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Whitbread PLC Annual Report and Accounts 2025/26
Annual Report and Accounts 2025/26
Driving long-term value
Image: Premier Inn Birmingham NEC
Driving
long-term value
We own Premier Inn, the UK’s largest hotel
brand, with over 86,000 rooms across
c.850hotels and we also have a growing
presence in Germany, with 65 hotels open.
Our scale and commitment to operational
excellence mean we can deliver a fantastic
experience for our guests, rewarding
employment for our teams whilst driving
long-term returns for our shareholders.
1
Whitbread PLC Annual Report and Accounts 2025/26
* Total shareholder dividends paid and share buy-backs completed in 2025/26.
† See pages 227 to 233 for definitions of alternative performance measures. This footnote is referenced throughout the report.
Throughout this report and unless stated otherwise, all percentage growth comparisons are made comparing the latest year (2025/26) performance with that of the prior year (2024/25).
Strategic report
2 Purpose and strategy
3 Brands and locations
8 Business model
10 Why invest?
12 Chair’s statement
14 Chief Executive’s review
18 New Five-Year Plan
20 Strategy and KPIs
24 Strategy in action: UK
26 UK market drivers
28 UK strategy
30 UK performance
32 Strategy in action: Germany
34 German market drivers
36 German strategy
38 German performance
40
Q&A with Mark Smith Chief Technology Officer
42 Long-term growth strategy
44 Chief Financial Officer’sreview
48 Stakeholder engagement
54 Chief People Officer’s review
60 Sustainability
64 Risk management
66 Principal risks and uncertainties
72 Viability statement
73 Non-financial and sustainability
informationstatement
74 Climate-related financial disclosures
Governance
88 Corporate governance ataglance
90 Chair’s governance report
91 Corporate governance statement
93 Board leadership and company purpose
95 Division of responsibilities
96 Board of directors
100 Executive Committee
101 Composition, succession andevaluation
104 Nomination Committee report
109 Audit Committee report
116 Remuneration Committee report
120 Remuneration at a glance
124 Annual report on remuneration
137 Directors’ report
143 Directors’ responsibility statement
144 Independent limited assurance report
Consolidated accounts 2025/26
148 Independent auditor’s report
157 Consolidated income statement
157 Earnings per share
158 Consolidated statement
ofcomprehensiveincome
159 Consolidated statement of changes inequity
160 Consolidated balance sheet
161 Consolidated cash flow statement
162 Notes to the consolidated financial statements
Whitbread PLC Company
accounts2025/26
213 Company balance sheet
214 Company statement of changes in equity
215 Notes to the Company financial statements
Other information
226 Glossary
227 Alternative performance measures
234 Shareholder services
Financial highlights
Statutory revenue
£2,920m
2024/25: £2,922m
Adjusted profit before tax†
£483m
2024/25: £483m
Statutory profit before tax
£298m
2024/25: £368m
Adjusted operating
cash flow†
£713m
2024/25: £723m
Total shareholder returns*
£419m
2024/25: £442m
Adjusted basic earnings
pershare†
208.5p
2024/25: 194.6p
Statutory basic earnings
pershare
123.3p
2024/25: 141.5p
Lease-adjusted net debt
toadjustedEBITDAR†
3.3x
2024/25: 3.0x
Dividend per share
97.0p
2024/25: 97.0p
STRATEGIC REPORT
2
Whitbread PLC Annual Report and Accounts 2025/26
PURPOSE AND STRATEGY
What sets us apart?
Force for Good
Opportunity
See page 60
Community
See page 60
Responsibility
See page 61
Underpinned by our Values
Our strategic pillars
Grow and innovate
in the UK
See page 24
Focus on our strengths
togrowinGermany
See page 32
Enhance our capabilities to
supportlong-term growth
See page 42
Our purpose
To provide high-quality, affordable hotel rooms to our guests, to help them to live and work well
and to positively impact the world around us. With no barriers to entry or limits to ambition,
we will provide meaningful work, skills and career development opportunities for our teams.
STRATEGIC REPORT
3
Whitbread PLC Annual Report and Accounts 2025/26
Where we operate
1
BRANDS AND LOCATIONS
Premier Inn is the largest hotel brand in the
UK and has a growing presence in Germany.
Our proposition is synonymous with providing
high-quality and great value hotel rooms
forour guests. We aim to reach 96,000
open rooms in the UK and Ireland and 18,000
open rooms in Germany by 2030/31;
thereafter, we still have a long runway
forgrowth.
Food and beverage (F&B), especially a
hotbreakfast, is a key part of the guest
experience at Premier Inn. In 2026/27, we
plan to move to a single, integrated F&B
offer, which is tailored specifically for the
needs ofthe Premier Inn guest, across all of
our sites as we exit all of our remaining
branded restaurants. These changes are
subject to carrying out the required
consultation with our employees.
Our ambition is to
be the world’s best
budget hotelbrand
Read more on pages 36 to 37 Read more on pages 28 to 29
Long-term ambition tobecome
No.1
Open rooms
3
>11,000
Committed pipeline
4
c.7,500
UK long-term roompotential
125,000
Open rooms
2
>86,000
Committed pipeline
4
c.9,000
United Kingdom and Ireland
Our largest and most profitable market is
driven by high volumes of domestic travel,
supplemented by inbound international
travel. With a significant decline in the
independent sector and limited new room
growth from other branded operators, a
favourable supply backdrop is expected
toremain inplace for the next few years.
Germany
The German hotel rooms market is
c.40% larger than that in the UK and
shares a number of the attractive
structural characteristics that helped
drive Premier Inn’s success in the UK.
Having grown rapidly and reached a key
profitability milestone in 2025/26,
wearenow focusing on accelerating
cashflow and returns by 2030/31.
1 As at 26 February 2026, there are also
11Premier Inns across the Middle East
operated as part of a joint venture.
2 Includes six sites in Ireland, one site in each
of Guernsey and the Isle of Man and two sites
in Jersey.
3 Includes one site in Austria.
4 As at 26 February 2026, sites where the
Group has a legal interest in a property
withthe intention of opening a hotel in the
future. UK committed pipeline includes
Accelerating Growth Plan extension rooms
with planning and Board approval to progress.
‘hub by Premier Inn’ offers a more compact,
digitally advanced in-room experience at a
great price in prime city locations. With 19
hub hotels already open across London and
Edinburgh, we have a committed pipeline
toopen more sites over the next few years.
Our hotel brands
Our food and beverage offer
Find out more online
www.whitbread.co.uk/about-us/our-brands/
STRATEGIC REPORT
YouGov ‘Best Value
Hotel Chain’ranking
No.1
in the UK
1
1 YouGov BrandIndex Quality & Value
scores as at 26 February 2026 based
on a nationally representative
52-week moving average.
4
Whitbread PLC Annual Report and Accounts 2025/26
National network
With c.850 hotels open in the UK and
Ireland and 65 hotels in Germany across
most major towns and cities, we are well
placed to meet our guests’ needs,
wherever they might want to stay.
Quality and comfort
We believe that choosing a budget hotel
brand shouldn’t mean our guests have to
compromise on quality and comfort. Our
hotel rooms offer a ‘home away from home’
experience for our guests, ensuring a great
night’s sleep at a great price.
Consistent experience
By investing in our product whilst maintaining
tight cost control, we’re able to offer a
consistent proposition, ensuring every
hotel room meets the high brand
standards that our guests expect.
Thisincludes our food and beverage offer,
especially a hot breakfast, which is a key
part of the overall guest experience at
Premier Inn.
Warm and welcoming
We are passionate about delivering a
greatservice for our guests, and our
teams are at the heart of this, reflected
byhigh guest scoresacross both the
UKand Germany.
Values in action
Market-leading
guest proposition
Premier Inn is the largest hotel brand in the UK
with a 12% market share, and also has a growing
national presence in Germany. Our consistent
guest proposition is synonymous with providing
high-quality and great value hotel rooms.
WHAT MAKES US DIFFERENT? – PREMIER INN
Image: Premier Inn ID5 room
STRATEGIC REPORT
5
Whitbread PLC Annual Report and Accounts 2025/26
Prime locations
at a great price
‘hub by Premier Inn’ was developed to open up access
toadditional prime city-centre locations. With high levels
of occupancy, the more compact, digitally-advanced
in-room experience at a great price, isproving popular
with guests and we are excited about the brand’s
momentum and longer-term potential.
WHAT MAKES US DIFFERENT? – HUB BY PREMIER INN
Location-centric guests
With 19 open hotels across London and
Edinburgh, ‘hub by Premier Inn’ allows us
to target a distinct part of the market,
attracting both business and leisure guests
who value prime city-centre locations.
Modern and compact
The rooms feature a sleek, modern design
with integrated technology. While smaller
than a typical Premier Inn room, they offer
everything that our guests need for a
great stay.
Digital-led
The guest journey is increasingly digital-led,
reflecting its importance as our primary
distribution channel. Our ‘hub by Premier
Inn’ sites include features such as the
option to self-check in at all sites and
interactive in-room technology.
Lean operating model
We are driving high occupancy levels at a
great price point for our guests. With a
higher density of rooms per square foot
and a leaner operating model with a more
tailored F&B offering than a traditional
Premier Inn, we are able to deliver
attractive returns from these locations.
Clear line of sight to
5,000
rooms in the UK and Ireland
Values in action
Image: hub by Premier Inn room
STRATEGIC REPORT
6
Whitbread PLC Annual Report and Accounts 2025/26
2024
Launch of
Five-Year
Plan
to deliver a step
change in profit
margins and
returns
OUR TRANSFORMATION
Adapting and innovating
For over 280 years,
generations ofcustomers
have relied on us, and
our heritage reflects a
commitment to quality
that continues to guide
everything we do today.
1868
Whitbread
introduces
bottling
ofbeer
to become a
national brand
1968
Recognised
asthetop UK
brewer,holding a
significant share of
the UK lager market
1742
Founded
Samuel Whitbread
founds the
Company,
partnered with
Godfrey and
Thomas Sewell
1995
Acquisition of
Costa Coffee
which had 39 coffee
shops at the time
2001
Sale of the
brewery
business
to focus on hotels
and restaurants
2006-7
Focus on
budgethotels
Exited David Lloyd,
Marriott, Pizza Hut
and TGI Fridays
1987
Launch
ofthe first
Travel Inn
hotel
expanding
intobudget
accommodation
2007
Creation of
Premier Inn
Premier Lodge
was acquired in
2004 and merged
with Travel Inn
tocreate Premier
Travel Inn.
Rebranded
toPremier Inn
in2007
2016
Establishing
presence
inGermany
Opens first
Premier Inn hotel
inGermany
2007
Establishing
presence
inIreland
Opens first Premier
Inn outside the UK
inDublin, Ireland
2014
Launch
of‘hub’
Opens first ‘hub
by Premier Inn’
hotel in London
2019
Sale of Costa
Coffee to
Coca-Cola for
£3.9bn
50
2023
Building
national
presence
inGermany
Opens 50th
Premier Inn hotel
in Germany
STRATEGIC REPORT
7
Whitbread PLC Annual Report and Accounts 2025/26
Hotel of the future
Over the last few years, we have transformed
our core technology platforms to ensure
they are resilient, scalable, and fit for
long-term growth. Having already introduced
the use of artificial intelligence (AI) in some
areas of the business, we are excited by the
potential it can bring to our operations,
support functions and business performance.
1 million
Fewer calls to our hotels supported by
AI bots
Looking ahead
2030/31 results of
New Five-Year Plan
1
Increase in Group ROCE versus
2025/26
500bps
See page 19
Generate
£2 billion
available for shareholder returns
1 Versus 2025/26, assuming UK like-for-like
sales and cost efficiencies offset non-business
rates inflation and finance costs over the life
of the New Five-Year Plan.
2025/26
Launch of New
Five-Year Plan
Key objectives:
• Drive profitable growth
• Increase margins and returns
• Accelerate Germany returns
• Increase cash returns for shareholders
• Maintain resilience through the cycle
Our New Five-Year Plan harnesses
the core strengths of our business
model, competitive position and
strong balance sheet.
Find out more online
www.whitbread.co.uk/
about-us/our-history/
STRATEGIC REPORT
8
Whitbread PLC Annual Report and Accounts 2025/26
BUSINESS MODEL
Our capital allocation framework is designed to
support profitable growth and attractive returns
over time. Through this model, we sustain and
operate our estate at scale, convert operating
performance into cash flow and recycle capital
across reinvestment in our business, future growth
and cash returns for shareholders. This approach
helps to strengthen our market-leading position
and create attractive shareholder returns over the
medium and long-term.
Our market-leading guest proposition and
operational control, combined with disciplined
capital allocation, delivers significant competitive
advantage. Our owner-operator model gives us the
flexibility to invest and maintain consistent brand
standards while our strong balance sheet provides
resilience and capacity for growth through the cycle.
Our model
drives growth
and returns
Executing our strategy
Our strategy focuses on expanding our UK
network, growing in Germany and continuing
to invest in future growth. Our business model
translates these strategic priorities into
medium and long-term returns.
T
H
E
F
O
U
N
D
A
T
I
O
N
S
T
H
A
T
S
U
S
T
A
I
N
O
U
R
M
O
D
E
L
SUSTAIN
We sustain and
strengthen our scaled,
hard-to-replicate
asset base
1 2
ALLOCATE
We deploy capital to
drive future growth
and reward
stakeholders
OUTCOME
Resilient and
attractive returns,
benefiting all
stakeholders
OPERATE
We operate efficiently
while delivering a
consistent, high
quality guest
experience
4 3
CONVERT
We turn strong
operational performance
into cash flow
Our operating model
Translating operational strength
into shareholder returns
THE FOUNDATIONS THAT
UNDERPIN OUR MODEL
Our integrated model is underpinned
by three core foundations:
• A guest-focused culture
• Responsible growth
• Governance and
financial discipline
These foundations support how we
operate day-to-day, helping us
deliver consistently for guests,
grow responsibly and allocate
capital with discipline. Together,
they strengthen resilience through
the cycle and support sustainable
long-term value creation.
STRATEGIC REPORT
9
Whitbread PLC Annual Report and Accounts 2025/26
How our operating model works
Through disciplined execution of our model,
we generate strong cash flows and attractive
returns on capital through the cycle. This
supports consistent delivery for guests,
sustainable returns for shareholders, ongoing
employment for our teams and dependable
outcomes for debt providers.
Guests
Delivering a consistent “Budget & Brilliant”
experience builds trust, loyalty and allows
ustocommand a RevPAR premium versus
ourcompetitors.
Colleagues
A supportive culture and clear operating model
help our teams perform at their best and build
rewarding careers.
Shareholders
Disciplined capital allocation and strong cash
generation support sustainable returns and
long-term value.
Communities and partners
Responsible growth and strong local relationships
support the communities in which we operate
and strengthen long-term resilience.
OUTCOME: Resilient and
attractive returns, benefiting
all stakeholders
We sustain a high-quality asset base built over decades,
including our brands, estate, locations, teams, reputation,
systems and deep operational know-how. By continuing
to reinvest, we maintain, enhance and strengthen these
tangible and intangible assets over time, reinforcing our
competitive advantage and supporting consistent guest
delivery, strong cash generation and long-term growth.
Our capital allocation framework strikes the right
balance between sustaining our current business,
reinvesting to grow, and delivering cash returns to
shareholders. Guided by risk-adjusted returns, our
decisions support resilience and future growth.
We operate our estate at scale through a disciplined,
guest-focused owner-operator model. Our vertically
integrated approach gives us total control across the guest
proposition, helping us deliver a consistent, high-quality
experience, while generating attractive returns over the
medium and long-term.
Our vertically integrated business model and focus on
operational excellence and tight cost control, translates
strong operational execution into robust cash flow.
This creates key operating benefits
We OPERATE using our disciplined, guest-focused
owner operator model that creates operating
advantages. These strengthen performance and help
CONVERT strong operational performance into cash
flow that we then ALLOCATE to drive long-term value
and SUSTAIN our business.
• Operational excellence
• Commercial strength
• Network growth opportunities
• Strong balance sheet
OPERATE: We operate efficiently while
delivering a consistent, high quality
guest experience.
2
ALLOCATE: We deploy capital
withdiscipline and flexibility
SUSTAIN: We sustain and strengthen our
scaled, hard-to-replicate asset base
4
CONVERT: We turn strong operational
performance into cash flow
3
1
STRATEGIC REPORT
10
Whitbread PLC Annual Report and Accounts 2025/26
Our market-leading position
inthe UK has been founded
onour consistent delivery
ofboth quality and value for
our guests. Thesame approach
has seen us establish a meaningful
presence in Germany. The
Group employs c.31,500
peopleand is a constituent
of theFTSE 100 Index.
WHY INVEST?
Investment case
Pipeline rooms
c.7,500
Unlocking value in Germany
Long-term growth opportunity intheUK
1
2
Whilst we are already the
clear market leader, we have
significant growth potential
to reach up to 125,000 rooms
across the UK and Ireland.
With a material reduction in independent
supply following the pandemic and a subdued
pipeline of new build hotels, wedonot
expect UK supply to recover to 2019 levels
until at least 2028. Our flexible approach to
property ownership means weare well
placed to take advantage ofthissignificant
market opportunity by adding rooms at
attractive rates of return through both new
sites and extensions, as demonstrated by
our Accelerating Growth Plan (AGP).
Germany is a large and exciting
market with significant volumes
of leisure and business travel.
The independent sector is larger thanin the
UK and has also been in decline.However,
there is no clear leader inthe branded
budget segment, creating opportunity for
Premier Inn. Having grownrapidly through
acombination ofacquisitions, conversions
and new builds,we have 65 open hotels and
with our committed pipeline are set
tobecome one of the largest operators in
Germany with a clear focus on accelerating
returns by2030/31.
* As at 26 February 2026. Germany includes one
hotel in Austria.
Germany – number of rooms
Our room ambition
Open rooms*
>86,000
2030/31 open rooms target
96,000
Long-term potential rooms
125,000
Open rooms*
>11,000
2030/31 open rooms target
18,000
Find out more online
www.whitbread.co.uk/
investors/why-invest/
STRATEGIC REPORT
11
Whitbread PLC Annual Report and Accounts 2025/26
New Five-Year Plan
Differentiated model underpins amarket-leading proposition
New Five-Year
Planto maximise
shareholder returns
3 5
4
Our operating model is a key
source of competitive advantage.
Being in control of all aspects of our operations
ensures the delivery of a consistent, high-quality
product, whilst our scale and financial discipline
mean we can continue to offer great value
forour guests and attractive returns for
ourshareholders. A centralised approach to
revenue management allows us to maximise
revenue whilst managing our cost of sales
byintegrating our digital marketing and
customer relationship management activity
into our trading strategy. Our food and
beverage offer is a key part of our proposition,
especially a hot breakfast, and helps us to
drive incremental revenue per available
room (RevPAR). Our Force for Good
sustainability programme ensures we are
contributing positively to the communities
where we operate and helps mitigate
potential climate-related risks.
Asset-backed balance sheet provides
stability andenables growth
Retaining a flexible approach
to property ownership and
a strong balance sheet have
allowed us to keep financing
costs low whilst also providing
significant commercial benefits,
in the form of a strong financial
covenant and being able to
maximise site returns through our
value creation cycle.
In response to a series
of unexpected fiscal and
macroeconomic headwinds,
weundertook a detailed business
review and have announced
a New Five-Year Plan to
2030/31. This will extend our
market-leading position in the
UK, accelerate cash flow and
returns in Germany and deliver
long-term value creation for
shareholders.
With a reduced level of capital intensity, a
reduction in the amount of freehold property
held by the Group and the expected increase
in profitability over the life of the plan, our
New Five-Year Plan is designed to maximise
shareholder returns over the medium and
long term.
Group freehold:leasehold mix
UK YouGov BrandIndex
1
Quality
30
40
20
10
0
0 10 20 30 40 50
Value
Hilton
Marriott
Crowne Plaza
Best
Western
Airbnb
Holiday
Inn
Holiday Inn Express
Ibis
Travelodge
Booking.com
1 UK YouGov BrandIndex Quality & Value scores as at 26 February 2026 based on a nationally
representative 52-week moving average.
Whilst the Group will continue to benefit
from owning a substantial amount of
freehold real estate, we will reduce the
proportion held from c.50% in2025/26 to
30% - 40% over time. We will recycle £1.5bn
of our freehold property via sale and
leasebacks and other disposals, to fund
future growth and increasingly look to grow
on a leasehold basis over the life of our
NewFive-Year Plan.
Freehold  Leasehold
2025/26 Over time
c.50%
c.50% 60% to 70%
30% to 40%
Read more
on page 18
STRATEGIC REPORT
12
Whitbread PLC Annual Report and Accounts 2025/26
Focused on value
creation
CHAIR’S STATEMENT
I have long been an admirer of the UK’s
largest hospitality business, and so I was
delighted to join the Whitbread Board as
Chair in September 2025. The Group has an
ambitious business strategy and an
impressive management team, led by
Dominic Paul. Having spent time with my
fellow Board members and the Executive
team, I believe that we have a significant
opportunity to generate substantial value
for shareholders. Through a combination
ofoperational excellence, smart capital
allocation and by remaining adaptable to an
ever-changing external environment, I am
confident that we will achieve this objective.
I have also had the opportunity to meet
many of our team members during visits
toour operations across the UK and Ireland,
as well as what is now a significant presence
in Germany. The consistency of the Premier
Inn product – whether in Dunstable, Dublin
or Dusseldorf – is shared with another key
attribute: the passion of our team members
to deliver the very best experience for our
guests. It is clear that our values: to be
‘Warm and Welcoming’, ‘Passionate and
Proud’ and ‘Budget and Brilliant’ are really
lived across the business.
The strength of the Premier Inn brand is a
testament to these values that contribute to
the Group’s market leading position in the
UK and Ireland and have been instrumental
in growing our presence in Germany.
Financial performance
anddividend for 2025/26
Over the past year, the Group delivered a
positive financial performance with total
revenue of £2,920m, adjusted EBITDAR
of£1,074m and operating cash flow of
£713m. We have continued to strike an
appropriate balance between investing in
delivering for our guests, securing attractive
future growth opportunities and driving
cash returns for shareholders. During the
year, we completed a £250m share buyback
and, as a result, have returned over £1.6bn
to shareholders via dividends and share
buybacks since April 2023.
Reflecting the strength of our financial
performance and balance sheet, the Board
is recommending a final dividend of 60.6p
per share, resulting in a total dividend of
97.0p per share (2024/25: 97.0p). The final
dividend will be paid on 3 July 2026 to
shareholders on the register at the close of
business on 22 May 2026. The Dividend
Reinvestment Plan (DRIP) will continue to
operate and details of how to participate
can be found on the Company’s website.
Strategic progress
Since re-joining Whitbread as Chief Executive
in 2023, Dominic, with the support of the
wider executive team, has instituted significant
change across the Group, with the clear
goal of driving margins and returns. Our
business model and strategy, together with
the commitment of our teams, have enabled
us to make strong progress during the year
against both our strategic priorities and
theFive-Year Plan.
Faced with a number of unexpected headwinds
over the past year, including macroeconomic
and fiscal pressures following budgetary
decisions by the UK Government, the Board
initiated an extensive business review in
order to increase cash flow and deliver
sustainable, long-term returns for shareholders.
The Board also wanted to address the valuation
gap between the Group’s market capitalisation
and the inherent value of our business.
Supported by our independent advisers,
wehave challenged the merits of our business
model versus other alternatives and have
also reassessed our original Five-Year Plan.
“We have a fantastic business in the UK
andIreland and are continuing to make
greatprogress in Germany. Our New
Five-Year Plan will deliver a material
increaseinmargins and returns.”
Christine Hodgson
Chair
STRATEGIC REPORT
13
Whitbread PLC Annual Report and Accounts 2025/26
The Chief Executive’s Review, on pages
14to 17, summarises the outcome of our
review, including our conclusion that our
strategy should not change fundamentally,
but should instead evolve. That evolution is
being led through a more focused capital
expenditure programme, one that prioritises
our highest returning growth projects and
reduces our capital intensity to accelerate
cash flow and deliver stronger returns
oncapital.
As well as reallocating capital spend and
recycling more of our freehold property to
fund future growth, we are also proposing
to extend our Accelerating Growth Plan to
include all branded restaurants as we move
to become a pure-play budget hotel business.
The Board is mindful that such changes are
material for the Group and, if implemented,
will affect a number of our team members
and other stakeholders. However, faced with
the changes to our external environment,
they are necessary in order to maximise
total shareholder returns whilst ensuring
wecontinue to deliver an excellent service
forour guests. Adjusting our plans and
realigning our priorities is nothing new
forWhitbread. Throughout our 284-year
history, we have proven our ability to
embrace change by adapting our business
and strategy for the long-term benefit
ofour shareholders.
Further details on the New Five-Year Plan can
be found on pages 18 and 19
Force for Good
As set out on pages 60 to 63, we are
continuing to make excellent progress across
each of the three pillars of our sustainability
programme: Opportunity, Responsibility
and Community. Our disclosures this year
are focused on the most significant items
for the Group that include climate change,
water, circular economy, supply chain, equal
treatment and opportunities for all, product
safety and quality, as well as corporate
culture. Inline with the Science Based
Targets initiative (SBTi), we expect to
publish our latest Climate Transition Plan
in2026/27, setting out clear targets and
milestones, our governance framework,
detailed actions for Scopes 1, 2 and 3 and
how we are engaging with key stakeholders.
Further details on our Force for Good
progress can be found on pages 60 to 63
The Board
On behalf of the Board, I wish to thank
Adam Crozier, my predecessor as Chairman,
for his outstanding service to Whitbread.
Adam joined the Board in April 2017 as a
non-executive director and became Chairman
in February 2018. He went on to steer the
Group through a period of significant change
as well as considerable challenge. This included
the successful sale of Costa Coffee to Coca-Cola
for £3.9bn in 2019 and the COVID pandemic,
a period that required strong leadership
and fortitude. Having overseen the smooth
transition to a new executive leadership
team and the announcement of the Group’s
Five-Year Plan, Adam stepped down from
the Board on 1 September 2025. In addition
to recognising his enormous contribution to
the Group, I would also like to add my
personal thanks for the support he gave to
me during our handover period, and on
behalf of the Board, I wish him every
success for the future.
I was delighted to welcome Jonathan Howell
to the Board as a non-executive director in
January 2026. Jonathan brings a wealth of
experience from his previous roles as finance
director at a number of FTSE companies,
most recently at Sage PLC, as well as being
an experienced Audit Committee Chair.
Hesucceeds Horst Baier as Chair of the
Audit Committee and, on behalf of the
Board, I would like to thank Horst for his
dedication and skill in fulfilling his responsibilities
as Interim Chair of the Audit Committee
since June 2025.
Annual general meeting
The AGM will take place at 2.30pm on
18June 2026 at our head office in Dunstable
and full details of the meeting are set out
inthe Notice of Meeting.
Reflecting the low numbers of shareholders
using the service previously, we will not be
providing either a live video stream or an
audio-only webcast of our AGM this year.
Shareholders who are unable to attend the
meeting in person are welcome to submit
questions by email in advance
toagmquestions@whitbread.com. Any
questions should be submitted by 5pm
on17 June 2026. Votes can be submitted
inperson at the meeting or in advance
viaaproxy card or the online proxy voting
system, but it will not be possible to vote
online during the meeting.
Outlook
As you will read throughout this Annual
Report, we have a market-leading business
in the UK and Ireland and are continuing to
make great progress in Germany. While the
macroeconomic and geopolitical outlook
remains uncertain, having completed an
extensive review, we have a clear plan to
deliver significant value over the medium
and longer term and are excited about the
Group’s future prospects. For those able
toattend, I do hope that I might be able
tomeet some of you in person at our
forthcoming AGM in June.
Christine Hodgson
Chair
29 April 2026
Image: hub by Premier Inn Farringdon (Old Bailey)
STRATEGIC REPORT
14
Whitbread PLC Annual Report and Accounts 2025/26
Accelerating
ourstrategy
togrowreturns
CHIEF EXECUTIVE’S REVIEW
This has been a year of continued strategic
progress for Whitbread in both the UK and
Germany. In the UK, Premier Inn again
outperformed the wider market, supported
by the strength of our customer offer and
the benefits of our commercial programme.
We also delivered our first annual profit in
Germany where the quality and value of our
customer offer is driving high guest scores
and our increasing brand awareness
underpins our strong outperformance
versus the rest of the market.
I’d like to thank our colleagues across
theGroup for their hard work in delivering
thisperformance. Against a challenging
consumer and macroeconomic backdrop,
we continue to deliver material cost savings
and plan to drive more in 2026/27, while
delivering a fantastic service for our guests.
For over 280 years, Whitbread has
continued to evolve to meet the needs
ofour guests. Today our business is built
around a world-class brand in Premier Inn,
which has an unrivalled market position in
the UK and a hugely exciting opportunity
inGermany, and is synonymous with great
quality and value.
Faced with a series of unexpected, external
headwinds, and following a comprehensive
business review, our New Five-Year Plan
capitalises on Whitbread’s unique strengths
to deliver a significant acceleration of our
strategy, creating a stronger, higher-
returning business that delivers for our
guests, teams and shareholders. Reducing
our capital intensity and refocusing
investment on projects which deliver the
highest returns for our business will deliver
strong cash flow and fund increased returns
to shareholders. By making our assets work
harder through the recycling of more of
ourfreehold property into high returning
growth projects, we can take advantage of
a more challenged supply environment and
sustain our market leading position without
compromising our long-term growth
prospects or our strong balance sheet.
The execution of our new plan will mean we
become a pure-play hotel business, driven
by Premier Inn. We plan to replace all of our
remaining branded restaurants with a more
efficient, integrated offering that is preferred
by our guests as well as higher returning
extension rooms. In Germany, having
reached profitability in 2025/26, we will shift
our focus to formats and locations which
weknow deliver the best returns, further
accelerating our financial performance.
2025/26 Financial
performance
The Group delivered a positive performance
in2025/26, outperforming the midscale and
economy (M&E) market in both the UK and
Germany on total accommodation sales and
revenue per available room (RevPAR) growth
1
.
Group statutory revenue was flat year-on-
year at £2,920m (2024/25: £2,922m)
reflecting a recovery in UK accommodation
sales in the second half and positive
momentum in Germany, offset by lower food
and beverage (F&B) revenues as a result of
the Accelerating Growth Plan (AGP).
We have an excellent track record of
responding to inflationary headwinds and in
2025/26 we delivered better than expected
cost efficiencies of £83m
2
(2024/25: £75m),
mitigating significant cost pressures,
including above inflationary increases in
national living wage, national insurance
andfood and beverage costs. These
savings, combined with the impact of our
shift towards a more efficient F&B model as
“Our New Five-Year Plan capitalises on
Whitbread’s unique strengths to create
astronger, higher returning business,
drivingincreased margins and returns.”
Dominic Paul
Chief Executive
1 STR data, standard basis, 28 February 2025 to 26 February 2026, UK and Germany M&E market
excluding Premier Inn.
STRATEGIC REPORT
15
Whitbread PLC Annual Report and Accounts 2025/26
part of the AGP, resulted in a 2% reduction
in adjusted operating costs, driving a 4%
increase inadjusted EBITDAR to £1,074m
(2024/25: £1,030m). This performance was
despite a challenging market backdrop
andreflects the power of our vertically
integrated model, the strength of our brand
and the impact of many of our commercial
initiatives, highlighting the quality and
resilience of our business.
Net finance income (excluding lease liability
interest) reduced to £11m (2024/25: £20m)
reflecting lower interest receivable on the
Group’s cash balances. Higher lease
liabilities and rent reviews increased both
lease interest and right of use asset
depreciation to £177m (2024/25: £167m)
and £209m (2024/25: £194m) respectively,
resulting inadjusted profit before tax
(PBT)† of £483m (2024/25: £483m).
Adjusting items totalled £185m (2024/25:
£116m), driven by £130m of impairment
charges associated with the AGP and other
non-cash and net impairment charges of
£32m, resulting instatutory profit before
tax of £298m (2024/25: £368m). A tax
charge of £86m (2024/25: £114m) meant
that statutory profit after tax was £213m
(2024/25: £254m).
Adjusted basic earnings per share† increased
by 7% to 208.5p (2024/25: 194.6p) reflecting
the reduced weighted average number of
shares following share buy-backs over the
last twelve months. Statutory basic earnings
per share decreased by 13% to 123.3p
(2024/25: 141.5p).
During the year, the Group completed
£313m of property-related disposals,
including £282m of sale and leasebacks
atan average net initial yield of 5.4%.
UK – Continued market
outperformance
Premier Inn UK accommodation sales
increased by 1%, reflecting a strong recovery
from the second quarter, outperforming the
wider M&E market
3
. We ended the year
+0.3pp ahead of the market on total
accommodation sales growth and +1.1pp
ahead on RevPAR growth, maintaining a
healthy RevPAR premium of £5.88.
Total average room rate (ARR) increased
by3% to £81.95 (2024/25: £79.52) and
occupancy remained high at 79.1%
(2024/25: 81.0%), with the result that
RevPAR was up 1%. In London, increased
leisure demand, supported by a positive
events calendar and a strong festive period,
contributed to both higher ARR and
accommodation sales, up 3% and 4%
respectively. In the Regions, a 3% increase
in ARR was broadly offset by slightly lower
occupancy of 79.0% (2024/25: 81.1%), with
the result that total accommodation sales
were flat year-on-year.
Total UK F&B revenue reduced by 8%, aswe
transition a number of our lower returning
branded restaurants into a more efficient,
integrated F&B offering. Although F&B
performance was slightly better than
expected due to the timing of branded
restaurant disposals, total UK statutory
revenue was down 1% year-on-year.
Several external and internal factors
wereimportant drivers for our UK business
over the past year including: UK market
demand; muted hotel supply growth; the
optimisation of F&B at a number of our
sites as part of the AGP; our continued
network expansion; and the impact of
several initiatives as part of our ongoing
commercial programme.
Cost efficiencies of £83m
2
, meant that
despite significant inflationary pressures
including higher national living wage,
national insurance and food and beverage
costs, operating costs reduced by 3%.
Lower UK revenueand increases in both
right of use asset depreciation and lease
liability interest, driven mainly by the impact
of rent reviews (accounting for the majority
of these increases),as well as sale and
leaseback transactions, meant that UK
segment adjusted PBT† declined 2% year-on-
year to £499m (2024/25: £507m). UK
segment adjusted pre-tax margins† were flat
year-on-year at 18.8% (2024/25: 18.8%),
while UK ROCE† was 12.7% (2024/25: 12.9%).
During the year, £103m (2024/25: £43m) of
impairment and £28m (2024/25: £1m) of
accelerated depreciation was recognised in
the UK, arising from site extensions and
conversions in relation to the AGP. In
addition, £15m ofimpairments (2024/25:
£10m) were recognised on other assets.
Germany – Delivering
profitability
Reaching profitability in Germany for the first
time represents an important milestone for
the Group, with segment adjusted PBT† of
£2m (2024/25: £11m loss), reflecting strong
momentum and the continued progress we
are making in this large and exciting market.
Despite softer market demand in the second
quarter, reflecting a lower events profile than
the prior year, the continued growth of our
estate, the increasing maturity of our hotels
and brand, and our commercial initiatives
meant we delivered 12% growth in total
accommodation sales and RevPAR growth
of6%, with both occupancy and ARR ahead
of last year.
Drawing upon our growing pool of
guestdata, we have continued to refine
andimprove our commercial strategy
thatiscontributing to positive RevPAR
momentum. Key initiatives included
improvements to our trading strategies;
broadening our distribution using third-party
platforms; increasing our brand awareness;
and enhancing our property strategy.
As a result of these initiatives and with the
increasing maturity of our estate and brand,
RevPAR grew by 4% in local currency which
was significantly ahead of the M&E market
4
.
This strong performance was supported by
our cohort of 17 more established hotels
5
,
that is continuing to mature, as evidenced
by its 6% RevPAR growth. This cohort of
sites delivered aggregate site-level profit
6
of
£20m (2024/25: £16m), providing a useful
indicator of the future profit potential
ofourestate as a whole.
During the year, £17m of impairment
(FY25:£23m) was recognised in Germany
at a small number of sites.
2 Total cost efficiencies delivered in 2025/26, after
the removal of non-recurring structural savings
3 STR data, standard basis, 28 February 2025 to
26 February 2026, UK M&E market excluding
Premier Inn.
4 Local currency based on STR data, standard
basis, 28 February 2025 to 26 February 2026,
Germany M&E market excluding Premier Inn.
5 Cohort of 17 more established German hotels
that were open and trading under the Premier
Inn brand for 12 consecutive months as at
4March 2022.
6 In aggregate, adjusted profit before tax†
excluding non-site related administration
andoverhead costs.
STRATEGIC REPORT
16
Whitbread PLC Annual Report and Accounts 2025/26
CHIEF EXECUTIVE’S REVIEW CONTINUED
Our teams
Our team members are central to the
guestexperience and, underpinned by
Whitbread’s core values of ‘Warm and
Welcoming’, ‘Passionate and Proud’ and
‘Budget and Brilliant’, they continue to
deliver aconsistent, high quality and
greatvalue service for our guests. Their
commitment is key to our strong
operational and financial performance,
underpinning our position asthe UK’s
number one hotel brand and agrowing
challenger in Germany.
Financial strength
Our strong balance sheet means we can
strike an appropriate balance between
investing in high-returning, long-term
growth opportunities and rewarding
shareholders through dividends and
earnings-enhancing share buy-backs.
The Group remains highly cash generative
and after total capital investment of £697m
(2024/25: £500m) and £419m of share
buy-backs and dividends (2024/25: £442m),
our ratio of adjusted EBITDAR to lease-
adjusted net debt was 3.3x (2024/25: 3.0x),
which is below our internal threshold of 3.5x
1
.
Clear strategy
Our ambition is to become the world’s best
budget hotel brand, delivering a fantastic
experience for our guests, rewarding
employment for our teams and long-term,
sustainable returns for our shareholders
whilst also driving positive change through
our Force for Good sustainability programme.
To achieve our objective, we are
executingthe following three pillars
ofourbusiness strategy:
• continuing to grow and innovate
intheUK;
• focusing on our strengths to grow
inGermany; and
• enhancing our capabilities to support
long-term growth.
Each pillar is embedded within our New
Five-Year Plan that is set to drive increased
margins, cash flow and returns.
New Five-Year Plan
Since announcing our previous Five-Year
Plan in October 2024, the Group has faced
two key challenges. First, unexpected
changes to the prevailing fiscal and trading
environment, including higher than
expected UK wage and other cost inflation
and significant increases in UK business
rates. Second, the Group’s marketvalue has
remained at a significant discountto the
inherent value ofour business.
Against this backdrop, the Board
announced that it was undertaking a
comprehensive business review in order
toaddress these challenges by developing
a plan to deliver value creation for
shareholders over the medium and long-
term. Working with our world class advisers,
the Board reassessed how capital was being
allocated across the Group; reviewed the
Group’s current capital structure and also
8.000 new rooms, of which c.66% will be
freehold, but we will also exit c.1,500 lower
returning rooms and generate incremental
adjusted PBT† contribution of£110m
by2030/31.
UK: Accelerating Growth Plan (AGP)
We are now two years into our plan to
optimise the delivery of F&B at a number of
our sites by converting some of our lower
returning branded restaurants into a more
efficient, integrated F&B offering, whilst at
the same time unlocking higher returning
new extension rooms.
Given the positive early results from sites
that are now complete and having
concluded the sale of 51 branded
restaurants for £50m, with a further 60 sites
where we have agreed terms of sale subject
to conditions, we are now proposing to
reallocate capital and extend the previous
plan to include all of the Group’s remaining
197 branded restaurants. In 2025/26, these
sites generated F&B revenue of £284m but
incurred a site level adjusted loss before tax
of £13m, after associated central overheads
of £10m.
With the removal of all of the Group’s
remaining branded restaurants expected
during the second half of 2026/27, the shift
to a more streamlined operating model and
the addition of higher returning extension
rooms, it is expected that, compared with
2025/26, the extended AGP will generate
incremental adjusted PBT† contribution of
£100m by 2030/31, when the last of the
additional new extension rooms will be
open and operating at maturity.
Image: New F&B experience: The Social
challenged the merits of the Group’s
current business model versus other,
alternative models.
By 2030/31, and compared with 2025/26,
the new plan will:
• Increase margins, driven by incremental
annual adjusted PBT† contribution of
£275m, including incremental adjusted
PBT† contribution from Germany of
£65m, that becomes cash flow positive
in2028/29
• Reduce gross capex by £1bn and net
capex by more than £1bn, with growth
capex to be funded through recycling
freehold real estate;
• Increase Group return on capital
employed
2
by 500bps; and
• Generate £2bn of free cash flow
2
available
for cash returns to shareholders via
dividends and share buy-backs
The key elements of our plan are as follows:
UK: Network expansion
We have reappraised all of our projects to
ensure we are allocating and prioritising
capital spend optimally in order to
maximise returns. Planned actions include
the proposed exit from a small number of
sub-optimal sites in our open portfolio as
well as stepping away from sites in our
pipeline where, following the changes to
UKbusiness rates, the potential returns
areno longer attractive.
The new plan reduces our previously
planned rate of UK room growth which
reduces expansionary capex, increases
freecashflow and drives higher returns
oncapital. Our new plan will see us add
1 This measure aligns to the Fitch methodology, with the leverage threshold set at 3.5x lease-adjusted net
debt : adjusted EBITDAR for BBB- and 3.0x for BBB, both of which are within investment grade.
2 Versus 2025/26, assuming UK like-for-like sales and cost efficiencies offset non-business rates inflation
and finance costs over the life of the New Five-Year Plan.
STRATEGIC REPORT
17
Whitbread PLC Annual Report and Accounts 2025/26
We recognise that the changes we are
proposing to make to our F&B offering
willbe unsettling for our teams and are
committed to working hard to support
allthose affected.
Commercial and efficiencies
Our vertically integrated model is a key
source of competitive advantage, meaning
that even relatively modest increases in UK
like-for-like sales† can generate significant
profit growth. Underpinned by technology-
related programmes, our broad commercial
programme and initiatives will drive positive
like-for-like† sales momentum and help
sustain our outperformance versus the rest of
the UK M&E market over the life of the plan.
We are proud of our reputation as a low-
cost, high value for money operator. With
ongoing inflationary pressures, we continue
to look for ways to optimise and reduce our
UK cost base. Having already accelerated
savings into both 2025/26 and 2026/27, we
have again reviewed all of our initiatives and
have extended our programme to deliver
£250m of savings between 2026/27 and
2030/31. These additional savings are across
a large number of initiatives including
increased use of technology, unlocking
operational savings through greater
automation and AI, further procurement
savings and optimised F&B operations, all of
which have been carefully planned to ensure
that there is no material impact on the
overall guest experience.
Germany: Accelerating returns
Having reached profitability in 2025/26 and
with an established national network, we are
shifting our growth focus significantly to
accelerate free cash flow and return on
capital. We have reduced and reprioritised
our capital spend in Germany towards those
formats which have proved most successful,
and we plan to optimise our current open
estate. While this will reduce the pace of
room and profit growth to 2030/31, it will
reduce our overall capital intensity, increase
cash flow and accelerate our returns on
capital. Another significant shift is that all
future growth in Germany will now be funded
through either the recycling of existing
freeholds or through new leaseholds.
Our new plan will see Germany reach 18,000
open rooms by 2030/31, becoming one of
Germany’s largest budget hotel brands.
Morerooms and continued RevPAR growth
will deliver an incremental adjusted PBT†
contribution of £65m by 2030/31. As a result
of the steps we are taking, including the
reduction in growth capex, it is expected
that Germany will turn cash flow positive
3
in
2028/29 and our open estate will generate
double digit returns on capital by 2030/31.
Capital allocation
Whilst there is no change to our capital
allocation framework, we are making some
significant changes to our previous capital
expenditure programmes and asset mix.
We will reduce gross capex by £1bn and
recycle £1.5bn of our freehold property
tofund new growth and will increasingly
look to grow on a leasehold basis, resulting
in net capex of £200 – £250m per year,
equating to a reduction of more than £1bn
versus the previous Five-Year Plan. Whilst
the Group will continue to benefit from
owning a substantial amount of freehold
real estate, we expect to reduce the
proportion held from c.50% today to
30%– 40% over time.
2030/31 outcomes
The plan will in aggregate deliver incremental
adjusted PBT† contribution of£275m by
2030/31, driving a 500bps increase in our
Group return on capital employed
2
.
willmore than offset positive progress
from our original AGP, resulting in a
netadjusted PBT adjusted PBT†
£10mreduction.
• Germany: open c.2,300 new rooms and
deliver an adjusted PBT† increase of
c.£10m
5
versus 2025/26, before one-off
costs of c.£10m primarily in relation
tonew openings in 2026/27 associated
with recent additions to ourportfolio
• Group: £5m reduction in adjusted PBT†
asa result of the ongoing geopolitical
tensions in the Middle East on the hotels
operated by our Joint Venture
• Group: net capital expenditure of £200m
- £300m with gross capital expenditure
of between £700m–£750m including
AGP(£200m – £250m) and network
expansion; receipts from property-related
transactions of £450m – £500m including
sale and leasebacks and disposals
Driving increased margins,
cashflow and returns
We’ve already made great progress in the
transformation of Whitbread, and with our
New Five-Year Plan, I’m excited by what’s
coming next. We’re going to go further and
faster to deliver not just a great experience
for our guests, but also high-quality growth
and returns for our shareholders.
Dominic Paul
Chief Executive
29 April 2026
3 Free cash flow less capex, net of disposals.
4 In aggregate adjusted profit/loss before tax excluding non-site related administration and overhead costs.
In FY26, 197 sites to be converted: revenue £283m and adjusted loss before tax £(13)m.
5 Using a GBP: EUR exchange rate of 1.15.
This will generate £2bn of free cash flow
available for shareholder returns through
acombination of dividends and share
buy-backs (noting that the investment
inextending AGP means we will pause
share buy-backs in 2026/27).
Further details of our Five-Year Plan are set
out on pages 18 and 19.
2026/27 outlook and guidance
Our forward booked position is ahead of
last year and we continue to see positive
trading momentum. While we have limited
visibility of short-term market demand and
inflation, including the potential impact of
the ongoing geopolitical tensions in the
Middle East, our vertically integrated model
means we have significant self-help levers
to drive positive like-for-like† sales
momentum whilst also reducing our costs.
By focusing on what we can control, we are
confident that we will extend our market-
leading position in the UK, accelerate
returns in Germany and deliver long-term
value creation for shareholders.
Our guidance for 2027/28 includes:
• UK: open c.1,000 new rooms and 750
AGP extension rooms with the majority
ofall new rooms opening in the second
half of the year
• UK: extended AGP to include all
remaining 197 branded restaurants
4
will
result in a reduction in sales of between
£140m and £160m as we transition to
ournew integrated format and exit
thosesites marketed for sale;
• UK: extended AGP adjusted PBT†
reduction of £40m as we transition the
remaining branded restaurants, which
STRATEGIC REPORT
18
Whitbread PLC Annual Report and Accounts 2025/26
UK: Network
expansion
NEW FIVE-YEAR PLAN
Our New
Five-Year Plan
“Our New Five-Year Plan will transform
Whitbread into a higher margin, higher
returning, pure-play hotel business.”
Dominic Paul
Chief Executive
Overview
• We still see significant potential to
growour market share in the UK
• However, reflecting recent changes to
employment costs as well as business
rates, we have reappraised all of our
projects to ensure we are allocating
andprioritising capital spend optimally
inorder to maximise returns
Performance in 2025/26
• c.600 new rooms opened
• c.600 lower returning rooms closed
New Five-Year Plan actions
• Reappraised all projects to ensure
weareallocating capex optimally
• Reallocating capex to highest returning
growth opportunities
• Pipeline of 8,000 higher returningrooms
• Exit approximately 1,500 lower returning
rooms
2030/31 outcomes vs 2025/26
• Incremental adjusted PBT† contribution
of£110m
• 96,000 open rooms in the UK and Ireland,
includingAGP
Overview
• We are now two years into our plan to
optimise the delivery of F&B at our
sitesby converting some of our lower
returning branded restaurants into a
more efficient, integrated F&B offering,
whilst at the same time unlocking higher
returning new extension rooms
• Following positive early results, we are
proposing to extend the plan to include
all of our remaining branded restaurants
Performance in 2025/26
• c.600 extension rooms opened
• 51 branded restaurants sold for £50m,
with agreed terms of sale, subject to
conditions, on a further 60 sites
New Five-Year Plan actions
• Extending plan to replace all of our lower
returning branded restaurants with a
more efficient, integrated F&B offer
• Proposed exit from remaining
brandedrestaurants
• Adding more new extension rooms
2030/31 outcomes vs 2025/26
• Incremental adjusted PBT† contribution
of£100m
• 3,000 higher returning extension rooms
UK: Accelerating
Growth Plan (AGP)
Find out more online
www.whitbread.co.uk/
STRATEGIC REPORT
19
Whitbread PLC Annual Report and Accounts 2025/26
Overview
• Retaining a flexible approach to property
ownership and maintaining investment
grade have allowed us to keep financing
costs low whilst also providing
commercial benefits
• Whilst there is no change to our
previously announced capital allocation
framework, we are making some
significant changes to our previous
capital expenditure programmes and
asset mix
Performance in 2025/26
• £313m of property-related proceeds
• £419m of shareholder returns via share
buy-backs and dividends
New Five-Year Plan actions
• Reprioritising capex to drive
high-returning growth
• Recycle £1.5bn ofproperty to
fundgrowth
2030/31 outcomes vs 2025/26
• Reducing gross capex spend by £1bn
andnet capex by more than £1bn
• Reduce Group freehold mix from 50%
tobetween 30% and 40% over time
• Lease-adjusted leverage
†
will remain
belowthreshold of 3.5x
Overview
• We have made great progress in Germany
and have grown substantially
• While our journey to profitability has
taken longer than expected, we now have
a clear path to drive double-digit returns
Performance in 2025/26
• >600 new rooms opened
• £2m adjusted PBT† delivered
New Five-Year Plan actions
• Refining property growth strategy,
optimisation oflow returning sites
• Reducing committed pipeline, focusing
on proven formats
• Accelerating cashflow and returns
2030/31 outcomes vs 2025/26
• Incremental adjusted PBT† contribution
of £65m
• 18,000 open rooms
• Double-digit returns on capital on our
open estate
Overview
• Our vertically integrated model allows
usto develop a powerful commercial
programme which is a key source of
competitive advantage. The result is
thateven relatively modest increases
inlike-for-like sales† can generate
significant profit growth
• We are proud of our reputation as a
low-cost, high value for money operator
and have again reviewed all of our initiatives
Performance in 2025/26
• Return to RevPAR growth in the UK,
outperforming the M&E market
• £83m of cost efficiencies
2
New Five-Year Plan actions
• Delivery of strong commercial
programme
• Increasing use of technology and
AItodrive revenue
• Increasing delivery of cost efficiencies
tohelp to mitigate inflationary pressures
2030/31 outcomes vs 2025/26
• Confidence in driving like-for-like sales
momentum and sustaining market
outperformance
• £250m of efficiencies in aggregate
between 2026/27 and 2030/31
Commercial and
efficiencies
Germany:
Accelerating
returns
Capital
allocation
1 Versus 2025/26, assuming UK like-for-like sales
and cost efficiencies offset non-business rates
inflation and finance costs over the life of the
New Five-Year Plan
2 Total cost efficiencies delivered in FY26, after
the removal of non-recurring structural savings
2030/31 outcomes
1
500 bps
increase in
Group ROCE
Generating free
cashflow of
£2bn
available for
shareholder returns
STRATEGIC REPORT
20
Whitbread PLC Annual Report and Accounts 2025/26
STRATEGY AND KPIS
Well-positioned to deliver growth
Our strategic pillars
Strategy in action
Read more on page 26
Strategy in action
Read more on page 34
Strategy in action
Read more on page 42
Force for Good
Our sustainability programme is embedded within the three pillars of our strategy.
The following pages include some case studies of our programme in action.
Force for Good
Read more on pages 60 to 63
Find out more about ForceforGood in our
ESGreport 2025/26 www.whitbread.co.uk/
We made excellent progress against each of our strategic pillars in 2025/26.
Grow and innovate
intheUK
Focus on our strengths
togrow in Germany
Enhance our capabilitiesto
support long-term growth
STRATEGIC REPORT
21
Whitbread PLC Annual Report and Accounts 2025/26
Data-led sustainability
supports revenue
growth
Sustainability credentials are now a
core sourcing requirement for travel
management companies, corporates
and government customers across the
UK, Ireland and Germany. In 2025/26,
we developed a site level dataset
covering carbon, water and waste
intensity across all hotels, aligned with
World Sustainable Hospitality Alliance
methodologies. This enables credible
RFP responses, supports integration
with booking platforms, protects
existing revenue and underpins
futuregrowth.
Environmental footprint of a
UK&I occupied room per night
Carbon
4
:
3.4kgCO
2
e
Water
5
:
211L
Grow and innovate in the UK
2025/26 highlights Key 2025/26 outcomes Future plans
Strong market position
Maintained a healthy RevPAR premium
of+£5.88 versus the M&E market
1
UK and Ireland committed pipeline
2
c.9,000
Extend our market-leading position as the
UK’s number one hotel brand and reach
atleast 96,000 open rooms by 2030/31
Long-term growth in profits and returns
Executed our Accelerating Growth Plan
andmitigated UK cost inflation through
increased efficiencies
AGP: new extension rooms opened
c.600
Proposed extension of AGP to remove all
branded restaurants and deliver at least
£100m incremental adjusted PBT†
contribution by 2030/31, increasing margins
and returns
Expand guest choice
Launched the option to check-in online
viathe Premier Inn app across our entire
UK and Ireland estate, including trial of
mobile room keys
% of total direct accommodation
sales via Premier Inn app
12%
Broaden our distribution channels and
addmore features to enhance our digital
guest journey
Maintain excellent guest scores
Maintained our ‘Best Value Hotel Chain’
ranking from YouGov, reflecting our
focuson high quality and great value
YouGov ‘Best Value Hotel
Chain’ranking
3
No.1
Invest in our proposition, including the
continued roll-out of ID5, Premier Plus
andtwin rooms across our estate
1 STR data, standard basis, Premier Inn RevPAR, 28 February 2025 to 26 February 2026, M&E market excluding Premier Inn.
2 UK and Ireland committed pipeline as at 26 February 2026, including extension rooms approved as part of AGP, which have planning permissions and Board
approval to progress.
3 UK YouGov BrandIndex Quality & Value scores as at 26 February 2026 based on a nationally representative 52-week moving average.
4 Market-based. Reported in accordance with the Hotel Carbon Measurement Initiative (HCMI) standard, version 2.0.
5 Reported in accordance with the Hotel Water Measurement Initiative (HWMI) standard, version 2.0.
Responsibility
STRATEGIC REPORT
22
Whitbread PLC Annual Report and Accounts 2025/26
Focus on our strengths
togrow in Germany
STRATEGY AND KPIS CONTINUED
2025/26 highlights Key 2025/26 outcomes Future plans
Continue to build a national network
65 open hotels across key locations,
with3new sites opened during the year
Germany committed pipeline
1
c.7,500
Refine our property portfolio strategy
toaccelerate returns by 2030/31
Reach 18,000 rooms by 2030/31
Build brand awareness
Through broadened distribution and our
commercial initiatives, we have increased
our brand awareness and guest volumes
YouGov brand awareness
2
19%
Further broaden our reach to accelerate
brand awareness and RevPAR growth
Refine our proposition for the German guest
Expanded guest choice including new
room types and product add-ons
Guest satisfaction
3
4.18
Continue to improve our operating model,
unlocking new opportunities to drive
efficiencies across our estate and enhance
the guest experience
Pathway to long-term, sustainable returns
Delivery of profitability through positive
RevPAR growth and a clear focus on our
cost base
Germany adjusted PBT†
£2m
Deliver incremental adjusted PBT†
contribution of £65m of by 2030/31
4
1 As at 26 February 2026.
2 Germany YouGov Brand Awareness: 28 February 2025 to 26 February 2026.
3 Germany Yext scores: 28 February 2025 to 26 February 2026.
4 Versus 2025/26.
Community
Accessibility
certification for
German hotels
Accessible tourism is a growing
market with significant economic
potential. In Germany, accessibility is
indispensable for around 10% of the
population and beneficial for a further
40%. New Premier Inn hotels in Germany
are designed to meet DIN 18040
standards, with existing buildings
upgraded where feasible. As a result,
around a third of our German estate
isexternally certified under Reisen
fürAlle (‘Tourism for All’), enabling
guests and team members with visual,
hearing or mobility impairments to
access comfort and workplaces
withconfidence.
Number of Premier Inn hotels
certified under Reisen für Alle
20
STRATEGIC REPORT
23
Whitbread PLC Annual Report and Accounts 2025/26
Enhance our capabilities
tosupportlong-term growth
2025/26 highlights Key 2025/26 outcomes Future plans
Use our strong balance sheet to fund growth and returns
Significant operating cash flow helped to
fund our investment programme and
ongoing returns to shareholders
Shareholder cash returns
1
£419m
£2bn
2
of free cash flow available for share
buy-backs and dividends between 2026/27
and 2030/31
Retention and engagement of teams
Launched our digital recognition platform
‘Wonderfully Whitbread’, which further
underpins our culture, and supports
continued engagement of our teams
% of UK team members with
>1year’sservice
77%
Drive retention and engagement through
our continued investment in pay, training,
career development and wellbeing
Improve technology capability
Increased digital capabilities and new
commercial opportunities unlocked by
ournew reservation system and utilisation
of technology and AI
% of UK hotels with new,
upgradedkiosks
>20%
Explore product and service enhancements,
including the use of AI, which will further
improve the guest experience, generate
additional revenue streams and reduce costs
Build on our efficiency programme
Increased cost efficiencies versus target
due to acceleration of existing initiatives
plus further savings
Delivery of cost efficiencies
3
£83m
Deliver £250m of cost efficiencies between
2026/27 and 2030/31
1 Dividends paid and share buy-backs completed during 2025/26.
2 Versus 2025/26, assuming UK like-for-like sales and cost efficiencies offset non-business rates inflation and finance costs over the life of the New Five-Year Plan.
3 Total cost efficiencies delivered in 2025/26, after the removal of non-recurring structural savings.
Efficiency
improvements
lower costs and
environmental impact
The installation of lower-flow
showerheads and taps across our
estate delivers both environmental
and financial benefits. Now installed in
65% of hotels in the UK and Ireland,
the programme has reduced water
use by 18% per guest in 2025/26
compared with a 2019/20 baseline,
keeping us on track to achieve our
20% reduction target by 2030. Once
fully deployed, it is expected to deliver
almost £4m in annual operating cost
savings and improve the resilience of
our estate to increasingly frequent
drysummers whilst not impacting
guest experience.
Annual operating cost savings
from water reduction measures
c.£4m
Responsibility
STRATEGIC REPORT
Whitbread PLC Annual Report and Accounts 2025/26
STRATEGY IN ACTION: UK
Known for our consistent, high quality and great
value guest proposition, our new integrated
‘YouKnow What You’re Getting’ campaign
reinforcesthis consistency. With the strength
ofourproposition, we expect to continue
tooutperformthe wider market.
You Know What
You’re Getting
Watch our new brand
campaign:
https://www.youtube.com/
watch?v=fgocSGQ7okU
Brand awareness
1
>90%
FY26 RevPAR premium
versusM&Emarket
2
£5.88
Image: Brand Campaign ‘You Know What You’re Getting’
1 UK YouGov Brand Awareness as at 26 February 2026 based on a nationally
representative 52-week moving average.
2 STR data, standard basis, Premier Inn RevPAR, 28 February 2025 to
26February 2026, M&E market excluding Premier Inn.
24 STRATEGIC REPORT
25
Whitbread PLC Annual Report and Accounts 2025/26
Unrivalled market position
With strong brand awareness among consumers, we
are the clear market leader in the UK. Our high-quality,
great value proposition underpins our ability to
continue to outperform and command a healthy
RevPAR premium versus the wider M&E market.
Consistency is key
To maintain our edge in an increasingly competitive
trading environment, we have launched a new brand
campaign which puts ‘consistency’ at the heart of all
our messaging, reinforcing how consumers see us.
Brand refresh
With our new strapline, ‘You Know What You’re
Getting’, a refined logo, evolved brand colours and
even new uniforms for team members, Premier Inn
hasa fresh and modern new look.
STRATEGIC REPORT
26
Whitbread PLC Annual Report and Accounts 2025/26
UK MARKET DRIVERS
Grow and innovate
inthe UK
A key pillar of our strategy is to protect and
extend our position as the UK’s leading branded
budget hotel chain, delivering excellent service
for our guests, rewarding employment for our
teams and attractive returns for our shareholders.
Market overview
70m
population
12%
Premier Inn market share ofUKrooms
198m
room nights booked in the
UKmarket
2028
Supply not back to 2019 levels
untilatleast 2028
735,000
total market hotel rooms
11%
independent decline since 2019
1 Company data 2025.
UK market
1
The UK is a large and mature hotel market
with over 195 million rooms booked each
yearand a total supply of approximately
735,000 rooms. Since the pandemic, the
hotel industry has had to navigate material
shifts in the shape of both domestic and
inbound demand, as well as significant
costinflation, at the same time as political
instability and economic pressures that
have altered travel behaviour and market
conditions. However, Premier Inn has
continued to perform well, maintaining a
healthy RevPAR premium versus the wider
M&E market. Given the strength of our brand
and operating model, coupled with a favourable
supply backdrop, we are confident in being
able to grow market share. We see a compelling
opportunity to continue to invest in new
capacity and drive attractive, long-term
returns for our shareholders.
Image: hub by Premier Inn Farringdon (Old Bailey)
STRATEGIC REPORT
27
Whitbread PLC Annual Report and Accounts 2025/26
Outlook for UK hotel supply
Based on our most recent proprietary analysis
completed in 2025, we still expect UK hotel
room supply (including Premier Inn) to
remain below pre-pandemic levels until at
least 2028. Thereafter, we expect total
supply to grow broadly in line with previous
trends and we remain confident that we can
continue to take market share from smaller
and less well-capitalised competitors.
Accelerated decline
ofindependents
We believe that total UK hotel supply
contracted by approximately 2.5% between
2019 and 2025, led by an accelerated
decline in the independent sector that
reduced by 11%. This represented a marked
increase versus the steady decline seen
over previous years as customers migrated
from independents towards branded
budget hotels, including Premier Inn. Over
half of the independents that closed during
this time period had less than 25 hotel
rooms, highlighting the ongoing challenges
facing smaller establishments, where
competition, lack of scale and changing
consumer preferences are making it increasingly
difficult for them to match the offer provided
by larger, branded operators. We believe
that the independent sector is likely to continue
to contract as a result of sustained high
inflationary pressures and an uncertain
macroeconomic environment.
Structural advantages
ofthebudget hotel market
The UK branded budget hotel sector is a
highly attractive market, with large volumes
of domestic short-stay travel for both business
and leisure. The sector, including Premier
Inn, has continued to grow, even during the
pandemic, driven by the secular decline of
the independent sector and the increasing
appeal of trusted brands. However, over the
next few years, the supply of branded budget
hotel rooms is expected to grow at a slower
rate than the long-term average, as operators
gradually rebuild their pipelines that have
been impacted by a material slowdown
inconstruction and higher interest rates.
Premier Inn has grown significantly over
thepast 15 years, increasing its market
share of all UK rooms from 6% in 2010
to12% in 2025. With our strong balance
sheet and flexible approach to property
ownership, weare confident that we can
continue to grow our pipeline at attractive
rates of return, increasing our market share
at atime when many others cannot.
Proven resilience during
periods of macro uncertainty
Hotel room demand is strongly correlated
with economic growth and RevPAR
typically grows in line with GDP. Whilst
current macroeconomic forecasts predict
relatively low GDP growth in 2026/27,
itremains positive and also needs to be
viewed in the context of what has been
amarked decline in total hotel supply.
Thebranded budget hotel sector has
proven resilient during previous consumer
and economic downturns, as guests tend
totrade down to lower-cost alternatives
thatprovide great value.
Total UK hotel supply: number of rooms
Premier Inn  UK branded budget (excluding Premier Inn)
UK branded non-budget  Independent
2019 2025
750k
735k
46%
26%
17%
12%
50%
24%
16%
10%
Image: Premier Inn twin room
STRATEGIC REPORT
28
Whitbread PLC Annual Report and Accounts 2025/26
UK STRATEGY
“During 2025/26, after a period
of softer demand, the UK market
returned to growth. Wemade
great strategic progress and
with the benefit of our strong
commercial programme, we
delivered a positive sales
performance and a healthy
RevPAR premium versus
ourcompetitors.”
Joe Garrood
Chief Commercial Officer
2030/31outcomes
96,000
open rooms (including AGP
extensionrooms)
£110m
incremental adjusted PBT† contribution
fromnetwork expansion versus 2026/26
£100m
incremental adjusted PBT† contribution
fromAGP versus 2025/26
Accelerating Growth Plan (AGP)
Food and beverage (F&B) is a key part
ofour proposition and a hot breakfast is
particularly important to our hotel guests,
helping to drive occupancy and RevPAR.
We have already begun the process to
transform the delivery of F&B at c.200 sites
by converting our lower returning branded
restaurants into a more efficient, integrated
F&B offering built inside the hotel and
unlocking new, higher returning
extensionrooms.
Given the positive early results from sites that
are now complete and having concluded the
sale of 51 branded restaurants for £50m, with
afurther 60 sites where we have agreed terms
of sale subject to conditions
we are proposing
to extend our plan to replace all of the
Group’s remaining branded restaurants
witha more efficient integrated restaurant.
This will enable the removal of 197 lower
returning branded restaurants and the
addition of more higher returning
extensionrooms.
The extended plan will unlock a total of
3,000 new extension rooms and as our
highest returning growth opportunity,
willdeliver a step change in margins and
returns for the UK business for 2026/27
to2030/31.
These changes are subject to carrying
outthe required consultation with our
impacted employees.
16
3
Premier Inn
Key:
Dublin
Aberdeen
Edinburgh
Glasgow
Dundee
Inverness
Newcastle
upon Tyne
Cork
London
Isle of
Man
Plymouth
Cardiff
Guernsey
Jersey
Norwich
Leeds
Manchester
Birmingham
Belfast
hub by Premier Inn
Extending our market-leading
position in the UK
New Five-Year Plan:
STRATEGIC REPORT
29
Whitbread PLC Annual Report and Accounts 2025/26
In addition to AGP, we are continuing to roll
out our new integrated ground floor concept
across our estate that is driving positive
guest feedback and increased F&B revenues.
New Five-Year Plan: AGP on page 18
Network expansion
With c.850 open hotels across the UK and
Ireland, Premier Inn is the UK’s largest hotel
chain. Despite our extensive coverage, we
still have opportunities to increase our
market share and deliver attractive returns
on capital over the medium and longer
term. Having identified catchments where
we do not currently have a presence, or
where we can add more rooms without
cannibalising our existing estate, we have
significant growth potential. Assuming sites
can be secured at the right price, over the
longer term, we have the potential to reach
125,000 open rooms, which is 45% more
than we have open today. Drawing upon our
suite of development options including new
builds, conversions, extensions and single-site
acquisitions, the pace and extent of our
expansion will be driven by the availability
of appropriate sites that can meet our
target levels of return.
While we continue to optimise our estate,
by opening our committed pipeline
1
of
c.8,000 rooms, we are on course to reach
96,000 open rooms by 2030/31.
New Five-Year Plan: Network expansion
on page 18
Commercial programme
With the strength of our vertically integrated
model, we are able to deploy a broad range
of commercial initiatives that are focused
on driving like-for-like† sales momentum to
support and extend our market-leading
position in the UK. Our commercial strategy
remains focused on those drivers that are
within our control andinclude:
Refining marketing strategies
With brand awareness of over 90%
2
and
market-leading quality and value scores,
while we are well-positioned versus our
competitors, we are not complacent.
Through a continuous programme of both
brand and digital campaigns that are
focused on driving cost-effective customer
acquisition, we will ensure that we remain
atthe forefront of customers’ minds when
making their hotel choice. Continuing to
attract new guests, wherever they choose
to search, is essential as we seek to extend
our leadership and grow market share; we
are exploring greater use of social media
marketing channels such as YouTube and
TikTok, as well as third-party digital
platforms, to help broaden our reach.
Expanding our distribution channels
Business guests are an attractive customer
segment because they tend to drive higher
RevPARs and travel more frequently than
leisure guests. During 2025/26, we launched
‘Premier Inn Business’, combining our previous
Business Booker and Business Account
programmes into a single offering for
thebenefit of users and to drive further
revenue growth. At the same time, we have
strengthened our relationships with several
travel management companies (TMCs),
andtogether these channels represented
approximately 22% of total accommodation
sales in 2025/26 (2024/25: 21%).
Whilst our direct channels remain a core
strength and contribute significantly to our
low-cost distribution, with evolving market
and distribution dynamics it is important for
us to ensure that we adapt our strategies to
maintain market leadership and attract new
guests. In 2025/26, we began to use online
travel agents (OTAs), limited to inbound
customer traffic only, which has been
positive and has been ahelpful addition
todrive incremental international demand.
We will continue to explore how we can
optimise this channel, broaden our reach
even further and drive incremental profits.
During the year we have continued to
update our online collateral so as to ensure
that the online experience for consumers
choosing to search using AI tools is optimised.
Maximising revenue
At the core of our vertically integrated
business model is our proprietary automated
trading engine (ATE) that enables us to
maximise revenue for any given volume of
demand and outperform the competition.
Whilst we will continue to seek improvements,
it is clear that ATE remains a source of
significant competitive advantage for the
Group. We continuously evolve our trading
strategies and through our new cloud-based
reservation system, we plan to further improve
our trading performance by trialling and
introducing a number of initiatives that will
both improve the digital guest journey and
increase ancillary revenues.
Enhancing digital experience
New opportunities to increase our digital
capabilities remain significant. By continuing
to optimise our website and increase our
app functionality, we are driving guest
volumes and conversion and have seen an
increase in app revenues and channel share
versus last year. We are also improving the
digital guest experience and have now
launched online check-in across our UK
estate, which is resulting in positive
guestfeedback.
Increasing guest engagement
We are driving higher guest engagement
through our CRM database and enhanced
promotional capabilities that have in turn
helped us drive more revenue growth. With
increased connectivity with our guests through
our Premier Inn app and by leveraging our
access to significant volumes of proprietary
customer data, we plan to further increase
revenue through more effective engagement,
as well as reduce costs through improved
analytics to drive highermargins.
Investing in best-in-class operations
Our significant and ongoing investment
inour estate includes the roll-out of our
new room format, ID5, and our extensive
refurbishment and repairs and maintenance
programmes. Together, these ensure that
we maintain a high level of consistency
across our estate. In addition, by adding
more twin and Premier Plus rooms, we
willbroaden our appeal and can charge
apremium to our standard room rate.
Withfurther process improvements and
theintroduction of new technologies, we
plan to drive positive guest scores whilst
maintaining a tight control over our costs.
UK RevPAR premium
versusM&Emarket
3
£5.88
1 Excluding extension rooms from Accelerating
Growth Plan.
2 UK YouGov Brand Consideration: 28 February
2025 to 26 February 2026.
3 STR data, standard basis, Premier Inn RevPAR,
28 February 2025 to 26 February 2026; M&E
market excluding Premier Inn.
