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Ontex Group NV Audit Report / Information 2026

Apr 3, 2026

3985_rns_2026-04-03_281d2e66-4606-47ee-86d9-1a1d5ffde466.pdf

Audit Report / Information

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Statutory auditor's report to the general shareholders' meeting of Ontex Group NV on the annual accounts for the year ended 31 December 2025

We present to you our statutory auditor's report in the context of our statutory audit of the annual accounts of Ontex Group NV (the "Company"). This report includes our report on the annual accounts, as well as the other legal and regulatory requirements. This forms part of an integrated whole and is indivisible.

We have been appointed as statutory auditor by the general meeting d.d. 5 May 2023, following the proposal formulated by the board of directors and following the recommendation by the audit committee. Our mandate will expire on the date of the general meeting which will deliberate on the annual accounts for the year ended 31 December 2025. We have performed the statutory audit of the Company's annual accounts for 12 consecutive years.

Report on the annual accounts

Unqualified opinion

We have performed the statutory audit of the Company's annual accounts, which comprise the balance sheet as at 31 December 2025, and the profit and loss account for the year then ended, and the notes to the annual accounts, characterised by a balance sheet total of EUR 2.817.009.261 and a profit and loss account showing a profit for the year of EUR 3.662.822.

In our opinion, the annual accounts give a true and fair view of the Company's net equity and financial position as at 31 December 2025, and of its results for the year then ended, in accordance with the financial-reporting framework applicable in Belgium.

Basis for unqualified opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs) as applicable in Belgium. Furthermore, we have applied the International Standards on Auditing as approved by the IAASB which are applicable to the year-end and which are not yet approved at the national level. Our responsibilities under those standards are further described in the "Statutory Auditor's responsibilities for the audit of the annual accounts" section of our report. We have fulfilled our ethical responsibilities in accordance with the ethical requirements that are relevant to our audit of the annual accounts in Belgium, including the requirements related to independence.

PwC Bedrijfsrevisoren BV - PwC Reviseurs d'Entreprises SRL - Financial Assurance Services - Maatschappelijke zetel/Siège social: Culliganlaan 5, B-1831 Diegem T: +32 (0)2 710 4211 BTW/TVA BE 0429.501.944 / RPR Brussel, Nederlandstalige afdeling - RPM Bruxelles, division néerlandophone ING BE43 3101 3811 9501 - BIC BBRUBEBB BELFIUS BE92 0689 0408 8123 - BIC GKCC BEBB

We have obtained from the board of directors and Company officials the explanations and information necessary for performing our audit.

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

Key audit matter

A key audit matter is a matter that, in our professional judgment, was of most significance in our audit of the annual accounts of the current period. This matter was addressed in the context of our audit of the annual accounts as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter.

(1) Impairment testing on participations in affiliated companies

Description of the key audit matter

The participations in affiliated companies of Ontex Group NV as at 31 December 2025 consist of a participation in Ontex BV for an amount of EUR 1.687,1 million.

We consider the impairment testing on participations in affiliated companies as most significant to our audit because of the fact that they represent a substantial amount of the total assets. Additionally, such impairment assessment involves significant judgement by management, with respect to the future cash flow generation of the entity

How our audit addressed the key audit matter

For the evaluation of the impairment testing on the participation in Ontex BV, we have obtained management's assessment whereby the value in use of the activities has been considered.

In evaluating management's impairment assessment, we focused on the reasonableness and impact of key assumptions used in estimating the cash flow forecasts of Ontex BV and its subsidiaries, including the discount rate, revenue growth rates, operating margin, working capital- and CAPEX percentages .

In assessing the reasonableness of the assumptions used by management we involved our internal valuation experts. Additionally, we have assessed whether the valuation models used have been consistently applied as part of the overall financial closing process.

Whilst recognizing that cash flow forecasting and impairment assessment are all inherently judgmental, we found that the assumptions used by management, in evaluating whether a permanent reduction in value exists are reasonable.

Responsibilities of the board of directors for the preparation of the annual accounts

The board of directors is responsible for the preparation of annual accounts that give a true and fair view in accordance with the financial-reporting framework applicable in Belgium, and for such internal control as the board of directors determines is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error.

In preparing the annual accounts, the board of directors is responsible for assessing the 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 board of directors either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Statutory auditor's responsibilities for the audit of the annual accounts

Our objectives are to obtain reasonable assurance about whether the annual accounts 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 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 annual accounts.

In performing our audit, we comply with the legal, regulatory and normative framework applicable to the audit of the annual accounts in Belgium. A statutory audit does not provide any assurance as to the Company's future viability nor as to the efficiency or effectiveness of the board of directors' current or future business management. Our responsibilities in respect of the use of the going concern basis of accounting by the board of directors are described below.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the annual accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control;

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the board of directors;

  • Conclude on the appropriateness of the board of directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our statutory auditor's report to the related disclosures in the annual accounts or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our statutory auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern;

  • Evaluate the overall presentation, structure and content of the annual accounts, including the disclosures, and whether the annual accounts represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the board of directors and with the audit committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the board of directors and the audit committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the board of directors and with the audit committee we determine those matters that were of most significance in the audit of the annual accounts of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.

Other legal and regulatory requirements

Responsibilities of the board of directors

The board of directors is responsible for the preparation and the content of the directors' report, for the preparation and disclosure of the documents required to be deposited by virtue of the legal and regulatory requirements as well as for the compliance with the legal and regulatory requirements regarding bookkeeping, with the Companies' and Associations' Code and the Company's articles of association.

Statutory auditor's responsibilities

In the context of our engagement and in accordance with the Belgian standard which is complementary to the International Standards on Auditing (ISAs) as applicable in Belgium, our responsibility is to verify, in all material respects, the directors' report, certain documents required to be deposited by virtue of legal and regulatory requirements, as well as compliance with the articles of association and of certain requirements of the Companies' and Associations' Code, and to report on these matters.

Aspects related to the directors' report

In our opinion, after having performed specific procedures in relation to the directors' report, the directors' report is consistent with the annual accounts for the year under audit, and it is prepared in accordance with the articles 3:5 and 3:6 of the Companies' and Associations' Code.

In the context of our audit of the annual accounts, we are also responsible for considering, in particular based on the knowledge acquired resulting from the audit, whether the directors' report is materially misstated or contains information which is inadequately disclosed or otherwise misleading. In light of the procedures we have performed, there are no material misstatements we have to report to you.

Statement related to the social balance sheet

The social balance sheet, to be deposited in accordance with article 3:12, §1, 8° of the Companies' and Associations' Code, includes, both in terms of form and content, the information required under this Code, including, but not limited to, in relation to salaries and education, and does not present any material inconsistencies with the information we have at our disposition in our engagement.

Statement related to independence

  • Our registered audit firm and our network did not provide services which are incompatible with the statutory audit of the annual accounts and our registered audit firm remained independent of the Company in the course of our mandate.
  • The fees for additional services which are compatible with the statutory audit of the annual accounts referred to in article 3:65 of the Companies' and Associations' Code are correctly disclosed and itemized in the notes to the annual accounts.

Other statements

  • Without prejudice to formal aspects of minor importance, the accounting records were maintained in accordance with the legal and regulatory requirements applicable in Belgium.
  • The appropriation of results proposed to the general meeting complies with the legal provisions and the provisions of the articles of association.
  • There are no transactions undertaken or decisions taken in breach of the Company's articles of association or the Companies' and Associations' Code that we have to report to you.

● This report is consistent with the additional report to the audit committee referred to in article 11 of the Regulation (EU) N° 537/2014.

Ghent, 16 March 2026

The statutory auditor PwC Bedrijfsrevisoren BV/PwC Reviseurs d'Entreprises SRL Represented by

Lien Winne* Bedrijfsrevisor/Réviseur d'Entreprises

*Acting on behalf of Lien Winne BV

ONTEX GROUP
Public limited company
Korte Keppestraat 21
9320Erembodegem
Belgium
Gent, Division Dendermonde
0550.880.915
03062021
EURO 05 052026
01012025 3112 2025
01012024 3112 2024

55 6.1, 6.2.2, 6.3.4, 6.4.2, 6.17, 8, 9, 11, 12, 13, 14, 15

Viabylity BV Nr.: 0744.427.785 Rombaut Keldermansstraat 28, 2650 Edegem, Belgium

Represented by:

Hans Van Bylen Zeedijk - Het Zoute 871 box 21, 8300 Knokke-Heist, Belgium

Inge Boets BV Nr.: 0458.838.011 Onderheide 28, 2930 Brasschaat, Belgium

Represented by:

Inge Boets (Representative) Onderheide 28, 2930 Brasschaat, Belgium

MJA Consulting BV Nr.: 0848.139.987 Simonnelaan 17, 1640 Rhode-Saint-Genèse, Belgium

Represented by:

Manon Janssen Simonnelaan 17, 1640 Rhode-Saint-Genèse, Belgium

HVV GmbH Nr.: ATU78058637 Nassereinerstrasse 57, 6580 Sankt Anton, Austria

Represented by:

Jesper Hojer Nassereinerstrasse 57, 6580 Sankt Anton, Austria

Acacia I BV Nr.: 0699.671.886 Kerseleerveld 19, 2820 Bonheiden, Belgium

Represented by:

Els Verbraecken (Representative) Kerseleerveld 19, 2820 Bonheiden, Belgium

Michael Bredael Groeselenbergstraat 158, 1180 Uccle, Belgium

Hochgesand Isabel Brahmsallee 107, 20144 Hamburg, Germany Chairman of the board of directors 03/05/2024 - 05/05/2028

Director 02/06/2014 - 05/05/2026

Director 25/05/2021 - 05/05/2025

Director 01/10/2022 - 01/01/2026

Director 05/05/2025 - 05/05/2029

Director 24/05/2017 - 05/05/2029

Director 25/05/2021 - 05/05/2025

Olsen Rodney Centenary Avenue 7527, 75225 Dallas, United States

Ebrahim Attarzadeh Hurdnerwäldliststrasse 63, 8808 Pfaffikon, Switzerland

Julie Hamilton Belted Kingfisher 24, 29928 Hilton Head Island, United States

PricewaterhouseCoopers Bedrijfsrevisoren BV Nr.: 0429.501.944 Culliganlaan 5, 1831 Diegem, Belgium Membership nr.: B00009

Represented by:

