a ﬁxed coupon of 6.75% per annum, payable semi-annually in arrears, and matures in July 2030. The bond is callable at the issuer’s option

after the second anniversary of issuance according to the following schedule:

Year 3: Redeemable at par plus 50 % of the annual coupon,

Year 4: Redeemable at par plus 25 % of the annual coupon, and

Year 5: Redeemable at par.

This stepped call structure provides ﬂexibility for the Group to optimise its capital structure.

The new facilities signiﬁcantly extend the maturity

of the Group’s debt.

At 30 September 2025, 48.3% (£290.0m of £600.0m) of the Group’s facilities remained undrawn (30 September 2024: 53.8% (£350.0m of

£650.0m) undrawn).

All material companies in the Group are guarantors to the facilities and the availability of the facilities is subject to certain covenants. The RCF has

a variable interest margin payable that is linked to a ratchet mechanism, subject to a minimum margin, as the Group’s leverage covenant changes.

This margin ranges between between 1.75% and 3.00%.

The key covenants for all facilities are set out in the glossary section on page 177.

The Group remains comfortably within all covenant

requirements.

The Group had drawn down £nil on its interest-bearing overdraft at 30 September 2025 (30 September 2024: £nil).

19. OTHER FINANCIAL LIABILITY


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
Other ﬁnancial liability	−	−	12.2	12.2

The other ﬁnancial liability relates to an obligation at 30 September 2024 for the Group to purchase its own shares under the terms of its

buyback agreement. The share buyback concluded on 21 October 2024. On 1 August 2025 a new share buyback programme commenced.

The share buyback agreement includes no obligation to purchase own shares under the terms of the buyback agreement. Therefore, no

ﬁnancial liability is recognised for purchase of

future shares in the terms of the buyback agreement.

20. PROVISIONS


	Property	Restructuring	Other	Total
	£m	£m	£m	£m
At 30 September 2023	6.7	−	0.5	7.2
Charged/(released) in the year	1.2	−	0.4	1.6
Utilised in the year	(3.4)	−	(0.7)	(4.1)
At 30 September 2024	4.5	−	0.2	4.7
Charged/(released) in the year	(0.4)	2.7	(0.1)	2.2
Utilised in the year	(0.9)	(1.0)	−	(1.9)
At 30 September 2025	3.2	1.7	0.1	5.0

158

Future plc

The provision for property relates to dilapidations and obligations under short leasehold agreements on vacant property. The majority of the

vacant property provision is expected to be utilised over the next three years.

In the year ended 30 September 2025, the Group has undertaken a signiﬁcant rationalisation programme which has resulted in the

redundancy of a number of employees in the Group. Restructuring costs currently provided are expected to be fully utilised over the next 12

months.

Provisions for the Company were £nil (2024: £nil).


	Property	Restructuring	Other	Total
	£m	£m	£m	£m
Current	−	1.7	−	1.7
Non-current	3.2	−	0.1	3.3
Total at 30 September 2025	3.2	1.7	0.1	5.0

All provisions in FY 2024 were non-current in nature.

21. LEASE LIABILITIES


	Group	Group
	2025	2024
	£m	£m
Current lease liabilities	5.6	8.4
Non-current lease liabilities	27.7	29.8
Total lease liabilities	33.3	38.2

The Group leases various ofﬁces, the right-of-use assets relating to leases are shown within note 11. The current year interest expense on

lease liabilities

(see note 7) was £1.6m (2024: £1.8m). Total cash outﬂow for leases for the year ended 30 September 2025 was £7.7m (2024:

£8.6m). See note 22 for an analysis of the timings of contractual undiscounted cash ﬂows (including interest) for lease liabilities.

22. FINANCIAL INSTRUMENTS

Financial instruments by category

During the year, the Group reﬁnanced it’s EDG facility with a 5NC2 senior unsecured bond at a ﬁxed rate of 6.75%.

The following table presents the Group’s ﬁnancial assets and liabilities that are measured at fair value at 30 September 2025:


					2025
		Amortised	Fair value through	Total carrying	Total fair
		cost	proﬁt and loss	value	value
Group	Note	£m	£m	£m	£m
Finance lease receivable		3.6	-	3.6	3.6
Trade receivables net	15	60.3	-	60.3	60.3
Other receivables & contract assets	15	25.8	-	25.8	25.8
Cash and cash equivalents	16	27.6	-	27.6	27.6
Total ﬁnancial assets		117.3	-	117.3	117.3
Trade payables	17	(27.7)	-	(27.7)	(27.7)
Other liabilities & accruals	17	(56.4)	-	(56.4)	(56.4)
Contingent consideration	31	-	(4.6)	(4.6)	(4.6)
Current and non-current borrowings	18	(304.0)	-	(304.0)	(304.0)
Lease liabilities	21	(33.3)	-	(33.3)	(33.3)
Total ﬁnancial liabilities		(421.4)	(4.6)	(426.0)	(426.0)

Annual Report and Accounts 2025

Financial Statements

159


					2024
		Amortised	Fair value through	Total carrying	Total fair
		cost	proﬁt and loss	value	value
Group	Note	£m	£m	£m	£m
Financial asset - derivative		−	1.4	1.4	1.4
Finance lease receivable		2.0	−	2.0	2.0
Trade receivables net	15	66.0	−	66.0	66.0
Other receivables	15	5.6	−	5.6	5.6
Cash and cash equivalents	16	39.7	−	39.7	39.7
Total ﬁnancial assets		113.3	1.4	114.7	114.7
Trade payables	17	(20.6)	−	(20.6)	(20.6)
Other liabilities & accruals		(101.1)	−	(101.1)	(101.1)
Financial liabilities - derivative	18	−	(1.4)	(1.4)	(1.4)
Other ﬁnancial liability	19	(12.2)	−	(12.2)	(12.2)
Non-current borrowings		(296.2)	−	(296.2)	(296.2)
Lease liabilities	21	(38.2)	−	(38.2)	(38.2)
Total ﬁnancial liabilities		(468.3)	(1.4)	(469.7)	(469.7)

The Group uses ﬁnancial instruments where appropriate to raise funding for its operations and to manage the ﬁnancial risks arising from

those operations. The agreements governing the principal instruments entered into were approved by the Board.

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern, provide returns and

beneﬁts for shareholders.

The principal ﬁnancing and treasury exposures faced by the Group arise from foreign currencies, working capital management, the

ﬁnancing of capital expenditure and acquisitions, the management of interest rates on the Group’s debt, the investment of surplus cash

and the management of the Group’s debt facilities. The Group manages all of these exposures with an objective of remaining within

covenant ratios agreed with the Group’s banks, and the Group has been in compliance with its covenants during the year. These ratios are

disclosed in the Glossary on page 177.

Fair values

The carrying value of ﬁnancial instruments measured at amortised cost approximates their fair value.


		2025		2024
	Level 2	Level 3	Level 2	Level 3
Financial asset	Fair value	Fair value	Fair value	Fair value
	£m	£m	£m	£m
Asset
Financial asset - derivatives	−	−	1.4	−
Liabilities
Financial liability - derivatives	−	−	(1.4)	−
Contingent consideration	−	(4.6)	−	−

IFRS 13 Fair Value Measurement requires that the classiﬁcation of ﬁnancial instruments at fair value be determined by reference to the

source of inputs used to derive the fair value. The classiﬁcation uses the following three-level hierarchy:

Level 1:

Quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2:

Other techniques for which all inputs, which have a signiﬁcant effect on the recorded fair value, are observable, either directly or

indirectly; and

Level 3:

Techniques which use inputs, which have a signiﬁcant effect on the recorded fair value, that are not based on observable market data.

The valuation technique used to measure the fair value of the derivatives is discounted cash ﬂows.

There have been no transfers between levels during the year to 30 September 2025 (30 September 2024: none).

160

Future plc

Contingent consideration

At 30 September 2025 there was contingent consideration payable of £4.6m relating to the acquistion of RNWL Ltd (see note 31).

Currency and interest rate proﬁle

The currency and interest rate proﬁle of the Group’s ﬁnancial assets and liabilities is shown below:


				Financial assets					Financial liabilities
									Net ﬁnancial
	Floating		Non-interest		Floating		Non-interest		(liabilities)/
	rate	Fixed rate	bearing	Total	rate	Fixed rate	bearing	Total	assets
	£m	£m	£m	£m	£m	£m	£m	£m	£m
At 30 September 2025
Currency:
Sterling	15.5	−	28.8	44.3	(7.4)	(296.6)	(92.9)	(396.9)	(352.6)
US Dollar	9.3	−	51.3	60.6	−	−	(25.7)	(25.7)	34.9
Euro	1.4	−	3.1	4.5	−	−	(1.3)	(1.3)	3.2
AUS Dollar	1.1	−	2.5	3.6	−	−	(1.2)	(1.2)	2.4
Other	0.3	−	4.0	4.3	−	−	(0.9)	(0.9)	3.4
Total	27.6	−	89.7	117.3	(7.4)	(296.6)	(122.0)	(426.0)	(308.7)
At 30 September 2024
Currency:
Sterling	31.1	1.4	45.3	77.8	(296.2)	(1.4)	(146.8)	(444.4)	(366.6)
US Dollar	6.4	−	46.1	52.5	−	−	(3.7)	(3.7)	48.8
Euro	0.9	−	1.7	2.6	−	−	(4.7)	(4.7)	(2.1)
AUS Dollar	1.0	−	0.9	1.9	−	−	(0.1)	(0.1)	1.8
Other	0.3	−	3.6	3.9	−	−	(1.1)	(1.1)	2.8
Total	39.7	1.4	97.6	138.7	(296.2)	(1.4)	(156.4)	(454.0)	(315.3)

Interest rate risk

Details of the interest rates on borrowings as at 30 September 2025 are set out in note 18.

At 30 September 2025 the Group had £27.6m (2024: £39.7m) of interest-bearing assets. Borrowings issued at variable rates expose the

Group to cash ﬂow interest rate risk. The Group evaluates its risk appetite towards interest rate risks regularly and during 2025 ﬁxed it’s

long-term borrowings via the issuance of a 6.75% 5NC2 senior unsecured bond due 2030.

At inception of the Guaranteed Note facility,

interest rate swap agreements used to hedge the Group’s previous variable rate EDG facility were closed out.

The Group still remains

exposued to changes in cash ﬂows due to changes in interest rates on its RCF, however drawings on this facility are expected to be variable

in nature and therefore not hedged via derivative instruments.

The Group’s exposure to interest rates on ﬁnancial assets and ﬁnancial liabilities is detailed in the liquidity risk section of this note.

Annual Report and Accounts 2025

Financial Statements

161

For the year ended 30 September 2025, if interest rates on net debt excluding lease liability had been on average 1.0% higher/lower,

throughout the year, with all other variables held constant, the post-tax proﬁt would have decreased/increased by £0.3m (2024: £0.1m).

There would be no impact on equity excluding retained earnings.

Impact of hedging on equity:


	Cash ﬂow	Cash ﬂow
	hedge reserve	hedge reserve
	2025	2024
	£m	£m
As at 1 October	-	4.4
Change in fair value recognised in other comprehensive income
- Interest rate swaps	1.9	(4.3)
Reclassiﬁed to proﬁt or loss as hedged item effects proﬁt or loss	(1.9)	(1.6)
Deferred tax impact	-	1.5
As at 30 September	-	-

Foreign exchange risk

The Group is exposed to (1) transaction foreign exchange risk arising from exchange rate ﬂuctuations on non-functional currency trading

transactions, assets and liabilities which can impact the Groups cashﬂow, and (2) to translation foreign exchange risk on converting the

results, assets and liabilities of foreign operations into Sterling which can have a signiﬁcant effect on the Group’s reported proﬁts and

balance sheet. The main exposure is to movements in the US Dollar against Sterling.

The Group’s policy for managing exchange rate risk is summarised as follows:

Transaction exposure – the Group manages this by ensuring that transactions are denominated in the local functional currency of the

operating units wherever possible. Where this is not possible the use of forward contracts to hedge exposure is considered if the exposure

is considered material and sufﬁciently reliable,

however the Group seeks to ensure that its balance sheet positions are naturally hedged

wherever possible. The use of forward exchange contracts (or any other derivative ﬁnancial instrument) is subject to authorisation by the

Board.

Where possible, any any forward exchange contracts are disignated as cash ﬂow hedges.

Translation exposure - The Group acknowledges and accepts this risk, it does not enter into forward foreign exchange or other derivative

contracts to hedge foreign currency

translation of its overseas subsidaries.

It is estimated that, with all other variables held equal (in particular other exchange rates), a general change of 20 percent in the value of the

US Dollar against Sterling would have had the following impact on the Group’s current year proﬁt after tax and on retained earnings:


	2025 currency risks expressed in
	USD/GBP
	£m
Reasonable shift	20%
Impact on proﬁt after tax if USD strengthens against GBP	(3.6)
Impact on proﬁt after tax if USD weakens against GBP	3.6
Impact on shareholders' funds if USD strengthens against GBP	(138.6)
Impact on shareholders' funds if USD weakens against GBP	138.6


	2024 currency risks expressed in
	USD/GBP
	£m
Reasonable shift	20%
Impact on proﬁt after tax if USD strengthens against GBP	(4.2)
Impact on proﬁt after tax if USD weakens against GBP	4.2
Impact on shareholders' funds if USD strengthens against GBP	78.8
Impact on shareholders' funds if USD weakens against GBP	(78.8)

The proﬁt after tax impact reﬂects the foreign exchange differences that could arise following the retranslation of balances denominated

in currencies other than the functional currency of the entity to which they relate. The retained earnings impact reﬂects the currency

translation differences that would arise directly within other comprehensive income upon retranslation of the Group’s US subsidiaries on

consolidation. The method of estimation involves assessing the translation impact of the US dollar.