STRATEGIC REPORT
30
Whitbread PLC Annual Report and Accounts 2025/26
UK PERFORMANCE
Premier Inn UK
£m FY26 FY25 vs FY25
Statutory revenue 2,659 2,691 (1)%
Other income (excl rental income) 2 1 67%
Operating costs before depreciation, amortisation
and rent (1,642) (1,696) (3)%
Adjusted EBITDAR† 1,019 997 2%
Net turnover rent and rental income 1 1 (33)%
Depreciation: right-of-use asset (165) (153) (8)%
Depreciation and amortisation: other (201) (193) (4)%
Adjusted operating profit† 653 652 0%
Interest: lease liability (154) (145) (6)%
Adjusted profit before tax† 499 507 (2)%
ROCE† 12.7% 12.9% (20)bps
PBT margins† 18.8% 18.8% (7)bps
Premier Inn UK
1
KPIs
£m FY26 FY25 vs FY25
Number of hotels 846 852 (1)%
Number of rooms 86,582 85,984 1%
Committed pipeline (rooms)
2,3
7,906 7,210 10%
Committed pipeline (AGP extension rooms)
3,4
1,163 1,012 13%
Occupancy 79.1% 81.0% (190)bps
Average room rate† £81.95 £79.52 3%
Revenue per available room† £64.81 £64.42 1%
Sales growth:
 Accommodation 1%
 Food and beverage
5
(8)%
 Other 21%
Total (1)%
Like-for-like sales† growth:
 Accommodation 0%
 Food and beverage
5
1%
 Other 21%
Total 0%
1 Includes one site in each of: Guernsey and the Isle of Man, two sites in Jersey and six sites in Ireland.
2 UK and Ireland committed pipeline excluding extension rooms from Accelerating Growth Plan.
3 FY25: 18 rooms reclassified from committed pipeline (AGP extension rooms) to committed pipeline
(new rooms).
4 Planning approval received for the AGP extension rooms, with Board approval to progress.
5 Food and beverage revenue includes £6m of other restaurant revenues (FY25: £7m).
Image: hub by Premier Inn Farringdon (Old Bailey)
STRATEGIC REPORT
31
Whitbread PLC Annual Report and Accounts 2025/26
UK performance vs M&E market
£m
H1
FY26
H2
FY26 FY26
PI accommodation sales performance (vs FY25)
6
+1.0pp (0.6)pp +0.3pp
PI occupancy performance (vs FY25)
6
(1.3)pp (1.5)pp (1.4)pp
PI ARR performance (vs FY25)
6
+2.9pp +(2.8)pp +2.9pp
PI RevPAR growth performance (vs FY25)
6
+1.4pp +0.8pp +1.1pp
PI RevPAR performance (absolute)
6
+£6.39 +£5.34 +£5.88
PI market share
7
8.3% 8.0% 8.2%
PI market share gains pp (vs FY25)
7
(0.1)pp (0.1)pp (0.1)pp
6 STR data, standard basis, Premier Inn accommodation revenue, occupancy, ARR and RevPAR,
28February 2025 to 26 February 2026; M&E market excluding Premier Inn.
7 STR data, revenue share of total UK market, 28 February 2025 to 26 February 2026.
Despite significant inflationary pressures, operating costs reduced by 3% to £1,642m
(2024/25: £1,696m) reflecting the exit and conversion of lower returning branded
restaurants into a more efficient F&B offering, together with accelerated cost efficiencies.
Asa result, adjusted EBITDAR† was up 2% at £1,019m (2024/25: £997m).
Right-of-use asset depreciation in the period increased by 8% to £165m (2024/25: £153m)
and lease liability interest increased by 6% to £154m (2024/25: £145m) driven by the
impact of rent reviews, which accounted for the majority of this increase, as well as sale
and leaseback transactions completed during the period. Our continued focus of investing
in our core estate, alongside estate growth, meant other depreciation and amortisation
charges increased by 4% to £201m (2024/25: £193m).
As a result, UK segment adjusted profit before tax† declined 2% to £499m (2024/25:
£507m). UK segment adjusted pre-tax margins† were flat year-on-year at 18.8% (2024/25:
18.8%), while UK ROCE† was 12.7% (2024/25: 12.9%).
We opened 1,190 new rooms, including extension rooms as part of the AGP. We closed 592
rooms, including both lower returning rooms, as well as those impacted by the AGP, as we
seek to optimise the portfolio to drive higher returns. As at 26 February 2026, we had 846
hotels open and trading with a total of 86,582 rooms, with a further 7,906 new rooms
committed
2
, of which the majority are freehold, plus an additional 1,141 committed AGP
extension rooms
4
.
Image: Premier Inn Cardiff North
Premier Inn UK accommodation sales increased 1%, reflecting a strong recovery from the
second quarter and outperformed the wider M&E market. Other sales increased by 21%
driven by growth in ancillary revenues from optional guest add-ons including high-speed
Wi-Fi and car parking. Total UK F&B revenues fell by 8%, as we continue the transition of a
number of our lower returning branded restaurants into a more efficient, integrated F&B
offering. Although F&B performance was slightly better than expected, due to the timing
ofbranded restaurant disposals, total UK statutory revenue was down 1%.
Reflecting the strength of our brand, guest proposition and commercial initiatives, we were
+0.3pp ahead of the market on total accommodation sales growth and +1.1pp ahead on
RevPAR growth, maintaining a healthy RevPAR premium of £5.88.
STRATEGIC REPORT
32
Whitbread PLC Annual Report and Accounts 2025/26
STRATEGY IN ACTION: GERMANY
New Five-Year Plan
Germany: Accelerating cash flow and returns
Executing a
multi-channel strategy
Image: Premier Inn Plus Room, Stuttgart
Our strategy in Germany is
designed to firmly establish our
brand presence and elevate our
market positioning within the
German hospitality sector. We are
continuing to focus on raising our
profile with an average brand
awareness in 2025/26 of 19%
1
.
1 Germany YouGov Brand Awareness as at 26 February 2026 based on a nationally
representative 52-week moving average.
STRATEGIC REPORT
33
Whitbread PLC Annual Report and Accounts 2025/26
Growing the brand
With a unique market position focused on a great
night’s sleep, we are increasing our brand awareness
with a digital first approach, prioritising online channels
to build relevance andstrengthen engagement.
Best experience
bybookingdirect
Guests who book directly with us get the best
experience. With online check-in now available and the
roll-out of mobile room keys in 2026/27, the continued
development of the Premier Inn app, will accelerate
customer acquisition and build brand loyalty.
Broadening our reach
OTAs remain an important and value-accretive
channelin the German market, driving incremental
domestic and international demand and strengthening
brand awareness.
STRATEGIC REPORT
34
Whitbread PLC Annual Report and Accounts 2025/26
GERMAN MARKET DRIVERS
Market overview
83m
population
c.40%
larger than the UK hotel market
996,000
total market hotel rooms
c.68%
of the German market held
byindependents
229m
rooms booked in the German market
c.5pp
decline in independent supply
since2019
Focusing on our
strengths to grow
Germany continues to be a highly attractive and
exciting market for the Group. Since opening our
first hotel in 2016, we have grown quickly to become
a business of real scale. Now profitable, we are shifting
our focus to accelerate cash flow and returns.
1 Company data 2025.
German market
1
With strong business and
leisure travel demand, Germany
offers a major opportunity to
create substantial value. The
market today mirrors where
theUK was 15 to 20 years
ago: highly fragmented, with
alarge number of independent
operators, with a relatively
smallbranded budget segment
and no clear market leader.
Market structure
Although the German hotel market is
materially larger than the UK in terms of
room supply, it remains significantly more
fragmented, with independent hotels
accounting for the majority of total rooms.
As in the UK, while the independent sector
stabilised following a sharp pandemic-
related decline, we expect it to gradually
decline, driven by the secular trend of
consumers gravitating towards recognised
and trusted brands, ongoing cost pressures
and increased conversions to branded
players. Having reopened later than many
other international hotel markets in the
postpandemic period, Germany has since
seen a rebound in both business and leisure
demand, with the M&E market returning
topre-pandemic levels in2025.
Image: Premier Inn Duisburg
STRATEGIC REPORT
35
Whitbread PLC Annual Report and Accounts 2025/26
Image: Premier Inn Stuttgart
Regional dispersion drives
short-stay domestic travel
As well as being larger than the UK, Germany
is more regionally dispersed, with a federalised
political and industrial structure. This geographic
spread, a larger population and a greater
number of large cities and towns, drives
demand for short-stay domestic travel.
Germany has high levels of both domestic
leisure as well as business travellers, supported
by a number of large trade fairs and conferences
which continue to drive volumes and attract
millions of visitors each year.
Structural advantage
forowner-operators
The branded budget sector has grown strongly
in recent years, led by owner-operators
such as Premier Inn, that are well-placed to
acquire, lease, convert or build new hotels
enabling expansion at afaster rate than the
rest of the market. Theability of asset light
operators to sign large blocks of hotels over
the last few years may have been constrained
by the structure of the German property
market, as the absence of a well developed
real estate investment trust sector and the
highly fragmented ownership landscape
have made it more difficult to secure
sizeable portfolios.
No clear leader in the
budgetsector
Compared with the UK, where Premier Inn
has a 12% share of the market, Germany has
no clear market leader and no brand holds
more than a 3% share. Supported bythe
gradual decline of the independent hotel
sector, the branded budget segment
(including Premier Inn) continues to grow
and now makes up approximately 13%
ofthe German hotel market. This is led
byowner-operators including Premier Inn,
and since February 2020 we have opened
c.11,000 rooms.
Attractive RevPAR outlook
The M&E market in Germany has attractive
levels of RevPAR, albeit there is intra-period
volatility depending upon the phasing of
business and leisure events that are an
important driver of overall demand in
Germany. Prior to the pandemic, branded
budget RevPAR in Germany grew at a
compound annual growth rate of 2.9%
between 2015 and 2019. M&E RevPAR
inGermany has now recovered to
abovepre-pandemic levels.
735k
996k
Total Germany hotel supply: number of rooms
1%
Premier Inn
Branded budget (excluding Premier Inn)
Branded non-budget
Independents
68%
20%
12%
46%
26%
17%
12%
UK Germany
STRATEGIC REPORT
36
Whitbread PLC Annual Report and Accounts 2025/26
GERMAN STRATEGY
New Five-Year Plan:
Building momentum inGermany
Continued network growth
We have over 11,000 rooms open across
65hotels, with a presence in most major
German towns and cities. Our hotel product
is popular with guests, we are increasing
share and several of our more established
sites are already highly profitable and delivering
double-digit returns. While there is no ‘one
size fits all’ formula for success, we have
reduced and reprioritised our capital spend
towards those formats which have proved
most successful. With our open and
committed pipeline, weare on track to
reach 18,000 open rooms by2030/31,
positioning Premier Inn among the top
budget brands.
Strengthening brand presence
Our strategy is designed to firmly establish
our brand presence and elevate our market
positioning within the German hospitality
sector. Having become a business of scale,
we continue to focus on raising our profile
and have increased our brand awareness to
19%
1
. Whilst this is behind key competitors,
the quality of our product and resulting
high guest scores mean Premier Inn has
delivered the strongest year-on-year brand
awareness growth among our competitors.
We are on course to close the gap further,
adopting a digital first approach, prioritising
online channels to build relevance and
strengthen engagement, whilst also continuing
to assess how additional distribution channels,
including OTAs and aggregators, can support
stronger RevPAR growth and profitability.
Lübeck
Hamburg
Berlin
Wolfsburg
Hannover
Dusseldorf
Essen
Wuppertal
Duisburg
Cologne
Frankfurt
Wiesbaden
Würzburg
Mannheim
Darmstadt
Nuremberg
Regensburg
Passau
Rosenheim
Munich
Freiburg
Stuttgart
Heidelberg
Karlsruhe
Saarbrücken
Heilbronn
Leipzig
Dresden
Braunschweig
Lindau
Key:
Open hotels
“ We are now clear
on what works in
Germany and have a
clear path to reach
double-digitreturns.”
Erik Friemuth
Chief Executive Officer,
Premier Inn Germany
2030/31outcomes
18,000
total open rooms
>€83
network RevPAR
£65m
adjusted incremental
PBT†contribution versus 2025/26
1 Germany YouGov Brand Awareness as at
26February 2026 based on a nationally
representative 52-week moving average
STRATEGIC REPORT
37
Whitbread PLC Annual Report and Accounts 2025/26
Premier Inn Germany room growth
1
Key:
Premier Inn: open rooms
Premier Inn: committed rooms
Competitors: open rooms
425
1,085
4,880
5,875
9,042
10,506
18,000
c.18,500
c.19,000
c.24,000
10,965 11,598
FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26 Ibis Motel
One
B&B
Hotels
As our customer base grows, we are also
exploring ways to boost the number of
returning guests through enhanced CRM
capabilities and other loyalty-driven tools.
Refining commercial strategy
Drawing on our growing pool of trading
data and the enhanced capabilities
provided by our cloud-based reservation
system, we are further strengthening our
commercial approach across the estate,
including the ability to dynamically price
certain product enhancements to increase
yield in line with demand. We are also
continuing to optimise performance on
keyevent nights, which can account for
over 20% of revenues in Germany and
areasignificant driver of profitability.
Balancing distribution
Providing room availability through the
rightmix of channels ensures we can continue
to attract high volumes of domestic and
international demand. OTAs remain an
important and value-accretive channel in
the German market, driving incremental
demand and strengthening brand awareness.
Central toenhancing our direct proposition
is the continued development of the Premier
Inn app, supporting more seamless service
delivery, accelerating customer acquisition
and building loyalty.
Enhancing appeal
tobusinessguests
A balanced mix of business and leisure guests
helps to maximise occupancy throughout the
cycle, with business guests typically staying
more frequently and driving higher ARRs.
Germany’s significant trade fair market adds
to domestic business travel volumes, reinforcing
the need for a platform that is intuitive and
equipped with the core features guests
expect. The launch of ‘Premier Inn Business’
in2025/26 is central to ourcorporate
proposition, offering flexible booking, exclusive
discounts and simplified payment options
to enable centralised travel management
and broadening our reach into the SME market.
In parallel, we will continue to leverage
selective indirect channels, further strengthening
our travel management company (TMC)
relationships to expand our distribution and
increase our addressable customer base.
Improving product and offer
Our proposition continues to deliver strong
guest scores, supporting growing volumes
across our hotels. By offering several optional
extras during the booking journey, we are
enhancing the overall guest experience
while also driving incremental revenues.
Alongside the roll-out of additional Premier
Plus rooms, we are expanding our ancillary
offer through both digital and on site add-ons,
such as early check-in, late check-out, parking
and in-hotel self-service options. As we
continue to scale, ongoing optimisation of
our operating model, including improved
labour scheduling and procurement, will
unlock further efficiencies across the estate.
Optimising property strategy
We continue to optimise our property
conversion and development strategy,
strengthening partnerships with key
stakeholders to drive further cost efficiencies.
This focus has enabled us to both minimise
disruption and reduce timelines as well as
improve the financial performance of sites
that are being refurbished. Our future growth
will come from a balanced mix of new builds,
smaller portfolio deals and targeted going
concerns, funded by recycling existing
freeholds and/or through leases.
Pathway to attractive long-term,
sustainable returns
Having achieved a major milestone of
profitability in 2025/26, we are confident
that the initiatives outlined above and in
ourNew Five-Year Plan will reduce our
overall capital intensity, increase cash
flowand accelerate returns on capital
inGermany by 2030/31.
1 Premier Inn: company data, competitors: STR data.
STRATEGIC REPORT
38
Whitbread PLC Annual Report and Accounts 2025/26
GERMAN PERFORMANCE
Premier Inn Germany
1
£m FY26 FY25 vs FY25 vs FY25 CC2
Statutory revenue 261 231 13% 11%
Operating costs before depreciation,
amortisation and rent (177) (165) (7)% (5)%
Adjusted EBITDAR† 85 66 28% 26%
Net turnover rent and rental income 0 0 33% 25%
Depreciation: right-of-use asset (44) (42) (5)% (3)%
Depreciation and amortisation: other (16) (15) (12)% (9%
Adjusted operating profit/(loss)† 25 10 >100% >100%
Interest: lease liability (23) (21) (8)% (5)%
Adjusted profit/(loss) before tax† 2 (11) >100% >100%
Premier Inn Germany
1
KPIs
£m FY26 FY25 vs FY25 vs FY25 CC2
Number of hotels 65 62 5% —
Number of rooms 11,598 10,965 6% —
Committed pipeline (rooms) 7,584 7,265 4% —
Occupancy 69.0% 67.8% 120bps —
Average room rate† £78.53 £75.08 5% 2%
Revenue per available room† £54.19 £50.90 6% 4%
Sales growth:
 Accommodation 12% 9%
 Food and beverage 22% 19%
 Other 19% 16%
Total 13% 11%
Like-for-like sales† growth:
 Accommodation 7% 5%
 Food and beverage 14% 12%
 Other 14% 11%
Total 8% 6%
1 Includes one site in Austria.
2 On a constant currency basis, EUR.
Image: Premier Inn Würzburg
STRATEGIC REPORT
39
Whitbread PLC Annual Report and Accounts 2025/26
Germany performance vs M&E market
€m
H1
FY26
H2
FY26 FY26
Germany M&E RevPAR performance
3
€58 €55 €56
PI more established hotels RevPAR performance
4
€69 €73 €71
PI total RevPAR performance
4
€62 €64 €63
Total statutory revenue in Germany increased by 11% in local currency, reflecting: the
growth in our estate; the increasing maturity of our hotels; enhancements to our trading
strategies; broader distribution across channels such as OTAs; and further progress in
building our brand awareness. Total estate RevPAR increased by 4% to €63 and RevPAR for
our cohort of 17 more established hotels
4
increased by 6% to €71, both of which
outperformed the wider M&E market
3
.
Operating costs in the period increased by 7% to £177m (2024/25: £165m) reflecting the
continued growth of our estate and cost inflation. As a budget hotel operator, we maintain
a strong focus on cost control and margin growth, alongside delivering a consistently
high-quality guest experience. We have continued to refine our operating model, evolving
our use of technology and streamlining our management structures to ensure we remain
efficient and agile. Both right-of-use asset depreciation and lease liabilitycosts increased
slightly to £44m (2024/25: £42m) and £23m (2024/25: £21m) respectively, consistent with
the size of our leasehold estate. Other depreciation and amortisation charges increased
slightly to £16m (2024/25: £15m).
As at 26 February 2026, we had 65 open hotels and 11,598 open rooms and a further 8,713
rooms in our committed pipeline. Since the period end, we have opened a further 6 hotels
and 1,225 rooms from our committed pipeline.
Our focus on cost efficiencies, the progressive maturity of our estate and our ongoing
commercial initiatives continue to raise our brand awareness and drive customervolumes.
These factors contributed to the achievement of profit before tax†of£2m
(2024/25:£11mloss).
3 STR data, standard methodology basis, 28 February 2025 to 26 February 2026; M&E excluding
Premier Inn.
4 Premier Inn more established hotels: open and trading under the Premier Inn brand for 12 consecutive
months as at 4March 2022: 17 hotels and Premier Inn total: 63 hotels as at 26 February 2026.
Image: Premier Inn Köln City Centre
STRATEGIC REPORT
Whitbread PLC Annual Report and Accounts 2025/26
Q
How has Whitbread’s refresh
ofitscore hospitality platforms –
particularly through the adoption
ofmodern hospitality solutions –
strengthened the resilience,
scalability, and cost effectiveness
ofour technology estate, and how
does this underpin long term value
creation across our hotel network?
Over the last few years, we have fundamentally
refreshed Whitbread’s core technology platforms
to ensure they are resilient, scalable, and fit
for long term growth. By adopting modern
hospitality platforms from our partners, we
have significantly reduced reliance on legacy
systems and created a common, standardised
foundation across our estate.
This has improved platform availability,
strengthened security, and materially reduced
the cost and risk of change. Importantly, it
allows us to innovate faster – whether launching
new guest services, enabling new operating
models, or supporting expansion – while
maintaining tight control over technology
spend. This disciplined approach ensures
ourtechnology investment directly supports
sustainable value creation.
This puts us in a prime position to fully exploit
the opportunities AI presents hospitality, both
from the perspective of guest experience and
operational excellence.
 
Q
How have investments in modern
networks, kiosks and smart room
access technologies improved the
reliability, security, and day to
dayoperation of our hotels, while
enabling simpler guest journeys
andsupporting Whitbread’s cost
leadership model?
Reliable, secure connectivity is now critical
tothe day to day running of our hotels. Our
investment in modern network infrastructure,
check in kiosks and smart room access
technologies has materially improved
operational resilience while simplifying
theguest experience.
These foundations enable faster deployment
of new digital services, reduce on site disruption,
and support a more flexible operating model.
For guests, this means smoother check in,
improved Wi-Fi connectivity and more
dependable in stay experiences; for Whitbread,
it delivers greater operational consistency at
scale and supports our cost efficiency programme.
Our Hotel of the Future program is a key
partof this, trialling how we can deploy
emerging technologies such as robotics,
AIand automation to drive our future
operating model.
Q
How have our modern technology
platforms enabled Whitbread to
develop market leading mobile
applications, and how do these
digital experiences directly improve
guest satisfaction, drive repeat
stays, and strengthen Premier Inn’s
brand leadership across Europe?
Our refreshed technology platforms have
enabled us to develop market leading mobile
experiences that enhance the guest journey
from booking through to check out. These
digital experiences reduce friction, give
guestsgreater control, and allow us to
engagewith them in more personalised
andrelevant experiences.
For example, Check In Online is now live
across all UK and Germany hotels, driving
higher app adoption and creating a strong
digital foundation for further innovation.
Building on this momentum, we have
introduced enhanced app incentives and
successfully rolled out Apple Digital Keys to
seven UK hotels and two hotels in Germany.
This programme will scale rapidly, with plans
to extend our successful Digital Keys pilot
across the wider estate, supported by a
secure, enterprise grade approach to digital
key provisioning and the introduction of
Android experience.
In parallel, we have begun reshaping our
arrivals experience to give guests genuine
choice and control, combining Check In
Online, Digital Keys and kiosks into a more
seamless, self service journey. Expanding
theApp experience to include more in-stay
features and services is a key part of our
future thinking.
Q&A with
Mark Smith,
Chief
Technology
Officer
Q&A WITH MARKSMITH, CHIEF TECHNOLOGY OFFICER
40 STRATEGIC REPORT
Whitbread PLC Annual Report and Accounts 2025/26
Crucially, this is not technology for its
ownsake. These mobile and self service
capabilities are designed to reduce friction,
give guests greater flexibility, and enable
more personalised and relevant engagement
at key moments in their stay. At the same
time, they support more efficient hotel
operations and a smoother front of house
experience. Together, these initiatives
aredriving higher guest satisfaction,
strengthening brand loyalty, and acting
asaclear differentiator as we continue to
reinforce Premier Inn’s position as Europe’s
leading budget hotel brand.
Q
How does data and analytics
createcompetitive advantage in
thebusiness today, and how are
youusing it to drive both growth
and efficiency?
One of our biggest strategic assets is the
richness of the data we hold across the end
to end hospitality journey – from customer
intent and booking behaviour, through stay
experience and operations, to post stay
feedback and loyalty signals.
From a customer perspective, we use data
tobe far more targeted and relevant. We
understand who is travelling, why they are
travelling, and how far in advance they book.
That allows us to tailor offers, pricing, and
messaging in a way that improves conversion,
reduces wasted marketing spend, and strengthens
direct relationships rather than over reliance
on third party channels.
From a decision support perspective, we’ve
moved beyond retrospective reporting to
insight-led decision making. Leaders and
hotel teams have timely, trusted views of
performance – occupancy, revenue, labour
efficiency and service quality – enabling them
to make faster and better trade offs. Data is
no longer something reviewed after the fact;
it actively shapes daily and weekly decisions.
Critically, data also drives efficiency. By
combining demand signals with operational
data, we optimise how hotels are staffed,
howrooms are turned around, how we
orderlaundry, as well as how energy and
maintenance are managed. Small improvements
at the individual hotel level scale into significant
cost and productivity benefits across the estate.
The key mindset shift is that data isn’t owned
by technology – it’s embedded into the way
the business operates. Ultimately, the competitive
advantage comes from using data to make
better decisions at scale – faster than our
competitors, and closer to the customer
andthe front line.
Q
How has our investment in
employee technology improved
productivity, decision making, and
engagement for colleagues on site,
and how does this ensure our teams
are better supported to deliver
consistent, high quality service
forguests?
Our colleagues are central to the Premier Inn
experience, and our technology strategy is
firmly focused on supporting them. By investing
in modern employee tools, we have made it
easier for teams on site to access information,
manage tasks, and make better decisions in
real time.
This reduces administrative burden,
improvesproductivity, and allows colleaguesto
spend more time delivering great serviceto
guests. Technology is not replacing human
interaction; it is enabling ourpeople to
perform at their best, every day.
In addition, the rich data that we get from
these solutions allow us to optimise our
deployment of labour by improved forecasting
and scheduling of our teams.
Q
Looking ahead, how is Whitbread
planning to deploy AI to support
ourwider business plan—across
areas such as demand forecasting,
operations, and customer insight—
while ensuring AI complements
ourteams, strengthens decision
making,and reinforces our
ambitionto be the best budget
hotel chain in Europe?
We see artificial intelligence as a powerful
enabler of better decision making across
Whitbread. Our focus is on practical applications
– such as improving demand forecasting,
optimising operations, and generating deeper
customer insight and rewarding experiences
– where AI can enhance accuracy, speed, and
consistency. This is a key part of our Hotel of
the Future programme, which has seen a
number of experiments already trialled with
our guests and teams on the ground.
Just as importantly, we are clear that AI
isthere to complement our teams, not
replace them. We are taking a responsible,
well-governed approach that ensures
transparency, security, and ethical use.
Bycombining AI driven insight with human
judgement and service excellence, we are
strengthening our ability to deliver the best
budget hotel experience in Europe.
41STRATEGIC REPORT
42
Whitbread PLC Annual Report and Accounts 2025/26
LONG-TERM GROWTH STRATEGY
Enhance our
capabilitiesto support
long-term growth
Our vertically integrated model is underpinned
byour strong, asset-backed balance sheet and a
disciplined multi-year programme of investment.
This keeps us ahead of our competitors and drives
long-term growth.
KPIs
2026/27 cost efficiencies guidance
£60m
Total new rooms to open
1
in2026/27
c.4,000
2025/26 UK return on
capital employed†
12.7%
Group freehold:leasehold mix
2
49%:51%
Fitch rating
3
BBB
Average net capital expenditure
perannum to 2030/31
£200m
-£250m
Our strong balance sheet is a key source
ofcompetitive advantage
• Investment grade status ensures access to debt markets
atattractive rates.
• Recycling of property via sale and leasebacks can raise
additional funding atcompetitive rates, if required.
Funding
• We are a highly attractive and trusted partner.
• Strong advantage in competitive transactions.
• Helps us to secure more favourable lease terms.
1 Across the UK, Ireland and Germany.
2 Group open and committed pipeline.
3 Fitch Ratings, February 2026.
Strength of covenant
• Proven resilience during periods of macroeconomic
uncertainty.
• Ability to execute quickly whilst maximising returns
bylocation.
• Our scale and property expertise can unlock
value-enhancing opportunities.
• Control over network planning and customer proposition.
• Ability to invest in our efficiency programme.
Strategic and financial flexibility
STRATEGIC REPORT
43
Whitbread PLC Annual Report and Accounts 2025/26
Investing to maximise
returnon capital
Our ongoing programme of investment is
focused on sustaining our market-leading
position in the UK and on increasing our
return on capital, both in the UK and Germany.
Extending and optimising our hotel network,
improving our guest proposition and
infrastructure, as well as continuing to drive
our Force for Good sustainability programme
are all central to our long-term success.
Each of these initiatives is described in
more detail below.
Estate growth and optimisation
We see significant long-term growth potential
in the UK and Ireland and are focused on
reaching double-digit returns in Germany
by2030/31. With a flexible approach to
property ownership, we are able to maximise
our ability to secure the best sites. With a
large freehold portfolio, we are also able to
optimise our estate, realise development
profits and recycle capital into higher-returning
investments. This includes exiting smaller,
less profitable sites and reinvesting the
proceeds in more efficient, larger sites as
well as new extensions as part of AGP. By
maintaining a lower, but still significant level
of freehold, the Group can continue to
benefit from the advantages outlined above,
whilst reducing capital intensity and
remaining investment grade.
Read more on page 29
Guest proposition
Continuing to deliver for our guests with a
consistent, high-quality offer is a key driver
behind our market-leading position. During
2025/26, we continued the roll-out of our
newstandard room format, ID5, as well as
more ofour Premier Plus and twin rooms
thatcommand a healthy RevPAR premium
versus astandard room in the same hotel.
With c.£200m invested in non-expansionary
capex during the year, we continue to seek
ways to meet our high standards whilst also
controlling our costs. This includes the
development of new products, services and
features that will further enhance the guest
experience and ensure Premier Inn is their
firstchoice whenever they are staying away
from home.
Read more on page 29
Technology
Most of our guests’ purchase decisions
takeplace online, resulting in the majority
of our revenues being generated via digital
channels. The performance and reliability of
our technology infrastructure are therefore
central to our ongoing success. Having
upgraded our reservation system and
associated technology stack in March 2024,
we are now seeing benefits from new revenue
streams and enhanced digital capabilities.
Having completed the replacement of
94,000 door locks across our estate, wewill
soon be able to offer guests the ability to
check-in using a digital room key,enhancing
the customer journey and reducing operational
costs. Having already introduced the use of
AI in several areas of the business, including
our customer contact centre and food waste,
we are exploring ways that we can use it
further, which together with the continued
upgrade of our digital networks and systems
will further improve the quality of service
forour guests and unlock additional
costefficiencies.
Read the Q&A with Mark Smith, our Chief
Technology Officer on page 40
Teams
Our teams are at the heart of our long-term
success. Whilst well-designed training and
competitive pay and rewards can encourage
team stability and retention, the consistent
promotion of a positive business culture
and a passion for excellence ensures that
our teams are engaged and remain focused
on delivering for our guests.
Whilst some of our team members will
beimpacted by the extension of the AGP
(should we go ahead following consultation),
we will seek to mitigate this by offering
alternative opportunities across the Group
wherever possible and by providing dedicated
support to our teams.
Read more on page 54
Force for Good
Our sustainability programme is fully
embedded into our business strategy
andacross all areas of our business. Our
vertically integrated model means we are
able to effect change that many other
operators cannot, and our programme
holds us accountable for the changes we
are seeking to make. As referenced throughout
this report and in our ESG report, driving
positive change for our people, our
communities and the wider environment
ensures that our business is sustainable
forthe long term, and is one that all of our
stakeholders continue to value and support.
Read more on page 60
Lean and agile cost model
By capturing the vast majority of the value
chain, we are able to exercise considerable
control over our cost base. While the breadth
of our business means that inflationary
pressures are always present, our strong
business culture means we are continuously
seeking ways we can improve and adopt
new, more efficient ways of working. Whilst
inflationary pressures remained higher than
anticipated in 2025/26, to help mitigate the
impact of inflation we are committed to
delivering £250m of cost efficiencies
between 2026/27 and 2030/31.
Read more on page 19
£2bn available for dividends
andshare buy-backs
Our New Five-Year Plan is designed to
maximise shareholder returns over the
medium and long term. With a reduced
level of capital intensity, areduction in the
amount of freehold property held by the
Group and the expected increase in profitability
over the life of the plan, it is
expected that
the Group will deliver a 500bps uplift in
ROCE
1
. At the same time, with the expected
increase in margins and returns, £2bn of
free cash flow
1
will be available for
shareholders through a combination of
dividends and share buy-backs by 2030/31.
Read more on page 18
1 Versus 2025/26, assuming UK like-for-like sales
and cost efficiencies offset non-business rates
inflation and finance costs over the life of the
New Five-Year Plan.
Image: Robot vacuum
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Whitbread PLC Annual Report and Accounts 2025/26
Delivering a
step-change in
performance
Statutory revenue
Statutory revenue of £2,920m (2024/25: £2,922m) was slightly lower than the prior year,
reflecting a 1% increase in UK accommodation sales and positive momentum in Germany,
offset by the reduction in F&B revenues as a result of the AGP.
Adjusted EBITDAR
Adjusted operating costs reduced by 2% in the period to £1,853m (2024/25: £1,898m),
driven by the impact of a more efficient F&B offering and our continued progress on
costefficiencies that helped to mitigate the impact of increased levels of cost inflation.
Adjusted EBITDAR† increased by 4% to £1,074m (2024/25: £1,030m).
Adjusted operating profit
Right-of-use asset depreciation increased by 7% to £209m (2024/25: £194m) reflecting the
impact of rent reviews, which accounted for the majority of this increase, as well as sale
andleaseback transactions completed during the period. Our estate growth, in combination
with our continued focus of investing in our core estate, meant that other depreciation
andamortisation charges increased by 5% to £218m (2024/25: £208m). Despite these
increases, adjusted operating profit† increased by 3% to £649m (2024/25: £630m).
Financial highlights
FY26
£m
FY25
£m
vs FY25
%
Statutory revenue 2,920 2,922 0%
Other income (excluding rental income) 2 1 90%
Operating costs before depreciation, amortisation
and rent (1,853) (1,898) 2%
Share of profit from joint ventures 5 5 0%
Adjusted EBITDAR 1,074 1,030 4%
Net turnover rent and rental income 1 2 (20)%
Depreciation: right-of-use asset (209) (194) (7)%
Depreciation and amortisation: other (218) (208) (5)%
Adjusted operating profit 649 630 3%
Net finance costs (excluding lease liabilityinterest) 11 20 (44)%
Interest: lease liability (177) (167) (6)%
Adjusted profit before tax 483 483 0%
Adjusting items (185) (116) (60)%
Statutory profit before tax 298 368 (19)%
Tax expense (86) (114) 25%
Statutory profit after tax 213 254 (16)%
“We delivered a positive financial performance
in the UK, continuing to outperform the market
and made strong progress in Germany, reaching
profitability. As a result, we delivered Group
adjusted profit before tax† of £483m.”
Hemant Patel
Chief Financial Officer
CHIEF FINANCIAL OFFICER’S REVIEW
STRATEGIC REPORT
45
Whitbread PLC Annual Report and Accounts 2025/26
As part of the Group’s strategic supply chain programme, the Group has incurred costs
of£3m (2024/25: £24m) in relation to associated IT and project management costs.
Themove to a new supplier allows the Group to make use of a different supply model
andit is expected the commercial and strategic benefit will be seen over the long-term.
The Group completed the previously announced restructuring of its UK Support Centre,
resulting in a charge of £2m.
Taxation
The tax charge of £123m on the profit before adjusting items (2024/25: £134m) represents
an effective tax rate on the profit before adjusting items of 25.5% (2024/25: 27.8%). This is
higher than the UK corporate tax rate of 25.0%, primarily due to the impact of overseas tax
losses for which no deferred tax has been recognised. The statutory tax charge for the
period of £86m (2024/25: £114m) represents an effective tax rate of 28.6% (2024/25:
31.0%). This is higher than the effective tax rate on the profit before adjusting items of
25.5%, primarily due to the impact of impairment of Germany property and the impact of
changes to indexation allowances available on UK property.
Statutory profit after tax
Statutory profit after tax for the year was £213m, compared to a profit of £254m
in2024/25.
Earnings per share
FY26
£m
FY25
£m
vs FY25
%
Adjusted basic earnings per share† 208.5p 194.6p 7%
Statutory basic earnings per share 123.3p 141.5p (13)%
Adjusted basic profit per share† of 208.5p and statutory basic earnings per share of 123.3p
reflect the adjusted and statutory profits reported in the period and are based on a weighted
average number of shares of 173m (2024/25: 179m). The reduction in the weighted average
number of shares reflects shares purchased and cancelled as part of the Group’s previously
announced share buy-back programmes.
Dividend
The Board has recommended a final dividend per share of 60.6 pence (2024/25: 60.6 pence),
taking the total dividend per share for the year to 97.0p (2024/25: 97.0p). The final dividend
will be paid on 3 July 2026 to all shareholders on the register at the close of business
on22May 2026. Shareholders will be offered the option to participate in a dividend
re-investment plan. The Group’s dividend policy is to grow the dividend broadly in line
withearnings across the cycle. Full details are set out in note 11 to the accompanying
financial statements.
Central and other costs
FY26
£m
FY25
£m
vs FY25
%
Operating costs before depreciation,
amortisationand rent
(34) (37) 9%
Share of profit from joint ventures 5 5 0%
Adjusted operating loss† (29) (32) 10%
Net finance income 11 20 (44)%
Adjusted profit/(loss) before tax† (18) (12) (48)%
Net finance costs
Net finance income (excluding lease liability interest) reduced in the year to £11m (2024/25:
£20m), reflecting lower interest receivable on cash balances following the repayment of the
£450m bond in October 2025, completion of the £250m share buy-back and the impact of
lower UK interest rates. Interest on lease liabilities increased by 6% driven by the impact of
rent reviews, which accounted for the majority of this increase as well as sale and leaseback
transactions completed during the year.
Adjusted profit before tax
Adjusted profit before tax† for the year was flat at £483m (2024/25: £483m).
Adjusting items
Total adjusting items before tax were a charge of £185m in the period, compared toa£116m
charge in 2024/25.
During the year, insurance settlements of £3m were received in relation to damaged
inventory. Impairments of £130m (2024/25: £44m) were recognised in relation to the AGP
and £32m of impairments (2024/25: £33m) were recognised on non-AGP assets. Within the
£130m of impairments in relation to the AGP, the Group has recognised £28m (2024/25:
£41m) of accelerated depreciation arising from site extensions and conversions in relation
to the AGP to transform and exit a number of the Group’s branded restaurants.
The Group recorded gains of £6m (2024/25: £40m) from property disposals, including sale
and leasebacks. A provision of £1m related to historic tax positions was released, which was
more than offset by a new property-related provision of £15m.
The Group has incurred significant business change costs in relation to the implementation
of the Group’s new hotel management system, HR & payroll system, F&B system and our
strategic network programme to upgrade the IT networks across our estate. Cash costs
incurred onthe programmes and presented within adjusting items in the year were £8m
(2024/25: £25m), with cumulative cash costs to date being £74m (2024/25: £66m).
The Group has incurred legal, advisory and project management costs regarding the
announced changes to facilitate the AGP. Cash costs incurred relating to the AGP and
presented within adjusting items in the year were £4m (2024/25: £20m), with cumulative
cash costs to date being £30m.
STRATEGIC REPORT
46
Whitbread PLC Annual Report and Accounts 2025/26
CHIEF FINANCIAL OFFICER’S REVIEW CONTINUED
Cash flow
FY26
£m
FY25
£m
Adjusted EBITDAR† 1,074 1,030
Change in working capital (10) 5
Net turnover rent and rental income 1 2
Lease viability and principal lease payments (353) (313)
Adjusted operating cash flow† 713 723
Interest (excluding IFRS 16) (15) 8
Corporate taxes (100) (50)
Pension (6) (18)
Capital expenditure: non-expansionary (176) (247)
Capital expenditure: expansionary
1
(500) (241)
Pre-paid property acquisition cost (22) (12)
Proceeds from disposal of property, plant and equipment 31 81
Proceeds from sale and leaseback of property 282 56
Other (2) (40)
Cash flow before shareholder returns and debt repayments 205 260
Dividend (169) (178)
Share buy-back (250) (264)
Purchase of own shares for ESOT (11) —
Payment of facility fees and costs of long-term borrowings (1) (2)
Net cash flow (226) (185)
Opening net debt† (483) (298)
Closing net debt† (709) (483)
1 2024/25 includes £2m payment of contingent consideration.
2 Total cost efficiencies delivered in 2025/26, after the removal of non-recurring structural savings
Our vertically integrated model and continued focus on tight cost control meant that
wewere able to deliver cost efficiencies of £83m
2
which, together with the benefit from
converting lower returning branded restaurants into a more efficient F&B offering, meant
that operating costs reduced by 1% in the year, driving a 2% increase in adjusted EBITDAR
to £1,074m (2024/25: £1,030m).
Lease liability interest and lease repayments increased by £40m to £353m driven by the
impact of rent reviews, which accounted for the majority of this increase, as well as the sale
and leaseback transactions completed during the year. Together with a working capital
outflow of £(10)m (2024/25: £5m), this meant that adjusted operating cashflow† increased
to£713m (2024/25: £723m).
The corporation tax net outflow in the year was £100m (2024/25: £50m). This comprises
payments of £98m in the UK, £1m in Ireland and £1m in Germany. The UK payments of
£98m (2024/25: £49m) are significantly higher than in the prior year due to the full
utilisation of carry forward tax losses in 2024/25.
Non-expansionary capital expenditure in the year of £176m partly reflects hotel
refurbishments and spend incurred for the Group’s systems-related IT projects. The biggest
driver of the increase in expansionary capital expenditure of £500m was related to the
spend on the AGP and the continued development of our committed pipelines in both the
UK and Germany.
By continuing to optimise our estate and take advantage of value-enhancing opportunities,
we generated proceeds from property-related disposals of £313m including £282m from
sale and leaseback transactions together with other property disposals, including those
related to the AGP, of £31m.
The significant operating cashflow generated in the period, together with property related
disposals, helped to fund our continued programme of investment, resulting in a cash
inflow before shareholder returns of £205m (2024/25: £260m).
As announced with the Group’s preliminary results on 1 May 2025, the Board recommended
a final dividend of 60.6 pence per share reflecting the strength of the Group’s FY25
performance and strong balance sheet. The resulting payment of £107m was paid on 4July
2025. At the interim results in October 2025, the Board declared an interim dividend of
36.4 pence per share, resulting in a £62m dividend payment. On 30 April 2025, the Board
approved a £250m share buy-back which was completed in the year.
As a result, net debt† at the end of the period was £709m (2024/25: £483m).
Debt funding facilities and liquidity
Facility Utilised Maturity
Revolving credit facility (740) — 2029
Green Bond (300) (300) 2027
Green Bond (250) (250) 2031
Bond (400) (400) 2032
(1,690) (950)
Cash and cash equivalents 234
Total facilities utilised, net of cash
3
(716)
Net debt† (709)
Net debt and lease liabilities† (5,232)
3 Excludes unamortised fees associated with the debt instrument.
4 This measure aligns to the Fitch methodology, with the leverage threshold set at 3.5x lease-adjusted
net debt adjusted EBITDAR for BBB- and 3.0x for BBB, both of which are within investment grade.
STRATEGIC REPORT
47
Whitbread PLC Annual Report and Accounts 2025/26
The Group’s objective is to manage to investment grade metrics, maintaining a lease-
adjusted leverage† ratio of less than 3.5x over the medium term
4
. In January 2026, we
received confirmation from Fitch Ratings that we have maintained our investment grade
status with a rating of BBB. The Group’s lease-adjusted net debt was £3,554m (2024/25:
£3,082m) and the lease-adjusted leverage† ratio was 3.3x (2024/25: 3.0x). As at 26 February
2026, £35m of the £775m Revolving Credit Facility is carved-out as an ancillary guarantee
facility for the Group’s use in Germany. At 26 February 2026, guarantees issued using
thisfacility totalled €35m (2024/25: €30m).
Capital investment
FY26
£m
FY25
£m
UK maintenance and product improvement 171 240
New/extended UK hotels 415 179
Germany and Middle East
5
112 82
Total 697 500
5 2025/26 includes £22m related to pre-paid property acquisition costs (2024/25: £12m restatement)
2024/25 includes £2m payment of contingent consideration.
UK maintenance expenditure was lower than last year at £171m, reflecting a return to more
normalised levels following the completion of our bed replacement programme. UK
expansionary expenditure increased significantly in the year to £415m (2024/25: £179m),
reflecting our continued investment in the AGP, as well as increased construction spend for
new hotels including our Old Bailey site and progression at our Strand site. In Germany and
the Middle East, capital expenditure was £112m, £30m higher than the prior year, in line
with our estate growth. Overall, total capital expenditure for the period was £697m
(2024/25: £500m).
The balance sheet value of property, plant and equipment increased to £4.9bn (2024/25:
£4.7bn) as the increased expenditure in growing and maintaining our estate was offset by
transfers to assets held for sale, depreciation and impairment charges.
Property backed balance sheet
Freehold/leasehold mix Open estate Total estate
6
Premier Inn UK 53%:47% 54%:46%
Premier Inn Germany 24%:76% 23%:77%
Group 49%:51% 49%:51%
6 Open plus committed pipeline.
The current open UK estate is 53% freehold and 47% leasehold. However, as the existing
committed pipeline is brought onstream, the mix will become slightly more weighted
towards freehold. The current estate in Germany is 24% freehold and 76% leasehold
reflecting the skew towards leasehold properties in city centre locations. However, with the
opening of our committed pipeline, this will shift to 23% freehold and 77% leasehold.
New site openings in Germany and continued expansion in the UK resulted in right-of-use
assets increasing to £3.8bn (2024/25: £3.7bn) and lease liabilities increasing to £4.5bn
(2024/25: £4.2bn).
Return on capital
Returns
7
FY26 FY25
Group ROCE 11.1% 11.3%
UK ROCE 12.7% 12.9%
Group ROCE† in the period was 11.1% reflecting several factors including UK accommodation
sales growth and positive momentum in Germany, offset by lower UK total revenue as a
result of the impact of the AGP.
Events after the balance sheet date
The results include the announcement of the proposed extension of the Accelerating Growth
Plan to optimise UK F&B to include all of the Group’s remaining branded restaurants.
Pension
The Group’s defined benefit pension scheme, the Whitbread Group Pension Fund (the
’Pension Fund’), had an IAS 19 Employee Benefits surplus of £132m at the end of the period
(2024/25: £135m). The slight change in surplus was primarily driven by: asset performance
being lower than the discount rate; changes to the demographic assumptions which
increased the assessed value of the pension obligations; and higher than expected inflation.
This was partially offset by: an increase in corporate bond yields resulting in an increase in
the discount rate used to value liabilities; and a reduction in expectations for future inflation.
There are currently no deficit reduction contributions being paid to the Pension Fund. The
Trustee holds security over £531m of Whitbread’s freehold property which will remain at
this level until certain steps are taken in relation to the Scottish Partnership arrangements.
Following that, the security held by the Trustee will be revised to the lower of: £500m; and
120% of the buy-out deficit.
Going concern
The directors have concluded that it is appropriate for the consolidated financial
statements to be prepared on the going concern basis. Full details are set out on page 167.
Hemant Patel
Chief Financial Officer
29 April 2026
STRATEGIC REPORT
48
Whitbread PLC Annual Report and Accounts 2025/26
STAKEHOLDER ENGAGEMENT
Section 172 statement
Stakeholder engagement
iscentral to the formulation
anddelivery of our strategy.
As part of this process, the views and
interests of various stakeholders including
the views of customers, employees,
shareholders and suppliers are taken into
account. Equally, the impact of our strategy
on the communities in which we operate,
and on the environment, is also considered.
That way, the strategy is developed directly
with those interests in mind.
The interests of all relevant stakeholders are
carefully considered by the Board and the
Executive Committee as and when specific
decisions are made throughout the year.
Inits decision-making, the Board considers
what is most likely to promote the success
of the Company for its stakeholders in the
long term and in a sustainable manner.
Our directors understand the importance
oftheir section 172 duties to act in good
faith to promote the success of the Company.
Every month, the Executive Committee
considers a ‘Balanced Scorecard’ that
measures performance against a range
ofmetrics, both financial and non-financial.
The non-financial metrics include guest
satisfaction, team and guest safety, team
retention, internal promotions, gender and
ethnic diversity at leadership levels, and
sustainability targets, like carbon and water
reduction, as well as donations to Great
Ormond Street Hospital Charity. The ‘Balanced
Scorecard’ also goes to the Board regularly
as part of the Board pack.
The Chief Executive’s report gives details
ofany relevant interaction with government
or regulators, and key issues with suppliers
and landlords.
The Chief Financial Officer’s report includes
details on recent engagement with shareholders
and the pension trustee discussions and
qualitative feedback on specific concerns.
The Chief People Officer’s report provides
details of all relevant employee-related
matters, including recruitment, retention,
diversity and inclusion, listening, wellbeing,
training and reward.
Building long-term sustainable
success for everyone
“ The Board is committed
to prioritising decisions
that support the long-term
sustainable success of the
Company for the benefit
of its stakeholders.”
Clare Thomas
General Counsel and Company Secretary
The General Counsel’s report contains an
update on key developments on the Force
for Good agenda, including work in the
community, charitable fundraising, the
environment, carbon and waste. Italso
includes best practice guidance
ongovernance and legal regulatory updates.
Any Board discussion on possible M&A
activity includes wider impact assessments,
considering issues such as integration with
the current business, management capabilities,
the impact on team members and our
supply chain.
The Board also takes into consideration
thelong term consequences for both the
Company and its stakeholders when making
these decisions, making sure the Company
conducts its business in a fair way, protecting
its reputation and external relationships.
The Board receives regular updates
oncustomer satisfaction, commercial
performance, pricing strategy, operational
activity, and investment programmes to ensure
high quality guest experience and strong
business execution. Throughout the year, the
Company engages extensively with investors
providing clarity on strategy, performance,
governance, and ESG. Each year, the Chair
supported by the Investor Relations Director,
Chief Financial Officer and General Counsel,
meets with investor stakeholders to review
the Company’s performance.
Image: hub by Premier Inn
Farringdon (Old Bailey)
STRATEGIC REPORT
49
Whitbread PLC Annual Report and Accounts 2025/26
Insightful and well-considered
strategic decision-making
Board information
• Forward agendas are available to allow the Board to plan ahead of time and to
ensure the appropriate allocation ofagenda time to each stakeholder group.
• Detailed papers are circulated a week in advance of Board meetings giving
directors due time to consider them.
• An annual Board strategy day allows the Board to consider and agree key strategic priorities.
• The Board partakes in group site visits and training.
Resources available
• The Board is supported by the Company Secretary who is present at every Board
meeting. The Board also has access to the advice of the Company Secretary on
governance matters all year round.
• The Board has access to external advisers, should it need advice on specific matters.
Board decisions
• The Board culture fosters open discussion and constructivechallenge from the
non-executive directors.
• The Board benefits from the diverse skills, knowledge and experience of directors
when making key strategic decisions and performing its duties under section 172.
Review
• The composition of the Board is constantly monitored to ensure the right balance
of skills and experience is maintained.
• The performance of the Board is evaluated in line with the UK Corporate
Governance Code 2024.
• Decisions and outcomes are reviewed to ensure intended outcomes are achieved.
Image: Premier Inn Birmingham Oldbury
STRATEGIC REPORT
50
Whitbread PLC Annual Report and Accounts 2025/26
STAKEHOLDER ENGAGEMENT CONTINUED
• The Board reviews the Speaking Out
process to ensure we have the right
platform for employees to raise concerns.
• The Board discusses Whitbread’s overall
people strategy on an annual basis, receives
a bi-annual report on overall talent health,
and also receives an updateon employee
engagement. Our people strategy
encompasses all facets of our approach
topeople and engagement, including
diversity andinclusion.
• Diversity and inclusion is specifically
considered as part of all Board appointments.
This is guided by the Board diversity
policy, which was updated in March 2024,
and the Gender and Ethnicity Pay Gap
Report 2025.
More detail on this can be found on our
website: www.whitbread.co.uk
• Diversity and inclusion is also discussed
aspart of the succession planning process
which includes a focus on creating a
diverse pipeline at the senior management
level. The Board discussed the various
diversity and inclusion networks: GLOW,
REACH, eNable and GEN.
• The Chief People Officer’s report regularly
updates the Board on progress against
allareas ofthe people strategy.
• The Board receives reports on health and
safety management bi-annually; statistics
are included in the monthly KPI pack and
any serious incidents are reported
immediately to the Board.
Outcomes of engagement
• Significant investment in pay and rewards for teams with an average 6% increase
for hourly paid team members and 3% increase for salaried and Support Centre
roles. Bonus incentives awarding over £20m to UK management.
• Further reduction of 2.5%pts in team turnover rates in the UK, building on reduction
of c.5%pts in prior year, and high engagement scores from our employees across
both the UK and Germany.
• We made progress on female representation in leadership to currently stand at
40.4% and ethnic representation in leadership to 7.4%; targets established for both
to maintain our progress through to 2026.
Board considerations
• ‘Our Voice’, a body made up of elected
representatives across the business, represents
the views of employee constituencies to
senior management, including an annual
session chaired by the Chief Executive.
The Board receives reports of these meetings.
• Over the year the Board has focused
discussions on team member pay, taking
into consideration the cost of living, the
impact on our hourly paid employees,
and any changes in legislation likely
toimpact our approach to reward.
• The Chief Executive, in his Board report,
outlines and makes proposals in relation
to team retention and reward strategies
and the Board reviews monthly KPI data
regarding team retention and other
employee measures as part of
Whitbread’s balanced scorecard.
Employees
Our people are the key to our
success. A talented, engaged
and diverse workforce is critical
to support our growth ambitions
in the UK and Germany.
What our employees tell us matters
tothem
• A healthy and safe working environment.
• Industry-leading training and development.
• Career development opportunities.
• Market-leading reward and
incentivestructures.
• Focus on team member wellbeing.
• A diverse and inclusive culture in
whicheveryone is welcome and can
bethemselves.
• Open, honest and transparent
management processes.
Image: hub by Premier Inn Farringdon (Old Bailey)
STRATEGIC REPORT
51
Whitbread PLC Annual Report and Accounts 2025/26
Customers are at the heart
of our business and Board
decisions are driven by a
desire to provide our guests
with a consistent, high-quality
experience at a great price to
ensure they keep coming back.
What our customers tell us matters
tothem
• Consistent, high-quality hotels to stay in
with a quality food and beverage offering,
for a great price.
• Brilliant service from our teams.
• Excellent standards in our hotels
andrestaurants, which are clean,
safeandwelcoming.
• Healthy and responsibly sourced menu
choices including vegan and fish items
onthe menu.
Board considerations
• The Board receives regular updates
oncustomer satisfaction scores.
• The Board receives a monthly
reportoncommercial, pricing
andoperational performance.
• Quarterly in-depth reviews are provided
into pricing and commercial strategies
inthe UK and Germany.
• The Board approves the refurbishment
schedule and repairs and maintenance
programmes. The Board also reviews
aprogramme of investment to ensure
wemaintain the high quality expected
byourguests.
The Group conducts a
wide-reaching investor relations
programme throughout the
year and seeks to engage on
a range of topics including
financial and operating
performance, business strategy
and governance, as well as our
Force For Good sustainability
programme.
What our investors tell us matters
tothem
• Clear and well-communicated strategy.
• Evidence of strong execution against
thatstrategy.
• Financial performance, both in absolute
terms and relative to the competitive set.
• Capital structure and capital allocation.
• A proactive programme of engagement
on key topics.
• Leadership, governance and remuneration.
• A progressive ESG programme.
• Identification and management of key risks.
Outcomes of engagement
• Market outperformance and
YouGov scores demonstrate the
quality and value of the brand
proposition and its popularity.
Outcomes of engagement
• We conducted hundreds of investor meetings over the past year, not just with
existing shareholders but also large numbers of other investors, both in the UK
andinternationally. We also maintained a regular dialogue with over 20 sell-side
analysts that produce written equity research on the Company.
• We received helpful input regarding non-executive succession planning and certain
ESG-related topics.
Board considerations
• The Board receives monthly updates on
changes to the share register and market
expectations as well as recent engagement
with shareholders and otherinvestors.
• The Chair and General Counsel consulted
with a number of shareholders during the
year; key themes discussed included strategy,
financial and operating performance,
business culture, remuneration and ESG.
• The Chief Executive, Chief Financial
Officer and Investor Relations team have
conducted meetings with shareholders,
prospective investors, banks and
bondholders throughout theyear.
• The Board receives a presentation at least
once each year from its brokers on the
current views of investors and on issues
which may need to be addressed.
• The Board considers very carefully
whether the Company is fairly valued
andwhat steps can be taken to enhance
valuefurther.
• The Board has visibility of and input
intothe investment made in our digital
product and customer journey.
• The Board considers room innovations
periodically, e.g. Premier Plus rooms
andtwinrooms.
• The Board considers brand positioning,
marketing campaigns and digital strategies.
• The Remuneration Committee includes
customer measures in the remuneration
structures for key team members.
Customers Investors
Image: Premier Inn Margate
STRATEGIC REPORT
52
Whitbread PLC Annual Report and Accounts 2025/26
Read more in our Modern Slavery
Statement 2025/26
www.whitbread.co.uk/
STAKEHOLDER ENGAGEMENT CONTINUED
The Board values its
relationships with suppliers
and fosters these carefully
to support the long-term
sustainable success of
theCompany.
What our suppliers tell us matters
tothem
• Payment on time and in full.
• Good communication: strong and
consistent levels of demand and
transparent feedback on performance.
• Tackling modern slavery.
• A plan to reduce carbon through
thesupply chain.
Whitbread is committed to
doing right by the communities
in which we operate and the
environment. This is embedded
in our Force for Goodprogramme
and brought to life in our
ambitioussustainability targets.
What our communities tell us matters
to them
• A robust health and safety programme
for team members and guests.
• An ambitious environmental programme
which includes Scope 1, 2 and 3 carbon
reduction targets in line with 1.5
o
C of
global warming, and targets to eliminate
waste, particularly food waste, and
reduce waterusage.
• Ensuring that our critical commodities
aresourced sustainably and responsibly.
• Supporting local communities with
economic opportunities and raising
fundsfor our chosen charities, national
and local.
Board considerations
• The Board has received presentations
regarding our sustainability programme,
Force for Good.
• The Board receives regular updates on
key developments in the Force for Good
programme and provides comments and
views on material issues.
Outcomes of engagement
• The move to the new logistics
provider delivered a 50% improvement
in distribution efficiencies.
Outcomes of engagement
• Over our 14-year-long partnership
with Great Ormond Street Hospital
(GOSH), we have raised almost
£29million.
• Scope 1 and 2 emissions intensity
has been reduced by 63.0%/m
2
from our 2016/17baseline.
• We have reduced our water
consumption by 18.0% per sleeper
from our 2019/20 base year.
• We have cut our food waste by
almost 40% from our 2018/19
baseyear.
Board considerations
• The Board has discussed inflation in the
supply chain as part of the Chief Financial
Officer’s report.
• The Board considers and approves a
Modern Slavery Act Statement each year.
• The Board approves material contracts
with suppliers.
• The Board has received presentations
regarding our sustainability programme,
Force for Good, which includes
responsible sourcing.
Suppliers Communities and the environment
Image: Premier Inn Margate
STRATEGIC REPORT
53
Whitbread PLC Annual Report and Accounts 2025/26
Pension scheme trusteeLenders
The Board has identified our
key lenders as our syndicate of
banks that participate within
our revolving credit facility, and
our bondholders, whohold our
2021 and 2025 issued bonds.
What our lenders tell us matters
tothem
• Our current performance and
financingstrategy.
• The nature and quantum of debt and level
of liquidity of the Group.
• Our ability to service the debt interest
payments and repayment at maturity.
• Our credit rating and commitment
toinvestment grade metrics.
• Our covenant and compliance certification.
• The Green Bond framework.
We are committed to
maintaining a positive and
constructive relationship with
the pension scheme trustee
and to ensuring security of
members’ benefits in the
pension scheme.
What key aspects govern the pension
scheme
• Pension scheme funding and investment
strategy, supported by a strong Whitbread
covenant, that ensures the long-term
security of members’ defined benefits.
• Value for money defined contribution
arrangements and engaging
communications that support
membersinsaving for retirement.
Board considerations
• The Chief Financial Officer attends a
meeting with the trustee annually to
present, andanswer questions on, the
Company’s annual results and its ability to
meet its obligations to the pension scheme.
Outcomes of engagement
• Debt capital structure that is optimum for the Group.
• A base of lenders that can support the Group’s financing and operational needs.
• Robust relationships with lenders that are continually monitored, and facilitate
refinancing and access to sources of finance when needed.
• The support and access to product offerings that the lenders provide.
Outcomes of engagement
• Strong and open relationship with the pension scheme trustee.
• Well-funded pension scheme and security of defined benefits.
• Ongoing engagement on defined contribution arrangements in the best interests
ofmembers
Board considerations
• Once a year the Chief Executive and
ChiefFinancial Officer meet the key
lenders within the revolving credit
facilityto discuss the annual results
andbusiness performance.
• The Group holds a fixed income call
withour bondholders after the annual
results presentation.
• The Group Finance Director is in regular
contact with our banks’ relationship
teams, discussing operational and
strategic financing requirements, and
ourTreasury team engages to manage
the Group’s operational requirements.
• We continue to monitor and discuss
withthe banks their strategy and ability
to lend to the Group in the future and
anychanges that may impact this.
• A Company representative (at the
invitation of the trustee and, subject
toany conflicts) attends the trustee’s
Benefits Sub-Committee and Funding
&Investment Sub-Committee meetings.
Attendance at the latter enables
an
understanding of any investment changes
that are planned andcan provide a
Company view whereappropriate.
• At least twice a year, a senior member of
the Finance team meets with the Funding
&Investment Sub-Committee and its
covenant adviser to give an update
onCompany performance and answer
anyquestions.
• The Board receives presentations in
relation to pension issues, including the
funding position, triennial valuation and
investment performance.
• We have been actively engaging with the
Trustee to conclude the triennial Actuarial
Valuation for the pension scheme as at
31March 2025. Discussions are well advanced,
and we are on target to conclude by the
statutory deadline of 30 June 2026.
STRATEGIC REPORT
54
Whitbread PLC Annual Report and Accounts 2025/26
Whitbread has a proven track record over
our 284-year history in successfully evolving
to meet the challenges of tomorrow. We
have a strong collegiate culture, rooted in
serving guests, caring for our teams and
doing the right thing. Delivering for our
guests is our primary focus and we know
that our people are at the heart of that
delivery every day. Ensuring that our teams
are engaged so that they can maintain our
brilliant service levels is a key underpin in
our fantastic guest satisfaction scores and
the continued profitable growth of the business.
Whitbread has no barriers to entry, and no
limits to ambition for our people. It is the
best place for anyone to pursue a career
inhospitality.
There is much to celebrate from the last
year. We continue to have a highly engaged,
inclusive, and capable workforce, directly
supporting our business growth. Team
retention climbed to a record high and
employee engagement remains strong, with
a score of 73% in the UK (74% in Germany).
We are a diverse and inclusive business and
we made good progress within our leadership
group against our gender representation
target, increasing to 40.4%. Ethnic minority
leadership representation declined slightly
to 7.4% but we have made significant progress
in the last five years and are confident that
we are progressively becoming a more inclusive
organisation. Wealso made significant
investment in pay and recognition, expanded
our talent pipeline through training and
apprenticeships, and enhanced wellbeing
support for our c.31,500 team members.
Our culture, underpinned by our refreshed
Whitbread Values – Warm + Welcoming,
Passionate + Proud, Budget + Brilliant
– fosters teamwork and service: we believe
that delivering for our people enables them
to deliver outstanding service for our guests.
It’s important to me that we attract, develop,
and retain talent from all parts of society, and
social mobility is reflected both in our People
Strategy and through the Opportunity pillar
of our Force for Good programme.
Whitbread creates jobs in hundreds of local
communities, helping people build skills and
careers. I am particularly proud of the work
we do to unlock opportunities for
young
people from disadvantaged backgrounds,
supporting students with special educational
needs and care-experienced young people
into meaningful, paid work, through enhanced
partnerships with both Derwen and Hereward
Colleges and Barnardo’s.
In FY26, we built on last year’s progress by
modernising the employee experience and
streamlining people processes to support
growth and efficiency. We fully deployed
our new digital People system, Dayforce,
across the UK and Germany, giving team
members mobile access to information
important to them in their roles, like payslips,
schedules, and their benefits. Dayforce
alsounlocks richer workforce insights to
management and will be a key enabler
infurther enhancing our scheduling and
efficiency sophistication. We are proud
topay ahead of the National Living Wage
and the majority of our teams have
opportunity to progress their pay rate
based on skills progression. We continued
our journey of simplification in our hourly
pay structure, building on the work last year
to reduce pay rate variations from over 150
to c.30 rates, to encourage multi-skilling and
enable our teams to serve guests wherever
they are. We continue to enhance agility
and remove complexity, ensuring we have
the right capabilities for future growth in
the UK and internationally.
Listening to employees remains at the heart
of our approach. We partner closely with
Our Voice, Whitbread’s elected employee
A highly engaged
workforce
CHIEF PEOPLE OFFICER’S REVIEW
“ Whitbread is a special place to work and
our brilliant people are fundamental to our
success: warm and welcoming, passionate
and proud.”
Rachel Howarth
Chief People Officer
STRATEGIC REPORT
55
Whitbread PLC Annual Report and Accounts 2025/26
the employment landscape. However,
wepride ourselves on the experience we
deliver for our teams and guests and will
continue to ensure we find the right routes
to efficiency without compromising on
those experiences. We will continue to
beacompany where our people can thrive,
with no barriers to entry and no limits
toambition, which in turn underpins the
sustainable value we deliver to shareholders.
Investing in our teams’ pay,
reward, and benefits
In FY26 Whitbread made positive investments
in pay and rewards to support our teams
amid a high cost-of-living environment and
to remain competitive for talent. In April 2025
we delivered a multi-million pound pay
increase for hourly team members – averaging
6% – keeping all Whitbread pay rates ahead
of the National Living Wage and National
Minimum Wage. This followed the record
£40m pay uplift we gave in April 2024.
OurSupport Centre and site management
teams in the UK received 3% pay awards.
Furthermore, we paid out bonuses for FY25
performance, awarding over £20m in annual
incentives to UK management, and over 2,000
hourly team members earned payouts under
our “All Green” incentive scheme (c.£500k total).
Our teams in Germany received c.2.5% pay
awards, aligned to local market standards,
and most also had a special payment above
their regional Tariff agreement.
In the UK and Germany Support Centres,
we introduced broader work levels and
refreshed reward packages, including a
newbonus scheme structure that delivers
aconsistent framework at all levels, as well
as an element linked to personal goals to
ensure real focus on driving performance.
Beyond pay, we have fostered a culture of
recognition and appreciation. Building on
our Whitbread “Heroes” long-service awards,
under which we gave over 7,000 awards this
year representing a combined 25,000 years’
worth of service, we also launched a new
real-time digital recognition platform inFY26.
The “Wonderfully Whitbread” programme,
introduced to Operational teams earlier in
the year and to Support Centre colleagues
in September 2025, provides a digital hub
for peer-to-peer thank yous, e-cards, and
award nominations. This programme has
begun to ‘supercharge’ our recognition
culture, making praise and thanks a daily
habit andfurther boosting engagement.
Supporting our teams
todeliver for our guests
We take pride in our teams’ delivery for
ourguests which is underpinned by the
ongoing stability and engagement of
ourhotel and restaurant teams. Employee
turnover improved again this year, having
already seen significant improvement over
the previous two years. We now have the
most stable teams we have ever had which
yields productivity benefits through more
experienced employees better equipped
toserve our guests, as well as lower hiring
and training costs.
Whitbread’s employee engagement also
remained strong: people choose to stay
with us and tell us they enjoy working for
us. Our latest Your Say survey in Autumn
2025 showed robust advocacy and pride: 2
in 3 colleagues would recommend Whitbread
as a place to work, and a similar proportion
feel proud to work here. Key drivers cited
by employees include our focus on
development opportunities, inclusive
culture, and supportive management.
Notably, engagement was resilient following
some programmes of operational changes
in the prior year, both as part of our
Accelerating Growth Plan and our simplificatio
n
of management structures. We always
endeavour to be transparent in our
communication to our teams and support
them through change with a strong focus
on redeployment opportunities and
signposting to our suite of wellbeing resources.
Many of our team actively chose to stay
with Whitbread as we implemented change
and we always endeavour to retain our talent.
We believe that by looking after our teams’
wellbeing, we foster the engagement and
service excellence that drive our business
performance. We expanded our network of
trained mental health first aiders and our
teams continue to benefit from access to
our “Spectrum Life” wellbeing app, delivered
in partnership with Hospitality Action. This
gives all employees on-demand access to
wellness tools – from guided meditations
and a digital fitness programme to nutrition
guides and podcasts. This complements our
24/7 Employee Assistance helpline, and we
continue to give employees a route to
safely raising concerns via our “Speaking
Out” whistleblowing service. With inflation
still impacting household budgets, we
stepped up support for colleagues’ financial
understanding via an ongoing financial
education programme covering budgeting,
debt management, and saving for
retirement. During Pension Awareness
Week in September, we promoted our
generous Whitbread pension scheme to our
teams across the UK; our scheme is open to
all and we match employee contributions
up to 10% of salary. We also continued to
offer our popular Whitbread Sharesave
scheme, giving employees a chance to
share in the company’s success; the 2025
invite had strong participation, underscoring
colleagues’ confidence in our future growth.
forum, through regular meetings and our
annual CEO/CPO-led summit, so that
frontline feedback shapes decisions.
Thisopen dialogue spurred ideas for menu
improvements, recognition initiatives for
our Night Team Members, and informed the
roll out of better food waste communication
tools, including our “Too Good To Go”
appthat is now available in over 90 sites.
OurVoice helps us manage change in ways
that matter to our teams and contributes
tosustained high engagement: we moved
to a composite engagement metric this
year based on employee satisfaction,
enthusiasm, pride, and advocacy, and
ourinitial score via our Your Say survey
wasavery encouraging 73%.
The proposed extension of our Accelerated
Growth Plan in the year ahead will impact
roles across our branded restaurants and
insome of our hotels; plans are subject to
appropriate consultation with all affected
team members. We recognise that this will
be an unsettling period of change for our
teams and supporting our people through
the process will be a key priority; working
with impacted colleagues to upskill, find
alternative roles, and ensure that we
support their wellbeing. We will work hard to
create redeployment opportunities for those
impacted; we propose to create new roles
to serve food and beverages in our hotels
inaddition to the c.15,000 people we hire
each year in our normal business operation.
Whitbread is a people business. Our people
consistently deliver for our guests today
and will be a key enabler of our strategic
aspirations for growth and transformation
tomorrow. We are not complacent about
the external factors through FY27 that
willadd complexity and challenge for us.
Recent budgetary and regulatory changes
will be cost inflationary and the Employment
Rights Act will be a significant change to
STRATEGIC REPORT
56
Whitbread PLC Annual Report and Accounts 2025/26
Diversity & Inclusion
We made solid progress on inclusion and
diversity in FY26, building on momentum
from the prior year. At a senior leadership
level, female representation stands at 40.4%,
versus 32% in 2020. Whilst we are pleased
with our progress in the last five years, and
a year on year improvement, we have a
more ambitious internal target of 45% by
the end of2026. Ethnic minority
representation in UK leadership is 7.4%, and
we recognise that we have work to do to
achieve our target of 10% by the end of
2026. Whitbread’s Board and Executive
team closely monitor these metrics, with
diversity considered in all senior
appointments and succession plans.
Our four internal inclusion networks – GEN
(Gender Equality), REACH (Race, Ethnicity
and Cultural Heritage), GLOW (LGBTQIA+),
and enAble (Disability and Neurodiversity)
– were extremely active this year, raising
awareness and driving policy improvements.
For example, after years of dedicated focus
on menopause support and awareness, GEN
achieved the Henpicked ‘Menopause
Friendly Employer’ accreditation and they
were also recognised when they were
shortlisted for the Employee Resource
Group Award at the ‘inclusion in’ awards.