Lien Winne (Auditor) Sluisweg 1 box 8, 9000 Gent, Belgium Membership nr.: A02202

Director 25/05/2021 - 05/05/2029

Director 05/05/2022 - 05/05/2026

Director 05/05/2025 - 05/05/2029

Auditor 05/05/2023 - 05/05/2026

Nr. F-cap 2.2 0550.880.915

XXX

Surname, first names, profession and address Affiliation number Nature of theassignment(A, B, C and/or D)

ANNUAL ACCOUNTS Nr. F-cap 3.1 0550.880.915

BALANCE SHEET AFTER APPROPRIATION

ANNUAL ACCOUNTS
BALANCE SHEET AFTER APPROPRIATION
Discl. Codes Period Preceding period
ASSETS
Formation expenses 6.1 20
FIXED ASSETS 21/28 2.421.525.009,00 2.759.891.343,00
Intangible fixed assets 6.2 21 15.449.779,00 13.645.146,00
6.3 22/27 81.830,00 202.451,00
Tangible fixed assetsLand and buildings 22
Plant, machinery and equipment 23 81.830,00 177.026,00
Furniture and vehicles 24
Leasing and similar rights 25
Other tangible fixed assets 26
Assets under construction and advance payments 27 25.425,00
6.4/6.5.1Financial fixed assets 28 2.405.993.400,00 2.746.043.746,00
Affiliated enterprises 6.15 280/1 2.405.805.526,00 2.745.855.872,00
Participating interests 280281 1.687.065.289,00718.740.237,00 1.687.065.289,001.058.790.583,00
Amounts receivableEnterprises linked by participating interests 6.15 282/3
Participating interests 282
Amounts receivable 283
Other financial assets 284/8 187.874,00 187.874,00
Shares 284
Amounts receivable and cash guarantees 285/8 187.874,00 187.874,00
Discl. Codes Period Preceding period
CURRENT ASSETS 29/58 395.484.252,00 275.214.572.00
Amounts receivable after more than one year 29 . .
Trade debtors 290 . .
Other amounts receivable 291 . .
Stocks and contracts in progress 3 . .
Stocks 30/36 . .
Raw materials and consumables 30/31 . .
Work in progress 32 . .
Finished goods 33 . .
Goods purchased for resale 34 . .
Immovable property intended for sale 35 . .
Advance payments 36 . .
Contracts in progress 37 . .
Amounts receivable within one year 40/41 330.974.897.00 209.569.020,00
Trade debtors 40 68.803.898.00 94.833.470,00
Other amounts receivable 41 262.170.999.00 114.735.550,00
Current investments 50/53 11.514.931.00 10.571.753,00
Own shares 50 11.514.931,00 10.571.753,00
Other investments 51/53 . .
Cash at bank and in hand 54/58 36.699.703,00 28.773.214,00
6.6Deferred charges and accrued income 490/1 16.294.721,00 26.300.585.00
TOTAL ASSETS 20/58 2.817.009.261,00 3.035.105.915,00
Discl. Codes Period Preceding period
EQUITY AND LIABILITIES
EQUITY 10/15 1.680.869.484,00 1.677.206.663,00
Contribution 10/11 1.236.329.608.00 1.236.329.608.00
Capital 10 823.587.466,00 823.587.466,00
Issued capital 100 823.587.466,00 823.587.466,00
Uncalled capital 4 101 .
Outside the capital 11 412.742.142,00 412.742.142,00
Share premium account 1100/10 412.742.142,00 412.742.142,00
Others 1100/19 . .
Revaluation surpluses 12 . .
Reserves 13 270.242.747,00 269.116.428.00
Reserves not available 130/1 42.266.110,00 41.139.791,00
Legal reserve 130 30.751.179,00 30.568.038,00
Reserves statutorily not available 1311 .
Aquisition of own shares 1312 11.514.931.00 10.571.753,00
Financial support 1313 . .
Other 1319 . .
Untaxed reserves 132 . .
Available reserves 133 227.976.637,00 227.976.637,00
Accumulated profits (losses) 14 174.297.129,00 171.760.627,00
Investment grants 15 .
Advance to associates on the sharing out of the assets $5$ 19 .
PROVISIONS AND DEFERRED TAXES 16 2.361.650,00 7.975.354,00
Provisions for liabilities and charges 160/5 2.361.650,00 7.975.354,00
Pensions and similar obligations 160 . .
Taxation 161 . .
Major repairs and maintenance 162 . .
Environmental obligations 163 . .
Other liabilities and charges 164/5 2.361.650,00 7.975.354,00
Deferred taxes 168 . .

4 Amount to substract of the issued capital

5 Amount to substract from the other part of the equity

Nr.0550.880.915 F-cap 3.2
Discl. Codes Period Preceding period
AMOUNTS PAYABLE 17/49 1.133.778.127,00 1.349.923.898,00
Amounts payable after more than one year 6.9 17 400.000.000,00 580.000.000,00
Financial debts 170/4 400.000.000,00 580.000.000,00
Subordinated loans 170
Unsubordinated debentures 171 400.000.000,00 580.000.000,00
Leasing and other similar obligations 172
Credit institutions 173
Other loans 174
Trade debts 175
Suppliers 1750
Bills of exchange payable 1751
Advances received on contracts in progress 176
Other amounts payable 178/9
Amounts payable within one year 6.9 42/48 723.804.837,00 760.472.477,00
Current portion of amounts payable after more than one year
falling due within one year 42 24.000.000,00
Financial debts 43 274.529.215,00 185.170.279,00
Credit institutions 430/8 100.000.000,00
Other loans 439 174.529.215,00 185.170.279,00
Trade debts 44 4.929.190,00 18.568.954,00
Suppliers 440/4 4.929.190,00 18.568.954,00
Bills of exchange payable 441
Advances received on contracts in progress 46
Taxes, remuneration and social security 6.9 45 1.392.490,00 4.303.663,00
Taxes 450/3 46.471,00 2.109.870,00
Remuneration and social security 454/947/48 1.346.019,00442.953.942,00 2.193.793,00528.429.581,00
Other amounts payable
Accruals and deferred income 6.9 492/3 9.973.290,00 9.451.421,00
10/49 2.817.009.261,00

INCOME STATEMENT

Nr.0550.880.915 F-cap 4
INCOME STATEMENT
Discl. Codes Period Preceding period
Operating income 70/76A 75.228.370,00 56.592.841,00
Turnover 6.10 70
Stocks of finished goods and work and contracts in progress:
(+)/(-)increase (decrease) 71
Own work capitalised 72 1.033.658,00
Other operating income 6.10 74 74.194.712,00 56.592.841,00
Non-recurring operating income 6.12 76A
Operating charges 60/66A 48.507.333,00 42.932.726,00
Raw materials, consumables 60
Purchases 600/8
(+)/(-)Stocks: decrease (increase) 609
Services and other goods 61 36.837.176,00 26.006.275,00
(+)/(-)Remuneration, social security costs and pensions 6.10 62 10.281.465,00 11.213.640,00
Depreciation of and other amounts written off formation
expenses, intangible and tangible fixed assets 630 6.114.540,00 6.166.155,00
Amounts written off stocks, contracts in progress and trade(+)/(-)debtors: Appropriations (write-backs) 6.10 631/4
Provisions for liabilities and charges: Appropriations (uses
(+)/(-)and write-backs) 6.10 635/8 -5.613.705,00 -492.725,00
Other operating charges 6.10 640/8 20.502,00 4.445,00
Operating charges carried to assets as restructuring costs(-) 649
Non-recurring operating charges 6.12 66A 867.355,00 34.936,00
Operating profit (loss)(+)/(-) 9901 26.721.037,00 13.660.115,00
Nr.0550.880.915 F-cap 4
Discl. Codes Period Preceding period
75/76B 74.764.940,00 73.655.690,00
Financial incomeRecurring financial income 75 74.764.940,00 73.655.690,00
Income from financial fixed assets 750
Income from current assets 751 53.412.897,00 56.208.111,00
Other financial income 6.11 752/9 21.352.043,00 17.447.579,00
Non-recurring financial income 6.12 76B
Financial charges 65/66B 96.647.127,00 69.740.599,00
Recurring financial charges 6.11 65 96.647.127,00 67.917.326,00
Debt chargesAmounts written off current assets except stocks, contracts 650 45.605.745,00 47.668.821,00
in progress and trade debtors: appropriations (write-backs)
(+)/(-) 651 8.341.717,00 -955.597,00
Other financial charges 652/9 42.699.665,00 21.204.102,00
Non-recurring financial charges 6.12 66B 1.823.273,00
Gain (loss) for the period before taxes(+)/(-) 9903 4.838.850,00 17.575.206,00
Transfer from deferred taxes 780
Transfer to deferred taxes 680
Income taxes(+)/(-) 6.13 67/77 1.176.028,00 2.093.581,00
Taxes 670/3 1.176.028,00 2.093.581,00
Adjustment of income taxes and write-back of tax provisions 77
(+)/(-)Gain (loss) of the period 9904 3.662.822,00 15.481.625,00
789
Transfer from untaxed reserves
689
Transfer to untaxed reserves(+)/(-)Gain (loss) of the period available for appropriation 9905 3.662.822,00 15.481.625,00
Nr 0550.880.915

$F$ -cap 5

APPROPRIATION ACCOUNT

Codes Period Preceding period
Profit (loss) to be appropriatedGain (loss) of the period available for appropriation 9906(9905) 175.423.449,003.662.822,00 173.984.803.0015.481.625,00
Profit (loss) brought forward 14P 171.760.627,00 158.503.178,00
Withdrawals from capital and reserves 791/2
on the contribution 791
from reserves 792
Transfer to capital and reserves 691/2 1.126.320.00 2.224.176.00
to the contribution 691 . .
to legal reserve 6920 183.141,00 774.081,00
to other reserves 6921 943.179.00 1.450.095,00
Profit (loss) to be carried forward (14) 174.297.129,00 171.760.627,00
Owners' contribution in respect of losses 794
Profit to be distributed 694/7
Dividends 694
Directors' or managers' entitlements 695
Employees 696
Other beneficiaries 697 .