162

Future plc

Liquidity risk

The Group funds the business largely from cash ﬂows generated from operations and long-term debt. Details of the Group’s borrowings are

disclosed in note 18.

The Group monitors and manages the cash for the Group and has maintained committed banking facilities as noted above to mitigate any

liquidity risk it may face. If necessary, inter-company loans within the Group meet short-term cash needs. The following table shows the

Group’s remaining contractual maturity for ﬁnancial liabilities and derivative ﬁnancial instruments. The table has been drawn up based

on the undiscounted cash ﬂows of ﬁnancial liabilities based on the earliest date on which the Group is obliged to pay, including estimated

interest payments but excluding amortisation of bank arrangement fees:


	Less than	Between one	Between two	Between ﬁve	Over ten
	one year	and two years	and ﬁve years	and ten years	years	Total
2025	£m	£m	£m	£m	£m	£m
Trade payables	(27.7)	-	-	-	-	(27.7)
Lease liabilities	(6.4)	(6.0)	(11.8)	(12.6)	(0.6)	(37.4)
Contngent consideration	-	(0.2)	(4.3)	(2.4)	-	(6.9)
Other liabilities	(56.4)	-	-	-	-	(56.4)
Borrowings	(20.9)	(20.9)	(361.6)	-	-	(403.4)
Total ﬁnancial liabilities	(111.4)	(27.1)	(377.7)	(15.0)	(0.6)	(531.8)


	Less than	Between one	Between two	Between ﬁve	Over ten
	one year	and two years	and ﬁve years	and ten years	years	Total
2024	£m	£m	£m	£m	£m	£m
Trade payables	(20.6)	−	−	−	−	(20.6)
Lease liabilities	(8.4)	(6.3)	(14.3)	(13.4)	(3.0)	(45.4)
Other ﬁnancial liabilities	(12.2)	−	−	−	−	(12.2)
Other liabilities	(101.1)	−	−	−	−	(101.1)
Financial liabilites - derivative	−	(1.4)	−	−	−	(1.4)
Borrowings	(39.1)	(67.0)	(247.3)	−	−	(353.4)
Total ﬁnancial liabilities	(181.4)	(74.7)	(261.6)	(13.4)	(3.0)	(534.1)

23. ISSUED SHARE CAPITAL


		2025		2024
Group and Company	No. of shares	£m	No. of shares	£m
Allotted, authorised, issued and fully paid ordinary shares of 15p each
At 1 October	112,088,026	16.8	119,077,135	17.8
Share buyback	(12,045,863)	(1.8)	(6,992,733)	(1.0)
Share incentive plan matching shares	−	−	3,624	−
At 30 September	100,042,163	15.0	112,088,026	16.8

During the year ended 30 September 2025, 12.0m shares were bought back for consideration of £95.6m (2024: 7.0m shares for

consideration of £63.1m).

Annual Report and Accounts 2025

Financial Statements

163

24. SHARE-BASED PAYMENTS

The income statement charge for the year for share-based payments (and related social security costs) was £5.5m (2024: £9.2m). This

charge has been included within net operating expenses.

These charges arise when employees are granted awards under the Group’s share option schemes, the Value Creation Plan (VCP),

Performance Share Plan (PSP), Deferred Annual Bonus Scheme (DABS), Share Incentive Plan (SIP) or Employee Stock Purchase Plan

(ESPP) and when employees are granted awards by the trustees of The Future plc Employee Beneﬁt Trust (EBT). The charge equates to

the fair value of the award and has been calculated using the Monte Carlo and Black-Scholes models, using the most appropriate model for

each scheme. Assumptions have been made in these models for expected volatility, risk-free rates and dividend yields.

A reconciliation of movements in the number of options awarded under the PSP and DABS is shown below:


	2025	2024
	Number of options/	Number of options/
	awards	awards
Outstanding at 1 October	2,920,937	1,392,757
Granted	1,004,057	2,164,670
Share awards exercised	(580,269)	(256,138)
Cancelled	(669,305)	(380,352)
Outstanding at 30 September	2,675,420	2,920,937
Exercisable at 30 September	158,120	536,076

The weighted average share price at the date of exercise of share options and other share incentive awards during the year was £8.963

(2024: £8.313). A reconciliation of movements in the number of options awarded under the VCP is shown below:


		2024
	2025	Number of options/
	Number of options/awards	awards
Outstanding at 1 October	1,076,316	1,772,308
Cancelled	(1,076,316)	(695,992)
Outstanding at 30 September	−	1,076,316

The third VCP tranche lapsed on 30 September 2025, there are no units outstanding (2024: 1,960,000). Further details regarding the rules

of the scheme can be found on page 165.

164

Future plc

For options outstanding under the PSP and DABS at 30 September the weighted average exercise prices and remaining contractual lives

are as follows:


			Weighted average remaining
	Number of options/awards		contractual life in years
	2025	2024	2025	2024
PSP
November 2018	−	51,537	−	−
May 2019	−	14,149	−	−
November 2019	15,000	100,709	−	−
February 2020	7,500	7,500	−	−
July 2020	7,500	10,000	−	−
February 2021	15,347	17,639	−	−
March 2021	1,250	1,250	−	−
May 2021	4,000	9,500	−	−
July 2022	−	1,805	−	1
September 2022	45,884	321,987	−	1
October 2022	7,000	13,000	−	−
December 2022	15,000	15,000	−	−
February 2023	9,000	30,000	−	1
April 2023	12,647	12,647	−	1
May 2023	−	79,545	1	2
October 2023	14,500	114,006	1	2
December 2023 (2 year)	573,605	699,426	−	1
December 2023 (3 year)	810,871	1,233,477	1	2
March 2024	66,106	66,106	1	2
May 2024	7,280	7,280	2	3
June 2024	1,910	1,910	1	2
July 2024	2,506	2,506	2	3
September 2024	36,465	36,465	2	3
December 2024 (1 year)	31,829	−	1	−
December 2024 (2 year)	17,678	−	2	−
December 2024 (3 year)	830,053	−	3	−
May 2025 (1 year)	3,748	−	1	−
May 2025 (2 year)	7,978	−	2	−
May 2025 (3 year)	78,703	−	3	−
DABS
November 2015	2,663	2,663	−	−
February 2022	−	19,993	−	−
December 2022	15,329	50,837	−	1
December 2024	34,068	−	2	−
Total outstanding at 30 September	2,675,420	2,920,937

The weighted average exercise price for share options outstanding (as well as those granted, exercised or cancelled during the year) at 30

September 2025 is £nil (2024: £nil).

Annual Report and Accounts 2025

Financial Statements

165

The fair value per share for grants made under the PSP during the year and the assumptions used in the calculation are as follows:


							2025
Grant date	12 Dec 2024	12 Dec 2024	12 Dec 2024	21 May 2025	21 May 2025	21 May 2025	21 May 2025
Share price at grant	£9.90	£9.90	£9.90	£6.67	£6.67	£6.67	£6.67
date
Exercise price	−	−	−	−	−	−	−
Vesting period (years)	1	2	3	1	1.5	2.5	3
Expected volatility²			57.24%		57.24%	57.24%	57.24%
Option life (years)	1	2	3	1	2	3	3
Expected life (years)	1	2	3	1	2	3	3
Risk-free rate	−	−	4.02%	−	4.02%	4.02%	4.02%
Dividend yield	−	−	0.38%	−	0.38%	0.38%	0.38%
Fair value²	£9.90	£9.90	£9.23	£6.67	£6.67	£6.67	£6.67
Fair value - TSR	−	−	£6.55	−	£6.55	£6.55	£6.55
element²
Fair value - Non market-	£9.90	£9.90	£9.90	£6.67	£6.67	£6.67	£6.67
based element


													2024
Grant date	11 Oct 2023	31 Oct 2023 21 Dec 2023 21 Dec 2023			1 Mar 2024 18 Mar 2024 18 Mar 2024 17 May 2024				5 Jun 2024	11 Jul 2024 19 Sep 2024 19 Sep 2024 19 Sep 2024
Share price at	£9.24	£8.85	£7.59	£7.59	£6.34	£5.99	£5.99	£10.24	£11.41	£11.03	£10.45	£10.45	£10.45
grant date
Exercise price	−	−	−	−	−	−	−	−	−	−	−	−	−
Vesting period	3	2	2	3	3	2	3	3	2.5	3	1	2	3
(years)
Expected				31.84%	31.84%	31.84%	31.84%	31.84%	31.84%	31.84%
volatility²
Option life	3	2	2	3	3	2	3	3	2.5	3	1	2	3
(years)
Expected life	3	2	2	3	3	2	3	3	2.5	3	1	2	3
(years)
Risk-free rate	−	−	−	−	−	−	−	−	−	−	−	−	−
Dividend yield	−	−	−	−	−	−	−	−	−	−	−	−	−
Fair value²	£9.24	£8.85	£7.59	£6.04	£5.42	£5.24	£5.24	£7.37	£7.45	£7.45	£10.45	£10.45	£10.45
Fair value - TSR	−	−	−	£4.49	£4.49	£4.49	£4.49	£4.49	£4.49	£4.49	−	−	−
element²
Fair value - Non
market-based	£9.24	£8.85	£7.59	£7.59	£6.34	£5.99	£5.99	£10.24	£11.41	£11.03	£10.45	£10.45	£10.45
element

Notes:

The expected volatility is based on Future’s historical volatility, averaged over a period equal to the expected life, where possible.

2. The Group has used the Black-Scholes model to value instruments with non-market-based performance criteria such as earnings per share. For instruments with market-based performance

criteria, notably TSR and share price performance, the Group has used a Monte Carlo model to determine the fair value.

3. 50% of PSP grants which have market-based performance criteria have been valued using a Monte Carlo model.

4. 50% of PSP grants which have non-market based performance criteria have been valued using a Black-Scholes model.

There were no new grants made for the VCP scheme during the FY 2025 year. For FY 2024 the fair value per share for grants made under

the VCP during the year was nil.

alue Creation Plan (VCP)

The VCP was launched in FY 2021. The VCP comprised three equal tranches, based on performance measured over three periods, from 1

October 2020 to: 30 September 2023; 30 September 2024; and 30 September 2025.

The plan was designed to align the interests of Future employees and shareholders, by incentivising the delivery of exceptional shareholder

returns over the long-term. To the extent that performance exceeded the hurdle on a measurement date, participants would have shared

3.33% of the shareholder value created above the hurdle, subject to an overall cap of £95m per tranche. Total units awarded were 980,000 per

tranche, of which a small pool was reserved for future hires and promotions. Units vested based on value created in terms of £ TSR, being the

growth in Future’s market capitalisation plus net equity cash ﬂows to shareholders (i.e. dividends plus share buybacks, less share issues), over

and above a hurdle rate of return of 10% per annum.

166

Future plc

Future’s starting market capitalisation was based on the spot closing price of a share on 30 September 2020 of £19.42. Value created at each

measurement date was calculated with reference to the average closing return index over the three months ending on that date. To the extent

that performance did not exceed the hurdle on a measurement date, the relevant tranche lapsed in full, immediately. There was no retesting

allowed. All three tranches of the VCP scheme have lapsed in full at 30 September 2025.

Grants were made under the VCP in April 2021, June 2021, January 2022, February 2022, May 2022, July 2022, October 2022, December 2022

and February 2023.

There will be no further grants under the VCP scheme.

Performance Share Plan (PSP)

The PSP is a share-based incentive scheme open to the Executive Directors and certain other key employees and ‘rising stars’, usually based

on a percentage of the participant’s salary. Awards under this scheme are subject to stretching performance criteria measured against a

combination of Adjusted Diluted Earnings Per Share (“EPS”), and Total Shareholder Return (”TSR”) (in prior years, share price) performance,

depending on the date of grant. Unless the Remuneration Committee decides otherwise at the date of grant, awards will vest three years after

the date of grant subject to the participant’s continued employment within the Group and achievement of the following performance criteria.

Performance criteria in respect of awards granted during the year ended 30 September 2020:

Performance metrics are weighted 50% on the Group’s adjusted EPS and 50% on the Company’s TSR. The threshold entry point of 25%

vesting for the EPS element requires a 7% CAGR, with 100% vesting at 16% CAGR. The threshold entry point of 25% vesting for the TSR

element requires 6% CAGR, with 100% vesting at 15% CAGR. Vesting will be on a straight line basis between the threshold and maximum for

both elements.

Performance criteria in respect of awards granted during the year ended 30 September 2021:

Performance metrics are weighted 50% on the Group’s adjusted EPS and 50% on the Company’s TSR. The threshold entry point of 25%

vesting for the EPS element requires a 7% CAGR, with 100% vesting at 23% CAGR. The threshold entry point of 25% vesting for the TSR

element requires 6% CAGR, with 100% vesting at 15% CAGR. Vesting will be on a straight line basis between the threshold and maximum for

both elements.

The award made in May 2021 is not subject to performance conditions.

Performance criteria in respect of awards granted during the year ended 30 September 2022:

Performance metrics are weighted 100% on the Group’s adjusted EPS. The threshold entry point of 25% vesting for the EPS element requires

a 6% CAGR, with 100% vesting at 12% CAGR. Vesting will be on a straight line basis between the threshold and maximum. One of the awards

made in July 2022 is not subject to performance conditions. The performance metric for the other award made in July 2022 are weighted 50%

on the Group’s adjusted EPS and 50% on the Company’s TSR. The threshold entry point of 25% vesting for the EPS element requires a 5%

CAGR, with 100% vesting at 12% CAGR. The threshold entry point of 25% vesting for the TSR element requires 5% CAGR, with 100% vesting

at 15% CAGR. Vesting will be on a straight line basis between the threshold and maximum for both elements. The performance metric for the

award made in September 2022 is 100% weighted to the Group’s adjusted EPS. The threshold entry point of 25% vesting for the EPS element

requires an adjusted diluted EPS of 86.5p, with 100% vesting at an adjusted diluted EPS of 104.9p or above.