GLOW, was shortlisted among the UK’s top
company networks (Top 15) at the 2025
British LGBT Awards and strengthened
community engagement with operational
team members by hosting four GLOW
Community Hub events, reaching our
LGBTQIA+ colleagues across the country.
REACH was also shortlisted as one of the
UK’s leading company networks (Top 15)
atthe 2025 Ethnicity Awards, and the
network’s impactful activity contributed
directly to Whitbread being shortlisted for
the Innovation Award. The enAble network
placed a strong emphasis on education and
CHIEF PEOPLE OFFICER’S REVIEW CONTINUED
Women 2
22.2%
Men 7
77.8%
White 7
87.5%
Ethnic
minorities
1
12.5%
Women 42
(40.4%)
Men 62
(59.6%)
White 79
(83.2%)
Ethnic
minorities
7
(7.4%)
Women 19,719
(62.6%)
Men 11,783
(37.4%)
White 20,369
(69.1%)
Black 1,313
(4.5%)
Asian 3,226
(10.9%)
Other
ethnicity
1,555
(5.3%)
Executive CommitteeExecutive Committee
Leadership communityLeadership community
All employees
3
All employees
Gender
1
(UK&I & Germany) Ethnicity
2
(UK&I)
allyship, delivering introductory training
sessions in both British Sign Language and
braille to build awareness and confidence.
We celebrated National Inclusion Week
through an intersectional lens, with each
network hosting its own event or panel
featuring team members and guest
speakers who shared their stories. This
focus on storytelling also underpinned key
moments such as Black History Month, Trans
Awareness Week, International Women’s
Day, and other inclusion events, amplifying
diverse voices and encouraging allyship.
Whitbread’s D&I efforts earned external
recognition: we achieved the Leading
Employer level in the Stonewall Proud
Employers Accreditation (formerly the
Workplace Equality Index), and made the
Top 30 Index in the Investing in Ethnicity
Maturity Matrix. Additionally, we were proud
to receive three accolades at the ‘inclusion
in’ awards, powered by WiHTL. Our Thrive
Programme, which supports students with
special educational needs and disabilities
into meaningful employment, was awarded
the Most Transformative Inclusion Initiative
and the programme’s leader was honoured
with the Inclusion Hero award, and our
partnership with Barnardo’s to create
employment opportunities for
care-experienced young people received
the Most Impactful Social Mobility Initiative
award. These honours reinforce Whitbread’s
reputation as a leader in workplace inclusion,
which bolsters our employer brand and our
ability to attract talent.
Importantly, our D&I commitment isn’t just
about metrics – it’s about sustaining an
inclusive culture where everyone can thrive
through education and connection. This
year we continued mandatory inclusion
training for the senior leadership team in
Support Centre and Operational leaders
aligned to our How We Lead framework,
1 We report gender identity as binary expression in line with HMRC requirements: male or female.
However, we recognise all gender identities and understand that not all of our team members will
identify as male or female.
2 Ethnicity disclosure is not legal in Germany, consequently our reported figures represent
disclosure for all on gender but only UK&I for ethnicity. Further, information provided for ethnicity
in UK&I is discretionary and not all employees, including within the leadership population, have
chosen to share their ethnicity with us.
3 89.8% of our employees have chosen to share their ethnicity with us and 90.6% of our leadership group.
STRATEGIC REPORT
57
Whitbread PLC Annual Report and Accounts 2025/26
embedding inclusive leadership as a core
expectation. We rolled out a refreshed D&I
training calendar featuring a new monthly
learning focus to build inclusion knowledge,
capability and skills. We empower our people
to bring their whole selves to work, confident
that Whitbread is a place where differences
are valued.
Talent Development
andInternal Progression
Investing in our people’s growth is central
to Whitbread’s strategy and we remain
committed to offering no barriers to entry
and no limits to ambition for our teams.
Westrongly believe that hospitality is a
great place to start and build a career, and
we are passionate advocates for both social
mobility and providing opportunity for
young people. In FY26, we have focused
onskills and progression to develop key
capabilities across the organisation and
develop a diverse future talent pipeline –
ensuring clear paths for colleagues to progress
from entry-level roles to management
andbeyond.
Early Careers
In FY26, we launched our new “Rise & Shine”
youth outreach campaign to attract young
people to Whitbread and Hospitality. Our
campaign videos have surpassed 1 million
views and have driven strong interest, helping
to bring more young talent into Whitbread.
In Operations, we partner with local schools
and colleges in every region to offer meaningful
work experience and real jobs to young people.
In Support Centre, we offer five summer
internships, in partnership with the 10,000
Interns Foundation, as a pipeline for our
long-standing Finance Graduate Scheme and
new Data, Digital and Technology Graduate
Scheme. Six graduates started on these
schemes in September 2025, including one
individual who joined us as a summer intern.
Mia-Rose
Progressing Into First
Management
23 year old Mia joined us whilst
studying Travel & Tourism at university,
looking for a job that could flex around
her studies. Now a graduate, Mia was
keen to stay after discovering the range
of development opportunities available
at Whitbread, like our Progressing Into
First Management programme. The
course helped her to build the skills,
both technical and behavioural, that
she needed to step into her next role,
as well as creating a personal development
plan to keep learning and progressing.
Mia subsequently stepped through to
being a Duty Manager and is now a
Hotel Manager.
“I have loved the programme
and everything it has opened
up for me,Inever thought
it would be possible, but my
managers were so supportive:
Ieven thanked them in
mydissertation!”
A distinctive part of our early careers offer is
opening doors for those who face barriers. We
expanded programmes for young people
from disadvantaged backgrounds, focusing
on those who are care-experienced or have
Special Educational Needs. In FY26,our
partnership with Barnardo’s – a10-week
pre-employment programme for
care-experienced young people – was
scaled up. After successful pilot cohorts in
Glasgow and Birmingham (30 participants,
8 now employed at Premier Inn), we committed
to continue to invest in the scheme and
began extending the programme to new
regions. We have also recently signed the
Care Leavers Covenant to continue to offer
more opportunities to young people who
are care-experienced across our estate.
Similarly, our longstanding collaborations
with Derwen College and Hereward College
(special educational needs institutions)
reached the 10-year milestone. To date over
30 students with learning difficulties have
transitioned into permanent Whitbread jobs
through supported internships. We have
also onboarded two additional college
partners (in Lincoln and Liverpool) as
partof our expanded “Thrive” programme,
moving toward our goal of 100 supported
interns per year across the UK.
These efforts not only change lives for
individual participants but also broaden
ourtalent pool and strengthen Whitbread’s
reputation as a socially conscious employer.
They exemplify how we can be a Force for
Good in our communities while meeting our
recruitment needs, giving everyone the
opportunity to grow and be their best.
These efforts support our aim to be
anemployer of choice for the next
generation entering hospitality.
Helen
Apprenticeship
Helen joined us in 2018 after an
unexpected career change and in that
time has progressed from being a
housekeeper to now managing four
hotels as one of our Multi-Site Hotel
Managers. Personal development is
soimportant to Helen, and when she
learned she could do an apprenticeship
alongside her role at Premier Inn, she
jumped at the opportunity. Apprenticeships
have been a huge part of Helen’s
journey with us; she even won the
apprentice of the year award.
“I’m a really motivated individual
who loves to learn, so being
at Whitbread really suited
me. If I don’t keep learning,
I’ll go stale. I’m on my third
apprenticeship here and I don’t
plan on stopping anytime soon.
I’m so proud of everything
I’ve achieved, Ididn’t want to
be a 53-year-old doing a job
thatdidn’t make me proud.”
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Whitbread PLC Annual Report and Accounts 2025/26
CHIEF PEOPLE OFFICER’S REVIEW CONTINUED
Sean
Barnardo’s Care Experience
Young People
Sean joined Premier Inn in October
2025 and has grown in confidence ever
since; he is now a Housekeeper based
in one of our Edinburgh hotels. He has
integrated well into the wider team and
everyone speaks highly of his energy,
willingness to learn, and the care and
attention he gives to his job. His cheerful
manner was apparent right from job
application and his manager believes
he could progress to do more roles
with us over time.
His manager said:
“We’re a really close team and
through understanding the
needs of our team and the
individuals in them we can
adapt and support Sean.”
Sean said:
“Not many people give people
like me a chance and it’s made
me feel really good about
myself to have the opportunity
with Premier Inn. Iwant to keep
doing better for myself and
myfamily.”
Early Careers continued
Setting our Teams up for Success
We hire c.15,000 people every year into
roles within Whitbread and, for many, it is
their first experience of employment. We
ensure that each new starter is equipped
with the skills and confidence to perform
intheir role as we know that when we get
the onboarding experience right, people
succeed faster, and stay for longer. Our
team member induction is a blend of in
person time with their manager, digital
training for key elements and extensive in
person side-by-side training to help learners
gain proficiency in their role to deliver for
our guests. 86% of new starters tell us that
their onboarding is either very good or
good, and 89% felt confident or very
confident as a result of their induction.
Management Development
Every year we also hire, develop and promote
over 1,000 people into management roles
within our sites – ranging from first time
leadership to Multi-Site Hotel Managers. To
help us ensure we maintain a strong pipeline
of internal operational management talent,
we have developed and launched a suite
ofinternal development programmes in
FY26 under the “Progressing Into” banner.
These structured courses blend workshops,
on-the-job experience, and coaching to
prepare high-potential team members
forthe next level. The three main tiers are:
Progressing Into First Management
– forTeam Members stepping up to their
first supervisory role (e.g. Duty Manager).
Currently over 220 colleagues are enrolled
across Premier Inn. Participants gain the
foundational leadership and operational
skills needed to move into first-line
manager positions upon completion.
Progressing Into Hotel Manager – for team
members aspiring to move to Hotel Manager
(or equivalent). We’ve successfully launched
four cohorts in 2025 with excellent feedback
which gives us a great platform for the future.
This programme covers the broader leadership,
financial acumen, and multi-department
management needed to ensure our new
Hotel Managers are set up for success.
Progressing Into Multi-Site Manager
– thefirst cohort of this programme
startedin early 2026 aimed at developing
high potential Hotel Managers to be ready
for their first multi-site role. We have
27learners on this cohort.
Our Progressing Into Programmes are
complemented by our apprenticeship offer,
with Whitbread remaining as one of the
UK’s leading apprenticeship employers.
Wecurrently have over 1,000 apprentices
inlearning across our hotels, restaurants,
and Support Centre, with programmes at
every level in Operations and available in
allfunctions across our Support Centre.
Wewere rated as a top 10 Apprenticeship
employer in FY26, reflecting the quality of
our programmes, experience of our learners
and our improving achievement rates.
Theseschemes not only attract and upskill
early-career talent, but also develop our
management pipeline in Operations and
ourtechnical skills in Support Centre.
The investment in these programmes
isalready paying dividends. In the last
12months, c.60% of our hotel/restaurant
management positions were filled through
internal promotion, with our Progressing
Into courses and apprenticeships proving
invaluable in setting up those promoted
prior to their appointment. Developing our
own people not only preserves our culture
and service standards, but data shows
internally promoted managers deliver
stronger performance and higher loyalty
than external hires.
To reinforce this, we’ve established new
talent principles: regularly reviewing our
talent pipeline metrics, ensuring the “right
people are on the right programme” through
robust nomination and assessment, and
holding to a “sign off to be promoted” rule,
ensuring all internal promotions complete
the required development and are independently
assessed as role-ready before stepping up
permanently. These steps will further improve
success rates for newly promoted managers.
Leadership Development
Following the successful launch of our
Values that helped to codify our special
culture, in FY26, we took the opportunity
towork with our top performing leaders to
identify the characteristics that leaders at
Whitbread need to deliver a high-performance
culture. We ran co-creation sessions with
leaders of every level from the Support
Centre and Operations in the UK and
Germany to create our new leadership
behaviours – “How We Lead at Whitbread”.
Having defined these behaviours, between
May and November 2025, we launched them
to over 600 Support Centre managers and
1,000 Operations managers via highly
interactive
in-person workshops led by our
Senior Leaders. How We Lead has been
hardwired into our performance framework,
as well as
into our processes for assessing and
developing
potential talent, and informing
future hires.
Our commitment to developing our leaders
of today and for tomorrow continues, via
our ongoing partnership with Hult Ashridge
Business School, with whom we have built
two programmes: one programme for
future Senior Leaders, and one for our
highest potential Senior Leadership. Each
12-month programme has a curriculum that
combines residential modules, executive
coaching, mentoring from Programme
Alumni or ExCo, and Whitbread masterclasses.
STRATEGIC REPORT
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Whitbread PLC Annual Report and Accounts 2025/26
Claire
Housekeeping Team Member,
Thrive Alumni
Claire began her journey with Whitbread
through the Thrive Programme after
learning housekeeping skills at Derwen
College’s Mini Premier Inn training facility.
Cyrus
Data, Digital & Technology Graduate
Cyrus graduated with a Chemistry BSc
from the University of Nottingham
in2025 and has since found himself
working in Technology. He was attracted
to the Whitbread scheme because
itoffered the chance to explore this
asacareer path without requiring a
Technology background or associated
degree, something few other schemes
he looked into provided. This, combined
with
the recognition Whitbread regularly
receives
as a UK Top Employer and
Robbin
People Apprentice
Robbin joined Whitbread as a People
Apprentice in October 2025, having
achieved a Triple Distinction in a National
Extended Diploma in Business from
Central Bedfordshire College. She was
attracted to Whitbread because of its
genuine commitment to developing
young talent, and felt it was the perfect
place for her to start and grow her career.
Her role gives her the opportunity to lead
key projects within Talent, Development
and Inclusion, gain experience across the
wider People function, while studying for
a L5 People Professional qualification via
an Apprenticeship.
“Joining Whitbread after college
opened doors I never expected
so early in my career. With
the support of my team; who
have encouraged me, offered
guidance, and pushed me
towards new opportunities; I’ve
been able to grow, learn, and get
involved in meaningful work that
celebrates the achievements of
people across the organisation.
Starting my first apprenticeship
here has been a hugely positive
experience, and I’m excited to see
what comes next at Whitbread.”
This investment is part of our commitment
to building Whitbread’s leadership pipeline
for the future.
Overall, Whitbread’s learning and
development investments in FY26 have
strengthened our internal pipeline and
reduced reliance on a challenging external
labour market. We have continued to
provide an entry point for young people to
start an exciting career in hospitality and
remain passionate about social mobility. By
giving team members clear opportunities to
grow – from apprenticeships to leadership
programmes – we not only fill roles more
effectively, we also boost engagement and
retention and ensure we continue to offer no
barriers to entry and no limits to ambition.
Our teams have truly exhibited our
Valuesover the last year, consistent in
theirpassion, pride, warmth, and brilliance.
Wecontinue to invest in our people, both
toenable fulfilling jobs today and to unlock
their potential for the future, so that we can
continue to deliver memorable experiences
for our guests.
Rachel Howarth
Chief People Officer
29 April 2026
Premier Inn’s exciting growth internationally,
he felt it was an exciting time to join
thebusiness.
So far, he has learnt how interconnected
the Technology world is, with projects
spanning various teams and organisations.
It’s a constantly evolving environment
that keeps things exciting and fresh and
there is always something new to learn.
“I am particularly excited to
spend a month in Germany to
learn more about Whitbread’s
expanding operations there.
Overall, I believe Whitbread is
a great place to work and gives
me the opportunity to work on
projects with tangible impact
and where the benefits can be
seen directly at sites. Not many
office jobs canofferthat!”
She started her first paid role in 2015 and
recently celebrated her ten year work
anniversary with Premier Inn. Overthe
past decade, she has grown in confidence
and become a much loved member of the
team in Berwick Upon Tweed. Hotel
Manager Rosalind Bachesays,
“Claire is incredibly bubbly and
lively. Everyone gets on well
withher.”
Reflecting on her journey, Claire says,
“I’m so happy here in Berwick.
Ihave so many friends and I love
working atPremier Inn.”
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Whitbread PLC Annual Report and Accounts 2025/26
SUSTAINABILITY
Our 2025/26
performance
As the business navigates economic, social
and environmental challenges, it is clear to
me that our Force for Good strategy is
more critical than ever. Whether attracting,
engaging and retaining the best colleagues
in a market fighting for talent, reducing
costs and risks to make our business more
resilient, or generating revenue by meeting
increasing sustainability requirements of
customers, Force for Good is good for
business and core to our strategy. We now
have 2,300 low-carbon* hotel rooms – c.800
of which we developed this year – more
than any other hotel chain in the UK&I.
We remain committed to our published
targets and have made progress during the
year in a number of areas, some highlights
of which are set out in the pages that
follow. I’m proud of our cross-functional
teams and leaders working hard to find
innovative, commercially advantageous
solutions and embed new ways of working.
We continue to include ESG KPIs in our
annual incentive plan for all salaried
employees and executive directors to
maintain focus on this important agenda.
“Our Force for Good
programme is not
only delivering great
environmental and social
results which we can
all feel proud of, it also
drives financial returns,
reduced risk, protected
reputation and
operational resilience.”
Clare Thomas
General Counsel
Key performance indicator
Performance in2025/26
(dark purple) vs target 2024/25 Market
Link to
materialtopic
45% female representation
in our leadership
population
1
in2026
40.4%
female representation
39.5%
UK&I and
Germany
5
10% ethnic minority
representation
inourleadership
population
1
in 2026
7.4%
ethnic minority
representation
9.3%
UK&I
5
1 Leadership population is defined by all Head and Director roles.
Key performance indicator
Performance in 2025/26
(dark yellow) vs target 2024/25 Market
Link to
materialtopic
20% saltreduction
inourmenus from
a2017baseline
12%
salt reduction
21.2%
UK&I
6
20% sugarreduction
inour menus from
a2015baseline
23.5%
sugar reduction
24.7%
UK&I
6
20% calorie reduction
inour menus from
a2017baseline
4%
3.1%
UK&I
6
We will raise £2.7m
in2025/26 for Great
Ormond Street
HospitalCharity
£2.6m
raised
£2m
UK
7
Opportunity
Community
Climate change
1
Circular economy
3
Supply chain
4
Equal treatment and opportunities for all
5
Corporate culture
7
Product safety and quality
6
Water
2
Material topic key
We have long, medium and short-term targets to drive progress
and remain accountable. We review these targets annually to
ensure they are still relevant, amending existing or adding new
onesas needed.
* ‘Low-carbon’ means that the hotels are
powered by electricity backed by Renewable
Energy Guarantees of Origin (REGO) and no
gas or LPG is used for water and space heating
and cooking.
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Whitbread PLC Annual Report and Accounts 2025/26
Responsibility
Key performance indicator
Performance in 2025/26
(dark green) vs target 2024/25 Market
Link to
materialtopic
99.6% absolute reduction
in Scope 1 and 2 emissions
by 2040 from a 2016/17
baseline
48.3%
reduction
46.4%
1
UK&I and
Germany
1
84.1% emissions intensity
reduction in Scope 1 and
2 by 2030 from a 2016/17
baseline
63.0%/m
2
reduction
61.5%/m
2
1
UK&I and
Germany
1
90% absolute reduction
in Scope 3 by 2050 from
a 2018/19 baseline
21.0%
reduction
16.7%
UK&I and
Germany
1
4
58.1% emissions intensity
reduction in Scope 3
by2030from a2018/19
baseline
38.1%/m
2
reduction
35.7%/m
2
1
UK&I and
Germany
1
4
36.4% absolute
reductionin FLAG
Scope3 by2030from
a2018/19baseline
40.2%
reduction
32.5%
UK&I and
Germany
1
4
Reduce water use in the
UK by 20% per guest by
2030 from a2019/20
baseline
18.0%
reduction
14.2%
UK&I
1
2
Cut food waste by 50%
by 2030 from a 2018/19
baseline
39.5%
reduction
31.3%
UK&I
1
3
We will not send any
operational waste
tolandfill
100%
operational waste
divertedfromlandfill
99.3%
UK&I and
Germany
3
100% of our suppliers
willbe assessed
forinherent human
rightsrisk
100%
suppliers risk assessed
100%
UK&I and
Germany
4
1 Restated number for 2024/25 due to a change in the methodology for m
2
calculations.
Key performance indicator
Performance in 2025/26
(dark green) vs target 2024/25 Market
Link to
materialtopic
100% cage-free status
onall whole shell and
ingredient eggs by 2025
100%
of eggs sourced from
cage-free farms, accredited
by British Lion and Bord
Bia (Origin Ireland Q-Mark)
85.4%
UK&I
4
100% of raw beef willbe
produced toarecognised
farm assurance scheme
initscountry of origin
100%
of our raw beef range
100%
UK&I
4
100% of wild caught fish
served will be Marine
Stewardship Council
(MSC) or equivalent
certified
100%
of wild caught fish served
100%
UK&I
4
100% of palm oil in own
recipe products willbe
Roundtable on Sustainable
Palm Oil (RSPO) certified
bythe end of2025
100%
of palm oil in our own recipe
products
73%
UK&I
1
4
STRATEGIC REPORT
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Whitbread PLC Annual Report and Accounts 2025/26
Our Property team continues to design
high-efficiency and low-carbon hotels,
whether new build or retrofit, reusing
existing structures where possible to reduce
embodied carbon and construction waste.
For example, in Old Bailey, London, we
opened a 212-room hub by Premier Inn hotel,
transforming the former Snow Hill Police
Station and retaining the facade and other
important heritage features of a Grade II
listed landmark. The hotel’s heating and hot
water are generated via air-source heat
pumps, and heat recovery systems create a
low energy demand. This hub also features
ablue roof design, which means it stores the
rainwater and releases it slowly to reduce
flood risk in the area.
The decarbonisation activity underway
drives not only emissions reductions, but
also financial benefit for the business. The
installation of lower-flow showers across
the estate is estimated to reduce annual
operating costs by £3.7m once fully deployed.
Targeted capital investments in asset efficiency
offer attractive medium-term returns with
an estimated 4.4-year payback and strong
lifetime ROCE. The transition from gas
boilers to heat pumps is expected to be
broadly cost-neutral in operation, with
financial returns improving over time as
electricity costs become more competitive
relative to gas.
Overall, the programme demonstrates that
disciplined decarbonisation investment can
enhance cost efficiency, asset resilience and
long-term value.
Our absolute Scope 3 emissions have
reduced by 21% from a 2016/17 baseline,
thanks predominantly to lower purchases
offood with high embodied carbon –
another result of the strategic transformation
of ourbusiness.
We have established a Scope 3 Net Zero
Working Group to oversee the delivery of
our Scope 3 reduction plan, including senior
representatives from the teams who determine
what we buy and who we buy it from.
In2026/27, we will publish our refreshed
Net ZeroTransition Plan considering both
our operational and supply chain carbon
and taking into account risks and
dependencies.
This year we continued to change the shape
of our business, divesting some of our
branded restaurants and converting others
into higher-returning hotel rooms. This
allows us to adopt lower-carbon technologies
into our designs. The majority of the extensions
are built using timber frames that are lower
in embodied carbon than its alternative –
concrete; and 90% of the 3,000 rooms
delivered through our AGP will be low-carbon
1
,
powered by electricity, without adding new
gas connections.
We also made a significant change to our
procurement model, transitioning a majority
of our food purchases to a wholesaler. ESG
was a core part of the tender and onboarding
process, giving us much better visibility of,
and influence over, ESG topics with a significant
part of our supply chain. Our new partner
isworking closely with us on social and
environmental assessments, food waste
reduction, decarbonisation, packaging
andmore.
Our social mobility work is broadening our
talent pool and helping fantastic colleagues
into new careers. We’ve slightly increased
representation of women across our leadership
population. We’ve also made progress
towards our goal of supporting 100 interns
per year across the UK. The passion of our
teams to fundraise remains steadfast and
the results of their efforts are admirable
with a further £2.6m raised for GOSH
duringthe year.
By keeping our Force for Good programme
aligned to the core business strategy, we
continue to make progress and embed
sustainability into the business as usual.
Responsibility
The decarbonisation of our operations and
value chain remains strategically important
both to reduce operational costs and supply
chain risks, and to meet the requirements
ofour customers.
In 2025/26, we made further progress
towards our carbon targets, thanks to the
ongoing switch from gas boilers at the end
of their life to air-source heat pumps and
theupgrade to lower-flow showers – either
removing or lowering demand for gas for
heating and hot water.
We have now reached 2,300 low-carbon
1
rooms
across our estate, more than any
other UK&I hotel chain, c.800 of which were
delivered during the year, including four
new hotels in the UK. These are rooms for
which the power, heating and hot water are
entirely run by electricity backed by
Renewable Energy Guarantees of Origin
(REGOs). REGOs certify
that the equivalent
number of units of electricity
purchased have
been generated from renewable sources
such as wind or solar – moving us away
from fossil fuels. We haveachieved a 63%/m
2
emissions intensity reduction in our Scope 1
and 2 emissions, and absolute reduction of
48.3% on a market basis from a 2016/17
baseline.
Year in review
Scope 1 and 2 intensity
reduction, tonnes of carbon/m
2
2022/23
2021/22
2023/24 2024/25 2025/26
0.025
0.023
0.019
2
0.018
SUSTAINABILITY CONTINUED
0.025
1 ‘Low-carbon’ means that the hotels are
powered by electricity backed by Renewable
Energy Guarantees of Origin (REGO) and no
gas or LPG is used for water and space heating
and cooking.
2 Restated number for 2024/25 due to a change
in the methodology for m
2
calculations
(seepage 139).
STRATEGIC REPORT
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Whitbread PLC Annual Report and Accounts 2025/26
We continue to reduce demand for
waterthrough the installation of low-flow
showerheads and taps and replacing
toiletflushes with more efficient systems.
Theselow-flow solutions not only reduce
carbon, as less water is heated, butalso
reduce consumption and costs. All solutions
are trialled with guests to ensure that they
still get the same great Premier Inn experience.
We have made good progress this year
towards our food waste target – hitting
almost 40% reduction on our 2018/19
baseline and 12% year on year. This is due to
increased focus on site-level engagement
and strengthening operating standards, as
well as using improved data totarget
specific products that are drivingwaste.
Progress on our food waste target has also
been enhanced by AGP which involves
converting branded restaurants into hotel
rooms, optimising the delivery of F&B at
these sites.
Bins with AI vision continued to collect
data, which has allowed us to track in detail
exactly what is thrown away, how much and
at what time of day. From this data, we
have built a plan for the coming 12 months
to reduce plate waste and buffet waste at
breakfast time. We recognise that some
residual waste isinevitable – especially
witha buffet breakfast format – and have
extended our partnership with Too Good
ToGo (now at over 90 sites), which stops
good food goingin the bin while also
delivering a financial return.
Opportunity
The people-focused aspects of our Force
for Good agenda remain fundamental to our
success. Whitbread provides employment
inhundreds of local communities and
supports skills and career development.
The hospitality industry is one of the most
socially inclusive industries, and our approach
to diversity and inclusion reflects this.
Atleadership level, we are making steady
progress towards our target of 45% of
women in our leadership by considering
diversity in senior appointments and
succession planning. Over the past year,
we’ve increased our focus on internal
talentmanagement and future leadership
development to build a more diverse pipeline.
Asimportantly, we champion inclusion
across the business with an active community
of networks – GEN (Gender Equality), REACH
(Race, Ethnicity and Cultural Heritage), GLOW
(LGBTQIA+), andenAble (Disability and
Neurodiversity) – raising awareness and
driving policy improvements.
We regularly listen to our teams through
both our employee engagement survey
andour elected representative forum –
OurVoice – with over 80% of our colleagues
sharing their views in 2025/26. This underpins
our inclusive culture and approach to
employee wellbeing, hearing from and
acting upon our team’s feedback. A specific
initiative that our teams requested was more
help in understanding their finances, and a
core part of our wellbeing activity focused
on financial education across budgeting,
debt management, savings andpensions.
We are passionate about giving our
employees opportunities to further their
careers and run comprehensive development
programmes to foster progression, alongside
an apprenticeship offer for all levels within
the business. Our offer covers everything
from early careers, partnering with local
schools and colleges, through to leadership
development in conjunction with Ashridge
Management College. We currently have
over 1,000 apprentices in learning and
over300 people engaged in one of our
management or leadership courses.
We have specific plans focused on youth
and social mobility. We partner with Barnardo’s
to offer a ten-week pre-employment
programme for care-experienced young
people, and via ourThrive initiative,
partnering with special educational needs
organisations to support students into the
workplace, which marked its ten-year
anniversary in 2025/26. Our longstanding
collaborations with Derwen College and
Hereward College havesupported more
than 30 students withlearning difficulties
totransition intopermanent jobs through
supportedinternships.
More detail can be seen on page 57
(CPOsection)
Community
Our teams are passionate about the work
they do, raising funds for charity partners
and contributing to their communities.
Weraised £2.6m for GreatOrmond Street
Hospital Charity (GOSH) and our long-standing
partnership has reached an important
milestone. We are halfway to raising £20m
for the new Children’s Cancer Centre due
toopen in spring/summer 2028, with £10m
now secured. In total, thanks to our colleagues,
guests and partners, we have raised almost
£29m for GOSH since 2012, contributing to
the development of three clinical wards and
a dedicated patient-carer lounge within the
new facility.
We remain committed to improving
community health and nutrition through
improvements to our food and beverage
offerings. We engaged with government
andsector stakeholders to support policy
development, including DEFRA’s Food
Strategy, the NHS 10 Year Plan on mandatory
healthier sales reporting, and the Department
of Health’s review of the Nutrient Profiling
Model. In 2025/26 we transitioned to a new
sourcing model that has resulted in a lack of
progress towards the sugar, salt and calorie
targets. In addition, the new flavour profiles
we introduced to respond to current trends
were slightly higher in salt content. We are
addressing both in the coming year and
look forward to seeing the Government’s
new targets to help inform our approach.
We responded to the government’s increased
focus on High Fat, Sugar or Salt (HFSS),
reviewing our core menus and revising our
internal targets to reduce the number of
dishes classified as such.
There is a lot for us to be proud of in
ourForce for Good results to date, and I’m
looking forward to supporting our teams to
deliver against the plans we have set out for
the coming year. Force for Good supports
our short, medium and long-term resilience,
reducing risks, driving returns and protecting
our reputation – it remains a key value driver
for our future.
Clare Thomas
General Counsel
29 April 2026
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PRINCIPAL RISKS AND UNCERTAINTIES
Understanding and responding to risk
Risk management reporting and escalation
Board
Accountable for strategic risk management, including the assessment ofriskappetite,
andensuringasoundsystem of internal control and riskmanagement is in place.
Read more on pages 96 to 99
Executive
Committee
Review, challenge and approvalofGrouprisks.
Read more on page 100
Risk Working
Group
Identify and evaluatenew risks,
monitor risk interdependencies
and report key risks to the
Executive Committee.
Audit
Committee
Oversight and challenge of the
effectiveness of risk management
and mitigating controls.
Read more on pages 109 to 115
Internal
Audit
Co-ordination
andanalysis.
Read more on pages 112 and 113
Governance, strategy, oversight and communications
Risk management framework
An effective and robust risk
management framework
is integralto achieving our
strategic priorities. Our success
is underpinned by our ability to
identify, manage, and mitigate
risk within our business.
We can never fully avoid or eliminate risk,
which arises naturally from operational and
strategic decisions taken. Instead, we actively
manage and harness risk as far as is practical,
whilst pursuing our business objectives.
The Board has ultimate responsibility for
risk management throughout the business
and determines the nature and extent of
therisks we are willing to take. Certain
responsibilities, including overseeing the
systems of risk management and internal
control, have been delegated by the Board
to the Audit Committee, which completes
an annual review of the effectiveness of
these processes. The Executive Committee
is responsible for the identification and
day-to-day management of significant risks.
A bi-annual top-down risk assessment
captures Board and Executive views
ontheprincipal risks facing the business
andinforms updates to risk appetite and
mitigation actions. This enables us to keep
up to date with changes in our risk profile
and adapt as necessary. Actions required
tomanage these risks are monitored and
reviewed on a regular basis.
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All principal risks are owned by a member
of the Executive Committee and this,
combined with our robust three lines of
defence model, helps to reinforce a culture
of accountability throughout the business.
Internal Audit constructs a risk-based audit
plan, aligned to the principal risk register,
toprovide independent assurance over
ourhighest risk activities.
Risk appetite
Risk appetite is defined as the level of risk
we are willing to accept in pursuit of our
strategic priorities. For principal and emerging
risks, this is determined on an annual basis
by the Executive and Board members, who
assess risk appetite against key indicators
including potential impact of risk, likelihood
of risk and ability to reduce risk through
mitigation. This ensures alignment between
our view of acceptable risk exposure and
the strategic priorities of the business.
The Executive Committee communicates
the appetite for risk, to embed this within
our ways of working and this is considered
when making strategic or operational
decisions regarding new opportunities
forthe business.
Emerging risks
Emerging risks are new or evolving uncertainties
that can be difficult to quantify but have
the potential to materially affect the Group
over the longer term. The pace of change
inareas such as technology, legislation and
geopolitics reinforces the importance of
proactive horizon scanning. Through our
risk management framework, management
conducts an annual review of industry trends,
external insights and peer developments to
identify potential issues atan early stage.
We have identified the following key
emerging risks:
• Ongoing geopolitical tensions in certain
regions continue to create uncertainty
forbusinesses operating in, or welcoming
guests from, affected areas. While Whitbread
has only a limited presence in these regions,
the safety and wellbeing of our guests
and team members remains paramount.
Amaterial escalation in geopolitical
conditions may disrupt local operations,
impact travel demand and negatively
affect customer confidence and the
Group’s reputation.
• The shift in government priorities and
increasing fiscal pressures are creating
amore uncertain policy landscape.
Evolving decisions on taxation, labour
regulation, planning, and industry specific
measures may increase operating costs or
constrain demand. We continue to closely
monitor policy developments and engage
with government and industry bodies
toanticipate change. Scenario planning
helps ensure we can respond quickly
toemerging regulatory or fiscal shifts.
We also continue to monitor other emerging
risk topics previously highlighted, which
reflect a more volatile and rapidly evolving
external environment. Changes in global
political and economic alignments may
increase uncertainty and disruption across
markets, supply chains and costs. Rapid
advances in digital technologies, including
AI, may create risk if platforms, controls and
capabilities do not keep pace with business
needs. In parallel, evolving workforce dynamics
from younger generations may have longer-term
implications for engagement, retention and
organisational resilience.
Updated risks
Internal and external factors, as well as
continued uncertainty of key drivers, mean
the nuances in the detail of our risks are
constantly changing. Risk descriptions
areperiodically reviewed and updated to
ensure they remain an accurate reflection
ofthe risks faced by the business.
Risk identification
Our risk management framework is efficient
and effective, and is embedded across the
business. Risk Owners identify and regularly
review functional, operational and strategic
risks that may affect the delivery of their
objectives, and implement mitigation actions
as appropriate, to maintain exposure within
acceptable levels. This is underpinned by
clear governance arrangements, supported
by proportionate reporting and defined
escalation routes across the framework.
Risks are often highly interdependent,
meaning changes to one risk can affect
multiple existing risks or result in new risks
being created. The Risk Working Group
(RWG) is a collaborative forum, which
includes organisation-wide representation,
allowing us to utilise insights from senior
leaders to monitor these interdependencies
effectively and proactively identify associated
new risks. The RWG reports directly to the
Executive Committee.
Image: hub by Premier Inn Farringdon (Old Bailey)
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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
Principal risks
Risk Key mitigations
Uncertain Economic Outlook
Uncertain UK and Germany economic outlook due to broader
macroeconomic trends, geopolitical volatility, and local political
instability. This uncertainty may affect consumer confidence; reduce
domestic and international travel and ultimately weaken hotel
market demand.
Continued fiscal pressure on governments to increase taxation could
drive structural increases in our operating cost base such as employee
taxes, business rates, regional levies, or duties and tariffs on imports,
that disproportionately impact the hospitality sector or property
ownership. Persistent inflation across key goods and services such
asutilities, food costs and construction materials combined with
supply chain disruption further exacerbates cost pressures.
Higher interest rates may impact the cost of borrowing, affect
property valuations and constrain our ability to fund growth,
placingpressure on balance sheet strength and cashflows.
• We are actively lobbying government directly and alongside industry bodies to
highlight specific hospitality challenges.
• We have a strong balance sheet, with substantial liquidity and a large freehold
property base, giving us the option to raise additional funds by entering into
sale and leaseback agreements, if required.
• We continue to make good progress with our efficiency programme and
rolling utilities hedging to offset inflationary and demand-led pressures and
maintain rigorous discipline over our capital spend and costs.
• We continue to execute our strong commercial strategy, designed to increase
market share and financial returns through execution of several commercial initiatives.
• Our rigorous business planning process considers many scenarios and
appropriate responses, always seeking to drive increased returns and create
value for shareholders whilst continuing to manage risk.
• We continue to make good progress in executing our F&B transformation
strategy to drive returns improvement and share price protection
Strategic priorities
Risk appetite
N/A
Movement vs prior year
Increase due to impact of
business rates and inflation.
Cyber and data security
Businesses are subject to continuously evolving methods of
cyber-attack. The digital world expands the potential impact arising
externally to Whitbread’s infrastructure due to our interconnectivity
and reliance on a significant number of suppliers that enables our
technology. Data breaches or operational disruption caused by
malware such as ransomware, can result in a loss of revenue, brand
trust, regulatory fines and have an adverse impact on the Group’s
share price.
• Established operational resilience programme, with cross functional ownership
of business continuity plans focusing on minimal viable product.
• We have a specialist team and mature Information Security Management in place
with a wide range of proactive and reactive security controls including up-to-date
antivirus software across the estate, network and system monitoring, and regular
penetration testing to identify vulnerabilities.
• All IT change and engineering has information security built-in by design.
• A continuous security improvement programme is in place, with regular internal
and external independent reviews of the control effectiveness and maturity.
• Our mature risk process and proactive threat modelling and monitoring
allowus to identify and address threats at the earliest opportunity.
• We have solid compliance foundations across all countries for data protection
and effective collaboration between the Information Security and Data
Protection teams to minimise risks and ensure compliance with GDPR.
Strategic priorities
Risk appetite
Cautious
Movement vs prior year
Movement vs prior year
Lower
Higher
Level
See page 2
Strategic priorities
Grow and innovate
in the UK
Focus on our strengths
to grow in Germany
Enhance our capabilities to
support long-term growth
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Whitbread PLC Annual Report and Accounts 2025/26
Risk Key mitigations
Potential RevPAR impact from prolonged
strategic changes to the food and beverage
proposition
There is a risk that the continued uncertainty from proposition
changes for our guests and team, may damage Premier Inn’s brand
perception, operational excellence and desire to eat in our sites,
losing share to other local F&B operators.
Whilst some impacted properties continue to be marketed for sale,
this risk continues to be prevalent. Stand-alone F&B operations are
also being impacted by current operational challenges in a highly
competitive market, with sector driven inflationary pressures and
recent people-related legislation costs.
Overall, the various states of our F&B offer may become less
relevant or appealing to guests and continue to be a drag on senior
management time, investment and resources to resolve.
• The extension of the AGP programme aligning to our strategic objectives,
withstrong F&B-focused leadership.
• New menus and propositions have been launched, including revenue
opportunities focusing on specific trading times throughout the day,
premiumisation and improvement of guest experience by integrating
groundfloor spaces inside our hotels.
• We harness better buying with supply chain and procurement targets.
• We are always considering how best to serve our customers with extensive
market research and customer feedback.
• Optimisation of marketing spend via specific key event-led initiatives
throughout theyear.
Strategic priorities
Risk appetite
Open
Movement vs prior year
Increase due to extended
timeframe for executing
activities, as well as the
impact of F&B re-organisation.
Strategic business change
andinterdependencies
The risk that we are unable to deliver major transformational
programmes on time and realise benefits, due to the high volume
ofchange. This may disrupt core business processes, operational
efficiency and potentially affect guest experiences. This risk specifically
relates to estate optimisation; the ongoing strategic review of our
food and beverage offering; and commercial optimisation initiatives.
Additionally, embedding new ways of working, having successfully
delivered our new reservation technology and HR and payroll
system, presents further challenges. This risk remains elevated due to
cross-programme dependencies, the scale and pace of organisational
change, extensive operational impacts and the significant associated
investment intechnology.
• To help ensure successful delivery of the change projects, we have enhanced
internal project delivery expertise with a dedicated strategic project
management office (PMO) function, supported by a robust assurance
management framework.
• This framework is coupled with regular reporting, cross-functional forums
andmonthly reporting to the Executive Committee.
• Our mature and independent programme assurance plan ensures aligned
assurance utilising subject matter experts to provide external insight.
• We engage with various change experts and strategic partners to gain
knowledge, challenge and insights.
Strategic priorities
Risk appetite
Balanced
Movement vs prior year
Recognising the delivery
andmaturity of various
programmes in the year such
as HR and payroll system,
supply chain transformation,
outsourced guest contact
points and
securing our
systems’ networks.
Movement vs prior year
Lower
Higher
Level
See page 2
Strategic priorities
Grow and innovate
in the UK
Focus on our strengths
to grow in Germany
Enhance our capabilities to
support long-term growth
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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
Risk Key mitigations
Brand strength and customer demand
Demand for our products and services can be impacted by a number
of factors including changes in customer behaviour, brand perception
and competitor activity. The Group’s brands need to remain relevant
in order both to compete effectively with new and existing sector
operators and evolving market dynamics. The importance of brand
relevance can increase during periods of market weakness or if
more challenging economic conditions prompt consumers to become
more focused on price and value, at the same time competitor
activity can become more aggressive and disruptive. Given the
prominence of the Premier Inn brand, negative media coverage
could have an adverse reputational impact and influence consumer
behaviour and booking volumes. The combined impact of these
factors may present a risk to market share, potential returns and
cash flow.
• We perform extensive top line scenario modelling, fed by regular competitor
and market analysis, allowing us to assess the impact of various structural
shifts on the business and enabling us to make informed decisions.
• Our Customer & Trading Committees track metrics including Brand Index,
netpromoter score, and customer satisfaction and feedback to supplement
alldecision-making.
• We continue to focus on market share trading initiatives and perform in-depth
reviews into the impacts of key competitors to our business.
• There is an established Commercial and Customer Plan with ongoing
development and investment in customer proposition to maintain quality
andreflect demands of different segments.
• We perform proactive public relations activities including monitoring of all
media and prompt responses to any significant negative coverage that might
have a bearing on our reputation or our commercial activities.
Strategic priorities
Risk appetite
Cautious
Movement vs prior year
Changing distribution landscape and emergence
of AI-led search
Ongoing changes in the distribution landscape, including the
growth of online travel agents, AI-led search and specialist platforms,
may reduce the effectiveness of our current distribution strategy.
This could be particularly relevant with certain consumer groups
such as the under 35s who are less likely to go direct to brands and
more likely to shop around or seek help and advice when choosing
a hotel. Compounding this with AI usage in the hotel research
journeys could lead to a decline in direct bookings, reduced
brandloyalty, and potential revenue loss.
• Continuous monitoring of the competitor and technology landscape.
• Development of third-party distribution strategy and building of strategic
relationships with third parties.
• Continue good progress to execute customer-focused strategy.
Strategic priorities
Risk appetite
Balanced
Movement vs prior year
New risk at half year
Movement vs prior year
Lower
Higher
Level
See page 2
Strategic priorities
Grow and innovate
in the UK
Focus on our strengths
to grow in Germany
Enhance our capabilities to
support long-term growth
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Whitbread PLC Annual Report and Accounts 2025/26
Risk Key mitigations
Germany profitable growth
Uncertain German economic outlook or failure to achieve a flexible
operating model, may impact our ability to build the Premier Inn
brand, deliver market growth assumptions and deliver our targeted
level of return in a timeframe that satisfies shareholder and analyst
expectations, whilst recognising the significant amount of capital
now invested. This risk is partially offset by opportunities to acquire
sites arising from competitor weakness.
• We are able to use the deep level of skills and experience used to build the UK
business, coupled with our strong development team and new leadership in
country. This allows us to perform detailed and ongoing assessments of the
German market and economic fundamentals at both a micro and macro level.
• Focus continues to be on the development of our strong organic and small
M&A growth pipelines, to become the number one hotel brand in Germany.
• We reduce capital costs through better buying power and harness efficiencies
and synergies with the UK business.
• A clear commercial plan and operational model driving improved profitability
along with the continued maturity of the estate and brand.
Strategic priorities
Risk appetite
Open
Movement vs prior year
Property finance execution
Unable to economically refinance and or sell assets to realise value,
whether via sale and leasebacks or alternative property-related
financing structures, within timeframes. This risk arises from adverse
market conditions, specifically affecting hospitality assets, or reduced
appetite among key investor groups such as defined-benefit pension
funds for property-backed assets; or increased due diligence
requirements. In addition, the continued slow recovery of the real
estate market could impact the potential future growth and pipeline.
This may limit the Group’s ability to realise property value, recycle
capital andgenerate cash within target timeframes and manage
leverageeffectively.
• We have a strong balance sheet that we can use to access a wide variety
ofdifferent property-related opportunities.
• Our strong financial covenants make us attractive to investment funds
asapreferred hotel tenant.
• We have a robust capital investment framework with updated analysis
including yield ranges (+/-50bps), coupled with an experienced and
well-networked Property team to support decisions.
• We perform continual monitoring of the market with sale and leaseback yields
tested regularly.
• Our committed pipeline remains solid.
Strategic priorities
Risk appetite
Balanced
Movement vs prior year
New risk at half year
Movement vs prior year
Lower
Higher
Level
See page 2
Strategic priorities
Grow and innovate
in the UK
Focus on our strengths
to grow in Germany
Enhance our capabilities to
support long-term growth
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PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
Risk Key mitigations
Health and safety
Death or serious injury arising from company negligence or a
significant failure in food safety, in particular the risk from allergens,
fire safety, security arrangements or other significant safety
controls. This could be due to a failure in safety standards, supply
chain provenance, responsible sourcing, poor hygiene standards, or
a direct targeted terrorism attack, all of which could lead to adverse
publicity, loss of revenue, brand damage and a sudden orprolonged
downturn in demand in key markets and locations.
• The safety of our guests and employees is of paramount importance. NSF, an
independent company, undertakes unannounced health and safety audits at
sites covering food, fire, and general health and safety requirements. Compliance
with these requirements is incentivised as part of site WINCard measures.
• We have robust fire safety policies, procedures and training for our team
members, and work closely with independent fire safety consultants regarding
fire safety in our hotels.
• We have stringent food safety and sourcing policies with robust traceability
and testing requirements, including the independent audit of key suppliers
inour supply chain. We invest considerable resources into employee training
along with allergen information, which is made easily accessible both online
and at sites.
• Regular health and safety updates are provided to the Risk Working Group,
Executive Committee and Board.
• We invest in on-going site level training to help identify hostile reconnaissance
activities and to ensure we have an appropriate response should such events
take place. The executive team also holds crisis management exercises to
ensure we are prepared for such events.
Strategic priorities
Risk appetite
Cautious
Movement vs prior year
Third-party arrangements and supply
chainrigour
Whitbread relies on a number of key third-party suppliers to
support the effective operation of its hotels and support centre
activities, including IT, food and beverage, distribution, and laundry
services. Withdrawal of services by one or more of these suppliers,
provision of services below acceptable standards, lack of or failure
of information security controls; or reputational damage arising
from unethical supplier practices could cause significant
businessinterruption.
• We continually review our preferred supplier partnerships and business
continuity arrangements. Business continuity plans are in place for critical
suppliers, whilst enhanced supplier performance monitoring allows proactive
action when required.
• We expect our suppliers’ practices to be in line with our values and standards.
Suppliers are thoroughly vetted before we enter into any arrangements to
ensure they are reputable and then monitored through our supplier
management arrangements.
• We have evolved our international sourcing strategy by exploring additional
capacity in China, while also focusing on local suppliers and utilising stock
holding capacity in our Germany warehousing facility.
Strategic priorities
Risk appetite
Balanced
Movement vs prior year
Movement vs prior year
Lower
Higher
Level
See page 2
Strategic priorities
Grow and innovate
in the UK
Focus on our strengths
to grow in Germany
Enhance our capabilities to
support long-term growth
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Whitbread PLC Annual Report and Accounts 2025/26
Risk Key mitigations
Talent, attraction and retention
Recruitment and retention remain a challenge due to the structural
shifts in the labour market, with occasional shortage in key roles,
such as chefs, and cost-of-living pressures disproportionally
affecting the hospitality sector.
To be an agile organisation we are embedding people changes as
part of our everyday ways of working and as a cultural strength,
creating a multi-skilled workforce, driving efficiencies in a sustainable
manner. Substantial organisational changes driven by strategic
business programmes could also impact job security perception,
affecting team engagement, external employer sentiment and
Whitbread’s ability to attract top diverse talent. These factors may
result in cost inflation and potential business disruption.
• The success of our business would not be possible without the passion and
commitment of our teams. Team engagement is fundamental. We monitor this
closely through our annual engagement survey and invest in ongoing development,
wellbeing and engagement, along with driving our diversity and inclusion strategy.
• We have a dedicated Direct Hire Resourcing Team, and in addition
tooptimising our model, we continue to enhance our employer brand
presencewith a particular focus on youth.
• Team retention is a key component of our WINCard and Annual Incentive
Scheme, with long-term incentive schemes in place for senior team members.
• We have focused reviews of remuneration in key areas each year and regularly
benchmark our reward packages against the market to ensure theseremain
attractive.
Strategic priorities
Risk appetite
Balanced
Movement vs prior year
Stable labour market, strong
employability credentials due
to established brand, good
retention and attraction.
Environmental, Social and Governance (ESG)
As a business we have an impact on and can be impacted by a wide
variety of sustainability issues. A changing regulatory landscape and
high costs related to decarbonisation, may mean we are unable to
meet our publicly stated carbon targets which potentially could
result in an increase to our costs through carbon taxation and/or
reputational damage. More regular extreme weather events impacting
our hotels, causing water shortages, affecting natural resources or
disrupting our supply chain may materially affect our ability to
operate or increases costs.
Socially unacceptable practices such as unethical sourcing issues
e.g. modern slavery or poor working conditions could damage our
reputation and reduce customer, supplier and/or investor confidence.
In addition, the volume of ESG legislation including reporting
requirements to comply with the Corporate Sustainability Reporting
Directive and the Task Force on Climate-Related Financial Disclosures,
could result in increased cost or complexity to deliver, or increased
potential to incur fines or penalties from non-compliance.
• Our Force for Good programme and structured sustainability governance
forums drive our ESG agenda. We set targets and strategies around emissions,
food procurement and waste, carbon and water reduction, and diversity and
inclusion ensuring our accountability for positive change.
• Our TCFD response helps us to identify and assess key risks, opportunities
andimpacts of climate change to the business.
• We champion inclusivity and improving diversity across the organisation with
our inclusion networks raising awareness, education, and influencing policy
within the business, to ensure our teams feel supported and engaged.
• We perform regular ethical supplier audits combined with our responsible
sourcing policies and initiatives ensuring ethical end to end buying.
• We revise our public Net Zero Transition Plan at least every three years
asperbest practice guidance. Internally, we regularly review progress,
implementation and our trajectory towards our near term and long-term
targets, drawing on our internal expertise supported by external guidance
andextensive modelling across all three scope areas.
Strategic priorities
Risk appetite
Balanced
Movement vs prior year
Movement vs prior year
Lower
Higher
Level
See page 2
Strategic priorities
Grow and innovate
in the UK
Focus on our strengths
to grow in Germany
Enhance our capabilities to
support long-term growth
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VIABILITY STATEMENT
The UK Corporate Governance Code 2024
requires that the Directors have considered
the viability of the Group over an appropriate
period of time selected by them.
The Board acknowledges that, despite the
performance of the business, there are a
number of factors that continue to cause
uncertainty to the Group’s business planning,
namely; potential fluctuations in the global
economy and the impact on competitor and
customer behaviour.
Assessment period: three years
The Directors, in making the assessment
that three years is appropriate, considered
the current financial and operational position
of the Group, the Group’s business planning
cycle and the period over which the Directors
have carried out a robust assessment of the
principal risks and uncertainties facing the
Group as outlined on pages 66 to 71 of the
Annual Report.
Longer-term prospects
The strategy in action and business model
sections in the strategic report describe
how the Board has positioned the Group to
take advantage of the growth opportunities
in the markets in which the business operates
and how the Company is positioned to create
value for shareholders, over the longer term,
taking account of the risks described in this
section of the Annual Report.
Mitigating actions
As noted within the assessment of
viability, management would consider
mitigating actions such as making use
of its strong balance sheet to raise
funding, implementing a remeasured
property expansion plan, and establishing
a stricter control framework for spending.
Business plan
(downsideassumption)
The Group’s business plan is sensitised
to include downside assumptions to
show the expected impact of the
current uncertain economic outlook.
The Directors consider as part of the
planning cycle process; cash, profit
and headroom to the Group’s leverage
target and the revolving credit
facilitycovenant.
+ individual principalrisks
This stage of the assessment also
includes consideration of the
potential impact of climate change
and associated regulation across the
viability statement period as well as
other principal risks occurring as
individual events, specifically:
uncertain economic impact, cyber
and data security, strategic business
change and interdependencies.
+ combined principalrisks
This stage of the assessment considers
the impact if a combination of the
principal risks (noted before) were to
occur together across the viability
statement period.
Outcome
This shows the Group has sufficient
headroom within its existing facilities
and planned activities to continue to
operate over the period of the viability
statement, operating within its
existing facilities.
Outcome
The impact on the Group’s financial
position would not result in a
requirement for further facilities;
however, the Group may look to
implement mitigating actions or
make use of its revolving credit facility
to maintain growth plans.
Outcome
The impact on the Group’s financial
position and the viability statement
would result in greater use of its
committed facilities, but does not
anticipate the need to secure additional
facilities. As above, the Group may look
to implement mitigating actions or
make use of its revolving credit facility
to maintain growth plans.
The Directors believe it is reasonable to expect
thatthe Group would have access to further financing
and/or the ability to agree covenant amendments,
assuming debt levels are maintained at an acceptable
ratio to the Group’s EBITDA.
Based upon this assessment, the Directors confirm that they have reasonable expectation that the Group will be
able to continue in operation and meet its liabilities as they fall due over the three-year assessment period.
The combination of compelling structural opportunities and
the advantages of our unique operating model should enable
the business to outperform in the UK as well as take market
share andcapitalise on the material growth opportunity in
Germany. The strong fundamentals outlined above, combined
with the appropriate capital structure, should continue to
drive long-term value.
Assessment of viability
Assessment of prospects
Long-term viability statement
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NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT
As the UK’s largest hotel company, we have a responsibility
to focus and lead on our most important people, social and
environmental issues, which is why one of our Force for Good
commitments is to ensure we always do business in the right way.
We aim to comply with the non-financial reporting requirements contained in sections
414CA and 414CB of the Companies Act 2006. The below table, and the information it
refers to, is intended to help stakeholders understand our position on these key non-financial
matters. Our due diligence process is that each policy and standard is reviewed annually by
the responsible party and updated accordingly to ensure it reflects up-to-date and accurate
information. Further information on the various policies mentioned below and throughout
the report can be found on our website at www.whitbread.co.uk/governance/reports-policies.
More details on our Customer Privacy Policy is available on the Premier Inn website.
Reporting requirement Policies and standards which govern our approach See for additional information
Anti-corruption
and anti-bribery
• Anti-bribery policy
• Code of conduct
• Corporate governance, page 94
Employees
• Gender and ethnicity pay gap report
• Health and safety policy – statement
of intent
• Speaking out policy
• Diversity and inclusion report
• Board leadership and Company purpose,
page 93
• Chief People Officer’s review on page 56
• Directors Report on page 141
Corporate social
responsibility
Sustainability reporting
• 2025/26 Sustainability report
• TCFD report 2025/26
• Net Zero Transition Plan 2022/23
Environmental Policies
• OFWAT Compliance Statement
• Premier Inn environment policy
• Restaurants environment policy
• Whitbread water policy
• Whitbread energy policy
Responsible Sourcing Policy
• Whitbread responsible sourcing
policy 2026
• Responsible sourcing – soy policy
• Responsible sourcing – cotton policy
• Responsible sourcing – cocoa policy
• Responsible sourcing – palm oil policy
• Whitbread responsible sourcing -
packaging policy
Animal welfare
• Animal welfare policy
2025
• 2025 Animal welfare KPIs
• Antibiotics Policy 2025
• Force for Good, pages 60 to 63
• Read the full reports on our website,
www.whitbread.co.uk
Human rights
• Human rights policy
• Workplace adjustment policy
• Diversity and inclusion policy
• Human trafficking positioning
statement
• Modern slavery statement
• Whitbread PLC Board
diversity policy 2024
• Force for Good, pages 60 to 63
Privacy
• Customer privacy policy • Read the full policy on the Premier Inn
website, www.premierinn.com
Social matters
• Gender pay gap report
• Responsible sourcing policy
• Diversity and inclusion statement • Force for Good, pages 60 to 63
• Diversity and inclusion commitments, page56
Description of principal risks and impact on business activity
• Principal risks and uncertainties, pages 66 to 71
Description of the business model
• Business model, pages 8 and 9
Non-financial performance indicators
• Strategy and KPIs, pages 21 to 23
Diversity and
inclusion
As part of our Diversity and inclusion commitments, we are undertaking regular reviews of our policies across Whitbread to ensure they are inclusive, particularly
of under-represented groups. For further information, see page 56.
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Whitbread PLC Annual Report and Accounts 2025/26
CLIMATE-RELATED FINANCIAL DISCLOSURES
Our changing climate is undeniable,
withthe impacts felt in many aspects
ofdaily life across the world. From
traveldisruption to empty shelves in
supermarkets, it is increasingly clear
thatwe must do whatever is possible
tolimit global warming and to adapt
toanew way of living. The changes in
our climate, governments’ responses
tolimit oradaptto these, and our own
mitigationsin turn present both risks
and opportunities to our business.
The following pages provide an overview of these climate-related
risksand opportunities, and contain our responses to the 11 TCFD
disclosures, as well as the Companies Act 2006 requirements on
Climate-related Financial Disclosures (s414CAand CB).
Ensuring long-term
resilience in the face
of climate change
Image: Premier Inn Margate
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Disclosure Where we cover this disclosure Pages
Alignment with
CFD or Companies
Act requirements
Governance: Disclose the organisation’s governance around climate-related risks and opportunities.
Describe the Board’s oversight of
climate-related risks and opportunities.
See “Embedding climate change into our governance structures and management”. This section
describes the Board’s oversight of climate-related issues, including the frequency with which
theBoard and other forums meet to discuss these issues, and how it considers, implements
andmonitors progress against goals and targets.
See pages 85–86
(a)
Describe management’s
roleinassessing and managing
climate-related risks and opportunities.
See “Ourapproach to climate risk management” and “Embedding climate change into our
governance structures and management”. These sections describe management’s role in the
assessment and management of climate-related issues, including: assignment of climate-related
responsibilities; the associated organisational structures; processes by which management is
informed about climate-related issues; and how management monitors climate-related issues.
See pages 77–79
and 85–86
Strategy: Disclose the actual and potential impacts of climate-related risks and opportunities on the organisation’s businesses, strategy, and financial planning
where such information is material.
Describe the climate-related risks
andopportunities the organisation
hasidentified over the short, medium
and long term.
See “Principal climate-related risks and opportunities”. This section sets out what we consider to
be the relevant short, medium and long-term risks and opportunities, together with a description
of the specific climate-related issues potentially arising and their associated potential financial
impacts on our business. The processes used to determine which risks and opportunities could
have a material financial impact on our business are set out in “Our approach to climate risk management.”
See pages 77–79
and79–83
(d), (e), (f)
Describe the impact of climate-related
risks and opportunities on the
organisation’s businesses, strategy
andfinancial planning.
See “Our approach to climate risk management”. This section describes the time periods used and
how these risks and opportunities are prioritised. Climate-related scenarios were used to inform
the strategy and financial planning, which have also been described in this section.
See “Results of the scenario analysis and impacts on our strategies”. This section describes
howclimate-related issues serve as an input to our financial planning process.
See pages 77–79
and84
Describe the resilience of the
organisation’s strategy, taking
intoconsideration different
climate-related scenarios,
includinga2°C orlower scenario.
See “Our approach to climate risk management”. This section describes the time period(s)
usedand how these risks and opportunities areprioritised.
See “Results of the scenario analysis and impacts on our strategies”. This section describes
howclimate-related issues serve as an input to our financial planning process.
See pages 77–79
and84
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CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED
Whitbread PLC has complied with the requirements of UKLR
6.6.6(8)R by including climate-related financial disclosures consistent
with the TCFD recommendations and recommended disclosures.
We disclose the work we have undertaken to analyse the relevant
climate scenarios against each risk with the data available to us,
including the financial quantification of the potential impacts of
climate change under different climate scenarios. This is with the
exception of one thematic area, relating to customer demand, where
we have found that much of the data we rely on contains a wide
range of assumptions and consequent uncertainties. While we
continue to evolve our approach to the quantification of these risks,
we look forward to the development of market regulatory frameworks
that will establish more comprehensive datasets that, alongside
improvements in our own data and understanding, will help improve
our assessment of the resilience of our business under each climate
scenario. The climate-related financial disclosures made by
Whitbread PLC comply with the requirements of the Companies
Act 2006 as amended by the Companies (Strategic Report)
(Climate-related Financial Disclosure) Regulations 2022.
This Annual Report includes both financial and non-financial
information (NFI), which is prepared using a range of internal
andexternal frameworks that differ materially from those applied
tofinancial data and is based on estimates, assumptions and
third-party inputs. As a result, NFI is subject to uncertainty, may
notbe comparable across companies or periods, and is provided
for information only without liability except where such liability
cannot be limited under applicable law.
Ensuring long-term resilience
inthe face of climate change
continued
Disclosure Where we cover this disclosure Pages
Alignment with
CFD or Companies
Act requirements
Risk management: Disclose how the organisation identifies, assesses and manages
climate-related risks.
Describe the organisation’s
processes for identifying
and assessing
climate-related risks.
See “Our approach to climate risk management”.
This section describes our processes for identifying
and assessing climate-related risks, including
how we determine the relative significance of
climate-related risks.
See
pages
77–79
(b), (c), (d)
Describe the organisation’s
process for managing
climate-related risks.
See “Our approach to climate risk management”.
This section describes our processes for managing
climate-related risks, including how we make
decisions to mitigate, transfer, accept or control
those risks.
See
pages
77–79
Describe how processes for
identifying, assessing and
managing climate-related
risks are integrated into
theorganisation’s overall
risk management.
See “Our approach to climate risk management”.
This section sets out how our processes for
identifying, assessing and managing climate-related
risks are integrated into ouroverall risk management.
See
pages
77–79
Metrics and targets: Disclose the metrics and targets used to assess and manage relevant
climate-related risks and opportunities where such information is material.
Disclose the metrics
usedbythe organisation to
assess climate-related risks
and opportunities in line
with its strategy and risk
management process.
See “Principal climate-related risks and
opportunities”. This section discloses the metrics
relevant to each of the four thematic areas and
progress against them
See
pages
79–83
(g), (h)
Disclose Scope 1, Scope 2,
and, if appropriate, Scope 3
greenhouse gas (GHG)
emissions, and the
relatedrisks.
See “Principal climate-related risks and opportunities”.
This section describes how our decarbonisation
poses both risks and opportunities, and disclose
the potential impact on the business. Within the
‘sustainability’ section of this Annual Report, we
update on progress this year against our Scope 1,
Scope 2 and Scope 3 GHG emissions.
See
pages
79–83
and
60–63
Describe the targets used by
the organisation to manage
climate-related risks and
opportunities, and
performance against targets.
See “Principal climate-related risks and opportunities”
.
This section describes our key climate-related
targets, in line with anticipated regulatory
requirements, market constraints and/or
othergoals.
See
pages
79–83
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Whitbread PLC Annual Report and Accounts 2025/26
Our approach to climate risk management
Our business model as owner-operator,
together with our leading sustainability
programme, presents an opportunity to
build resilience by mitigating potential
risks,and, in doing so, transform them
intoopportunities.
This is our fourth TCFD report, and our
understanding of climate risk is now
sufficiently mature for our approach to
climate risk to be fully embedded within
ourcompany risk management framework.
Last year, for the first time we published the
results of the financial quantification of our
risks and opportunities, disclosed under
four thematic areas to allow us to quantify
interlinked risks and opportunities together.
Best practice suggests this quantification
should be updated at least every three
years, or sooner in the case of changes to
identified risks and opportunities, or to the
business’s likely exposure. As such, we have
only updated our quantification of the
policy, taxation and compliance thematic
area to reflect the annual updates to our
carbon emissions reduction model in light
of progress achieved and capital allocated
over the next 12 months.
Climate-related risks, along with other
sustainability-related risks, are monitored
and managed through relevant functional
risk registers as part of the wider risk
management framework. Risks, corresponding
mitigations and ownership for individual
risk management are all tracked through
this framework with regular interaction
between the Head of Sustainability and
Internal Audit. The Board has ultimate
responsibility for risk management and the
risks that we are willing to accept to achieve
our objectives, including risks related to
climate change.
Timeframes
Our standard risk management
framework requires that appropriate
timeframes are applied, although the
overarching guidance is to consider
risks in the context of the Five-Year
Plan (see pages 14–15). Given that
climate-related risks are likely to
materialise over a longer period,
wehave considered risk review
timelines alongside strategy review
timelines and have categorised short,
medium and long term to mean the
followingtimeframes:
Short:
0–1
years (aligned to our
budgetcycle)
Medium:
1–5
years (aligned to our
Five-Year Plan)
Long:
5–15
years (aligned to our 2040
Scope 1 and 2 reduction targets)
Transition risks:
• Policy, regulatory and legal changes.
• Technology shifts.
• Changing market demand.
Typically managed by:
• Sustainability team monitors
legislative landscape and emerging
trends and advises the Executive
Committee and Board.
• Proposition, Brand and Property
teams manage our response.
• Supply Chain, Operations and other
departments implement requisite
changes.
Physical risks:
• Acute: event driven, e.g.
extremeweather or flood risk.
• Chronic: longer-term shifts in
climate patterns, e.g. sustained
higher temperatures.
Typically managed by:
• Safety and Security team
andRepairs and Maintenance team
manage this with support from
Operations.
• Network Planning and Propertyand
Construction teamfuture-proof our
estate.
• Supply Chain and Procurement
manage the impact onglobal
supply chains.
Climate risks are classified into two types:
The Sustainability team reviews existing
andemerging climate change regulatory
requirements, and cascades information
directly to relevant teams through
cross-functional risk management meetings.
Our Internal Audit team, responsible for risk
management, forms part of the internal
TCFD Steering Group and Working Group,
and, as such, is closely involved in the risk
assessment and analysis. For more
information, on our risk management
framework, and our approach to identifying
and managing risks, see pages 64 to 65.
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CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED
Scenario analysis
With many possible warming trajectories
ahead of us, and much uncertainty in
howboth physical and transition risks will
present, scenario analysis is a critical tool
toquantify potential impacts of climate
change on our business.
This assessment allows us to derive a
probability-based projection of the position
that Whitbread would be in at or around
2050, or, where related to transition risks,
along the way to 2050 where costs are
incurred. Each risk was analysed using
threereference scenarios: 1.5
o
C, 2
o
C and
4
o
Cincrease by 2100. These scenarios were
selected in line with the TCFD guidance to
include a range of scenarios, including at
least one that results in 2
o
C or less of warming.
The different scenarios present avariety of
exposure levels to physical and transition
risks over different timescales with sufficient
granularity to effectively stress test strategy.
They are also aligned tothe reference scenarios
used by the Bank of England in its analysis
of the resilience ofthe financial system and
are applicable ina business context, presenting
a plausible range of possible trajectories.
We used outputs from an Integrated
Assessment Model (IAM) scenario analysis
tool to underpin our quantification, which
comprises a Computable General Equilibrium
(CGE) model, an energy transition model,
and an earth systems model. The IAM develops
scenarios based on constraining emissions
associated with different economic activities
to align with different temperature pathways,
which could result in sector and region-specific
macroeconomic shifts (e.g. changes in output,
costs, capital and labour). The IAM incorporates
a variety of robust, academic sources,
including the Global Trade Analysis Project,
and provides global coverage. Forphysical
risks, we have applied the Representative
Concentration Pathway (RCP; referring
toprojected future greenhouse gas
concentrations) 2.6 for Scenarios A and B
and RCP 8.5 for Scenario C. The modelling
assumes that transitioning to a lower-carbon
economy will require significant changes to
the global economy, and economic activity
will change over time in different sectors
and geographies as policy and legal
developments, technological developments,
and market and reputational developments
take place. The analysis allows for consideration
of the potential size, shape and scope of
transition risks and opportunities that may
occur as a result, including, for example,
changes to market performance leading
todemand shifts, driving revenue change;
changing commodity costs due to supply
and demand shifts; and increasing carbon
taxation, representing government action to
disincentivise emissions-intensive activities.
The Group’s modelling is based on the
current estate size and future growth
targets, taking into account expected
economic growth. The annual financial
impact of the risks and opportunities
isdiscounted to present value using the
Group’s weighted average cost of capital
toarrive at an annualised discounted cash
flowimpact.
Overview
Urgent global policy response
delivering net zero emissions
by2050 and in line with Paris
Agreement ambition.
Assumptions
Rapid shifts in energy generation,
consumer behaviours and
technological innovation.
Impact
Physical risk increases are limited,
but transition risks are high.
Overview
Implementation of stated climate
policies and commitments without
further action beyond this.
Assumptions
Global and national institutions
work towards but makeslow
progress in achieving UN
Sustainable Development Goals.
Impact
Medium levels of physical and
transition risks in the short term, with
increasing physical risks over time.
Overview
No further global policy action is
taken on climate change, and even
current obligations are not met.
Assumptions
Emissions continue to grow. Severe
and frequent extremeweather.
Impact
Physical risks grow significantly
over time, buttransition risks
arelow.
Scenario A:
1.5°C by 2100
Scenario B:
2°C by 2100
Scenario C:
4°C by 2100
Climate scenario parameters
Our approach to climate risk management continued
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Whitbread PLC Annual Report and Accounts 2025/26
We have used each scenario to understand
how our principal risks and opportunities
present under the different parameters.
Aspart of this process, we have assessed
strategies that may be affected by
climate-related risks and opportunities,
howthose strategies may change as a
result, and associated impacts on financial
performance. However, it is of course
impossible to encapsulate all potential
future pathways with a limited suite of
defined scenarios, and the true pathway
may unfold outside the ranges considered.
We have hotel operations within the UK,
Ireland and Germany, and the three countries
are considered to have similar riskprofiles
regarding the relevant (environmental)
legislative and geographical make-up of
these markets. Therefore, the differences
are neither material nor relevant when
assessing climate-related risks and
opportunities at anoverall business
leveland, equally, we do not believe that
climate-related risks and opportunities
canor should be broken down by regions
within each country. We also have franchised
operations in the Middle East, but due to
the very small size of the business in the
region, and as we hold a minority stake
inthe franchise, we have deemed it not
relevant to include what would be very
different risk profiles within this report, and
have focused on our wholly owned operations
only. The Group only operates branded
restaurants in the UK. Noting the nature of
our hotel and restaurant operations, similar
risks exist across both, and where there are
specific significant risks faced by one of
those sectors compared to the other, these
are limited and identified in the following
riskassessment.