STATEMENT OF INTANGIBLE FIXED ASSETS

Nr.0550.880.915 F-cap 6.2.1
STATEMENT OF INTANGIBLE FIXED ASSETS
Codes Period Preceding period
DEVELOPMENT COSTS
8051P xxxxxxxxxxxxxxx 310.006,00
Acquisition value at the end of the period
Movements during the period
Acquisitions, including produced fixed assets 8021
Sales and disposals 8031
(+)/(-)Transfers from one heading to another 8041 25.425,00
Acquisition value at the end of the period 8051 335.431,00
Depreciations and amounts written down at the end of the period 8121P xxxxxxxxxxxxxxx 225.811,00
Movements during the period
Recorded 8071 37.479,00
Written back 8081
Acquisitions from third parties 8091
Cancelled owing to sales and disposals 8101
(+)/(-)Transferred from one heading to another 8111
Depreciations and amounts written down at the end of the period 8121 263.290,00
Nr.0550.880.915 F-cap 6.2.3
Codes Period Preceding period
CONCESSIONS, PATENTS, LICENCES, KNOW-HOW, BRANDS AND SIMILARRIGHTS
Acquisition value at the end of the period 8052P xxxxxxxxxxxxxxx 64.067.020,00
Movements during the period
Acquisitions, including produced fixed assets 8022 5.129.075,00
Sales and disposals 8032
(+)/(-)Transfers from one heading to another 8042
Acquisition value at the end of the period 8052 69.196.095,00
Depreciations and amounts written down at the end of the period 8122P xxxxxxxxxxxxxxx 50.811.844,00
Movements during the period
Recorded 8072 5.981.865,00
Written back 8082
Acquisitions from third parties 8092
Cancelled owing to sales and disposals 8102
Transferred from one heading to another(+)/(-) 8112
Depreciations and amounts written down at the end of the period 8122 56.793.709,00
Nr 0550.880.915
Nr.0550.880.915 F-cap 6.2.4
GOODWILL Codes Period Preceding period
Acquisition value at the end of the period 8053P xxxxxxxxxxxxxxx 148.498.638,00
Movements during the period
Acquisitions, including produced fixed assets 8023
Sales and disposals 8033
(+)/(-)Transfers from one heading to another 8043
Acquisition value at the end of the period 8053 148.498.638,00
Depreciations and amounts written down at the end of the period 8123P xxxxxxxxxxxxxxx 148.498.638,00
Movements during the period
Recorded 8073
Written back 8083
Acquisitions from third parties 8093
Cancelled owing to sales and disposals 8103
(+)/(-)Transferred from one heading to another 8113
Depreciations and amounts written down at the end of the period 8123 148.498.638,00
Nr.0550.880.915 F-cap 6.2.5
Codes Period Preceding period
ADVANCE PAYMENTS
Acquisition value at the end of the period 8054P xxxxxxxxxxxxxxx 305.775,00
Movements during the periodAcquisitions, including produced fixed assets 8024 2.669.477,00
Sales and disposals 8034
(+)/(-)Transfers from one heading to another 8044
Acquisition value at the end of the period 8054 2.975.252,00
Depreciations and amounts written down at the end of the period 8124P xxxxxxxxxxxxxxx
Movements during the periodRecorded 8074
Written back 8084
Acquisitions from third parties 8094
Cancelled owing to sales and disposals 8104
(+)/(-)Transferred from one heading to another 8114
Depreciations and amounts written down at the end of the period 8124

STATEMENT OF TANGIBLE FIXED ASSETS

F-cap 6.3.1
Codes Period Preceding period
8191P xxxxxxxxxxxxxxx 3.214,00
8161
8171
8191 3.214,00
8251P xxxxxxxxxxxxxxx
8211
3.214,00
8281
8291
8301
8311
8321 3.214,00
818182218231824182518321P8271 xxxxxxxxxxxxxxx
Nr.0550.880.915 F-cap 6.3.2
Codes Period Preceding period
PLANT, MACHINERY AND EQUIPMENT
Acquisition value at the end of the period 8192P xxxxxxxxxxxxxxx 5.747.210,00
Movements during the period
Acquisitions, including produced fixed assets 8162
Sales and disposals 8172
(+)/(-)Transfers from one heading to another 8182
Acquisition value at the end of the period 8192 5.747.210,00
Revaluation surpluses at the end of the period 8252P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8212
Acquisitions from third parties 8222
Cancelled(+)/(-)Transferred from one heading to another 82328242
Revaluation surpluses at the end of the period 8252
Depreciations and amounts written down at the end of the period 8322P xxxxxxxxxxxxxxx 5.570.184,00
Movements during the period
Recorded 8272 95.196,00
Written back 82828292
Acquisitions from third partiesCancelled owing to sales and disposals 8302
(+)/(-)Transferred from one heading to another 8312
Depreciations and amounts written down at the end of the period 8322 5.665.380,00
NET BOOK VALUE AT THE END OF THE PERIOD (23) 81.830,00
Nr.0550.880.915 F-cap 6.3.3
Codes Period Preceding period
FURNITURE AND VEHICLES
Acquisition value at the end of the period 8193P xxxxxxxxxxxxxxx 6.842,00
Movements during the period
Acquisitions, including produced fixed assets 8163
Sales and disposals 8173
(+)/(-)Transfers from one heading to another 8183
Acquisition value at the end of the period 8193 6.842,00
Revaluation surpluses at the end of the period 8253P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8213
Acquisitions from third parties 8223
Cancelled 8233
(+)/(-)Transferred from one heading to another 8243
Revaluation surpluses at the end of the period 8253
Depreciations and amounts written down at the end of the period 8323P xxxxxxxxxxxxxxx 6.842,00
Movements during the period
Recorded 8273
Written back 8283
Acquisitions from third parties 8293
Cancelled owing to sales and disposals 8303
(+)/(-)Transferred from one heading to another 8313
Depreciations and amounts written down at the end of the period 8323 6.842,00
Nr.0550.880.915 F-cap 6.3.5
Codes Period Preceding period
OTHER TANGIBLE FIXED ASSETS
Acquisition value at the end of the period 8195P xxxxxxxxxxxxxxx 36.564,00
Movements during the period
Acquisitions, including produced fixed assets 8165
Sales and disposals 8175
(+)/(-)Transfers from one heading to another 8185
Acquisition value at the end of the period 8195 36.564,00
Revaluation surpluses at the end of the period 8255P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8215
Acquisitions from third parties 8225
Cancelled 8235
(+)/(-)Transferred from one heading to another 8245
Revaluation surpluses at the end of the period 8255
Depreciations and amounts written down at the end of the period 8325P xxxxxxxxxxxxxxx 36.564,00
Movements during the period
Recorded 8275
Written back 8285
Acquisitions from third parties 8295
Cancelled owing to sales and disposals(+)/(-) 83058315
Transferred from one heading to anotherDepreciations and amounts written down at the end of the period 8325 36.564,00
NET BOOK VALUE AT THE END OF THE PERIOD (26)
Nr.0550.880.915 F-cap 6.3.6
Codes Period Preceding period
ASSETS UNDER CONSTRUCTION AND ADVANCE PAYMENTS
Acquisition value at the end of the period 8196P xxxxxxxxxxxxxxx 199.830,00
Movements during the period
Acquisitions, including produced fixed assets 8166
Sales and disposals 8176
(+)/(-)Transfers from one heading to another 8186
Acquisition value at the end of the period 8196 199.830,00
Revaluation surpluses at the end of the period 8256P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8216
Acquisitions from third parties 8226
Cancelled 8236
(+)/(-)Transferred from one heading to another 8246
Revaluation surpluses at the end of the period 8256
Depreciations and amounts written down at the end of the period 8326P xxxxxxxxxxxxxxx 174.405,00
Movements during the period
Recorded 8276
Written back 8286
Acquisitions from third parties 8296
Cancelled owing to sales and disposals 8306
(+)/(-)Transferred from one heading to another 8316 25.425,00
Depreciations and amounts written down at the end of the period 8326 199.830,00

STATEMENT OF FINANCIAL FIXED ASSETS

Nr.0550.880.915 F-cap 6.4.1
STATEMENT OF FINANCIAL FIXED ASSETS
Codes Period Preceding period
AFFILIATED ENTERPRISES - PARTICIPATING INTERESTS AND SHARES
Acquisition value at the end of the period 8391P xxxxxxxxxxxxxxx 738.753.766,00
Movements during the period
Acquisitions 8361
Sales and disposals 83718381
(+)/(-)Transfers from one heading to another 8391 738.753.766,00
Acquisition value at the end of the period 8451P xxxxxxxxxxxxxxx 1.169.211.523,00
Revaluation surpluses at the end of the period
Movements during the periodRecorded 8411
Acquisitions from third parties 8421
Cancelled 84318441 -220.900.000,00
(+)/(-)Transferred from one heading to another 8451 948.311.523,00
Revaluation surpluses at the end of the period
Amounts written down at the end of the period 8521P xxxxxxxxxxxxxxx 220.900.000,00
Movements during the periodRecorded 8471
Written back 8481
Acquisitions from third partiesCancelled owing to sales and disposals 84918501
(+)/(-)Transferred from one heading to another 8511 -220.900.000,00
Amounts written down at the end of the period 8521
Uncalled amounts at the end of the period 8551P xxxxxxxxxxxxxxx
(+)/(-)Movements during the period 8541
Uncalled amounts at the end of the period 8551
NET BOOK VALUE AT THE END OF THE PERIOD (280) 1.687.065.289,00
AFFILIATED ENTERPRISES - AMOUNTS RECEIVABLENET BOOK VALUE AT THE END OF THE PERIOD 281P xxxxxxxxxxxxxxx 1.058.790.583,00
Movements during the periodAdditions 8581 721.434.649,00
Repayments 8591 1.054.241.777,00
Amounts written down 86018611
Amounts written backExchange differences(+)/(-) 8621 -7.243.218,00
Other movements(+)/(-) 8631
NET BOOK VALUE AT THE END OF THE PERIOD (281) 718.740.237,00
ACCUMULATED AMOUNTS WRITTEN OFF AMOUNTS RECEIVABLE AT END OF
THE PERIOD 8651
Nr.0550.880.915 F-cap 6.4.3
Codes Period Preceding period
OTHER ENTERPRISES - PARTICIPATING INTERESTS AND SHARES
Acquisition value at the end of the period 8393P xxxxxxxxxxxxxxx
Movements during the period
Acquisitions 8363
Sales and disposals(+)/(-)Transfers from one heading to another 83738383
Acquisition value at the end of the period 8393
Revaluation surpluses at the end of the period 8453P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8413
Acquisitions from third partiesCancelled 84238433
(+)/(-)Transferred from one heading to another 8443
Revaluation surpluses at the end of the period 8453
Amounts written down at the end of the period 8523P xxxxxxxxxxxxxxx
Movements during the period
RecordedWritten back 84738483
Acquisitions from third parties 8493
Cancelled owing to sales and disposals 8503
(+)/(-)Transferred from one heading to another 8513
Amounts written down at the end of the period 8523
Uncalled amounts at the end of the period 8553P xxxxxxxxxxxxxxx
Movements during the period(+)/(-) 8543
Uncalled amounts at the end of the period 8553
NET BOOK VALUE AT THE END OF THE PERIOD (284)
OTHERS ENTERPRISES - AMOUNTS RECEIVABLE
NET BOOK VALUE AT THE END OF THE PERIOD 285/8P xxxxxxxxxxxxxxx 187.874,00
Movements during the period
AdditionsRepayments 85838593
Amounts written down 8603
Amounts written back 8613
(+)/(-)Exchange differences(+)/(-)Other movements 86238633
NET BOOK VALUE AT THE END OF THE PERIOD (285/8) 187.874,00
ACCUMULATED AMOUNTS WRITTEN OFF AMOUNTS RECEIVABLE AT END OF
THE PERIOD 8653
(in units)Ontex bv0419.457.296Limited liability companyGenthof 5, 9255 Buggenhout,31/12/2024EUR317.750.058,0087.240.711,00BelgiumCapital371.481.shares133100 0550.880.915
0550.880.915
-- -------------- --
Ontex Hygieneartikel GmbHDE140364318Private company with limited liabilityFabrikstrasse 30, D-02692 Grosspostwitz, GermanyMoltex baby-Hygiene GmbHDE811576157Private company with limited liability B
Robert-Bosch-Strasse, D-56710 Mayen, GermanyOntex Global Excellence Center GmbHDE149262946Private company with limited liability B
Robert Bosch Strasse, D-56727 Mayen/Eifel, GermanyOntex Vertrieb GmbHDE813704839Private company with limited liability B
Robert Bosch Strasse 8, D-56727 Mayen/Eifel, GermanyOntex Healthcare Deutschland GmbHDE248670006Private company with limited liabilityHansaring 6, d-49504 Lotte, Germany BB