Performance criteria in respect of awards granted during the year ended 30 September 2023:

The performance metrics for the awards made in February, May and August 2023 are weighted 50% on the Group’s adjusted diluted EPS and

50% on the Company’s TSR. The threshold entry point of 25% vesting for the EPS element requires a 2.5% CAGR, with 100% vesting at 7%

CAGR. The threshold entry point of 25% vesting for the TSR element requires 2.5% CAGR, with 100% vesting at 7% CAGR. Vesting will be on a

straight line basis between the threshold and maximum for both elements.

Performance criteria in respect of awards granted during the year ended 30 September 2024:

The performance metrics for the awards made in FY 2024 are weighted 40% on the Group’s Relative TSR, 30% on adjusted diluted EPS and

30% on organic revenue growth. The threshold entry point of 25% vesting for the Relative TSR element requires a 50th percentile ranking within

the comparator group, with 100% vesting at the 75th percentile. The threshold entry point of 25% vesting for the adjusted diluted EPS element

requires 3% CAGR, with 100% vesting at 8% CAGR. The threshold entry point of 25% vesting for the organic revenue growth element requires

1.5% growth over the performance period, with 100% vesting at 5% growth. Vesting will be on a straight line basis between the threshold and

maximum for all elements.

Performance criteria in respect of awards granted during the year ended 30 September 2025:

The performance metrics for the awards made in FY 2025 are weighted 40% on the Group’s Relative TSR, 30% on adjusted diluted EPS and

30% on organic revenue growth. The threshold entry point of 25% vesting for the Relative TSR element requires a 50th percentile ranking within

the comparator group, with 100% vesting at the 75th percentile. The threshold entry point of 25% vesting for the adjusted diluted EPS element

requires 3% CAGR, with 100% vesting at 8% CAGR. The threshold entry point of 25% vesting for the organic revenue growth element requires

1.5% growth over the performance period, with 100% vesting at 5% growth. Vesting will be on a straight line basis between the threshold and

maximum for all elements.

Grants were made under the PSP in November 2018, March 2019, May 2019, June 2019, August 2019, November 2019, February 2020, June 2020,

July 2020, September 2020, February 2021, March 2021, May 2021, July 2022, September 2022, October 2022, December 2022, February 2023, April

2023, May 2023, October 2023, December 2023, March 2024, May 2024, June 2024, July 2024, September 2024, December 2024 and May 2025.

Annual Report and Accounts 2025

Financial Statements

167

Deferred Annual Bonus Scheme (DABS)

The DABS is a share-based incentive scheme open to the Executive Directors and certain managers across the Group. The maximum value of any

shares granted under the DABS to any one participant will be an amount which is equal to a ﬁxed percentage of that eligible participant’s annual bonus

for the previous ﬁnancial year. The number of shares over which an award is to be granted to each participant will usually be calculated by reference to

the market value of an Ordinary share in the Company on the date of the award. No annual bonus will be paid for the year ending 30 September 2025.

See page XXX of the Directors’ Remuneration Report for further detail. The last grant made under the DABS was in December 2024.

Share Incentive Plan (SIP)

The SIP is open to all UK employees including the Executive Directors. It is a tax efﬁcient incentive plan pursuant to which employees are eligible to

acquire up to £150 (or 10% of salary, if less) worth of Ordinary shares in the Company per month or £1,800 per annum. Under the SIP, employees are

invited to subscribe for Partnership shares via salary deductions. If an employee agrees to buy Partnership shares the Company currently matches

the number of Partnership shares bought with an award of Matching shares on the basis of one Matching share for every four Partnership shares.

Matching share awards to date have been met by the issue of Ordinary shares or transfers from the Employee Beneﬁt Trust to JP Morgan Workplace

Solutions, formerly Global Shares, as Trustee of the SIP.

Employee Stock Purchase Plan (ESPP)

The Future plc Employee Stock Purchase Plan commenced in FY 2021 and is open to all employees who are employed and resident in the US. The

ESPP is a tax favourable plan pursuant to which employees can save between 1% and 10% of salary (capped at $25,000 in any one calandar year)

over a six month savings period, the savings from which are used for purchases of Ordinary shares in the Company at a 15% discount.

25. RESERVES

Share premium account

Share premium represents the excess of proceeds received over the nominal value of new shares issued.

In order to create additional distributable reserves to provide ﬂexibility for shareholder returns, during the prior year the total share

premium reserve of Future plc of £197.0m was cancelled and credited to reserves, increasing distributable reserves by the same amount.

The balance at 30 September 2025 is £nil.

See ‘Merger reserve’ section below for further detail.


	2025	2024
Group and Company	£m	£m
At 1 October	−	197.0
Share premium reduction	−	(197.0)
At 30 September	−	−

Capital redemption reserve

The capital redemption reserve increased by £1.8m (2024: £1.0m) during the year to £3.1m, being the nominal value of shares purchased

and cancelled as part of the share buyback programme (see note 23 for further details).


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
At 1 October	1.3	1.3	0.3	0.3
Share buyback	1.8	1.8	1.0	1.0
At 30 September	3.1	3.1	1.3	1.3

Merger reserve


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
At 1 October	109.0	−	581.9	472.9
Merger reserve reduction	−	−	(472.9)	(472.9)
At 30 September	109.0	−	109.0	−

In order to create additional distributable reserves to provide ﬂexibility for shareholder returns, in FY 2024 the total value of the Future plc

merger reserve of £472.9m was capitalised, with B ordinary shares issued at a total nominal value equal to £472.9m, then cancelled and

extinguished, with £472.9m credited to retained earnings, increasing distributable reserves by the same amount.

An amount of £109.0m in the merger reserve arose following the 1999 Group reorganisation and is non-distributable.

168

Future plc

Treasury reserve

The treasury reserve represents the cost of shares in Future plc purchased in the market and held by the Employee Beneﬁt Trust (‘EBT’) to

satisfy awards made by the trustees.


				Restated
	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
At 1 October	10.9	10.9	15.3	15.3
Acquisition of own shares	7.0	7.0	−	−
Issue of treasury shares to employees from employees beneﬁt trust	(7.4)	(7.4)	(4.4)	(4.4)
At 30 September	10.5	10.5	10.9	10.9

During the year, 623,388 (2024: 286,795) of the shares held by the EBT were used to satisfy the vesting of share options and 997,375

shares were purchased to fund the future vesting of share options (2024: nil). The issuance of treasury shares to employees relates to the

settlement of PSP awards exercised in the year.

The Company has amended the presentation of the amounts relating to the EBT in the period, with the outstanding shares transferred to

the EBT but not yet awarded previously being presented as trade and other receivables. The acquired shares have now been included within

a treasury reserve in equity to appropriately reﬂect the transaction. Consequently, the Company balance sheet as at 30 September 2024

has been restated without any impact on the result of the period or distributable reserves. The prior year restatement of the Company

balance sheet and statement of changes in equity results in a reduction of non-current trade and other receivables of £5.3m, current trade

and other receivables of £5.6m, and recognition in the treasury reserve of £10.9m.

Cash ﬂow hedge reserve


	Group	Company	Group	Company
	2025	2025	2024	2024
	£m	£m	£m	£m
At 1 October	−	−	4.4	4.4
Interest rate swaps	−	−	(5.9)	(5.9)
Deferred tax on interest rate swaps	−	−	1.5	1.5
At 30 September	−	−	−	−

During 2023 the Group entered into interest rate swaps, in order to hedge against ﬂuctuations in interest rates. The cash ﬂow hedge

reserve represents the cumulative amount of gains and losses on the interest rate swap deemed effective.

Accumulated exchange differences

The reserve for accumulated exchange differences comprises the revaluation of the Group’s foreign currency, principally on the US and

Australian entities, on consolidation.

26. PENSIONS

The Group operates a deﬁned contribution scheme for employees resident in the United Kingdom.

In the US, the Group operates a section 401(K) proﬁt sharing deﬁned contribution plan in respect of pensions, which covers substantially all

Future US employees. The section 401(K) plan allows employees to invest in 22 registered mutual funds at Charles Schwab Trust Bank, the

plan’s custodian. The employees, not the employer, have complete control over which funds they invest in, although they have no control

over the stocks owned by the funds.

During the year, £5.7m (2024: £5.4m) contributions were made to these plans and at 30 September 2025 the outstanding balance due to

be paid over to the plans was £1.2m (2024: £2.1m).

Annual Report and Accounts 2025

Financial Statements

169

27. COMMITMENTS, CONTINGENT LIABILITIES, CONTRACT LIABILITIES AND DEFERRED INCOME

(a) Operating lease commitments

Future minimum sub-lease receipts expected for the Group under non-cancellable operating subleases at 30 September 2025 total £3.5m

(2024: £2.4m), for the Company £nil (2024: £nil).

During the year, £0.1m was recognised in the income statement in respect of operating lease rental payments for short-term and low-value

leases (2024: £0.1m), and £0.8m (2024: £1.1m) was recognised in respect of sub-lease receipts.

The Group also leases equipment under non-cancellable operating lease agreements.

(b) Contingent liabilities

There were no material contingent liabilities for the Group or the Company as at 30 September 2025 (2024: £nil).

There were no material capital commitments for the Group or the Company as at 30 September 2025 (2024: £nil).

(d) Contract liabilities

At 30 September 2025, the Group recognised £10.1m of contract liabilities in relation to subscription liabilities due after more than 1 year

(2024:

£10.3m).

(e) Deferred income

During the year ended 30 September 2025, £60.2m of deferred income recorded at 30 September 2024 (2024: £58.5m) was

recognised in revenue. Deferred income in FY 2025 and FY 2024 related to deferred subscription revenue due within 1 year which

reduced by £3.8m in FY 2025 due to a decrease in recurring subscriptions. The balance held at 30 September 2025 was £56.4m (FY

2024: £60.2m).

28. RELATED PARTY TRANSACTIONS

The Group had no material transactions with related parties in 2025 or 2024 which might reasonably be expected to inﬂuence decisions

made by users of these ﬁnancial statements.

During the year, the Company had net management fees and recharges receivable of £0.8m (2024: receivable of £0.9m) from subsidiary

undertakings. The outstanding balance owed at 30 September 2025 was £1.7m (2024: £0.9m).

No individuals other than the Directors meet the deﬁnition of key management personnel. Details of key management personnel

compensation are set out note 6.

170

Future plc

29. SUBSIDIARY UNDERTAKINGS

Details of the Company’s subsidiaries at 30 September 2025 are set out below. All subsidiaries are included in the consolidation. Shares of

those companies marked with an * are indirectly owned by Future plc through an intermediate holding company.


	Country of incorporation
Company name and registered number	and registered ofﬁce	Nature of business	Holding %	Class of shares
ActualTech Marketing, LLC* 460984715	USA¹⁰	Content marketing solutions	100	$1 Ordinary shares
Barcroft Media Limited* 4826405	England and Wales¹	Non-trading	100	£1 Ordinary shares
Broadleaf Bidco Limited* 11473951	England and Wales¹	Holding company	100	£0.001 Ordinary shares
Broadleaf Holdco Limited* 11473888	England and Wales¹	Holding company	100	£0.001 Ordinary shares
Broadleaf Midco Limited* 11473807	England and Wales¹	Holding company	100	£0.001 Ordinary shares
				£0.001 A1 Ordinary shares
				£0.001 A2 Ordinary shares
Broadleaf Newco 2 Limited* 13435883	England and Wales¹	Holding company	100	£0.001 B1 Ordinary shares
				£0.001 B2 Ordinary shares
Broadleaf US Bidco Inc* 6982422	USA¹¹	Holding company	100	$0.01 Ordinary shares
Circlesix Media Inc* 5904231	USA¹⁴	Non-trading	100	$0.01 Ordinary shares
				$0.00001 Ordinary shares
				Series A Preferred Stock
				of $1.0000
Clique Brands Inc* 5168252	USA¹²	Publishing	100	Series B Preferred Stock of
				$4.3550
				Series C Preferred Stock of
				$7.4560
Comary, Inc* 2400371	USA¹¹	Publishing	100	Not applicable
Dennis Interactive Inc* 1827502	USA¹⁴	Non-trading	100	$20 Ordinary shares
Dennis Publishing Limited* 1138891	England and Wales¹	Non-trading	100	£1 Ordinary shares
Future Holdings 2002 Limited 4387886	England and Wales¹	Holding company	100	£1 Ordinary shares
Future UK Finance Limited* 13651021	England and Wales¹	Non-trading	100	£1 Ordinary shares
Future Publishing Limited* 2008885	England and Wales¹	Publishing	100	10 pence Ordinary shares
Future Publishing Australia Pty Limited ACN 658 563 252	Australia³	Publishing	100	AUD $1 Ordinary shares
Future Publishing (Overseas) Limited* 6202940	England and Wales¹	Publishing	100	£1 Ordinary shares
Future Publishing Holdings Limited* 3430449	England and Wales¹	Holding company	87.5	1 pence Ordinary shares
Gardening Know How* 201355	USA¹⁰	Non-trading	100	$1 Ordinary shares
GoCo Group Limited* 6062003	England and Wales²	Non-trading	100	£0.0002 Ordinary shares
GoCompare.com Limited* 05799376	England and Wales²	Price comparison website	100	£1 Ordinary shares
GoCompare.com Finance Limited* 10227007	England and Wales²	Non-trading	100	£0.0002 Ordinary shares
Marketforce (U.K.) Limited* 00499150	England and Wales¹	Dormant	100	£1 Ordinary shares
Mozo Pty Limited* ACN 128199208	Australia³	Comparison shopping	100	AUD $1 Ordinary shares
RNWL LTD* 12091439	England and Wales²	Digital insurance wallet	100	£0.01 Ordinary shares
Sapphire Bidco Limited* 11157309	England and Wales¹	Non-trading	100	£1 Ordinary shares
Sarracenia Limited* 0458289	England and Wales¹	Dormant	100	£1 Ordinary shares
				£0.0025 Ordinary shares
				£0.0025 Ordinary B shares
Sport Insights Media Ltd* 12708129	England and Wales¹	Non-trading	100	£0.0025 Ordinary C shares
				£0.01 Ordinary D shares
				$10 A Ordinary shares
The Kiplinger Washington Editors Inc* 434902	USA¹¹	Publishing	100	$10 B Ordinary shares
	USA¹¹	Publishing	100	$0.01 Ordinary shares
This is the Big Deal, Inc* 6690977	USA¹³	Holding company	100	Not applicable
This is the Big Deal Limited* 8867458	England and Wales²	Energy auto switching service	100	£0.000015625 Ordinary shares
Next Commerce Pty Limited* 113146786	Australia³	Comparison shopping	100	$1 Ordinary shares
Future Creative Media Canada Limited* BC1198396	Canada⁴	Digital media publishing	100	Not applicable