Principal climate-related risks and opportunities
This section presents our principal
climate-related risks and opportunities,
grouped by thematic area todemonstrate
the tight interlinkages between risksand
opportunities; a risk may pose a potential
cost to the business, but this cost may then
be reduced by a mitigant or by capitalising
on a corresponding opportunity.
These risks were considered most significant
once current mitigating activity was considered;
potential further activities to mitigate the
residual risk were also identified through
this process.
The list of risks and opportunities assessed
has not changed from last year. As well as
identifying climate-related risks and
opportunities via our Company risk
management processes, we also conduct a
peer benchmarking exercise, reviewing all
risks and opportunities disclosed by other
hospitality companies and by our FTSE 100
peers. The results ofthis comprehensive
exercise are then discussed by our TCFD
Working Group, toconsider relevance and
materiality for our business. This year, this
exercise did
notbring forward any new risks or
opportunities
that were considered material
for our business, and as such, our list has
remained the same from last year.
Image: Premier Inn Margate
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CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED
Principal climate-related risks and opportunities continued
Customer demand
Description and context Opportunities Metrics and targets
Description
Climate change impacts consumer preferences
because it raises environmental awareness,
prompting individuals to seek products and
services that minimise their ecological footprint.
As people become more conscious of their
climate impact, they prioritise businesses that
demonstrate sustainability and responsibility,
influencing their purchasing decisions across
various industries, including hospitality.
Context
As awareness of environmental issues grows,
customer demand for sustainable and eco-friendly
hospitality offerings may affect demand for
traditional offerings.
• The transition to a low-carbon economy is likely
to benefit the services sector, as sectors that
are generally less carbon intensive (such as the
services sector) could see an opportunity
resulting from the transition. This is due to
relatively small increases in typical costs
compared to carbon-intensive sectors. In
addition, over time, as costs associated with
emissions-intensive activity increase, this could
cause a shift in global activity towards the UK
and other decarbonised economies.
• There may also be an increase in leisure
customers who are choosing to holiday locally,
either because of climate concerns or because
of increased costs associated with overseas travel.
• As more businesses require more from their
providers in order to meet their sustainability
targets, being seen as a leader in sustainability
will help attract customers.
Relevant targets:
• Reach Net Zero by 2050
• Reduce Scope 1 and 2 emissions by 84.1%/m
2
by 2030, and by 99.6% by 2040
from a FY16/17 baseline
• FY26 results: 63% reduction per m
2
(FY25 results: 61.5% reduction per m
2
–
seepage 139)
• Reduce non-FLAG Scope 3 emissions by 58.1%/m
2
by 2030, and by 90% by 2050,
from a FY18/19 baseline
• FY26 results: 38.1% reduction per m
2
(FY25results: 35.7% reduction per m
2
– see page 139)
• Reduce Scope 3 FLAG emissions by 36.4% by 2030
• FY26 progress: 40.2% reduction (FY25 results: 32.5% reduction)
Metrics:
• Number of EV chargers and number of sites with EV charging facilities
• FY26 results: 134 chargers (excluding legacy chargers) available; 105 sites with
charging facilities (FY25 results: not available)
• Number and percentage of low-carbon
1
rooms across our estate
• FY26 results: 2,300 low-carbon
1
rooms (2.3% of total rooms) (FY25 results: 1,500 rooms)
Risks Mitigation Quantification
• Less consumer business travel/in-person
conferences due to desire by businesses
toreduce carbon emissions associated
withtravel.
• Climate awareness leads to customers
choosing more sustainable options for
foodand accommodation.
• Our Force for Good programme and
itscommunication to customers.
• Dynamic pricing strategy in place to
respondto changes in customer demand.
• Evolving our guest offer including our F&B
product range to remain at the forefront of
emerging customer behaviours and demands.
• As our emissions will be accounted for within
business customers’ Scope 3 footprint, our
decarbonisation programme will help ensure
we are a priority choice for customers with
stretching Scope 3 targets.
Whilst initial modelling shows that the sector and regions in which we operate are
likely to benefit from the transition to a low-carbon economy, there isa high level
of assumption and judgement used within these calculations and therefore the
disclosure of a more precise quantification would not provide additional information.
Our initial modelling is demonstrating that the hotel sector in the markets in which
we operate may see an opportunity resulting from the transition. This is due to
relatively small increases in typical costs compared to carbon-intensive sectors.
Assumptions
As above, the 1.5°C and 2°C scenarios we have used for our analysis assume that transitioning to a lower-carbon economy will require significant changes to the global economy, and
economic activity will change over time in different sectors and geographies. The modelling makes evidenced assumptions regarding how emissions may be reduced through different
sectors in the economy, based on external data sources and assumed policy/technology instruments. The 1.5°C scenario assumes a fast adoption and a significant reduction in demand
for less sustainable, carbon-intensive products and services. As a result, in the medium and longer-term timeframes, we assume consumers will increasingly move away from
non-sustainable products.
1 ‘Low-carbon’ means that the hotels are powered by electricity backed by Renewable Energy Guarantees of Origin (REGO) and no
gas or LPG is used for water and space heating and cooking.
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Whitbread PLC Annual Report and Accounts 2025/26
Policy, taxation and compliance
Description and context Metrics and targets
Description
Climate change will prompt governments to enact policies
aimed at mitigating itseffects. This can include implementing
carbon taxes to reduce greenhouse gasemissions.
Additionally, governments may choose to offer tax incentives
forbusinesses that adopt eco-friendly practices or invest in
renewable energy. Such policies aim to incentivise sustainability
and combat climate change on a broader scale.
This may lead to increased regulatory and compliance burden.
Context
In the transition to net zero, there will be an array of voluntary
and mandatory regulations, with which the Group may need to
comply. The greatest impact is expected from carbon pricing
mechanisms, which are being introduced across jurisdictions
toencourage decarbonisation. In addition, there is a possibility
that
suppliers may face increased taxes, which are passed on
inthe cost of goods supplied.
Relevant targets:
• Reach Net Zero by 2050
• Reduce Scope 1 and 2 emissions by 84.1%/m
2
by 2030, and by 99.6% by 2040 from a FY17 baseline
• FY26 results: 63.0%/m
2
reduction (FY25 results: 61.5% reduction per m
2
– see page 139)
• Reduce Scope 3 non-FLAG emissions by 58.1%/m
2
by 2030, and by 90% by 2050 from a FY19 baseline
• FY26 results: 38.1%/m
2
reduction (FY25 results: 35.7% reduction per m
2
– see page 139)
• Reduce Scope 3 FLAG emissions by 36.4% by 2030 from a FY19 baseline
• FY26 results: 40.2% reduction (FY25 results: 32.5% reduction)
• Reduce water consumption by 20% per sleeper by 2030
• FY26 results: 18% reduction per sleeper (FY25 results: 14.2% reduction)
Metrics:
• Average carbon, water and waste per occupied room:
• FY26 results: 3.4kg CO
2
e per occupied room (note this data is for Jan - Dec 2025 instead of Mar 2025 - Feb 2026)
(FY25 results: Not available)
• FY26 results: 211 litres water per occupied room (note this data is for Jan - Dec 2025 instead of Mar 2025 - Feb 2026; also
note this figure includes water use in outsourced laundry which is not included in our water target) (FY25 results: Not available)
• FY26 results: 1.1kg waste per occupied room (note this data is for Jan - Dec 2025 instead of Mar 2025 - Feb 2026;
also note this data excludes restaurants) (FY25 results: Not available)
• Number of hotels receiving BREEAM Excellent and number of hotels receiving EPC A
• FY26 results: 1 hotel with BREEAM Excellent (50%) and 2 hotels with EPC A (100%) (FY25 results: 3 certified
BREEAM Excellent (43%); 7 certified EPC A (100%))
Risks Mitigation Quantification
• Tax on carbon or increased carbon pricing throughout the
value chain increases costs.
• There is a chance of increased assurance and compliance costs.
• We may see increased supply chain costs due to suppliers
passing their increased costs from their own net zero
transition down to us.
• The introduction of higher energy efficiency standards may
require buildings to be upgraded in order to be compliant.
• There is a potential reputational impact of failure to meet our
public climate change commitments.
• Switching to low-carbon energy
sources and renewables and
implementing efficiency measures
across the Group’s operations.
• Considering climate implications when
making purchasing decisions.
• Our ability to vary our pricing in
response to cost increases.
• Targets to reduce our own emissions will
minimise exposure to taxation oncarbon.
The quantification represents the modelled cost of carbon taxes based on anticipated
carbon prices and the Group’s Scope 1 and 2 decarbonisation strategy.
Short Medium Long
4°C scenario
2°C scenario
1.5°C scenario
Under all scenarios, there is no impact in the short-term horizon as it will take
time to introduce policy. We expect a low impact in the medium to long term
from the introduction of a carbon tax, as our Net Zero Transition Plan means
that Scope 1 emissions will be reduced over this period.
Assumptions
The model assumes the 2024/25 emissions mix and markets remain static over the reporting period with emissions growth rate in line with 2025/26 target growth rates. A carbon price
has been applied to the Group’s Scope 1 emissions.
The underpinning scenarios make evidenced assumptions regarding how emissions may be reduced through different sectors in the economy, based on external data sources and assumed
policy/technology instruments. In order to facilitate emissions reductions under 1.5°C and 2°C pathways, we assume the introduction of a carbon price. As a result of this carbon price, there
could be an increase in costs associated with fossil fuels, leading to the energy system adapting to lower-emission sources such as renewables and away from fossil fuels.
We assume the cost increases are not passed on to customers through increased prices.
Quantification results key:
Discounted cash flow impact
Not relevant
<£20m 
£20m–£40m  >£60m 
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CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED
Principal climate-related risks and opportunities continued
Investment in carbon reduction solutions
Description and context Opportunities Metrics and targets
Description
Climate change necessitates more stringent
building standards to enhance energy efficiency
and resilience. With rising temperatures, buildings
must withstand heatwaves while minimising
energy consumption. This entails adopting
advanced insulation, efficient HVAC systems,
andrenewable energy sources.
Context
To align with global climate goals and to achieve
environmental targets, we will need to invest in the
identification and implementation ofefficiency
measures, switching to renewable sources of
energy and decarbonising across theestate.
• Improving the fabric and operational efficiency
of our buildings to mitigate increased
operating costs.
Relevant targets:
• Reduce Scope 1 and 2 emissions by 84.1%/m
2
by 2030, and by 99.6% by 2040
from a FY17 baseline
• FY26 results: 63.0%/m
2
reduction (FY25 results: 61.5% reduction per m
2
-
seepage 139)
• Reduce Scope 3 non-FLAG emissions by 58.1%/m
2
by 2030, and by 90% by 2050
from a FY19 baseline
• FY26 results: 38.1%/m
2
reduction (FY25 results: 35.7% reduction per m
2
-
seepage 139)
• Reduce Scope 3 FLAG emissions by 36.4% by 2030 from a FY19 baseline
• FY26 results: 40.2% reduction (FY25 results: 32.5% reduction)
Metrics:
• Number and percentage of low-carbon rooms across our estate
• FY26 results >2,300 low-carbon
1
rooms (2.3% of total rooms) (FY25 results: 1,500 rooms)
• Number of hotels receiving BREEAM Excellent and number of hotels receiving EPC A
• FY26 results: 1 hotel with BREEAM Excellent (50%) and 2 hotels with EPC A (100%)
(FY25 results: 3 certified BREEAM Excellent (43%); 7 certified EPC A (100%))
Risks Mitigation Quantification
• Meeting net zero targets and climate-related
legislation requires investment in new technology
and the upgrade of buildings. The replacement
of assets may require the impairment of
existing book values.
• We are reliant on third parties, local
government and broader infrastructure to
meet our targets, e.g. capacity of the grid
tosupply the additional energy required
forelectrification.
• Maintaining both short and long-term
investment plans with clear connection
between these plans and our sustainability
targets and commitments.
• Replacing assets at the end of their life,
aligning expenditure with ongoing
maintenance capex cycle.
• Fostering partnerships and relationships
andsupporting our suppliers to help us
meetour objectives.
The quantification represents the gross discounted capex costs of investing
inretrofitting the Group’s estate.
Short Medium Long
4°C scenario
2°C scenario
1.5°C scenario
In all scenarios, long-term investment is required to replace end-of-life assets with
more efficient solutions; however, the longer-term impact is offset by reduced
energy spend as a result of increased building efficiency.
Assumptions
We will invest in new solutions as existing assets need replacement at all sites to meet our long-term (2040) Scope 1 and 2 emissions reduction target, replacing all gas equipment in
hotels and restaurants with technology that can be powered by renewable electricity, including air-source heat pumps and immersion heaters.
We will meet our 2030 SBTi-accredited target to reduce emissions.
No further investment, in addition to our Net Zero Transition Plan, will be required to conform with changes to laws and regulations.
1 ‘Low-carbon’ means that the hotels are powered by electricity backed by Renewable Energy Guarantees of Origin (REGO) and no gas or LPG is used for water and space heating and cooking.
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Whitbread PLC Annual Report and Accounts 2025/26
Extreme weather events
Description and context Opportunities Metrics and targets
Description
Climate change has increased the frequency of extreme weather events
byaltering atmospheric conditions.
Prolonged periods of extreme temperatures may strain heating and cooling
systems, impacting guest comfort and increasing energy costs. Rising sea
levels can threaten coastal hotels with flooding and erosion. Additionally,
water stress may lead to reduced water availability.
Context
There is a risk to both revenue and the supply chain of increased severe
events. Revenue would be impacted through sites being unable to trade
orcustomers being unable to travel due to extreme heat, flooding, wildfires
or snow/rain. There may be additional damage to sites impacted by these
events. In addition, the availability of products in the supply chain could be
impacted by severe weather affecting product availability and input prices.
• Higher temperatures result in certain
locations becoming more desirable
asleisure destinations, leading to
increased leisure guests from the
UKand abroad.
Relevant targets:
• Reduce water consumption by 20% per sleeper by 2030 from
aFY19/20 baseline
• FY26 results: 18% reduction per sleeper
(FY25 results: 14.2% reduction)
Metrics:
• Average water use per occupied room (note this data is for
January - Dec 2025 instead of March 2025 - Feb 2026; also
note this figure includes water use in outsourced laundry
whichis not included in our water target)
• FY26 results: 211 litres per occupied room (FY25 results:
notavailable)
• Further metrics relating to impacts of extreme weather
areunder development.
Further metrics relating to impacts of extreme weather are
underdevelopment.
Risks Mitigation Quantification
• Flooding, storms, droughts, etc. lead to sites being unable to trade either
due to direct disruption or disruption of critical services. The supply
chain may be impacted bynon-availability of goods.
• Severe weather may impact guest visits/stays leading to cancellations.
• An increased use of energy for heating and cooling leads to greater costs
tothebusiness.
• There may be losses from assets located in high flood risk zones.
• Incorporating climate change
factorsinto design of new sites,
refurbishment programmes and
maintenance capex programmes.
• Adopting resilient building designs
and sustainable practices can
mitigate these risks.
• Ensuring appropriate insurance
canalso mitigate the risks posed
byextreme weather.
The quantification represents the expected combined cost of
asset damage and business interruption as a result of extreme
weather events.
Short Medium Long
4°C scenario
2°C scenario
1.5°C scenario
In general, the level of risk to sector assets in both the UK and
Germany is low. Of all hazards considered, only coastal inundation
in the UK could become moderate towards the end ofthe timeframe
provided. The risk is higher in RCP 8.5 than in RCP 2.6.
Assumptions
Due to the geographic spread of our assets, the impact of extreme weather events has been modelled using country level assumptions in the UK and Germany. We intend to further
develop these scenarios based on the specific location of our estate in future years.
Quantification results key:
Discounted cash flow impact
Not relevant
<£20m 
£20m–£40m  >£60m 
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Whitbread PLC Annual Report and Accounts 2025/26
CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED
Results of the scenario analysis
andimpacton our strategies
Overall, we do not believe the impact of
climate change will be material for our
business over the short or medium term,
and we believe that our current strategies
are resilient.
The results of the analysis indicate that the
highest short-term price and cost changes
can be expected under the early, smooth
transition climate scenario in association
with a near-term transition to a low-carbon
global economy.
Transitioning to net zero will require significant
investment in our estate over the medium
and long term, but this will also mitigate
other risks and drive a number of benefits
through, for example, reduced carbon
taxation and higher customer demand.
Overthe longer term, impacts are harder
toidentify due to the timeframes and
nature of risks, but at this point, we do not
believe the impact of climate change will be
material, at least over the initial years of this
period. This materiality is not the same as
financial statement materiality as set out
onpages 151 and 152.
At the time of analysis, not all value drivers
identified for individual risks could be modelled
robustly using existing datasets. For this
reason, we have not disclosed the results of
the quantification for the customer demand
thematic area. We remain committed to
reviewing and improving our TCFD climate
scenario analysis work over time, and updating
it at least every three years, as per the
CFDrequirements.
While our climate disclosure is an annual
process, we continually use the results,
alongside any evolution in knowledge or
understanding of climate change, its impacts,
and potential mitigants, to monitor and test
the resilience of our strategies to these risks
and opportunities. This cross-functional
process, taking into account the mitigating
activity already ongoing, has confirmed that
there is no immediate concern; additional
mitigants have been identified and strategies
adapted where necessary. As technology
evolves, and knowledge and understanding
grow both within the business and outside,
new opportunities to mitigate risks arise
and must be considered. For example, this
year we have begun a process to achieve
sustainability certification in Germany,
tomeet customer demand.
Our Climate Transition Plan, currently being
updated, highlights current or planned
mitigations for planned mitigations for a
number of risks, and is integrated into our
strategy and Five-Year Plan. The business’s
structure, with direct, centralised control of
its operations, makes us well placed to react
rapidly to any emerging risks or opportunities
to ensure the best possible outcomes. We
are also preparing to align with International
Sustainability Standards Board (ISSB) and
Sustainability Reporting Standards (SRS)
reporting requirements, including the
necessary data collection structure.
Image: Premier Inn Margate
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Whitbread PLC Annual Report and Accounts 2025/26
Embedding climate change into our governance structure and management
Effective corporate governance is critical to executing our strategy and delivering
for all our stakeholders. Our governance of climate and sustainability-related
matters reflects our commitment to strong leadership and oversight by senior
management and the Board, ensuring that there are strategies in place which
are resilient to climate-related risks.
Governance
Whitbread PLC Board
See pages 96 to 99
• Oversees climate and sustainability governance, and ensures strategies are resilient to climate-related risk.
• Considers sustainability when reviewing and guiding strategy, major plans of action, risk management policies, annual budgets and business plans,
as well as setting the organisation’s performance objectives.
• Held ten meetings in 2025/26; at five of these, General Counsel presented an update that included sustainability matters where relevant.
• Head of Sustainability has attended two of these meetings to take the Board through key strategic priorities, e.g. transition to net zero.
Audit Committee
See pages 109 to 115
• Sustainability included as part of Audit Committee’s risk management process.
• Held four meetings in 2025/26, and discussed TCFD at one of these.
• Reviews and approves TCFD disclosures
Nomination Committee
See pages 104 to 108
• Ensures that the composition of the Board reflects the necessary balance of skills, knowledge and experience, including those relevant
forsustainability.
Remuneration Committee
See page 116 to 136
• Ensures that ESG is adequately reflected within our reward structures and monitors performance of senior management against these key
performance indicators (KPIs).
• In 2025/26, ESG measures formed part of the Chief Executive and Chief Financial Officer’s Annual Incentive Scheme as well as part of the Annual
Incentive Scheme for other senior Whitbread employees, e.g. Executive Committee members.
• ESG measures are also incentivised both through individual objectives and through the WINcard. The WINcard applies to all Whitbread employees,
ensuring a focus on specified ESG matters throughout the Company.
• The WINcard for 2025/26 includes KPIs related to the Group’s carbon reduction target from both an operational level and Support Centre level.
STRATEGIC REPORT
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Whitbread PLC Annual Report and Accounts 2025/26
Management
The Executive Committee
See pages 100
• Has oversight for managing our sustainability, which encompasses climate-related issues, including formulating, implementing and monitoring
strategy (including resilience to climate-related risks), major plans of action, risk management policies, annual budgets and business plans, as well
as setting the organisation’s performance objectives.
• Clare Thomas, General Counsel, is a member of the Executive Committee and has responsibility for the Group’s sustainability programme,
Forcefor Good.
• During the past financial year, the Head of Sustainability presented two updates to the Executive Committee.
Sustainability Steering
Committee
• A multi-disciplinary group, responsible for overseeing the Company’s response to sustainability risk, opportunity and communication and
providing oversight, co-ordination and delivery of key programmes and initiatives, as approved by the Executive Committee. Meeting quarterly,
the Committee develops recommendations for our response to emerging risks, opportunities and legislation. The SSC is chaired by the General
Counsel and has representation from Finance, Investor Relations, HR, Operations, Brand, Property and Procurement, including five representatives
of the Executive Committee.
Sustainability team
• Led by the Head of Sustainability, Megan Adlen, the team is responsible for setting the overarching sustainability strategy including targets,
designing the framework to deliver our ESG programme, embedding processes across the business where it can make the most difference and
supporting internal stakeholders to deliver against these targets.
• The team also oversees our corporate sustainability disclosures, including in response to TCFD, and monitors climate-related issues. The Head
ofSustainability reports directly to the General Counsel, ensuring consistency with how we apply our climate programme across the individual
brands and ensuring accurate and timely monitoring of climate-related issues. Find out more in our ESG report 2025/26.
TCFD Steering Group
• Chaired by the Chief Financial Officer with representation across various functions in the business and meets at least annually.
• Provides oversight and drives implementation of the TCFD recommendations and wider climate strategy, working with subject matter experts
tooversee the mitigation of risks and opportunities.
Risk Working Group
See page 64
• Supports the Executive Committee by reviewing the methodology for identifying and assessing both emerging as well as principal risks,
includingclimate-related risks, and reporting on the approved position. The General Counsel is member of this group.
Functional delivery of our
sustainability programmes
• Responsibility for delivering our sustainability strategy, which is closely integrated into wider business strategy, is embedded across functions
within the Group. Our sustainability targets and requirements are managed and shared across relevant business functions, as appropriate,
toensure successful implementation.
CLIMATE-RELATED FINANCIAL DISCLOSURES CONTINUED
Embedding climate change into our governance structure and management continued
STRATEGIC REPORT
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Whitbread PLC Annual Report and Accounts 2025/26
Our metrics and targets
Measuring our progress
towards our diverse
sustainability programme
is key to ensuring its
success. This year, we
have undertaken a
collaborative process
toidentify a more
comprehensive suite of
metrics – beyond those
reported against our
sustainability targets.
We have a number of publicly stated
targets that are directly relevant to our
management of climate risk, including our
SBTi-validated emissions reduction targets,
food waste target and water reduction
target (see page 60 and see our ESG
report). We also set annual internal targets
in order to build a delivery plan and ensure
that progress against longer-term goals is
tracked. These are then incorporated into
both individual and Company-wide annual
objectives, which, in turn, are captured
within the Group’s remuneration policies.
Progress against targets is reported annually
to the Board and through the Annual Report
and can be found on page 60. All our targets,
programmes of implementation and progress
against them, including assurance statements,
are outlined in our ESG report. Our reporting
is aligned with the requirements of the
Sustainability Accounting Standards Board
(SASB). Key metrics are independently
assured to the ISAE 3000 standard, in
compliance with ISQM (UK) 1. For information
on the metrics and targets directly linked
tothe identified climate related risks and
opportunities, please see the table of principal
climate-related risks and opportunities on
pages 79 to 83.
Over the past year, we have been refining
our climate-related metrics, and will
continue to improve these and the data
behind them. As part of this process, we
have also removed targets and metrics
which are less directly related to the risks
and opportunities discussed, such as food
waste; although relevant, there are more
pertinent measures to use.
A number of the risks and opportunities
that we have identified are in fact broader
sectoral risks and are better suited to monitoring
through market-level changes or ad hoc
studies. In these cases, corporate-level
metrics would not provide useful insights
on the specific climate-driven trends.
Theseinclude:
• The risk that there will be less consumer
business travel or in-person conferences
due to businesses’ desire to reduce
carbon emissions associated with travel.
This will be better monitored through ad
hoc travel studies; due to a number of
factors influencing business travel rates
and the leisure/business travel split,
identifying the impact just of climate
change would not be possible from
corporate-level data.
• The risk of increases in supply chain costs
due to suppliers passing their increased
costs from their own net-zero transitions
down to us. Climate-driven increases will
not be distinguishable from other
increases, such as those driven by increases
in inflation, labour costs, taxation, energy
costs etc.
• The risk relating to our reliance on third
parties, local government and broader
infrastructure to meet our targets. While
we can ensure we take any opportunities
to engage with government, industry
andpartners, the impacts of this are
challenging to monitor.
• The opportunity in that higher
temperatures result in certain locations
becoming more desirable as leisure
destinations, leading to increased leisure
guests from the UK and abroad. While
wecan monitor the trends in occupancy
at sites dominated by leisure travel,
pinpointing the impacts of climate
change on this will not be possible
fromcorporate data alone and will
require industry-wide insights.
We have also identified one priority area for
development: the impacts of severe weather
leading to cancellations or disruption to
trading. While this can currently be
assessed on an ad hoc basis, we do not
have continuous monitoring in place, and
will look to develop this further as a priority
over the coming year.
Our full assurance statement can be found
onpage 146
Read our ESG report online
www.whitbread.co.uk
Image: hub by Premier Inn Farringdon (Old Bailey)
The strategic report on pages
2 to 87 was approved by the
Board and signed on its behalf by
Clare Thomas
General Counsel
29 April 2026
STRATEGIC REPORT
88
Whitbread PLC Annual Report and Accounts 2025/26
CORPORATE GOVERNANCE AT A GLANCE
Corporate governance
ataglance
During the year, we were fully compliant
with the provisions of the 2024 UK
Corporate Governance Code (the Code).
Highlights 2025/26
• Appointment of new
Chair,Christine Hodgson,
inSeptember2025
• Appointment of new Audit
Committee Chair, Jonathan
Howell, in January 2026
• Female representation on the
Board at45%
• Conducted a comprehensive
internal Board evaluation. Read
more on pages 101 and 102
• Speaking Out policy updated
inApril 2025
Priorities for 2026/27
• Continue full compliance with the
new UK Corporate Governance
Code 2024
• Support and oversight of the
growth of the business both
inthe UK and internationally
• Review and act on the
recommendations from the
internal Board evaluation.
Readmore on page 102
In this section
90 Chair’s governance report
91 Corporate governance statement
93 Board leadership and company purpose
95 Division of responsibilities
96 Board of Directors
100 Executive Committee
101 Composition, succession and evaluation
104 Nomination Committee report
109 Audit Committee report
116 Remuneration Committee report
120 Remuneration at a glance
124 Annual report on remuneration
137 Directors’ report
143 Directors’ responsibility statement
144 Independent limited assurance report
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
89
Board tenure
The length of time each of the directors
hasserved on the Board at the date of the
report is shown below.
Board and Committee meeting attendance
Christine
Hodgson
1
Kal
Atwal
Horst
Baier
Frank
Fiskers
Richard
Gillingwater
Jonathan
Howell
2
Karen
Jones
Hemant
Patel
Dominic
Paul
Shelley
Roberts
Cilla
Snowball
Board 6/6 10/10 10/10 10/10 9/10
3
3/3 10/10 10/10 10/10 10/10 10/10
Audit 4/4 4/4 0/0 4/4 4/4
Nomination 2/2 4/4 4/4 4/4 4/4 1/1 4/4 4/4 4/4
Remuneration 3/3 5/5 5/5 4/5
3
4/5
4
Not a member of the Committee.
Board focus areas
The chart below demonstrates the
proportion of the Board’s time spent
ineach area.
Gender diversity
The chart below shows the gender
splitofthe Board.
Board experience
The Board comprises directors with a broadrange of skills and experience. The chart below
provides an overview of the experience around the Board table.
Competencies
Christine
Hodgson
Kal
Atwal
Horst
Baier
Frank
Fiskers
Richard
Gillingwater
Jonathan
Howell
Karen
Jones
Shelley
Roberts
Cilla
Snowball
CEO of a listed PLC/
P&L Delivery
CFO of a listed PLC
Direct Hospitality/
Travel/leisure sector
related
Digital/Technology/
Infrastructure
Cyber
Retail /Consumer
brand
Property
International
Mergers & Acquisitions
Commercial
procurement
ESG, Sustainability
Ethnic diversity
The chart below shows the ethnic diversity
of the Board.
Continue to grow and innovate in the UK 21%
Focusing on our strengths
to grow in Germany 9%
Enhancing our capabilities
to support long-term growth 6%
People 10%
Strategy 26%
Financial and reporting 17%
Governance, sustainability and risk 11%
Women 5   45%
Men 6   55%
White British
(including minority
White groups) 9   89%
Asian/Asian
British 2   11%
Please see page 94 for details of key agenda
items that were covered at the Board
meetings during the period.
Christine Hodgson
Kal Atwal
Horst Baier
Frank Fiskers
Richard Gillingwater
Jonathan Howell
Karen Jones
Hemant Patel
Dominic Paul
Shelley Roberts
Cilla Snowball
0 1 2 3 4 5 6 7 8 9 10
1 Christine Hodgson joined the Board in September 2025.
2 Jonathan Howell joined the Board in January 2026.
3 The one meeting Richard Gillingwater missed was due to a prior commitment.
4 There was an additional ad-hoc meeting that Karen Jones could not attend due to prior commitments.
Years
GOVERNANCE
90
Whitbread PLC Annual Report and Accounts 2025/26
Ensuring consistent,
effective governance
oversight
“The Board remains focused on generating
long term stakeholder value through
strong and effective governance.”
Christine Hodgson
Chair
CHAIR’S GOVERNANCE REPORT
I am pleased to present
thisyear’s Board report on
theCompany’s compliance
withthe UK Corporate
Governance Code.
The Board promotes an open culture that
supports transparent and constructive
interaction between management and
non-executive directors. High quality
decision-making continues to be underpinned
by the standard of Board and Committee
papers, together with the breadth of knowledge,
skills and experience of our directors. This is
strengthened by an open and transparent
culture that enables rigorous debate and
effective oversight. Inreaching its decisions,
the Board remains focused ondelivering
the Company’s key strategic priorities while
maintaining a clear understanding of the
impact of those decisions on our stakeholders.
At Whitbread, we remain committed to
ensuring that our actions reflect our culture,
values and long term strategic ambitions.
We recognise that strong corporate governance
is fundamental to achieving this alignment.
Each year, the Board conducts an internal
assessment of the Company’s compliance
with the Code. I am pleased to report
thatwe have been fully compliant with
allprovisions for the reporting period.
Inthefollowing sections, we describe
howwe have applied the principles
oftheCode during the year.
At the 2025 annual general meeting,
ChrisKennedy chose not to stand for
re-election and stepped down from the
Board. In September, Adam Crozier also
stood down from the Board, both as a
director and as Chair. I was appointed
asChair of the Board in September
andJonathan Howell was appointed
asanon-executive director andChair
oftheAudit Committee in January.
An internal effectiveness review of the
Board and its Committees was undertaken
during the year. The process involved two
stages: aquestionnaire and individual
discussions with each director. Each director
provided feedback on the performance of
the Board and the Committees on which
they serve. The reports were subsequently
presented tothe Board andrelevant
Committees for discussion inMarch 2026.
The effectiveness review concluded that
theBoard continues to operate effectively
and that its Committees perform their roles
diligently, working cohesively within the
broader governance framework. Further
detail on the findings and progress made
against actions from the previous year’s
review can be found on page 103.
Inaccordance with the Code, the next
Board review will also be internally facilitated.
The Board acknowledges its collective
responsibility for engaging with stakeholders
and ensuring that their views and interests
are considered in its decision making processes.
In accordance with Provision 5 of the UK
Corporate Governance Code, Whitbread has
formed an workforce advisory panel, which we
call ‘Our Voice’. It is a body made up of elected
representatives across the business,
whichrepresents the views of employee
constituencies to senior management,
including an annual session chaired by the
Chief Executive. The Board receives reports of
these meetings.
Additional information on
our stakeholder engagement activities can
befound on pages 49 to 53.
Christine Hodgson
Chair
29 April 2026
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
91
CORPORATE GOVERNANCE STATEMENT
The UK
Corporate
Governance
Code 2024
The UK Corporate Governance
Code 2024 is the standard
against which we measure
ourselves. It is issued by the
Financial Reporting Council
(FRC) and is available to view
onits website, www.frc.org.uk.
Further information on our compliance with the Code
can be found in the table on the right:
On page 89, we have reported on the experience of
the members of the Board and how the discussions
atthe Board meetings this year were focused on
improving shareholder value and contributing to wider
society. There is detail on the Board’s engagement
with all its stakeholders, including the Company’s
major shareholders. You will also find information
onhow the Board lays out its strategy and sets the
Company up for long-term sustainablesuccess.
On page 95 we outline the responsibilities of the
Chair; these are different from the role of the Chief
Executive. We also provide details on the matters
reserved for the Board and the matters that are
delegated to the Executive Committee. On pages 96
to 99, we have introduced the Board to you and
provided details on the skills and experience of
thedirectors.
Section 1 – Board leadership
andCompany purpose
Section 2 – Division of responsibilities
See page
A Effective and entrepreneurial board
to promote the long-term
sustainable success of the company,
generating value for shareholders
and contributing to wider society.
Ensure necessary resources, policies
and practices are in place
93
B Purpose, values and strategy with
alignment to culture
93
C Governance reporting should
highlight key board decisions and
their impact on the company’s strategy
94
D Effective engagement with
shareholders and stakeholders
90
E Consistency of workforce policies
and practices with the company’s
values to support long-term
sustainable success
93 to 94
See page
F Leadership of the board by
thechair
95
G Board composition and
responsibilities
95
H Role of non-executive directors 95
I Company secretary, policies,
processes, information, time
andresources
95 to 100
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Whitbread PLC Annual Report and Accounts 2025/26
You will find details of the composition, roles and
responsibilities and the work of the Nomination
Committee, which met four times during the year,
together with a summary of its activities during the
year on pages 104 and 108.
We have provided a summary of the internal Board
effectiveness review carried out this year, as required
by the Code.
Pages 109 to 115 contain a letter from Jonathan
Howell, Chair of the Audit Committee, which met four
times during the year, and provide an introduction to
the composition, roles and responsibilities of the
Committee, together with information on the key
topics discussed during the year. This section also
covers details on decision-making in line with the
recommendations provided by the Financial
Reporting Council (FRC).
On pages 116 to 136, Frank Fiskers, Chair of the
Remuneration Committee, which met five times
during the year, presents the remuneration report.
The report sets out in detail the key decisions made
by the Committee during the year and provides
comprehensive disclosures on executive pay and
thelinkage to the Company’s strategic goals.
Section 3 – Composition,
successionand evaluation
Section 4 – Audit, risk
andinternalcontrol
Section 5 – Remuneration
See page
J Board appointments and succession
plans for board andsenior
management and promotion
ofdiversity
105
K Skills, experience and knowledge
ofboard and length of service
ofboard as a whole
89
L Annual evaluation of board and
directors and demonstration of
whether each director continues
tocontribute effectively
101 to 108
See page
M Independence and effectiveness of
internal and external audit functions
and integrity of financial and
narrative statements
112 to 113
N Fair, balanced and understandable
assessment of the company’s
position and prospects
111
O Risk management and internal
control framework and principal
risks the company is willing to take
to achieve its long-term objectives
112
See page
P Remuneration policies and practices
to support strategy and promote
long-term sustainable success, with
executive remuneration aligned to
company purpose andvalue
121
Q Procedure for executive
remuneration, director and senior
management remuneration
121 to 123
R Authorisation of
remunerationoutcomes
116 to 136
CORPORATE GOVERNANCE STATEMENT CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
93
BOARD LEADERSHIP AND COMPANY PURPOSE
Purpose, values and strategy
The Chair and the General Counsel met
withmajor shareholders during the year to
discuss environmental, social and governance
issues as well as business strategy and
performance in the UK and Germany.
Culture
The Board appreciates the rich culture of
Whitbread and its commitment to
maintaining the highest standards of
honesty, openness, and accountability. The
Board is regularly updated on progress
against our people plan and the key metrics
that indicate the health of our culture:
employee engagement, diversity and
inclusion, retention, and employee relations.
Specific initiatives in the last year that
further enrich our culture include the launch
and embed of ‘How We Lead’, a consistent
framework of leadership behaviours designed
to further drive high performing teams, and
the roll out of a digital recognition platform
called ‘Wonderfully Whitbread’.
Speaking Out
The Speaking Out (whistleblowing) service
is available to all team members, employees,
suppliers and third parties allowing them to
raise concerns.
Through this service, reports can be raised
online using the web reporting functionality
or through the telephone hotline in multiple
languages. The service can also be accessed
on phones by scanning the QR code displayed
on the Company’s intranet or on the posters
across all our locations. The Audit Committee
approved a Speaking Out policy in April 2025,
which has been adopted this financial year.
Board diversity
The Board diversity policy was updated
inMarch 2024 to align with the latest FCA
targets and also business best practice.
The FCA’s diversity targets for UK listed
companies, which are implemented on
a‘comply or explain’ basis, require that at
least 40% of boards be women, and at least
one senior board position (Chair, CEO, SID,
or CFO) be held by a woman. Additionally,
at least one board member must be from a
minority ethnic background. We are pleased
to report that we are currently meeting these
targets. We have 18% ethnic representation
on our Board, meeting the FCA ethnicity
target. From a gender perspective, 45%
ofour directors are female. With the
appointment of Christine Hodgson as
Chairwe have met the FCA’s targets in full.
Gender and ethnicity data collection
The table below sets out the gender and ethnicity of the Board, executive management
and senior Board positions (CEO, CFO, SID and Chair) as at 26 February 2026. In line with
the Listing Rules definition, ‘executive management’ consists of Whitbread’s Executive
Committee members.
For full details of the Executive Committee please see page 100.
The Board diversity data is collected using a questionnaire and given on a self-identification
basis at the point of their onboarding to the Company. The diversity data collated for the
Executive Committee is collected on an anonymous basis directly from each member using
a questionnaire and given on a self-identification basis.
Gender of members of the Board and executive management
Board
members
Percentage
of the
Board
Senior Board
positions
(Chair, CEO,
CFO and SID)
Executive
management
Percentage
of executive
management
Women 5 45% 1 2 22%
Men 6 55% 3 7 78%
Ethnic background of members of the Board and executive management
Board
members
Percentage
of the
Board
Senior Board
positions
(Chair, CEO,
CFO and SID)
Executive
management
Percentage
of executive
management
White British or other White
(including minority White groups) 9 82% 3 8 89%
Mixed/multiple ethnic groups 0 0% 0 0 0%
Asian/Asian British 2 18% 1 1 11%
Black/African/Caribbean/
BlackBritish 0 0% 0 0 0%
Other ethnic groups 0 0% 0 0 0%
Not specified/prefer not to say 0 0% 0 0 0%
The Board and the executive team remain focused
on the strategic objectives of the Company while
also balancing the needs of stakeholders and
promoting shareholder value. You can read more
about how stakeholders are considered in the
decision-making process on pages 48 to 53.
GOVERNANCE
94
Whitbread PLC Annual Report and Accounts 2025/26
Board agenda 2025/26
Standing agenda items
• Chief Executive’s report
• Chief Financial Officer’s report
• Chief People Officer’s report
• General Counsel’s report
• Property and International
Managing Director’s report
• Approval of capital projects
• KPI pack
• Budget review
Q1
• Risk review and appetite
• Board evaluation
• Property disposal
• Capital projects
• Review of annual accounts
ended 27 February 2025
• Reports from Remuneration
andAudit Committees
• Food and beverage update
• Health and safety
• Force for Good
Q2
• Commercial update
• Germany update
• Investor relations
• Capital projects
• Annual general meeting
Q3
• Appointment of Christine Hodgson
• Force for Good
• Germany update
• Employee engagement and insight
• Reports from Remuneration and Audit
Committees
• Capital projects
• Board strategy day preparation
• Review of half-year results
• Post-completion review
• Commercial/trading update
• Cyber security
• Guest experience
• Half-year risk review
• Technology update
• Health and safety update
• Operational and property strategy
Q4
• Appointment of Jonathan Howell
• Operational delivery
• People strategy
• Capital projects
• Board effectiveness review
• Budget approval
• Review of Five-Year Plan financialupdate
Controls and risk management
The Board is responsible for the
Company’sframework of internal control
andrisk management and for reviewing
their effectiveness. These frameworks are
designed to manage rather than eliminate
risk of failure to achieve business objectives.
Theycan only provide reasonable, and
notabsolute, assurance against material
misstatement or loss.
The Board has established an ongoing
process for identifying, evaluating and
managing the Company’s principal risks.
This process was in place throughout the
financial year and up to the date of this
report. The process is reviewed by the
Board and accords with the internal control
guidance for directors in the Code.
A report of the principal risks, together
withthe viability statement, can be found
onpages 66 to 72.
Code of Conduct
We updated our Code of Conduct last
year.Key enhancements include our new
values and an update to our whistleblowing
reporting processes. This was designed to
streamline the process for raising concerns
and to enable users to very clearly identify
when to use the system over other available
reporting tools, whilst always ensuring
absolute confidentiality and protection
forwhistleblowers. We have reinforced our
zero-tolerance stance against all forms of
abuse and discrimination, whether towards
our people, our guests or those that
wework with. These updates reflect our
commitment to ensuring a safe, transparent
and accountable workplace, aligning with
our core values and commitment to doing
business the right way. Our mandatory
Code of Conduct training now includes
anannual refresher requirement for all
employees. The programme has now been
fully rolled out across the Support Centre
and is being extended to our Operations
teams to ensure our teams not only
understand these changes, but also
modelour values in their daily operations.
BOARD LEADERSHIP AND COMPANY PURPOSE CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
95
DIVISION OF RESPONSIBILITIES
The Chair and the Chief Executive have clearly defined roles which are separate and
distinct. The specific duties and division of responsibilities between the Chair and the
Chief Executive have been agreed by the Board and are set out below, together with
information on the roles of the Senior Independent director, the executive directors,
thenon-executive directors and the Company Secretary.
Chair
• Leadership of the Board and setting its
agenda, including approval of the Group’s
strategy, business plans, annual budget
and key areas of business importance.
• Maintaining appropriate contact with
major shareholders and ensuring that
Board members understand their views
concerning the Company, especially
ongovernance.
• Ensuring a culture of openness and
debate around the Board table.
• Leading the annual evaluation of the Board,
the Committees and individual directors.
• Ensuring, through the Company Secretary,
that the members of the Board receive
accurate, timely and clear information.
Chief Executive
• Optimising the performance
ofthebusiness.
• Day-to-day operation of the business.
• Reviewing and proposing strategy.
• Ensuring effective communication
withshareholders and employees.
• The creation of shareholder value by
delivering profitable growth and a good
return on capital.
• Ensuring the Company has a strong team
of high-calibre executives, and putting in
place appropriate management
succession and development plans.
• Leading and motivating a large workforce
of people.
Senior Independent Director
• The Senior Independent Director
providesa sounding board for the
Chairand supports her in the delivery
ofher objectives. The Senior Independent
Director is available to shareholders
ifthey have concerns that the normal
channels have failed to resolve, or that
would be inappropriate to raise with the
Chair or the executive team. He also
leadsthe annual evaluation of the Chair
on behalf of the other directors.
Executive directors
• The executive directors are responsible
for the day-to-day running of the business
and for implementing the operational and
strategic plans of the Company.
Non-executive directors
• The non-executive directors play a key
role in constructively challenging and
scrutinising the performance of the
management of the Company and helping
to develop proposals on strategy.
Company Secretary
• Advising the Board on legal
matters,corporate governance
andBoardprocedures.
• Arranging and minuting the Board
andCommittee meetings.
• Providing support to the Chair,
theChiefExecutive and the Board
Committee Chairs.
• Enabling and supporting communication
between directors and senior management
to the Board andCommittees.
The matters reserved for the Board can be
found on our website www.whitbread.co.uk
GOVERNANCE
96
Whitbread PLC Annual Report and Accounts 2025/26
BOARD OF DIRECTORS
Christine Hodgson CBE
Chair
Dominic Paul
Chief Executive
External appointments:
• Severn Trent Plc (Chair)
• Newton Group Holdings Limited (Chair)
• Spencer Stuart (non-executive director)
Career:
Christine Hodgson is a highly experienced FTSE 100 Chair
with a strong background in finance, technology and
sustainability leadership. She has held senior roles across
the technology and consumer-facing sectors and working
with multiple high-growth international companies.
Christine joined Capgemini, one of the world’s largest
technology and professional service groups, in 1997 and
held a number of roles including CFO of Capgemini UK Plc
and for the Global Outsourcing business, CEO of Technology
Services North West Europe, Global Head of Corporate Social
Responsibility and Executive Chair of Capgemini UK Plc.
External appointments:
N/A
Career:
Dominic Paul is an experienced senior executive with a very
strong operational and commercial record in the travel, leisure
and hospitality sector and has a track record of growing and
transforming brands both in the UK and internationally.
Dominic was previously a member of the Whitbread Executive
Committee and Managing Director of Costa Coffee for three
years, before serving as CEO of Domino’s Pizza Group Plc
where he led the business through the COVID-19 pandemic,
delivered a strong period of sales growth and value creation
and aligned all stakeholders behind a growth strategy for
thefuture.
Previously Dominic was Senior Vice President of International
with Royal Caribbean Cruise Line, where he led the business
through a period of strong growth. His extensive experience
inthe travel and leisure industry also includes senior roles
ateasyJet, British Midland and British Airways.
We believe that it is vital for the Board to include a diverse range of skills,
backgrounds and experience, to enable a broad evaluation of all matters considered
and to contribute to a positive culture of mutual respect and constructive challenge.
The mix of skills and experience represented on the Board is outlined on page 89.
N
R
Hemant Patel MBE
Chief Financial Officer
External appointments:
• 3i Group plc (non-executive director)
Career:
Hemant joined Whitbread in 2018 as UK Finance Director,
having previously been Finance Director of Greene King Pub
Co. He also worked at ASDA-Walmart for 11 years, carrying
out various management roles including Commercial Finance
Director, Director of Own Label and Director of Strategy.
Healso had several finance roles over six years at Mars, Inc.
He was Chair of the Royal Armouries Museum and was
awarded an MBE for services to Museums and Heritage in
the 2020 birthday honours list. He also received the Arts
and Business Individual of the Year award in 2007 for his
work with Interplay Theatre.
Board tenure:
Appointed March 2022
Nationality:
British
Board tenure:
Appointed January 2023
Nationality:
British
Board tenure:
Appointed
September 2025
Nationality:
British
Key:
A
Audit Committee   
N
Nomination Committee   
R
Remuneration Committee    Committee Chair    Committee member
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
97
N
R
N
R
N
R
Kal Atwal
Independent non-executive director
External appointments:
• OSB Group PLC (non-executive director)
Career:
Kal has over 14 years’ executive experience at BGL Group
Limited in various roles, including founding managing
director of comparethemarket.com. Kal was also Chair of
Simply Cook, a tech-enabled meal kit subscription service
prior to its sale to Nestle.
Kal began her career at EY in Madrid, after which she held
anumber of operational and strategic roles with Southern
Derbyshire Chamber and Northcliffe Media Ltd.
Kal is an experienced strategic leader with international
experience in start-up, scale-up, fintech and digital businesses.
Richard Gillingwater
Senior Independent Director
External appointments:
• Spirax Group plc (independent non-executive director
and Senior independent director)
• Wellcome Trust (Chair of the Investment Committee)
Career:
Richard was Chairman of Janus Henderson Group plc from
2017 to the end of 2022, and served as a non-executive
director of Helical PLC and was former Pro-Chancellor of
the Open University. Richard also served as Chairman on
SSE PLC from 2015 to 2021.
Richard is a highly experienced executive and has spent
much of his career in corporate finance and investment
banking with Kleinwort Benson, BZW and Credit Suisse
First Boston, before he moved out of banking and became
Chief Executive of the Shareholder Executive and then
Dean of Bayes Business School.
Karen Jones DBE
Independent non-executive director
External appointments:
• The Crown Estate (Chair and Senior Non-executive Director
of the Board and Chair of the Sustainability Committee)
• Underdog Group Limited (Hawksmoor – Chair)
• Imbiba Growth LLP (Advisory Board Member)
• Bricks and Fuel Limited (Director)
• National Theatre Enterprises Ltd (Chair)
• Federal Café Limited (Chair)
• Abode JV GP Limited (Chair)
• Punch Pubs Limited (Advisor)
Career:
Karen is Senior Independent Director at The Crown Estate
andthe Chair at Hawksmoor. Karen previously served as
Senior Independent Director at Deliveroo PLC, Executive Chair
at Prezzo and Senior Independent Director at Booker plc.
Karen has a wealth of experience in the restaurant, food
and hospitality sectors having founded Café Rouge and led
the formation of Spirit Group as CEO. Karen also has strong
experience in executive remuneration, having previously
chaired the remuneration committees at ASOS Plc, Booker
plc and Deliveroo plc.
GOVERNANCE
Board tenure:
Appointed January 2023
Nationality:
British
Board tenure:
Appointed March 2021
Nationality:
British
Board tenure:
Appointed June 2018
Nationality:
British
98
Whitbread PLC Annual Report and Accounts 2025/26
N A N A
External appointments:
• University of Birmingham (Deputy Pro Chancellor
andChair of the remuneration committee)
• Wellcome Trust (Governor)
Career:
Cilla Snowball has a wealth of advertising, marketing
anddigital experience, being made a Dame in 2017
forherservices to advertising, diversity and equality.
Cilla started her career in advertising and served as Group
Chief Executive at Abbott Mead Vickers BDDO Ltd from
2006 to 2018, also sitting on the BBDO Worldwide Board,
and Chair of both the Advertising Association and the
Women’s Business Council.
Cilla Snowball DBE
Independent non-executive director
Frank Fiskers
Independent non-executive director
External appointments:
• Shurgard Self Storage SA (non-executive director)
Career:
Frank spent ten years with Scandic Hotels Group and
served twice as President & CEO from 2007 to 2010
andfrom 2013 to 2018. Between September 2010 and
September 2012, hewas a non-executive director at the
Group. He has experience in several countries in Europe
andAfrica.
Frank has served as Chairman of Norstedt and
Akademibokhandln. He has also served as a board
memberof the Swedish Hospitality Employers Association,
the British Hospitality Association, and Shurgard Self
Storage SA.
Horst Baier
Independent non-executive director
External appointments:
• Bayer AG (Member of Supervisory Board)
• Ecclesia Holding GmbH (Member of the Voluntary
Supervisory Board)
Career:
Horst was Chief Financial Officer of TUI AG, previously
London-listed Anglo-German leisure travel group for eight
years until the end of September 2018. During his time at TUI
AG, Horst played an important role in TUI’s transformation
from a tour operator to a global provider of holidays.
N A
R
BOARD OF DIRECTORS CONTINUED
Board tenure:
Appointed January 2023
Nationality:
British
Board tenure:
Appointed February 2019
Nationality:
Danish
Board tenure:
Appointed November 2019
Nationality:
German
Key:
A
Audit Committee   
N
Nomination Committee   
R
Remuneration Committee    Committee Chair    Committee member
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
99
Clare Thomas
General Counsel and Company Secretary
External appointments:
N/A
Career:
Clare Thomas joined Whitbread as General Counsel and
Company Secretary in June 2023, having previously held
asimilar position at Britvic from 2013 to 2023. Prior to this,
she was a corporate/M&A partner at law firm Addleshaw
Goddard LLP, where she had a particular focus on working
with consumer-facing businesses in retail, consumer
brands, leisure and hospitality.
As well as being General Counsel and Company Secretary,
Clare is also the Executive Committee member responsible
for Whitbread’s sustainability programme, Force for Good.
Shelley Roberts
Independent non-executive director
External appointments:
• Compass Group (Chief Commercial Officer)
Career:
Shelley is currently the Group Chief Commercial Officer
atCompass Group PLC, where she is responsible for leading
the Group’s Global Clients, Strategy, M&A, Health & Safety,
Sustainability, Digital and Procurement functions.
Shelley has vast experience in the travel and hospitality sector,
having served as Managing Director of Compass Group’s
Australian business and previous to this holding leadership
roles at easyJet, Tiger Airways and Sydney Airport.
Jonathan Howell
Independent non-executive director
External appointments:
• Experian Plc (non-executive director and Chair
ofAuditCommittee)
Career:
Jonathan was the Group Chief Financial Officer of The Sage
Group plc from 2018 to 2025. Prior to that he was Group CFO
of Close Brothers Group plc for ten years. Jonathan also served
as the Group CFO of The London Stock Exchange Group for
nine years. The early part of Jonathan’s career was at Price
Waterhouse where he qualified as a chartered accountant.
Jonathan is a non-executive director and Chair of the
AuditCommittee at Experian plc and previously served as
aNon-Executive Director and as Chair of the Audit and Risk
Committee at Sage from 2013 to 2018, before becoming
theGroup CFO.
A NA N
Board tenure:
Appointed January 2026
Nationality:
British
Board tenure:
Appointed November 2023
Nationality:
Austrian
Board tenure:
Appointed June 2023
Nationality:
British
GOVERNANCE
100
Whitbread PLC Annual Report and Accounts 2025/26
EXECUTIVE COMMITTEE
Dominic Paul
Chief Executive
Rachel Howarth
Chief People Officer
Simon Ewins
Managing Director,
UK Hotels and Restaurants
Mark Smith
Chief Technology Officer
Joe Garrood
Chief Commercial Officer
Hemant Patel MBE
Chief Financial Officer
Clare Thomas
General Counsel
and Company Secretary
Mark Anderson
Managing Director,
Propertyand International
Erik Friemuth
Chief Executive Officer,
Premier Inn Germany
The Executive Committee has
authority to manage the day-to-
day operations of the Group’s
businesses, with the exception
of those matters reserved
for the Board, and within the
financial limits set bythe Board.
The Committee’s
responsibilities include:
• formulation of strategy for
recommendation to the Board;
• management of performance in
accordance with strategy and budgets;
• talent & succession and team
memberwellbeing;
• risk management;
• capital investment decisions (where
Board approval is not required);
• cost efficiency, procurement and
organisational design;
• reputation and stakeholder management;
• culture and values;
• the Force for Good sustainability programme;
• health and safety; and
• customer engagement & satisfaction
andproduct development.
Biographical details for the Executive Committee can be found on the Company’s website: www.whitbread.co.uk
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
101
COMPOSITION, SUCCESSION AND EVALUATION
As stated in previous reports, we have
beendetermined to reach at least 40%
ofthe Board being female with at least
oneofthe main Board positions also being
held by a female. Both of these aims have
now been achieved.
Board effectiveness review
During the year, an internal performance
review of the Board and its Committees was
carried out. The process was set out in two
stages. In the first, the Board members
completed detailed questionnaires. In the
second stage, the Chair had discussions with
each member of the Board. The Chair’s
review was carried out by the Senior
Independent director.
Board composition
The Nomination Committee aims to
ensurethe Board and its Committees have
the appropriate balance of skills, experience,
diversity, independence and knowledge of
the Company to enable them to discharge
their responsibilities effectively. After assessing
independence against the Code, the Board
considers all non-executive directors to be
independent in judgement and character
and also considered the Chair to be
independent on appointment.
The Board is currently composed of
theChair, the Chief Executive, the Chief
Financial Officer and eight independent
non-executive directors.
As required by the Code, all directors
willbe subject to election or re-election
atthe next AGM. During the year, the Chair
completed the individual performance
review of each non-executive director and
the Chief Executive Officer in respect of
their contribution and time commitment
totheCompany.
Details setting out why each director is
deemed to be suitable for reappointment,
and how their contribution continues to
beimportant to the Company’s long-term
success, will be included in the AGM papers
circulated to the shareholders.
Board succession
The Chair leads the Nomination Committee
in annually evaluating the balance of skills,
experience, independence and knowledge
on the Board. A matrix of the skills and
competencies of the current Board is
mapped against the skills and competencies
the Committee believes will be required in
the future. This process helps the Committee
ensure a robust succession plan and the
development of a diverse pipeline in line
with the Board’s policies and Diversity
andInclusion commitments.
As part of the annual talent cycle,
theNomination Committee reviews the
long-term succession plan for the members
of the Executive Committee and their direct
reports. The Committee recognises the
importance of reviewing internal succession
strength and ensuring robust emergency
succession plans are in place. Deep dive
talent reviews into the critical capabilities
ofthe Executive Committee and senior
leadership team for both the UK and
Germany are also carried out annually.
As Adam Crozier and Chris Kennedy were
both approaching their nine-year tenure on
the Whitbread Board, we carefully planned
for a smooth transition and effective
handover of their considerable experience,
with Christine Hodgson succeeding Adam
Crozier as Chair in September 2025 and
Jonathan Howell replacing Chris Kennedy
as Audit Committee Chair in January 2026.
Horst Baier, who has significant and relevant
experience, acted as interim Chair of the
Audit Committee when Chris stepped
downafter the AGM in June 2025.
2026-27
Internally
Facilitated
Board
Effectiveness
Review
2025-26
Internally
Facilitated
Board
Effectiveness
Review
2024-25
Externally
facilitated
Board
Effectiveness
Review carried
out byChris Saul
The General Counsel collated the responses
of the evaluation and, based on the outcomes
of the discussions, a summary of findings
along with key outcomes was provided to
the Chair. Copies of the reports were also
presented to the Board and each Committee
for discussion.
The overall outcome was positive, with
Directors continuing to describe an open,
collegiate and constructive environment,
with an appropriate blend of support and
challenge of management, helped by clear
reporting, well-structured agendas and
strong relationships across theorganisation.
GOVERNANCE
102
Whitbread PLC Annual Report and Accounts 2025/26
COMPOSITION, SUCCESSION AND EVALUATION CONTINUED
Culture, people and
stakeholder engagement
Feedback on culture remains positive.
Directors describe a Board environment
that is inclusive, collaborative and well
balanced, with constructive challenge and
mutual respect underpinning discussion.
Workforce engagement continues to be
valued, with Directors emphasising the
importance of maintaining site visits and
opportunities to meet employees and
observe guest interactions.
Board composition,
skillsandsuccession
The review indicates that the Board
composition remains appropriate, with
recent appointments made through open
and objective processes. Executive
succession planning is progressing, but
Directors emphasised the need to continue
deepening internal pipelines.
Meetings, information
andcommittee operations
Meetings continue to be well chaired, with
high-quality papers and clear reporting
supporting effective decision-making.
Some Directors noted that certain papers
could be shorter and more clearly structured
around the decision required. Directors
alsosuggested continuing to vary meeting
locations and increasing opportunities for
informal interaction. Committee operations
continue to be strong, with well-balanced
agendas and well-prepared papers.
Summary of the 2026
Boardevaluation
Strategy and Business
Priorities
The review confirmed that the Board
maintains a strong understanding of the
organisation’s strategy and key priorities.
The strategy day and thematic deep-dives
were again highlighted as particularly valuable,
providing a clear platform for high-quality
discussion and structured challenge.
The review noted a desire for wider sector
and competitive insight, including greater
emphasis on AI, technology, and broader
hospitality and accommodation trends.
Directors also expressed interest in receiving
more external stimulus to further “bring the
outside in.”
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
103
Committee effectiveness reviews
Audit Committee
The Audit Committee continues to operate
effectively, with strong relationships across
Finance, Internal Audit and with the external
auditor. The reporting environment is viewed
as robust and papers are of high quality.
Remuneration Committee
The Remuneration Committee remains
effective, with clear alignment between
remuneration structures and strategic
priorities. Performance discussions with
management are described as balanced
and transparent, supported by high-quality
papers. The review identified opportunities
to hold occasional NED-only sessions and
continue scanning for emerging remuneration
practices within UK governance guidelines.
Nomination Committee
The Nomination Committee continues to
oversee succession and talent effectively,
with strong processes and transparent
discussion. The Committee highlighted the
need to continue strengthening succession
planning at the Executive Committee and
one level below.
Board strategy day
The Board and the Executive Committee
met in London on 26 November 2025
foraBoard strategy day.
The purpose of the Board strategy
day is to present, discuss, evolve and
crystallise the key strategic priorities
for the Group.
The focus of this strategy day was to
spend time thinking about the next
phase of the Company’s long-term
growth beyond the five-year plan,
andto think about the right model
tosupport that strategy.
There were also presentations on the
strategic plan for the Commercial and
Operations teams, and discussions on
Accelerating Growth Plan, Germany
and Technology, with an opportunity
for all participants to ask questions
and give feedback.
Information on the Group’s strategic
priorities canbefound on page 2
Each Executive Committee member
presented their part of the plan and
all participants were able to ask
questions and provide feedback.
The presentations broadly covered
the following themes:
• the latest view of the Five-Year Plan;
• financial plan;
• commercial and operations plan;
• Germany plan;
• technology plan;
• Accelerating Growth Plan.
Progress against
actionsfromlast year
The Board reviewed progress against
theactions arising from last year’s Board
effectiveness review. Progress was strong
across all areas:
• More regular Board discussions of key
strategic themes: As can be seen from
the Board focus areas for this year on
page 89, the Board has spent
considerable time discussing this and the
Board effectiveness review indicates that
the Strategy Day in November was well
received by the Board.
• Periodic competitor deep dives: there
was more focus on this during the year
and it continues to be a focus area.
• At least one Board site visit: the Board
visited a number of hotels in Birmingham
and Hamburg.
• An additional Nomination Committee
discussion around Executive Committee
succession: this took place during
theyear.
• Actions around adding variety to Board
and Committee meeting locations.
• During the year, there were several
opportunities for the Board to interact in
an informal setting with colleagues across
the business demonstrating high growth
potential.
This progress reflects a strong commitment
to continuity, capability development and
strengthening Boardprocesses.
Actions agreed
fortheyearahead
In response to this year’s review, the Board
agreed the following priorities:
• Produce a calendar of events for the year
with touchpoints across various stakeholders;
• Identify opportunities for more training
on cyber, AI, big trends, competitor
benchmarking etc;
• Begin each Board meeting with a
‘customer moment’ and/ or a ‘health
andsafety’ moment; and
• Hold space at the end of each meeting
for a NED-only meeting.
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104
Whitbread PLC Annual Report and Accounts 2025/26
NOMINATION COMMITTEE REPORT
“It has been a busy year for
the Nomination Committee
with both my appointment
as Chair of the Company
and the appointment of
Jonathan Howell as Audit
Committee Chair.”
Christine Hodgson
Chair, Nomination Committee
Membership of the
Nomination Committee
and meeting attendance
Name of director
Attendance at
meetings
Christine Hodgson
(Chair)
1
2/2
Jonathan Howell
2
1/1
Kal Atwal 4/4
Horst Baier 4/4
Frank Fiskers 4/4
Richard Gillingwater 4/4
Karen Jones 4/4
Shelley Roberts 4/4
Cilla Snowball 4/4
1 Christine Hodgson was appointed to the
Board on 1 September 2025.
2 Jonathan Howell was appointed to the
Board on 1 January 2026.
Role of the Committee
The role of the Nomination Committee is
toreview the composition of the Board and
Executive Committee. The Committee is
also responsible for evaluating the directors
on an annual basis, striving for a balance of
skills, knowledge, independence, experience
and diverse representation to allow it
tooperate effectively. The Committee
alsocarries out succession planning
forseniormanagement.
Responsibilities
oftheCommittee
The Committee has specific responsibilities
on behalf of the Board and these are
detailed below:
• to regularly review the structure, size
andcomposition of the Board (including
the balance of skills, independence and
diversity, including gender), and to make
recommendations to the Board;
• to consider succession planning for the
Board and senior management, oversee
the development of a diverse pipeline
forsuccession and determine the skills
and experience required for future
Boardappointments;
• to identify and nominate, for the approval
of the Board, candidates to fill Board
vacancies as and when they arise;
• to evaluate the balance of skills,
knowledge, experience and diversity
required prior to recommending an
appointment to the Board and, on the
basis of this evaluation, to prepare a role
description outlining the capabilities
required for aparticular appointment;
• to keep the leadership needs of the
Company under review, for both
executive and non-executive directors;
• to review the time commitment required
from non-executive directors and to ensure
that a performance evaluation is undertaken
to determine if non-executive directors
are spending sufficient time to fulfil their
duties; and
• to review the results of the annual Board
evaluation that relate to the composition
of the Board.
Board training during the year
Throughout the year, various members of
the Board attended training sessions across
a wide range of topics to hone their skills
and expertise and keep abreast of changing
market conditions. Key themes of these
sessions were:
• Cyber Security
• Corporate Governance
• Diversity and Inclusion
• AI training
• ESG and Sustainability training
Board Diversity
andInclusionpolicy
The Board Diversity and Inclusion policy
was updated in March 2024 to align with
the latest FCA targets and also business
best practice.
This policy is applicable to the PLC Board
and its committees but sits alongside the
our Code of Conduct and our Diversity and
Inclusion policy, which set out Whitbread’s
broader commitment to diversity and
inclusion. The entire policy can be found
onthe Whitbread website.
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
105
Time commitment of
non- executive directors
On behalf of the Board, the Nomination
Committee has reviewed the extent of other
interests of the non-executive directors. As
a result, the Board is satisfied that the Chair
and each of the non-executive directors
continue to commit sufficient time to their
duties and fulfil their obligations to the
Company. No executive director has taken
on more than one other non-executive
directorship in a FTSE 100 company.
Matters considered by the
Nomination Committee
duringthe year
Every year, the Committee considers
thefollowing matters:
• talent review;
• Board succession planning;
• composition of the Board; and
• Board skills matrix.
Talent review
The Nomination Committee reviews
talentregularly. As part of this work, the
Committee reviews the long-term succession
plan for the Executive Committee and its
direct reports. The Committee recognises
theimportance of reviewing the internal
succession strength and ensuring robust
emergency and medium-term succession
plans are in place. We also value deep dive
talent reviews into the critical capabilities
ofthe Executive Committee and senior
leadership team. This review includes
boththe UK and Germany.
Chair of the Board and
AuditCommittee Chair
succession processes
Background
As part of the Company’s continued
focuson strong governance and long-term
Boardplanning, the Nomination Committee
commenced a formal process to identify
successors for both the Chair of the Board
and the Chair of the Audit Committee.
Thiswork formed part of the Committee’s
ongoing assessment of Board composition,
future leadership needs, and the evolving
strategic and operational environment in
which the Company operates.
The Senior Independent Director (SID)
ledthe process for the Chair succession.
After consideration of several firms, Russell
Reynolds Associates (RR), an experienced
executive search adviser, was proposed by
the SID and subsequently appointed by the
Committee. RR was selected on the basis of
its independence, its strong track record in
board-level appointments, and its adherence
to the Voluntary Code of Conduct for
Executive Search Firms. RR do not have any
other connection with the company or
individual directors other than in their
capacity as external search consultants.
Board discussion and approach
Following RR’s appointment, the SID
worked with executive and non-executive
directors to articulate desired future Chair
responsibilities and qualities. Early discussions
emphasised a preference for deep experience
in large-scale transformation, delivery of
sustained growth and familiarity with complex,
multi-site employer environments. RR
conducted 1:1 consultations with each Board
member to ensure a robust understanding
of both the strategic leadership attributes
and the cultural characteristics required of
the next Chair.
RR was also appointed to undertake the second search for a new Audit Committee Chair in
early 2025, with an initial candidate pool focused on acting and recently retiredCFOs with
experience in large listed organisations. Horst Baier agreed to act as interim Audit
Committee Chair while the formal search process progressed.
Succession processes
Details of the process in relation to my own appointment can be found below.
Chair of the Board
Over the course of 2024 and early 2025,
the Committee received regular updates
from RR on the longlist and, subsequently,
the shortlist of candidates. The longlist
emerged from a combination of external
market mapping and stakeholder input
following Board member interviews.
RRpresented several candidates with
significant leadership credentials in
relevant industries. A staged interview
format – initially with the SID, followed
bya designated group of non-executive
directors (NEDs) and finally the wider
Board – provided multiple touchpoints
toassess leadership style, cultural
alignment and strategic capability.
Following the completion of all interview
rounds and Committee discussions,
Christine Hodgson emerged as the
preferred candidate. The Committee
concluded that Christine’s experience
leading high-growth, technology-enabled
and operationally complex businesses,
combined with her significant board level
and FTSE chairing experience, made herthe
ideal successor. The Committee provided its
recommendation to the Board in April 2025,
with a formal announcement published on
27 May 2025 confirming her appointment
as Chair effective 1 September 2025.
Audit Committee Chair
The Audit Committee Chair succession
process progressed alongside the later
stages of the Chair search. Following
longlist reviews and initial screening, RR
presented a shortlist to a group of NEDs in
early 2025. Each shortlisted candidate met
with multiple Board members to allow a
thorough assessment of their financial
oversight experience, risk management
acumen, and ability to contribute effectively
to the wider Board agenda. They also
metwith the prospective Chair to
ensurea good fit.
After these meetings and a comprehensive
discussion of feedback, Jonathan Howell
was identified as the leading candidate.
TheCommittee agreed torecommend him
for appointment and this recommendation
was accepted by the Board. A formal RNS
announcement published on 15September
2025 confirmed Jonathan Howell’s
appointment as Audit Committee Chair
effective 1 January 2026, with Horst Baier
remaining on the Committee and concluding
his interim chairship at year-end.
The Nomination Committee is satisfied
that both succession processes were
conducted with the appropriate level of
rigour, independence and transparency.
The appointments of Christine Hodgson
and Jonathan Howell will support strong
governance and continuity while enhancing
the Board’s depth of experience and
strategic capability.
Richard Gillingwater
Senior Independent director
GOVERNANCE
106
Whitbread PLC Annual Report and Accounts 2025/26
Timeline of Key Activities
NOMINATION COMMITTEE REPORT CONTINUED
Director induction
All Directors receive a comprehensive
induction programme. This is tailored
through discussion with the Chair, Senior
Independent Director in the case of a Chair
appointment, and the Company Secretary
and considers existing expertise and
anyprospective Board or Board
Committeeroles.
The induction programme for Christine
Hodgson and Jonathan Howell comprised a
balance of knowledge-based sessions with
internal functions and external advisers,
supplemented by operational site visits
andmeetings with key stakeholders. The
programme ensured a rounded understanding
of Whitbread’s business model, governance
structure, culture and key strategic priorities.
Meetings were sequenced to provide
earlyexposure to Board governance,
commercial performance, technology,
people, operations, and financial oversight,
followed by deeper dives with internal
andexternal advisers. For both new
directors, additional sessions with brokers
and external advisers were incorporated
asrequired.
2024 2025
In early 2024, RR was
formally appointed
and the SID, together
with the search agency,
developed the initial
role specifications,
timeline and approach.
RR conducted
individual interviews
with each Board
member to refine
the Chair criteria,
capturing views on
experience, style,
cultural fit and
strategic priorities.
The longlist
candidates met with
the SID and then with
other NEDs. Feedback
was discussed by
theCommittee.
Horst Baier
agreed to
serve as
interim Audit
Committee
Chair during
thetransition.
In 2025, all shortlisted Chair
candidates metwith thedesignated
NEDs, followed by broader Board
interactions. The Committee
reviewed additional
feedback on the
shortlisted candidates
and, reached
an in principle decision to
recommend Christine Hodgson as
the next Chair.
The Nomination Committee
reviewed the longlist of
Audit Committee Chair
candidates. The NEDs
completed
meetings with
all shortlisted
candidates
and provided detailed
feedback.