OTHER INVESTMENTS AND DEPOSITS, ALLOCATION DEFERRED CHARGES AND ACCRUED INCOME

Codes Period Preceding period
INVESTMENTS: OTHER INVESTMENTS AND DEPOSITS
Shares and current investments other than fixed income investments .51
Shares - Book value increased with the uncalled amount 8681 . .
Shares - Uncalled amount 8682 .
Precious metals and works of art 8683 .
Fixed income securities 52 . .
Fixed income securities issued by credit institutions 8684 . .
Fixed term accounts with credit institutionsWith residual term or notice of withdrawal 53
up to one month 8686 . .
between one month and one year 8687
over one year 8688 . .
Other investments not mentioned above 8689 . .
Period
DEFERRED CHARGES AND ACCRUED INCOME
Allocation of heading 490/1 of assets if the amount is significant
Accrued interests 15.293.894,00
Other and the contract of the con-1.000.826.00

STATEMENT OF CAPITAL AND SHAREHOLDING STRUCTURE

Codes Period Preceding period
STATEMENT OF CAPITAL
Capital
Issued capital at the end of the period 100P XXXXXXXXXXXXXX 823.587.466.00
Issued capital at the end of the period (100) 823.587.466.00
Codes Value Number of shares
Changes during the period
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, . .
Structure of the capital
Different categories of shares
Shares without nominal value 823.587.466,00 82.347.218
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, . .
Registered shares 8702 XXXXXXXXXXXXX 16.354.865
Shares dematerialized 8703 XXXXXXXXXXXXX 65.992.353
Codes Uncalled amount Capital called but notpaid
Capital not paidUncalled capitalCalled up capital, unpaidShareholders having yet to pay up in full (101)8712 XXXXXXXXXXXXX XXXXXXXXXXXXX
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
Codes Period
Own shares
Held by the company itself
Amount of capital held 8721 23.503.150,00
Corresponding number of shares 8722 2.349.986
Held by the subsidiaries
Amount of capital held 8731
Corresponding number of shares 8732
Commitments to issue shares
Owing to the exercise of conversion rights
Amount of outstanding convertible loans 8740
Amount of capital to be subscribed 8741
Corresponding maximum number of shares to be issued 8742 .
Owing to the exercise of subscription rights
Number of outstanding subscription rights 8745
Amount of capital to be subscribed 8746
Corresponding maximum number of shares to be issued 8747
Authorized capital not issued manufactured and contain an account of the state of the state of the state of the 8751 164.717.493.28
Codes Period
Shares issued, non representing capital
Distribution
Number of shares 8761
Number of voting rights attached thereto 8762
Allocation by shareholder
Number of shares held by the company itself 8771
Number of shares held by its subsidiaries 8781
Supplementary explanation relating to the contribution (including the industry contribution)
.
.

Nr. F-cap 6.7.2 0550.880.915

Groupe Bruxelles Lambert SA
Shares /Voting rights 16.454.453 19,98
ENA Investment Capital LLC
Shares /Voting rights 12.411.999 15,07
Brandes Investment Partners LLP Shares /
Voting rights 8.251.487 10,02
The Parnajugo Irrevocable Trust Shares /Voting rights 2.722.221 3,64
Goldman Sachs Group Inc.
Shares /Voting rightsandequivalentfinancial
Mr. Joannes G.H.M. Niessen and Mont cervin SARL instruments 2.559.752 3,21
Shares /Voting rights 2.517.540 3,06
BPCE SA, Natixis SA, Natixis Investment Managers, NIM Participations3 and DNCA Finance
Shares /Voting rights 2.491.966 3,03

PROVISIONS FOR OTHER LIABILITIES AND CHARGES

ANALYSIS OF THE HEADING 164/5 OF LIABILITIES IF THE AMOUNT IS SIGNIFICANT
Provision for share based payments 2.361.650.00
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,

STATEMENT OF AMOUNTS PAYABLE, ACCRUED CHARGES AND DEFERRED INCOME

Codes Period
BREAKDOWN OF AMOUNTS PAYABLE WITH AN ORIGINAL PERIOD TO MATURITY OF MORE THAN ONE
YEAR, ACCORDING TO THEIR RESIDUAL TERM
Current portion of amounts payable after more than one year falling due within one year
Financial debts 8801
Subordinated loans ……………………………………………………………………………………………… 8811 .
Unsubordinated debentures 8821 .
Leasing and other similar obligations 8831
Credit institutions 8841 .
Other loans 8851 .
Trade debts 8861
Suppliers ……………………………………………………………………………………………… 8871
Bills of exchange payable 8881 .
Advance payments received on contract in progress 8891 .
Other amounts payable 8901 .
Total current portion of amounts payable after more than one year falling due within one year (42) .
Amounts payable with a remaining term of more than one but not more than five years
Financial debts 8802 400.000.000,00
Subordinated loans ……………………………………………………………………………………………… 8812
Unsubordinated debentures 8822 400.000.000.00
Leasing and other similar obligations 8832
Credit institutions 8842 .
Other loans ……………………………………………………………………………………………… 8852 .
Trade debts 8862 .
Suppliers ……………………………………………………………………………………………… 8872
Bills of exchange payable 8882 .
Advance payments received on contracts in progress 8892
Other amounts payable 8902 .
Total amounts payable with a remaining term of more than one but not more than five years 8912 400.000.000,00
Amounts payable with a remaining term of more than five years
Financial debts ……………………………………………………………………………………………… 8803 .
Subordinated loans ……………………………………………………………………………………………… 8813 .
Unsubordinated debentures ……………………………………………………………………………………………… 8823 .
Leasing and other similar obligations 8833 .
Credit institutions ……………………………………………………………………………………………… 8843 .
Other loans ……………………………………………………………………………………………… 8853 .
Trade debts 8863 .
Suppliers 8873
Bills of exchange payable 8883 .
Advance payments received on contracts in progress 8893 .
Other amounts payable 8903 .
Total amounts payable with a remaining term of more than five years 8913 .
880.915
Codes Period
GUARANTEED AMOUNTS PAYABLE (included in headings 17 and 42/48 of the liabilities)
Amounts payable guaranteed by Belgian public authorities
Financial debts 8921 .
Subordinated loans 8931
Unsubordinated debentures 8941 .
Leasing and similar obligations 8951
Credit institutions 8961 .
Other loans 8971
Trade debts 8981 .
Suppliers 8991 .
Bills of exchange payable 9001 .
Advance payments received on contracts in progress 9011
Remuneration and social security 9021 .
Other amounts payable 9051
Total amounts payable guaranteed by Belgian public authoritiesAmounts payable guaranteed by real securities or irrevocably promised by the enterprise on itsown assets 9061
Financial debts 8922 500.000.000,00
Subordinated loans 8932 .
Unsubordinated debentures 8942 400.000.000,00
Leasing and similar obligations 8952
Credit institutions ……………………………………………………………………………………………… 8962 100.000.000,00
Other loans ……………………………………………………………………………………………… 8972 .
Trade debts 8982 .
Suppliers ……………………………………………………………………………………………… 8992
Bills of exchange payable 9002
Advance payments received on contracts in progress 9012 .
Taxes, remuneration and social security 9022
Taxes 9032
Remuneration and social security 9042
Other amounts payable 9052
Total amounts payable guaranteed by real securities or irrevocably promised by the enterpriseon its own assets ………………………………………………………………………………………… 9062 500.000.000,00
Codes Period
TAXES, REMUNERATION AND SOCIAL SECURITY
Taxes (heading 450/3 and 179 of the liabilities)
Outstanding tax debts 9072
Accruing taxes payable 9073 46.471.00
Estimated taxes payable 450
Remuneration and social security (headings 454/9 and 179 of the liabilities)
Amounts due to the National Social Security Office 9076
Other amounts payable in respect of remuneration and social security 9077 1.346.019.00
Nr 0550.880.915
Period
ACCRUALS AND DEFERRED INCOME
Allocation of heading 492/3 of liabilities if the amount is significant
Accrued charges interests 9.723.288,00
Other 250.002.00