Annual Report and Accounts 2025

Financial Statements

171


Future Publishing s.r.o.* 09393951	Czech Republic⁵	Non-trading	100	CZK 1 Ordinary shares
Future Technologies Sarl* 84138050400016	France⁶	Non-trading	100	Not applicable
Windsor Support Services Private Limited* U74999DL2011FTC217990	India⁷	Dormant	100	Rand 10 equity shares
Next Commerce Philippines Inc* CS201517783	Philippines⁸	Dormant	100	₱ Ordinary shares
Future US, LLC* 1513070	USA¹⁰	Publishing	100	Not applicable
Future US Holdings, Inc* 6260582	USA⁹	Holding company	100	Not applicable
Future B2B LLC 3253770	USA¹⁰	Publishing	100	$1 Ordinary shares
Future B2B Limited* 15195757	England and Wales¹	Publishing	100	£1 Ordinary shares

Registered office: Quay House, The Ambury, Bath, BA1 1UA, England

Registered office: Suite 2a, Hodge House Street, Cardiff, CF101DY, Wales

Registered office: Registered office: Level 10, 89

York Street, Sydney, NSW 2000, Australia

Registered office: 1800-355 St Burrard, Vancouver Colombie Britannique V6C2G8, Canada

Registered office: Holečkova 100/9, Smíchov, 150 00 Praha 5, Czech Republic

Registered office:

195 Avenue Charles de Gaulle 92200 Neuilly-sur-Seine, France

Registered office: Dpt 610, Prime Towers F 79-80, Okhla Industrial Area, Phase 1 New Delhi New Delhi DL 110020 India

Registered office: 2/F GC Corporate Plaza, 150 Legaspi Street, Legaspi Village, Makati, Manila, Philippines

Registered office: 108 West 13th Street, New Castle County, Wilmington, DE 19801, USA

10 Registered office: 1401 21st Street, STE R, Sacramento CA 95811, USA

11 Registered office: Corporation Trust Center, 1209 Orange Street, New Castle, Wilmington,

DE 19801, USA

12 Registered office: 750 North San Vicente, 8th Fl. East, West Hollywood, California, 90069, USA

13 Registered office: 5th Floor, 55 West 39th Street, New York, 10018, USA

14 Registered office: 187 Wolf Road, Suite 101, Albany, 12205,

NY,

USA

Barcroft Media Limited, Broadleaf Bidco Limited, Broadleaf Holdco Limited, Broadleaf Midco Limited, Broadleaf Newco 2 Limited, Dennis

Publishing Limited, Future B2B Limited, Future Holdings 2002 Limited, Future Publishing Limited, Future Publishing Holdings Limited, Future

Publishing (Overseas) Limited, Future UK Finance Limited, GoCo Group Limited, GoCompare.com Limited, GoCompare.com Finance Limited,

RNWL LTD,

Sapphire Bidco Limited, Sport Insights Media Ltd and This is the Big Deal Limited are exempt from the requirement to ﬁle audited

ﬁnancial statements by virtue of Section 479A of the Companies Act 2006. Sarracenia Limited and Marketforce (U.K.) Limited are exempt from

the requirement to ﬁle audited ﬁnancial statements by virtue of Section 480 of the Companies Act 2006.

30. EVENTS AFTER THE REPORTING PERIOD

On 1 December 2025 the Board approved a share buyback of up to £30.0m which is expected to commence in 2026.

On 12 November 2025, the Board made the decision to close the operations of Mozo Pty Ltd.

172

Future plc

31. ACQUISITIONS

RNWL Ltd

On 4 March 2025, the Group acquired 100% of the shares in RNWL Ltd, an insurance digital wallet, for initial cash consideration of £2.8m.

On acquisition, a further variable deferred consideration up to a total value of £60m could be paid subject to meeting certain ﬁnancial

targets based on the following 5 year period ending 30 September 2030. The table below includes £4.3m as contingent consideration,

which represents its fair value at the date of acquisition. At the reporting date, the fair value of the contingent consideration has increased

to £4.6m due to discounting. The impact of the acquisition on the consolidated balance sheet was:


	Fair value
	£m
Intangible assets	6.5
Tangible assets	−
Cash and cash equivalents	0.1
Trade and other receivables	−
Trade and other payables	(0.1)
Deferred tax	(1.6)
Net assets acquired	4.9
Goodwill	2.2
	7.1
Consideration:
Cash	2.8
Contingent	4.3
Total consideration	7.1

RNWL is an FCA-regulated digital wallet that organises customers’ details across insurance policies and provides reminders of road tax,

MOT and breakdown support. RNWL supports the acceleratation of Future’s focus on customers’ loyalty in Go.Compare, by increased

focus on customer retention through the acquired developed technology. RNWL forms part of the Go.Compare cash generating unit.

Goodwill is attributed to the strategic value associated with potential further development and exploitation of RNWL’s technology which

had not commenced or could not be separately recognised at acquisition. The intangibles recognised, including the goodwill, are expected

to be deductible for tax purposes.

Acquisition related costs of £0.7m were recognised as an expense within operating expenses in the Consolidated statement of proﬁt or

loss. RNWL was not revenue generating prior to acquisition, and has now been fully integrated post acquisition. As such no revenue/proﬁt

has been recognised in the above table.

Kwizly

On 15 May 2025, the Group acquired 100% of the issued share capital and voting rights of Kwizly, which provides audience engagement

tools including quizzes, games and polls embedded into websites, for initial consideration of £0.6m.

Further deferred consideration is

payable contingent on the acquired team remaining in the business for 2 and 4 years, both for £0.4m.

As this is contingent on employment,

this will be treated as post-combination remuneration costs. Goodwill of £0.6m has been recognised for the acquisition of Kwizly and is

attributed to the expertise of the acquired team in providing audience engagement tools and the value they could bring to Future’s online

content.

Kwizly forms part of the B2C cash generating unit.

Financial Statements

173

Annual Report and Accounts 2025

GLOSSARY

Presentation of non-statutory measures

The Directors believe that adjusted results and adjusted earnings per share provide additional useful information on the core operational

performance of the Group to shareholders, and review the results of the Group on an adjusted basis internally. The term ‘adjusted’ is not a

deﬁned term under IFRS and may not therefore be comparable with similarly titled proﬁt measurements reported by other companies. It is

not intended to be a substitute for, or superior to, IFRS measurements of proﬁt.

Adjustments are made in respect of:

Adjusting item

Explanation

Share-based payments

Share-based payment expenses (relating to equity-settled share awards with vesting periods longer than 12 months), together

with associated social security costs, are excluded from the adjusted results of the Group as the Directors believe they result in a

level of charge that would distort the user’s view of the core trading performance of the Group.

Transaction and integration related costs

Although transactions are a key part of the Group’s strategy, the Group adjusts for costs relating to the completion and

subsequent integration of acquisitions and other corporate transactions, initiated within 12 months of the completion date, as

these costs are not related to the core trading of the Group and not doing so would distort the Group’s results, so as to assist the

user of the ﬁnancial statements to understand the results of the core underlying operations of the Group. Details of transaction

and integration related costs are shown on page 175.

Exceptional items

The Group considers items of income and expense as exceptional and excludes them from the adjusted results where the nature

of the item, or its size, is signiﬁcant and/or is not related to the core trading of the Group so as to assist the user of the ﬁnancial

statements to understand the results of the core underlying operations of the Group. Details of exceptional items are shown in

note 5.

Amortisation of acquired intangible assets

The amortisation charge for those intangible assets recognised on business combinations is excluded from the adjusted results

of the Group since they are non-cash charges arising from non-trading investment activities. As such, they are not considered

to be reﬂective of the core trading performance of the Group. This is consistent with industry peers and how certain external

stakeholders monitor the performance of the business.

Amortisation of non acquired intangible assets,

depreciation and interest

Adjusted EBITDA excludes the amortisation charge for computer software and website development, as well as amortisation of

acquired intangible assets, depreciation and interest.

Unwinding of discount on contingent

consideration

The Group excludes the unwinding of the discount on contingent consideration from the Group's adjusted results on the basis

that it is non-cash and the balance is driven by the Group’s assessment of the relevant discount rate to apply. Excluding this item

ensures comparability with prior periods.

Change in the fair value of contingent

consideration

The Group excludes the remeasurement of these acquisition-related liabilities from its adjusted results as the impact of

remeasurement can vary signiﬁcantly.

The tax related to adjusting items is the tax effect of the items above, movement in uncertain tax provisions and adjustments in respect of

prior years, calculated using the standard rate of corporation tax in the relevant jurisdiction.

Reference to ‘core’ or ‘underlying’ reﬂects the trading results of the Group without the impact of amortisation of acquired intangible assets,

transaction and integration related costs, exceptional items, share-based payment expenses (relating to equity-settled share awards with

vesting periods longer than 12 months), together with associated social security costs, unwinding of discount on contingent consideration

and any tax related effects that would otherwise distort the users understanding of the Group’s performance.

A summary table of all measures is included in the table overleaf.

174

Future plc

APM

(adjusted

performance

measure)

Closest equivalent

statutory measure

Deﬁnition

Adjusted EBITDA

Operating proﬁt

Adjusted EBITDA represents operating proﬁt before share-based payments (relating to equity-settled awards with vesting

periods longer than 12 months) and related social security costs, amortisation, depreciation, transaction and integration related

costs

and exceptional items.

Adjusted EBITDA margin is adjusted EBITDA as a percentage of revenue.

Adjusting items are shown on page 175 and are deﬁned in the table above.

Adjusted operating proﬁt

Operating proﬁt

Adjusted operating proﬁt represents operating proﬁt before share-based payments (relating to equity-settled awards with

vesting periods longer than 12 months) and related social security costs, amortisation of acquired intangible assets, transaction

and integration related costs and exceptional items.

This is a key management incentive metric, used within the Group’s Deferred Annual Bonus Plan.

Adjusted operating proﬁt margin is adjusted operating proﬁt as a percentage of revenue.

Adjusting items are shown in the table on page 175 and deﬁned in the table above.

Adjusted

proﬁt

before tax

Proﬁt

before tax

Adjusted proﬁt before tax represents proﬁt before tax before share-based payments (relating to equity-settled awards with

vesting periods longer than 12 months) and related social security costs, net ﬁnance costs, amortisation of acquired intangible

assets, transaction and integration related costs, exceptional items, unwinding of discount and fair value movements on

contingent consideration.

Adjusting items are shown in the table on page 175 and deﬁned in the table above.

Adjusted

proﬁt

after tax

Proﬁt after tax

Adjusted proﬁt after tax represents proﬁt after tax before share-based payments (relating to equity-settled awards with

vesting periods longer than 12 months) and related social security costs, net ﬁnance costs, amortisation of acquired intangible

assets, transaction and integration related costs, exceptional items, unwinding of discount, fair value movements on contingent

consideration and the impact of tax on adjusting items.

Adjusting items are shown in the table on page 175 and deﬁned in the table above.

Adjusted diluted earnings

per share

Diluted earnings

per share

Adjusted diluted earnings per share (EPS) represents adjusted proﬁt after tax divided by the weighted average dilutive number of

shares at the year end date.

This is a key management incentive metric, used within the Group’s Performance Share Plan.

A reconciliation is provided on page 178.

Adjusted effective

tax rate

Effective

tax rate

Adjusted effective tax rate is deﬁned as the effective tax rate adjusted for the tax impact of adjusting items including adjustments in

respect of prior year and any other one-off impacts , including adjustments in respect of previous years. The tax impact of adjusting

items is provided on page 175.

Adjusted operating

cash ﬂow

Operating cash ﬂow

Adjusted operating cash ﬂow represents cash generated from operations adjusted to exclude cash ﬂows relating to transaction

and integration related costs, exceptional items and payment of accrual for employer's taxes on share-based payments relating

to equity settled share awards with vesting periods longer than 12 months, and to include lease repayments following adoption of

IFRS 16 Leases.

Adjusted

free cash

ﬂow

Operating cash ﬂow

Adjusted free cash ﬂow is deﬁned as adjusted operating cash ﬂow less capital expenditure. Capital expenditure is deﬁned as

cashﬂows relating to the purchase of property, plant and equipment and purchase of computer software and website development.