The Committee
reviewed the
Board skills
matrix, project
plan anddraft
role specifications.
A longlist was
presented in early
October 2024.
In parallel,
theCommittee
beganplanning
forthetransition of
the Audit Committee
Chair. RR was appointed
to lead this second
search, and an initial
longlist focused on
senior finance leaders
was prepared.
The Company
subsequently
announced Christine’s
appointment with
effect from
1September 2025.
The Committee
agreed to recommend
Jonathan Howell
forappointment. His
appointment was
effective from
1January 2026.
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
107
Christine Hodgson –
Inductionoverview
Christine’s induction programme brought
together core areas of the business and
governance environment she oversees as
Chair. Sessions spanned strategy, operations,
people, finance, governance, technology
and external advisory input, delivered
through structured meetings with Executive
Committee members, non-executive
directors, external advisers and major
shareholders. In addition, Christine also
received a comprehensive handover from
Adam Crozier and observed the Board
meeting and AGM in June 2025.
Christine also met with senior leaders
within the business across various
functions such as Risk, Internal Audit,
Secretariat, Finance, Property, etc.
1. Strategy, property, international
andM&A
• Property strategy, international
business, supply chain, Middle East
footprint, and M&A
• Strategic advisory discussions,
long-term commercial thinking
• Premier Inn Germany strategy, market
landscape, financial performance
2. Governance, legal, risk
andregulatory
• Legal and regulatory matters,
external legal advisers, audit interface
• Remuneration Committee and Audit
Committee introductions
3. Finance, investor relations
andexternal market engagement
• Our key metrics – to build
understanding of business performance
• Bid defence, valuation,
marketpositioning
• Investor relations, major shareholders,
capital markets engagement
4. Operations, technology
andtransformation
• Hotel operations, culture,
tech-enabled change,
operationalefficiencies
• Technology strategy, operating
model, cyber security
5. People, culture and safety
• People strategy, remuneration,
succession planning
• Health and safety, major risk areas,
WINcard reporting
6. Secretariat and insurance
• Company Secretariat, governance
processes, insurance arrangements
“ I am delighted that the
search for the Chair of
Whitbread has resulted in
Christine’s appointment.
Christine’s experience
working with high-profile
consumer and technology
businesses will behugely
valuable over the
comingyears.”
Richard Gillingwater
Senior Independent director
GOVERNANCE
108
Whitbread PLC Annual Report and Accounts 2025/26
Jonathan Howell –
Inductionoverview
Jonathan’s induction reflects his
responsibilities as incoming Audit
Committee Chair, with emphasis
onfinance, audit, risk, governance,
operations, technology, safety and
external advisory relationships.
1. Finance, treasury, accounting
andinvestor relations
• Group finance, treasury,
accountingframework
• Investor relations overview
2. Audit, internal control,
riskandgovernance
• Internal audit and risk management
• Governance, Board processes, legal
overview, Secretariat and insurance
• Interactions with NEDs and Audit/
Remuneration Committee Chair
• Whistleblowing
3. Commercial, strategic
andmarketorientation
• Commercial strategy, performance,
longterm planning
• Germany business overview
(market,performance, strategy)
4. Operations, technology
andtransformation
• Hotel operations and culture,
digitaloperational transformation
• Technology, data, cyber security
• Group transformation agenda,
futuresuccess enablers
5. Property, international
andsupplychain
• Property strategy, supply chain, M&A
6. People and safety
• People strategy, remuneration, talent
• Safety and security, risk areas,
oversight mechanisms
7. External advisers
• Market advisory, valuation,
auditinterface
Christine Hodgson
Chair, Nomination Committee
29 April 2026
“ Jonathan is a great
addition to the Board. His
international outlook and
experience in technology
and data-led businesses
are of great benefit to
Whitbread as we continue
to deliver on our key
strategic priorities and
Five-Year Plan.”
Christine Hodgson
Chair
NOMINATION COMMITTEE REPORT CONTINUED
Director induction continued
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
109
“ I am pleased to have
taken on the role of
Audit Committee Chair
for Whitbread, and am
looking forward tohow
theCommittee will
continue to support
the business and it’s
priorities.During the year,
the Committee maintained
its focus and oversight
on the Group’s financial
reporting and internal
controls. We continue to
respond to the changing
regulatory and corporate
governance landscape,
building on our existing
controls frameworks
andbest practice.”
Jonathan Howell
Chair, Audit Committee
AUDIT COMMITTEE REPORT
Membership of the
AuditCommittee and
meeting attendance
Name of director
Attendance at
meetings
Jonathan Howell
(Chair)* -/-
Horst Baier 4/4
Frank Fiskers 4/4
Cilla Snowball 4/4
Shelley Roberts 4/4
* Jonathan Howell was appointed as
AuditCommittee Chair on 1 January 2026.
Between this date and the end of the
financial year there were no committee
meetings held. During the year, Chris
Kennedy, chaired the Audit Committee
and the three Audit Committee meetings
before stepping down from the Board on
19 June 2025. Horst Baier chaired one
Audit Committee meeting as Interim Chair
before stepping down on 1 January 2026
Roles and responsibilities
ofthe Committee
The Board has delegated specific responsibilities
to the Committee in accordance with the
Code. The key responsibilities of the Audit
Committee areto:
• monitor and review the integrity of the
Group’s half-year and full-year financial
results, and the financial reporting process
including consideration of these reports
being fair, balanced and understandable;
• monitor the statutory audit of the
parentcompany and consolidated
financial statements;
• review the Group’s internal controls
andrisk management systems;
• review and monitor the independence
and effectiveness of the external auditor,in
particular the provision ofadditional services;
• monitor and review the effectiveness of
the Group’s Internal Audit function; and
• have primary responsibility for the
recommendations to the Board in
relationto the external auditor.
To aid its review, the Committee considers
reports from the Group Finance Director
and the Director of Internal Audit & Risk,
aswell as reports from the external auditor
on the outcomes of its half-year review and
annual audit. The Committee looks for
constructive challenge from Deloitte as
external auditor.
The Committee met four times in 2025/26.
Meetings were attended by members of the
Committee and, by invitation, the Chair of
the Board, the Chief Executive, the Chief
Financial Officer, the Director of Internal
Audit & Risk, the Group Finance Director,
the General Counsel and other relevant
people from the business when appropriate.
The external auditor, Deloitte, is also invited
to meetings except where discussion includes
matters relating to its own independence,
performance, reappointment, fees or
audittendering.
Composition of the Committee
In accordance with the UK Corporate
Governance Code 2024, the Board has
confirmed that all members of the Committee
are independent non-executive directors
and have been appointed to the Committee
based on their individual financial and
commercial experience.
The Board has also confirmed that the Chair
of the Committee, has recent and relevant
financial experience through his experience
from his time as Group Chief Financial Officer
of The Sage Group plc from 2018 to 2025.
Jonathan is also the Non-Executive Director
and Chair of the Audit Committee at Experian
plc and previously served as a Non-Executive
Director and as Chair of the Audit and Risk
committee at Sage from 2013 to 2018, before
becoming the Group CFO. Horst, who served
as Interim Audit Committee Chair and
continues to be a member of the Audit
Committee, was Chief Financial Officer of TUI
AG, previously London-listed Anglo-German
leisure travel group, for eight years until the
end of September 2018 and brings relevant
financial experience to the Committee.
GOVERNANCE
110
Whitbread PLC Annual Report and Accounts 2025/26
AUDIT COMMITTEE REPORT CONTINUED
Significant matters in the financial statements
The Committee are provided a formal update from Management in the form of financial reporting papers at the relevant Audit Committees throughout the year, as well as relevant audit
reporting papers from the external auditors.
The key areas of judgement and estimates considered by the Committee in relation to the 2025/26 accounts and disclosed in Note 2 to the consolidated financial statements on pages 162 to
171, were:
Significant matters in the financial statements Response Challenge and outcome Cross reference
Adjusting items
During the year certain items are identified and separately
disclosed as adjusting items. Judgement is applied as to
whether the item meets the necessary criteria as per the
accounting policy disclosed in Note 2. This assessment covers
the nature of the item, the cause of occurrence and the scale
of impact of that item on reported performance. Reversals of
previous adjusting items are assessed based on the same
criteria. Note 6 provides information on all of the items
disclosed as adjusting in the current year and comparative
financial statements.
The Committee were informed of the adjusting
items in this financial year as well as the controls
that surround their identification and recognition.
The Committee challenged the appropriateness of the presentation
ofadjusting items, giving consideration to the nature and significance
of each item classified as adjusting as well as considering multi-year
programmes and their appropriate cut-off where such a programme
issubstantively complete.
The Committee concluded that the items met the criteria as defined
by the accounting policy and that the policy had been applied
consistently across theyears.
See Note 2
andNote 6 to
the financial
statements.
Assets held for sale
Assets are classified as held for sale only if the asset is available
for immediate sale in its present condition and a sale is highly
probable and expected to be completed within one year from
the date of classification.
As a result of the Group’s Accelerating Growth Plan (AGP)
the Group is actively marketing a significant number of sites.
Judgement exists on a site-by-site basis as to whether the
sale will complete within one year. In exercising its judgement
management has taken into consideration all available
information including external market expert advice.
The Committee reviewed and considered the
assumptions used by management to assess
whether (on a site-by-site basis) the sales of
those sites being marketed as part of the
Group’s Accelerating Growth Plan will complete
within one year of and be actively marketed as
at the balance sheet date.
The Committee specifically challenged the approach taken in
relation to sites that are to be disposed of as part of the announced
extension to include the remaining branded restaurants in the
Accelerating Growth Plan, noting these sites were not actively
marketed at the balance sheet date.
The Committee has concluded that the available information
including external market expert advice has been applied appropriately.
See Note 2 and
Note 15 to the
financial
statements.
Specific Areas of Focus
oftheAudit Committee
The Committee spent time on the following
specific areas during the year, to consider
and challenge relevant, current and
important issues (a full listing of activities
during the year is found on page 114):
Response to changes in UK
governance code and provision 29
Oversight of the development and
operation of processes to monitor and
review the effectiveness of material
controls, supporting the Board in meeting
the requirements of the updated UK
Corporate Governance Code, including
Provision 29 on internal controls.
Impact of Accelerating Growth Plan
The Accelerating Growth Plan is not by
itself a significant matter; it does, however,
have animpact across the significant
matters ofadjusting items, assets held
forsale and impairment testing for this
financial year and future financial years.
TheGroup has announced it will extend
theprogramme to include all remaining
branded restaurants. The Audit Committee
has considered and approved the approach
taken by management across these areas.
ESG Reporting
On 26 February 2025, the EU Omnibus
Directive was released resulting in changes
to the Group’s CSRD and EU taxonomy
requirements, with the reporting year for
Germany delayed by a year whilst the
Group reporting under the EU taxonomy
reporting becoming optional.
Minimum Standard published by
theFRC
In accordance with the 2024 Code, the
Group and its Audit Committee should
follow the ‘Audit Committees and the
External Audit: Minimum Standard’ (Standard)
published by the FRC in May2023.
The Standard has been applied during the
year and is embedded within the Annual
Report covering the Audit Committee’s
responsibilities including; oversight of
auditors and audit, audit tendering and
significant matters in the financial
statements. The Committee’s responsibilities
have been reviewed against the Standard
and are set out in its terms of reference,
available at www.whitbread.co.uk/
governance/
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
111
Environmental, social
andgovernance (ESG)
Due to the significant changes proposed
around sustainability regulations and
associated reporting requirements, ESG is
astanding item on the Audit Committee’s
agenda and during the year the Committee:
• reviewed the impact of the EU Omnibus
simplification package and the impact on
timing to the Group and its subsidiaries;
• reviewed the impact of the UK SRS alignment
announcement and determined it is
appropriate to adopt these for Whitbread’s
first report year in FY28; and
• noted that the TCFD quantification was
disclosed in FY26 and has been reviewed
for changes in this financial year, noting
no significant changes in the business to
date to reflect.
Corporate governance
During the year, the Committee maintained
close oversight of the business readiness
activities supporting forthcoming corporate
reporting (UK Corporate Governance Provision
29) and control reforms. The programme
has continued to progress well,with materiality
thresholds defined, material controls identified
and an assurance approach developed. Initial
dry run testing was completed, supported
by extensive engagement with control owners
and seniorstakeholders, and the team further
strengthened documentation to evidence
control effectiveness. The Committee reviewed
and approved the proposed materiality,
controls and assurance approach, and
planning for the year ahead has been
established to ensure appropriate coverage.
The programme continues tobuild on
Whitbread’s mature audit methodology
andestablished risk and control frameworks,
providing a robust platform for implementation.
Significant matters in the financial statements Response Challenge and outcome Cross reference
Recognition of German deferred tax asset
The Group, through its market entry in Germany, has generated
tax losses that will be available for offset against future
taxable profits. These losses have resulted in a material
unrecognised deferred tax asset.
The Committee were provided an update of the
financial position of the German taxable profits
profile on which the tax losses are generated.
The Committee challenged the basis of Management’s assessment
regarding the criteria to be met for recognition of the German loss
generated deferred tax asset.
The Committee has concluded that the assessment conducted
supports not recognising the asset in this financial year, but the
topicis appropriately classified as a Key Judgement for the Group.
See Note 2 to
the financial
statements.
Defined benefit pension
Defined benefit pension plans are accounted for in accordance
with actuarial advice using the projected unit credit method.
The Group makes significant estimates in relation to the
discount rates, mortality rates and inflation rates used to
calculate the present value of the defined benefit obligation.
Note 32 describes the assumptions used together with an
analysis of the sensitivity to changes in key assumptions.
The Committee were informed that the principal
assumptions used were updated for the latest
available Trust valuation assumptions, as well as
noting the specific methodology adopted for
Alphabet Inc. bond issuances into the discount
rate. The sensitivities around the assumptions
were considered and the consistency in approach
from 2024/25 to 2025/26 was assessed.
The Committee challenged the basis of the assumptions used to
calculate the fair value of pension scheme assets and present value
of defined benefit obligations under IAS 19, to satisfy itself that
appropriate consideration and balance had been given to all
macroeconomic factors.
See Note 2
andNote 32
tothe financial
statements.
Impairment testing – Property, plant and equipment and right-of-use assets
The performance of the Group’s impairment review
requiresmanagement to make a number of judgements
andestimates; a portion of these recur whereas others are
considered as a result of certain events such as the impact
ofthe accelerating growth plan.
The Committee were informed of the assumptions
and methodology utilised across the Group’s
impairment model. The Committee were
informed of the drivers of the impairment
recognised in the financial year.
The Committee challenged management’s approach, in particular
the methodology used to estimate both value in use and fair value
less costs of disposal for site level impairment reviews, as well as the
approach taken where an individual asset within a CGU is no longer
highly dependent on the remainder of the CGU for its expected cashflows.
TheCommittee also challenged the inputs used in management’s
model, specifically challenging the valuations utilised, the advice
provided by local market experts, the impact of the announced increase
to business rates in future financial years and the application of
growth rates.
The Committee was satisfied that the Group has appropriately performed
the impairment reviews, accounted for the impairment and impairment
reversals identified, and that the related disclosures are appropriate.
See Note 2
andNote 14
tothe financial
statements.
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Whitbread PLC Annual Report and Accounts 2025/26
‘Speaking Out’ facility
In accordance with the Code, the Committee
has continued to review the Company’s
whistleblowing function. Asystem was
introduced in 2024 and is operated by
Safecall Ltd. This allows employees and
third parties to report anonymously and
inconfidence in a variety of different
ways.The Committee received half-yearly
reports from the General Counsel on
theoperation of this function and the
arrangements in place for proportionate
and independent investigations.
Fair, balanced and understandable
In order to confirm to the Board that the
Annual Report and Accounts, taken as a
whole, is fair, balanced and understandable,
there has been a thorough verification and
approval process using the Committee’s
knowledge of the Company, as outlined below:
• The Annual Report and Accounts
isdrafted by the appropriate senior
management with overall coordination by
the Secretariat team to ensure consistency.
• Comprehensive reviews of the drafts
ofthe Annual Report and Accounts are
undertaken by management, members of
the Executive Committee and the Audit
Committee Chair.
• A final draft is reviewed by the Audit
Committee prior to consideration by
aCommittee of the Board.
• Formal approval of the Annual
Reportand Accounts is given
bytheDisclosure Committee.
Going concern and viability
The assessment of the Group to continue as
a going concern, being a period of at least
12 months from the date of signing these
financial statements, is supported by
thefollowing:
• cash and cash equivalents of £0.2bn at
the balance sheet date with access to
undrawn committed borrowing facilities
of £0.8bn;
• the Group maintains sufficient headroom
to its current financial covenant throughout
the going concern period;and
• £1.0bn of sterling bonds are maturing
outside of the going concern period,
between May 2027 and May 2032.
In arriving at the going concern assessment
for the Group the Committee challenged
management to ensure the business rates
cost increase from the Autumn 2025
Budget and the subsequent impact on
thebusiness planning cycle have been
considered adequately.
The Committee has reviewed the Group’s
assessment of viability over a period greater
than 12 months. In assessing viability, the
Committee has considered the Group’s
position as listed above, considered the
current financial and operational position
ofthe Group, the Group’s business planning
cycle and the period over which the directors
have carried out a robust assessment of the
principal risks and uncertainties facing the
Group, as outlined on pages 66 to 71 of the
Annual Report. As part of the assessment, the
Group, considers its likely investment grade
status over the viability assessment period.
Further detail of the assessment following this
can be found within the Viability Statement.
The viability statement can be
found on page 72
Internal control and
riskmanagement
The Audit Committee oversees the
effectiveness of Whitbread’s systems of risk
management and internal control. As part of
its annual cycle, the Committee undertakes
a formal review of the overall framework,
including the risk management policy,
management’s risk assessment processes, and
the adequacy of monitoring and reporting
arrangements. The Committee also reviews
updates to the Financial Control Framework as
part of its oversight of financial governance.
Responsibility for identifying, assessing
andmanaging financial and non-financial
functional risks sits with designated risk
owners across the business. These risks are
monitored and mitigated through established
processes, supported by the cross-functional
Risk Working Group, which provides visibility
of emerging or elevated risks. The Executive
Committee retains ownership of principal
risks, sets the risk appetite and oversees
mitigating actions. Internal Audit provides
regular updates to the Committee on
insights arising from Executive Committee
risk discussions and the activities of the
Risk Working Group. During the year, the
Board undertook a robust assessment of
the Company’s principal and emerging risks
and approving the risk appetite. For each
principal risk, the Board also reviewed and
confirmed the level of assurance required.
Within the wider Finance Controls Framework
(FCF), both the Control Steering Group and
the Fraud Risk SteeringCommittee assess
the strength ofthe control environment and
review fraud-related indicators. Internal
Controls present periodic updates to the
Committee, including outcomes of FCF
testing and fraud risk management.
During the year, the Committee received
updates on legal compliance and corporate
reform readiness. The Committee also
approved revisions to the treasury policy
and tax strategy, and received a comprehensive
review of employee relations within UK
operations, including key themes and
emerging risks.
AUDIT COMMITTEE REPORT CONTINUED
Overall, the Committee is satisfied that the
systems of risk management and internal
control operated effectively throughout the
year. The UK control environment remains robust,
underpinned by clear accountability, strong
governance and regular monitoring, with
our overseas businesses progressively maturing.
Further details of the principal risks facing
the Company canbe found on pages 66 to 71
Internal Audit
The Internal Audit function provides
independent and objective assurance
overthe effectiveness of Whitbread’s
riskmanagement processes and internal
controls established by management. Its
work helps the Audit Committee and the
Board evaluate whether core systems and
processes remain robust as the business
grows, supporting sound governance and
sustainable long-term performance.
The Audit Committee discusses and
approves the annual Internal Audit plan
andreceives regular reports and updates
onaudit progress, key findings, and status
of management actions. To support the
Committee’s assessment of Internal
Audit’sindependence, the Director of
Internal Audit and Risk meets privately
withthe committee at least once a year.
Over the last 12 months, Internal Audit
completed a broad programme of work
across operational and people processes
inboth the UK and Germany, incorporating
testing of associated financial controls.
Group-wide audits were delivered across
the technology functions with a continued
focus on cyber risk and the transition of
programme activity into IT services. In addition,
the function undertook programme assurance
reviews across three of our strategic
programmes: the implementation of the
new HR & Payroll system, transformation of
the supply chain and exploratory development
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Whitbread PLC Annual Report and Accounts 2025/26
113
of the revenue management system. This
coverage provided valuable insight on areas
of complexity and change, contributing to
strengthened oversight of key business risks.
Internal Audit operates a rolling 24-month
plan, with the first 12 months of activity
approved by the Committee in March for
the year ahead. This approach provides
flexibility to respond and re-prioritise audits
as business priorities evolve. The plan is
risk-based, aligned to Whitbread’s principal
risks, and determined by the Audit Universe.
It reflects areas of major change, recurring
themes from prior audit results, management
views and external risk trends. Follow-up
audits are undertaken where significant
risks were identified to confirm that agreed
actions have been implemented and are
operating effectively.
The function continues to conform to
professional standards through its Quality
Assurance and Improvement Programme,
and coordination with external audit
ensures efficient coverage of key risk areas.
The Committee monitors Internal Audit
effectiveness throughout the year and, in
2025, reviewed and updated the Internal
Audit Terms of Reference to reflect the latest
Institute of Internal Auditors’ Standards.
The Committee concluded that Internal
Audit remains appropriately resourced,
independent, and effective in providing
assurance over key risks and internal controls.
In 2026, the Committee will consider feedback
gathered from stakeholders following the
FY26 year end to inform its ongoing
assessment. An External Quality Assessment
is scheduled during 2026 in line with the
five-year requirement of the Institute of
Internal Auditors. The Committee will
approve the scope, consider the findings
and any recommended enhancements to
ensure continued alignment with
bestpractice.
External auditor
On behalf of the Board, the Committee
oversees the relationship with the external
auditor. Deloitte was appointed as the
auditor of the Company in 2015 following
aformal tender process. The Audit Committee
recommended to the Board the reappointment
of Deloitte for the financial year, and for this
to be ratified at the upcoming annual
general meeting.
The current lead audit partner is William
Smith, who was appointed in 2025.
Audit effectiveness
The effectiveness of the external audit
process is dependent on appropriate audit
risk identification at the start of the audit
cycle. We receive a detailed audit plan from
Deloitte, identifying its assessment of these
key risks. These risks were reviewed and
they, together with the work done by the
auditor, were used to challenge management’s
assumptions and estimates around these
areas, as well as other areas reported upon.
The effectiveness of the audit process was
assessed in addressing these matters
through the reporting we received from
Deloitte at both the half year and year end.
In addition, feedback was sought from the
Committee, the Board and management
onthe effectiveness of the audit process
and targeted and tailored questionnaires
were completed.
In the October 2025 meeting, the
Committee reviewed the FRC’s Audit Quality
Review results of Deloitte, assessing the
quality ofthe results of the audit
inspections and considering whether any
specific observations impact upon
Whitbread’s external audit. The relevant
areas identified involved audit work on
Impairment, noting the need for
specific
focus on data, evaluation and challenge
of key
assumptions in cashflow forecasts.
An assessment of the effectiveness of
Deloitte in respect of the previous financial
year was undertaken in July 2025. Overall,
the audit was considered to be effective
and executed to a high standard with relevant
and robust challenge together with working
through significant judgemental areas and
best practice governance. Improvements
had been made in significant financial
reporting matters, with earlier planning
andidentification of the key decision
pointsdelivering a more effective process
inrelation to impairment and the defined
benefit pension scheme.
The focus for this financial year is to
continue to improve the systems audit
approach that reflects the maturity of the
finance systems environment, and to deliver
the minor improvements in the wider audit
that build on the successes from previous
years. A joint action plan has beenagreed
between Whitbread and Deloitte to address
these areas.
As part of our review process for the
financial year, the Committee will be
assessing the work of the year-end audit
after it is finalised, incorporating an external
audit effectiveness review for this financial
year which will be completed and reported
to the Audit Committee.
Auditor independence
To safeguard the objectivity and independence
of the external auditor, the Committee’s
terms of reference set out the policy in
respect of provision of services by the
external auditor. The Committee regularly
reviews this policy for necessary changes
inresponse to changes in related standards
and regulatory requirements.
The policy defines permitted non-audit
services that can be provided by the
auditor, because of the knowledge and
experience of the external auditor and/or
for reasons of confidentiality, meaning it
can be more efficient or prudent to engage
the external auditor rather than another
party. This is particularly the case with
audit-related assurance services that are
closely connected to the audit function
where the external auditor has the benefit
of knowledge gained from work already
performed as part of the audit.
For these specifically permitted audit-related
assurance services, the Group canemploy
the external auditor without reference to
the Audit Committee, subject to a specified
fee limit of up to £250,000. Where these
services are less than £250,000 they are
approved by Group Finance.
For the services permitted in certain
circumstances, agreement must be sought
from the Chair of the Audit Committee,
where fees are less than the limit specified,
or with full Audit Committee approval
where fees are anticipated to be greater
than £250,000. Atender process would
beheld where appropriate.
Total non-audit fees amounted to £0.1m,
asbroken down below:
£0.1m for audit-related assurance (interim
review); although this is considered to be
anon-audit service, the objectives of the
review are aligned with the audit.
Jonathan Howell
Chair, Audit Committee
29 April 2026
GOVERNANCE
114
Whitbread PLC Annual Report and Accounts 2025/26
Main activities during the year
In 2025/26, the Audit Committee’s work covered internal controls, risk management, internal audit, external audit and financial reporting. The details of the matters discussed
atCommittee meetings are shown below.
March 2025
• Review of the year-end financial
statements and reports template,
accounting judgements methodology
and early view on estimates and
impairment approach.
• External audit – approval of
remuneration, terms of engagement
and non-audit fees.
• Approval of the Internal Audit plan.
• Risk and controls – financial controls
update, approval of risk management
policy and risk management framework
and deep dive on cyber risks.
• Compliance report and TCFD.
• Committee evaluation report.
• UK Corporate Reform update.
• Sustainability reporting update –
outcome from EU Omnibus and
TCFDquantification.
April 2025
• 2024/25 Annual Report and Accounts
including strategic report, governance
and consolidated accounts.
• Approval of the impact of judgements
and estimates.
• Review of going concern, viability
statement and fair, balanced and
understandable assessment; external
evaluation of the Committee; review
and approval of the AC terms of reference.
• External audit – year-end audit report
and non-audit fees.
• Internal Audit – internal audit report
and terms of reference.
• Risk and controls – review of
statements on risk management
andcontrols and litigation report.
• Compliance report (including subsidiary
audit status) – whistleblowing update
and TCFD report.
• Whistleblowing report and
Whistleblowing policy.
• Externally facilitated Committee
evaluation report.
• Approval of Audit Committee
termsof reference.
July 2025
• Compliance – treasury policy.
• Internal audit report and external
quality assessment action plan update.
• External audit – auditor effectiveness
review and financial reporting update.
• Risk and controls – financial control
framework update.
• UK corporate reform – material risks
and controls.
October 2025
• Review of 2025/26 interim results
– including management papers in
relation to judgements and estimates,
impairment and going concern.
• External audit – half-year report,
interim letter of representation
andpreliminary audit plan.
• Risk and controls – financial controls
update and UK Corporate Governance
Code – key controls plan.
• Internal Audit – interim update
including retail audit.
• Compliance – litigation report,
compliance report, whistleblowing,
employee relations in Whitbread
UKoperations and tax Strategy.
AUDIT COMMITTEE REPORT CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
115
Main activities post-financial year
March 2026
• Review of year-end financial statements
andreport template – including accounting
judgements and estimates methodology.
• External audit – audit update report,
AQR output review, non-audit fees and UK
Corporate Code update.
• Internal Audit – approval of plan and update
onrecent internal audits.
• Provision 29 dry run test results and FY27 timeline
• Risk and controls – approval of risk management
policy and management framework and update
on financial control framework.
• Compliance report.
• External Audit Committee effectiveness review.
April 2026
• 2025/26 Annual Report and Accounts
includingstrategic report, governance and
consolidated accounts.
• Review of Going Concern and Viability
Assessment – including review of Downside
scenario (severe but plausible scenario).
• Approval of the impact of updated judgements
and estimates including approval of going concern
assessment on behalf of the Board.
• External audit – year-end audit report and
non-audit fees and approval of remuneration.
• Internal Audit – internal audit report and terms
ofreference.
• Risk and controls – review of statements on risk
management and tax controls and litigation report.
• Compliance report – whistleblowing and
TCFDupdate.
Image: Premier Inn Margate
GOVERNANCE
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Whitbread PLC Annual Report and Accounts 2025/26
REMUNERATION COMMITTEE REPORT
“The incentive
outcomes for 2025/26
reflect the business’s
positive performance,
outperforming the
market despite significant
external headwinds, laying
strong foundations and
positioning our business
forfuture growth.”
Frank Fiskers
Chair, Remuneration Committee
Membership of the
Remuneration Committee
and meeting attendance
Name of director
Attendance at
meetings
Frank Fiskers (Chair) 5/5
Kal Atwal 5/5
Richard Gillingwater
1
4/5
Christine Hodgson
2
3/3
Karen Jones
3
4/5
1 The meeting Richard Gillingwater couldnot
attend was due to a priorcommitment.
2 Christine Hodgson joined the Board
on1September 2025.
3 There was an additional ad-hoc meeting
that Karen Jones could not attend due
toprior commitments.
Chair holds regular meetings with
shareholders on a range of governance
matters, which provides a forum for any
remuneration issues to be raised and referred
to the Remuneration Committee for
consideration. No such issues arose in these
conversations this year and, as such, there
has been no impact on remuneration policy
or outcomes as a result of thesemeetings.
The Committee’s focus in 2025/26 has been
implementing our approved Policy to ensure
that it continues to drive alignment of
remuneration with our overall aims and strategy.
Remuneration Committee
activities in2025/26
Following shareholder approval of the
Policy at the AGM, the Committee’s activities
this year centred on ensuring its effective
application. Key activities included setting
the performance framework for the year
ahead, assessing prior year outcomes for
both the annual incentive and the Restricted
Share Plan, and considering remuneration
and workforce trends across the organisation.
Throughout the year, we ensured that
remuneration outcomes remained aligned
with shareholder expectations and
consistent with the strategic priorities of
the business. This letter summarises the
actions wehave taken, the reasoning
behind our decision-making and why we
believe these outcomes are appropriate.
2025/26 incentive outcomes
The incentive outcomes for 2025/26 reflect
the business’s positive performance,
outperforming the midscale and economy
market in both the UK and Germany
despite significant external headwinds,
alongside continued delivery of strategic
and ESG objectives, laying strong
foundations and positioning the business
for future growth.
The Committee believes the outcomes are an
appropriate reflection of performance and
has, therefore, not made any adjustments.
The Committee is also comfortable that the
Policy operated as intended, in terms of
Company performance and quantum.
2025/26 Annual Incentive Scheme
The Annual Incentive Scheme (AIS) for
2025/26 was structured around financial,
strategic, and ESG-related performance metrics:
• financial performance: 75% weighting
(60% profit, 15% efficiency savings); and
• strategic and ESG objectives: 25% weighting.
As in prior years, the target level of
profitgeneration was set in line with our
stretching internal plan. Achieving the profit
target amid persistent inflation, rising labour
costs and softer UK market demand required
the delivery of very strong cost controls
and strong underlying growth inthe face of
these material headwinds. TheCommittee
believes that the level of adjusted PBT
delivered in the year is a strong outcome for
shareholders, and this incentive outcome is a
fair reflection of this element of performance.
Germany profit was included in the executive
directors’ scorecard for the first time in
2025/26. This was a breakthrough year for
our German business, delivering our first
annual profit and making material progress
on our commercial initiatives. However, we
set a materially tougher threshold for incentive
purposes, with actual performance coming
slightly below threshold. As such the outcome
for this measure is nil.
The delivery of our efficiency programme
remains as critical as ever to our financial
performance and allowing us to continue to
invest in our guest experience, our people
and our growth opportunities. Efficiency
savings delivered in year exceeded our
stretch goal.
On behalf of the Remuneration
Committee, I am pleased to
present our remuneration report
for 2025/26. This report outlines
the key remuneration
decisions
made by the Committee
during
the financial year and how
the remuneration policy was
implemented.
The Committee appreciated the high level
of shareholder support for the 2024/25
Remuneration Report and Policy, which
were supported by 95% and 94% of our
shareholders, respectively. In particular,
theCommittee would like to thank those
shareholders and investor bodies that
actively participated in the consultation
process that we ran ahead of the 2025
Annual General Meeting. The Company
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Whitbread PLC Annual Report and Accounts 2025/26
117
Delivery of the executive directors’ strategic
objectives, which purposefully focused on
key areas that underpin the Five-Year Plan,
was excellent, with highlights in the year
included on pages 125 and 126.
After assessing all elements of the AIS,
payouts for 2025/26 on a formulaic basis
are 65.4% of maximum for Dominic Paul
and 64.9% for Hemant Patel. As ever, the
Committee sought to ensure these outcomes
were reasonable in the context of the overall
performance of the business and the manner
in which it was delivered for all of its
stakeholders, and the way we confirmed
this is set out on pages 118 and 119.
2023 Restricted Share Plan award
The two underpins for the 2023 RSP were
an average lease-adjusted net debt to FFO
leverage ratio of less than 4.7x, and an average
ROCE for the UK business of 9% or higher.
Both RSP underpins have been met, and
therefore, the 2023 RSP awards will vest
infull; a summary of the Committee’s
assessment of these underpin conditions
isset out on page 127.
Implementation for 2026/27
Both Dominic Paul and Hemant Patel will
receive salary increases of 3%. This is in
linewith the increase applied to salaried
employees in the UK and below the increase
applied to the majority of our hourly paid
team members in the UK where we have
continued to make a significant investment
to ensure our pay rates remain competitive.
In respect of the AIS, the maximum opportunity
will remain at 170% of salaryfor Dominic Paul
and Hemant Patel. We are retaining the
same framework as in FY26, with a 75%
allocation for financial metrics, split
between 60% profit and 15% efficiency, and
a 25% allocation for strategic objectives
and
ESG. We believe this allows for a continued
Business performance
Our strategic priorities for the year were to grow and innovate in the UK, to focus on our strengths
to grow in Germany, and to enhance our capabilities to support long-term growth in order to
deliver for our stakeholders.
During the year, management have made strong progress across the full range of our priorities,
despite significant sector-wide headwinds. Some headwinds were known at the start of the year
such as the increase in employer NIC contributions from April 2025 and increased labour costs,
whilst others arose during the year, most notably a softer than expected hotel market during the
first half. Despite these challenges, management’s focus on the delivery of technology-enabled
commercial initiatives, material cost savings, and achieving the key profitability milestone in
Germany, has delivered continued market outperformance ina challenging year.
A summary of our key achievements in the year is set out below:
Strategic Pillar 2025/26 performance highlights
1. Grow and
innovate in
theUK
• Premier Inn UK accommodation sales increased by 1%
• Outperformed the midscale and economy (“M&E”) market by +1%pts on
RevPARbasis.
• Delivered a RevPAR premium to the M&E market of £5.88
• Opened four new hotels and 1,190 new rooms across the estate.
• Refurbished almost 5,000 rooms, including upgrades to Premier Plus.
• Expanded our development pipeline with 1,995 additional rooms added at year end.
2. Focus on our
strengths to
grow in
Germany
• Increased Germany’s total year-on-year accommodation sales by 12%.
• Grew total estate RevPAR by 4%, significantly outperforming the wider M&E
market.
• Reached profitability for the first time, reflecting strong momentum and our
continued progress.
• Strengthened our portfolio with three new hotels (633 new rooms), providing
great-value accommodation in even more locations for customers.
• Our development pipeline reached over 7,000 new rooms at year end, securing
sustained growth for the years ahead.
• Outperformed M&E market accommodation sales by 12.4%pts.
• Increased our brand awareness to 19%, delivering the strongest year-on-year
brand awareness growth among our competitors.
3. Enhance our
capabilities
tosupport
long-term
growth
• Delivered £82.9m in cost efficiencies, after the removal of non-recurring
structural savings, up from £75m in 2024/25.
• Great progress against our Accelerating Growth Plan, to optimise the delivery
of food and beverage for our guests. 31 sites and 583 extension rooms opened
during the year, with encouraging early performance.
• Enhanced operation and commercial performance through investment into our
technology stack.
• Maintained a strong balance sheet:
• Lease adjusted leverage of 3.3x
• Net debt £709m
• Completed the previously announced £250m share buy-back
focus on driving Group and Germany
profitability, whilst ensuring focus on future
years of the plan through delivery of key
strategic growth enablers. Full details on
our measures for 2026/27 are on page 134.
2026 RSP awards will be made at 125%
ofsalary for Dominic Paul and 110% of
salary for Hemant Patel. The underpins
areunchanged vs 2025 and based on net
debt to EBITDAR ratio and returns. The
Committee considers these underpins to
continue to be the most appropriate to
protect shareholders against any payments
for potential failure.
More details on the underpins are provided on
page 134.
Looking forward
Despite external challenges, this has been
ayear in which the business has continued
to lay strong foundations and position our
business for future growth. The Committee
will continue to set stretching goals and
appropriate policies that align management
with this long-term growth, driving the right
behaviours and performance outcomes.
I hope to meet some of you at our AGM
inJune, where I will be happy to answer
anyquestions you might have.
Frank Fiskers
Chair, Remuneration Committee
29 April 2026
GOVERNANCE
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Whitbread PLC Annual Report and Accounts 2025/26
CustomersEmployees
• Over £35m invested in pay increases,
continuing to pay ahead of National
Living Wage, with average increases
forhourly paid team members of 6%.
• Over £500k awarded to hourly paid team
members under the ‘All Green’ WINcard
incentive to recognise excellent
performance at site level.
• Germany hotel team members
receivedaspecial annual payment.
• Investment in developing careers through
external leadership programmes for
senior leaders and our “Progressing Into”
programmes for future operational
leaders (with over 250 team members
onprogrammes to progress to first
management or hotel management).
• We have over 1,000 team members on
apprenticeship programmes, with over
350 achieving their qualification this year.
We were rated as a top ten apprenticeship
employer in FY26, reflecting the quality
of our programmes.
• Recognised as a Top Employer
forthe16th consecutive year.
• We actively enable opportunity for
disadvantaged young people, helping
them into meaningful, paid employment.
We partner with Barnardo’s, focusing on
those who are care experienced, and with
Derwen and Hereward Colleges for our
“Thrive” programme, which supports
students with learning difficulties
intowork.
• Maintained our market-leading Quality
&Value scores in the UK, with scores
inGermany among the highest in the
midscale and economy market,
measuredby the YouGov BrandIndex.
• Investment in bed replacement programme
to ensure a great night’s sleep, with
c.70,000 beds now upgraded to our new
specification.
• Refurbished a further 4,982 rooms to
ensure a consistent, quality experience
forour guests.
• Developed a further 500 Premier Plus
rooms across 30 hotels (including three
hotels in Germany), to give guests an
upgrade option, taking the total to almost
8,000rooms.
• Continued to offer guests flexibility and
choice with room rate products such as
Early Check-In and Rooms with a View.
• Continued to roll out our ‘Social’ F&B
concepts across the estate, including AGP
sites, todeliver our famous breakfast
andagreat choice for dinner.
• Enhanced the app and kiosk user experience,
upgrading 468 digital check-in kiosks
during FY26 and piloting new features
such as Digital Keys in both the UK
andGermany.
• Ongoing investment and development of
our web and app user experience, offering
guests new functionality such as price
finder, whilst driving increased revenue
through optimised booking flow
• Strong growth in key ancillary lines
including upgraded Wi-Fi, car parking,
andoffering guests the opportunity
tobuy our beds and bedding.
• Strong customer satisfaction scores
inGermany Premier Inn sites, with an
average online review score of 4.18/5.
Stakeholder experience in2025/26
REMUNERATION COMMITTEE REPORT CONTINUED
Image: hub by Premier Inn Farringdon
(Old Bailey)
Image: Premier Inn Margate
• We continue to listen to our teams
through our elected, representative
employee forum, Our Voice, which meets
quarterly in each of our Divisions before
laddering up to a bi-annual national
meeting with our MD for UK Hotels &
Restaurants, and an annual, collaborative
session chaired by our CEO. Details of our
workforce engagement mechanism can
be found on page 54.
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
119
Investors Communities
• Scope 1&2 Carbon reduction of 3.9%
year-on-year and 63% from a 2016/17 baseline.
• This year, we reached over 2,300
low-carbon rooms, with c.800 delivered
in-year, which have no natural gas connection
and use only electricity backed by
Renewable Energy Guarantees of
Origin(REGO).
• The Accelerating Growth Plan will add
over 3,000 new rooms, 90% of which will
run only on REGO-backed electricity (no
gas for heating and cooking).
• ESG scores received: MSCI AA, ISS ESG B,
S&P CSA scored 54 (88th industry percentile),
CDP B for climate and water.
• 18.0% reduction in water use per sleeper
from a 2019/20 baseline, meaning we are
making great progress towards our target
of a 20% reduction by 2030.
• Opened seven new hotels in the UKand
Germany, with our flagship hub by
Premier Inn London Farringdon (Old
Bailey), incorporating the culturally and
historically important elements of a Grade
IIlisted building, together with modern
sustainability features, including a blue
roof, air source heat pumps and heat
recovery systems.
• Since 2020, we have opened 62 hotels
inthe UK&I. Of these, 47 achieved an
EPCrating of A, and 49 were certified
toa BREEAM rating of Very Good or
higher, including 10 rated Excellent
andone Outstanding.
• All electricity that we procure across
ourUK, Irish and German estate is
verifiedas renewable, backed by
EnergyAttributeCertificates.
• We have achieved a 40% reduction in
food waste against our 2018/19 baseline,
keeping us on track to achieve our target
of 50% reduction by 2030.
• We continue to source our critical
commodities responsibly, with 100% of
beef farm assured, 100% of wild caught
fish MSC certified, 100% of whole shell
eggs cage free, and 100% of Palm Oil
included in non-branded food products
being RSPO certified in our own recipes.
• Adjusted PBT of £483m.
• Dividend of 97.0 pence per share.
• £250m share buy-back completed.
• A further year of market outperformance
in the UK, with Premier Inn total
accommodation sales +0.3%pts ahead
ofthe wider midscale and economy market.
• Expansion continuing at pace in Germany,
establishing a broad national network
with 65 open hotels (11,598 rooms) and
39 sites in the pipeline (7,584 rooms).
• Significant interaction principally through
the Chief Executive, Chief Financial Officer
and Investor Relations team throughout
the year. Separately, the Chair, General
Counsel and Investor Relations Director
also met with several of the Group’s larger
investors to discuss governance-related
matters. The Group also hosts investor
visits to our hotels in both the UK and
Germany and presents at several investor
conferences each year.
• Donated 40,386 meals to 641 charities
viaFareShare.
• Raised £2.6m for Great Ormond Street
Hospital Charity (GOSH), totalling almost
£29m since our partnership began in
2012.
• Donated 769 digital devices from our
Support Centre through Sustainable Tech
for Good. These have been refurbished and
distributed to families in need in the local
area.
• Raised €50,000 in 2025/26 for our
German charity partner Children for
abetter World e.V., a national charity
fighting child poverty, taking total
fundraising for this partner to €1.7m
since2021.
• For the Children’s Health Foundation
inIreland, we have raised just over half
ofthe €30,000 we’ve committed to raise
in 2024–2027, for a ground-breaking
multi-disciplinary rehabilitation programme
– the first of its kind in thecountry.
Environment
• Continued option for discounted early
payment to support supplier cash
flowmanagement.
• Continued additional due diligence
onhuman rights.
Suppliers
Image: Premier Inn Margate
Image: Premier Inn Margate
GOVERNANCE
120
Whitbread PLC Annual Report and Accounts 2025/26
Incentive outcomes in 2025/26
2025/26 Annual Incentive Scheme outcomes
Measure
Weighting (% of
max) Threshold Target Max
Outcome (% of maximum)
Dominic
Paul
Hemant
Patel
Group PBT
performance
50% Actual: £483.1m 57.3% 57.3%
£436.5m
(10%
payout)
£485m
(60%
payout)
£533.5m
(100%
payout)
Germany PBT
performance
10% Actual: €2.3m
1
0% 0%
€3.38m
(10%
payout)
€8.38m
(60%
payout)
€13.38m
(100%
payout)
Efficiency
savings
15% Actual: £83m
2
100% 100%
£67.5m
(10%
payout)
£75m
(60%
payout)
£82.5m
(100%
payout)
Strategic
objectives
20% Details of performance are set out
on pages 125 and 126
90% 87.5%
ESG measures 5% Details of performance are set out
on page 127
75% 75%
Total outcome (% of maximum) 65.4% 64.9%
Actual annual incentive £1,072k £627k
Value of which deferred into shares (50% of total) £536k £313k
2023 RSP underpin assessment
Underpin Assessment
Vesting level
(% of maximum)
Average Lease-adjusted net debt to FFO
leverage ratio of less than 4.7x over the
three-year period to the end of 2025/26
Met: 3.6x 100%
ROCE for the UK business of 9% or higher
over the three-year period to the end
of2025/26
Met: 13.7%
1 This outturn relates to the Germany profit delivery on a segment adjusted PBT basis. The remuneration
target range included some central overheads that have been allocated to Group. In both cases, the
outcome is below threshold.
2 This outturn relates to the efficiency savings delivered after the removal of non-recurring structural
savings. The remuneration target range was set at the start of the year, prior to this adjustment. On
this basis, the performance outcome would be higher and in both cases, the outcome exceeds maximum.
2025/26 single total figure ofremuneration
The diagram below provides a summary of the single total figure of remuneration for
2025/26. Further details are set out on page 124 in the annual report on remuneration.
Dominic Paul
Chief Executive
£3.10m
Base salary 31%
Benefits 1%
Pension 3%
Annual Incentive Scheme 35%
Restricted Share Plan 31%
Hemant Patel
Chief Financial Officer
£1.75m
Base salary 32%
Benefits 1%
Pension 3%
Annual Incentive Scheme 36%
Restricted Share Plan 27%
REMUNERATION AT A GLANCE
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
121
Summary of our remuneration policy and implementation for 2026/27
The Company’s directors’ remuneration policy (the ‘Policy’) was approved by shareholders at the annual general meeting on 19 June 2025. A summary of the Policy and how we intend to
implement it for 2026/27 is set out below. The full Policy can be found at whitbread.co.uk/governance.
Key elements 2026/27 2027/28 2028/29 2029/30 2030/31
Overview of
remuneration policy Implementation for 2026/27
Base salary,
pension and
benefits
Salary
Salaries are reviewed annually. CEO: £993,002 (3% increase from 1 May 2026).
CFO: £585,265 (3% increase from 1 May 2026).
Benefits
Car or car allowance and healthcare or personal insurance.
Additional benefits may be provided in exceptional circumstances (e.g. relocation).
In line with Policy.
Pension
Maximum of 10% of salary. CEO: 10% of salary.
CFO: 10% of salary.
Annual
Incentive
Scheme
Maximum
opportunity
Up to 200% of base salary.
Any increase beyond 170% of salary will only be applied in
exceptionalcircumstances.
CEO: 170% of salary.
CFO: 170% of salary.
Operation
andmetrics
Directors are required to defer 50% of their bonus into shares, if they have
not met their minimum shareholding requirement, or 25% of their bonus if
they have met their shareholding requirement.
The remainder is paid in cash.
Shares vest after three years.
Malus and clawback provisions apply.
Performance metrics:
Group profit: 50%.
Germany profit: 10%.
Efficiency: 15%.
Strategic objectives: 20%.
ESG: 5%.
Restricted
SharePlan
Maximum
opportunity
CEO: 125% of salary.
CFO: 110% of salary.
CEO: 125% of salary.
CFO: 110% of salary.
Operation and
metrics
Three-year vesting period.
Subject to two or more performance underpins and continued employment.
Additional two-year holding period.
Malus and clawback provisions apply.
Underpins:
Average lease-adjusted net debt to EBITDAR
leverage ratio being less than4.2x.
Average ROCE for the UK business to be 9%
orhigher.
Shareholding
requirement
Shareholding
requirements
CEO: 300% of salary.
CFO: 200% of salary.
Requirement is that shares from exercised share awards must be retained
until these levels have beenreached.
Actual shareholding as at 26February 2026:
Dominic Paul 313%.
Hemant Patel: 204%.
Post-cessation
shareholding
requirements
100% of the in-role requirement for two years post-departure.
Malus and
clawback
Circumstances
i) Material misstatement of results.
ii) Misconduct.
iii) Material loss as a result of participant actions or behaviour.
iv) Material reputational damage.
v) An error in assessing the performance conditions or underpin.
vi) Insolvency or corporate failure.
Timeframe
Malus and clawback provisions apply to the cash bonus and deferred annual bonus for three years from the date of award.
Forthe RSP, provisions apply during the vesting period and for two years following vesting.
The duration of these malus and clawback periods is intentionally aligned with the respective deferral, vesting and post-vesting
holding periods. These timeframes are considered appropriate to allow the Committee to assess whether any trigger events
have occurred that would warrant the application of malus or clawback.
GOVERNANCE
122
Whitbread PLC Annual Report and Accounts 2025/26
DIRECTORS’ REMUNERATION POLICY
Share-based awards under the AIS and RSP may:
a) be delivered as nil-cost options, forfeitable shares, conditional share awards or
equivalent cash-settled instruments; and
b) be adjusted in the event of any variation of the Company’s share capital or in any other
circumstances the Committee considers it appropriate.
Illustration of application of Remuneration Policy
The graphs below show how the Policy will be applied in 2026/27, with details of expected
remuneration levels for each director for below threshold performance, on-target
performance and maximum performance.
Executive directors – potential value of 2026/27 package
The table below sets out the assumptions used in the scenario charts on the left:
Below threshold On target Maximum
• Only the fixed pay
elements are received
(base salary, benefits
andpension).
• Salary reflects what will be
paid in 2026/27. For the
CEO and CFO this means
the salary has been
pro-rated to the increase
from 1 May 2026.
• Benefits are included at
the value in the 2025/26
single figure table.
• The CEO’s and CFO’s
pensions are 10% of salary.
• Fixed pay elements plus
target annual bonus
andRSP.
• Incentives are based on
salaries at 1 May 2026.
• On-target pay for the
Annual Incentive Award
has been included at 57.5%
of the maximum award
(170% for each director).
• On-target pay for the RSP
has been included at 100%
of the 2026/27 maximum
award (125% of salary for
the CEO and 110% of
salary for the CFO).
• Fixed pay elements plus
maximum Annual Incentive
Award and RSP, with
values as set out to
theleft.
• An additional scenario sets
out the value of the RSP
assuming a 50% increase
in share price between
grant and vesting.
Performance measures
With the exception of base salary, benefits, pension and participation in the Sharesave
scheme, all other elements of the remuneration packages of the executive directors are
linked to performance.
The RSP is subject to performance underpins, which, if not met, may cause an award to be
reduced. The RSP is designed to incentivise delivery of the growth strategy in both the UK
and Germany, to support shareholder alignment through direct exposure to share price and
to retain executive directors throughout an important time for the business to deliver
growth. The underpins each year are set taking into account the business plan and the
Group’s strategy so as to protect against a payment for failure.
The performance measures and targets for the Annual Incentive Scheme are selected
annually to align with the business strategy. Targets for measures are normally set at
thebeginning of the financial year.
There are a number of types of measure used to determine the level of awards under
thescheme. There are financial and other business measures and some strategic growth
objectives. The growth objectives will be quantitative measures linked to individual
responsibilities in the context of our strategic objectives and will be reviewed in
advancebythe Committee. Targets are set taking into account the business plan.
Dominic Paul
Hemant Patel
On target
On target
Maximum
Maximum
Maximum, with
50% share
pricegrowth
Maximum, with
50% share
pricegrowth
30%
32%
26%
23%
25%
22%
15%
15%
21%
22%
18%
19%
15%
15%
21%
22%
18%
19%
37%
35%
31%
27%
40%
37%
£3,321,011
£1,878,590
£4,038,455
£2,301,444
£4,659,081
£2,623,340
Base salary and benefits  Pension  Cash incentive  Deferred shares  RSP
Below threshold
Below threshold
91%
91%
£1,109,098
£662,703
9%
3%
2%
2%
9%
3%
3%
2%
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
123
Service contracts and externalappointments
The key terms of the executive directors’ service contracts are as follows:
• notice period – six months by the director and 12 months by the Company;
• termination payment – see policy on payment for loss of office in the Policy,
whichcanbefound at whitbread.co.uk/governance;
• sickness – full salary for a maximum of 12months in any three-year period
orforamaximum of nine consecutive months; and
• non-compete – for six months after leaving or being put on garden leave.
The dates of the executive directors’ service contracts are as follows:
Dominic Paul 28 June 2022
Hemant Patel 26 January 2022
Executive directors’ service contracts are available for inspection by any person at the
Company’s registered office during normal office hours and on the Company’s website
atwww.whitbread.co.uk. The executive directors are entitled to retain fees from
externaldirectorships.
The effective dates of the letters of appointment of the Chair and the non-executive
directors are as follows:
Christine Hodgson 1 September 2025
Kal Atwal 1 March 2021
Horst Baier 1 November 2019
Frank Fiskers 1 February 2019
Richard Gillingwater 27 June 2018
Jonathan Howell 1 January 2026
Karen Jones 9 January 2023
Shelley Roberts 31 October 2023
Cilla Snowball 24 January 2023
The Chair and non-executive directors were each appointed for an initial three-year
termand are subject to annual re-election at the AGM.
GOVERNANCE
124
Whitbread PLC Annual Report and Accounts 2025/26
Single total figure of remuneration – executive directors (audited information)
Base salary Benefits Pension Fixed pay
Annual Incentive
Scheme
Long-term
Incentive Variable pay Total
Director
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
Dominic Paul 959 930 22 22 96 93 1,077 1,045 1,072 865 949 1,069
1
2,021 1,934 3,099 2,979
Hemant Patel 565 548 22 22 57 55 644 625 627 499 478 550
2
1,105 1,049 1,749 1,674
1 The value in relation to the long-term incentive vesting in respect of 2025/26 has been estimated using the average closing price of a Whitbread share in the final quarter of the 2025/26 financial year of 2,611.97
pence. The shares under this award are expected to vest on 30 April 2026 and will be restated in next year’s report to reflect the actual share price on the date of vesting.
2 The value in relation to the long-term incentive in respect of 2024/25 has been updated from the estimate provided in last year’s report. Dominic Paul’s award is expected to vest on 30 April, such that the value
reflects the average closing price of a Whitbread share in the final quarter of the 2025/26 financial year of 2,611.97 pence. For Hemant Patel, the value reflects the actual share price on the date of vesting (1 May
2025) of2,743.0 pence.
Base salary
Annual salary increases across the Group are usually effective from 1 May each year. The base salary numbers shown in the table, therefore, include two months’ pay based on the
director’s salary from 1 May 2024 and ten months’ pay based on the director’s salary from 1 May 2025.
Benefits
The benefits provided to each executive director comprise a cash allowance of just over £20,000 in lieu of a company car, with the remainder relating to family private healthcare.
Pension
The executive directors receive a monthly amount in cash in lieu of pension contributions. This is at the rate of 10% of base salary and is aligned with the rate available to the majority
ofthe wider workforce. No executive director participates in a Group defined benefit or final salary pension scheme.
2025/26 Annual Incentive Scheme
The maximum bonus opportunity for Dominic Paul and Hemant Patel was 170% of base salary. The incentive for 2025/26 was assessed against a combination of Group and Germany
profit, efficiency savings, strategic objectives and ESG metrics.
As stated in the Committee Chair’s letter on page 117, the Committee believes the formulaic outcome was appropriate and consistent with the wider stakeholder experience and as such
no discretion was exercised. The outcome of the Annual Incentive Scheme is as follows:
Director
Group
Profit outcome
(% maximum)
Germany
Profit outcome
(% maximum)
Efficiency target
outcome
(% maximum)
Strategic
objectives outcome
(% maximum)
ESG measures
outcome
(% maximum) Total % of maximum Total % of salary
Total
£’000
Weighting 50% 10% 15% 20% 5%
Dominic Paul 57.3% 0% 100% 90% 75% 65.4% 111.2% 1,072
Hemant Patel 57.3% 0% 100% 87.5% 75% 64.9% 110.3% 627
As neither Executive Director met the share ownership requirement based on the market price as at 26 February 2026, which is the relevant basis for determining eligibility for a
reduction in deferral, the normal deferral arrangements will apply. Half of these awards will be paid in cash in May 2026, with the remaining half being settled in deferred shares, which are
expected to vest in 2029. Details on the outturns for the financial measures (75% of total award) and the overall outcomes are provided inthe at a glance section on page 120. No malus
or clawback provisions were exercised in relation to annual bonus awards during the year.
ANNUAL REPORT ON REMUNERATION
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
125
Awards based on strategic objectives (20% of total award)
Dominic Paul and Hemant Patel each had a number of business objectives and 20% of the maximum incentive opportunity was linked to performance against these objectives.
Asummary of each of the executive directors’ objectives, together with the incentive outcomes, is shown in the tables below.
Chief Executive, Dominic Paul
Measure Actual outcome vs targets
OBJECTIVE 1: Grow and innovate in the UK – 8.9% out of 10.0%
Deliver the network growth plan for the UK through
organic pipeline and deliver refurbishment plan
• 1,190 openings and 1,995 added to pipeline, ahead of target.
• Completed 4,982 refurbished rooms ahead of stretch.
Deliver the commercial strategy • Improved website and app user experience, delivering £10m of LFL revenue upside.
• Achieved step-change in app functionality with revenue contribution exceeding c.12% of direct sales.
• Outperformed the midscale and economy market by +1.1% on RevPAR basis.
Achieve customer/guest satisfaction targets • Combined Premier Inn and Restaurants guest satisfaction scores were in line with target.
Deliver strategic F&B implementation plan and
execute agreed in-year activity
• Great progress against our original plan to optimise the delivery of F&B for our guests.
• 31 sites and 583 extension rooms opened during the year, with encouraging early performance across both the new extension
rooms and the integrated F&B offering.
• All F&B offerings were delivered with increased training programmes for staff and guest satisfaction was actively monitored
throughout the year.
• Planning applications submitted for c.90% of affected sites.
OBJECTIVE 2: Focus on our strengths to grow in Germany – 6.1% out of 7%
Deliver network growth plan including organic
pipeline additions in Germany
• Opened 633 new rooms in Germany, ahead of target.
• Added 2,358 rooms to the committed pipeline, ahead of stretch.
Drive Germany commercial performance • Strategically reinforced commercial organisation under new leadership.
• Completed Premier Inn Germany e-commerce transformation with revised ROAS targets and new campaign plan in rollout.
• Adjusted and successfully implemented trading strategies.
• Significantly expanded indirect channel reach through key partnerships, leading to broader market access and
enhancedconversion.
Achieve guest satisfaction targets • Guest satisfaction achieved at target (assessed via own surveys and online reviews).
OBJECTIVE 3: Enhance our capabilities to support long-term growth – 3.0% out of 3.0%
Determining the approach for growth opportunities • Strategic review completed.
Drive technology stability • Reduced net impact of digital outages by more than 50%, exceeding target.
Total outcome (% of maximum incentive opportunity) 18% out of 20%
GOVERNANCE
126
Whitbread PLC Annual Report and Accounts 2025/26
Single total figure of remuneration – executive directors (audited information) continued
2025/26 Annual Incentive Scheme continued
Awards based on strategic objectives (20% of total award) continued
Chief Financial Officer, Hemant Patel
Measure Actual outcome vs targets
Objective 1: Grow and innovate in the UK – 3.8% out of 4.5%
Deliver the network growth plan for the UK through
organic pipeline and deliver refurbishment plan
• 1,190 openings and 1,995 added to pipeline, ahead of target.
• Completed 4,982 refurbished rooms, ahead of stretch.
Deliver strategic F&B implementation plan and
execute agreed in-year activity
• Great progress against our original plan to optimise the delivery of F&B for our guests.
• 31 sites and 583 extension rooms opened during the year, with encouraging early performance across both the new extension
rooms and the integrated F&B offering.
• All F&B offerings were delivered with increased training programmes for staff and guest satisfaction was actively monitored
throughout the year.
• Planning applications submitted for c.90% of affected sites.
Optimisation of UK PI estates portfolio • Completed £313m of property-related disposals, including £282m of sale and leasebacks.
• Full estate valuation completed and communicated externally at interim results.
Objective 2: Focus on our strengths to grow in Germany – 1.2% out of 1.5%
Deliver network growth plan including organic
pipeline additions in Germany
• Opened 633 new rooms in Germany, ahead of target.
• Added 2,358 rooms to the committed pipeline, ahead of stretch.
Objective 3: Enhance our capabilities to support long-term growth – 12.5% out of 14%
Deliver Investor Relations plan • Successful communication of 5 year plan and effective follow up with investors following results announcements and
business rates changes, although interim communications faced some challenges. Managed expectations on profitability
progress consistently.
Deliver FY25 financial audit clearance with no material
misstatements and half-year FY26 interim review
• Delivered the 2024/25 audit clearance and 2025/26 interim review with high accuracy and timeliness.
Deliver Accelerated Efficiency programme to budget
across business
• Achieved P&L savings that exceeded target.
• Established Transformation team to support delivery of the five-year plan.
Land new outsourced Finance organisation with
minimal disruption to business
• Minimal impact to Finance SLAs.
• Delivered agreed savings for FY26.
• Ensured talent pathways remain in place within the new structure.
Drive technology stability • Reduced net impact of digital outages by more than 50%, exceeding target.
Total outcome (% of maximum incentive opportunity) 17.5% out of 20%
ANNUAL REPORT ON REMUNERATION CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
127
Awards based on ESG objectives (5% of total award)
The ESG targets for 2025/26, together with the results, are shown below.
ESG measure Threshold Target Stretch Allocation Result (% of maximum)
Carbon reduction
1
>= 1.3% reduction >= 1.5% reduction >= 1.7% reduction 2.5% Stretch:
5.6% reduction
100%
Leadership diversity
2
Senior leadership population to be made up of:
• 40% female representation
• 10% ethnic minority representation
2.5% Part-achieved:
40.4% female and
7.4% ethnic minority representation
50%
TOTAL 75%
1 When the impact of the external factor of reduced sleeper numbers over the performance period is removed from the carbon reduction targets, performance still exceeds the stretch target. The Committee is
therefore satisfied that this outcome is attributable to internal actions taken and appropriately reflects performance.
2 This measure was assessed in a binary manner, unlike the carbon reduction measure which follows a threshold to stretch range as outlined above.
Long-term incentive
Assessment of performance underpins for the 2023 RSP
Awards were granted at 125% of salary for Dominic Paul and 110% of salary for Hemant Patel. The 2023 RSP was awarded subject to two underpins and, for each underpin that is not met,
the Committee may reduce the vesting outcome by up to 50%. In line with shareholder feedback, the 2023 RSP award is based on two hard financial underpins:
• The Company’s average Lease-adjusted net debt to FFO leverage ratio being less than 4.7x. Over the period, the Company’s average Lease-adjusted net debt to FFO leverage ratio was
3.6x; therefore, this underpin was met.
• The Company’s average ROCE for the UK business to be 9% or higher. Over the period, the Company’s average ROCE for the UK business was 12.7%; therefore, this underpin was met.
The Committee believes the formulaic outcome was appropriate and consistent with the wider stakeholder experience and as such no discretion was exercised. Therefore, the Committee
determined that the 2023 RSP should vest in full.
The number and value of shares vesting for the executive directors under the RSP are as follows:
Director Number of shares granted Number of shares vesting
Estimated value
at vesting date
(£’000)
Value attributable to share
price appreciation (£’000s)
Dominic Paul 36,346 36,346 949 nil
Hemant Patel 18,302 18,302 478 nil
The share price used to calculate the value at vesting was 2,611.97 pence, which was the average closing price of a Whitbread share in the final quarter of the 2025/26 financial year.
Theshares vesting to Dominic Paul and Hemant Patel are expected to vest on 30 April 2026. In both cases the awards are subject to a two-year post-vesting holding period.
No malus or clawback provisions were exercised in relation to RSP awards during the year.
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Whitbread PLC Annual Report and Accounts 2025/26
Single total figure of remuneration – Chair and non-executive directors (audited information)
Director
Base fee
Senior Independent
Director fee
Fee as Chair of a Board
Committee
Fee as a member of
a Board Committee Total
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
2025/26
£’000
2024/25
£’000
Christine Hodgson
1
233 — — — — — — — 233 —
Adam Crozier
2
230 450 — — — — — — 230 450
Kal Atwal 71 69 — — — — 6 5 77 74
Horst Baier
3
71 69 — — 9 — 6 5 86 74
Frank Fiskers 71 69 — — 22 22 6 5 99 96
Richard Gillingwater 71 69 17 17 — — 6 5 94 91
Jonathan Howell
1
12 — — — 4 — — — 16 —
Karen Jones 71 69 — — — — 6 5 77 74
Chris Kennedy
2
21 69 — — 7 22 — — 28 91
Shelley Roberts 71 69 — — — — 6 5 77 74
Cilla Snowball 71 69 — — — — 6 5 77 74
1 Christine Hodgson and Jonathan Howell joined the Board on 1 September 2025 and 1 January 2026, respectively.
2 Adam Crozier and Chris Kennedy stepped down from the Board on 1 September 2025 and 19 June 2025, respectively.
3 Horst Baier’s fees include fees for acting as interim Audit Committee Chair from 19 June to 31 December 2025.
Neither the Chair nor the non-executive directors are entitled to any additional benefits.
ANNUAL REPORT ON REMUNERATION CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
129
Statement of directors’ shareholding and share interests (audited information)
The Committee believes that the shareholding requirements for executives play an important role in the alignment of the interests of executives and shareholders and help to incentivise
executives to deliver sustainable long-term performance.
The Chief Executive’s shareholding requirement is 300% of salary and the Chief Financial Officer’s is 200% of salary. All shares vesting from incentive plans cannot be sold until the shareholding
requirement has been met. As at 26 February 2026, the Chief Executive Officer and Chief Financial Officer have both met their shareholding requirements. The Chair and the non-executive
directors are each required to build a holding to the value of 100% of their annual fee over a three-year period.
The table below shows the holdings of directors as at 26 February 2026:
Director
Ordinary
shares
Share
awards 
1
Value based on
input price
£’000
Value based on
market price
£’000
Requirement %
of salary/base
fee
% of salary
based on
input price
% of salary
based on
market price
Share awards
not counting
towards
requirements 
2
CHAIR
Christine Hodgson 17,817 — 500 465 100% 107% 100% —
EXECUTIVE DIRECTORS
Dominic Paul 29,088 147,865 3,016 2,807 300% 313% 291% 112,561
Hemant Patel 20,021 34,540 1,161 1,001 200% 204% 176% 57,312
NON-EXECUTIVE DIRECTORS
Kal Atwal 2,525 — 73 66 100% 103% 93% —
Horst Baier 2,456 — 86 64 100% 122% 90% —
Frank Fiskers 3,865 — 110 101 100% 155% 142% —
Richard Gillingwater 2,500 — 85 65 100% 120% 92% —
Karen Jones 2,075 — 40 54 100% 56% 76% —
Jonathan Howell 4,520 — 130 118 100% 184% 166% —
Shelley Roberts 1,106 — 15 29 100% 21% 41% —
Cilla Snowball 2,258 — 69 59 100% 98% 83% —
1 The market price used was the average for the last quarter of the financial year (2,611.97 pence). The number of share awards shown is the full number, but the valuation of those awards has been reduced
toreflect deductions to be made at the point of exercise in respect of income tax and Employee National Insurance contributions. The awards counting towards the requirement include shares held outright
(including by a connected person), unvested deferred shares awarded under the Annual Incentive Scheme and unexercised awards under the Restricted Share Plan and the Recruitment and Retention Scheme,
where no further performance conditions apply. All share awards are structured asnil-cost options on vesting.
2 The awards not counting towards requirements are unvested awards under the Restricted Share Plan, where the performance underpins have not yet been tested.
There has been no change to the interests in the tables shown on this page between the end of the financial year and the date of this report.
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Whitbread PLC Annual Report and Accounts 2025/26
Awards granted in 2025/26
The tables below outline the share awards granted during 2025/26. Awards were granted
using the average closing price of a Whitbread share for the five trading days immediately
prior to the grant, excluding any days on which dealing in Whitbread shares by management
was prohibited. All awards were granted in the form a nil-cost option over shares.
Deferred share awards under the Annual Incentive Scheme
50% of the total annual incentive earned in respect of performance during 2024/25 was
deferred into shares, as detailed below. Deferred share awards are subject to continued
employment but are not subject to further performance conditions.
Director Date of award
Number of
shares
Share price
used
(p)
Face value of
award at grant
(£’000)
Vesting
date
Dominic Paul 9 May 2025 15,741 2,748.6 433 30 April 2028
Hemant Patel 9 May 2025 9,085 2,748.6 250 30 April 2028
2025 Restricted Share Plan
Director
% of base
salary
awarded Date of award
Number
of
shares
granted
Share price
used (p)
Face value
of award at
grant
(£’000)
Vesting
date
Dominic Paul 125% 9 May 2025 42,567 2,748.6 1,170 30 April 2028
Hemant Patel 110% 9 May 2025 22,077 2,748.6 607 30 April 2028
The awards made under the Restricted Share Plan are subject to the following two
underpins being met, which are assessed over the three-year performance period
totheend of 2027/28:
• the Company’s average lease-adjusted net debt to EBITDAR leverage ratio being
lessthan4.2x; and
• the Company’s average ROCE for the UK business to be 9% or higher.
Awards vesting will then be subject to a two-year holding period.
Options exercised (audited information)
Director Scheme
Number
of shares Exercise price Exercise date
Market price
on exercise (p)
Dominic Paul RSP 6,808 N/A 23 May 2025 2,790.24
Hemant Patel AIS 5,535 N/A 23 May 2025 2,790.24
Key
AIS: Awards made under the Annual Incentive Scheme.
RSP: Awards made under the Restricted Share Plan.
Payments for loss of office (audited)
There were no payments made for loss of office during the year.
Payments to past directors (audited information)
With the exception of regular pension payments and dividends on Whitbread shares and
the exercise of share awards as permitted under the rules of the Company’s share schemes,
no other payments were made during the year to past directors.
ANNUAL REPORT ON REMUNERATION CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
131
Chief Executive’s remuneration
Whitbread is in the hospitality business and has a large workforce of around 31,500 team members who are employed directly by the business, with the majority being in hourly paid
customer-facing roles in our hotels and restaurants. We have an aligned set of reward principles for all employees which includes offering competitive pay rates at all levels, reflecting our
position as a leading organisation in the hospitality sector. This enables ustoattract and retain the right talented people for our winning teams.
For our hourly paid team members, we benchmark against other hospitality companies to ensure we are competitive when comparing pay with similar organisations. We operate a pay
approach where increases are linked to skills progression, with clear and transparent pay rates for each role that increase as new skills are developed. For our Chief Executive, we benchmark
against the FTSE 31–100, excluding any non-comparable industries such as Financial Services, Oil and Gas and Natural Resources, where remuneration levels are significantly higher. This
ensures we use an appropriate and relevant comparison for thisrole within our sector.
As noted in previous years, the Chief Executive has a high level of variable pay and, therefore, the CEO median pay ratio fluctuates in line with Chief Executive incentive outcomes each year.