OPERATING RESULTS

Codes Period Preceding period
OPERATING INCOME
Net turnover
Allocation by categories of activity
. . .
. .
. .
. . .
Allocation into geographical markets
. . .
. . .
. .
.
Other operating incomeOperating subsidies and compensatory amounts received from publicauthorities 740 . .
OPERATING CHARGES
Employees for whom the enterprise submitted a DIMONA declaration orwho are recorded in the general personnel register
Total number at the closing date 9086 61 62
Average number of employees calculated in full-time equivalents 9087 60.9 61,5
Number of actual worked hours 9088 99.177 99.449
Personnel costs
Remuneration and direct social benefits 620 7.173.291.00 8.190.900,00
Employers' contribution for social security 621 1.673.997,00 1.721.480,00
Employers' premiums for extra statutory insurance 622 793.860,00 886.804,00
Other personnel costs 623 640.317,00 414.456,00
Retirement and survivors' pensions 624 . .
Nr.0550.880.915 F-cap 6.10
Codes Period Preceding period
Provisions for pensions and other similar rights
(+)/(-)Appropriations (uses and write-backs) 635
Amounts written off
Stocks and contracts in progress
Recorded 9110
Written back 9111
Trade debts
Recorded 9112
Written back 9113
Provisions for liabilities and chargesAdditions 9115
Uses and write-backs 9116 5.613.705,00 492.725,00
Other operating charges 640 20.502,00 4.445,00
Taxes related to operationOther costs 641/8
Hired temporary staff and personnel placed at the enterprise's disposal
Total number at the closing date 9096
Average number calculated in full-time equivalents 9097 0,4 0,2
Number of actual worked hoursCosts to the enterprise 9098617 60426.309,00 3436.655,30

FINANCIAL RESULTS

Codes Period Preceding period
RECURRING FINANCIAL INCOME
Other financial incomeSubsidies granted by public authorities and recorded as income for theperiod
Capital subsidies 9125 . .
Interest subsidies 9126 . .
Allocation of other financial income
Currency differences realized 754 21.352.043,00 17.447.579,00
Others
. .
. .
. .
RECURRING FINANCIAL CHARGES
Depreciation of loan issue expenses 6501 . .
Capitalized Interests 6502 . .
Amounts written off current assets
Recorded 6510 8.341.717,00
Written back 6511 . 955.597,00
Other financial chargesAmount of the discount borne by the enterprise, as a result of negotiatingamounts receivable 653 . .
Provisions of a financial nature
Appropriations 6560 . .
Uses and write-backs 6561 . .
Allocation of other financial charges
Currency differences realized 654 . .
Currency translation differences 655 . .
Others
Exchange rate differences 39.569.679,00 19.429.707,00
Less value realisation of current asset 1.897.281,00 651.939,00
Factor Fee 802.728,00 758.183,00
Agency Fee 65.685,00 49.580.00
Other Financial Costs 364.203,00 314.662.00

INCOME AND CHARGE OF EXCEPTIONAL SIZE OR INCIDENCE

Nr.0550.880.915 F-cap 6.12
INCOME AND CHARGE OF EXCEPTIONAL SIZE OR INCIDENCE
Codes Period Preceding period
NON RECURRING INCOME 76
Non-recurring operating incomeWrite-back of depreciation and of amounts written off intangible and tangible (76A)
fixed assets 760
Write-back of provisions for non-recurring operating liabilities and charges 7620
Capital gains on disposal of intangible and tangible fixed asset 7630
Other non-recurring operating income 764/8
Non-recurring financial income (76B)
Write-back of amounts written down financial fixed assets 761
Write-back of provisions for non-recurring financial liabilities and charges 7621
Capital gains on disposal of financial fixed assets 7631
Other non-recurring financial income 769
NON-RECURRING EXPENSES 66 867.355,00 1.858.209,00
Non-recurring operating charges (66A) 867.355,00 34.936,00
Non-recurring depreciation of and amounts written off formation expenses,intangible and tangible fixed assets 660
Provisions for non-recurring operating liabilities and charges: Appropriations(+)/(-)(uses) 6620
Capital losses on disposal of intangible and tangible fixed assets 6630
Other non-recurring operating charges 664/7 867.355,00 34.936,00
.(-)Non-recurring operating charges carried to assets as restructuring costs 6690
Non-recurring financial charges (66B) 1.823.273,00
Amounts written off financial fixed assets 661
Provisions for non-recurring financial liabilities and charges: Appropriations(+)/(-)(uses) 6621
Capital losses on disposal of financial fixed assets 6631
668 1.823.273,00
Other non-recurring financial charges(-)Non-recurring financial charges carried to assets as restructuring costs 6691

INCOME TAXES AND OTHER TAXES

Codes Period
INCOME TAXES
Income taxes on the result of the period 9134 1.176.028.00
Income taxes paid and withholding taxes due or paid 9135 1.176.028.00
Excess of income tax prepayments and withholding taxes paid recorded under assets 9136
Estimated additional taxes 9137
Income taxes on the result of prior periods 9138
Additional income taxes due or paid 9139
Additional income taxes estimated or provided for 9140
In so far as taxes of the period are materially affected by differences between the profit beforetaxes as stated in annual accounts and the estimated taxable profit
Exemption in the amount of the non-deductible financing cost surplus carried forward $(+)$ $(-)$ 1.445.403.00
Tax provision -5.613.705.00
Disallowed expenses 322.524.00
Impairment of treasury shares 10.238.998.00
Innovation deduction $-1.000.000.00$
Use of tax losses -7.081.629,00
Impact of non recurring results on the amount of the income taxes relating to the current period
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
.
Codes Period
Status of deferred taxesDeferred taxes representing assetsAccumulated tax losses deductible from future taxable profits 91419142 98.922.891.0098.922.891,00
Other deferred taxes representing assetsCarried forward non-deductible financing cost surplus 61.965.315.00
Deferred taxes representing liabilitiesAllocation of deferred taxes representing liabilities 9144 ..
.
Codes Period Preceding period
VALUE ADDED TAXES AND OTHER TAXES BORNE BY THIRD PARTIES
Value added taxes charged
To the enterprise (deductible) 9145 7.671.585,00 5.431.429,00
By the enterprise 9146 2.671.379.00 1.371.943.00
Amounts withheld on behalf of third party
For payroll withholding taxes 9147 3.250.533.00 3.749.631.00
For withholding taxes on investment income 9148

RIGHTS AND COMMITMENTS NOT REFLECTED IN THE BALANCE SHEET

Nr.0550.880.915 F-cap 6.14
RIGHTS AND COMMITMENTS NOT REFLECTED IN THE BALANCE SHEET Codes Period
PERSONAL GUARANTEES PROVIDED OR IRREVOCABLY PROMISED BY THE ENTERPRISE ASSECURITY FOR DEBTS AND COMMITMENTS OF THIRD PARTIES 9149 1.431.057.872,00
Of which
Bills of exchange in circulation endorsed by the enterprise 9150
Bills of exchange in circulation drawn or guaranteed by the enterprise 9151
Maximum amount for which other debts or commitments of third parties are guaranteed by the
enterprise 9153 1.431.057.872,00
REAL GUARANTEES
Real guarantees provided or irrevocably promised by the enterprise on its own assets assecurity of debts and commitments of the enterprise
Mortgages
Book value of the immovable properties mortgaged 91611
Amount of registration 91621
Amount of registration by mandate 91631
Pledging of goodwill
Pledging of goodwill - Max amount 91711
Pledging of goodwill - Amount of the registration by mandate 91721
Pledging of other assets
Pledging of other assets - Book value 91811
Pledging of other assets - Max amount 91821
Guarantees provided on future assets
91911
Guarantees provided on future assets - Amount assets involved
Guarantees provided on future assets - Max amount 91921
Seller privilege
Seller privilege - Book valueSeller privilege - Unpaid amount 9201192021
Nr. 0550.880.915 F-cap 6.14
Codes Period
security of debts and commitments of third parties Real guarantees provided or irrevocably promised by the enterprise on its own assets as
Mortgages
Book value of the immovable properties mortgaged 91612
Amount of registration 91622
Amount of registration by mandate 91632
Pledging of goodwill
Pledging of goodwill - Max amount 91712
Pledging of goodwill - Amount of the registration on goodwill pledged by mandate 91722
Pledging of other assets
Pledging of other assets - Book value 91812
Pledging of other assets - Max amount 91822
Guarantees provided on future assets
Guarantees provided on future assets - Amount assets involved 91912
Guarantees provided on future assets - Max amount 91922
Seller privilege
Seller privilege - Book value 92012
Seller privilege - Unpaid amount 92022
Codes Period
GOODS AND VALUES, NOT DISCLOSED IN THE BALANCE SHEET, HELD BY THIRD PARTIES IN THEIR
OWN NAME BUT AT RISK TO AND FOR THE BENEFIT OF THE ENTERPRISE
The guarantees, included under code 9149, 9381 and 9391, are determined in accordance with the
syndicate credit facilities agreement and were calculated on the equity of the Guarantor (Ontex
GOODS AND VALUES, NOT DISCLOSED IN THE BALANCE SHEET, HELD BY THIRD PARTIES IN THEIROWN NAME BUT AT RISK TO AND FOR THE BENEFIT OF THE ENTERPRISEThe guarantees, included under code 9149, 9381 and 9391, are determined in accordance with thesyndicate credit facilities agreement and were calculated on the equity of the Guarantor (OntexGroup NV) and the Co-guarantors (listed below)
Guarantors SFAOntex Group NV (Belgium)Ontex BV (Belgium)Ontex CZ (Czech Republic)Ontex Global Excellence Center GmbH (Duitsland)Ontex Hygiëneartikel GmbH (Germany)Ontex Vertrieb GmbH (Germany)Ontex Manufacturing Italy SRL (Italy)Serenity Spa (Italy)Ontex Peninsular SA (Spain)Ontex ID SA (Spain)Ontex Retail UK Ltd (United Kingdom)Ontex Healthcare UK Ltd (United Kingdom)Ontex France SAS (France)Ontex Santé France SAS (France)Ontex Polska sp z.o.o. (Poland)Valor Brands LLC (United States)Ontex Operations USA LLC (United States)
SUBSTANTIAL COMMITMENTS TO ACQUIRE FIXED ASSETS
SUBSTANTIAL COMMITMENTS TO DISPOSE OF FIXED ASSETS
FORWARD TRANSACTIONS
Codes Period
Goods purchased (to be received) 9213
Goods sold (to be delivered) 9214
Currencies purchased (to be received) 9215 244.875.728.00
Currencies sold (to be delivered) 9216 244.875.728.00
0550.880.915Nr. F-cap 6.14
Period
COMMITMENTS RELATING TO TECHNICAL GUARANTEES IN RESPECT OF SALES OR SERVICES
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, .
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
.,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, .
Period
AMOUNT, NATURE AND FORM CONCERNING LITIGATION AND OTHER IMPORTANT COMMITMENTS
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,

SUPPLEMENT RETIREMENTS OR SURVIVORS PENSION PLANS IN FAVOUR OF THE PERSONNEL OR THE EXECUTIVES OF THE ENTERPRISE

Brief description

A defined contribution plan exists for some staff, whose rights are covered by group insurance, and whose premiums paid are expensed in the relevant year.