Net debt excluding lease

liability

The aggregation of cash

and debt

Net debt excluding lease liability is deﬁned as the aggregate of the Group's cash and cash equivalents and its external bank borrowings

net of capitalised bank arrangement fees. It does not include lease liabilities recognised following the adoption of IFRS 16 Leases, or

other ﬁnancial liabilitie₱.

Organic growth

Organic growth is deﬁned as the like for like portfolio, including the impact of closures and new launches, but excluding acquisitions

and disposal₱ made during FY 2025 and FY 2024 at constant foreign exchange rates. Constant foreign exchange rates is deﬁned as

the average rate for FY 2025.

Constant currency

Constant currency translates the ﬁnancial statements at ﬁxed exchange rates to eliminate the effect of foreign exchange on the

ﬁnancial performance. Constant foreign exchange rates is deﬁned as the average rate for FY 2025.

There are limitations to the use of APMs; these include that the APMs exclude the deprecation and amortistion of intangible, but do not

similarly exclude the revenue generated by these assets. Similarly the APMs exclude signiﬁcant recurring business transactions that

impact performance and cash ﬂows.

Financial Statements

175

Annual Report and Accounts 2025

Reconciliation between revenue and organic revenue at constant currency:

2025

£m

Restated

2024

£m

YoY Var

Revenue

739.2

788.2

(6.2%)

Revenue from acquisitions and disposals which have not been wholly owned for a full ﬁnancial year

(4.6)

(18.2)

Organic revenue at actual currency

734.6

770.0

(4.6%)

Impact of FX at constant rates

0.1

(9.4)

Organic revenue

734.7

760.6

(3.4%)

A reconciliation of adjusted EBITDA and adjusted operating proﬁt to proﬁt before tax is shown below:

2025

£m

2024

£m

Adjusted EBITDA

223.4

239.1

Depreciation (note 11)

(6.9)

(6.5)

Amortisation of non-acquired intangibles (note 12)

(11.1)

(10.4)

Adjusted operating proﬁt

205.4

222.2

Share-based payments (including social security costs) (note 24)

(5.5)

(8.9)

Transaction and integration related costs

(7.2)

(5.9)

Exceptional items (note 5)

(17.5)

(7.0)

Amortisation of acquired intangibles (note 12)

(53.3)

(66.7)

Operating proﬁt

121.9

133.7

Net ﬁnance costs

(30.0)

(30.5)

Proﬁt before tax

91.9

103.2

Transaction and integration related costs are shown in the table below:

2025

£m

2024

£m

Transaction and integration related costs

7.2

5.9

Total charge

7.2

5.9

Transaction and integration related costs of £7.2m incurred in the year reﬂect £1.6m of post-integration IT system costs and associated

fees, and £0.9m of transaction related costs. £2.4m relates to professional fees to support portfolio optimisation across the Group’s

divisions, of which £0.7m relates to rationalisation of previously acquired subsidiaries. A charge of £2.3m has been provided for historic

sales taxes arising from a post integration tax compliance review.

Included below is a reconciliation between the statutory and adjusted tax charge:

2025

£m

2024

£m

Total statutory tax charge

25.6

26.4

Tax effect of adjusting items:

Exceptional items

1.6

1.0

Transaction and integration related costs

0.9

1.5

Share based payments

1.0

2.3

Amortisation of acquired intangibles

14.2

15.6

Adjustments in respect of previous years

1.0

2.5

Total adjusted tax charge

44.3

49.3

176

Future plc

A reconciliation of cash generated from operations to adjusted free cash ﬂow is shown below:

2025

£m

2024

£m

Cash generated from operations

188.3

230.0

Cash ﬂows related to transaction and integration related costs

5.7

7.5

Cash ﬂows related to exceptional items

4.8

5.3

Settlement of social security costs on share based payments¹

0.6

0.3

Lease payments

(6.2)

(6.9)

Adjusted operating cash inﬂow

193.2

236.2

Cash ﬂows related to capital expenditure

(16.2)

(13.9)

Adjusted free cash ﬂow

177.0

222.3

¹ Relating to equity-settled share awards with vesting periods longer than 12 months.

A reconciliation between earnings per share and adjusted earnings per share is shown in the table below:

2025

2024

The adjustments to proﬁt after tax have the following effect:

Proﬁt after tax (£m)

66.3

76.8

Share-based payments (including social security costs) (£m)

5.5

8.9

Transaction and integration related costs (£m)

7.2

5.9

Exceptional items (£m)

17.5

7.0

Amortisation of intangible assets arising on acquisitions (£m)

53.3

66.7

Decrease in fair value of contingent consideration (£m)

−

(0.1)

Unwinding of discount on contingent consideration (£m)

0.3

−

Unwinding of discount on deferred consideration (£m)

−

0.2

Tax effect of the above adjustments and the impact of tax items relating to prior years (£m)

(18.7)

(22.9)

Adjusted proﬁt after tax (£m)

131.4

142.5

Weighted average number of shares in issue during the year:

- Basic

105,792,764

114,355,263

- Dilutive effect of share options

953,085

696,450

- Diluted

106,745,849

115,051,713

Basic earnings per share (in pence)

62.7

67.2

Adjusted basic earnings per share (in pence)

124.2

124.6

Diluted earnings per share (in pence)

62.1

66.8

Adjusted diluted earnings per share (in pence)

123.0

123.9

The adjustments to proﬁt after tax have the following effect:

Basic earnings per share (pence)

62.7

67.2

Share-based payments (including social security costs) (pence)

5.2

7.8

Transaction and integration related costs (pence)

6.8

5.2

Exceptional items (pence)

16.5

6.1

Amortisation of intangible assets arising on acquisitions (pence)

50.4

58.3

Decrease in fair value of contingent consideration (pence)

−

(0.1)

Unwinding of discount on contingent consideration (pence)

0.3

−

Unwinding of discount on deferred consideration (pence)

−

0.2

Tax effect of the above adjustments and the impact of tax items relating to prior years (pence)

(17.7)

(20.1)

Adjusted basic earnings per share (pence)

124.2

124.6

Diluted earnings per share (pence)

62.1

66.8

Share-based payments (including social security costs) (pence)

5.2

7.7

Transaction and integration related costs (pence)

6.7

5.1

Exceptional items (pence)

16.4

6.1

Amortisation of intangible assets arising on acquisitions (pence)

49.9

58.0

Decrease in fair value of contingent consideration (pence)

−

(0.1)

Unwinding of discount on contingent consideration (pence)

0.2

−

Unwinding of discount on deferred consideration (pence)

−

0.2

Tax effect of the above adjustments and the impact of tax items relating to prior years (pence)

(17.5)

(19.9)

Adjusted diluted earnings per share (pence)

123.0

123.9

Financial Statements

177

Annual Report and Accounts 2025

Analysis of net debt excluding lease liability

The deﬁnition of net debt excluding lease liability is provided on page 174.

30 September

2024

£m

Net cash ﬂows

£m

Recognised

on acquisition

£m

Other non-cash

changes

£m

Exchange

movements

£m

30 September

2025

£m

Cash and cash equivalents

39.7

(11.4)

0.1

−

(0.8)

27.6

Debt due within one year

(20.0)

20.0

−

Debt due after more than one year

(276.2)

(23.7)

−

(4.1)

−

(304.0)

Net debt excluding lease liability

(256.5)

(15.1)

0.1

(4.1)

(0.8)

(276.4)

30 September

2023

£m

Net cash ﬂows

£m

Other non-cash

changes

£m

Exchange

movements

£m

30 September

2024

£m

Cash and cash equivalents

60.3

(18.9)

−

(1.7)

39.7

Debt due within one year

−

(20.0)

−

(20.0)

Debt due after more than one year

(387.5)

93.0

16.1

2.2

(276.2)

Net debt excluding lease liability

(327.2)

74.1

(3.9)

0.5

(256.5)

Reconciliation of movement in net debt excluding lease liability

2025

£m

2024

£m

Net debt excluding lease liability at start of year

(256.5)

(327.2)

Decrease in cash and cash equivalents

(11.3)

(18.9)

Net movement in borrowings

(3.7)

93.0

Amortisation of loan issue costs

(4.1)

(3.9)

Exchange movements

(0.8)

0.5

Net debt excluding lease liability at end of year

(276.4)

(256.5)

Leverage

Net debt excluding lease liability/Bank EBITDA

Leverage in respect of any Relevant Period shall not exceed 3.00:1.00

Bank EBITDA/Interest

Interest Cover in respect of any Relevant Period shall not be less than 4.00:1.00

Leverage is deﬁned as net debt excluding lease liability (excluding capitalised bank arrangement fees and including any non-cash

ancillaries), as a proportion of Bank EBITDA and including the 12 month trailing impact of acquired businesses (in line with the Group’s

bank covenants deﬁnition).

Bank EBITDA is deﬁned as earnings less interest, tax, depreciation and amortisation and also adjusted for the

adjusting items set out on page 173. A reconciliation between operating proﬁt and bank EBITDA is provided on page 175.

The covenants are tested quarterly on the basis of rolling ﬁgures for the preceding 12 months and the covenant position at 30 September

2025 is set out in the following table:

30 September

2025

30 September

2024

Covenant 2025

Covenant 2024

Net debt excluding lease liability/Bank EBITDA

1.3 times

1.1 times

< 3.0 times

Bank EBITDA/Interest

9.5 times

9.1 times

> 4.0 times

178

Future plc

A reconciliation between operating proﬁt and bank EBITDA is provided in the table below:

Group

2025

£m

Group

2024

£m

Operating proﬁt

121.9

133.7

Share-based payments (including social security costs) (note 24)

5.5

9.1

Transaction and integration related costs (note 3)

7.2

5.9

Exceptional items (note 5)

17.5

7.0

Depreciation (excluding depreciation of right-of-use assets) (note 11)

2.6

Amortisation of intangible assets (note 12)

64.4

77.1

Net interest payable on lease liabilities (note 7)

(1.5)

(1.7)

Bank EBITDA

217.6

233.7

The table below provides a reconcilation between adjusted and statutory measures, along with the impact of each adjusting item:

2025

Statutory

Share-based

payments

Exceptional

items

Transaction

and

integration

related costs

Amortisation

of acquired

intangibles

Finance costs

Tax

impact

Depreciation

of Right of

Use assets

Lease

Payments

Net interest

payable

on lease

liabilities

Adjusted

Revenue (£m)

739.2

−

739.2

Operating proﬁt (£m)

121.9

5.5

17.5

7.2

53.3

−

205.4

Net ﬁnance (costs)/income (£m)

(30.0)

−

0.3

−

(29.7)

Proﬁt before tax (£m)

91.9

5.5

17.5

7.2

53.3

0.3

−

175.7

Tax (£m)

(25.6)

(1.0)

(1.6)

(0.9)

(14.2)

−

(1.0)

−

(44.3)

Proﬁt after tax (£m)

66.3

4.5

15.9

6.3

39.1

0.3

(1.0)

−

131.4

Basic earnings per share

(pence)

62.7

4.3

15.0

6.0

37.0

0.2

(1.0)

−

124.2

Diluted earnings per share (pence)

62.1

4.2

14.9

5.9

36.6

0.2

(0.9)

−

123.0

EBITDA (£m)

217.6

−

4.3

−

1.5

223.4

Operating Cash (£m)

188.3

0.6

4.8

5.7

−

(6.2)

−

193.2

2024

Statutory

Share-based

payments

Exceptional

items

Transaction

and

integration

related costs

Amortisation

of acquired

intangibles

Finance

costs

Tax

impact

Depreciation

of Right of

Use assets

Lease

Payments

Net interest

payable

on lease

liabilities

Adjusted

Revenue (£m)

788.2

−

788.2

Operating proﬁt (£m)

133.7

8.9

7.0

5.9

66.7

−

222.2

Net ﬁnance (costs)/income (£m)

(30.5)

−

0.1

−

(30.4)

Proﬁt before tax (£m)

103.2

8.9

7.0

5.9

66.7

0.1

−

191.8

Tax (£m)

(26.4)

(2.3)

(1.0)

(1.5)

(15.6)

−

(2.5)

−

(49.3)

Proﬁt after tax (£m)

76.8

6.6

6.0

4.4

51.1

0.1

(2.5)

−

142.5

Basic earnings per share (pence)

67.2

5.8

5.2

3.8

44.7

0.1

(2.2)

−

124.6

Diluted earnings per share (pence)

66.8

5.7

5.2

3.8

44.5

0.1

(2.2)

−

123.9

EBITDA (£m)

233.7

−

3.9

−

1.5

239.1

Operating Cash (£m)

230.0

0.3

5.3

7.5

−

(6.9)

−

236.2

Financial Statements

179

Annual Report and Accounts 2025

Shareholder

information

Company website

The Company’s website at www.futureplc.

com contains the latest information for

shareholders, including press releases. Email

alerts of the latest news, press releases and

ﬁnancial reports about Future plc may be

obtained by registering for the email news alert

service on the website.

Share price information

The latest price of the Company’s

ordinary shares is available on www.

londonstockexchange.com. Future’s ticker

symbol is FUTR. It is recommended that

you consult your ﬁnancial adviser and verify

information obtained before making any

investment decision.

Registrar

The Company’s share register is maintained

by Computershare. Shareholders should

contact the Registrar, Computershare, in

connection with changes of address, lost share

certiﬁcates, transfers of shares and bank

mandate forms to enable automated payment

of dividends.

Computershare also has a service to provide

shareholders with online access to details of

their shareholdings. The service is free, secure

and easy to use. To register, please visit www.

investorcentre.co.uk

Dividends

The quickest, most efﬁcient and secure way

to receive your dividends is to have them paid

direct to your bank or building society account.