For 2025/26, the median pay ratio has decreased from 122:1 in 2024/25 to 115:1. The primary drivers of this decrease are our continued investment in employee pay, which has led to higher
median employee pay across the business, while CEO remuneration has remained broadly stable year on year.
All three of the UK employee reference points compare our Chief Executive’s remuneration with that of hourly paid team members in customer-facing roles in the operational sites and
there is relatively limited difference in the 25th, median and 75th percentile ratios as shown below. Given this, we believe the median pay ratio is consistent with the reward policies for our
UK employees. Whitbread has continued to use Option A to calculate its ratio, as the data required is readily available and this option provides the most accurate comparison asthe
figures are calculated on a like-for-like basis.
The table below shows how the total pay of the Chief Executive compares with our UK employees at the 25th, median and 75th percentile:
Year Method
25th percentile
ratio
Median pay
ratio
75th percentile
pay ratio
2025/26 Total pay (FTE): £25,679 £25,991 £27,967
Total pay and benefits (FTE): £26,159 £26,921 £28,673
Pay ratio (Option A): 118:1 115:1 108:1
2024/25 Pay ratio (Option A): 126:1 122:1 114:1
2023/24 Pay ratio (Option A): 110:1 105:1 97:1
2022/23 Pay ratio (Option A): 147:1 141:1 131:1
2021/22 Pay ratio (Option A): 110:1 105:1 98:1
2020/21 Pay ratio (Option A): 55:1 53:1 50:1
2019/20 Pay ratio (Option A): 150:1 143:1 134:1
The figures for the wider workforce were calculated as of 26 February 2026 (the ‘snapshot date’) and use the single figure methodology (salary, benefits, annual incentive, LTIP and
pension). Joiners, leavers and part-time employees’ earnings have been annualised on an FTE basis (excluding any payments of a one-off nature). The Chief Executive’s figure of £3.10m is
taken from the total single figure remuneration for 2025/26 on page 124.
The alignment of executive and wider workforce remuneration is discussed annually at the Our Voice Pan-Whitbread Forum, our formal workforce advisory panel. During the year, the
Remuneration Committee considered wider workforce remuneration, and its alignment with executive remuneration, together with the key themes from employee engagement.
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Whitbread PLC Annual Report and Accounts 2025/26
Chief Executive’s remuneration continued
Annual percentage change in remuneration
We are required to publish the annual percentage change in remuneration (salary or fees, benefits and annual bonus) for each director compared to the annual average percentage
change in remuneration for the employees (excluding directors) of the parent company. As Whitbread PLC is not an employing entity, it has no employees and as such this statutory
disclosure is not possible. For information purposes, the average remuneration of the Group’s employees increased by 8% versus the previous year.
Director
2025/26 2024/25 2023/24 2022/23 2021/22
% change 2025/26–2024/25 % change 2024/25–2023/24 % change 2023/24–2022/23 % change 2022/23–2021/22 % change 2021/22–2020/21
Base
salary/fees Benefits
Annual
bonus
Base
salary/fees Benefits
Annual
bonus
Base
salary/fees Benefits
Annual
bonus
Base
salary/fees Benefits
Annual
bonus
Base
salary/fees Benefits
Annual
bonus
EXECUTIVE
DIRECTORS
Dominic Paul 3% 1% 24% 3% 0% (40%) 0% 0% 1% — — — — — —
Hemant Patel 3% 1% 26% 4% 0% (42%) 3% 0% 5% — — — — — —
NON-EXECUTIVE
DIRECTORS
Adam Crozier
1
— — — 4% — — 3% — — 3% — — 7% — —
Christine Hodgson
2
— — — — — — — — — — — — — — —
Kal Atwal 3% — — 4% — — 3% — — 3% — — — — —
Horst Baier
3
15% — — 4% — — 3% — — 3% — — 7% — —
Jonathan Howell
2
— — — — — — — — — — — — — — —
Frank Fiskers 3% — — 4% — — 3% — — 3% — — 5% — —
Richard Gillingwater 3% — — 4% — — 3% — — 3% — — 5% — —
Karen Jones 3% — — 4% — — 3% — — — — — — — —
Chris Kennedy
1
— — — 4% — — 3% — — 3% — — 5% — —
Shelley Roberts 3% — — 4% — — — — — — — — — — —
Cilla Snowball 3% — — 4% — — 3% — — — — — — — —
1 Adam Crozier and Chris Kennedy have been excluded from the year-on-year percentage change calculation for FY25 to FY26, as they stepped down from the Board on 1 September 2025 and 19 June 2025
respectively. As their FY26 remuneration reflects only a part-year of service, the percentage movement is not considered meaningful. They remain included in the table for historic years during which they
serveda full financial year.
2 Christine Hodgson and Jonathan Howell were appointed on 1 September 2025 and 1 January 2026 respectively and did not serve in the prior financial year; therefore, no year-on-year comparison is shown.
3 Horst Baier’s year-on-year percentage change calculation for FY25 to FY26 is inclusive of an additional fee which was paid in relation to his support in acting as the interim Audit Committee Chair from 19 June 2025
to 31 Dec 2025.
ANNUAL REPORT ON REMUNERATION CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
133
Ten-year history of Chief Executive remuneration
The following table shows the Chief Executive’s pay over the last ten years, with details of
the percentage of maximum paid out under the Annual Incentive Scheme and the LTIP/RSP
vesting percentage for each year.
Year Chief Executive
Single total figure
of remuneration
(£’000)
% of maximum
annual incentive
achieved
% of LTIP/RSP
award vesting
2025/26 Dominic Paul 3,099 65.4 100.0
2024/25 Dominic Paul 3,074 54.4 100.0
2023/24 Dominic Paul 2,465 95.0 N/A
2022/23 Dominic Paul 2,416 94.4 N/A
Alison Brittain 3,199 94.4 45.0
2021/22 Alison Brittain 2,164 71.4 N/A
2020/21 Alison Brittain 1,032 0.0 N/A
2019/20 Alison Brittain 2,636 56.7 36.0
2018/19 Alison Brittain 5,588 54.8 0.0
2017/18 Alison Brittain 2,336 64.1 38.3
2016/17 Alison Brittain 2,509 49.8 76.5
Total shareholder return (TSR)
The chart looks at the value over ten years of £100 invested in Whitbread PLC on 3 March 2016
compared, on a consistent basis, with that of £100 invested in the FTSE 100 index and the
FTSE 350 Travel & Leisure index based on 30 trading day average values. The FTSE 100 and
FTSE 350 Travel & Leisure indices have been selected by the Committee as appropriate
comparator groups due to Whitbread being a constituent of both.
Relative importance of spend on pay
The table below compares the change in total expenditure on employee pay during the
year with the change in dividend payments and share buy-backs.
2024/25 2025/26 % change
Employee costs £818.7m £801.6m (2.1)%
Dividends and share buy-backs £442.4m £419.2m (5.2)%
FTSE 100  FTSE 350 (Travel & Leisure)  Whitbread
Source: Workspace by LSEG.
300
250
200
150
100
50
0
Total shareholder return (rebased)
03 Mar
2016
02 Mar
2017
01 Mar
2018
28 Feb
2019
27 Feb
2020
25 Feb
2021
03 Mar
2022
02 Mar
2023
29 Feb
2024
27 Feb
2025
26 Feb
2026
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Whitbread PLC Annual Report and Accounts 2025/26
Implementation of remuneration policy in 2026/27
Base salary
Dominic Paul and Hemant Patel will each receive a 3% salary increase in May 2026. This is
in line with the increases in pay for salaried employees across the organisation. The base
salaries of the executive directors with effect from 1 May 2026 will be as follows:
Director
Base salary at
1 May 2026
(£’000)
Base salary at
1 May 2025
(£’000)
Dominic Paul 993 964
Hemant Patel 585 568
Benefits and pension
The benefits received by each executive director will continue to include family private
healthcare, a cash allowance in lieu of a company car and cash allowances at 10% of salary
in lieu of pension.
Annual Incentive Scheme
The maximum bonus opportunity for Dominic Paul and Hemant Patel will be 170% ofbase
salary. Any incentive payments will be at the discretion of the Remuneration Committee in
the event that the health and safety score is red on the WINcard. Keeping our teams and
customers safe is not an incentive lever but a core responsibility that earns the right to
achieve incentivised rewards.
The Committee has the discretion to amend formulaic outcomes.
Cash awards will be made in May 2027, with deferred share awards granted in April or May 2027
and due to vest in 2030, with no further performance conditions applying.
The measures and weightings for the 2026/27 annual incentive are as follows:
Measure Weighting
Group Profit 50%
Germany profit 10%
Efficiency 15%
Strategic objectives 20%
ESG measures 5%
ANNUAL REPORT ON REMUNERATION CONTINUED
Financial measures
The targets of the three financial metrics, which make up 75% of the annual incentive,
areconsidered by the Board to be commercially sensitive and, for that reason, are not
disclosed in advance. The Committee intends to disclose the targets retrospectively in
the2026/27 report.
Targets have been set with reference to external consensus and budget.
Strategic objectives
Each executive director also has business objectives aligned with the Group’s strategic
priorities. They will be eligible to receive up to 20% of the maximum incentive opportunity
based on the delivery of these objectives. Some of the objectives have measures with
clearthreshold, on-target and stretch targets, whereas others will be objectively assessed
against a stretch level of performance. All measures are quantifiable and linked to the
business plan and future financial performance. For both executives, objectives have
beenset under the following areas:
• Grow and innovate in the UK;
• Focus on our strengths to grow in Germany; and
• Enhance our capabilities to support long-term growth.
ESG measures
The 5% allocation to ESG measures will be split between an environmental measure and
asocial measure.
The targets within the Strategic objectives and ESG measures are considered by the Board
to be commercially sensitive and, for that reason, are not disclosed in advance.
Restricted Share Plan
Awards will be granted at 125% of salary for Dominic Paul and 110% of salary for Hemant Patel.
The awards will be subject to two underpins and, subject to these underpins being met,
areexpected to vest in 2029, after which they will be subject to a two-year holding period.
The underpins are the same as used for last year’s award:
• the Company’s average lease-adjusted net debt to EBITDAR leverage ratio being less
than 4.2x; and
• the Company’s average ROCE for the UK business to be 9% or higher.
Chair’s fee
The Chair will receive a fee increase of 3% with effect from 1 May 2026, taking her annual
fee to £478,950.
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
135
Remuneration Committee
– responsibilities
• Set the broad Policy for the
remuneration of the Chair and
members of the Executive Committee,
including the executivedirectors.
• Within the terms of the agreed
Policy, determine the total individual
remuneration package (including
incentive payments, share awards
and other benefits) of the Chair
andeach executive director.
• Monitor the structure and level
ofremuneration of Executive
Committee members.
• Approve the design of, and
determine the targets for,
executiveincentive schemes.
• Approve awards to be made to
executive directors and other senior
executives under incentive schemes.
• Ensure that contractual terms
ontermination, and any payments
made, are fair to the individual and
the Company, that failure is not
rewarded and that the duty to
mitigate loss is fully recognised.
• Review the alignment of incentives
with the Company’s wider culture.
• Obtain ideas and concerns from
thewider workforce about reward
andtake into account workforce
remuneration across the Company
and externally when setting
remuneration policy for the
executive directors.
Non-executive director fees
The base annual fee for non-executive directors will increase on 1 May 2026 by
3%to£73,080. The fees for chairing the Audit Committee and the Remuneration
Committee will increase to £23,420. The fee for the Senior Independent director
willincrease to £17,570 and the fees for membership of the Audit and Remuneration
Committeeswill increase to£5,870.
Statement of shareholder voting
Both the advisory resolution to approve the 2024/25 annual report on remuneration
andthe resolution to approve the directors’ remuneration policy were put to shareholders
for approval at the 2025 AGM, where each resolution was passed.
The voting results were as follows:
Resolution For Against Total Withheld
Annual report on remuneration 131,425,799
(95.2%)
6,643,822
(4.8%)
138,069,621 41,236
Directors’ remuneration policy 129,328,965
(93.6%)
8,837,859
(6.4%)
138,166,824 44,033
During 2024/25, the Committee conducted an extensive consultation exercise with major
shareholders, to seek their views on the structure of our remuneration schemes and our
new Policy proposals. We were pleased to have the support of the overwhelming majority,
and we modified our proposals slightly in light of some feedback received. In particular,
asmall number of shareholders asked that we align our post-cessation shareholding
requirement (PCSR) with the Investment Association’s recommended approach, which
wedid in our updated proposals. Shareholder views on executive pay at Whitbread are
alsoperiodically considered and discussed at investor meetings attended by the Chair.
Remuneration Committee
– advisers
Internal advisers
Clare Thomas General Counsel
and Secretary
to the Committee
Rachel Howarth Chief People Officer
Stephen Brown Reward, Pensions
and Insight Director
External advisers
PwC, one of the founding members
ofthe Remuneration Consultants
Group Code of Conduct, was appointed
remuneration consultant by the
Committee with effect from September
2017 following a rigorous tender process
and adheres to thiscode in its dealings
with the Committee. Fees paid to PwC
in respect of advice received by the
Committee amounted to £114,250.
These fees were charged on a time
and material basis.
The Committee is satisfied that
theadvice received is independent
and objective. The Committee is
comfortable that the PwC engagement
partner and team that provide
remuneration
advice tothe Committee
do not have connections with the
Company that may impair their
independence or objectivity. PwC also
provided Whitbread with internal
audit andother consulting advice.
Image: Premier Inn Margate
GOVERNANCE
136
Whitbread PLC Annual Report and Accounts 2025/26
Remuneration Committee agenda – 2025/26
Frank Fiskers
Chair, Remuneration Committee
29 April 2026
Approval of Annual Incentive Scheme andtargetsfor2025/26.
Approval of awards of cash and deferred shares toexecutive directors and
senior executives under the2024/25 Annual Incentive Scheme.
Approval of executive directors’ and seniorexecutives’salary review.
Approval of the 2025 awards made under the RSP.
Confirmation of the vesting percentage for the RSP awards made in 2022
and which vested in 2025.
Approval of directors’ remuneration policy.
Review of the terms of reference
Approval of the 2025 remuneration report.
Consideration of the approach to underpinsforthe2026 RSP award.
Review of wider remuneration strategy acrosstheorganisation.
Consideration of the performance of the2025/26Annual Incentive Scheme.
Consideration of the performance against theunderpinsfor the 2023 RSP
award.
Evaluation of Committee effectiveness.
ANNUAL REPORT ON REMUNERATION CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
137
DIRECTORS’ REPORT
Appointment and replacement
ofdirectors
Directors shall be no fewer than two and no
more than 20 in number. Directors may be
appointed by the Company, by ordinary
resolution or by the Board of directors.
In accordance with the UK Corporate
Governance Code 2024, all directors will
stand for annual re-election at each AGM.
The Company may, by special resolution,
remove any director before the expiration
of his/her term of office.
Directors automatically stop being
directorsif:
• they give the Company a written notice of
resignation (at the date such notice expires);
• they give the Company a written notice in
which they offer to resign and the other
directors decide to accept the offer;
• all of the other directors (who must
comprise at least three people) pass
aresolution or sign a written notice
requiring the director to resign;
• they are or have been suffering from
mental or physical ill health and the
directors pass a resolution removing
thedirector from office;
• they have missed directors’ meetings
(whether or not an alternate director
appointed attends those meetings) for a
continuous period of six months without
permission from the directors and the
directors pass a resolution removing
thedirector from office;
• a bankruptcy order is made against them or
they make any arrangement or composition
with their creditors generally;
• they are prohibited from being a director
under any applicable legislation; or
• they cease to be a director under any
applicable legislation or are removed
from office under the Company’s articles
of association.
Directors’ indemnity
A qualifying third-party indemnity provision
was in force for the benefit of the directors
during the financial year. In addition, a qualifying
pension scheme indemnity provision was in
force for the benefit of Whitbread Pension
Trustees during the financial year.
The directors present their report and accounts for the year ended 26 February 2026.
Results and dividends
Group adjusted profit before tax £483m
Group profit before tax £298m
Interim dividend paid on 5 December 2025 36.4p per share
Recommended final dividend 60.6p per share
Total dividend for the year 97.0p per share
Certain information required for disclosure in this report is provided in other
appropriate sections of the Annual Report and Accounts. These include the
corporate governance and remuneration reports and the Group financial
statements and notes to those financial statements, and accordingly these
areincorporated into the report by reference.
Details on the Group’s dividend policy can
be found on page 45 in the Chief Financial
Officer’s review.
Subject to approval at the AGM, the final
dividend will be payable on 3 July 2026 to
the shareholders on the register at the close
of business on 22 May 2026.
The Board
Board of directors
The directors at the date of this report
arelisted on pages 96 to 99.
Adam Crozier and Chris Kennedy did
notseek re-election at the 2025 AGM.
Chrisstepped down from the Board at the
conclusion of that meeting, while Adam
stepped down as Chair in September 2025.
We appointed a new independent
non-executive director, Jonathan Howell,
toreplace Chris, both on the Board and
asChair of the Audit Committee. We also
appointed Christine Hodgson to succeed
Adam as Chair of the Board.
Directors’ service contracts
The key terms of the executive directors’
service contracts, together with the dates
of those contracts, can be found in the
remuneration report on page 116, along
withthe effective dates of the letters
ofappointment of the Chair and the
non-executive directors.
The executive directors’ service contracts
are available for inspection at our head office.
Powers of directors
The business of the Company is managed
by the directors who may exercise all the
powers of the Company, subject to the
Company’s articles of association, any
relevant legislation and any directions
givenby the Company by passing a special
resolution at a general meeting. In particular,
the directors may exercise all the powers
ofthe Company to borrow money, issue
shares, appoint and remove directors and
recommend and declare dividends.
GOVERNANCE
138
Whitbread PLC Annual Report and Accounts 2025/26
The Board continued
Compensation for loss of office
There are no agreements between the
Company and its directors or employees
providing for compensation for loss of office
or employment that occurs as a result of
atakeover bid.
Directors’ share interests
Details regarding the share interests
ofthedirectors in the share capital of
theCompany, including with respect to
optionsto acquire ordinary shares, are set
out in the remuneration report on page 129.
Shares
Share capital
Details of the issued share capital can
befound in Note 27 to the accounts.
Holders of ordinary shares are entitled to
attend and speak at general meetings of
theCompany, to appoint one or more proxies
and, if they are corporations, corporate
representatives to attend general meetings
and to exercise voting rights. Holders of
ordinary shares may receive a dividend and,
on a liquidation, may share in the assets of
the Company. Holders of ordinary shares
are entitled to receive the Company’s Annual
Report and Accounts. Subject to meeting
certain thresholds, holders of ordinary shares
may requisition a general meeting of the
Company or the proposal of resolutions
atAGMs.
Voting rights
On a show of hands at a general meeting
ofthe Company, every holder of ordinary
shares present, in person or by proxy, and
entitled to vote, has one vote (unless the
proxy is appointed by more than one member
in which case the proxy has one vote for
and one vote against if the proxy has been
instructed by one or more members to vote
for the resolution and by one or more members
to vote against the resolution) and on a poll
every member present in person or by proxy
and entitled to vote has one vote for every
ordinary share held. Voting rights for any
ordinary shares held in treasury are suspended.
None of the ordinary shares carry any special
rights with regard to control of the Company.
Electronic and paper proxy appointments
and voting instructions must be received
bythe Company’s registrars not later than:
(i) 48 hours before a meeting or adjourned
meeting (excluding non-working days); or
(ii) 24 hours before a poll is taken, if the poll
is not taken on the same day as the meeting
or adjourned meeting.
Unless the directors decide otherwise, a
shareholder cannot attend or vote at any
general meeting of the Company or at any
separate general meeting of the holders of
any class of shares in the Company or upon
a poll or exercise any other right conferred
by membership in relation to general
meetings or polls if he or she has not paid
all amounts relating to those shares which
are due at the time of the meeting.
Where a shareholder with at least a 0.25%
interest in a class of shares has been served
with a disclosure notice in relation to a
particular holding of shares and has failed
to provide the Company with information
concerning those shares, those shares will
no longer give that shareholder any right
tovote at a shareholders’ meeting.
Restrictions on transfer of shares
There are the following restrictions on
thetransfer of shares in the Company:
• certain restrictions which may from time
to time be imposed by laws and regulations
(for example, insider trading laws);
• pursuant to the Company’s share dealing
code, the directors and senior executives
of the Company require approval to deal
in the Company’s shares;
• where a person with at least a 0.25%
interest in a class of shares has been served
with a disclosure notice and has failed to
provide the Company with information
concerning interests in those shares;
• the subscriber ordinary shares may not
be transferred without the prior written
consent of the directors;
• the directors can, without giving any
reason, refuse to register the transfer
ofany shares which are not fully paid;
• transfers cannot be in favour of more
than four joint holders; and
• the directors can refuse to register the
transfer of an uncertificated share in the
circumstances set out in the uncertificated
securities rules (as defined in the Company’s
articles of association).
The Company is not aware of any agreements
between shareholders that may result in
restrictions on the transfer of shares or
onvoting rights.
Purchase of own shares
The Company is authorised to purchase
itsown shares in the market. The Company
purchased 8.8 million of its own shares
during the year and cancelled them. At 26
February 2026, 12.5 million shares were held
as treasury shares (27 February 2025:
12.5million).
Employee share schemes
Whitbread does not have any employee
share schemes with shares which have
rights with regard to the control of the
Company that are not exercisable directly
by the employees.
Major interests
As at the end of the financial year, the
Company had received formal notification,
under the Disclosure and Transparency
Rules, of the following material holdings in
its shares (the percentages shown are the
percentages at the time of the disclosure
and have not been re-calculated based on
the issued share capital at the year-end):
Number
of shares
% of issued
share
capital  
1
BlackRock Inc 11,613,345 6.9%
Corvex
Management LP 9,355,020 5.53%
Artemis Investment
Management LLP 8,760,514 5.01%
Aberdeen Asset
Management 9,155,869 4.99%
Vulcan Value
Partners LLC 6,698,606 4.98%
1 The percentage of issued share capital is taken
from the date of the relevant notification and
changes to the voting rights since that date can
cause higher numbers of shares to have lower
percentages and vice versa.
Since the end of the year, one further
notification was received from BlackRock
Inc. The notification stated that BlackRock
Inc has a total of 11,613,345 voting rights,
representing 6.70% of the issued share
capital.
DIRECTORS’ REPORT CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
139
In 2025/26, we decarbonised further c.800
hotel rooms installing air-source heat
pumps and other electric equipment to
reduce our reliance on gas for water and
space heating. We continued our track
record of energy efficiency across the
estate by undertaking projects such as
refrigeration optimisation, installing
improved controls for heating, ventilation,
and air conditioning (HVAC) and utilising
voltage optimisation technology. We also
installed solar PV at 13 sites, bringing the
total to 221 hotels.
Weimproved our understanding of landlord
sites that used REGO-backed electricity
over the year; this has been takeninto
account when reporting our Scope 2
market-based emissions. We also improved
our tracking of F-gas data for Scope 1
reporting.
When defining the scope of our data, we
donotreport on operations under Joint
Venture agreements, or that are fully
franchised, where we do not have
operational control such as Premier Inn
Middle East. Forreasons ofmateriality,
small
offices in the Far East have been excluded.
Where possible we reported billed or AMR
(Automated Meter Reading) data. For those
operations which are currently beyond our
reporting capabilities, we have usedan
estimation model based on historic
budgeted orbilled usage.
Scope 3
Whitbread’s 2025/26 Scope 3 emissions
stand at 386,310 tCO
2
e (2024/25: 407,242
tCO
2
e). This is a reduction of 5% year-on-
year, and a reduction of 21% against our
2018/19 baseline. The change is predominantly
due to lower purchases of food with high
embodied carbon – another result of the
strategic transformation of our business.
Following SBTi Forest Land and Agriculture
(FLAG) guidance, Whitbread updated and
re-baselined the 2018/19 result to calculate
FLAG and non-FLAG emissions. In 2025/26,
our total FLAG emissions were 82,409 tCO
2
e
(2024/25: 92,932 tCO
2
e) and reduction of
40.2% from a 2018/19 baseline. Total
non-FLAG emissions were 303,901 tCO
2
e
(2024/25: 314,310 tCO
2
e), a reduction of
13.5% from the 2018/19 baseline.
The key structural change in our 2025/26
Scope 3 relates to the inclusion of emissions
from a shared logistics service for the
majority of food and consumables within
Category 4 (Upstream transportation and
distribution). Previously, emissions from this
activity were reported under Scope 1, as the
delivery fleet was leased by the Group. As
the new procurement model is more efficient,
both financially and from a carbon perspective,
emissions reported in Category 3 (Fuel- and
energy-related activities) decreased by
34%. At the same time, as lower volumes of
food were procured in 2025/26, emissions
in Category 4 did not increase.
In 2026/27 we plan to rebaseline our Scope
3 emissions toaccount for more granular
product-level carbon data we expect to
receive from our suppliers. Because our
Accelerating Growth Plan is still underway,
we will updateour Scope 3 baseline fully
once we complete theprogramme in 2027/28.
Mandatory greenhouse
gasreporting
In order to comply with the requirements
ofthe Companies (Directors’ Report) and
Limited Liability Partnerships (Energy
andCarbon Report) Regulations 2018,
wehave amended our environmental
reporting accordingly.
Scopes 1 and 2
We considered the six main greenhouse
gases (GHGs) andreport in CO
2
e for our
Scope 1 (direct) and Scope 2 (indirect) CO
2
emissions. We used the GHG Protocol
Corporate Accounting andReporting
Standard methodology to calculate our
emissions as well as Defra and
Umweltbundesamt (UBA) GHG Conversion
Factorsfor company reporting.
Scope 1 includes emissions from the fuels
we use inour hotels, restaurants and offices
such as natural gas and liquid petroleum
gas (LPG). It also accounts for CO
2
e from
business-owned vehicles which includes
benefit and job need company cars.
CO
2
efrom company cars are calculated
using the manufacturer’s stated performance
multiplied by anupliftstated in the Defra
standards methodology paper. From
2025/26, our Scope 1 footprint no longer
includes food logistics vehicles previously
leased by the Group, following a switch to a
shared logistics service.
Scope 2 relates to the indirect emissions
associated with the generation of the
electricity consumed in our sites including
district heating.
For Scope 1 and Scope 2 emissions
associated with the UK&I estate, we apply
UK Government (Defra) conversion factors.
From 2025/26, emissions for the German
estate have instead been calculated using
conversion factors from the German Federal
Environment Agency (Umweltbundesamt,
UBA). As UBA factors are higher than
Defra’s (by 52% for district heating and
120% for electricity), this resulted in a 41%
increase in market-based and a 30%
increase in location-based Scope 2
emissions for Germany, despite electricity
consumption increasing by only 0.6%. The
change also affected the Group’s overall
footprint, with Scope 2 emissions increasing
by 25% on a market basis (while decreasing
by 9% on a location basis), despite a 1.2%
year-on-year reduction in total electricity
consumption.
In 2025/26, we achieved a 63%/m
2
reduction in our Scope 1 and 2 emissions
(61.5%/m
2
in 2024/25) on a market basis,
compared with a 2016/17 baseline. This is
thanks to lower gas consumption for
heating and cooking, and our purchase of
Renewable Energy Guarantees of Origin
(REGOs) in the UK and Ireland, and
Guarantees of Origin (GoOs) in Germany.
In 2025/26, we re-baselined Scope 1
emissions to reflect the transition from our
own leased delivery fleet to a shared
logistics service. Without re-baselining,
business travel emissions would have fallen
by 93.3%. Following re-baselining, emissions
decreased by 20.2% year on year, reflecting
the continued increase in hybrid and electric
vehicles, and a decrease in the number of
vehicles overall in our company fleet.
In 2025/26, we updated our methodology
for square-metre calculations to reflect the
growing number of hub by Premier Inn
rooms, which are smaller than an average
Premier Inn room. Using the updated
methodology, we have also restated
2024/25 square metres, resulting in a 5,358
m
2
increase in the reported footprint,
equivalent to 0.2% of the estate. This led to
a non-material adjustment to our Scope 1
and Scope 2 intensity figures.
GOVERNANCE
140
Whitbread PLC Annual Report and Accounts 2025/26
Mandatory greenhouse gasreporting continued
Source of emissions
Scope
Total %
change
24/25
to 25/26
2025/26 2024/25 2023/24
Total
Rest of
the world UK Total
Rest of
the world UK Total
Rest of
the world UK
Gas (tCO
2
e) Scope 1 -7.7% 40,631 1,786 38,845 44,004 1,486 42,518 46,921 1,360 45,561
LPG (tCO
2
e) Scope 1 -16.9% 1,757 0 1,757 2,114 0 2,114 2,306 0 2,306
F-gas (tCO
2
e) Scope 1 5.2% 5,982 428 5,554 5,686 54 5,632 7,104 258 6,845
Business travel (tCO
2
e) Scope 1 -93.4%
1
441 140 301 6,664 137 6,527 7,504 128 7,376
Total Scope 1 emissions (tCO
2
e) Scope 1 -16.5% 48,810 2,355 46,455 58,469 1,677 56,792 63,835 1,747 62,088
Electricity, district heating and EV
charging (Total Scope 2 location
based) (tCO
2
e) Scope 2 -8.5% 74,491 17,269 57,222 81,422 13,584 67,838 89,130 12,952 76,179
Electricity, district heating and EV
charging (Total Scope 2 market
based) (tCO
2
e) Scope 2 25.2% 7,435 5,902 1,533 5,938 4,180 1,758 7,537 4,924 2,612
Gross emissions (location based) — -11.9% 123,301 19,623 103,678 139,890 15,261 124,629 152,965 14,698 138,267
Gross emissions (market based) — -12.7% 56,245 8,257 47,988 64,407 5,857 58,550 71,372 6,671 64,700
Floor area (m
2
) — 0.4% 3,152,682 441,121 2,711,561 3,138,672
2
433,019
2
2,705,653
2
3,110,054 426,530 2,683,524
Tonnes carbon per m
2
floor area
(location based) — -12.3% 0.0391 — — 0.0446
2
— — 0.0492 — —
Tonnes carbon per m
2
floor area
(market based) — -4.3% 0.0178 — — 0.0186
2
— — 0.0229 — —
Gas (kWh) — -7.7% 222,079,486 9,768,763 212,310,723 240,593,338 8,125,335 232,468,003 256,499,715 7,434,531 249,065,184
LPG (kWh) — -16.9% 7,627,050 0 7,627,050 9,176,774 0 9,176,774 10,013,931 0 10,013,931
Business travel (kWh) — -26.1% 3,741,105 884,628 2,856,477 5,065,164 863,992 4,201,172 28,654,168 846,610 27,807,558
Electricity, district heating and EV
charging (kWh) — -1.2% 376,948,465 53,184,902 323,763,563 381,429,268 52,928,003 328,501,265 415,317,497 47,243,369 368,074,128
Self-generated electricity via solar
PV (kWh) — 22.2% 4,701,214 0 4,701,214 3,848,140 0 3,848,140 3,943,107 0 3,943,107
Total (kWh) — -3.9% 615,097,320 63,838,293 551,259,027 640,112,684 61,917,330 578,195,354 714,428,418 55,524,510 658,903,908
1 Large reduction due to transition to wholesaler distribution model.
2 Restated number for 2024/25 due to a change in the methodology for m
2
calculations (see page 139).
DIRECTORS’ REPORT CONTINUED
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
141
Additional information
Stakeholder engagement
Information on how the directors engage
with our different stakeholders, including
shareholders, employees and customers,
and on how directors have regard to
stakeholders’ interests and the need to
foster stakeholder relationships when
making decisions, can be found in the
stakeholder engagement section on
pages48 to 53.
Employment policies
We have a range of employment policies
covering such issues as diversity, employee
wellbeing and equal opportunities.
Read more on our website
www.whitbread.co.uk
Environmental policies
Our businesses depend upon the environment
to operate hotels and restaurants through
the energy we use and the services and
products we provide to our customers. Our
main environmental impacts are from the
use of natural resources, water consumption
and generation of residual waste and GHG
emissions associated with energy and fuel use.
Our strategy in this area is executed via our
Force for Good sustainability programme,
which includes energy, water and waste
reduction activities. We are committed to
minimising our impact on the environment,
preventing pollution and promoting good
environmental practices.
Further details can be found on
pages 60 to 63
Employee involvement
The importance of good relations with
ourteams is fundamental to our culture
andthe success of our business. Across the
UK and Germany, and across our hotel and
restaurant sites and Support Centres, we
regularly ask all our employees for their
views, through regular ‘Your Say’ surveys.
Every employee has an opportunity to
participate in these surveys, and action
plans are created by site/business area.
Our Employee Forum, which we call
OurVoice, is made up of formally elected
representatives from across our hotels,
restaurants and Support Centres. Our Voice
is designed to connect our senior leaders
with our front-line teams for two-way
conversations about the business, ensuring
employee views are properly represented.
More detail can be found on page 50.
Our employees are actively encouraged to
take part in our Sharesave scheme, which
isavailable to all employees and offers an
option price discounted by 20%.
Whitbread believes that people should have
no barriers to employment with us, and no
limits to ambition with respect to training
and progression. We are committed to
working with disabled candidates and
employees to ensure they have fair and
equal opportunity to work for us and that
we make reasonable adjustments, as
needed, to support their career with us.
Ourapproach is covered in our Diversity &
Inclusion Policy and Workplace Adjustments
Policy which we created in partnership with
the Disability Business Forum.
Additional disclosures
The table below sets out the location of information required to be disclosed in the
directors’ report (in accordance with Listing Rule 9.8.4R, and otherwise), which can be
found in other sections of this Annual Report and Accounts and is incorporated by reference:
Item Section
An indication of likely future developments
inthe business Strategic report, pages 18 to 25
Financial risk management objectives
andpolicies
Financial statements, Note 24,
pages 194 to195
Research and development N/A
Existence of branches N/A
Post-balance sheet events Financial statements, Note 34, page 212
Stakeholder and employee engagement Stakeholder engagement, pages 48 to 53
Conflicts of interest Corporate governance report, pages 88 to 103
Statement of capitalised interest Financial statements, Note 8 page 177
Long-term incentive schemes Remuneration report, pages 124 to 136
Purchase of own shares Financial statements, Note 27, page 200
Details on Whitbread’s compliance with Disclosure Guidance and Transparency Rules 7.2
can be found on page 93.
GOVERNANCE
142
Whitbread PLC Annual Report and Accounts 2025/26
Additional information
continued
Employee involvement continued
Regular internal communications are
madeto all employees to ensure that
theyare kept well informed about the
performance of Whitbread, and of financial
and economic factors that may affect the
Company’s performance.
Amendment of the Company’s
articlesof association
Any amendments to the articles of association
of the Company may be madein accordance
with the provisions oftheCompanies Act
2006 by way of special resolution.
Contractual arrangements
We have contractual arrangements with
numerous third parties in support of our
business activities, none of which are considered
individually to be essential to our business
and, accordingly, it has not been considered
necessary for an understanding of the
development, performance or position of
our business to disclose information about
any of those third parties.
Post-balance sheet events
Information on post-balance sheet events
isprovided in Note 34 to the accounts.
Political donations
We have not made any political donations
during the year and intend to continue
thispolicy of not doing so for the
foreseeable future.
Auditor
Deloitte has expressed its willingness to
continue in office as auditor of the Company
and a resolution proposing its reappointment
will be put to shareholders at the 2026 AGM.
After proper consideration, the Audit Committee
is satisfied that Deloitte continues to be
objective and independent of the Company.
In coming to this conclusion, the Audit
Committee gave full consideration to any
non-audit work carried out by Deloitte and
has concluded that certain services will not
be carried out by Deloitte, as outlined in the
Committee’s terms of reference.
Disclosure of information to auditor
The directors have taken all reasonable steps
to make themselves aware of relevant audit
information and to ensure that the auditor
is aware of that information. The directors
are not aware of any relevant audit information
which has not been disclosed to the auditor.
Going concern
Our business activities, together with the
factors likely to affect our future development,
performance and position, are set out in
thestrategic report on pages 2 to 87.
Thefinancial position of the Company,
ourcash flows, net debt and borrowing
facilities and the maturity of those facilities
are set out in the Chief Financial Officer’s
review on pages 44 to47.
In addition, there are further details in
thefinancial statements on our financial
riskmanagement, objectives and policies
(Note 24) and on financial instruments
(Note 25).
The directors have outlined the assessment
approach for going concern in the
accounting policy disclosure in Note 2
ofthe consolidated financial statements.
Following that review, the directors have
concluded that the going concern basis
remains appropriate.
The viability statement can be found
on page 72
Annual general meeting
The AGM will be held at 2.30pm on
18June2026 at Whitbread Court, Houghton
Hall Business Park, Porz Avenue, Dunstable
LU5 5XE. The Notice of Meeting is enclosed
with this report for shareholders receiving
hard copy documents and is available at
www.whitbread.co.uk for those who have
elected to receive documents electronically.
Approved by the Board on 29 April 2026
and signed.
Clare Thomas
General Counsel and Company Secretary
Registered office:
Whitbread Court
Houghton Hall Business Park
Porz Avenue
Dunstable
Bedfordshire LU5 5XE
Registered company number: 4120344
DIRECTORS’ REPORT CONTINUED
Image: Premier Inn Margate
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
143
Company law requires the directors to
prepare financial statements for each
financial year. Under that law the directors
are required to prepare the Group financial
statements in accordance with International
Accounting Standards in conformity with
the requirements of the Companies
Act2006.
The directors have chosen to prepare the
parent company financial statements in
accordance with 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 Company and
of the profit or loss of the Company for
thatperiod.
In preparing the parent company financial
statements, the directors are required to:
• select suitable accounting policies and
then apply them consistently;
• make judgements and accounting
estimates that are reasonable
andprudent;
• state whether applicable UK 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
Company will continue in business.
In preparing the Group financial statements,
International Accounting Standard 1
requires that directors:
• properly select and apply accounting policies;
• present information, including
accountingpolicies, in a manner that
provides relevant, reliable, comparable
and understandable information;
• provide additional disclosures when
compliance with the specific requirements
in IFRS Standards is insufficient to enable
users to understand the impact of particular
transactions, other events and conditions
on the entity’s financial position and
financial performance; and
• make an assessment of the Group’s
abilityto continue as a going concern.
The directors are responsible for keeping
adequate accounting records that are
sufficient to show and explain the Company’s
transactions and disclose with reasonable
accuracy at any time the financial position
of the Company and enable them to ensure
that the financial statements comply with
the Companies Act 2006. They are also
responsible for safeguarding the assets
ofthe 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 corporate
and financial information included on the
Company’s website. Legislation in the United
Kingdom governing the preparation and
dissemination of financial statements may
differ from legislation in other jurisdictions.
Responsibility statement
We confirm that to the best of our 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 or loss of the
Company and the undertakings included
in the consolidation taken as a whole;
• the strategic report includes a fair review
of the development and performance of
the business and the position of the
Company and the undertakings included
in the consolidation taken as a whole,
together with a description of the principal
risks and uncertainties that they face; and
• the Annual Report and Accounts,
takenasa whole, is fair, balanced
andunderstandable and provides the
information necessary for shareholders
toassess the Company’s position and
performance, business model
andstrategy.
This responsibility statement was approved
by the Board of directors on 29 April 2026
and is signed on its behalf by:
By order of the Board
Dominic Paul
Chief Executive
Hemant Patel
Chief Financial Officer
DIRECTORS’ RESPONSIBILITY STATEMENT
The directors are responsible for preparing the Annual Report
and Accounts in accordance with applicable law and regulations.
GOVERNANCE
144
Whitbread PLC Annual Report and Accounts 2025/26
Our assurance conclusion does not extend
to information in respect of earlier periods,
or to any other information included in, or
linked from, the Report.
Our limited assurance
conclusion
Based on the work we have performed, as
outlined in the ‘Summary of work
performed’ section of our report, and the
evidence we have obtained, nothing has
come to our attention that causes us to
believe that the Sustainability Subject
Matter Information, as defined below, has
not been prepared, in all material respects,
in accordance with the Applicable Criteria,
as defined below.
This conclusion is to be read in the context
of what we say in the remainder of our
report, in particular the ‘inherent limitations’
and ‘use and distribution of our report’
explained below.
Sustainability Subject Matter
Information
The Sustainability Subject Matter
Information comprises of the sustainability
metrics for the financial year ending the
26February 2026 in the Annual Report and
the Sustainability Report (‘Report’). The
Sustainability Report metrics in scope of
our assurance are detailed in Appendix A.
The scope of our work was limited to the
provision of limited assurance over the
Sustainability Subject Matter Information.
Applicable Criteria
The criteria used to measure or evaluate the
underlying Sustainability Subject Matter
(‘Underlying Sustainability Subject Matter’)
are in the 2026 Basis of Preparation
documents prepared by Whitbread
(‘Applicable Criteria’). The Sustainability
Subject Matter Information needs to be
read and understood together with the
Applicable Criteria, which the Entity is solely
responsible for selecting and applying.
Inherent limitations
The absence of a significant body of
established practice on which to draw to
evaluate and measure non-financial
information allows for different, but
acceptable evaluation and measurement
techniques and can affect comparability
between entities and over time. The
precision of different measurement
techniques may also vary.
Non-financial information is subject to more
inherent limitation than financial information,
given the characteristics of the underlying
Sustainability Subject Matter and the methods
used for determining such information.
Directors’ responsibilities
The Directors of Whitbread are
responsiblefor:
• designing, implementing and maintaining
internal controls to enable the preparation
and presentation of Sustainability Subject
Matter Information that is free from
material misstatement, whether due
tofraud or error;
• selecting and/or establishing suitable
Applicable Criteria for preparing the
Sustainability Subject Matter Information;
• preparing, measuring and presenting the
Sustainability Subject Matter Information
in accordance with the Applicable Criteria;
• referring to or describing in the
Sustainability Subject Matter Information
the Applicable Criteria used and, when
itis not readily apparent from the
engagement circumstances, the person(s)
responsible for developing the Applicable
Criteria; and
• the content and preparation of the
Sustainability Subject Matter Information.
Greenhouse Gas (‘GHG’) quantification is
subject to inherent uncertainty because
ofincomplete scientific knowledge used
todetermine emissions factors and the
values needed to combine emissions of
different gases.
Our responsibilities
Our responsibility is to independently
express a limited assurance conclusion on
the Sustainability Subject Matter Information
based on the procedures we have performed
and the evidence we have obtained.
We are also responsible for:
• planning and performing the engagement
to obtain limited assurance about whether
anything has come to our attention that
causes us to believe that the Sustainability
Subject Matter Information is not prepared,
in all material respects, in accordance
with the Applicable Criteria;
• assessing the suitability of the Applicable
Criteria and whether they exhibit the
characteristics of relevance, completeness,
reliability, neutrality and understandability;
• forming an independent conclusion,
based on the work we have performed
and the evidence we have obtained; and
• reporting our conclusion to the Directors
of Whitbread.
Professional standards applied
and level of assurance
We performed a limited assurance
engagement in accordance with
International Standard on Assurance
Engagements (‘ISAE’) 3000 (Revised)
‘Assurance Engagements Other Than Audits
or Reviews of Historic Financial Information’
issued by the International Auditing and
Assurance Standards Board (‘IAASB’) and,
in respect of the GHG Statement, in
accordance with International Standard on
Assurance Engagements (‘ISAE’) 3410
INDEPENDENT LIMITED ASSURANCE REPORT
to the Directors of Whitbread PLC
The Directors of Whitbread PLC (‘Entity’) engaged us to provide limited
assurance on the Sustainability Subject Matter Information defined below.
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
145
‘Assurance Engagements on Greenhouse
Gas Statements’, issued by the IAASB
(‘ISAE 3410’). These standards require that
we plan and perform our engagement to
obtain limited assurance about whether
anything has come to our attention that
causes us to believe the Sustainability
Subject Matter Information has not been
prepared, in all material respects, in
accordance with the Applicable Criteria.
A limited assurance engagement
undertaken in accordance with ISAE 3410
involves assessing the suitability in the
circumstances of the Entity’s use of the
Applicable Criteria as the basis for the
preparation of the Greenhouse Gas
Statement, assessing the risks of material
misstatement of the Greenhouse Gas
Statement whether due to fraud or error,
responding to the assessed risks as
necessary in the circumstances, and
evaluating the overall presentation of the
Greenhouse Gas Statement.
A ‘limited assurance’ engagement is
substantially less in scope than a reasonable
assurance engagement in relation to both
the risk assessment procedures, including
an understanding of internal control, and
the procedures performed in response to
the assessed risks. The procedures
performed in a limited assurance
engagement vary in nature and timing from,
and are less in extent than for, a reasonable
assurance engagement. As a result, the level
of assurance obtained in a limited assurance
engagement is substantially lower than the
assurance that would have been obtained
had a reasonable assurance engagement
been performed. Accordingly, we do not
express a reasonable assurance opinion
about whether the Sustainability Subject
Matter Information has been prepared, in all
material respects, in accordance with the
Applicable Criteria.
Our independence and
qualitycontrol
We have complied with the independence
and other ethical requirements of the
Financial Reporting Council’s (‘FRC’s’)
Revised Ethical Standard and the ethical
pronouncements in the Institute of
Chartered Accountants in England and
Wales (‘ICAEW’) Code of Ethics which are
founded on the fundamental principles of
integrity, objectivity, professional competence
and due care, confidentiality and
professional behaviour.
RSM UK Risk Assurance Services LLP
applies the International Standard on
Quality Management (UK) 1 ‘Quality
Management for Firms that Perform
Auditsor Reviews of Financial Statements,
or other Assurance or Related Services
Engagements’ (‘ISQM (UK) 1’), which
requires RSM UK Risk Assurance Services
LLP to design, implement and operate a
system of quality management including
policies or procedures regarding
compliance with ethical requirements,
professional standards and applicable legal
and regulatory requirements.
Summary of work performed
The work we perform depends on our
professional judgement and included
inquiries, observation of processes
performed, inspection of documents,
analytical procedures, recalculation,
reperformance and confirmations.
We are required to obtain an understanding
of the Underlying Subject Matter, the Entity,
its environment and the internal controls
relevant to the Underlying Subject Matter,
sufficient to identify the risk of material
misstatement of the Sustainability Subject
Matter Information and to design and
perform procedures to address the
assessed risks of material misstatement
inorder to obtain sufficient appropriate
evidence to support our limited
assuranceconclusion.
In doing so, we:
• made inquiries of Whitbread’s management
about the control environment, information
systems and results of Whitbread’s risk
assessment process;
• considered the suitability for the
engagement circumstances of Whitbread’s
use of the Applicable Criteria as the basis
for preparing the Sustainability Subject
Matter Information;
• assessed the appropriateness of the
Sustainability Subject Matter which is
measured or evaluated against the
Applicable Criteria;
• performed limited substantive testing on
a selective basis of the Underlying
Sustainability Subject Matter to check
that the information had been
appropriately measured, recorded,
collated, and reported, including:
• agreed or reconciled the Sustainability
Subject Matter to underlying records;
• reviewed the data collection and
consolidation processes used to
compile the Subject Matter, including
the data scope and reporting boundaries;
• agreed a selection of the Sustainability
Subject Matter to corresponding source
documents, including third party data;
• reperformed calculation of the
SubjectMatter;
• vouched emission factors used to
independent external sources;
• performed analytical procedures by
comparing year on year movements
and making inquiries of management to
obtain explanations for significant
differences from our developed
expectations;
• evaluated whether the Sustainability
Subject Matter Information adequately
refers to the Applicable Criteria; and
• considered the disclosure and
presentation of the Sustainability
SubjectMatter Information.
Other information
The other information comprises the
information included in the Report, other
than the Sustainability Subject Matter
Information and our limited assurance
report thereon. The Directors are
responsible for the other information
contained within the Report. Our limited
assurance conclusion does not cover the
other information and we do not express
any form of assurance conclusion thereon.
Our responsibility is to read the other
information to identify material
inconsistencies, if any, with the
Sustainability Subject Matter Information or
our limited assurance report. If, on reading
the other information, we identify such
material inconsistencies or become aware
of a material misstatement of fact in that
other information that is unrelated to
matters appearing in the Sustainability
Subject Matter Information or our limited
assurance report, we discuss the matter
with the Directors and take further action
asappropriate.
GOVERNANCE
146
Whitbread PLC Annual Report and Accounts 2025/26
Use and distribution
ofourreport
This report, including our conclusion, has
been prepared solely for the confidential use
of the Directors of Whitbread in accordance
with our engagement letter dated 8 August
2025, and for no other purpose. To the
fullest extent permitted by law, we do not
accept or assume responsibility to anyone
other than the Directors of Whitbread as a
body and Whitbread for our work, for this
limited assurance report or for the
conclusions we have formed.
This report is released to the Directors on
the basis that it shall not be copied, referred
to or disclosed (in whole or in part) or used,
distributed or made available (in whole or in
part) to any other party (save as otherwise
permitted by agreed written terms), without
our express prior written consent. Without
assuming or accepting any responsibility or
liability in respect of this report to any party
other than the Directors of Whitbread as a
body and Whitbread PLC, we acknowledge
that the Directors may choose to make this
report publicly available. Any other party
that chooses to rely on this report (or any
part of it) will do so at their own risk and
RSM UK Risk Assurance Services LLP neither
owes nor accepts any responsibility or duty
to those parties, and shall not be liable for
any loss, damage or expense of whatever
nature caused by their reliance on this report
for any purpose or in any context.
Signed
RSM UK Risk Assurance Services LLP
25 Farringdon Street,
London EC4A 4AB
29 April 2026
Appendix A: Subject Matter Information
The Sustainability Subject Matter Information subject to limited assurance procedures is set out below. The Sustainability Subject Matter
Information are the reported results for selected Sustainability Report performance measures for the 2026 reporting period. Whitbread’s
Basis of Preparation 2026 lists out the Sustainability Report performance measures, and reported results, as well as the Reporting Criteria
used to prepare and report on the Sustainability Subject Matter Information.
Pillar Sustainability Report metrics provided for testing
2026 Reported Sustainability Report
(Sustainability Subject Matter Information)
Opportunity
In our leadership population*:
40.4% of female representation (UK and Germany);
7.4% of ethnic minority representation (UK only)
* Leadership population is defined as all roles at Worker Level 2+.
In our leadership population*:
40.4% of female representation (UK and Germany);
7.4% of ethnic minority representation (UK only)
* Leadership population is defined as all roles at Worker Level 2+.
In our workforce population (UK only):
% of female representation:
Female 63.1%
Male 36.9%
% of ethnic minority representation:
Asian/Asian British 10.9%
Black/African 4.5%
Other ethnicity 5.3%
White 69.1%
In our workforce population (UK only):
% of female representation:
Female 63.1%
Male 36.9%
% of ethnic minority representation:
Asian/Asian British 10.9%
Black/African 4.5%
Other ethnicity 5.3%
White 69.1%
% employee engagement score based on a composite of
four survey questions:
(1) Overall, I am satisfied with my experience working for
Whitbread;
(2) I am enthusiastic about my job;
(3) I am proud to say I work for Whitbread;
(4) I would recommend Whitbread as a great place to work.
Scored as the mean of positive responses (agree + strongly
agree) across all four questions, for UK Operations and UK
Support Centre.
UK Operations and Support Centre: 73%
% employee engagement score based on a composite of
four survey questions:
(1) Overall, I am satisfied with my experience working for
Whitbread;
(2) I am enthusiastic about my job;
(3) I am proud to say I work for Whitbread;
(4) I would recommend Whitbread as a great place to work.
Scored as the mean of positive responses (agree + strongly
agree) across all four questions, for UK Operations and UK
Support Centre.
UK Operations and Support Centre: 73%
Community 12.4% salt reduction based on 2017 baseline 12.4% salt reduction based on 2017 baseline
23.6% sugar reduction based on 2015 baseline 23.6% sugar reduction based on 2015 baseline
4.0% calorie reduction based on 2017 baseline 4.0% calorie reduction based on 2017 baseline
INDEPENDENT LIMITED ASSURANCE REPORT CONTINUED
to the Directors of Whitbread PLC
GOVERNANCE
Whitbread PLC Annual Report and Accounts 2025/26
147
Pillar Sustainability Report metrics provided for testing
2026 Reported Sustainability Report
(Sustainability Subject Matter Information)
Responsibility 39.5% food waste reduction based on 2018/2019 baseline
year data
39.5% food waste reduction based on 2018/2019 baseline
year data
Scope 1 and 2 greenhouse gas (GHG) footprint –
56,245tonnes
Scope 1 and 2 greenhouse gas (GHG) footprint –
56,245tonnes
Scope 1 and 2 GHG reductions based on intensity metrics
based on 2016/2017 baseline year data – 63.0%
Scope 1 and 2 GHG reductions based on intensity metrics
based on 2016/2017 baseline year data – 63.0%
18.0% reduction in water use per sleeper since 2019/2020 18.0% reduction in water use per sleeper since 2019/2020
Scope 1 and 2 greenhouse gas (GHG) footprint –64,407 tonnes Scope 1 and 2 greenhouse gas (GHG) footprint –64,407 tonnes
The basis of preparations for the above Sustainability Subject Matter information are held on the Whitbread PLC website within the
Sustainability Reports and Policies sub-section of the Environmental and Social section
Appendix A: Subject Matter Information continued
GOVERNANCE
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148
INDEPENDENT AUDITOR’S REPORT
To the members of Whitbread PLC
Report on the audit of the financial statements
1. Opinion
In our opinion:
• the financial statements of Whitbread PLC (the ‘parent company’, the ‘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 26 February 2026 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 company statements of changes in equity;
• the consolidated and company balance sheets;
• the consolidated cash flow statement;
• the notes to the consolidated financial statements 1 to 34; and
• the notes to the company financial statements 1 to 9.
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).
2. 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 5 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.
3. Summary of our audit approach
Key audit matters The key audit matter that we identified in the current year was:
• impairment and impairment reversals of property, plant and
equipment and right-of-use assets
Materiality The materiality that we used for the Group financial statements
was £22 million (2025: £25 million), which represents 4.6% of
adjusted profit before tax, as defined in note 6.
Scoping Our approach to audit scoping included performing audit
procedures over 89.8% of the Group’s revenue and 99.4% of the
Group’s assets.
Significant changes in
our approach
There were no significant changes in our overall approach in the
current year.
FINANCIAL STATEMENTS
149
Whitbread PLC Annual Report and Accounts 2025/26
Report on the audit of the financial statements continued
4. 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:
• obtaining an understanding of the processes and controls underpinning the directors’
forecasting of financial performance and cashflow;
• obtaining confirmation of the financing facilities including the nature of the facilities,
repayment terms and covenants;
• obtaining an understanding of how the directors identify, monitor and manage the
principal risks facing the business;
• assessing the reasonableness of the assumptions used in the business plan, including
performing a retrospective review of previous assumptions and considering the impact of
the macroeconomic environment;
• considering the amount of headroom in the business plans with regards to liquidity and
covenants;
• assessing management’s sensitivity analysis performed, alongside the levels of headroom
in the relevant period of the Group’s five-year plan in response to changes in the key
assumptions;
• assessing the appropriateness of the Group’s going concern assessment and disclosure
concerning the going concern basis of preparation.
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.
5. 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.
5.1. Impairment and impairment reversals of property, plant and equipment
and right-of-use assets
Key audit
matter
description
As described in Note 14 (Impairment), Note 13 (Property, plant and equipment),
and Note 22 (Lease arrangements), the Group held £4,884.4 million (2025:
£4,677.4 million) of property, plant and equipment and £3,838.1 million
(2025: £3,662.7 million) of right-of-use assets at 26 February 2026.
Theseassets have been impacted by the Group’s announced proposal
toextend its Accelerating Growth Plan (‘AGP’). Further details of this
aresetout on page 16 of the Strategic Report.
Overall
Under IAS 36 “Impairment of Assets”, the Group is required to complete
animpairment review of its site portfolio where there are indicators of
impairment. The net impairment charge for the year of £162.5 million is
comprised of £16.5 million charge on sites in Germany and £146.0 million
charge on UK sites, of which £130.5 million relates to sites impacted by the
AGP, and has been recognised through the consolidated income statement,
within Adjusting items (Note 6).
Estimation and judgement is required in determining the recoverable
amount of the Group’s portfolio of sites. There is a risk that the carrying
value of sites, including the property, plant and equipment and right-of-use
assets, may be higher than the recoverable amount, which would indicate
an impairment is required. Where an impairment review is performed, the
recoverable amount is determined based on the higher of value-in-use
orfair value less costs of disposal, which is determined through the use
ofeither a discounted cash flow method using a market-based discount
rate or an industry valuation methodology.
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
150
Key audit
matter
description
continued
Proposed extension of the AGP
The Group has continued with their existing AGP programme whereby a
number of food and beverage sites will continue to be disposed of through
agreed transactions or future sales, with further sites being converted into
new hotel rooms as part of the extension programme. Following the FY26
year-end, the Group has announced an extension to the AGP programme
covering the remainder of sites with branded food and beverage offerings
(‘extension of AGP’).
The Group has recognised a net impairment charge of £75.4m relating to
disposal sites impacted by the extension of the AGP. With regards to the
sites covered by the extension programme, judgement and estimation is
required to evaluate the impact of the AGP on the future forecast
performance of individual sites, as well as in determining the point at which
the Group becomes committed to the change in use and should therefore
reassess the remaining useful economic life and recoverable amount of the
relevant property, plant and equipment and right-of-use assets.
For sites that are planned for partial disposal under the proposed extension
to the AGP, the Group has determined that these sites do not meet the
classification criteria as held for sale at the balance sheet date under IFRS 5
“Non-current Assets Held for Sale and Discontinued Operations”. Therefore,
recoverability of these assets is assessed in line with IAS 36 and further
judgement is required to assess the planned methodology of recoverability
and whether this is through cash flows arising from use or sale.
Report on the audit of the financial statements continued
5. Key audit matters continued
5.1. Impairment and impairment reversals of property, plant and equipment
and right-of-use assets continued
Key estimates and judgements
Estimates and judgement are required in assessing the appropriate
treatment under IAS 36, IFRS 5, and IFRS 13 “Fair Value Measurement”
which are set out below:
• determining which cash-generating units (“CGUs”) show indicators of
impairment or impairment reversal;
• assessing management’s judgement that cash flows from continuing use
are negligible for sites identified for disposal that do not meet the criteria
for classification as held for sale under IFRS 5, and that the assets’ value is
expected to be realised primarily through sale;
• estimating future trading cash flow projections, including the impact of
the extension of AGP;
• estimating the fair value and cost of disposal of property assets to be
disposed; and
• considering the appropriateness of the valuation methodology, as well as
inputs to these.
The Group’s accounting policy on impairment, the critical judgements and
key sources of estimation uncertainty in relation to impairment testing are
disclosed in Note 2 in the financial statements. In addition, impairment
testing of property, plant and equipment and right-of-use assets is also a
significant matter considered by the Audit Committee, as discussed on
page 110.
INDEPENDENT AUDITOR’S REPORT CONTINUED
To the members of Whitbread PLC
FINANCIAL STATEMENTS
151
Whitbread PLC Annual Report and Accounts 2025/26
How the
scope of our
audit
responded to
the key audit
matter
Our audit procedures in response to the identified key audit matter
included:
• obtaining an understanding of the relevant controls relating to the
impairment review process and determination of cash flow forecasts;
• assessing the appropriateness of the valuation methodologies adopted
and the valuation results used by management to identify impairment
indicators, including the consistency of these with the requirements of
IAS 36, IFRS 5 and IFRS 13;
• evaluating the mechanical accuracy of the impairment calculations;
• assessing the appropriateness of the impairment assessment of sites
impacted by the AGP through comparison to board-approved plans; this
was done with reference to historical forecasting accuracy and external
market data such as industry forecasts;
• for assets within a CGU that are expected to be realised through sale,
challenging management’s judgement that cash flows from trading are
negligible by comparing net trading cash flows with the expected future
cashflows (including the fair value of the disposal proceeds and costs to
sell), taking into account the specific circumstances of individual sites;
• inquiring with key management personnel and inspecting relevant board
minutes to assess the completeness of management’s assessment; and
• assessing the completeness and accuracy of disclosures within the
financial statements with reference to relevant IFRS requirements.
Key
observations
Based on the audit procedures performed, we are satisfied that the
impairment and impairment reversals recognised in the year are
appropriate. We consider the disclosures, including the sensitivities
inNote14, to be appropriate.
Report on the audit of the financial statements continued
5. Key audit matters continued
5.1. Impairment and impairment reversals of property, plant and equipment and
right-of-use assets continued
6. Our application of materiality
6.1. 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 £22.0 million (2025: £25.0 million) £18.7 million (2025: £21.2 million)
Basis for
determining
materiality
We have determined materiality to
be £22.0 million based on 4.6%
(2025: 4.8%) of adjusted profit
before tax (as defined in Note 6).
Materiality was determined on
the basis of the parent
company’s net assets. This was
then capped at 85% of Group
materiality. In the prior year, this
was also capped at 85% of
Group materiality.
Rationale for the
benchmark
applied
In determining the benchmark for the
current year, we have considered the
focus of the users of the financial
statements on the Group’s trading
performance and determined that
adjusted profit before tax is the most
appropriate benchmark, consistent
with our approach in the prior year.
The entity is non-trading and
contains investments in all the
Group’s trading components
and as a result, in line with prior
year, we have determined
materiality using net assets as
our benchmark for the current
year.
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
152
Report on the audit of the financial statements continued
6. Our application of materiality continued
6.1. Materiality continued
Adjusted PBT  Group Materiality
Adjusted PBT
£483.1m
Group materiality £22.0m
Component performance
materiality range £6.2m to
£14.6m
Audit Committee reporting
threshold £1.1m
6.2. Performance materiality
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
materiality
70% (2025: 70%) of Group
materiality
70% (2025: 70%) of parent company
materiality
Basis and
rationale for
determining
performance
materiality
In determining performance materiality, we considered the following
factors:
• our understanding of the entity and its environment, including our
assessment of the Group’s overall control environment;
• our cumulative knowledge of the Group, including the nature, quantum
and volume of corrected and uncorrected misstatements in prior periods;
and
• our understanding of accounting issues that require significant judgement.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit
differences in excess of £1.1 million (2025: £1.3 million), as well as differences below that
threshold that, in our view, warranted reporting on qualitative grounds. We also report to
the Audit Committee on disclosure matters that we identified when assessing the overall
presentation of the financial statements.
7. An overview of the scope of our audit
7.1. Identification and scoping of components
Our Group audit was scoped by obtaining an understanding of the Group and its
environment, including Group-wide controls and assessing the risks of material
misstatement at the Group level. The Group has three (2025: three) segments and the
financial statements reflect a consolidation of entities covering centralised functions,
operating units, and non-trading legal entities. Components were selected on a segment
level to provide an appropriate basis for undertaking audit work to address the risks of
material misstatement.
Our scoping consisted of performing a risk-based approach considering both quantitative
and qualitative factors to obtain sufficient appropriate audit evidence to address the risk
ofmaterial misstatement over the Group financial statements. Based on our assessment,
wehave focused our audit on the UK & Ireland business as well as the Central business
function, which were subject to audits of their entire financial information. Additionally,
weperformed audit procedures on specified classes of transactions, account balances or
disclosures for the German business. The Group audit team performed all audit work, and
the scope of our audit procedures covered 89.8% of the Group’s revenues and 99.4% of
total assets within the Group. Our audit procedures were performed to component
performance materialities ranging from £6.2 million (2025: £7.0 million) to £14.6 million
(2025: £16.6 million).
At the Group level, we also tested the consolidation process and have performed analytical
review procedures on other wholly owned and joint venture businesses.
Full audit scope 90%
Review at group level 10%
Full audit scope >99%
Review at group level <1%
Revenue Total assets
INDEPENDENT AUDITOR’S REPORT CONTINUED
To the members of Whitbread PLC
FINANCIAL STATEMENTS
153
Whitbread PLC Annual Report and Accounts 2025/26
Report on the audit of the financial statements continued
7. An overview of the scope of our audit continued
7.2. Our consideration of the control environment
The Whitbread IT landscape contains a number of IT systems, applications and tools used
to support business processes and for reporting. In line with our scoping of components
(refer to section 7.1) our work in relation to IT controls focused on the UK component. We
performed an independent risk assessment of the systems, applications and tools to
determine those which are of greatest relevance to the Group’s financial reporting,
including those that contain system-configured automated controls that host financially
relevant data and associated reports. In addition, we tested the relevant manual business
controls alongside the automated controls.
With involvement from our IT specialists, we performed testing of General IT Controls
(“GITCs”) of these systems, typically covering controls over user access management,
change management and interfaces with other systems relating to in scope IT systems
(including Oracle Fusion) as well as controls over key reports generated from the IT
systems and their supporting infrastructure (database and operating system). We also
performed certain procedures over the hotel management system implemented last year.
In order to evaluate IT controls, we performed walkthrough procedures of relevant controls
in key business cycles, including revenue, property, plant and equipment, right-of-use
assets, and lease liabilities to understand whether the purpose of the control was
effectively designed to address the IT-related risk. We then performed testing of the
relevant controls across the audit period, to determine whether the control had been
consistently applied as designed.
Our procedures enabled us to place reliance on IT controls, as planned, in the audit
approach across a number of business cycles, where audit quality and effectiveness are
enhanced by doing so. Based on the testing performed, we adopted a controls reliance
approach over the processes supporting revenue, right-of-use assets, lease liabilities, and
additions to property, plant and equipment.
The Board’s discussion of the internal controls and risk management framework is set out
on page 94.
7.3. Our consideration of climate-related risks
As described on pages 74 to 87, the Group has assessed the risks and opportunities
associated with various future climate-related scenarios. The Group’s full Task Force on
Climate-related financial disclosures report outlines the process they have taken to identify
the principal climate-related issues which have affected and will potentially affect the
business. We have considered the Group’s assessment of the impact of these risks and the
opportunities on the financial statements and their conclusion that there is no material
impact on the financial performance and position of the Group (as described in Note 2 to
the financial statements).
As part of our risk assessment procedures, we have performed the following:
• obtained an understanding of the Group’s process and controls in considering the impact
of climate risks;
• performed enquiries of management and those charged with governance to understand
the impact of climate-related risks;
• assessed whether the risks identified by the entity are complete and consistent with our
understanding of the entity;
• performed a review of the climate change risk assessment and related documentation
prepared by management including the basis for the quantification of risks and
opportunities, and read the Task Force on Climate-related financial disclosures report
on pages 74 to 87 to consider whether they are materially consistent with the financial
statements and our knowledge obtained in the audit; and
• evaluated whether appropriate disclosures have been made in relation to climate-related
risks in the financial statements.
8. Other information
The other information comprises the information included in the annual report, strategic
report on pages 1 to 87 and the governance reports on pages 88 to 147, 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.
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
154
Report on the audit of the financial statements continued
9. Responsibilities of Directors
As explained more fully in the directors’ responsibility statement, 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.
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.
11.1. Identifying and assessing potential risks related to irregularities
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;
• results of our enquiries of management, internal audit, the directors and the Audit
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 noncompliance with laws
and regulations;
• the matters discussed among the audit engagement team and relevant internal
specialists, including tax, valuations, financial instruments, pensions, IT, real estate,
and industry 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
following area: impairment and impairment reversals of property, plant and equipment and
right-of-use assets. In common with all audits under ISAs (UK), we are also required to
perform specific procedures to respond to the risk of management override of controls.
We also obtained an understanding of the legal and regulatory framework within which the
Group operates, 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,
Listing Rules, pensions legislation, UK corporate governance legislation, tax legislation and
health and safety legislation.
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.
INDEPENDENT AUDITOR’S REPORT CONTINUED
To the members of Whitbread PLC
FINANCIAL STATEMENTS
155
Whitbread PLC Annual Report and Accounts 2025/26
Report on the audit of the financial statements continued
11. Extent to which the audit was considered capable of detecting irregularities,
including fraud continued
11.2. Audit response to risks identified
As a result of performing the above, we identified impairment and impairment reversals of
property, plant and equipment and right-of-use assets as a key audit matter related to the
potential risk of fraud. 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 Committee and General 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 relevant tax authorities; and
• 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 noncompliance with laws and regulations throughout the audit.
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 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
142;
• 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 page 72;
• the directors’ statement on fair, balanced and understandable set out on page 112;
• the board’s confirmation that it has carried out a robust assessment of the emerging and
principal risks set out on page 64;
• the section of the annual report that describes the review of effectiveness of risk
management and internal control systems set out on page 112; and
• the section describing the work of the Audit Committee set out on page 109.
14. Matters on which we are required to report by exception
14.1. Adequacy of explanations received and accounting records
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.
14.2. Directors’ remuneration
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.
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
156
Report on other legal and regulatory requirements continued
15. Other matters which we are required to address
15.1. Auditor tenure
Following the recommendation of the Audit Committee, we were appointed by members
on 21 June 2015 to audit the financial statements for the year ending 3 March 2016 and
subsequent financial periods. Following a further competitive tender process, we were
reappointed by members at the 2024 Annual General Meeting, to audit the financial
statements for the year ending 26 February 2026 and subsequent financial periods. The
period of total uninterrupted engagement including previous renewals and reappointments
of the firm is 11 years covering the years ending 3 March 2016 to 26 February 2026.
15.2. Consistency of the audit report with the additional report to the
AuditCommittee
Our audit opinion is consistent with the additional report to the Audit 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 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.