Measures taken by the enterprise to cover the resulting charges

∴odes Period
PENSIONS FUNDED BY THE ENTERPRISE
Estimated amount of the commitments resulting from past services. 9220 .
Methods of estimation
.
NATURE AND FINANCIAL IMPACT OF SIGNIFICANT EVENTS AFTER THE CLOSING DATE NOT INCLUDED IN THEBALANCE SHEET OR THE INCOME STATEMENT
Nr. 0550.880.915 F-cap 6.14
Period
COMMITMENTS TO PURCHASE OR SALE AVAILABLE TO THE COMPANY AS ISSUER OF OPTIONS FOR SALE OR
PURCHASE
Period
NATURE, COMMERCIAL OBJECTIVE AND FINANCIAL CONSEQUENCES OF TRANSACTIONS NOT REFLECTED IN
THE BALANCE SHEET
Provided that the risks or advantages coming from these transactions are significant and if thedisclosure of the risks or advantages is necessary to appreciate the financial situation of the company
Ontex Group NV has a factoring agreement with a financial institution for an amount of EUR 125.766.440 perDecember 31, 2025.
The guarantees, included under code 9149, 9381 and 9391, are determined in accordance with the syndicate
credit facilities agreement and were calculated on the equity of the Guarantor (Ontex Group NV) and the
Co-guarantors (listed below)
Guarantors SFA
Ontex Group NV (Belgium)
Ontex BV (Belgium)
Ontex CZ (Czech Republic)
Ontex Global Excellence Center GmbH (Germany)
Ontex Hygiëneartikel GmbH (Germany)
Ontex Vertrieb GmbH (Germany)
Ontex Manufacturing Italy SRL (Italy)
Serenity Spa (Italy)
Ontex Peninsular SA (Spain)
Ontex ID SA (Spain)
Ontex Retail UK Ltd (United Kingdom)
Ontex Healthcare UK Ltd (United Kingdom)
Ontex France SAS (France)
Ontex Santé France SAS (France)
Ontex Polska sp z.o.o. (Poland)
Valor Brands LLC (United States)
Ontex Operations USA LLC (United States)
In May 2023, the Company issued a one-time grant of PSUs covering financial years 2023, 2024 and 2025
under the Company's 2023-2025 "Value Creation Projects" Long-Term Incentive Plan (the "VCP LTIP")). The
VCP LTIP leads to a possible dilution for existing shareholders. For further details on the VCP LTIP, please
refer to the Remuneration Report, which forms part of the annual report.
Period
OTHER RIGHTS AND COMMITMENTS NOT REFLECTED IN THE BALANCE SHEET (including those which cannot be quantified)
Bank guarantee related to pending litigation (in which Ontex Group NV is a creditor) 5.200.000,00

RELATIONSHIPS WITH AFFILIATED ENTERPRISES, ASSOCIATED ENTERPRISES AND OTHERS ENTERPRISES LINKED BY PARTICIPATING INTERESTS Nr. F-cap 6.15 0550.880.915

RELATIONSHIPS WITH AFFILIATED ENTERPRISES, ASSOCIATED ENTERPRISES AND OTHERS ENTERPRISESLINKED BY PARTICIPATING INTERESTS
Codes Period Preceding period
AFFILIATED ENTERPRISES
Financial fixed assets (280/1) 2.405.805.526,00 2.745.855.872,00
Participating interests (280) 1.687.065.289,00 1.687.065.289,00
Subordinated amounts receivableOther amounts receivable 92719281 718.740.237,00 1.058.790.583,00
9291 291.020.961,00 168.978.034,00
Amounts receivableOver one year 9301
Within one year 9311 291.020.961,00 168.978.034,00
Current investments 9321
Shares 9331
Amounts receivable 9341
Amounts payable 9351 444.500.883,00 542.082.680,00
Over one year 9361
Within one year 9371 444.500.883,00 542.082.680,00
Personal and real guaranteesProvided or irrevocably promised by the enterprise as security for debts or
commitments of affiliated enterprises 9381 1.431.057.872,00 1.425.625.664,00
Provided or irrevocably promised by affiliated enterprises as security for 9391 1.097.930.633,00 1.103.023.079,00
debts or commitments of the enterprise
Other significant financial commitments 9401
Financial results
Income from financial fixed assets 9421
Income from current assets 9431 52.122.737,00 55.693.374,00
Other financial income 9441
Debt charges 9461 10.490.521,00 17.746.219,00
Other financial charges 9471
Disposal of fixed assets
Capital gains obtained 9481
Codes Period Preceding period
ASSOCIATED ENTERPRISES
Financial fixed assets 9253 . .
Participating interests 9263 . .
Subordinated amounts receivable 9273 . .
Other amounts receivable 9283 . .
Amounts receivable 9293 .
Over one year 9303 . .
Within one year 9313 .
Amounts payable 9353 .
Over one year 9363 . .
Within one year 9373 . .
Personal and real guarantees
Provided or irrevocably promised by the enterprise as security for debts orcommitments of associated enterprises 9383 .
Provided or irrevocably promised by associated enterprises as security fordebts or commitments of the enterprise 9393 . .
Other significant financial commitments 9403 . .
OTHER ENTERPRISES LINKED BY PARTICIPATING INTERESTS
Financial fixed assets 9252 . .
Participating interests 9262 .
Subordinated amounts receivable 9272 .
Other amounts receivable 9282 .
Amounts receivable 9292 . .
Over one year 9302 .
Within one year 9312 . .
Amounts payable 9352 .
Over one year 9362 .
Within one year 9372 . .
Perior
TRANSACTIONS WITH ENTERPRISES LINKED BY PARTICIPATING INTERESTS OUT OF MARKET CONDITIONSMention of these transactions if they are significant, including the amount of the transactions, thenature of the link, and all information about the transactions which should be necessary to get a betterunderstanding of the situation of the company
.
.

FINANCIAL RELATIONSHIPS WITH

Codes Period DIRECTORS, MANAGERS, INDIVIDUALS OR BODIES CORPORATE WHO CONTROL THE ENTERPRISE WITHOUT BEING ASSOCIATED THEREWITH OR OTHER ENTERPRISES CONTROLLED BY THESE PERSONS Amounts receivable from these persons ........................................................................................... 9500 ........................ Conditions on amounts receivable, rate, duration, possibly reimbursed amounts, canceled amounts or renounced amounts ........................................................................................................................................................ ........................................................................................................................................................ Guarantees provided in their favour .................................................................................................. 9501 ........................ Other significant commitments undertaken in their favour ............................................................. 9502 ........................ Amount of direct and indirect remunerations and pensions, included in the income statement, as long as this disclosure does not concern exclusively or mainly, the situation of a single identifiable person To directors and managers ................................................................................................................ 9503 ........................ To former directors and former managers ......................................................................................... 9504 ........................ Codes Period Nr. F-cap 6.16 0550.880.915

AUDITORS OR PEOPLE THEY ARE LINKED TO
Auditor's fees 9505 467.264,00
Fees for exceptional services or special missions executed in the company by the auditorOther attestation missions 95061 270.000,00
Tax consultancy 95062
Other missions external to the audit 95063
Fees for exceptional services or special missions executed in the company by people they arelinked to
Other attestation missions 95081 3.000,00
Tax consultancy 95082
Other missions external to the audit 95083

Mentions related to article 3:64, §2 and §4 of the Companies and Associations Code

INFORMATION RELATING TO CONSOLIDATED ACCOUNTS

INFORMATION TO DISCLOSE BY EACH ENTERPRISE THAT IS SUBJECT TO COMPANY LAW ON THE CONSOLIDATED ACCOUNTS OF ENTERPRISES Nr. F-cap 6.18.1 0550.880.915

The enterprise has prepared and published consolidated accounts and a consolidated report

FINANCIAL RELATIONSHIPS OF THE GROUP LED BY THE ENTERPRISE IN BELGIUM WITH AUDITORS OR WITH PEOPLE THEY ARE LINKED TO Nr. F-cap 6.18.2 0550.880.915

Nr.0550.880.915 F-cap 6.18.2
Codes Period
Mentions related to article 3:65, §4 and §5 of the Companies and Associations CodeAuditor's fees according to a mandate at the group level led by the company publishing theinformation 9507 591.047,00
Fees for exceptional services or special missions executed in these group by the auditor
Other attestation missions 95071 303.000,00
Tax consultancy 95072
Other missions external to the audit 95073
Fees to people auditors are linked to according to the mandate at the group level led by thecompany publishing the information 9509 512.980,00
Fees for exceptional services or special missions executed in the group by people they arelinked to
Other attestation missions 95091 113.757,00
Tax consultancyOther missions external to the audit 9509295093

Mentions related to article 3:64, §2 and §4 and of the Companies and Associations Code

VALUATION RULES

Nr. F-cap 6.19 0550.880.915

Nr. F-cap 6.19 0550.880.915

OTHER INFORMATIONS TO DISCLOSE

Nr. F-cap 6.20 0550.880.915

OTHER DOCUMENTS TO BE FILED UNDER BELGIAN COMPANIES AND ASSOCIATIONS CODE NEER TE LEGGEN DOCUMENTEN Nr. F-cap 7 0550.880.915

MANAGEMENT REPORT

Ontex Group NV Korte Keppestraat 21 9320 Erembodegem (Aalst) 0550.880.915 RLE Ghent (Division Dendermonde) (the "Company")

ANNUAL BOARD REPORT ON THE STATUTORY ANNUAL ACCOUNTS FOR FINANCIAL YEAR 2025

In accordance with articles 3:5 and 3:6 of the Belgian Companies and Associations Code ("BCAC"), the board of directors of the Company (the "Board") hereby issues its annual report on the activities of the Company during financial year 2025 and submits the statutory annual accounts of the Company for the financial year ended December 31, 2025 to the Company's shareholders' meeting for its approval.