It saves waiting for the funds to clear and

reduces the paper and postage we use. Using

BACS (Bank Automated Clearing System) we

are able to pay your dividend straight to your

account on the payment date.

The account information you provide will not

be shared with third parties. It will be held by

Computershare as part of your shareholder

account details. Those selecting this method will

receive a tax voucher at their registered address

when the corresponding dividend is paid.

Shareholders wishing to beneﬁt from this

service should register at www.investorcentre.

co.uk or call our Registrars, Computershare

Investor Services PLC, for a form by phone on

0370 707 1443 or by post at Computershare

Investor Services PLC at the address below.

ontacts

Future plc and

Future Publishing

Ltd

Registered ofﬁce

Quay House

The Ambury

Bath BA1 1UA

Tel +44 (0)1225

442244

Future US, Inc.

New York oﬁce

130 West 42nd

Street

New York 10036

USA

Tel + 1 212-378-

0400

Los Angeles ofﬁce

750 N San Vincente

Blvd

Suite RE850

West Hollywood

California 90069

Future Publishing

Australia Pty Ltd

Level 10

89 York Street

North Sydney

NSW 2000

Australia

Tel +61 2 9955 2677

London ofﬁce

121-141 Westbourne

Terrace

Paddington

London W2 6JR

Tel +44 (0)20 7042

4000

Cardiff ofﬁce

Suite 2A Hodge

House

114-116 St Mary

Street

Cardiff

Wales

CF10 1DY

www.futureplc.com

Registered ofﬁce

Quay House

The Ambury

Bath

BA1 1UA

Auditor

Deloitte LLP

Abbots House

Abbey Street

Reading

RG1 3BD

Solicitor

Simmons &

Simmons LLP

CityPoint

1 Ropemaker St

London

EC2Y 9SS

Principal

clearing bank

HSBC Bank plc

8 Canada Square

London

E14 5HQ

Joint stockbroker &

advisors

Deutsche Numis

Securities Ltd

45 Gresham Street

London

EC2V 7BF

J.P. Morgan

Cazenove

25 Bank Street

London

E14 5JP

Registrar

Computershare

Investor

Services PLC

The Pavilions

Bridgwater Road

Bristol

BS13 8AE

Event

Date

Annual General Meeting

11 February 2026

Ex dividend date for the FY 2025 ﬁnal dividend

15 January 2026

FY 2025 ﬁnal dividend payment date

11 February 2026

Announcement of the preliminary results for the year ended 30 September 2025

3 December 2025

Financial calendar

Notice

of AGM

Notice is given that the Annual General

Meeting of Future plc will be held at 11.00 am

on Thursday 5 February 2026 at Future’s

London ofﬁce at 121 - 141 Westbourne Terrace,

Paddington, London, W2 6JR to consider and,

if thought ﬁt, pass the following resolutions:

Future plc

ORDINARY RESOLUTIONS (1-17)

1. To receive and adopt the Annual Report

including the audited ﬁnancial statements

for

the year ended 30 September 2025.

2. To approve a ﬁnal dividend for the year

ended 30 September 2025 of 17p per

ordinary share payable on 11 February 2026 to

shareholders on the register at the close of

business on 16 January 2026.

3. To approve the Directors’ Remuneration

Policy set out on pages 112 to 117 in the

Annual Report.

4. To approve the Directors’ Remuneration

Report set out on pages 96 to 111 in the

Annual Report.

5. To re-elect Sharjeel Suleman as a Director

of the Company.

6. To re-elect Meredith Amdur as a Director of

the Company.

7. To re-elect Mark Brooker as a Director of

the Company.

8. To re-elect Rob Hattrell as a Director of the

Company.

9. To re-elect Ivana Kirkbride as a Director of

the Company.

10. To re-elect Alan Newman as a Director of

the Company.

11. To re-elect Angela Seymour-Jackson as a

Director of the Company.

12. To elect Kevin Li Ying as a Director of the

Company.

13. To reappoint Deloitte LLP as Auditor of the

Company to hold ofﬁce until the conclusion of

the next general meeting at which accounts

are to be laid before the Company.

14. To authorise the Audit and Risk Committee

to decide the remuneration of the Auditor.

15. That:

a) the Directors be authorised, for the

purposes of section 551 of the Companies Act

2006 (the ’Act’), to allot shares in the

Company or grant rights to subscribe for, or

convert any security into, shares in the

Company:

i) in accordance with article 3 of the

Company’s Articles of Association,

up to a maximum nominal amount of

£4,802,839.50 (such amount to be reduced

by the nominal amount of any equity securities

(as deﬁned in section 560 of the Act) allotted

under paragraph (ii) below in excess of

£9,605,679); and

ii) comprising equity securities (as deﬁned in

section 560 of the Act), up to a maximum

nominal amount of £9,605,679 (such amount

to be reduced by any shares allotted or rights

granted under paragraph (i) above) in

connection with an offer by way of a fully

pre-emptive offer:

- to ordinary shareholders in proportion (as

nearly as may be practicable) to their

existing holdings; and

- to holders of other equity securities as

required by the rights of those securities or as

the Directors otherwise consider necessary,

and so that the Directors may impose any

limits or restrictions and make any

arrangements which they consider

necessary or appropriate to deal with

treasury shares, fractional entitlements,

record dates, legal, regulatory or practical

problems in, or under the laws of, any territory

or any other matter;

b) this authority shall expire at the conclusion

of the next Annual General Meeting of the

Company after the passing of this resolution,

or, if earlier, at the close of business on 4 May

2027; and

c) all previous unutilised authorities under

section 551 of the Act shall cease to have

effect (save to the extent that the same are

exercisable pursuant to section 551(7) of the

Act by reason of any offer or agreement made

prior to the date of this resolution which would

or might require shares to be allotted or rights

to be granted on or after

that date).

16. To authorise the Company, and all

companies that are its subsidiaries, at

any time during the period for which this

resolution has effect for the purposes of

section 366 of the Act to:

a) make political donations to political parties

and/or independent election candidates not

exceeding £50,000 in total;

b) make political donations to political

organisations other than political parties not

exceeding £50,000 in total; and

c) incur political expenditure not exceeding

£50,000 in total, during the period beginning

with the date of the passing of this resolution

and ending following the conclusion of the

Company’s next Annual General Meeting or, if

earlier, on 4 May 2027.

17. That the amendments to the rules of the

Future plc 2023 Performance Share Plan (the

“Plan”), produced in draft to the meeting and a

summary of which is set out in the Explanation

of Resolutions section, for Resolution 17, of

the Notice of Annual General Meeting dated 3

December 2025, be approved and the

directors be authorised to do all such acts and

things necessary to give effect to such

amendments.

SPECIAL RESOLUTIONS (18-21)

Special Resolution 18

18. That, if resolution 15 is passed, the

Directors be authorised to allot equity

securities (as deﬁned in section 560 of the

Act) for cash under the authority given by that

resolution and/or to sell ordinary shares held

by the Company as treasury shares for cash as

if section 561 of the Act did not apply to any

such allotment or sale, such authority to be

limited:

i) to the allotment of equity securities in

connection with an offer of or other invitation

to apply for equity securities (but in the case

of the authorisation granted under resolution

15.a. ii), such powers shall be limited to a fully

pre-emptive offer only):

- to ordinary shareholders in proportion (as

nearly as may be practicable) to their

existing holdings; and

- to holders of other equity securities as

required by the rights of those securities or

as the Directors otherwise consider

necessary, and so that the Directors may

impose any limits or restrictions and make

any arrangements which they consider

necessary or appropriate to deal with

treasury shares, fractional entitlements,

record dates, legal, regulatory or practical

problems in, or under the laws of, any

territory or any other matter;

ii) to the allotment of equity securities or sale

of treasury shares (otherwise than under

paragraph i) above) up to a nominal amount of

£1,440,851.85; and

iii) to the allotment of equity securities or sale

of treasury shares (otherwise than under

paragraph i) or paragraph ii) above) up to a

nominal amount equal to 20% of any

allotment of equity securities or sale of

treasury shares from time to time under

paragraph ii) above, such authority to be used

only for the purposes of making a follow-on

offer which the Directors determine to be of a

kind contemplated by paragraph 3 of Section

2B of the Statement of Principles on

Disapplying Pre-Emption Rights most recently

published by the Pre-Emption Group prior to

the date of this notice (the “Statement of

Principles”), such authority to expire at the

end of the next Annual General Meeting of the

Company or, if earlier, at the close of business

on 4 May 2027 but, in each case, prior to its

expiry the Company may make offers, and

enter into agreements, which would, or might,

require equity securities to be allotted (and

treasury shares to be sold) after the authority

expires and the Directors may allot equity

securities (and sell treasury shares) under any

such offer or agreement as if the authority had

not expired.

Special Resolution 19

19. That if resolution 15 is passed, the

Directors be authorised in addition to any

authority granted under resolution 18 to allot

equity securities (as deﬁned in the Act) for

cash under the authority given by that

resolution and/or to sell ordinary shares held

by the Company as treasury shares for cash as

Notice of AGM

Annual Report and Accounts 2025

if section 561 of the Act did not apply to any

such allotment or sale, such authority to be:

i) limited to the allotment of equity securities

or sale of treasury shares up to a nominal

amount of £1,440,851.85, such authority to be

used only for the purposes of ﬁnancing (or

reﬁnancing, if the authority is to be used

within 12 months after the original transaction)

a transaction which the Directors determine to

be either an acquisition or a speciﬁed capital

investment of a kind contemplated by the

Statement of Principles; and

ii) limited to the allotment of equity securities

or sale of treasury shares (otherwise than

under paragraph i) above) up to a nominal

amount equal to 20% of any allotment of

equity securities or sale of treasury shares

from time to time under paragraph i) above,

such authority to be used only for the

purposes of making a follow-on offer which

the Directors determine to be of a kind

contemplated by paragraph 3 of Section 2B of

the Statement of Principles, such authority to

expire at the end of the next Annual General

Meeting of the Company or, if earlier, at the

close of business on 4 May 2027 but, in each

case, prior to its expiry the Company may

make offers, and enter into agreements, which

would, or might, require equity securities to be

allotted (and treasury shares to be sold) after

the authority expires and the Directors may

allot equity securities (and sell treasury

shares) under any such offer or agreement as

if the authority had not expired.

Special Resolution 20

20.That the Company is generally and

unconditionally authorised for the purpose of

Section 701 of the Act to make market

purchases (within the meaning of section

693(4) of the Act) of any of its ordinary shares

on such terms and in such manner as the

Directors of the Company may from time to

time decide, provided that:

a) the maximum aggregate number of ordinary

shares which may be purchased is 9,605,679,

representing approximately 10 per cent of the

Company’s issued ordinary share capital;

b) the minimum price (excluding expenses)

which may be paid for each ordinary share is

15 pence (being the nominal value);

c) the maximum price (excluding expenses)

which may be paid for each ordinary share is

the higher of:

i) an amount equal to 105 per cent of the

average market value of an ordinary share as

derived from the London Stock Exchange

Daily Ofﬁcial List for the ﬁve business days

immediately preceding the day on which such

ordinary share is contracted to be purchased;

and

ii) the value of an ordinary share calculated on

the basis of the higher of the price quoted for:

(a) the last independent trade of; and (b) the

highest current independent bid for, in each

instance, any number of ordinary shares on

the trading venues where the purchase is

carried out; and

d) unless previously revoked, varied or

renewed by the Company in general meeting,

the authority granted by this resolution shall

expire at the end of the next Annual General

Meeting of the Company or, if earlier, at the

close of business on 4 May 2027 but, in each

case, prior to its expiry the Company may

enter into a contract to purchase ordinary

shares which will or may be executed wholly

or partly after the expiry of such authority

and may make purchases of ordinary shares

pursuant to such contract as if this authority

had not expired.

Special Resolution 21

21. That, in accordance with the Company’s

Articles of Association, a general meeting

(other than an Annual General Meeting) may

be called on not less than 14 clear days’

notice.

By order of the Board

David Bateson

Company Secretary

3 December 2025

Future plc, Quay House, The Ambury, Bath

BA1 1UA

Registered in England and Wales: 03757874

EXPLANATION OF RESOLUTIONS

Ordinary resolutions

For each of the following resolutions to be

passed, more than half of the votes cast must

be in favour of the resolution.

Resolution 1: Receipt of Annual Report

The Directors present to shareholders at the

Annual General Meeting (“AGM”) the Reports

of the Directors and Auditor and the ﬁnancial

statements of the Company for the year

ended 30 September 2025.

Resolution 2: Approval of the ﬁnal dividend

This resolution seeks shareholder approval to

pay a ﬁnal dividend of 17p per ordinary share

for the year ended 30 September 2025. The

dividend, if approved, will be payable on 11

February 2026 to shareholders on the

January 2026.

Resolution 3: Approval of the Directors’

Remuneration Policy

This resolution seeks shareholder approval for

the Directors’ Remuneration Policy

(‘Remuneration Policy’), the proposals for

which have been the subject of extensive

consultation with our shareholders since June

2025.

The proposed changes to the

Remuneration Policy are set out on pages 112

to 117 of the Annual Report.

The Board

believes that the amended Remuneration

Policy offers a greater ability to align

remuneration with the Company’s strategy.

A change is also proposed to the

Remuneration Policy, to align the change of

control provisions with the current contractual

notice periods contained in the employment

contracts of the Executive Directors (i.e., an

increase of 6 to 12 months).