William Smith, FCA
(Senior Statutory Auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, UK
29 April 2026
INDEPENDENT AUDITOR’S REPORT CONTINUED
To the members of Whitbread PLC
FINANCIAL STATEMENTS
157
Whitbread PLC Annual Report and Accounts 2025/26
CONSOLIDATED INCOME STATEMENT
Year ended 26 February 2026
Notes
52 weeks to 26 February 2026
52 weeks to 27 February 2025
Adjusting Adjusting
itemsitems
Adjusted(Note 6)TotalAdjusted(Note 6)Total
£m£m£m£m£m£m
Continuing operations
Revenue
3
2,920.2
—
2,920.2
2,921.9
—
2,921.9
Other income
4
6.6
2.6
9.2
6.5
0.9
7.4
Operating costs
5
(2,282.6)
(187.3)
(2,469.9)
(2,303.5)
(116.5)
(2,420.0)
Operating profit before joint ventures
644.2
(184.7)
459.5
624.9
(115.6)
509.3
Share of profit from joint ventures
16
4.7
—
4.7
4.7
—
4.7
Operating profit
3
648.9
(184.7)
464.2
629.6
(115.6)
514.0
Finance costs
8
(200.3)
—
(200.3)
(188.5)
—
(188.5)
Finance income
8
34.5
—
34.5
42.3
—
42.3
Profit before tax
3
483.1
(184.7)
298.4
483.4
(115.6)
367.8
Tax expense
9
(123.2)
37.7
(85.5)
(134.4)
20.3
(114.1)
Profit for the year
359.9
(147.0)
212.9
349.0
(95.3)
253.7
Earnings per share
(Note 10)
52 weeks to 26 February 2026
52 weeks to 27 February 2025
pence
pence
pence
pence
pence
pence
Basic
208.5
(85.2)
123.3
194.6
(53.1)
141.5
Diluted
207.0
(84.6)
122.4
193.4
(52.8)
140.6
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
158
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Year ended 26 February 2026
Notes
52 weeks to52 weeks to
26 February27 February
20262025
£m£m
Profit for the year
212.9
253.7
Items that will not be reclassified to the income statement:
Remeasurement loss on defined benefit pension scheme
32
(11.3)
(51.7)
Current tax on defined benefit pension scheme
9
(1.7)
(1.8)
Deferred tax on defined benefit pension scheme
9
4.3
14.4
(8.7)
(39.1)
Items that may be reclassified subsequently to the income statement:
Net gain on cash flow hedges:
Net fair value movement
25
0.7
5.7
Reclassified and reported in the consolidated income statement
25
1.6
8.8
Deferred tax on cash flow hedges
9
(0.6)
(3.6)
Net (loss)/gain on hedge of a net investment
25
(22.0)
16.1
Current tax on hedge of a net investment
9
3.3
(2.1)
(Credit)/costs in relation to hedging
25
(1.4)
1.1
(18.4)
26.0
Exchange differences on translation of foreign operations
29.2
(20.9)
Current tax on exchange differences on translation of foreign operations
9
(3.5)
2.4
25.7
(18.5)
Other comprehensive loss for the year, net of tax
(1.4)
(31.6)
Total comprehensive income for the year, net of tax
211.5
222.1
FINANCIAL STATEMENTS
159
Whitbread PLC Annual Report and Accounts 2025/26
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Year ended 26 February 2026
Capital Currency
redemption Retained translation
Share capitalShare premiumreserveearningsreserveOther reservesTotal
(Note 27)(Note 28)(Note 28)(Note 28)(Note 28)(Note 28)equity
£m£m£m£m£m£m£m
At 29 February 2024
151.8
1,031.8
63.5
4,645.3
25.9
(2,398.9)
3,519.4
Profit for the year
—
—
—
253.7
—
—
253.7
Other comprehensive (loss)/income
—
—
—
(39.1)
(3.9)
11.4
(31.6)
Total comprehensive income/(loss)
—
—
—
214.6
(3.9)
11.4
222.1
Ordinary shares issued (Note 27)
0.1
7.0
—
—
—
—
7.1
Loss on ESOT shares issued
—
—
—
(8.1)
—
8.1
—
Accrued share-based payments (Note 31)
—
—
—
16.8
—
—
16.8
Tax on share-based payments
—
—
—
(0.8)
—
—
(0.8)
Equity dividends paid
—
—
—
(178.1)
—
—
(178.1)
Share buy-back, commitment and cancellation
(6.8)
—
6.8
(252.0)
—
—
(252.0)
Conversion of preference share capital
0.1
(0.1)
—
—
—
—
—
At 27 February 2025
145.2
1,038.7
70.3
4,437.7
22.0
(2,379.4)
3,334.5
Profit for the year
—
—
—
212.9
—
—
212.9
Other comprehensive (loss)/income
—
—
—
(8.7)
13.6
(6.3)
(1.4)
Total comprehensive income/(loss)
—
—
—
204.2
13.6
(6.3)
211.5
Ordinary shares issued (Note 27)
0.1
5.1
—
—
—
—
5.2
Loss on ESOT shares issued
—
—
—
(13.8)
—
13.8
—
Accrued share-based payments (Note 31)
—
—
—
16.7
—
—
16.7
Tax on share-based payments
—
—
—
(0.1)
—
—
(0.1)
Equity dividends paid
—
—
—
(168.8)
—
—
(168.8)
Share buy-back, commitment and cancellation
(6.7)
—
6.7
(251.3)
—
—
(251.3)
Purchase of ESOT shares (Note 28)
—
—
—
—
—
(11.3)
(11.3)
At 26 February 2026
138.6
1,043.8
77.0
4,224.6
35.6
(2,383.2)
3,136.4
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
160
CONSOLIDATED BALANCE SHEET
At 26 February 2026
26 February 27 February
20262025
Notes£m£m
Assets
Intangible assets
12
161.0
174.3
Right-of-use assets
22
3,838.1
3,662.7
Property, plant and equipment
13
4,884.4
4,677.4
Investment in joint ventures
16
54.0
54.4
Deferred tax assets
9
3.0
—
Derivative financial instruments
25
0.1
—
Defined benefit pension surplus
32
131.9
134.6
Total non-current assets
9,072.5
8,703.4
Inventories
17
11.0
17.1
Derivative financial instruments
25
—
19.9
Current tax assets
6.2
—
Trade and other receivables
18
136.7
127.1
Cash and cash equivalents
19
233.7
909.0
Total current assets
387.6
1,073.1
Assets classified as held for sale
15
108.5
128.2
Total assets
9,568.6
9,904.7
Liabilities
Borrowings
20
—
450.0
Lease liabilities
22
175.6
167.0
Provisions
23
22.4
27.6
Derivative financial instruments
25
—
1.4
Current tax liabilities
1.7
12.2
Trade and other payables
26
689.7
660.8
Total current liabilities
889.4
1,319.0
Borrowings
20
943.0
942.4
Lease liabilities
22
4,347.5
4,066.8
Provisions
23
6.1
7.2
Derivative financial instruments
25
9.5
—
Deferred tax liabilities
9
236.7
234.8
Total non-current liabilities
5,542.8
5,251.2
Total liabilities
6,432.2
6,570.2
Net assets
3,136.4
3,334.5
26 February 27 February
20262025
Notes£m£m
Equity
Share capital
27
138.6
145.2
Share premium
28
1,043.8
1,038.7
Capital redemption reserve
28
77.0
70.3
Retained earnings
28
4,224.6
4,437.7
Currency translation reserve
28
35.6
22.0
Other reserves
28
(2,383.2)
(2,379.4)
Total equity
3,136.4
3,334.5
Dominic Paul
Chief Executive
29 April 2026
Hemant Patel
Chief Financial Officer
FINANCIAL STATEMENTS
161
Whitbread PLC Annual Report and Accounts 2025/26
CONSOLIDATED CASH FLOW STATEMENT
Year ended 26 February 2026
52 weeks to 52 weeks to
26 February 2026 27 February 2025
Notes£m£m
Cash generated from operations
29
1,072.6
1,004.5
Payments against provisions
(21.9)
(15.5)
Defined benefit pension payments
32
(6.3)
(17.9)
Interest paid on lease liabilities
22
(177.0)
(166.7)
Interest paid on other items
(43.6)
(26.0)
Interest received
28.7
33.5
Corporation taxes paid
(99.7)
(50.2)
Net cash flows from operating activities
752.8
761.7
Cash flows used in investing activities
Cash paid in advance for purchase of property related assets
(21.8)
(12.2)
Purchase of property, plant and equipment
3
(655.7)
(466.4)
Proceeds from disposal of property, plant and equipment
30.7
81.0
Proceeds from sale and leaseback of property
282.2
55.5
Investment in intangible assets
3
(19.7)
(19.6)
Payment of deferred and contingent consideration
—
(1.9)
Distributions received from joint ventures
16
1.4
1.2
Net cash flows used in investing activities
(382.9)
(362.4)
Cash flows used in financing activities
Proceeds from issue of ordinary shares
5.2
7.1
Proceeds from issuance of debt
—
398.3
Payment of facility fees and costs of long-term borrowings
—
(3.1)
Net lease incentives (paid)/received
(3.1)
2.7
Payment of principal of lease liabilities
(172.9)
(148.7)
Drawdown of RCF facility (short-term)
20
50.0
—
Repayment of RCF facility (short-term)
20
(50.0)
—
Repayment of bonds
20
(450.0)
—
Net settlement of cross-currency swaps
(3.8)
—
Net settlement of FX swaps
8.8
—
Dividends paid
11
(168.8)
(178.1)
Purchase of own shares, including transaction costs for buy-back programme
27
(250.4)
(264.3)
Purchase of own shares for ESOT
28
(11.3)
—
Net cash flows used in financing activities
(1,046.3)
(186.1)
Net (decrease)/increase in cash and cash equivalents
21
(676.4)
213.2
Opening cash and cash equivalents
21
909.0
696.7
Foreign exchange differences
21
1.1
(0.9)
Closing cash and cash equivalents
19
233.7
909.0
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
162
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Year ended 26 February 2026
1. General information and authorisation of consolidated
financial statements
The consolidated financial statements of Whitbread PLC for the year ended 26 February
2026 were authorised for issue by the Board of Directors on 29 April 2026. Whitbread PLC
is a public company limited by shares incorporated in the United Kingdom under the
Companies Act and is registered in England and Wales. The Company’s ordinary shares are
traded on the London Stock Exchange. The address of the registered office is shown on
page 142. Whitbread PLC and its subsidiaries and joint ventures operate hotels and
restaurants located in the UK and internationally.
2. Accounting policies
Basis of accounting and preparation
The consolidated financial statements of Whitbread PLC and all its subsidiaries have been
prepared in accordance with International Accounting Standards in conformity with the
requirements of the Companies Act 2006 and UK-adopted International Accounting Standards.
The consolidated financial statements have been prepared on the historical cost basis,
except for certain financial instruments that are measured at fair value at the end of each
reporting period, assets classified as held for sale and the defined benefit pension scheme
as explained in the accounting policies below.
The consolidated financial statements are presented in pounds sterling and all values are rounded
to the nearest hundred thousand except when otherwise indicated. The financial year represents
the 52 weeks to 26 February 2026 (prior financial year: 52 weeks to 27 February 2025).
Going concern
The Group’s and Company’s (the “Group”) business activities, together with the factors
likely to affect future development, performance and position, are set out in the Strategic
Report. The Group’s financial position, cash flows, liquidity and borrowing facilities are
described in the Financial Review. The principal risks and uncertainties faced by the Group
are detailed in the Risk Management section and Note 24 to the financial statements
includes the Group’s financial Risk Management objectives, its financial instruments and
hedging activities, exposure to liquidity risk and details of its capital structure.
The Directors have considered these areas alongside the principal risks and the potential
impact on the Group’s ability to continue as a Going Concern. Details of the Group’s
available and drawn facilities are provided in Note 20. At the year end, the Group held
cash and cash equivalents of £233.7m and had access to committed borrowing facilities
of £775.0m, of which £nil had been drawn.
The Group’s forecasts demonstrate that it is expected to maintain significant financial
resources and operate within its covenant for at least 12 months from the date of approval
of these financial statements. In the event that additional funding was required, the Directors
have a reasonable expectation that such funding could be secured through existing
financing channels.
The Directors have also considered the potential impact of climate-related factors on cash
flows and liquidity over the period of the assessment and do not expect these to materially
affect the Group’s ability to continue to operate.
After due consideration of all relevant factors, the Directors are satisfied that the Group
has adequate resources to continue in operational existence for the foreseeable future,
being a period of at least 12 months from the date of signing these financial statements.
Accordingly, the financial statements have been prepared on a Going Concern basis.
Changes in accounting policies
The accounting policies adopted in the preparation of these consolidated financial
statements are consistent with those followed in the preparation of the consolidated
financial statements for the year ended 27 February 2025, except for the adoption of the
new standards and policies applicable for the year ended 26 February 2026. The significant
accounting policies adopted during the year are set out below. They have been assessed as
not having a material financial impact.
The Group has applied the following standards and amendments for the first time for
the annual reporting period commencing 1 March 2025:
• Amendments to IAS 21 – Lack of Exchangeability (effective for periods beginning on or
after 1 January 2025). These amendments did not have a material impact on the Group’s
financial statements.
Standards issued by the IASB not effective for the current year and not early
adopted by the Group
The Group intends to apply the Amendment to IFRS 9 as issued by the IASB in May 2024
for the first time retrospectively in next year’s Annual Report and Accounts therefore would
disclose 2026 year-end cash at bank and in hand as shown in the table in Note 19:
• Amendments to IFRS 9 and IFRS 7 – Classification and Measurement of Financial
Instruments (effective for periods beginning on or after 1 January 2026).
The impact of the following is under assessment:
• IFRS 18 Presentation and Disclosure in Financial Statements, which will become effective in
the consolidated Group financial statements for the financial year ending 26 February 2028
Whilst the following standards and amendments are relevant to the Group, they have been
assessed as not having a material impact nor additional disclosure requirements at this time:
• Annual improvements to IFRS – volume 11 (effective for periods beginning on or after
1 January 2026).
• IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective for periods
beginning on or after 1 January 2027).
The Group does not intend to early adopt any of these new standards or amendments.
FINANCIAL STATEMENTS
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2. Accounting policies continued
Basis of consolidation
The consolidated financial statements incorporate the accounts of Whitbread PLC and all its
subsidiaries, together with the Group’s share of the net assets and results of joint ventures
incorporated using the equity method of accounting. These are adjusted, where appropriate,
to conform to Group accounting policies. The financial statements of significant trading
subsidiaries are prepared for the same reporting year as the parent company.
A subsidiary is an entity controlled by the Group. Control is achieved when the Company:
• has power over the investee;
• is exposed, or has rights, to variable returns from its involvement with the investee; and
• has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances
indicate that there are changes to one or more of the three elements of control listed above.
Apart from the acquisition of Whitbread Group PLC by Whitbread PLC in 2000/01, which
was accounted for using merger accounting, acquisitions by the Group are accounted for
under the acquisition method and any goodwill arising is capitalised as an intangible asset.
The results of subsidiaries acquired or disposed of during the year are included in the
consolidated financial statements from, or up to, the date that control passes respectively.
All intra-Group transactions, balances, income and expenses are eliminated on consolidation.
Unrealised losses are also eliminated, unless the transaction provides evidence of an
impairment of the asset transferred.
Business combinations
Acquisitions of businesses are accounted for using the acquisition method. The consideration
transferred in a business combination is measured at fair value, which is calculated as the
sum of the acquisition-date fair values of assets transferred by the Group, liabilities incurred
by the Group to the former owners of the acquiree and any equity interest issued by the
Group in exchange for control of the acquiree. Acquisition-related costs are recognised in
the consolidated income statement as incurred.
When the consideration transferred by the Group in a business combination includes
contingent consideration, the contingent consideration is measured at its acquisition-date
fair value and included as part of the consideration transferred in a business combination.
Changes in fair value of the contingent consideration that qualify as measurement period
adjustments are adjusted retrospectively, with corresponding adjustments against goodwill.
Measurement period adjustments are adjustments that arise from additional information
obtained during the ‘measurement period’ (which cannot exceed one year from the
acquisition date) about facts and circumstances that existed at the acquisition date.
Changes in the fair value of the contingent consideration at subsequent reporting dates
that do not qualify as measurement period adjustments are recognised within finance costs
in the consolidated income statement, unless the contingent consideration is classified as equity .
If the initial accounting for a business combination is incomplete by the end of the reporting
period in which the combination occurs, the Group reports provisional amounts for the
items for which the accounting is incomplete. Those provisional amounts are adjusted
during the measurement period (see above), or additional assets or liabilities are recognised,
to reflect new information obtained about facts and circumstances that existed as of the
acquisition date that, if known, would have affected the amounts recognised as of that date.
During this and the previous year, the Group has purchased a number of properties; the
legal form of the transactions varies between acquisition of the property or acquisition
of the company holding title of the property, as well as noting that a number of properties
are purchased in a condition that means they do not meet the definition of a business on
acquisition. For the remaining properties which do meet the definition of being a business
on acquisition, these transactions have been accounted for as asset acquisitions under IFRS
3 Business Combinations as the fair value of the assets is concentrated in a single group of
similar assets in each deal analysed. The transactions form part of the Group’s strategic
priorities over both international growth and continued UK market share gains.
Goodwill
Goodwill arising on acquisition is capitalised and represents the excess of the fair value of
consideration over the value of the Group’s interest in the identifiable assets and liabilities
of a subsidiary, at the date of acquisition. Goodwill is not amortised but reviewed for
impairment annually, or more frequently if events or changes in circumstances indicate
that the carrying value may be impaired. On disposal of a subsidiary, the attributable
amount of goodwill is included in the determination of the profit or loss on disposal.
Intangible assets
Intangible assets are carried at cost less accumulated amortisation and accumulated
impairment losses.
Intangible assets acquired separately from a business are carried initially at cost. An intangible
asset acquired as part of a business combination is recognised at fair value, separately from
goodwill if the asset is separable, or arises from contractual or other legal rights, and its fair
value can be measured reliably.
Amortisation of IT software and technology is calculated on a straight-line basis over
the estimated life which varies between three and ten years.
The carrying values are reviewed for impairment if events or changes in circumstances
indicate that they may not be recoverable.
Software as a Service (SaaS) arrangements
SaaS arrangements are service contracts providing the Company with the right to access
the cloud provider’s application software over the contract period. Costs incurred to
configure or customise, and the ongoing fees to obtain access to the cloud provider’s
application software, are recognised as operating expenses when the services are received.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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FINANCIAL STATEMENTS
2. Accounting policies continued
Intangible assets continued
Some of these costs incurred are for the development of software code that enhances or
modifies, or creates additional capability to, existing on-premise systems and meets the
definition of and recognition criteria for an intangible asset. These costs are recognised as
intangible software assets and amortised over the useful life of the software on a straight-line
basis. The useful lives of these assets are reviewed at least at the end of each financial year,
and any change accounted for prospectively as a change in accounting estimate.
Property, plant and equipment
Property, plant and equipment acquired separately from a business are stated at cost less
accumulated depreciation and impairment. Gross interest costs incurred on the financing of
qualifying assets are capitalised until the time that the assets are available for use. Property,
plant and equipment acquired as part of a business combination are recognised at fair value.
Depreciation is calculated on a straight-line basis over the estimated useful life of the asset
as follows:
• freehold land is not depreciated;
• freehold and long leasehold buildings are depreciated to their estimated residual values
over periods up to 50 years; and
• plant and equipment is depreciated over 3 to 25 years.
The residual values and estimated useful lives are reviewed annually.
Profits or losses on disposal of property, plant and equipment reflect the difference
between net selling price and carrying amount at the date of disposal and are recognised
in the consolidated income statement.
Leases
Right-of-use assets
A contract contains a lease if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration, these assets are called
right-of-use assets. The Group recognises right-of-use assets for hotel and restaurant
properties along with other equipment at the commencement date of the lease (i.e. the
date the underlying asset is available for use). Right-of-use assets are measured at cost,
less any accumulated depreciation and impairment losses, and adjusted for any remeasurement
of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities
recognised, initial direct costs incurred, and lease payments made at or before the
commencement date, less any lease incentives received. Unless the Group is reasonably
certain to obtain ownership of the leased asset at the end of the lease term, the recognised
right-of-use asset is depreciated over the shorter of its estimated useful life and lease term.
Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at
the present value of lease payments to be made over the lease term. The lease payments
include fixed payments and variable lease payments that depend on an index or a rate less
any lease incentives receivable. Variable lease payments that do not depend on an index or
a rate (e.g. turnover rent) are recognised as an expense in the period over which the event
or condition that triggers the payment occurs. The Group incurs service charges on property
leases which are non-lease components of the contract under IFRS 16 and therefore these
charges are recorded separately within operating costs. In calculating the present value of
lease payments, the Group uses the incremental borrowing rate at the lease commencement
date if the interest rate implicit in the lease is not readily determinable. Incremental borrowing
rates are determined quarterly and depend on the country, currency and start date of the
lease. The incremental borrowing rate is determined based on a series of inputs including:
the risk-free rate based on government bond rates; a country-specific risk adjustment;
and a credit risk adjustment based on the Group’s credit rating.
After the commencement date, the amount of lease liabilities is increased to reflect lease
interest charges and reduced for lease payments made. In addition, the carrying amount
of lease liabilities is remeasured if there is a modification or a change in the lease term.
Cash outflows relating to lease interest are recorded within net cash flows from operating
activities and cash outflows relating to principal repayments are included within net cash
flows from financing activities in the consolidated cash flow statement.
Group as a lessor
Leases are classified as finance leases where the terms of the agreement transfer substantially
all risks and rewards of ownership to the lessee. All other leases are treated as operating
leases, with rental income recognised on a straight-line basis over the lease term.
Sale and leaseback
A sale and leaseback transaction occurs when the Group sells an asset and immediately
reacquires the use of the same asset in the same state as sold by entering into a lease with
the buyer. A sale occurs when control of the underlying asset passes to the buyer. A lease
liability is recognised, the associated property, plant and equipment asset is derecognised,
and a right-of-use asset is recognised at the proportion of the carrying value relating to the
right retained. Any gain or loss arising therefore relates to the rights transferred to the
buyer and development of the underlying asset.
Impairment of non-current assets
Property, plant and equipment and right-of-use assets
The carrying values of property, plant and equipment and right-of-use assets are reviewed
for impairment whenever events or changes in circumstances indicate that their carrying
values may not be recoverable. Individual assets are grouped into cash generating units
(CGUs), for impairment purposes, at the lowest level at which there are identifiable cash
flows that are largely independent of the cash flows of other assets.
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2. Accounting policies continued
Impairment of non-current assets continued
Property, plant and equipment and right-of-use assets continued
The recoverable amount of an asset or CGU is the greater of its fair value less costs
of disposal (FVLCD) and value in use (VIU). For an asset that does not generate largely
independent cash inflows, the recoverable amount is determined with reference to the CGU
to which the asset belongs. In estimating value in use, the estimated future cash flows are
discounted to their present value, using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset. To estimate fair
value less costs of disposal, the Group uses a number of techniques including third-party
valuations, market multiple approaches and discounted cash flows.
Impairment charges
An impairment loss is recognised if the carrying amount of an asset or CGU exceeds
its estimated recoverable amount. Impairment losses recognised in respect of CGUs are
allocated first to reduce the carrying amount of any goodwill allocated to the units and
then to reduce the carrying amounts of other assets in the CGU, on a pro rata basis. Any
impairment in the values of property, plant and equipment and right-of-use assets is
charged to the consolidated income statement within operating costs.
Impairment reversals
An assessment is made at each reporting date as to whether there is any indication
that previously recognised impairment losses may no longer exist or may have decreased.
If such an indication exists, the CGU’s recoverable amount is estimated. A previously recognised
impairment loss is reversed only if there has been a change in the estimated future cash
flows used to determine the asset’s recoverable amount since the last impairment loss was
recognised. If that is the case, the carrying amount of the asset is increased to its recoverable
amount. That increased amount cannot exceed the carrying amount that would have been
determined, net of depreciation, had no impairment loss been recognised for the asset in
prior years. Such a reversal is recognised in the consolidated income statement. After such
a reversal, the depreciation charge is adjusted in future periods to allocate the asset’s carrying
amount, less any residual value, on a straight-line basis over its remaining useful life.
Central assets
For the purposes of impairment testing, all centrally held assets are allocated in line
with IAS 36 to CGUs based on management’s view of the consumption of the asset.
Any resulting impairment is recorded against the centrally held asset.
Goodwill
Goodwill acquired through business combinations is allocated to groups of CGUs at the
level management monitors goodwill, which is at an operating segment level. The Group
performs an annual review of its goodwill to ensure that its carrying amount is not greater
than its recoverable amount. The recoverable amount is determined as the greater of fair
value, less costs of disposal and value in use. Where required, an impairment is then made
to reduce the carrying amount to the recoverable amount.
Investments in joint ventures
The Group assesses investments for impairment whenever events or changes in circumstances
indicate that the carrying value may not be recoverable. If any such indication of impairment
exists, the carrying amount of the investment is compared with its recoverable amount.
Where the carrying amount exceeds the recoverable amount, the investment is written
down to its recoverable amount.
Assets held for sale
Non-current assets and disposal groups are classified as held for sale only if available
for immediate sale in their present condition and a sale is highly probable and expected
to be completed within one year from the date of classification.
Such assets are measured at the lower of carrying amount and fair value, less the cost
of disposal, and are not depreciated or amortised.
In accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations,
the net results of discontinued operations are presented separately in the consolidated
income statement.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is calculated on the
basis of first in, first out and net realisable value is the estimated selling price less any costs
to sell.
Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as
a result of a past event, it is probable that an outflow of resources will be required to settle
the obligation and a reliable estimate can be made of the amount of the obligation.
Provisions are discounted to present value, using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the liability.
The amortisation of the discount is recognised as a finance cost.
Onerous contracts
Present obligations arising under onerous contracts are recognised and measured as
provisions. An onerous contract is considered to exist where the Group has a contract
under which the unavoidable costs of meeting the obligations under the contract exceed
the economic benefits expected to be received under it.
Restructuring costs
A restructuring provision is recognised when the Group has developed a detailed formal
plan and has raised a valid expectation, in those affected, that it will carry out the restructuring
by starting to implement the plan or announcing its main features to those affected by it.
The measurement of a restructuring provision includes only the direct expenditures arising
from the restructuring, which are those amounts that are both necessarily entailed by the
restructuring and not associated with the ongoing activities of the entity.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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FINANCIAL STATEMENTS
2. Accounting policies continued
Provisions continued
Property-related remediation
The Group recognises provisions for property-related remediation where it has a present
obligation, it is probable that an outflow will be required and a reliable estimate can be
made, with amounts measured at the best estimate of expected remediation costs. Matters
not meeting these criteria remain as contingent liabilities. While the Group seeks to recover
costs from original developers or other responsible parties, no asset is recognised until
recovery is virtually certain. The Group has previously disclosed as contingent liabilities
property-related topics in relation to Fire Safety (including Cladding Materials) which it
has now provided for known items and therefore does not continue to disclose these
matters further in the Notes to the consolidated financial statements.
Adjusting items and use of alternative performance measures
We use a range of measures to monitor the financial performance of the Group. These
measures include both statutory measures in accordance with IFRS and alternative performance
measures (APMs) which are consistent with the way the business performance is measured
internally by the Board and Executive Committee. A glossary of APMs and reconciliations
to statutory measures is given on pages 227 to 233.
The term ‘adjusted profit’ is not defined under IFRS and may not be directly comparable
with adjusted profit measures used by other companies. It is not intended to be a substitute
for, or superior to, statutory measures of profit. Adjusted measures of profitability are
non-IFRS because they exclude amounts that are included in, or include amounts that are
excluded from, the most directly comparable measure calculated and presented in
accordance with IFRS.
The Group makes certain adjustments to the statutory profit measures in order to derive
many of its APMs. The Group’s policy is to exclude items that are considered to be
significant in nature and quantum, not in the normal course of business or are consistent
with items that were treated as adjusting in prior periods or that span multiple financial
periods. Treatment as an adjusting item provides users of the accounts with additional
useful information to assess the year-on-year trading performance of the Group.
On this basis, the following are examples of items that may be classified as adjusting items:
• net charges associated with the strategic review of the Group’s hotel and restaurant
property estate;
• significant restructuring costs and other associated costs arising from strategy changes
that are not considered by the Group to be part of the normal operating costs of the business;
• significant pension charges arising as a result of the changes to UK defined benefit
scheme practices;
• net impairment and related charges for sites which are/were underperforming that are
considered to be significant in nature and/or value to the trading performance of the business;
• costs in relation to non-trading legacy sites which are deemed to be significant and not
reflective of the Group’s ongoing trading results;
• transformation and change costs associated with the implementation of the Group’s IT
strategic programme;
• profit or loss on the sale of a business or investment, and the associated cost impact
on the continuing business from the sale of the business or investment;
• acquisition costs incurred as part of a business combination or other strategic asset acquisitions;
• amortisation of intangible assets recognised as part of a business combination or other
transaction outside of the ordinary course of business; and
• tax settlements in respect of prior years, including the related interest and the impact
of changes in the statutory tax rate, the inclusion of which would distort year-on-year
comparability, as well as the tax impact of the adjusting items identified above.
The Group income statement is presented in a columnar format to enable users of the
accounts to see the Group’s performance before adjusting items, the adjusting items and
the statutory total on a line-by-line basis. The Directors believe that the adjusted profit and
earnings per share measures provide additional useful information to shareholders on the
performance of the business. These measures are consistent with how business performance
is measured internally by the Board and Executive Committee.
Foreign currency translation
Monetary assets and liabilities denominated in foreign currencies are translated into functional
currency at the rates of exchange quoted at the balance sheet date. Non-monetary items
that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates as at the dates of the initial transactions.
Day-to-day transactions in a foreign currency are recorded in the functional currency
at an average rate for the month in which those transactions take place, which is used
as a reasonable approximation to the actual transaction rate. Translation differences
on monetary items are taken to the consolidated income statement.
A number of subsidiaries within the Group have a non-sterling functional currency. The
financial performance and end position of these entities are translated into sterling in the
consolidated financial statements. Balance sheet items are translated at the rate applicable
at the balance sheet date. Transactions reported in the consolidated income statement are
translated using an average rate for the month in which they occur.
The differences that arise from translating the results of foreign entities at average rates
of exchange, and their assets and liabilities at closing rates, are dealt with in a separate
component of equity. On disposal of a foreign entity, the deferred cumulative amount
recognised in equity relating to that particular foreign operation is recognised in the
consolidated income statement. All other currency gains and losses are dealt with
in the income statement.
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2. Accounting policies continued
Revenue recognition
Revenue is recognised at an amount that reflects the consideration to which the Group
expects to be entitled in exchange for transferring goods or services to a customer.
Consideration is net of discounts, allowances for customer loyalty and other promotional
activities and amounts collected on behalf of other parties, such as value added tax.
Revenue includes duties which the Group pays as principal.
The Group has analysed its business activities and applied the five-step model prescribed
by IFRS 15 Revenue from Contracts with Customers to each material line of business, as
outlined below:
Sale of accommodation
The contract to provide accommodation is established when the customer books accommodation.
The performance obligation is to provide the right to use accommodation for a given
number of nights, and the transaction price is the room rate for each night determined at
the time of booking. The performance obligation is met when the customer is given the
right to use the accommodation, and so revenue is recognised for each night as it takes
place, at the room rate for that night.
Sale of food and beverage
The contract is established when the customer orders the food or beverage item and the
performance obligation is the provision of food and beverage by the outlet. The performance
obligation is satisfied when the food and beverage are delivered to the customer, and revenue
is recognised at this point at the price for the items purchased. Where payment is made on
the same day there are no contract assets or liabilities.
Payment terms
Customers may pay in advance for accommodation, food and beverage. In this case the
Group has received consideration for services not yet provided. This is treated as a contract
liability, net of VAT, until the performance obligation is met. The Group has taken advantage
of the practical expedient in IFRS 15 to not adjust the consideration for the effects of a
financing component as the period between payment and the performance obligation
is less than one year.
Payment terms for corporate customers are generally 30 days with amounts recorded
in trade and other receivables once the performance obligations have been met.
Contract costs
The Group applies the practical expedient in paragraph 94 of IFRS 15 and consequently
contract costs incurred related to contracts with an amortisation period of less than one
year have been expensed as incurred.
Variable consideration
The Group makes an estimate, based on historical information, of amounts that will be
refunded to customers. The refund liability represents variable consideration under IFRS 15
with revenue recognised reduced by this amount and a corresponding liability recognised
in other payables in the consolidated balance sheet.
Certain restaurants within the Group offer customer loyalty programmes where the
customer can earn vouchers for historic purchases which are redeemable as discounts
on future purchases. The loyalty points issued by the Group are a separate performance
obligation providing a material right to a future discount. The sales price of goods is allocated
to the loyalty points and the goods sold based on their relative standalone selling prices,
with the loyalty points, standalone price based on the value of the points to the customer,
adjusted for expected redemption rates. The amount allocated to loyalty points is deferred
as a contract liability within trade and other payables. Revenue is recognised as the points
are redeemed by the customer.
Finance income
Interest income is recognised as the interest accrues, using the effective interest method.
Finance costs
Borrowing costs are recognised as an expense in the period in which they are incurred,
except for gross interest costs incurred on the financing of major projects, which are
capitalised until the time that the projects are available for use.
Retirement benefits
In respect of the defined benefit pension scheme, the surplus recognised in the consolidated
balance sheet represents the fair value of scheme assets, reduced by the present value of
the defined benefit obligation. Where the calculation results in a surplus to the Group, the
recognised asset is limited to the present value of any future available refunds from the plan.
The cost of providing benefits is determined using the projected unit credit actuarial valuation
method. Remeasurements are recognised in full in the period in which they occur in the
statement of comprehensive income and are not reclassified to the consolidated income
statement in subsequent periods.
For defined benefit plans, the employer’s portion of the past and current service
cost is charged to operating profit, with net interest costs reported within finance costs.
In addition, all administration costs, other than those relating to the management of plan
assets or taxes payable by the plan itself, are charged as incurred to operating costs in the
consolidated income statement. Net interest is calculated by applying the opening discount
rate to the opening net defined benefit obligation, taking into account the expected
contributions and benefits paid.
Curtailments and settlements relating to the Group’s defined benefit plan are recognised
in the period in which the curtailment or settlement occurs.
Payments to defined contribution pension schemes are charged as an expense as they fall due.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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FINANCIAL STATEMENTS
2. Accounting policies continued
Share-based payment transactions
Equity-settled transactions
Certain employees and Directors of the Group receive equity-settled remuneration
in the form of share-based payment transactions, whereby employees render services
in exchange for shares or rights over shares. The cost of these equity-settled transactions
is measured by reference to the fair value, determined using a stochastic model, at the date
at which they are granted. The cost of equity-settled transactions is recognised, together
with a corresponding increase in equity, over the period in which the performance conditions
or non-vesting conditions are fulfilled, ending on the relevant vesting date. Except for awards
subject to market-related conditions for vesting, the cumulative expense recognised for
equity-settled transactions, at each reporting date until the vesting date, reflects the extent
to which the vesting period has expired, and is adjusted to reflect the management’s best
available
estimate of the number of equity instruments that will ultimately vest. The income
statement charge or credit for a period represents the movement in cumulative expense
recognised as at the beginning and end of that period. If options are subject to market-related
conditions, awards are not cumulatively adjusted for the likelihood of these targets being met.
Instead, these conditions are included in the fair value of the awards.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of
cancellation, and any expense not yet recognised for the award is recognised immediately.
Where an equity-settled award is forfeited, the related expense recognised to date is reversed.
Where an equity-settled award is replaced by newly granted instruments, these are accounted
for as a modification of the existing award. When the terms of an equity-settled award are
modified, the minimum expense recognised is the grant date fair value of the unmodified
award, provided the original vesting terms of the award are met. An additional expense,
measured as at the date of modification, is recognised for any modification that increases
the total fair value of the share-based payment transaction, or is otherwise beneficial to
the employee.
Tax
The income tax charge represents both the income tax payable, based on profit for the
year, and deferred income tax.
Deferred income tax is recognised in full, using the liability method, in respect of temporary
differences between the tax base of the Group’s assets and liabilities and their carrying
amounts that have originated but have not been reversed by the balance sheet date. No
deferred tax is recognised if the temporary difference arises from the initial recognition
of goodwill, or the initial recognition of an asset or liability, in a transaction that is not a
business combination and, at the time of the transaction, affects neither the accounting
profit nor taxable profit or loss. Deferred income tax is recognised in respect of taxable
temporary differences associated with investments in joint ventures, except where the
timing of the reversal of the temporary differences can be controlled and it is probable
that the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised to the extent that it is probable that taxable
profit will be available against which the deductible temporary differences or unused tax
losses can be utilised. The carrying amount of deferred income tax assets is reviewed at
each balance sheet date and reduced to the extent that it is no longer probable that
sufficient taxable profit will be available to allow all, or part of, the deferred income
tax asset to be utilised.
Deferred income tax assets and liabilities are measured at the tax rates that are expected
to apply in the year when the asset is realised or the liability is settled, based on tax rates
that have been enacted or substantively enacted at the balance sheet date.
Income tax is charged or credited to other comprehensive income if it relates to items that
are charged or credited to other comprehensive income. Similarly, income tax is charged
or credited directly to equity if it relates to items that are charged or credited directly
to equity. Otherwise, income tax is recognised in the consolidated income statement.
Investments in joint ventures
Investments in joint arrangements are classified as either joint operations or joint ventures
depending on the contractual rights and obligations of each investor. The Group has
assessed the nature of its joint arrangements and determined them to be joint ventures.
The Group’s investments in joint ventures are accounted for using the equity method.
Under the equity method, the investment in a joint venture is initially recognised at cost.
The carrying amount of the investment is adjusted to recognise changes in the Group’s
share of net assets of the joint venture since the acquisition date. Goodwill relating to
joint ventures is included in the carrying amount of the investment.
The consolidated income statement reflects the Group’s share of the results of operations
of the joint ventures. Any change in other comprehensive income of those investees is
presented as part of the Group’s consolidated statement of comprehensive income. Unrealised
gains and losses resulting from transactions between the Group and the joint ventures are
eliminated to the extent of the interest in the joint venture. When necessary, adjustments
are made to bring the accounting policies in line with those of the Group.
Financial assets
Trade receivables and contract assets
Trade receivables and contract assets are initially measured at fair value. Subsequently they
are measured at amortised cost as the objective of the business model is to hold the assets
to collect contractual cash flows and the contractual terms of the asset give rise to cash
flows on specified dates, which are solely payments of principal and interest.
In line with the IFRS 9 Financial Instruments ‘simplified approach’, the Group segments its
trade receivables and contract assets based on shared characteristics and recognises a loss
allowance for the lifetime expected credit loss for each segment. The expected credit loss
is based on the Group’s historical credit loss experience, adjusted for factors that are
specific to the debtors, general economic conditions and an assessment of the current
and forecast conditions at the reporting date.
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2. Accounting policies continued
Financial assets continued
Credit impaired financial assets
A financial asset is credit impaired when one or more events that have a detrimental impact
on the estimated future cash flows of that financial asset have occurred, such as significant
financial difficulty of the debtor or default by the debtor. The Group writes off a financial
asset where there is no realistic prospect of recovery. Credit losses are recorded within
operating costs in the consolidated income statement.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank, cash in hand, and deposits (including
money market funds) which are short term, highly liquid and not at significant risk of
changes in value.
Recognition and derecognition
The recognition of financial assets occurs when the Group becomes party to the contractual
provisions of the instrument. The Group derecognises a financial asset only when the
contractual rights to the cash flows from the asset expire, or when it transfers the financial
asset and substantially all the risks and rewards of ownership of the asset to another entity.
Derivatives and hedging
The Group enters into derivative transactions to manage its exposure to interest rate,
foreign exchange rate and power commodity price risks.
Derivatives are recognised initially at fair value on the date the contract is entered into
and subsequently remeasured to their fair value at each reporting date. The resulting gain
or loss is recognised in profit or loss immediately unless the derivative is designated and
effective as a hedging instrument, in which event the timing of the recognition in profit
or loss depends on the nature of the hedge relationship.
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 the legal right and intention to offset.
A derivative is presented as a non-current asset or a non-current liability if the remaining
maturity of the instrument is more than 12 months and is not expected to be realised or
settled within 12 months. Other derivatives are presented as current assets or current liabilities.
The Group designates certain derivatives as hedging instruments in respect of interest rate,
foreign currency and power commodity price risks as either fair value hedges or cash flow
hedges. Hedges of foreign exchange risk on firm commitments are accounted for as cash
flow hedges.
At the inception of the hedge relationship, the Group documents the relationship between
the hedging instrument and the hedged item, along with its Risk Management objectives
and its strategy for undertaking various hedge transactions. The Group documents whether
the hedging instrument is effective in offsetting the hedged risk, by confirming that:
• there is an economic relationship between hedged items and the hedging instrument;
• the effect of credit risk does not dominate the value changes that result from that
economic relationship; and
• the planned ratio of hedge:hedge item is the same as the actual ratio of hedge:hedge item.
The fair value change on qualifying fair value hedges is recognised in profit or loss.
Cash flow hedges
The effective portion of changes in the fair value of derivatives that are designated as cash
flow hedges is recognised in other comprehensive income and accumulated under the cash
flow hedging reserve. Any gain or loss relating to the ineffective portion of the hedge is
recognised immediately in profit or loss. Amounts previously recognised in other comprehensive
income and accumulated in equity are reclassified to profit or loss in the periods when the
hedged item affects profit or loss, in the same line as the recognised hedged item.
The Group discontinues hedge accounting when the hedge relationship ceases to meet the
qualifying criteria, or when the hedging instrument expires, is sold, terminated or exercised.
Hedges of a net investment
Hedges of a net investment in a foreign operation, including a hedge of a monetary item
that is accounted for as part of the net investment, are accounted for in a way similar
to cash flow hedges. Gains or losses on the hedging instrument relating to the effective
portion of the hedge are recognised in other comprehensive income while any gains or
losses relating to the ineffective portion are recognised in the statement of profit or loss.
On disposal of the foreign operation, the cumulative value of any such gains or losses
recorded in equity is transferred to the consolidated income statement.
The Group uses a cross-currency swap as a hedge of its exposure to foreign exchange
risk on its investments in foreign subsidiaries. Refer to Note 25 for more details.
Fair value hedges
Derivative financial instruments are classified as fair value hedges when they hedge the
Group’s exposure to changes in the fair value of a recognised asset or liability. Changes in
the fair value of derivatives that are designated as fair value hedges are recognised in the
Group income statement within finance income or costs, offset with any changes in the fair
value of the hedged item that is attributable to the hedged risk.
If the hedge no longer meets the criteria for hedge accounting, the adjustment to the
carrying amount of a hedged item is amortised to the Group income statement over the
remaining period to maturity
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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FINANCIAL STATEMENTS
2. Accounting policies continued
Derivatives and hedging continued
Offsetting financial instruments
Financial assets and liabilities are offset, and the net amount reported in the Group balance
sheet when there is a current legally enforceable right to offset the recognised amounts
and there is an intention to settle on a net basis or realise the asset and settle the
liability simultaneously .
Financial liabilities
Debt and equity instruments are classified as financial liabilities or equity in accordance
with the substance of the contractual arrangements.
Financial liabilities are measured at amortised cost using the effective interest rate method
unless they are required to be measured at fair value through profit or loss or the Group
has opted to measure them at fair value through the profit or loss. The effective interest
rate method calculates the amortised cost of a financial liability and allocates interest
expense to the relevant period.
Borrowings
Borrowings are initially recognised at the fair value of the consideration received, net of
any directly associated issue costs. Borrowings are subsequently recorded at amortised
cost, with any difference between the amount initially recorded and the redemption value
recognised in the consolidated income statement using the effective interest method.
Recognition and derecognition
The recognition of liabilities occurs when the Group becomes party to the contractual
provisions of the instrument.
The derecognition of financial liabilities occurs when the obligation under the liability is
discharged, cancelled or expires. When the Group exchanges with the existing lender one
debt instrument into another one with the substantially different terms, such exchange is
accounted for as an extinguishment of the original financial liability and the recognition
of a new financial liability.
Share buy-back transactions
Shares purchased for cancellation are deducted from retained earnings. The Group
uses irrevocable closed period buy-back programmes. A liability to purchase shares is
recognised at inception of the programme with any subsequent reduction in the obligation
credited back to retained earnings at the end of the programme. Share capital is reduced
and credited to the capital redemption reserve once shares are cancelled, maintaining
non-distributable reserves.
Critical accounting judgements and key sources of estimation uncertainty
The preparation of financial statements requires management to make judgements, estimates
and assumptions that affect the amounts reported as assets and liabilities at the balance
sheet date and the amounts reported as revenues and expenses during the year. Although
these amounts are based on management’s best estimates, events or actions may mean
that actual results ultimately differ from those estimates, and these differences may be material.
These judgements and estimates and the underlying assumptions are reviewed regularly.
The Group has considered the impact of climate-related risks on its financial performance
and position, and although the impact represents an uncertainty, it is not considered to
be material.
Critical accounting judgements
The following are the critical accounting judgements, apart from those involving estimations
(dealt with separately below) that management has made in the process of applying the
Group’s accounting policies and which have the most significant effect on the amounts
recognised in the financial statements.
Adjusting items
During the year certain items are identified and separately disclosed as adjusting items.
Judgement is applied as to whether the item meets the necessary criteria as per the
accounting policy disclosed earlier in this Note. This assessment covers the nature
of the item, the cause of occurrence and the scale of impact of that item on reported
performance. Reversals of previous adjusting items are assessed based on the same
criteria. Note 6 provides information on all of the items disclosed as adjusting in the
current year and comparative financial statements.
Assets held for sale
As per the accounting policy above assets are classified as held for sale only if the asset
is available for immediate sale in its present condition and a sale is highly probable and
expected to be completed within one year from the date of classification.
As a result of the Group’s Accelerating Growth Plan (AGP) the Group is actively marketing
a significant number of sites. Judgement exists on a site-by-site basis as to whether the
sale will complete within one year. In exercising its judgement, management has taken
into consideration all available information including external market expert advice.
Recognition of German deferred tax asset
The Group, through its market entry in Germany, has generated tax losses that will be
available for offset against future taxable profits. These losses have resulted in a material
unrecognised deferred tax asset of £77.3m (unrecognised tax losses carried forward of
£284.7m (€325.5m)) at this balance sheet date (2024/25: £80.9m). If the Group were
to fully recognise the deferred tax asset in this financial year it would have the effect
of reducing the Group’s effective tax rate from 28.6% to 2.7%.
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2. Accounting policies continued
Critical accounting judgements and key sources of estimation uncertainty
continued
Critical accounting judgements continued
Recognition of German deferred tax asset continued
The German reportable segment’s results have continued to improve, with this forecast
to continue in future reporting periods. However, the forecasts used to support whether
sufficient positive evidence exists to recognise the deferred tax asset are instead based
on the German taxable profits profile. Following this assessment, the Group has judged
that at the balance sheet date there remains to be insufficient convincing other evidence,
as required under IAS 12, that it will have sufficient taxable profits to realise the above
deferred tax asset at this time.
In July 2025, the German legislator substantively enacted a reduction to the corporate
income tax rate by 1 percentage point per annum over a five-year period, commencing
in 2028 and concluding in 2032. This phased reduction will lower the statutory corporate
income tax rate from 15% to 10% by 2032. Trade taxes have not been amended and as a
result the blended deferred tax rate applied to German losses under IAS 12 has reduced
from 31.9% (2024/25) to 27.2% (2025/26). The unrecognised deferred tax asset above
has been calculated accordingly.
Key sources of estimation uncertainty
The following are the key areas 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.
Defined benefit pension
Defined benefit pension plans are accounted for in accordance with actuarial advice using
the projected unit credit method. The Group makes significant estimates in relation to the
discount rates, mortality rates and inflation rates used to calculate the present value of the
defined benefit obligation. Note 32 describes the assumptions used together with an
analysis of the sensitivity to changes in key assumptions.
Impairment testing – Property, plant and equipment and right-of-use assets
The performance of the Group’s impairment review requires management to make
a number of judgements and estimates which are presented together below for ease
of understanding but identified separately:
Estimates within impairment testing:
Inputs used to estimate value in use
The estimate of value in use is most sensitive to the following inputs:
• Forecast period cash flows – the initial five-year period’s cash flows are drawn from
the five-year business plan.
• Discount rate – judgement is required in estimating the Weighted Average Cost of
Capital (WACC) of a typical market participant and in assessing the specific country
and currency risks associated with the Group. The rate used is adjusted for the Group’s
gearing, including equity, borrowings and lease liabilities.
• Maturity profile of individual sites – judgement is required to estimate the time taken
for sites to reach maturity and the sites’ trading level once they are mature.
Methodology used to estimate fair value
Fair value is determined using a range of methods, including present value techniques using
assumptions consistent with the value in use calculations and market multiple techniques
using externally available data. To assess the fair value for disposal sites the Group has
sought property expert valuations based on insight into specific local market factors.
Judgements within impairment testing:
Strategic impact on composition of CGUs
The Group exercises judgement in assessing the impairment of assets identified for
disposal, particularly when they do not yet meet the criteria for classification as held for
sale under IFRS 5. For such individual assets, where their value is primarily expected to be
realised through sale and cash flows from continuing use are negligible, the Group applies
IAS 36 to impair them to their fair value less costs of disposal. This approach reflects that
the economic value of these assets is predominantly derived from their impending sale,
even if they form part of a larger cash-generating unit.
Identification of indicators of impairment and reversal
The Group assesses each of its CGUs for indicators of impairment or reversal at the
end of each reporting period and, where there are indicators of impairment or reversal,
management performs an impairment assessment.
Useful economic life review – AGP site extensions and conversions
Where site extensions or conversions are committed as part of Whitbread’s Accelerating
Growth Plan, the Group commences accelerated depreciation on assets that will no longer
be used after the site redevelopment. The Group’s key judgement here has been assessing
that the trigger point for commitment to the extension or conversion is from the date that
the site has both planning permission and an approved internal business case to proceed.
From this point, the remaining useful life of affected assets is reassessed with an estimated
end date aligned with when the asset will no longer be used. The resulting depreciation
charge, along with any write-offs of similar assets that have been disposed of as at the
balance sheet date, are treated as adjusting items.
Key estimates and sensitivities for impairment of assets are disclosed in Note 14.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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FINANCIAL STATEMENTS
3. Segment information
The Group provides services in relation to accommodation, food and beverage both in the UK and internationally. Management monitors the segment performance separately for
the purpose of making decisions about allocating resources and assessing performance. Segment performance is measured based on segment adjusted profit/(loss), defined below.
Included within central and other in the following tables are the costs of running the public company, other central overhead costs and share of profit from joint ventures.
The following tables present revenue and profit information regarding business operating segments for the years ended 26 February 2026 and 27 February 2025.
52 weeks to 26 February 2026
52 weeks to 27 February 2025
Central and Central and
UK and Ireland
1
Germany
2
other Total
UK and Ireland
1
Germany
2
other Total
Revenue £m £m £m £m £m £m £m £m
Accommodation
2,024.9
220.8
—
2,245.7
2,010.1
197.6
—
2,207.7
Food and beverage
594.8
32.5
—
627.3
646.4
26.7
—
673.1
Other
39.6
7.6
—
47.2
34.8
6.3
—
41.1
Revenue
2,659.3
260.9
—
2,920.2
2,691.3
230.6
—
2,921.9
52 weeks to 26 February 2026
52 weeks to 27 February 2025
Central and Central and
UK and Ireland
1
Germany
2
other Total
UK and Ireland
1
Germany
2
 other Total
Profit/(loss) £m £m £m £m £m £m £m £m
Adjusted operating profit/(loss)
660.3
18.9
(30.3)
648.9
653.1
9.9
(33.4)
629.6
Segmental royalty fees
3
(7.0)
5.9
1.1
—
(1.0)
—
1.0
—
Segment adjusted operating profit/(loss)
653.3
24.8
(29.2)
648.9
652.1
9.9
(32.4)
629.6
Net finance (costs)/income
(154.3)
(22.8)
11.3
(165.8)
(145.3)
(21.2)
20.3
(146.2)
Segment adjusted profit/(loss) before tax
499.0
2.0
(17.9)
483.1
506.8
(11.3)
(12.1)
483.4
Adjusting items before tax (Note 6)
(184.7)
(115.6)
Profit before tax
298.4
367.8
1 The UK and Ireland segment includes operations of the Group within Crown Dependencies. Royalty fees are charged between the geographies within this segment.
2 The Germany segment includes operations of the Group within Austria.
3 Royalty fees are charged from the UK to other geographies, prior to this financial year inter-segmental royalty fees were waived for the Germany segment.
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3. Segment information continued
52 weeks to 26 February 2026
52 weeks to 27 February 2025
Central and Central and
UK and Ireland Germany other Total UK and Ireland Germany other Total
Other segment information £m £m £m £m £m £m £m £m
Capital expenditure:
Property, plant and equipment – cash basis
567.3
88.4
—
655.7
399.6
66.8
—
466.4
Property, plant and equipment – accruals basis (Note 13)
595.9
111.7
—
707.6
402.0
63.3
—
465.3
Intangible assets (Note 12)
18.2
1.5
—
19.7
18.9
0.7
—
19.6
Cash outflows from lease interest and payment of principal
of lease liabilities
289.5
60.4
—
349.9
262.4
53.0
—
315.4
Depreciation – property, plant and equipment (Note 13)
168.4
16.0
—
184.4
162.7
14.6
—
177.3
Depreciation – right-of-use assets (Note 22)
164.9
43.7
—
208.6
152.8
41.5
—
194.3
Amortisation (Note 12)
32.8
0.4
—
33.2
30.1
0.1
—
30.2
Segment assets and liabilities are not disclosed because they are not reported to, or reviewed by, the Chief Operating Decision Maker.
The Group’s revenue and non-current assets
1
, split by country in which the legal entity resides, is as follows:
Group revenue
Group non-current assets
1
2025/26 2024/25 2026 2025
Geographical information £m £m £m £m
United Kingdom
2,611.0
2,649.1
7,224.4
7,063.3
Germany
256.8
226.3
1,387.3
1,219.4
Ireland
35.9
29.6
217.6
179.4
Other
16.5
16.9
108.2
106.7
2,920.2
2,921.9
8,937.5
8,568.8
1 Non-current assets exclude derivative financial instruments, deferred tax assets and the surplus on the Group’s defined benefit pension scheme.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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FINANCIAL STATEMENTS
4. Other income
An analysis of the Group’s other income is as follows:
2025/26 2024/25
£m £m
Rental income
4.7
5.5
Other
1.9
1.0
Other income before adjusting items
6.6
6.5
Legal claim settlements and insurance proceeds (Note 6)
2.6
0.9
Other income
9.2
7.4
5. Operating costs
2025/26 2024/25
£m £m
Cost of inventories recognised as an expense
1,2
215.1
225.7
Employee benefits expense
2
(Note 7)
801.6
818.7
Amortisation of intangible assets (Note 12)
33.2
30.2
Depreciation – property, plant and equipment (Note 13)
184.4
177.3
Depreciation – right-of-use assets (Note 22)
208.6
194.3
Utilities
119.4
134.8
Rates
106.7
105.4
Laundry costs
79.6
78.0
Site repairs and maintenance
131.7
131.5
Marketing and commissions
141.4
127.6
Site operating costs
154.1
157.0
Variable lease payment expenses (Note 22)
3.5
4.0
Net foreign exchange differences
(0.5)
0.5
Other operating charges
2
103.8
118.5
Adjusting operating costs
2
(Note 6)
187.3
116.5
2,469.9
2,420.0
1 Cost of inventories recognised as an expense includes £8.1m (2024/25: £6.8m) of inventory write
downs recorded during the year.
2 Operating costs above are before adjusting items. Adjusting operating costs includes a charge
of £nil relating to cost of inventories recognised as an expense (2024/25: £4.4m), a charge for
net impairments and write-offs of £162.5m (2024/25: charge of £76.5m), a charge of £1.7m
(2024/25: charge of £23.1m) relating to employee benefit expenses and a charge of £23.1m
(2024/25: charge of £12.5m) relating to other operating charges (see Note 6).
Fees paid to the Group’s auditor during the year consisted of:
2025/26 2024/25
£m £m
Audit of the Group’s financial statements
1.3
1.3
Audit of the Group’s subsidiaries
0.7
0.7
Total audit fees
2.0
2.0
Audit-related assurance
0.1
0.1
Other non-audit fees
—
0.2
Total non-audit fees
0.1
0.3
Included in other operating charges
2.1
2.3
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Whitbread PLC Annual Report and Accounts 2025/26
6. Adjusting items
As set out in the policy in Note 2, we use a range of measures to monitor the financial
performance of the Group. These measures include both statutory measures in accordance
with IFRS and APMs which are consistent with the way that the business performance is
measured internally. We report adjusted measures because we believe they provide both
management and investors with useful additional information about the financial performance
of the Group’s businesses. Adjusted measures of profitability represent the equivalent IFRS
measures adjusted for specific items that we consider hinder the comparison of the financial
performance of the Group’s businesses either from one period to another or with other
similar businesses.
Adjusting items were as follows:
2025/26 2024/25
£m £m
Other income:
Legal claim settlements and insurance proceeds
1
2.6
0.9
Adjusting other income
2.6
0.9
Operating costs:
Net impairment charges – property, plant and equipment,
right-of-use assets and assets held for sale
2
(32.0)
(33.0)
Accelerating Growth Plan-related net impairment charges and
write-offs
3
(130.5)
(43.5)
Net gain on disposals of property
4
6.4
40.1
Property and other provisions
5
(14.3)
(4.4)
Strategic IT programme costs
6
(8.0)
(24.8)
Strategic F&B programme costs
7
(4.3)
(19.9)
Strategic supply chain programme costs
8
(2.9)
(24.1)
Employment tax settlement
9
—
2.0
Other restructuring costs
10
(1.7)
(8.9)
Adjusting operating costs before joint ventures
(187.3)
(116.5)
Adjusting items before tax
(184.7)
(115.6)
Tax adjustments included in reported profit after tax, but excluded in arriving at adjusted
profit after tax:
2025/26 2024/25
£m £m
Tax on adjusting items
11
35.6
20.3
Impact of change in tax rates
12
2.1
—
Adjusting tax credit
37.7
20.3
1 During the year, the Group received settlements of £2.6m in relation to insurance claims for damaged
inventory (2024/25: received settlements for business interruption insurance claims of £0.9m).
2 The Group has identified indicators of impairment and impairment reversal relating to assets held by
the Group at the year-end date, including those sites impacted by the Accelerating Growth Plan (see
footnote 3 below). For those sites not impacted by the Accelerating Growth Plan, an impairment
review of relevant assets was undertaken, resulting in adjusting net impairment charges of £32.0m
(2024/25: £33.0m).
Further information is provided in Note 14.
3 Included in the amounts recorded during the period are impairments arising from the Group’s
continued optimisation of its UK F&B strategy, the Accelerating Growth Plan. The net impairment of
£130.5m comprises impairment charges of £102.9m relating to sites and accelerated depreciation of
£27.6m (2024/25: Impairment of £43.5m including £1.0m relating to accelerated depreciation).
Further information on impairment is provided in Note 14.
4 During the year, the Group recognised net gains of £4.8m on sale and leaseback property disposals
(2024/25: £0.1m) and net gains of £1.6m on other property disposals (2024/25: £40.0m). No gains
or losses relating to these assets were recognised in other comprehensive income.
5 The Group recorded a £15.2m property-related provision and released £0.9m of provisions in respect
of historic tax positions. During the comparative year, the group created a provision in relation to
damaged inventory of £4.4m.
6 The Group has assessed the presentation of costs incurred in relation to the current and future
implementation of its strategic IT programmes. The programmes in scope are the Group’s Hotel
Management System, HR & Payroll System, F&B System and Strategic Network. These represent
significant business change costs for the Group rather than replacements of IT systems with the
system products being Software as a Service (SaaS).
Cash costs incurred on the programmes and presented within adjusting items in the period
were £8.0m, with cumulative cash costs to date being £73.7m (2024/25: £65.7m).
7 The Group has incurred legal, advisory and project management costs regarding the announced
changes to facilitate the Accelerating Growth Plan (AGP) as well as restructuring costs. This programme
represents a significant business change for the Group’s strategic focus in relation to F&B.
Cash costs incurred on the programmes and presented within adjusting items in the period
were £4.3m, with cumulative cash costs to date being £30.1m (2024/25: £25.8m).
8 As part of the Group’s strategic supply chain programme the Group has incurred costs of £2.9m
in relation to associated IT and project management costs (2024/25: £24.1m relating to supplier
contract exit fees). This decision allows the Group to make use of a different supply model and it is
expected the commercial and strategic benefit will be seen over several years.
9 During the comparative year, the Group received confirmation that a previous enquiry from HMRC
on historic taxes has been closed. £2.0m has been released through adjusting items from accruals
held in relation to these enquiries.
10 During the year, the Group restructured its UK Contact Centre, resulting in a charge of £1.7m.
During the comparative year, restructuring of the UK and Germany Support Centres and site
operations in Germany resulted in a charge of £8.9m.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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FINANCIAL STATEMENTS
6. Adjusting items continued
11 The Group recognised tax credits of £35.6m (2024/25: £20.3m) in relation to its adjusting items in
the financial year. This includes a deferred tax charge of £8.4m (2024/25: nil) in the year arising from
changes in the recoverability of indexation allowances in relation to property.
12 In July 2025, the German government substantively enacted legislation to reduce the corporate
income tax rate by 1% per annum over a five-year period, commencing in 2028 and concluding
in 2032. The change has resulted in the remeasurement of certain deferred tax assets and liabilities
which are forecast to be utilised or to crystallise from 2028. As a result, a credit of £2.1m is recorded
in the income statement.
Summary of adjusting item lines that can be forecast:
Low range High range Expected year
£m £m of completion
Accelerating Growth Plan-related net impairment
charges and write-offs
50.0
70.0
FY29
Strategic F&B programme costs
20.0
30.0
FY29
Strategic IT programme costs
5.0
10.0
FY27
Forecast adjusting items before tax
75.0
110.0
7. Employee benefits expense
2025/26 2024/25
£m £m
Wages and salaries
704.6
738.8
Social security costs
75.9
63.5
Defined contribution pension costs
21.1
16.4
801.6
818.7
The amounts above exclude adjusting items. Wages and salaries excludes a charge
of £1.7m (2024/25: charge of £23.1m).
Included in wages and salaries is a share-based payments expense of £16.7m (2024/25: £16.8m),
which arises from transactions accounted for as equity-settled share-based payments.
Employee costs are split between hourly paid and salaried employees as below:
2025/26 2024/25
£m £m
Employee costs – hourly paid
534.1
548.5
Employee costs – salaried
267.5
270.2
801.6
818.7
2025/26 2024/25
Average number of employees directly employed Number Number
UK and Ireland
30,723
33,157
Germany
1,663
1,543
32,386
34,700
Employees of joint ventures are excluded from the numbers above.
Directors’ remuneration is disclosed below:
2025/26 2024/25
£m £m
Directors’ remuneration
3.5
3.5
Aggregate contributions to the defined contribution pension scheme
—
—
Aggregate gains on the exercise of share options
0.3
0.3
The number of Directors accruing benefits under the defined benefit pension scheme was
nil (2024/25: nil).
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Whitbread PLC Annual Report and Accounts 2025/26
8. Finance (costs)/income
2025/26 2024/25
Finance costs £m £m
Interest on bank loans and overdrafts
(5.0)
(4.7)
Interest on other loans
(42.7)
(24.7)
Interest on lease liabilities (Note 22)
(177.0)
(166.7)
Interest capitalised (Note 13)
23.0
8.7
Credit/(costs) in relation to hedging (Note 25)
1.4
(1.1)
(200.3)
(188.5)
2025/26 2024/25
Finance income £m £m
Bank interest receivable
26.8
33.5
IAS 19 pension net finance income (Note 32)
7.5
8.3
Other interest receivable
0.2
0.5
34.5
42.3
Total net finance costs
(165.8)
(146.2)
Net finance costs include £201.7m (2024/25: £187.4m) finance costs and £26.8m
(2024/25: £33.5m) finance income in respect of financial assets and liabilities that
are measured at amortised cost using the effective interest rate method.
9. Taxation
2025/26 2024/25
Consolidated income statement £m £m
Current tax:
Current tax expense
83.9
51.4
Adjustments in respect of previous periods
(1.2)
(1.1)
82.7
50.3
Deferred tax:
Origination and reversal of temporary differences
3.8
63.1
Effect of in-year rate differential/change in tax rates
(2.1)
—
Adjustments in respect of previous periods
1.1
0.7
2.8
63.8
Tax reported in the consolidated income statement
85.5
114.1
2025/26 2024/25
Consolidated statement of other comprehensive income £m £m
Current tax:
Defined benefit pension scheme
1.7
1.8
Tax on net movement on hedge of a net investment
(3.3)
2.1
Tax on exchange differences on translation of foreign operations
3.5
(2.4)
1.9
1.5
Deferred tax:
Cash flow hedges
0.6
3.6
Defined benefit pension scheme
(4.3)
(14.4)
(3.7)
(10.8)
Tax reported in other comprehensive income
(1.8)
(9.3)
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
178
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FINANCIAL STATEMENTS
9. Taxation continued
A reconciliation of the tax expense applicable to adjusted profit before tax and profit before tax at the statutory tax rate, to the actual tax expense at the Group’s effective tax rate,
for the years ended 26 February 2026 and 27 February 2025 respectively is set out here. All current year items have been tax effected at the UK statutory rate of 25.0% (2024/25: 25.0%)
with the exception of the effect of unrecognised losses in overseas companies, which has been tax effected at the statutory rate in the relevant jurisdictions with an adjustment to account
for the differential tax rates included in the effect of different tax rates.
2025/26
2024/25
Tax on adjusted Tax on adjusted
profit Tax on profit profit Tax on profit
£m £m £m £m
Profit before tax as reported in the consolidated income statement
483.1
298.4
483.4
367.8
Tax at current UK tax rate of 25.0% (2024/25: 25.0%)
120.8
74.6
120.9
92.0
Effect of different tax rates
(3.3)
(3.1)
(2.7)
(4.5)
Unrecognised losses in overseas companies
5.1
10.4
9.3
17.6
Expenditure not allowable
1.2
1.9
3.3
5.4
Adjustments to current tax expense in respect of previous years
(1.2)
(1.2)
(1.0)
(1.0)
Adjustments to deferred tax expense in respect of previous years
1.0
1.0
0.7
0.7
Impact of deferred tax rate change
—
(2.1)
—
—
Impact of deferred tax related to indexation allowance
0.3
8.7
2.7
2.7
Impact of property disposals
—
(4.0)
—
—
Other movements
(0.7)
(0.7)
1.2
1.2
Tax expense reported in the consolidated income statement
123.2
85.5
134.4
114.1
Effective tax rate
25.5%
28.7%
27.8%
31.0%
Pillar two
The Group is within the scope of the OECD Pillar Two rules. Based on the Group’s current assessment, Pillar Two is not expected to have a material impact on the Group’s tax charge.
The Group has applied the mandatory temporary exception in respect of deferred taxes arising from Pillar Two income taxes, as required by IAS 12.
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Whitbread PLC Annual Report and Accounts 2025/26
9. Taxation continued
Deferred tax
The major deferred tax assets/(liabilities) recognised by the Group and movement during the current and prior financial years are as follows:
Accelerated Rolled over gains
capital and property
allowances revaluations Pensions
Leases
2
Losses
Other
3
Total
£m £m £m £m £m £m £m
At 29 February 2024
(109.7)
(86.1)
(62.2)
43.8
35.2
(2.1)
(181.1)
(Expense)/credit to consolidated income statement
1
(20.9)
(9.0)
(3.7)
6.0
(33.9)
(2.3)
(63.8)
Credit/(expense) to statement of comprehensive income
—
—
14.4
—
—
(3.6)
10.8
Expense to statement of changes in equity
—
—
—
—
—
(0.8)
(0.8)
Foreign exchange and other movements
—
—
—
0.1
(0.3)
0.3
0.1
At 27 February 2025
(130.6)
(95.1)
(51.5)
49.9
1.0
(8.5)
(234.8)
(Expense)/credit to consolidated income statement
1
(7.6)
(5.4)
(0.5)
12.6
(0.5)
(1.4)
(2.8)
Credit/(expense) to statement of comprehensive income
—
—
4.3
—
—
(0.6)
3.7
Expense to statement of changes in equity
—
—
—
—
—
(0.1)
(0.1)
Foreign exchange and other movements
—
—
0.1
(0.1)
—
0.3
0.3
At 26 February 2026
(138.2)
(100.5)
(47.6)
62.4
0.5
(10.3)
(233.7)
1 The consolidated income statement expense of £2.8m is lower than the prior year charge of £63.8m. This predominantly relates to the utilisation of UK tax losses of £nil (2024/25: charge of £29.6m) and a higher
credit arising on fixed asset impairments of £33.2m (2024/25: £10.6m).
2 The Leases category includes an asset of £51.8m (2024/25: £54.8m) for IFRS 16 transitional adjustments and an asset of £13.2m (2024/25: nil) for deferred accounting profits on sale and leaseback transactions.
3 The Other category includes a deferred tax liability of £17.8m (2024/25: £14.8m) in respect of capitalised interest and a deferred tax asset of £5.5m (2024/25: £5.8m) in respect of share-based payments.
The Group recognises UK deferred tax assets to the extent that taxable profits will be available to utilise deductible temporary differences or unused tax losses. At 26 February 2026,
no net UK deferred asset is unrecognised (2024/25: £nil).
The Group has generated unrecognised tax losses in Germany of £284.7m (€325.5m) (2024/25: £253.6m (€307.3m)) that will be available for offset against future taxable profits. Whilst
the gross tax losses have increased, the unrecognised deferred tax asset has fallen to £77.3m (2024/25: £80.9m). This is a result of the substantive enactment of a phased reduction to
the corporate income tax rate in Germany from 15% to 10% by 2032. Trade taxes have not been amended and as a result the blended deferred tax rate applied to German losses under
IAS 12 has reduced from 31.9% (2024/25) to 27.2% (2025/26). Refer to Note 2 for further information.
At 26 February 2026, no deferred tax asset is recognised (2024/25: £nil) on gross temporary differences of £2.0m (2024/25: £2.4m) relating to the accumulated losses of other international
subsidiaries as the Group is able to control the timings of the reversal of these temporary differences and it is probable that they will not reverse in the foreseeable future.
Tax relief on total interest capitalised amounts to £4.2m (2024/25: £2.0m).
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
180
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FINANCIAL STATEMENTS
10. Earnings per share
The basic earnings per share (EPS) figures are calculated by dividing the net profit/(loss)
for the period attributable to ordinary shareholders of the parent by the weighted average
number of ordinary shares in issue during the period after deducting treasury shares and
shares held by an independently managed employee share ownership trust (ESOT).
The diluted earnings per share figures allow for the dilutive effect of the conversion into
ordinary shares of the weighted average number of options outstanding during the period.
Where the average share price for the period is lower than the option price, the options
become anti-dilutive and are excluded from the calculation.
The number of shares used for the earnings per share calculations is as follows:
2025/26 2024/25
million million
Basic weighted average number of ordinary shares
172.6
179.3
Effect of dilution – share options
1.3
1.2
Diluted weighted average number of ordinary shares
173.9
180.5
The total number of shares in issue at the year end, as used in the calculation of the basic
weighted average number of ordinary shares, was 180.1m, less 12.5m treasury shares held
by Whitbread PLC and 0.6m held by the ESOT (2024/25: 188.8m, less 12.5m treasury shares
held by Whitbread PLC and 0.8m held by the ESOT).
The profits used for the earnings per share calculations are as follows:
2025/26 2024/25
£m £m
Profit for the year attributable to parent shareholders
212.9
253.7
Adjusting items before tax (Note 6)
184.7
115.6
Adjusting tax credit (Note 6)
(37.7)
(20.3)
Adjusted profit for the year attributable to parent shareholders
359.9
349.0
2025/26 2024/25
pence pence
Basic EPS on profit for the year
123.3
141.5
Adjusting items before tax
107.0
64.4
Adjusting tax credit
(21.8)
(11.3)
Basic EPS on adjusted profit for the year
208.5
194.6
Diluted EPS on profit for the year
122.4
140.6
Diluted EPS on adjusted profit for the year
207.0
193.4
11. Dividends paid and proposed
2025/26
2024/25
pence per pence per
share
£m
share
£m
Final dividend proposed and paid
relating to the prior year
60.60
106.5
62.90
114.7
Interim dividend proposed and paid
for the current year
36.40
62.3
36.40
65.2
Unclaimed dividend written back
—
—
N/A
(2.1)
Total equity dividends paid in
the year
168.8
177.8
Dividends on other shares:
B shares
—
—
11.40
0.2
C shares
—
—
7.60
0.1
Total dividends paid
168.8
178.1
Proposed for approval at annual
general meeting:
Final equity dividend for the
current year
60.60
101.3
60.60
106.4
B and C shares were fully converted and cancelled on 16 December 2024; therefore, no such
shares were in issue during 2025/26.
A final dividend of 60.60p per share amounting to a dividend of £101.3m was recommended
by the Directors at their meeting on 29 April 2026. A Dividend Reinvestment Plan (DRIP)
alternative will be offered. The proposed final dividend is subject to approval by shareholders
at the annual general meeting and has not been included as a liability in these consolidated
financial statements.