1. Activities of the Company

The Company is the ultimate parent company of the Ontex group of companies (the "Group"), and its main activities include owning and managing its shareholding in Ontex BV (which in turn directly or indirectly owns shareholdings in the remaining subsidiaries of the Group), providing certain management, IT and other services to the companies of the Group, and financing the Group through its external bank and bond financing. On December 31, 2025, 16,354,865 of the Company's shares were registered shares, with the remainder being dematerialized and listed on Euronext Brussels.

2. Explanations to the key financial movements in financial year 2025

2.1 Balance sheet

As at the end of financial year 2025, the Company's balance sheet total was €2,817,009,261, compared to €3,035,105,915 as at the end of financial year 2024, a decrease of €218,096,654.

Fixed assets decreased from €2,759,891,343 as at the end of financial year 2024 to €2,421,525,009 as at the end of financial year 2025. This is explained mainly by the following elements:

  • Intangible fixed assets increased from €13,645,146 as at the end of financial year 2024 to €15,449,779 as at the end of financial year 2025. These assets consist mainly of the Company's concessions and licenses for the Group's SAP and Microsoft software. Concessions amounted to €12,402,386 as at the end of financial year 2025, a decrease compared to 2024 with €852,790, due to a combination of additions during the year for €5,129,075 and amortizations for €5,981,865. The overall increase is due to assets under construction for an amount of €2,975,252.
  • Tangible fixed assets decreased from €202,451 to € 81,830 due to depreciations during the year. These assets mainly consist of IT servers and IT-related material.
  • Apart from the participation in Ontex BV for €1,687,065,289 which has remained unchanged, the financial fixed assets also include loans to the Company's affiliates for an amount of €718,740,237, decreased from €1,058,790,583 as at the end of financial year 2024, and guarantees for an amount of €187,874.

Current assets increased from €275,214,572 as at the end of financial year 2024 to €395,484,252 as at the end of financial year 2025. This is explained mainly by the following elements:

• Amounts receivable within one year increased from €209,569,020 as at the end of financial year 2024 to €330,974,897 as at the end of financial year 2025. This results largely from an increase of "Other amounts receivable" from €114,735,550 as at end of financial year 2024 to €262,170,999 as at end of financial year 2025. This amount consists mainly of current accounts with other members of the Group, which are managed on a daily basis and on which monthly interest is charged. Additionally, the amounts receivable within one year from trade debtors decreased from €94,833,470 as at the end of financial year 2024 to €68,803,898 as at the end of financial year 2025. This amount consists mainly of factored trade receivables.

  • Cash at bank and in hand increased from €28,773,214 as at the end of financial year 2024 to €36,699,703 as at the end of financial year 2025.
  • Deferred charges and accrued income decreased from €26,300,585 as at end December 2024 to €16,294,721 as at the end of financial year 2025 and mostly reflect accrued interests on intercompany loans.

Equity increased from €1,677,206,663 as at the end of financial year 2024 to €1,680,869,484 as at the end of financial year 2025. This increase follows mainly from the Company's result for financial year 2025, being a profit of €3,662,822.

As at the end of 2025, the 'Reserves' accounts of the Company amounted to €270,242,747 in aggregate, and consisted of the following reserves:

  • The legal reserve account increased to an amount of €30,751,179. This reserve was established pursuant to article 7:211 BCAC.
  • The reserve for purchase of own shares amounted to €11,514,931. In view of the recognition of treasury shares held by the Company as at the end of financial year 2025, the Company formed an unavailable reserve pursuant to article 7:217 BCAC.
  • Available reserves remain unchanged at an amount of €227,976,637.

The section 'Provisions for liabilities and charges' amounts to €2,361,650, decreased from €7,975,354 as at the end of financial year 2024, and consists of the provision taken by the Company in view of its long-term incentive plans (LTIP), which consist of performance stock units (PSUs) and restricted stock units (RSUs). For more information on these incentive plans, please refer to the Company's Remuneration Report, which forms part of Ontex's Integrated Annual Report 2025, which can be consulted on the website of the Company (www.ontex.com).

The 'Amounts payable after more than one year' amount to €400,000,000 as at the end of financial year 2025 and consists of the Company's liabilities under its unsubordinated bond. On April 3, 2025, the Company refinanced its €580,000,000 senior notes due in 2026 with 5.25% senior notes due in 2030 for a principal amount of €400,000,000.

The 'Amounts payable within one year' amount to €723,804,837 as at the end of financial year 2025 and mainly consists of the Company's revolving credit facility of €270,000,000, of which €100,000,000 was drawn as per the end of financial year 2025. The Company's outstanding debt in connection with the factoring agreements in place for all the members of the Group (€174,529,215), trade debts (€4,929,190), tax payables (€46,471) and payables with regard to remuneration and social security (€1,346,019).

The 'Other amounts payable' amount to €442,953,942 as at the end of financial year 2025, and decreased from €528,429,581 as at the end of financial year 2024, and mainly consist of current accounts with other members of the Group.

The accruals and deferred income consist mainly of the accrued interests on the abovementioned borrowings.

2.2 Income Statement

The Company's operational profit amounts to €26,721,037 at the end of financial year 2025.

The financial result at the end of financial year 2025 amounts to a loss of €21,882,187. This is mainly the result of interests calculated on loans issued to different members of the Group and interest charges on the Company's debt and current account positions with the different members of the Group.

The Company closed financial year 2025 with a profit of €3,662,822.

2.3 Allocation of results

The Board proposes the following allocation of results to the upcoming annual general shareholders' meeting of the Company, which will be held on May 5, 2026:

Carry forward of the profit of the financial year amounting to €3,662,822 to next financial year:

Profit carried forward from last financial year: €171,760,627
Result of the financial year to be appropriated: €3,662,822
Profit to be appropriated: €175,423,449
Accumulated profits: €174,297,129
Allocation to other reserves: €943,179
Allocation to legal reserves: €183,141

3. Significant events that occurred after the end of the reporting period

There were no significant events that occurred after the end of the reporting period.

4. Key risks and uncertainties

Considering the activities of the Company (as described above), the Company is not exposed to operational risks other than those applicable to the entire Group.

For an overview of the key risks and uncertainties of the Group, please refer to the Company's Risk Report, which forms part of Ontex's Integrated Annual Report 2025, and which can be consulted on the website of the Company (www.ontex.com).

5. Circumstances that may materially affect the Company's development

Except as otherwise referenced in this report, no circumstances are to be reported that may significantly affect the Company's development.

6. Research and development

Considering the activities of the Company (as described above), the Company did not engage in activities related to research and development during financial year 2025.

7. Information in relation to branch offices

The Company does not have any branch offices.

8. Going concern of the Company

The Company's statutory (and consolidated) financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities during the normal course of business.

On November 27, 2024, the Group refinanced its €242.5 million revolving credit facility, which had a maturity date in December 2025, with a new revolving credit facility that has a principal amount of €270.0 million and a maturity date in November 2029. The new revolving credit facility is subject to one

financial covenant, being a leverage covenant. The leverage ratio of net financial debt over the lasttwelve-months adjusted EBITDA is not to exceed 3.50 throughout all reporting periods.

Additionally, on April 3, 2025, the Company and certain of its subsidiaries as guarantors, entered into an indenture pursuant to which the Company issued €400,000,000 5.250% senior notes due 2030. In connection with such transaction, the Company also executed a cash tender for and redemption of its senior notes that were due in 2026.

Management has prepared detailed budgets and cash flow forecasts for the next years, which reflect the strategy of the Group. The Company is confident that, taking into account its available cash, cash equivalents and facilities available to the Company, it has sufficient liquidity to meet its present and future obligations and cover working capital needs.

The Group complied with all requirements of the loan covenants on its available credit facilities throughout the reporting period.

9. Financial instruments and financial risk management

The Group enters into a variety of derivative financial instruments to manage its exposure to interest rate, foreign exchange rate and commodity price risks, including foreign exchange forward contracts, commodity hedging contracts and interest rate CAPs and SWAPs. Since 2019, the Group has maintained cross currency interest rate SWAPs and commodity hedging contracts in relation to raw material prices. The Group follows a similar policy related to the currency risk hedging.

For a detailed view on the accounting policies and financial risks at Group level, we refer to the appendix "Financial instruments and financial risk management", which is part of Ontex's integrated annual report 2025, and which can be consulted on the website of the Company (www.ontex.com).

10. Independence and expertise in accounting and audit of members of the Audit and Risk Committee

Several members of the Company's Audit and Risk Committee have extensive expertise in the areas of accounting and audit, through their studies and professional careers, and three of them are independent. As an example, we note that Ms Inge Boets, who is the chairwoman of the Audit and Risk Committee and an independent director, was a partner with Ernst & Young from 1996 through 2011 where she was the Global Risk leader and held several other roles in audit and advisory. Ms. Els Verbraecken, who is an independent director and a member of the Audit and Risk Committee, is an executive with extensive expertise in finance matters, including through her role as CFO of DEME Group.

11. Corporate Governance Statement

The Company is committed to upholding high standards of Corporate Governance. It applies the Belgian Corporate Governance Code for listed companies (the "2020 Corporate Governance Code"), which can be found on the website of the Belgian Corporate Governance Committee (https://corporategovernancecommittee.be/en).

Further, the Company has adopted a corporate governance charter which describes the main aspects of the Company's corporate governance, including its governance structure and the terms of reference of the Board, the Board committees and the executive committee. The charter is available on the Company's website (https://ontex.com/investors/leadership).

As at the end of 2025, the Company complied with all provisions of the 2020 Corporate Governance Code. In this respect, it is to be noted that provision 7.6 of the 2020 Corporate Governance Code provides that non-executive Board members should receive part of their remuneration in the form of shares in the Company. The Company's annual shareholders' meeting held on May 5, 2025, approved the revised version of the Company's Remuneration Policy, which included, among others, the introduction of a restricted share unit ("RSU") plan for Board members, as a result of which Board members, effective January 1, 2025, receive part of their remuneration in the form of RSUs, in line with the recommendation of the 2020 Corporate Governance Code.

The Company's Corporate Governance Statement forms part of Ontex's Integrated Annual Report 2025, and can be consulted on the website of the Company (www.ontex.com).