Resolution 4: Approval of the Directors’

remuneration report

Resolution 4 seeks shareholder approval for

the Directors’ Remuneration Report on pages

96 to 111 of the Annual Report. The FY 2025

Annual Report on Remuneration (which starts

on page 103) gives details of the

implementation of the Company’s

Remuneration Policy, approved by

shareholders at the AGM in February 2023, in

terms of the payments and share awards

made to the Directors in connection with their

performance and that of the Company during

the year ended 30 September 2025. It also

gives details of how the Company intends to

apply the Remuneration Policy, subject to

approval of the changes to the Remuneration

Policy proposed by Resolution 3, in practice

for FY 2026. This vote is advisory and the

Directors’ entitlement to remuneration is not

conditional on it. The Company’s Auditor

during the year, Deloitte LLP, has audited

those parts of the Directors’ Remuneration

Report that are required to be audited and

their report may be found on pages 119 to 129

of the Annual Report.

Resolutions 5-12: Election and re-election

of directors

A biography of each Director, including a

description of the skills and experience they

contribute to the Board, appears on pages 80

and 81 of the Annual Report and is also

available on the Company’s website at www.

futureplc. com/governance/.

In accordance with the recommendations of

the UK Corporate Governance Code, every

Director is required to retire from ofﬁce at

every AGM. Any Director eligible, in

accordance with the Company’s Articles of

Association (the ‘Articles’), may stand for

Future plc

re-election. The Company’s Chair conﬁrms

that, following the evaluation process, as

described on page 83 of the Annual Report,

the performance of each Director standing for

re-election and election continues to be

effective and that they have each

demonstrated a strong commitment to their

role. In reaching its recommendations the

Board considered the individual skills and

experience brought by each Director and the

overall skill set of the Board. The Board also

carefully considers other commitments held

by each Director.

Where a Director holds other roles, and prior

to accepting any additional roles, attention is

paid to ensuring they are able to commit

sufﬁcient time to the Company. The Board has

determined that each Director has the ability

to continue to provide the level of focus and

time required to fulﬁl their individual

obligations at the Company notwithstanding

their external appointments.

Resolutions 13-14: Appointment of auditor

and auditor’s remuneration

An independent auditor is required to be

appointed at each general meeting at which

accounts are presented to shareholders.

Under Resolution 13 the Directors propose to

reappoint Deloitte LLP as the Company’s

independent auditor. More information about

the decision to appoint Deloitte LLP can be

found in the Audit and Risk Committee report

on page 88 of the Annual Report.

Resolution 14 seeks shareholder authorisation

for the Audit and Risk Committee to decide

the Auditor’s fee, which is standard practice.

Resolution 15: Authority to allot shares

At the AGM held in February 2025, the

Directors were given the authority to allot

shares without the prior consent of

shareholders for a period expiring at the

conclusion of the AGM to be held in 2026 or, if

earlier, on 4 May 2026. It is proposed to renew

this authority and to authorise the Directors

under section 551 of the Companies Act 2006

to allot ordinary shares or grant rights to

subscribe for or convert any security into

shares in the Company for a period expiring at

the conclusion of the AGM to be held in 2027

or, if earlier, the close of business on 4 May

2027. This resolution, which follows the

guidelines issued by the Investment

Association, will allow the Directors to:

a) allot ordinary shares up to a maximum

nominal amount of £4,802,839.50,

representing approximately one third (33.33

per cent) of the Company’s existing issued

share capital and calculated as at 2 December

2025 (being the last practicable date prior to

publication of this notice); and

b) allot ordinary shares in connection with a

rights issue in favour of ordinary shareholders

up to a maximum nominal amount (including

any shares allotted under the paragraph

above) of £9,605,679, representing

approximately two thirds (66.67 per cent) of

the Company’s existing issued share capital

and calculated as at 2 December 2025 (being

the last practicable date prior to publication of

this notice).

The Directors have no present intention of

allotting shares under the authority conferred

by this resolution, but believe that the

ﬂexibility allowed by this resolution may assist

them in taking advantage of business

opportunities as they arise.

If they do exercise this authority, the Directors

intend to follow best practice as

recommended by the Investment Association.

As at 2 December 2025 (being the last

practicable date prior to publication of this

notice) the Company does not have any shares

in treasury.

Resolution 16: Authority to make

political donations

It remains the policy of the Company not to

make political donations or to incur political

expenditure, as those expressions are

normally understood. However, following

broader deﬁnitions introduced by the Act, the

Directors continue to propose a resolution

designed to avoid inadvertent infringement of

these deﬁnitions.

The Act requires companies to obtain

shareholders’ authority for donations to

registered political parties and other political

organisations totalling more than £50,000 in

any 12-month period, and for any political

expenditure, subject to limited exceptions.

The deﬁnition of donation in this context is

very wide and extends to bodies such as those

concerned with policy review, law reform and

the representation of the business community.

It could also include special interest groups,

such as those involved with the environment,

which the Company and its subsidiaries might

wish to support, even though these activities

are not designed to support or to inﬂuence

support for any particular political party.

Resolution 17: Future plc Performance

Share Plan

The Company operates the Future plc 2023

Performance Share Plan (the ‘Plan’), which

was approved by shareholders in 2023 and is

used to make long term share awards to

employees.

The Company is proposing to

make two changes to the Plan, as follows: (i) to

conﬁrm that the Plan may be used to grant

awards subject to time-vesting only, in

addition to awards subject to speciﬁc

performance conditions; and (ii) to update the

Plan’s dilution limits in line with latest investor

guidelines.

(i) Performance Conditions.

The Plan

currently states that the vesting of awards will

be conditional on the satisfaction of one or

more performance conditions.

The Company wishes to amend this provision

to make it clear that the Board may choose

whether or not to include speciﬁc

performance conditions when granting

awards.

This change is being made to conﬁrm

that the Plan has the ﬂexibility to grant both

performance-vesting awards (PSUs) and

time-vesting awards (RSUs) to participants,

including to Executive Directors (as proposed

under the Remuneration Policy).

Where awards are not subject to speciﬁc

performance conditions, they will be subject

to an underpin, as described in the

Remuneration Policy.

(ii) Dilution limits.

The Plan includes limits

(‘Dilution Limits’) on the use of newly issued

shares or treasury shares of the Company to

satisfy awards.

These Dilution Limits were implemented in

line with the investor guidelines in force at the

time the Plan was approved. The Dilution

Limits state that an award under the Plan may

not be granted if it may cause, in any rolling

10-year period, (a) the total number of shares

allocated under all of the Company’s employee

share plans to exceed 10%, or (b) the total

number of shares allocated under the

Company’s discretionary share plans to

exceed 5%.

Shares will count towards those Dilution

Limits if an award has been granted over

shares and that award has either been settled

using new-issue or treasury shares or that

award remains outstanding and could possibly

be settled using new issue or treasury shares

(whether or not it is anticipated that awards

will in fact be settled in that way).

The Company wishes to amend the Dilution

Limits to: (i) adjust how the dilution is

calculated so that the limits are calculated by

reference to the actual dilution impact rather

than the maximum possible dilution; and (ii)

Notice of AGM

Annual Report and Accounts 2025

remove the 5% limit. These updates are in line

with updated investor guidelines.

Having carefully considered the proposed

amendments to the Plan, and reviewed recent

changes to institutional investor guidance, the

Remuneration Committee has concluded that

the amendments would be in the best

interests of the Company to allow it more

ﬂexibility in terms of how it deploys its capital

and to also potentially mitigate some of the

operational costs of acquiring shares in the

market to satisfy employee awards.

The Group will continue to carefully plan and

monitor its use of new issue and treasury

shares under its employee share plans within

the limits set out in investor guidance.

An updated draft of the Plan, which includes

both of these changes, will be available for

inspection through the FCA’s National Storage

Mechanism https://www.fca.org.uk/markets/

primary-markets/regulatory-disclosures/

national-storage-mechanism and will be

available for review at the place of the AGM

for at least 15 minutes prior to and until the

conclusion of the meeting.

Special Resolutions

For each of the following resolutions to be

passed, at least 75 per cent of the votes cast

must be in favour of the resolution.

Resolutions 18 and 19: Directors’ general

powers to disapply preemption rights

At last year’s meeting, special resolutions

were passed, under sections 570 and 573 of

the Act, empowering the Directors to allot

equity securities for cash without a prior offer

to existing shareholders. Resolutions 18 and

19 will renew and, in the case of follow-on

offers of a kind contemplated by paragraph 3

of Section 2B of the Statement of Principles

only, extend these authorities. In line with the

guidance set out in the Statement of

Principles, if approved, resolution 18 will

authorise the Board to allot equity securities

(as deﬁned in section 560 of the Act) for cash

and/or to sell ordinary shares held by the

Company as treasury shares for cash on a

non-pre-emptive basis. The authority will be

limited to: (i) the allotment for fully pre-

emptive offers; (ii) the allotment of equity

securities or sale of treasury shares

(otherwise than under paragraph (i) above) up

to a nominal amount of £1,440,851.85, which

represents approximately 10% of the issued

share capital of the company as at 2

December 2025 (being the latest practicable

date prior to publication of this notice); and (iii)

the allotment of equity securities or sale of

treasury shares (otherwise than under (i) or (ii)

above) up to a nominal amount equal to 20% of

any allotment of equity securities or sale of

treasury shares from time to time under (ii),

such authority to be used only for the

purposes of making a follow on offer of a kind

contemplated by paragraph 3 of Section 2B of

the Statement of Principles.

In line with the guidance set out in the

Statement of Principles, if approved, resolution

19 will additionally authorise the Board to allot

equity securities (as deﬁned in section 560 of

the Act) and/or sell ordinary shares held by the

Company as treasury shares for cash on a non

pre-emptive basis.

This additional authority will be limited to: (i)

the allotment of equity securities or sale of

treasury shares up to a nominal amount of

£1,440,851.85, which represents

approximately 10% of the issued share capital

of the Company as at 2 December 2025 (being

the latest practicable date prior to publication

of this notice), for the purposes of ﬁnancing (or

reﬁnancing, if the authority is to be used within

12 months after the original transaction) a

transaction which the Board determines to be

an acquisition or other capital investment of a

kind contemplated by the Statement of

Principles and which is announced at the same

time as the allotment, or has taken place in the

preceding 12 month period and is disclosed in

the announcement of the allotment; and (ii) the

allotment of equity securities or sale of

treasury shares (otherwise than under (i)) up to

a nominal amount equal to 20% of any

allotment of equity securities or sale of

treasury shares from time to time under (i),

such authority to be used only for the

purposes of making a follow-on offer of a kind

contemplated by paragraph three of Section

2B of the Statement of Principles.

The Directors consider the authorities in these

two resolutions to be appropriate in order to

allow the Company ﬂexibility to ﬁnance

business opportunities or to conduct a fully

pre-emptive offer without the need to comply

with the strict requirements of the statutory

pre-emptive provisions. The Directors have no

present intention to make use of these

authorities. If the powers sought by

Resolutions 18 and 19 are used in relation to a

non-pre-emptive offer, the Directors conﬁrm

their intention to follow the shareholder

protections in paragraph 1 of Part 2B of the

Statement of Principles and, where relevant,

follow the expected features of a follow-on

offer as set out in paragraph 3 of Part 2B of the

Statement of Principles.

The authorities sought under resolutions 18

and 19 will, if granted, lapse at the conclusion

of the next Annual General Meeting or, if

earlier, the close of business on 4 May 2027.

Resolution 20: Return of cash via share

buyback

At the AGM last year, the Directors were given

authority to make on-market purchases of

ordinary shares up to a maximum of

approximately 10 per cent of the Company’s

issued share capital . This authority will expire

at the conclusion of this year’s Annual General

Meeting.

Resolution 20, which will be proposed as a

special resolution, seeks to renew the

authority granted at the AGM last year and

gives the Company authority to buy back its

own ordinary shares in the market as

permitted by the Act.

In line with institutional investor guidelines,

the authority limits the numbers of shares that

could be purchased to a maximum of

9,605,679 ordinary shares (representing

approximately 10 per cent of the issued

ordinary share capital (excluding treasury

shares)) of the Company as at 2 December

2025 (being the latest practicable date prior

to publication of this notice). The authority

sought under Resolution 20 will, if granted,

lapse at the conclusion of the next Annual

General Meeting or, if earlier, the close of

business on 4 May 2027. Any shares

purchased will be cancelled.

The Directors intend to announce, on 4

December 2025, a further share repurchase

programme of up to £30m. The Directors will

exercise this authority only when to do so

would be in the best interests of the Company

and of its shareholders generally.

The Company has options and awards

outstanding over 2,699,605 ordinary shares,

representing 2.8% of the Company’s issued

ordinary share capital (excluding treasury

shares) as at 2 December 2025 (being the

latest practicable date prior to the publication

of the Notice). If the authority now being

sought by resolution 20 were to be used in full,

the total number of options and awards

outstanding would represent 2.96% of the

Company’s issued ordinary share capital

(excluding treasury shares) at that date.

Resolution 21: Notice of general meetings

The notice period for general meetings, as

governed by the Act, is 21 days. The notice

period can be less if shareholders approve a

shorter notice period, however it cannot be

shorter than 14 clear days. AGMs cannot be

held at shorter notice and must always be held

on at least 21 clear days’ notice.

Future plc

At last year’s AGM, shareholders authorised

the calling of general meetings other than an

AGM on not less than 14 clear days’ notice and

it is proposed that this authority be renewed.

The authority granted by this resolution, which

will be proposed as a special resolution, if

passed, will be effective until the Company’s

next Annual General Meeting, when it is

intended that a similar resolution will be

proposed.