12. Conflicts of interest (Article 7:96 BCAC)

In accordance with Article 7:96 of the Belgian Code of Companies and Associations, if a Board member has a direct or indirect financial interest that is contrary to the interest of the Company in respect of a decision or transaction which is the responsibility of the Board, he/she must inform the other Board members before any decision by the Board is taken and the statutory auditor must also be notified. The conflicted Board member cannot be present during the deliberations of the Board relating to these transactions or decisions and cannot vote.

In addition to the legal requirements, the Company, as a general matter and as set forth in its Corporate Governance Charter, also expects each Board member to arrange his or her personal and business affairs in such a way as to avoid any (appearance of) conflict of interest of a personal, professional or financial nature with the Company, directly or through relatives (including spouse or life companion, or other relatives (by blood or marriage) up to the second degree and foster children).

The conflict of interest procedure prescribed by article 7:96 of the Belgian Code of Companies and Associations was not applied by the Company in 2025.

13. Related-party transactions (Article 7:97 BCAC)

During 2024, the Company did not enter into any transactions with related parties within the meaning of Article 7:97 BCAC.

14. Authorized capital (Article 7:198 and following BCAC)

On May 5, 2023, the Company's extraordinary shareholders' meeting renewed the authorization to the Board with respect to authorized capital under certain conditions. The Board may increase the share capital of the Company in one or several times by a maximum of up to (i) €82,358,746.64 in the event of a (or multiple) capital increase(s) with cancellation or limitation of the preferential subscription rights of shareholders, including in favour of one or more specified persons that are not members of the personnel of the company or its subsidiaries and (ii) €164,717,493.28 in the event of a (or multiple) capital increase(s) without cancellation or limitation of the preferential subscription rights of shareholders.

This authorization may be renewed in accordance with the relevant legal provisions. The Board can exercise this power for a period of five years as from the date of publication in the Annexes to the Belgian State Gazette of the amendment to the Articles of Association approved by the shareholders' meeting on May 5, 2023.

15. Capital increases, issuance of convertible bonds or subscription rights (Article 7:203 BCAC)

During 2025, the Company's share capital was not increased and the Company did not issue convertible bonds or subscription rights.

16. Acquisition of own shares (Article 7:215 and following BCAC)

On May 5, 2023, the Company's extraordinary shareholders' meeting renewed the Board's authorization with respect to the acquisition of own shares subject to the conditions set forth below.

The Company may, without any prior authorisation of the shareholders' meeting, and the Board is authorised to, take as pledge and acquire, on or outside of the stock exchange, its own shares, profitsharing certificates and associated certificates up to a maximum of 10% of each of the outstanding shares, profit-sharing certificates and associated certificates of the Company for a price that is not more than 5% above the highest closing price on Euronext Brussels during the last 30 trading days preceding the transaction, and not more than 10% below the lowest closing price on Euronext Brussels during the last 30 trading days preceding the transaction, in accordance with the provisions of the Belgian Code of Companies and Associations where applicable. This authorisation is valid for a period of five years starting on the date of the publication in the Annexes to the Belgian Official Gazette of the amendment to the Company's articles of association resolved upon by the Company's extraordinary shareholders' meeting of May 5, 2023. The authorisation may be renewed in accordance with the relevant provisions of the Belgian Code of Companies and Associations.

Between December 1, 2024, and April 10, 2025, the Company conducted a share buy-back program, in the context of which it acquired a total of 1.5 million shares (which represented 1.82% of the Company's share capital and which each had a fractional value of €10.00), and for which the Company paid €12.4 million in total. The shares acquired through the program will contribute to meeting Ontex's obligations under its current and future long-term incentive plans. The program was conducted under the terms and conditions of the Board authorization mentioned above, and was executed by an independent intermediary, who made its decisions independently pursuant to a discretionary mandate.

In total, on December 31, 2025, the Company held 2,349,986 treasury shares, which represents 2.9% of the Company's share capital.

17. Sustainability information

Pursuant to the implementation into Belgian law of Directive (EU) 2022/2464 regarding Corporate Sustainability Reporting, the Company is required to include in its Integrated Annual Report the consolidated sustainability information that is necessary to understand the effect of the Group on sustainability matters, as well as the information that is necessary to understand how sustainability matters affect the development, performance and position of the Group. Such consolidated sustainability statements are included in Ontex's Integrated Annual Report, which can be consulted on the website of the Company (www.ontex.com).

18. Discharge of the directors and statutory auditor

The Board requests the Company's shareholders' meeting to give discharge to the Company's (past and present) directors and statutory auditor for the execution of their mandate during financial year 2025.

On behalf of the Board of Directors,

_______________________________

16 March 2026,

ViaBylity BV, permanently represented by Mr Hans Van Bylen Authorised representative

_______________________________ Inge Boets BV, permanently represented by Ms Inge Boets Authorised representative

Nr.0550.880.915 F-cap 10
SOCIAL BALANCE SHEET
Number of joint industrial committee: 120 214
STATEMENT OF THE PERSONS EMPLOYED

STATEMENT OF THE PERSONS EMPLOYED

EMPLOYEES FOR WHOM THE ENTERPRISE SUBMITTED A DIMONA DECLARATION OR WHO ARE RECORDED IN THE GENERAL PERSONNEL REGISTER

SOCIAL BALANCE SHEET
STATEMENT OF THE PERSONS EMPLOYED
EMPLOYEES FOR WHOM THE ENTERPRISE SUBMITTED A DIMONA DECLARATION OR WHO ARE RECORDEDIN THE GENERAL PERSONNEL REGISTER
During the current period Codes Total 1.Men 2.Women
Average number of employees 56,4 36,3 20,1
Full-time 10011002 5,7 1,2 4,5
Part-timeTotal in full-time equivalents 1003 60,9 37,2 23,7
Number of hours actually worked
Full-time 1011 91.580 59.370 32.210
Part-time 1012 7.597 1.544 6.053
Total 1013 99.177 60.914 38.263
Personnel costs
Full-time 1021 9.521.751,00 6.128.361,00 3.393.390,00
Part-time 1022 759.714,00 159.940,00 599.774,00
Total 1023 10.281.465,00 6.288.301,00 3.993.164,00
Advantages in addition to wages 1033
2P.Women
During the preceding period Codes P.Total 1P.Men
Average number of employees in FTE 1003 61,5 38,6 22,9
Number of hours actually worked 1013 99.449 61.941 37.508
Personnel costs 1023 11.213.640,00 7.043.204,00 4.170.436,00
During the preceding period Codes Total Men1P. Women2P.
Average number of employees in FTE 1003 61.5 38.6 22.9
Number of hours actually worked 1013 99.449 61.941 37.508
Personnel costs 1023 11.213.640.00 7.043.204.00 4.170.436.00
Advantages in addition to wages 1033 . .

EMPLOYEES FOR WHOM THE ENTERPRISE SUBMITTED A DIMONA DECLARATION OR WHO ARE RECORDED IN THE GENERAL PERSONNEL REGISTER (continued) Nr. F-cap 10 0550.880.915

EMPLOYEES FOR WHOM THE ENTERPRISE SUBMITTED A DIMONA DECLARATION OR WHO ARE RECORDEDIN THE GENERAL PERSONNEL REGISTER (continued)
At the closing date of the period Codes 1.Full-time 2.Part-time 3.Total full-timeequivalents
Number of employees 105 56 5 60,1
By nature of the employment contract
Contract for an indefinite periodContract for a definite period 110111 56 5 60,1
Contract for the execution of a specifically assigned work 112
Replacement contract 113
According to gender and study level
Men 120 35 1 35,8
primary education 1200 2 2,0
secondary education 1201
higher non-university education 1202 15 1 15,8
university education 1203 18 18,0
Women 1211210 21 4 24,3
primary educationsecondary education 1211
higher non-university education 1212 8 3 10,4
university education 1213 13 1 13,9
By professional category
Management staff 130
Employees 134 56 5 60,1
Workers 132
Others 133
During the period Codes staff at theenterprise'sdisposal

LIST OF PERSONNEL MOVEMENTS DURING THE PERIOD

By nature of employment contract

Contract for an indefinite period
Contract for a definite period
Contract for the execution of a specifically assigned work
Replacement contract
Nr.0550.880.915 F-cap 10
LIST OF PERSONNEL MOVEMENTS DURING THE PERIOD
ENTRIES Codes 1.Full-time 2.Part-time 3.Total full-timeequivalents
Number of employees for whom the entreprise submitted aDIMONA declaration or who have been recorded in thegeneral personnel register during the financial year 205 6 6,0
By nature of employment contractContract for an indefinite period 210 6 6,0
Contract for a definite period 211
Contract for the execution of a specifically assigned work 212
Replacement contract 213
DEPARTURES Codes 1.Full-time 2.Part-time 3.Total full-timeequivalents
Number of employees whose contract-termination date hasbeen entered in DIMONA declaration or in the generalpersonnel register during the financial year 305 6 6,0
LIST OF PERSONNEL MOVEMENTS DURING THE PERIOD
equivalents
Number of employees for whom the entreprise submitted aDIMONA declaration or who have been recorded in the
By nature of employment contract
equivalents
Number of employees whose contract-termination date hasbeen entered in DIMONA declaration or in the generalpersonnel register during the financial year 305 6 6,0
By nature of employment contract
Contract for an indefinite period 310 6 6,0
Contract for a definite period 311
Contract for the execution of a specifically assigned work 312
Replacement contract 313
By reason of termination of contract
Retirement 340
Unemployment with extra allowance from enterprise 341
Dismissal 342 1 1,0
Other reason 343 5 5,0
the number of persons who continue to render services to 350

INFORMATION ON TRAINING PROVIDED TO EMPLOYEES DURING THE PERIOD

Nr.0550.880.915 F-cap 10
INFORMATION ON TRAINING PROVIDED TO EMPLOYEES DURING THE PERIOD Codes Men Codes Women
Total of initiatives of formal professional training at the expense of the
employer
Number of employees involved 5801 25 5811 26
Number of actual training hours 5802 373 5812 309
Net costs for the enterprise 5803 31.209,00 5813 23.065,00
of which gross costs directly linked to training 58031 31.209,00 58131 23.065,00
of which fees paid and paiments to collective funds 58032 58132
of which grants and other financial advantages received (to deduct) 58033 58133
Total of initiatives of less formal or informal professional training at the
expense of the employer 5821 5831
Number of employees involved 5822 5832
Number of actual training hoursNet costs for the enterprise 5823 5833
Total of initiatives of initial professional training at the expense of theemployer
Number of employees involved 5841 5851
Number of actual training hours 5842 5852