Note, that if a general meeting is called on less

than 21 clear days’ notice, the Company will

arrange for electronic voting facilities to be

available to all shareholders. The ﬂexibility

offered by this resolution will be used where,

taking into account the circumstances, and

noting the recommendations of the UK

Corporate Governance Code, the Directors

consider this appropriate in relation to the

business of the meeting and in the interests of

the Company and shareholders as a whole.

FURTHER INFORMATION ABOUT THE AGM

1. Information regarding the meeting, including

the information required by section 311A of the

Act, is available from: https://www.futureplc.

com/shareholder-info/.

Attendance at the AGM

2. The AGM (the ‘Meeting’) will take place as a

physical meeting. We strongly encourage

shareholders to submit a proxy vote in advance

of the AGM and to appoint the Chair of the

meeting as their proxy, rather than a named

person who, if circumstances change, may not

be able to attend the meeting.

If you are attending the meeting in person,

please bring the attendance card attached to

your form of proxy and arrive at Future’s

London ofﬁce, 121 - 141 Westbourne Terrace,

Paddington, London, W2 6JR, in sufﬁcient time

for registration.

We will keep you updated should the plans for

our AGM change in light of future

developments. Any change to the location, time

or date of our AGM will be communicated to

shareholders in accordance with our Articles of

Association and by Stock Exchange

Announcement.

Appointment of a proxy does not preclude a

member from attending the meeting and voting

in person. If a member has appointed a proxy

and attends the meeting in person, the proxy

appointment will automatically be terminated.

Appointment of proxies

3. Any member entitled to attend and vote at

the meeting may appoint one or more proxies

to attend, speak and vote in their place. A

member may appoint more than one proxy

provided that each proxy is appointed to

exercise the rights attached to a different

share or shares held by that shareholder. If you

appoint multiple proxies for a number of

shares in excess of your holding, the proxy

appointments may be treated as invalid. A

proxy need not be a member of the Company.

A proxy card is enclosed. To be effective,

proxy cards should be completed in

accordance with Notice of Annual General

Meeting, these notes and the notes to the

proxy form, signed and returned so as to be

received by the Company’s Registrars:

Computershare Investor Services PLC, The

Pavilions, Bridgwater Road, Bristol BS13 8AE

not later than 11.00 am on Tuesday, 3 February

2026, being two business days before the

time appointed for the holding of the meeting.

If you submit more than one valid proxy

appointment, the appointment received last

before the latest time for the receipt of

proxies will take precedence.

Electronic appointment of proxies

4. As an alternative to completing the printed

proxy form, you may appoint a proxy

electronically by visiting the following website:

www.investorcentre.co.uk/eproxy.

You will be asked to enter the Control Number,

the Shareholder Reference Number (SRN) and

PIN as printed on your proxy form and to

agree to certain terms and conditions. To be

effective, electronic appointments must have

been received by the Company’s Registrars

not later than 11.00 am on Tuesday, 3

February 2026.

Number of shares in issue

5. As at the close of business on 2 December

2025 (being the last business day prior to the

publication of this notice) the Company’s

issued share capital consisted of 96,056,790

Ordinary shares of 15 pence each. Each

Ordinary share carries one vote. There are no

shares held in treasury. The total number of

voting rights in the Company is therefore

96,056,790.

Documents available for inspection

6. Printed copies of the service contracts of

the Company’s Directors and the letters of

appointment for the non-Executive Directors

will be available for inspection during usual

business hours on any weekday (Saturdays,

Sundays and public holidays excluded) at the

Company’s London ofﬁce at 121 - 141

Westbourne Terrace, Paddington, London, W2

6JR and at the Company’s registered ofﬁce at

Quay House, The Ambury, Bath, BA1 lUA

including on the day of the meeting from 11.00

am until its completion.

Eligible shareholders

7. The Company, pursuant to Regulation 41 of

The Uncertiﬁcated Securities Regulations

2001, speciﬁes that only those members on

the register of the Company as at 11.00 am on

Tuesday, 3 February 2026 or, if this meeting is

adjourned, in the register of members 48

hours before the time of any adjourned

meeting, are entitled to attend and vote at the

meeting in respect of the number of shares

registered in their name at that time. Changes

to entries on the Register after 11.00 am on

Tuesday, 3 February 2026 or, if this meeting is

adjourned, in the register of members 48

hours before the time of any adjourned

meeting, will be disregarded in determining

the rights of any person to attend or vote at

the meeting.

Indirect investors

8. Any person to whom this notice is sent who

is a person that has been nominated under

section 146 of the Act to enjoy information

rights (a ‘Nominated Person’) does not have a

right to appoint a proxy. However, a Nominated

Person may, under an agreement with the

registered shareholder by whom they were

nominated (a ‘Relevant Member’), have a right

to be appointed (or to have someone else

appointed) as a proxy for the meeting.

Alternatively, if a Nominated Person does not

have such a right, or does not wish to exercise

it, they may have a right under any such

agreement to give instructions to the Relevant

Member as to the exercise of voting rights.

A Nominated Person’s main point of contact in

terms of their investment in the Company

remains the Relevant Member (or, perhaps,

the Nominated Person’s custodian or broker)

and the Nominated Person should continue to

contact them (and not the Company)

regarding any changes or queries relating to

the Nominated Person’s personal details and

their interest in the Company (including any

administrative matters). The only exception to

this is where the Company expressly requests

a response from the Nominated Person.

Appointment of proxies through CREST /

Proxymity

9. CREST members who wish to appoint a

proxy or proxies through the CREST electronic

proxy appointment service may do so for the

meeting and any adjournment(s) thereof by

using the procedures described in the CREST

Manual. CREST personal members or other

CREST sponsored members, and those

CREST members who have appointed a voting

service provider(s), should refer to their

Notice of AGM

Annual Report and Accounts 2025

CREST sponsor or voting service provider(s),

who will be able to take the appropriate action

on their behalf.

For a proxy appointment or instruction made

using the CREST service to be valid, the

appropriate CREST message (a ‘CREST Proxy

Instruction’) must be properly authenticated in

accordance with Euroclear UK & Ireland

Limited’s speciﬁcations and must contain the

information required for such instructions, as

described in the CREST Manual. The message,

regardless of whether it constitutes the

appointment of a proxy or an amendment to

the instruction given to a previously appointed

proxy must, in order to be valid, be transmitted

so as to be received by the issuer’s agent (ID

3RA50) by 11.00 am on Tuesday, 3 February

2026 or, if the meeting is adjourned, not less

than 48 hours before the time ﬁxed for the

adjourned meeting. For this purpose, the time

of receipt will be taken to be the time (as

determined by the timestamp applied to the

message by the CREST Applications Host)

from which the issuer’s agent is able to retrieve

the message by enquiry to CREST in the

manner prescribed by CREST. After this time

any change of instructions to proxies appointed

through CREST should be communicated to

the appointee through other means.

CREST members and, where applicable, their

CREST sponsors or voting service providers

should note that Euroclear UK & Ireland

Limited does not make available special

procedures in CREST for any particular

messages. Normal system timings and

limitations will therefore apply in relation to

the input of CREST Proxy nstructions. It is the

responsibility of the CREST member

concerned to take (or, if the CREST member is

a CREST personal member or sponsored

member or has appointed a voting service

provider(s), to procure that his/her CREST

sponsor or voting service provider(s) take(s))

such action as is necessary to ensure that a

message is transmitted by means of the

CREST system by any particular time. In this

connection, CREST members and, where

applicable, their CREST sponsors or voting

service providers are referred, in particular, to

those sections of the CREST Manual

concerning practical limitations of the CREST

system and timings.

The Company may treat as invalid a CREST

Proxy Instruction in the circumstances set out

in Regulation 35(5)(a) of the Uncertiﬁcated

Securities Regulations 2001.

If you are an institutional investor you may

also be able to appoint a proxy electronically

via the Proxymity platform, a process which

has been agreed by the Company and

approved by the Registrar. For further

information regarding Proxymity, please go to

www.proxymity.io. Your proxy must be lodged

by 11.00 am on Tuesday, 3 February 2026 in

order to be considered valid. Before you can

appoint a proxy via this process you will need

to have agreed to Proxymity’s associated

terms and conditions. It is important that you

read these carefully as you will be bound by

them and they will govern the electronic

appointment of your proxy.

Amending a proxy

10. To change a proxy instruction, a member

needs to submit a new proxy appointment

using the methods set out above. Note that

the deadlines for receipt of proxy

appointments (see above) also apply in

relation to amended instructions; any

amended proxy appointment received after

the relevant deadline will be disregarded.

Where a member has appointed a proxy using

the paper proxy form and would like to change

the instructions using another such form, that

member should contact the Registrars on +44

(0)370 707 1443.

If more than one valid proxy appointment is

submitted, the appointment received last

before the deadline for the receipt of proxies

will take precedence.

Revoking a proxy

11. In order to revoke a proxy instruction, a

signed letter clearly stating a member’s

intention to revoke a proxy appointment must

be sent by post or by hand to the Company’s

Registrars:

Computershare Investor Services PLC, The

Pavilions, Bridgwater Road, Bristol BS13 8AE.

Note that the deadlines for receipt of proxy

appointments (see above) also apply in

relation to revocations; any revocation

received after the relevant deadline will be

disregarded.

Corporate members

12. In the case of a member which is a

company, any proxy form, amendment or

revocation must be executed under its

common seal or signed on its behalf by an

ofﬁcer of the company or an attorney for the

company. Any power of attorney or any other

authority under which the documents are

signed (or a duly certiﬁed copy of such power

of authority) must be included. A corporate

member can appoint one or more corporate

representatives who may exercise, on its

behalf, all its powers as a member provided

that no more than one corporate

representative exercises powers over the

same share. Members considering the

appointment of a corporate representative

should check their own legal position, the

company’s articles of association and the

relevant provision of the Act.

Joint holders

13. Where more than one of the joint holders

purports to vote or appoint a proxy, only the

vote or appointment submitted by the

member whose name appears ﬁrst on the

Questions at the AGM

14. Any member attending the meeting has

the right to ask questions in person at the

meeting or by email prior to the meeting at

cosec@ futurenet.com. Under section 319A of

the Act, the Company must answer any

question you ask relating to the business

being dealt with at the meeting unless:

a) answering the question would interfere

unduly with the preparation for the meeting or

involve the disclosure of conﬁdential

information;

b) the answer has already been given on a

website in the form of an answer to a question;

c) it is undesirable in the interests of the

Company or the good order of the meeting

that the question be answered.

Members’ right to require circulation of a

resolution to be proposed at the AGM

15. Under section 338 of the Act, a member or

members meeting the qualiﬁcation criteria set

out at note 18 below may, subject to

conditions set out at note 19, require the

Company to give to members notice of a

resolution which may properly be moved and

is intended to be moved at that meeting.

Members’ right to have a matter of business

dealt with at the AGM

16. Under section 338A of the Act, a member

or members meeting the qualiﬁcation criteria

set out at note 18 below may, subject to the

conditions set out at note 19, require the

Company to include in the business to be dealt

with at the AGM a matter (other than a

proposed resolution) which may properly be

included in the business (a matter of business).

Website publication of any audit concerns

17. Pursuant to Chapter 5 of Part 16 of the Act,

where requested by a member or members

meeting the qualiﬁcation criteria set out at

note 18 below, the Company must publish on

its website a statement setting out any matter

that such members propose to raise at the

AGM relating to the audit of the Company’s

accounts (including the auditors’ report and

Future plc

the conduct of the audit) that are to be laid

before the AGM.

Where the Company is required to publish

such a statement on its website:

a) it may not require the members making the

request to pay any expenses incurred by the

Company in complying with the request;

b) it must forward the statement to the

Company’s auditors no later than the time the

statement is made available on the Company’s

website; and

c) the statement may be dealt with as part of

the business of the AGM.

The request:

a) may be in hard copy form or in electronic

form and must be authenticated by the person

or persons making it (see note 19(d) and (e)

below); b) should either set out the statement

in full or, if supporting a statement sent by

another member, clearly identify the

statement which is being supported; and

c) must be received by the Company at least

one week before the AGM.

Members’ qualiﬁcation criteria

18. In order to be able to exercise the

members’ rights set out in notes 15 to 17

above, the relevant request must be made by:

a) a member or members having a right to

vote at the AGM and holding at least 5 per

cent of total voting rights of all the members

having a right to vote on the resolution to

which the request relates; or

b) at least 100 members having a right to vote

at the AGM and holding, on average, at least

£100 of paid up share capital.

Conditions

19. The conditions are that:

a) any resolution must not, if passed, be

ineffective (whether by reason of

inconsistency with any enactment or the

Company’s constitution or otherwise);

b) the resolution or matter of business must

not be defamatory of any person, frivolous or

vexatious;

c) the request:

i) may be in hard copy form or in electronic

form;

ii) must identify the resolution or the matter of

business of which notice is to be given by

either setting it out in full or, if supporting a

resolution/ matter of business sent by another

member, clearly identifying the resolution/

matter of business which is being supported;

iii)in the case of a resolution, must be

accompanied by a statement setting out the

grounds for the request; iv)must be

authenticated by the person or persons

making it; and

v) must be received by the Company not later

than six weeks before the date of the AGM;

and

d) in the case of a request made in hard copy

form, such request must be:

(i) signed by you and state your full name and

address; and

(ii) sent either: by post to Company Secretary,

Future plc, Quay House, The Ambury, Bath

BA1 lUA;

or by fax to +44(0)1225 732266 marked for

the attention of the Company Secretary; and

e) in the case of a request made in electronic

form, such request must:

i) state your full name and address; and

(ii) be sent to [email protected].

Please state ‘AGM’ in the subject line of the

email. You may not use this electronic address

to communicate with the Company for any

other purpose.

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