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Whitbread PLC Annual Report and Accounts 2025/26
12. Intangible assets
IT software and
Goodwill technology Total
£m £m £m
Cost
At 29 February 2024
350.1
160.0
510.1
Additions
—
19.6
19.6
Assets written off
—
(12.6)
(12.6)
Foreign currency translation
—
(0.1)
(0.1)
At 27 February 2025
350.1
166.9
517.0
Additions
—
19.7
19.7
Assets written off
—
(21.9)
(21.9)
Foreign currency translation
—
0.3
0.3
At 26 February 2026
350.1
165.0
515.1
Amortisation and impairment
At 29 February 2024
(239.6)
(85.5)
(325.1)
Amortisation during the year
—
(30.2)
(30.2)
Amortisation on assets written off
—
12.6
12.6
Foreign currency translation
—
—
—
At 27 February 2025
(239.6)
(103.1)
(342.7)
Amortisation during the year
—
(33.2)
(33.2)
Amortisation on assets written off
—
21.9
21.9
Foreign currency translation
—
(0.1)
(0.1)
At 26 February 2026
(239.6)
(114.5)
(354.1)
Net book value at 26 February 2026
110.5
50.5
161.0
Net book value at 27 February 2025
110.5
63.8
174.3
Other than goodwill, there are no intangible assets with indefinite lives. IT software and
technology assets, which are made up entirely of internally generated assets, have been
assessed as having finite lives and are amortised under the straight-line method over
periods ranging from three to ten years.
Note 14 contains details of the impairment review conducted on goodwill as at the year end date.
Capital expenditure commitments
Capital expenditure commitments in relation to intangible assets at the year end amounted
to £1.4m (2024/25: £4.3m).
13. Property, plant and equipment
Land and Plant and
buildings equipment Total
£m £m £m
Cost
At 29 February 2024
4,110.8
1,787.4
5,898.2
Additions
228.0
237.3
465.3
Interest capitalised
8.7
—
8.7
Net movements to assets held for sale in the year
(261.8)
(62.3)
(324.1)
Disposals
(0.6)
(0.1)
(0.7)
Assets written off
(2.2)
(103.7)
(105.9)
Foreign currency translation
(22.5)
(3.8)
(26.3)
Asset reclassified from right-of-use asset
(3.8)
—
(3.8)
At 27 February 2025
4,056.6
1,854.8
5,911.4
Additions
430.1
277.5
707.6
Interest capitalised
23.0
—
23.0
Net movements to assets held for sale in the year
(234.6)
(52.5)
(287.1)
Assets written off
(20.2)
(117.1)
(137.3)
Foreign currency translation
38.7
6.5
45.2
At 26 February 2026
4,293.6
1,969.2
6,262.8
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
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Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
13. Property, plant and equipment continued
Land and Plant and
buildings equipment Total
£m £m £m
Depreciation and impairment
At 29 February 2024
(441.9)
(828.4)
(1,270.3)
Depreciation charge for the year
(21.5)
(155.8)
(177.3)
Net impairment charge (Note 14)
(46.2)
(2.1)
(48.3)
Net movements to assets held for sale in the year
120.8
36.3
157.1
Disposals
0.5
0.1
0.6
Depreciation on assets written off
0.3
100.1
100.4
Foreign currency translation
2.3
1.5
3.8
At 27 February 2025
(385.7)
(848.3)
(1,234.0)
Depreciation charge for the year
(23.6)
(160.8)
(184.4)
Net impairment charge (Note 14)
(118.8)
(11.5)
(130.3)
Net movements to assets held for sale in the year
19.7
19.9
39.6
Depreciation on assets written off
20.2
117.1
137.3
Foreign currency translation
(3.8)
(2.8)
(6.6)
At 26 February 2026
(492.0)
(886.4)
(1,378.4)
Net book value at 26 February 2026
3,801.6
1,082.8
4,884.4
Net book value at 27 February 2025
3,670.9
1,006.5
4,677.4
Included above are assets under construction of £827.6m (2024/25: £612.5m) land and
buildings and £126.8m (2024/25: £69.7m) plant and equipment.
There is a charge in favour of the pension scheme over properties with a market value
of £531.5m (2024/25: £531.5m). See Note 32 for further information.
Amounts relating to right-of-use assets under IFRS 16 are detailed in Note 22.
Capital expenditure commitments
2026 2025
£m £m
Capital expenditure commitments for property, plant and
equipment for which no provision has been made
370.0
271.8
Capitalised interest
Interest capitalised during the year amounted to £23.0m, using an average rate of 3.4%
(2024/25: £8.7m, using an average rate of 2.4%).
14. Impairment
Summary of impairment charges and reversals
During this year, net impairment charges of £162.5m (2024/25: £76.5m) were recognised
within operating costs.
Accelerating Growth Plan:
Net impairment, write-offs and accelerated depreciation of £130.5m (2024/25: £43.5m) has
been recognised in respect of the Group continuing with and proposing an extension to the
Accelerating Growth Plan (AGP).
UK:
Outside of Accelerating Growth Plan-related impairments, gross impairment charges in the
UK of £15.5m (2024/25: £15.8m) and no gross impairment reversals in the UK (2024/25: £5.3m)
have been recorded across right-of-use assets and property, plant and equipment.
Germany:
The Group continues to make progress through organic and portfolio acquisitions in order
to access German markets, with 2025/26 performance reflecting the increased maturity of
open sites. Impairment indicators were identified at a small number of German sites, which
has resulted in a net impairment charge of £16.5m (2024/25: £22.5m impairment charge).
183
Whitbread PLC Annual Report and Accounts 2025/26
14. Impairment continued
Summary of impairment charges and reversals continued
The charges/(reversals) were recognised on the following classes of assets:
Impairment Impairment
charge reversal Total
2025/26 £m £m £m
Impairment charges/(reversals) included in
operating costs
Property, plant and equipment
1
132.7
(2.4)
130.3
Accelerating Growth Plan sites
117.6
(2.4)
Rest of estate
15.1
—
Right-of-use assets
21.4
(0.1)
21.3
Accelerating Growth Plan sites
4.5
(0.1)
Rest of estate
16.9
—
Assets held for sale
10.9
—
10.9
Accelerating Growth Plan sites
10.9
—
Total charges/(reversals) for impairment included
in operating costs
165.0
(2.5)
162.5
1 The net impairment charge of £130.3m above includes £27.6m of accelerated depreciation in relation
to the Extensions programme.
Impairment Impairment
charge reversal Total
2024/25 £m £m £m
Impairment charges/(reversals) included in
operating costs
Property, plant and equipment
1
52.8
(3.5)
49.3
Accelerating Growth Plan sites
30.6
(1.5)
Rest of estate
22.2
(2.0)
Right-of-use assets
29.3
(4.0)
25.3
Accelerating Growth Plan sites
13.2
(0.7)
Rest of estate
16.1
(3.3)
Assets held for sale
7.2
(5.3)
1.9
Accelerating Growth Plan sites
7.2
(5.3)
Total charges/(reversals) for impairment included
in operating costs
89.3
(12.8)
76.5
1 The net impairment charge of £49.3m above includes £1.0m of accelerated depreciation in relation to
the Extensions programme.
Property, plant and equipment and right-of-use assets – impairment review
The carrying value of property, plant and equipment and right-of-use assets are reviewed
for impairment whenever events or changes in circumstances indicate that their carrying
values may not be recoverable.
The majority of the Group’s trading sites offer a combination of accommodation and
food and beverage services, either through a hotel and branded restaurant at the same
location or a hotel which offers food and beverage. Due to the high dependency between
accommodation and food and beverage cash flows at these locations, each trading site is
considered to represent a separate cash-generating unit (‘CGU’). Exceptions to this exist
in the form of a small number of sites where a third party provides food and beverage
services. In addition, in circumstances where the Group is committed at the balance sheet
date to the disposal of a portion of a site, the related proportion is not included in the
trading CGU as the economic benefits are expected to be received principally through sale.
The Group exercises judgement in assessing the impairment of assets identified for
disposal, particularly when they do not yet meet the criteria for classification as held for
sale under IFRS 5. For such individual assets, where their value is primarily expected to be
realised through sale and cash flows from continuing use are negligible, the Group applies
IAS 36 to impair them to their fair value less costs of disposal. This approach reflects that
the economic value of these assets is predominantly derived from their impending sale,
even if they form part of a larger cash-generating unit.
In assessing whether an asset has been impaired, the carrying amount of the CGU is
compared to its recoverable amount. The recoverable amount is the higher of its value
in use and its fair value less costs of disposal.
Valuation methodology:
The Group calculates a value in use (VIU) for each CGU. The key assumptions used
in calculating VIU are set out below.
Where the VIU is lower than the carrying value of the CGU, the Group additionally
estimates a fair value less costs of disposal (FVLCD) for each site.
• For leasehold sites, FVLCD is estimated based on present value techniques using
a discounted cash flow method.
• For freehold sites, FVLCD is estimated based on applying a market multiple to the
CGU EBITDAR.
The assumptions applied in estimating fair value for each of the above are set out below.
Both estimates of FVLCD rely on inputs not normally observable by market participants
and are therefore level 3 measurements in the fair value hierarchy.
All of the impairment assessments take account of expected market conditions which
include future risks including climate change and related legislation.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
184
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
14. Impairment continued
Property, plant and equipment and right-of-use assets – impairment review continued
Key assumptions:
VIU for freehold and leasehold sites:
The key assumptions used by management in estimating VIU were:
Discount rates
The discount rate is based on the Weighted Average Cost of Capital (WACC) of a typical
market participant, taking into account specific country and currency risks associated with
the Group.
2025/26
2024/25
UK
Germany
UK
Germany
Average pre-tax discount rate
11.3%
9.5%
11.4%
9.2%
Average post-tax discount rate
9.0%
7.4%
9.1%
7.0%
Approved budget period
Forecast cashflow for the initial five-year period are based on actual cash flows and
considered after applying management’s assumptions of the performance of the Group
over the next five years. The assumptions used are consistent with those applied in
assessing the Group’s longer term viability.
The key assumptions used by management in setting the board approved financial budgets
for the initial five-year period were as follows:
• Forecast period cashflows: The initial five-year period’s cashflows are drawn from the
5-year business plan. Cash flows used in impairment testing reflect the current condition
of assets and exclude future enhancements or expansions not already committed.
• Forecast growth rates: Forecast growth rates are based on the Group business plan, which
includes assumptions around the UK and German economies over the next five years.
• Operating profits are forecast based on historical experience of operating margins,
adjusted for the impact of inflation and cost saving initiatives.
• Local factors impacting the site in the current year or expected to impact the site in
future years. Key assumptions include the maturity profile of individual sites, the future
potential of immature sites and the impact of increasing or reducing market supply in
the local area.
Long-term growth rates
A long-term growth rate of 2.0% (2025: 2.0%) was used for cash flows subsequent to the
five-year approved budget/plan period. This long-term growth rate is a conservative rate
and is considered to be lower than the long-term historical growth rates of the underlying
territories in which the CGUs operate and the long-term growth rate prospects of the
sectors in which the CGUs operate.
FVLCD for leasehold sites:
The key assumptions used by management in estimating the FVLCD on a discounted
cashflow method were similar to those used in the VIU assessment, modified to reflect
estimated cost of disposal and lease payments.
Discount rates
The discount rate is based on the Weighted Average Cost of Capital (WACC) of a typical
market participant, taking into account specific country and currency risks associated with
the Group.
2025/26
2024/25
UK
Germany
UK
Germany
Average pre-tax discount rate for
FVLCD for leaseholds
11.5%
9.9%
12.1%
10.0%
FVLCD for freehold sites:
The key assumption used by management in estimating the FVLCD for freehold sites is an
EBITDAR multiple.
EBITDAR multiple
An EBITDAR multiple is estimated based on a normalised trading basis, with reference to
market data obtained from external sources. This resulted in a multiple in the range of 9
to 11 times.
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Whitbread PLC Annual Report and Accounts 2025/26
14. Impairment continued
Methodology in relation to the Group’s Accelerating Growth Plan
As set out in detail on page 16 of the Strategic Report, the Group has announced a
proposed extension to the Accelerating Growth Plan. When considered together, the
existing and proposed extension to AGP have had the following impact on the Group’s
impairment review:
Extensions programme:
As part of the Group’s Extensions programme, certain branded restaurant units are being
repurposed, with smaller areas dedicated to integrated food and beverage services and
where appropriate the remaining space converted to additional hotel rooms. The
composition of the CGU remains unchanged.
During the year, planning applications were submitted for a number of sites, with approvals
received for some locations. The useful economic lives of relevant buildings and FF&E have
been reassessed based on the status of planning approvals and commencement of works.
Where all relevant internal and external approvals have been obtained, the carrying value
of the related assets is written down accordingly.
During the year, £27.6m was written off. The Group expects to incur further charges
of between £50.0m and £70.0m over the coming financial years.
Disposal sites:
Disposal sites that were actively marketed at the year end, with a valid expectation of
disposal within 12 months of the balance sheet date, have been classified as assets held for
sale. As the economic benefits of these sites are expected to be realised principally through
sale rather than continuing use, they have been measured at the lower of carrying value
and fair value less costs of disposal. The remaining net book value of £39.2m (2024/25: £68.0m)
is presented within assets held for sale.
The Group has announced its proposed extension to AGP, and there is an expectation that
the committed plan to dispose of a further group of sites to third parties will take place.
These disposal sites do not meet the criteria for classification as assets held for sale, but
are measured at the lower of carrying value and net realisable value as the individual
assets’ VIU is estimated to be close to its now measurable fair value less costs of disposal.
In these cases, net realisable value is represented by FVLCD. With the announcement of the
proposed extension to the Accelerating Growth Plan the Group has recorded an
impairment of £75.4m.
Sensitivity to changes in assumptions
The level of impairment is predominantly dependent upon estimates used in arriving at
future growth rates and the discount rates applied to cash flow projections. The incremental
impact on the net impairment charge of applying a reasonably possible change in assumptions
to the growth rates used in the five-year business plans, long-term growth rates, pre-tax
discount rates, EBITDAR multiple and FV of disposal is as follows:
Total
£m
Incremental increase/(decrease) to the net impairment charge
Increase to net impairment charge if year one’s cash flows reduced by 10%
1.3
Decrease to net impairment charge if year one’s cash flows increased by 10%
(1.3)
Increase to net impairment charge if discount rates increased by 2%
5.8
Decrease to net impairment charge if discount rates reduced by 2%
(3.8)
Increase to net impairment charge if the fair value of AGP disposal sites
reduced by 20%
18.7
Decrease to net impairment charge if the fair value of AGP disposal sites
increased by 20%
(13.4)
Increase to net impairment charge if long-term growth rates reduced by 1%
8.7
Increase to net impairment charge if EBITDAR multiple reduced by 10%
8.8
The above sensitivity analyses are based on a reasonably possible change in an assumption
(in line with disclosure requirements) whilst holding all other assumptions constant. In practice,
this is unlikely to occur and changes in some of the assumptions may be correlated.
Goodwill – impairment review
Following the impairment assessment over property, plant and equipment and right-of-use
assets, the Group completed an impairment review of goodwill. Goodwill acquired through
business combinations is allocated to groups of CGUs at an operating segment level, being
the level at which management monitors goodwill. As a result of the German goodwill
being impaired in previous years, all of the Group’s goodwill is allocated to the UK and
Ireland segment.
The recoverable amount is the higher of FVLCD and VIU using the same assumptions
as those used in the site level impairment reviews. The future cash flows are based on
assumptions from the approved budget and cover a five-year period. These forecasts
include management’s most recent view of medium-term trading prospects. Cash flows
beyond this period are extrapolated using a 2.0% (2024/25: 2.0%) growth rate. The pre-tax
discount rate applied to cash flow projections is 11.5% (2024/25: 11.4%).
Given the level of headroom within the UK segment, there is no reasonably possible change
that could result in a further material impairment of goodwill.
Assets held for sale – impairment review
In addition to impairments on assets transferred to held for sale in the year, an impairment
charge of £10.9m (2024/25: £1.9m) was recorded in relation to assets which had previously
been classified as held for sale as a result of a reduction in expected sales proceeds.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
186
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
15. Assets classified as held for sale
The following table presents the major classes of assets and liabilities classified as held for sale:
2026 2025
£m £m
Property, plant and equipment
109.2
128.8
Right-of-use assets
1.4
1.1
Lease liabilities
(2.1)
(1.7)
Assets classified as held for sale
108.5
128.2
At the year end, there were 86 sites with a combined net book value of £108.5m
(2024/25: 107 with net book value of £128.2m) classified as assets held for sale (AHFS).
There are no gains or losses recognised in other comprehensive income with respect to
these assets. The value and number of assets held for sale are both heightened by the
Group’s continued commitment to the Accelerating Growth Plan.
Sites are classified as held for sale only if they are available for immediate sale in their
present condition and a sale is highly probable and expected to be completed within one
year from the date of classification. Where there has been a delay in disposing of a site,
the Group remains committed to its plan to sell the asset. If a site no longer meets this
criteria at future reporting dates it is transferred back to property, plant and equipment.
Included within assets held for sale are assets which were written down to fair value less
costs to sell of £62.5m (2024/25: £56.4m). The fair value of property assets was determined
based on current prices in an active market for similar properties or from independent
market valuations of the assets by management’s experts. Where such information is not
available management considers information from a variety of sources including current
prices for properties of a different nature or recent prices of similar properties, adjusted to
reflect those differences. This is a level 3 measurement as per the fair value hierarchy set
out in Note 25. The key inputs under this approach are the property size and location.
16. Investment in joint ventures
2026 2025
Movement in investment in joint ventures £m £m
Opening investment in joint ventures
54.4
50.8
Share of profit for the year
4.7
4.7
Foreign exchange movements
(3.7)
0.1
Distributions received from joint ventures
(1.4)
(1.2)
Closing investment in joint ventures
54.0
54.4
Premier Inn Hotels LLC
The Group holds a 49% interest in Premier Inn Hotels LLC, a joint venture which operates
Premier Inn branded hotels in the United Arab Emirates. The investment forms part of the
Group’s international growth strategy. Premier Inn Hotels LLC holds a 49% investment in
Premier Inn Qatar Limited.
During the year, Premier Inn Hotels LLC repatriated £1.4m (2024/25: £1.2m) to the Group
as a return of capital contributed to the joint venture. The Group continues to exercise
significant influence over the entity.
During the year, the Group also charged a franchise fee aggregating to £1.1m
(2024/25: £1.0m) which has been repatriated by Premier Inn Hotels LLC and
recorded in the Group’s Income Statement.
Subsequent to the balance sheet date, there has been military escalation in the region
in which the joint venture operates (UAE and Qatar). The potential impact on operations
and financial performance will be assessed in the next financial reporting period.
187
Whitbread PLC Annual Report and Accounts 2025/26
16. Investment in joint ventures continued
Premier Inn Hotels LLC continued
2026
2025
Premier Inn Premier Inn
Hotels LLC Hotels LLC
Summary of joint ventures’ balance sheets £m £m
Current assets
25.7
20.8
Non-current assets
123.6
132.8
Current liabilities
(14.8)
(13.7)
Non-current liabilities
(24.3)
(29.0)
Net assets
110.2
110.9
Group’s share of interest in joint ventures’ net assets
54.0
54.4
Group’s carrying amount of the investment
54.0
54.4
Within gross balance sheets
Cash and cash equivalents
22.5
17.8
Current financial liabilities
(2.7)
(4.8)
Non-current financial liabilities
(24.3)
(29.0)
2025/26
2024/25
Premier Inn Premier Inn
Hotels LLC Hotels LLC
Summary of joint ventures’ income statement £m £m
Revenue
37.3
35.6
Depreciation and amortisation
(3.2)
(2.9)
Other operating costs
(22.2)
(20.6)
Finance costs
(1.2)
(1.8)
Profit before tax
10.7
10.3
Income tax
(1.1)
(0.7)
Profit after tax
9.6
9.6
Group share
Profit after tax
4.7
4.7
At 26 February 2026, the Group’s share of the capital commitments of its joint ventures
amounted to £1.2m (2024/25: £1.2m).
17. Inventories
2026 2025
£m £m
Finished goods held for resale
9.2
13.9
Consumables
1.8
3.2
11.0
17.1
The carrying value of inventories is stated net of a provision of £0.3m (2024/25: £0.7m).
18. Trade and other receivables
2026 2025
£m £m
Trade receivables
43.3
55.3
Prepayments and accrued income
67.5
53.7
Other receivables
25.9
18.1
136.7
127.1
Analysed as:
Current
136.7
127.1
Non-current
—
—
136.7
127.1
Trade and other receivables are non-interest bearing and are generally on 30-day terms.
Trade receivables includes £43.2m (2024/25: £49.3m) relating to contracts with customers.
The allowance for expected credit loss relating to trade and other receivables at
26 February 2026 was £1.2m (2024/25: £0.9m). During the year, credit write-backs of
£0.3m (2024/25: credit write-backs of £0.5m) were recognised within operating costs
in the consolidated income statement.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
188
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
19. Cash and cash equivalents
2026 2025
£m £m
Cash at bank and in hand (excluding committed payment runs
1
)
23.9
62.1
Committed payment runs
1
(69.3)
(60.2)
Cash at bank and in hand
(45.4)
1.9
Money market funds
2
278.6
572.1
Short-term deposits
3
0.5
335.0
Cash and cash equivalents
233.7
909.0
1 In line with the Group’s accounting policy, cash at bank is reduced at the point when BACS payment
runs are created. In the current year this results in a temporary negative cash at bank and in hand
balance of £45.4m that does not represent an overdraft. The payment runs were settled on the day
after the year-end, with funding from the day-maturing money market funds. The IASB’s May 2024
Amendment to IFRS 9 requires that the liability should be derecognised and subsequently cash at
bank reduced, at the settlement date of the liability. The Group does not intend to apply the optional
early derecognition election for financial liabilities under the May 2024 IFRS 9 amendments, contained
within paragraph B3.3.8 of IFRS 9. This retrospective application will result in FY26’s cash at bank and
in hand being restated to the value of £23.9m, as shown in the table above.
2
Money market funds used by the Group are short-term, highly liquid investments that are readily
convertible to known amounts of cash and are subject to an insignificant risk of changes in value.
The Group typically holds MMF investments on a rolling 24 hour maturity to ensure funds are readily
available to meet operational cash requirements whilst achieving finance income for the Group.
3 Short-term deposits are made for varying periods of between one day and three months depending
on the immediate cash requirements of the Group. They earn interest at the respective short-term
deposit rates.
The Group does not have material cash balances which are subject to contractual or regulatory
restrictions. For the purposes of the consolidated cash flow statement, cash and cash
equivalents comprise the amounts as disclosed above.
20. Borrowings
Amounts drawn down on the Group’s borrowing facilities are as follows:
Current
Non-current
2026 2025 2026 2025
£m £m £m £m
Senior unsecured bonds
—
450.0
943.0
942.4
—
450.0
943.0
942.4
Revolving credit facility and covenant
The Group has a five-year £775.0m multicurrency revolving credit facility agreement, which
expires on 25 May 2029. The facility’s terms include variable interest rates, with GBP linked
to SONIA and EUR linked to EURIBOR. The revolving credit facility agreement contains one
financial covenant ratio, being:
Net debt/adjusted EBITDA <3.5x, on a frozen GAAP basis.
During the year, the Group utilised the facility for short-term working capital requirements
with a maximum drawdown of £50.0m, all of which was fully repaid prior to the reporting
date. As at 26 February 2026, the facility was undrawn (2024/25: £nil).
Senior unsecured bonds
The Group has issued senior unsecured bonds with coupons and maturities as shown
in the following table:
Year Principal
Title issued
value
Maturity
Coupon
2027 senior unsecured – green use of
proceeds bonds
2021
£300.0m
31 May 2027
2.375%
2031 senior unsecured – green use of
proceeds bonds
2021
£250.0m
31 May 2031
3.000%
2032 senior unsecured bonds
2025
£400.0m
31 May 2032
5.500%
On 16 October 2025, the Group repaid bonds on maturity with a principal value of £450.0m.
As a result of the hedging arrangements in place, the total cash outflow recorded by the
Group was £453.8m.
Unamortised arrangement fees of £4.0m (2024/25: £5.0m) and unamortised coupon
discounts of £1.9m (2024/25: £2.6m) incurred in relation to the bonds are included in the
carrying value and are being amortised over the term of the bonds. In addition, £150.0m
of the £400.0m 5.500% Bonds are held at fair value following set up of a fair value hedge,
resulting in a fair value credit of £1.0m as at the balance sheet date. The bonds contain
an early prepayment option which meets the definition of an embedded derivative.
189
Whitbread PLC Annual Report and Accounts 2025/26
21. Movements in cash and net debt
Share buy-back Cost of
commitments borrowings and
including Net new Transfers to amortisation of
27 February transaction lease Foreign assets held for Impact of fair premiums and 26 February
2025 costs Cash flow liabilities exchange sale value hedge discounts 2026
Year ended 26 February 2026 £m £m £m £m £m £m £m £m £m
Cash and cash equivalents
909.0
—
(676.4)
—
1.1
—
—
—
233.7
Liabilities from financing activities
Borrowings
(1,392.4)
—
450.0
—
—
—
1.1
(1.7)
(943.0)
Lease liabilities
(4,233.8)
—
172.9
(411.2)
(51.0)
—
—
—
(4,523.1)
Committed share buy-back
—
(250.4)
250.4
—
—
—
—
—
—
Total liabilities from financing activities
(5,626.2)
(250.4)
873.3
(411.2)
(51.0)
—
1.1
(1.7)
(5,466.1)
Less: lease liabilities
4,233.8
—
(172.9)
411.2
51.0
—
—
—
4,523.1
Less: committed share buy-back
—
250.4
(250.4)
—
—
—
—
—
—
Net debt
(483.4)
—
(226.4)
—
1.1
—
1.1
(1.7)
(709.3)
Share buy-back Cost of
commitments borrowings and
including Net new Transfers to amortisation of
29 February transaction lease Foreign assets held for Impact of fair premiums and 27 February
2024 costs Cash flow liabilities exchange sale value hedge discounts 2025
Year ended 27 February 2025 £m £m £m £m £m £m £m £m £m
Cash and cash equivalents
696.7
—
213.2
—
(0.9)
—
—
—
909.0
Liabilities from financing activities
—
Borrowings
(994.9)
—
(398.3)
—
—
—
—
0.8
(1,392.4)
Lease liabilities
(4,098.4)
—
148.7
(311.1)
31.6
(4.6)
—
—
(4,233.8)
Committed share buy-back
(12.3)
(252.0)
264.3
—
—
—
—
—
—
Total liabilities from financing activities
(5,105.6)
(252.0)
14.7
(311.1)
31.6
(4.6)
—
0.8
(5,626.2)
Less: lease liabilities
4,098.4
—
(148.7)
311.1
(31.6)
4.6
—
—
4,233.8
Less: committed share buy-back
12.3
252.0
(264.3)
—
—
—
—
—
—
Net debt
(298.2)
—
(185.1)
—
(0.9)
—
—
0.8
(483.4)
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
190
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
22. Lease arrangements
The Group leases various buildings which are used as hotels and restaurants. The leases are
non-cancellable leases with varying terms, rent review clauses and renewal rights and include
variable payments that are not fixed in amount but based upon a percentage of sales. The
Group also leases various plant and equipment under non-cancellable lease agreements.
An analysis of the Group’s right-of-use assets and lease liabilities is as follows:
Property Other Total
Right-of-use assets £m £m £m
At 29 February 2024
3,594.6
2.4
3,597.0
Additions including sale and leaseback of property
323.4
0.5
323.9
Net impairment charge (Note 14)
(25.3)
—
(25.3)
Foreign currency translation
(30.4)
—
(30.4)
Depreciation
(193.1)
(1.2)
(194.3)
Terminations
(1.6)
—
(1.6)
Net movements from assets held for sale in the year
3.7
—
3.7
Reclassification to property, plant and equipment
1
(10.3)
—
(10.3)
At 27 February 2025
3,661.0
1.7
3,662.7
Additions including sale and leaseback of property
354.4
2.1
356.5
Net impairment charge (Note 14)
(21.3)
—
(21.3)
Foreign currency translation
48.1
—
48.1
Depreciation
(207.6)
(1.0)
(208.6)
Terminations
(0.3)
—
(0.3)
Net movements from assets held for sale in the year
1.0
—
1.0
At 26 February 2026
3,835.3
2.8
3,838.1
Property Other Total
Lease liabilities £m £m £m
At 29 February 2024
4,096.6
1.8
4,098.4
Additions including sale and leaseback of property
327.6
0.4
328.0
Interest
166.6
0.1
166.7
Foreign currency translation
(31.6)
—
(31.6)
Payments
(313.7)
(1.7)
(315.4)
Terminations
(0.3)
—
(0.3)
Net movements from assets held for sale in the year
4.6
—
4.6
Reclassification to property, plant and equipment
1
(16.6)
—
(16.6)
At 27 February 2025
4,233.2
0.6
4,233.8
Additions including sale and leaseback of property
410.1
2.1
412.2
Interest
177.0
—
177.0
Foreign currency translation
51.0
—
51.0
Payments
(347.8)
(2.1)
(349.9)
Terminations
(1.0)
—
(1.0)
At 26 February 2026
4,522.5
0.6
4,523.1
1 During the comparative year, the Group acquired two properties over which it had previously held a
leasehold interest.
During the year, the Group had non-cash additions to right-of-use assets and lease liabilities
of £269.5m (2024/25: £205.0m) relating to new leases and £87.0m (2024/25: £118.9m)
relating to amendments to existing leases. The difference mainly relates to £51.6m of sale
and leaseback of properties (2024/25: £4.1m mainly relating to net lease payments).
A maturity analysis of gross lease liability payments is included within Note 24.
191
Whitbread PLC Annual Report and Accounts 2025/26
22. Lease arrangements continued
Amounts recognised in the Group income statement
2025/26 2024/25
£m £m
Depreciation expense of right-of-use assets
208.6
194.3
Interest on lease liabilities
177.0
166.7
Expense relating to low-value assets and short-term leases
—
—
Variable lease payment expenses
3.5
4.0
Impairment losses of right-of-use assets (Note 14)
21.3
25.3
Rental income
(4.7)
(5.5)
Net lease expense recognised in the consolidated
income statement
405.7
384.8
The Group’s total cash outflow in relation to leases was £353.4m including variable lease
payments of £3.5m (2024/25: £319.4m including variable lease payments of £4.0m).
Future possible cash outflows not included in the lease liability
The Group has several lease contracts that include extension and termination options.
Set out below are the undiscounted future rental payments relating to periods following
the exercise date of extension and termination options that are not included in the
lease liability.
2025/26 2024/25
£m £m
Extension options expected not to be exercised
2,055.0
1,600.8
Termination options expected to be exercised
—
—
2,055.0
1,600.8
The Group uses judgement in determining whether termination and extension option
periods will be included within the lease term. The Group assumes that, unless a decision
has been made to exit a lease, termination options will not be exercised as a result of
historical practices within the Group. At the outset of a lease, the Group assumes that
it will not exercise extension options. Due to the length of the Group’s leases, there
is generally insufficient evidence that exercising an extension option is certain.
Future increases or decreases in rentals linked to an index or rate (not arising on a sale and
leaseback transaction) are not included in the lease liability until the change in cash flows
takes effect. Approximately 77% of the Group’s lease liabilities are subject to inflation-linked
rentals (with 83% of these leases containing caps) and a further 10% which are subject to
open market rent or similar review clauses. Rental changes linked to inflation or rent
reviews typically occur on an annual or five-yearly basis.
As at 26 February 2026, the Group was committed to leases with future cash outflows
totalling £1,512.0m (2024/25: £1,182.3m) which had not yet commenced and as such are
not accounted for as a liability. A liability and right-of-use asset will be recognised for
these leases at the lease commencement date.
The Group as a lessor
The Group acts as a lessor in relation to a number of non-trading legacy sites and in
subletting space within trading sites. Rental income recognised by the Group during the
year is £4.7m (2024/25: £5.5m). Future minimum rentals receivable under non-cancellable
operating leases at the year end are as follows:
2025/26 2024/25
£m £m
Within one year
4.0
4.1
After one year but not more than five years
9.9
7.9
More than five years
12.9
12.7
26.8
24.7
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
192
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
23. Provisions
Onerous
contracts and Property Insurance
Restructuring related costs costs claims Other Total
£m £m £m £m £m £m
At 29 February 2024
—
2.9
5.6
8.3
1.8
18.6
Created
8.6
24.0
0.9
2.0
—
35.5
Utilised
(2.0)
(10.7)
(2.7)
(2.1)
(0.2)
(17.7)
Released
(0.1)
—
(0.4)
(1.0)
—
(1.5)
Foreign exchange
—
—
(0.1)
—
—
(0.1)
At 27 February 2025
6.5
16.2
3.3
7.2
1.6
34.8
Created
0.8
—
15.8
2.0
—
18.6
Utilised
(6.1)
(14.2)
(1.5)
(3.1)
—
(24.9)
Released
—
—
—
—
—
—
Foreign exchange
—
—
—
—
—
—
At 26 February 2026
1.2
2.0
17.6
6.1
1.6
28.5
Analysed as:
Current
1.2
2.0
17.6
—
1.6
22.4
Non-current
—
—
—
6.1
—
6.1
At 26 February 2026
1.2
2.0
17.6
6.1
1.6
28.5
Analysed as:
Current
6.5
16.2
3.3
—
1.6
27.6
Non-current
—
—
—
7.2
—
7.2
At 27 February 2025
6.5
16.2
3.3
7.2
1.6
34.8
Restructuring
During the year, the Group progressed the restructuring programmes announced last year
for its UK and Germany Support Centres, as well as its site operations in Germany resulting
in a provision created of £0.8m and £6.1m utilised.
Onerous contracts
Onerous contract provisions relate primarily to property, software licences and supplier
contracts where the contracts have become onerous. Provision is made for property-related
costs for the period that a sublet or assignment of the lease is not possible.
Property related
The amount and timing of the expected cash outflows are subject to variation. The Group
utilises the skills and expertise of both internal and external property experts to determine
the provision held. Provisions are expected to be utilised over a period of up to ten years.
During the year, the Group utilised £0.2m of property-related onerous provisions.
Exit fees
The Group has incurred exit fees in relation to the Group’s strategic decision to exit and
change to a new logistics provider. A provision of £24.0m was created in the previous year
in relation to these contracts. During the year, the Group utilised the remaining £14.0m of
the provision (2024/25: utilised £10.0m).
193
Whitbread PLC Annual Report and Accounts 2025/26
23. Provisions continued
Property costs
The Group has established a provision for the performance of property-related remediation
works at a small number of the Group’s sites. A provision of £3.3m is brought forward
in relation to these costs. During the year £1.5m of the provision has been utilised, and
£15.8m was created. The provision is expected to be utilised over the next two years.
Insurance
A provision of £7.2m was brought forward in relation to the estimate of the cost of future
claims against the Group from employees and the public. The claims covered typically
relate to accidents and injuries sustained within Whitbread’s trading sites. During the year,
£3.1m of the provision was utilised and £2.0m was created.
Other
The Group has previously announced its intention to exit hotel operations in South East
Asia. The £1.6m provision has been carried forward for risks arising from indemnity agreements.
The Group operates leases where it neither anticipates nor intends exiting a lease;
therefore, the Group has determined that the circumstances in which these leases would
end mean that an outflow of resources is not considered probable. As a result, the Group
does not hold a material dilapidations provision.
24. Financial Risk Management objectives and policies
The Group’s principal financial instruments, other than derivatives, comprise bank loans,
senior unsecured bonds, cash, short-term deposits, money market funds, trade receivables
and trade payables. The Group’s financial instrument policies can be found in the accounting
policies in Note 2. The Board agrees policies for managing the financial risks summarised below:
Interest rate risk
The Group’s exposure to market risk for changes in interest rates relates primarily to the
Group’s long-term debt obligations. Interest rate swaps are used where necessary to
maintain a mix of fixed and floating rate borrowings to manage this risk, in line with the
Group treasury policy. At the year end, 100% of Group debt was fixed for an average of
4.4 years at an average interest rate of 3.9% (2024/25: 100% for 3.9 years at 3.7%).
In accordance with IFRS 7 Financial Instruments: Disclosures, the Group has undertaken
sensitivity analysis on its financial instruments which are affected by changes in interest
rates. This analysis has been prepared on the basis of a constant amount of net debt,
a constant ratio of fixed to floating interest rates, and the hedging instruments in place
at 26 February 2026 and 27 February 2025 respectively. Consequently, the analysis
relates to the situation at those dates and is not representative of the years then ended.
The following assumptions were made:
• balance sheet sensitivity to interest rates applies only to derivative financial instruments,
as the carrying value of debt and deposits does not change as interest rates move; and
• gains or losses are recognised in equity or the consolidated income statement in line
with the accounting policies set out in Note 2.
Based on the Group’s cash and cash equivalent position at the year end, a 1%pt increase
in interest rates would increase the Group’s profit before tax by £2.3m (2024/25: £9.1m).
Liquidity risk
In its funding strategy, the Group’s objective is to maintain a balance between the
continuity of funding and flexibility through the use of overdrafts and bank loans.
This strategy includes monitoring the maturity of financial liabilities to avoid the risk
of a shortage of funds.
Excess cash used in managing liquidity is placed on interest-bearing deposit where
maturity is fixed at no more than three months. Short-term flexibility is achieved through
the use of short-term borrowing on the money markets and through drawings under the
Group’s revolving credit facility. The facility is typically utilised for periods of around one
month to meet short-term liquidity needs.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
194
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
24. Financial Risk Management objectives and policies continued
Liquidity risk continued
Fair value hedges
The Group presents the time bands below as they reflect the maturity profile that it monitors in its liquidity management activities. The tables below summarise the Group’s financial
liabilities at 26 February 2026 and 27 February 2025 based on contractual undiscounted payments, including interest:
Less than Between 1 Between 3 Between 10 and More than Carrying
12 months and 3 years and 10 years 20 years 20 years Total value
26 February 2026 £m £m £m £m £m £m £m
Non-derivative financial assets/liabilities:
Interest-bearing loans and borrowings
36.6
366.1
760.5
—
—
1,163.2
943.0
Lease liabilities
359.2
728.4
2,434.9
2,351.0
1,780.0
7,653.5
4,523.1
Trade and other payables
197.8
—
—
—
—
197.8
197.8
593.6
1,094.5
3,195.4
2,351.0
1,780.0
9,014.5
5,663.9
Derivative financial assets/liabilities:
Foreign exchange swaps and forwards
Derivative contracts – receipts
—
—
(574.7)
—
—
(574.7)
Derivative contracts – payments
—
—
543.2
—
—
543.2
—
—
(31.5)
—
—
(31.5)
Total
593.6
1,094.5
3,163.9
2,351.0
1,780.0
8,983.0
Less than Between 1 Between 3 Between 10 and More than Carrying
12 months and 3 years and 10 years 20 years 20 years Total value
27 February 2025 £m £m £m £m £m £m £m
Non-derivative financial assets/liabilities:
Interest-bearing loans and borrowings
501.8
373.3
790.0
—
—
1,665.1
1,392.4
Lease liabilities
337.8
673.2
2,282.8
2,271.6
1,562.1
7,127.5
4,233.8
Trade and other payables
170.4
—
—
—
—
170.4
170.4
1,010.0
1,046.5
3,072.8
2,271.6
1,562.1
8,963.0
5,796.6
Derivative financial assets/liabilities:
Cross-currency swaps
Derivative contracts – receipts
(465.2)
—
—
—
—
(465.2)
Derivative contracts – payments
439.1
—
—
—
—
439.1
(26.1)
—
—
—
—
(26.1)
Total
983.9
1,046.5
3,072.8
2,271.6
1,562.1
8,936.9
195
Whitbread PLC Annual Report and Accounts 2025/26
24. Financial Risk Management objectives and policies continued
Credit risk
Due to the high level of cash held at the year end, the most significant credit risk faced by
the Group is that arising on cash and cash equivalents. The Group’s exposure arises from
default of the counterparty, with a maximum exposure equal to the carrying value of these
instruments. The Group seeks to minimise the risk of default in relation to cash and cash
equivalents by spreading investments across a number of counterparties and dealing in
accordance with the Group treasury policy which specifies acceptable credit ratings and
maximum investments for any counterparty. Counterparties for cash and cash equivalents
and derivatives contracts are required to have a long-term credit rating of A- or better at
contract inception from either Moody’s, Standard & Poor’s or Fitch. Exposures to these
counterparties are regularly monitored and, if the long-term credit rating falls below A-,
management will make a decision on remedial action to be taken.
In the event that any of the Group’s banks get into financial difficulty, the Group is exposed
to the risk of withdrawal of currently undrawn committed facilities. This risk is mitigated by
the Group having a range of counterparties to its facilities.
The Group is exposed to a small amount of credit risk attributable to its trade and other
receivables. This is minimised by dealing with counterparties with good credit ratings. The
amounts included in the balance sheet are net of expected credit losses, which have been
estimated by management based on prior experience and any known factors at the balance
sheet date.
The Group’s maximum exposure to credit risk arising from trade and other receivables,
derivatives and cash and cash equivalents is £303.0m (2024/25: £1,002.3m).
Foreign currency risk
The Group operates internationally and is exposed to foreign currency risk arising from net
investments in foreign operations. See Note 25 for more details. At 26 February 2026, the
Group has an exposure in relation to euro denominated net assets that are not hedged
against of £142.1m, primarily relating to operations in Germany and the Republic of Ireland.
The Group’s functional currency is GBP.
The Group manages foreign currency risk by using natural hedges and derivative instruments.
Where appropriate, the Group designates certain assets and liabilities as hedges of net
investments in foreign operations under IFRS 9. The objective is to minimise volatility in
equity arising from exchange rate movements.
The following table illustrates the impact on equity of a reasonably possible change in
the EUR/GBP exchange rate at the reporting date, assuming all other variables remain
constant. A 10% strengthening or weakening of the euro against sterling has been
considered reasonable based on historical volatility.
Impact on equity
Change in EUR/GBP (£m)
+10% (euro strengthens)
11.4
-10% (euro weakens)
(15.8)
The sensitivity analysis is based on €162.5m net assets translated at a closing rate of
€1.14:£1.00. There is no material impact on profit or loss as the exposure relates to net
investments in foreign operations.
The Group applies hedge accounting for certain euro-denominated borrowings designated
as hedges of net investments in foreign operations. The effectiveness of these hedges is
assessed regularly and was continually effective throughout the financial year
Capital management
The Group’s primary objective in regard to capital management is to ensure that it
continues to operate as a Going Concern and has sufficient funds at its disposal to grow
the business for the benefit of shareholders. The Group seeks to maintain a ratio of debt
to equity that balances risks and returns and also complies with the Group’s net debt to
EBITDA covenant. See pages 18 to 29 of this report for the policies and objectives of the
Board regarding capital management, analysis of the Group’s credit facilities and financing
plans for the coming years.
The Group aims to maintain sufficient funds for working capital and future investment in
order to meet growth targets. The management of equity through share buy-backs and
new issues is considered as part of the overall leverage framework balanced against the
funding requirements of future growth. In addition, the Group may carry out a number
of sale and leaseback transactions to provide further funding for growth.
The Group has access to a £775.0m multicurrency revolving credit facility with a final
maturity date on 25 May 2029. There is one financial covenant ratio, being net
debt/adjusted EBITDA <3.5x, on a frozen GAAP basis.
The above matters are considered at regular intervals and form part of the business
planning and budgeting processes. In addition, the Board regularly reviews the Group’s
dividend policy and funding strategy.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
196
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
25. Financial instruments
The carrying values of financial assets and liabilities at each reporting date are as follows:
Amortised cost
Fair value
Financial Financial Hedging
assets liabilities instruments Other Carrying value
At 26 February 2026 £m £m £m £m £m
Trade and other receivables
69.2
—
—
—
69.2
Cash and cash equivalents
(44.9)
—
—
278.6
233.7
Interest-bearing loans and borrowings
—
(794.0)
—
(149.0)
(943.0)
Lease liabilities
—
(4,523.1)
—
—
(4,523.1)
Derivative financial instruments
—
—
(9.4)
—
(9.4)
Trade and other payables
—
(197.8)
—
—
(197.8)
Amortised cost
Fair value
Financial Financial Hedging
assets liabilities instruments Other Carrying value
At 27 February 2025 £m £m £m £m £m
Trade and other receivables
73.4
—
—
—
73.4
Cash and cash equivalents
336.9
—
—
572.1
909.0
Interest-bearing loans and borrowings
—
(1,392.4)
—
—
(1,392.4)
Lease liabilities
—
(4,233.8)
—
—
(4,233.8)
Derivative financial instruments
—
—
18.5
—
18.5
Trade and other payables
—
(170.4)
—
—
(170.4)
Fair values
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.
For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the Group determines whether transfers have occurred between levels
in the hierarchy by reassessing categorisation (based on the lowest-level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
197
Whitbread PLC Annual Report and Accounts 2025/26
25. Financial instruments continued
Fair values continued
Financial assets and liabilities measured at amortised cost
The carrying values of trade and other receivables, cash and cash equivalents and trade
and other payables are considered to be reasonable approximations of their fair values
largely due to the short-term maturities of these instruments.
The fair value of the Group’s borrowings is estimated at £926.9m (2024/25: £1,344.8m).
The fair value of the Group’s borrowings is based on level 1 valuation techniques where
there is an active market for the instrument and on level 2 valuation techniques otherwise.
Financial assets and liabilities measured at fair value
2026 2025
£m £m
Financial assets
Derivative financial instruments – level 2
0.1
19.9
Financial liabilities
Derivative financial instruments – level 2
(9.5)
(1.4)
During the year ended 26 February 2026, there were no transfers between fair value
measurement levels. Derivative financial instruments include £0.1m assets (2024/25: £nil)
due after one year, £nil assets (2024/25: £19.9m) due within one year, £nil liabilities
(2024/25: £1.4m) due within one year and £9.5m liabilities (2024/25: £nil) due after one year.
The fair value of derivative instruments classified as level 2 is calculated by discounting all
future cash flows by the relevant market discount rate at the balance sheet date. The fair
values of money market funds within cash and cash equivalents classified as level 1 are
calculated by reference to their active market values at 26 February 2026.
Derivative financial instruments
Hedge of net investment in foreign operations
The Group maintains a strategy of hedging its net investment in its German operations
against movements in the GBP:EUR exchange rate. The cross-currency swaps entered into
in October 2019 matured and settled in October 2025. Upon maturity, the Group entered
into new FX swap arrangements to maintain this hedge position. Also within the financial
year, the Group entered into FX forward arrangements to increase the hedging of its net
investment in its German operations as well as a portion of its Irish operations.
There is an economic relationship between the hedged item and the hedging instrument
as the net investment creates a translation risk that will match the foreign exchange risk on
the cross-currency swaps. The Group has established a hedge ratio of 1:1 as the underlying
risk of the hedging instrument is identical to the hedged risk component. The hedge
ineffectiveness will arise if the amount of the investment in the foreign subsidiary was
to become lower than the nominal amount of the swaps.
The net investment hedges were assessed to be highly effective at 26 February 2026
and a net unrealised loss of £15.4m (2024/25: gain of £16.7m) has been recorded in the
translation reserve. The Group has recorded credit of hedging of £1.4m (2024/25: costs
of hedging of £1.1m) within finance costs in the consolidated income statement as a
result of the foreign currency basis spread within the hedging instrument.
Cash flow hedges
Commodity price risk
The Group is exposed to the impact of changes in gas and power prices. In the UK, the
Group manages this risk by entering into physical supply agreements with an energy supplier.
As at 26 February 2026, the Group did not designate any financial instruments as cash
flow hedges for commodity price risk (2024/25: the Group had fixed prices in respect
of approximately 80% of its gas and power requirements for the next financial year).
Interest rate risk
The Group maintains hedge relationships to manage the variability of GBP cash flows
arising from changes in floating interest rates on its GBP-denominated floating rate debt.
These hedging relationships are in place for a period of two years and are executed
through a partial-term interest rate hedge.
Fair value hedges
The Group maintains fixed rate debt as part of its strategy to manage interest rate fluctuations
on the income statement, aiming for no less than two-thirds of total debt. The Group issued
GBP debt with a fixed coupon of 5.50% and is exposed to changes in the fair value of this
debt. The Group meets its objective of having effective GBP floating rate debt by entering
into an interest rate swap, which hedges the fair value risk.
There is an economic relationship between the hedged item and the hedging instrument
as the terms of the interest rate swap match the terms of the fixed rate loan. The Group has
established a hedge ratio of 1:1 for the hedging relationships as the underlying risk of the
interest rate swap is identical to the hedged risk component.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
198
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
25. Financial instruments continued
Derivative financial instruments continued
Fair value hedges continued
The impact of the hedging instruments and hedged items on the statement of financial position is as follows:
Change in fair
value used for
measuring
Notional Carrying ineffectiveness Change in fair value
amount amount for the year of hedged item
At 26 February 2026 £m
£m
Line item in statement of financial position
£m
Hedged item
£m
Net investment in foreign operations
Foreign exchange swaps
478.0
(9.0)
Derivative financial instruments
(9.0)
Net investment in foreign subsidiaries
9.0
Foreign exchange forwards
95.6
(0.5)
Derivative financial instruments
(0.5)
Net investment in foreign subsidiaries
0.5
Cash flow hedges
Interest rate swaps
150.0
1.1
Derivative financial instruments
1.1
Highly probable forecast net interest payments
(1.1)
Fair value hedges
Interest rate swaps
150.0
(1.0)
Derivative financial instruments
(1.0)
£150m of £400m 5.50% Guaranteed Notes
1.0
Change in fair
value used for
measuring
Notional Carrying ineffectiveness Change in fair value
amount amount for the year of hedged item
At 27 February 2025 £m
£m
Line item in statement of financial position
£m
Hedged item
£m
Net investment in foreign operations
Cross-currency swaps
450.0
19.9
Derivative financial instruments
16.1
Net investment in foreign subsidiaries
(16.1)
Cash flow hedges
Power commodity swaps
4.5
(1.4)
Derivative financial instruments
5.7
Highly probable forecast future power usage
N/A – future usage
The impact of the hedging instruments in the consolidated income statement and consolidated statement of comprehensive income is as follows:
Total hedging Amount
gain/(loss) reclassified Accumulated value
recognised in from OCI to recognised in cash flow
OCI profit or loss hedge reserve
2025/26 £m
£m
Line item in the consolidated income statement
£m
Power commodity swaps
—
—
N/A - future usage
—
Total hedging Amount
gain/(loss) reclassified Accumulated value
recognised in from OCI to recognised in cash flow
OCI profit or loss hedge reserve
2024/25 £m
£m
Line item in the consolidated income statement
£m
Power commodity swaps
5.7
8.8
N/A – future usage
(1.4)
199
Whitbread PLC Annual Report and Accounts 2025/26
25. Financial instruments continued
Derivative financial instruments continued
Impact of hedging on equity
Set out below is the reconciliation of each component of equity and the analysis of other
comprehensive income:
Foreign
Cash flow currency
hedge translation
reserve reserve
£m £m
At 29 February 2024
(11.6)
25.9
Net fair value movement recognised in other comprehensive
income:
– Power commodity swaps
5.7
—
Reclassified and reported in the consolidated income statement:
– Power commodity swaps
8.8
—
Foreign exchange arising on consolidation
—
(20.9)
Fair value movement on derivatives designated as net investment
hedges
—
16.7
Net current tax credit
—
0.3
Deferred tax charge
(3.6)
—
At 27 February 2025
(0.7)
22.0
Net fair value movement recognised in other comprehensive
income:
– Power commodity swaps
(0.2)
—
– Interest rate swaps
0.9
—
Reclassified and reported in the consolidated income statement:
– Power commodity swaps
1.6
—
Foreign exchange arising on consolidation
—
29.2
Fair value movement on derivatives designated as net investment
hedges
—
(15.4)
Net current tax charge
—
(0.2)
Deferred tax charge
(0.6)
—
At 26 February 2026
1.0
35.6
The foreign currency translation reserve includes an accumulated gain of £1.9m (2024/25:
gain of £17.3m) relating to derivatives designated as net investment hedges.
26. Trade and other payables
2026 2025
£m £m
Trade payables
81.0
96.1
Other taxes and social security
68.0
73.8
Contract liabilities
186.2
183.3
Accruals
237.7
233.3
Other payables
116.8
74.3
689.7
660.8
Analysed as:
Current
689.7
660.8
Non-current
—
—
689.7
660.8
Included with contract liabilities is £183.8m (2024/25: £180.0m) relating to payments
received for accommodation where the stay will take place after the year end and £2.4m
(2024/25: £3.3m) revenue deferred relating to the Group’s restaurant customer loyalty
programmes. During the year, £180.0m presented as a contract liability at 26 February
2026 has been recognised in revenue (2024/25: £177.1m).
Trade payables typically have maturities up to 60 days depending on the nature of the
purchase transaction and the agreed terms.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
200
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
27. Share capital
Ordinary share capital
Allotted, called up and fully paid ordinary shares of 76.80 pence each (2024/25:
76.80 pence each)
million
£m
At 29 February 2024
197.5
151.8
Issued on exercise of employee share options
0.1
0.1
Conversion of preference share capital
0.1
0.1
Cancellations following share buy-back
(8.9)
(6.8)
At 27 February 2025
188.8
145.2
Issued on exercise of employee share options
0.1
0.1
Cancellations following share buy-back
(8.8)
(6.7)
At 26 February 2026
180.1
138.6
Employee share options
During the year, options over 0.1m (2024/25: 0.1m) ordinary shares, fully paid, were
exercised by employees under the terms of various share option schemes. The Company
received proceeds of £5.2m (2024/25: £3.3m) on exercise of these options.
Share buy-back, commitment and cancellation
The Company purchased and cancelled 8.8m (2024/25: 8.9m) shares with a nominal value
of £6.7m (2024/25: £6.8m) under the share buy-back programmes running through this
financial year. Consideration of £250.4m (2024/25: £264.3m), including associated fees and
stamp duty of £1.2m (2024/25: £2.0m), was paid during the year with fees of £0.9m
accrued for (2024/25: £nil).
Share forfeiture
The Group has implemented a share forfeiture programme following the completion of a
tracing and notification exercise to any shareholders who have not had contact with the
Company over the past 12 years, in accordance with the provisions set out in the Company’s
articles of association. Under the share forfeiture programme the shares and dividends
associated with shares of untraced members have been forfeited.
Other than shares issued in the normal course of business as part of the share-based
payments schemes, there have been no transactions involving ordinary shares or potential
ordinary shares since the reporting date and before the completion of these consolidated
financial statements.
28. Reserves
Share premium
The share premium reserve is the premium paid on the Company’s 76.80 pence ordinary shares.
Capital redemption reserve
A capital redemption reserve was created on the cancellation of the Group’s B and C
preference shares and also includes the nominal value of cancelled ordinary shares.
Retained earnings
In accordance with IFRS practice, retained earnings include revaluation reserves which
arose on transition to IFRS.
Currency translation reserve
The foreign currency translation reserve is used to record exchange differences arising from
the translation of the financial statements of foreign subsidiaries, other foreign currency
investments and exchange differences on derivative instruments that provide a hedge
against net investments in foreign operations.
201
Whitbread PLC Annual Report and Accounts 2025/26
28. Reserves continued
Other reserves
The movement in other reserves during the year is set out in the table below:
Excluded
Treasury Merger Hedging component of Total other
reserve reserve reserve hedge reserve reserves
£m £m £m £m £m
At 29 February 2024
538.1
1,855.0
11.6
(5.8)
2,398.9
Other comprehensive income – net gain on cash flow hedges (Note 25)
—
—
(14.5)
—
(14.5)
Other comprehensive income – deferred tax on cash flow hedges (Note 25)
—
—
3.6
—
3.6
Other comprehensive income – loss on net investment hedges
—
—
—
0.6
0.6
Costs in relation to hedging
—
—
—
(1.1)
(1.1)
Loss on ESOT shares issued
(8.1)
—
—
—
(8.1)
At 27 February 2025
530.0
1,855.0
0.7
(6.3)
2,379.4
Other comprehensive income – net gain on cash flow hedges (Note 25)
—
—
(2.3)
—
(2.3)
Other comprehensive income – deferred tax on cash flow hedges (Note 25)
—
—
0.6
—
0.6
Other comprehensive income – loss on net investment hedges
—
—
—
6.6
6.6
Credit in relation to hedging
—
—
—
1.4
1.4
Purchase of ESOT shares
11.3
—
—
—
11.3
Loss on ESOT shares issued
(13.8)
—
—
—
(13.8)
At 26 February 2026
527.5
1,855.0
(1.0)
1.7
2,383.2
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
202
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
28. Reserves continued
Other reserves continued
Treasury reserve
This reserve relates to shares held by an independently managed employee share
ownership trust (ESOT) and treasury shares held by Whitbread PLC. The shares held by the
ESOT were purchased in order to satisfy outstanding employee share options and potential
awards under the Long Term Incentive Plan (LTIP) and other incentive schemes.
The movement in treasury reserves during the year is set out in the table below:
Treasury shares held by
Whitbread PLC
ESOT shares held
million
£m
million
£m
At 29 February 2024
12.5
514.5
0.9
23.6
Exercised during the year
—
—
(0.3)
(8.1)
Purchase of ESOT shares
—
(5.1)
0.2
5.1
At 27 February 2025
12.5
509.4
0.8
20.6
Exercised during the year
—
—
(0.5)
(13.8)
Purchase of ESOT shares
—
—
0.4
11.3
At 26 February 2026
12.5
509.4
0.7
18.1
During the year, 0.4m shares were purchased by the Group’s independently managed
Employee Share Ownership Trust (ESOT) for consideration of £11.3m.
Merger reserve
The merger reserve arose as a consequence of the merger in 2000/01 of Whitbread Group PLC
and Whitbread PLC.
Hedging reserve
The hedging reserve records movements for effective cash flow hedges measured at fair value.
Excluded component of hedge reserve
The excluded component of hedge reserve records movements in the elements of
derivatives used in hedging arrangements that are excluded from the hedge relationship.
29. Analysis of cash flows given in the cash flow statement
2025/26 2024/25
£m £m
Profit for the year
212.9
253.7
Adjustments for:
Tax expense
85.5
114.1
Net finance costs (Note 8)
165.8
146.2
Share of profit from joint ventures
(4.7)
(4.7)
Depreciation and amortisation
426.2
401.8
Share-based payments
16.7
16.8
Net impairment charge (Note 14)
162.5
76.5
Net gain on disposals of property
(6.4)
(40.1)
Other non-cash items
23.6
35.6
Cash generated from operations before working capital changes
1,082.1
999.9
Decrease in inventories
6.2
4.1
(Increase)/decrease in trade and other receivables
(1.1)
4.1
Decrease in trade and other payables
(14.6)
(3.6)
Cash generated from operations
1,072.6
1,004.5
Other non-cash items include a £0.3m inflow representing bad debt charges (2024/25: £nil),
an
inflow of £18.7m (2024/25: £33.9m inflow) as a result of net provision-related movements,
an inflow of £5.1m (2024/25: £5.1m inflow) representing non-cash pension scheme
administration costs, an outflow of £nil (2024/25: £3.6m) in relation to other adjusting item
write-offs and an outflow of £0.5m (2024/25: £0.2m inflow) from foreign exchange gains.
30. Contingent liabilities
The Group previously stated that it was involved in legal proceedings in relation to a
third-party intellectual property claim, this matter was successfully defended during the
current period and the Group no longer deems this to be a contingent liability.
The Group has updated it’s accounting policy (Note 2) in relation to property-related
remediation, clarifying its accounting treatment in this area, as well as having created
related provisions in the financial year (Note 23).
203
Whitbread PLC Annual Report and Accounts 2025/26
31. Share-based payment plans
Long Term Incentive Plan (LTIP)
LTIP awards were made to Directors and senior executives of the Group prior to the
adoption of the Restricted Share Plan. Vesting of share awards under the scheme was
dependent on continued employment and meeting performance targets over a three-year
vesting period. The awards are settled in equity once exercised.
Deferred equity awards
Share awards are made under the Whitbread Directors’ Incentive Scheme implemented
during 2004/05. The awards are not subject to performance conditions and will vest in full
on the release date subject to continued employment at that date. If the director or senior
executive of the Group ceases to be an employee of Whitbread prior to the release date,
normally three years after the award, by reason of redundancy, death, injury, ill health,
disability or some other reason considered to be a permitted reason by the Remuneration
Committee, the awards may be released in full. If employment ceases for any other reason,
the proportion of awards which vest depends upon the year in which the award was made
and the date that employment ceased. If employment ceases in the first year after an
award is made, none of the award vests, between the first and second anniversary, 25%
vests, and between the second and third anniversary, 50% vests. The awards are settled in
equity once exercised.
R&R Scheme
The R&R Scheme enables Whitbread to make share awards periodically on a flexible basis.
There are typically no performance conditions but these can be imposed by Whitbread at
time of grant. Vesting of awards under this scheme is dependent on being in employment
at date of vesting. If employment at Whitbread ceases prior to the vesting date by reason
of resignation or is terminated for cause, all unvested awards will lapse. If employment
ceases for any other reason, any vesting will be at the discretion of the Remuneration
Committee and if granted will be on a pro-rated basis to the leaving date. The awards are
settled in equity once exercised.
Restricted Share Plan (RSP)
At the general meeting held on 6 December 2019, it was agreed that the Restricted Share
Plan would replace the Long Term Incentive Plan. Vesting of all shares under the scheme
will depend on continued employment and meeting underpin targets over a period of at
least three years. Details of the underpin target that apply to RSP awards are included in
the remuneration report on page 130. After vesting there is an additional holding period
applicable to Directors and senior executives such that the underpin measurement period
and holding period are at least five years. If employment at Whitbread ceases prior to the
vesting date by reason of resignation or terminated for cause, all unvested shares will lapse.
If employment ceases for any other reason, any vesting will be at the discretion of the
Remuneration Committee and if granted will be on a pro-rated basis to the leaving date.
The awards are settled in equity once exercised.
Movements in the number of share awards are as follows:
Outstanding at Granted Exercised Expired Outstanding at Exercisable at
the beginning during during during the end of the end of
52 weeks to 26 February 2026 of the year the year the year the year the year the year
Long Term Incentive Plan
—
—
—
—
—
—
Deferred equity awards
375,868
114,875
(130,122)
—
360,621
51,578
R&R Scheme
176,352
13,477
(132,654)
(2,121)
55,054
—
Restricted Share Plan
704,761
256,207
(102,995)
(5,008)
852,965
19,093
1,256,981
384,559
(365,771)
(7,129)
1,268,640
70,671
Outstanding at Granted Exercised Expired Outstanding at Exercisable at
the beginning during during during the end of the end of
52 weeks to 27 February 2025 of the year the year the year the year the year the year
Long Term Incentive Plan
569
—
—
(569)
—
—
Deferred equity awards
310,012
152,385
(62,436)
(24,093)
375,868
1,019
R&R Scheme
383,905
14,996
(210,792)
(11,757)
176,352
123,572
Restricted Share Plan
615,136
187,944
(46,155)
(52,164)
704,761
120,000
1,309,622
355,325
(319,383)
(88,583)
1,256,981
244,591
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
204
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
31. Share-based payment plans continued
Employee Sharesave scheme
The employee Sharesave scheme is open to all employees and provides for a purchase price equal to the market price on the day preceding the date of invitation, with a 20% discount.
The shares can be purchased over the six-month period following the third or fifth anniversary of the commencement date, depending on the length chosen by the employee.
The weighted average exercise price (WAEP) of movements in the number of share awards is as follows:
2025/26
2024/25
WAEP £ per WAEP £ per
Options
share
Options
share
Outstanding at the beginning of the year
1,210,203
23.29
1,213,411
23.79
Granted during the year
335,287
22.06
405,496
23.33
Exercised during the year
(225,660)
22.17
(140,968)
24.93
Expired during the year
(264,668)
23.33
(267,736)
24.76
Outstanding at the end of the year
1,055,162
22.97
1,210,203
23.29
Exercisable at the year end
190,716
20.87
85,757
24.52
Outstanding options to purchase ordinary shares of 76.80 pence between 2026 and 2031 are exercisable at prices between £20.51 and £27.11 per share (2024/25: between 2025 and 2030
at prices between £20.51 and £31.62 per share). The weighted average share price at the date of exercise for options exercised during the year was £22.17 (2024/25: £31.17).
The weighted average contractual life of the share options outstanding as at 26 February 2026 is between two and three years.
205
Whitbread PLC Annual Report and Accounts 2025/26
31. Share-based payment plans continued
Employee Sharesave scheme continued
The following tables list the inputs to the model used for years ended 26 February 2026 and 27 February 2025:
Weighted
Price at Expected Expected Expected Risk-free average
Exercise price grant date term dividend yield volatility rate Vesting fair value
26 February 2026
Grant date
£ £ Years % % % conditions £ per share
Deferred equity awards
09.05.2025
—
28.10
2.00
2.00
N/A
N/A
Service
3
26.52
Deferred equity awards
19.06.2025
—
27.58
2.00
2.00
N/A
N/A
Service
3
26.04
Restricted Share Plan
09.05.2025
—
28.10
2.00
2.00
N/A
N/A
Non-market
1,2,3,4
26.47
Restricted Share Plan
19.06.2025
—
27.58
2.00
2.00
N/A
N/A
Non-market
1,2,3,4
26.04
Restricted Share Plan
21.01.2026
—
27.14
2.00
2.00
N/A
N/A
Non-market
1,2,3,4
25.95
R&R awards
09.05.2025
—
28.10
2.00
2.00
N/A
N/A
Service
3
26.87
R&R awards
19.06.2025
—
27.58
2.00
2.00
N/A
N/A
Service
3
26.84
R&R awards
21.01.2026
—
27.14
2.00
2.00
N/A
N/A
Service
3
26.23
SAYE – three years
12.12.2025
22.06
24.00
3.21
2.00
29.0
3.74
Service
3
5.93
SAYE – five years
12.12.2025
22.06
24.00
5.21
2.00
29.0
3.97
Service
3
7.15
Weighted
Price at Expected Expected Expected Risk-free average
Exercise price grant date term dividend yield volatility rate Vesting fair value
27 February 2025
Grant date
£ £ Years % % % conditions £ per share
Deferred equity awards
30.04.2024
—
31.67
2.15
2.00
N/A
N/A
Service
3
30.36
Deferred equity awards
30.01.2025
—
28.72
2.27
2.00
N/A
N/A
Service
3
27.44
Restricted Share Plan
30.04.2024
—
31.67
3.00
2.00
N/A
N/A
Non-market
1,2,3,4
29.83
Restricted Share Plan
30.01.2025
—
28.72
2.27
2.00
N/A
N/A
Non-market
1,2,3,4
27.44
R&R awards
30.04.2024
—
31.67
1.19
2.00
N/A
N/A
Service
3
30.92
R&R awards
30.01.2025
—
28.72
0.44
2.00
N/A
N/A
Service
3
28.47
SAYE – three years
16.12.2024
23.33
29.42
3.21
2.00
38.8
4.20
Service
3
10.68
SAYE – five years
16.12.2024
23.33
29.42
5.21
2.00
38.8
4.20
Service
3
12.14
1 Return on capital employed.
2 Other performance conditions.
3 Employment service.
4 Lease-adjusted net debt.
The fair value of share options granted is estimated as at the date of grant using a stochastic model, taking into account the terms and conditions upon which the options were granted.
Expected volatility reflects the assumption that historical volatility is indicative of future trends, which may not necessarily be the actual outcome. The risk-free rate is the rate of interest
obtainable from government securities over the expected life of the equity incentive. The expected dividend yield is calculated on the basis of publicly available information at the time
of the grant date which, in most cases, is the historical dividend yield. No other features relating to the granting of options were incorporated into the measurement of fair value.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
206
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
31. Share-based payment plans continued
Employee share ownership trust (ESOT)
The Company funds an ESOT to enable it to acquire and hold shares for the share-based
payment plans noted above. The ESOT held 0.7m shares at 26 February 2026 (2024/25:
0.8m). All dividends on the shares in the ESOT are waived by the Trustee.
Total charged to the consolidated income statement for all schemes
2025/26 2024/25
£m £m
Deferred equity
5.5
3.5
R&R Scheme
0.9
2.1
Restricted Share Plan
3.5
5.7
Employee Sharesave scheme
6.8
5.5
Equity settled
16.7
16.8
32. Retirement benefits
Defined contribution schemes
The Group operates a contracted-in defined contribution scheme under the Whitbread
Group Pension Fund. Contributions by both employees and Group companies are held
in externally invested, trustee-administered funds.
The Group contributes a specified percentage of earnings for members of the above
defined contribution scheme, and thereafter has no further obligations in relation to the
scheme. The total cost charged to the consolidated income statement in relation to the
defined contribution scheme in the year was £21.1m (2024/25: £16.4m). At the year end,
the Group owed outstanding contributions of £3.2m (2024/25: £3.1m) in respect of the
defined contribution scheme.
Defined benefit scheme
The defined benefit (final salary) section of the principal Group pension scheme, the
Whitbread Group Pension Fund, was closed to new members on 31 December 2001 and to
future accrual on 31 December 2009. The Whitbread Group Pension Fund is set up under
UK trust law, registered with His Majesty’s Revenue and Customs (HMRC) and regulated by
the Pensions Regulator. The Whitbread Group Pension Fund is governed by a corporate
trustee which operates the scheme in accordance with the requirements of UK pensions
legislation.
The surplus recognised in the consolidated balance sheet in respect of the defined benefit
pension scheme is the fair value of the plan assets less the present value of the defined
benefit obligation at the end of the reporting period. The IAS 19 pension cost relating to
the defined benefit section of the Whitbread Group Pension Fund is assessed in accordance
with actuarial advice from, and calculations provided by, Lane Clark & Peacock, using the
projected unit credit method. The present value of the defined benefit obligation is determined
by discounting the estimated future cash outflows using interest rates of high quality corporate
bonds that have terms to maturity approximating to the terms of the related pension obligation.
Actuarial gains and losses arising from experience adjustments and changes in actuarial
assumptions are charged or credited to equity in other comprehensive income in the period
in which they arise. As the scheme is closed to future accrual, there is no future service cost.
The surplus has been recognised as, under the governing documentation of the Whitbread
Group Pension Fund, the Group has an unconditional right to receive a refund, assuming
the gradual settlement of the scheme liabilities over time until all members and their dependants
have either died or left the scheme, in accordance with the provisions of IFRIC 14 IAS 19
– The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction.
With the pensioner buy-in policy purchased in June 2022, the defined benefit scheme
has now insured around 50% of pensioners, under which the benefits payable to defined
benefit members covered under the policy became fully insured, thus reducing the Group’s
exposure to changes in longevity, interest rates, inflation and other relevant factors.
The weighted average duration of the defined benefit plan obligation at the end of the
reporting period is 11 years (2024/25: 12 years).
207
Whitbread PLC Annual Report and Accounts 2025/26
32. Retirement benefits continued
Funding
Expected contributions to be made in the next reporting period total £6.2m (2024/25: £6.7m).
In 2025/26, contributions were £5.3m with £5.1m from the employer, and £0.2m of benefits
settled by the Group in relation to an unfunded scheme (2024/25: £17.1m with £5.1m from
the employer, £11.8m from Moorgate Scottish Limited Partnership (SLP) and £0.2m of
benefits settled by the Group in relation to an unfunded scheme). In addition, Whitbread
paid £1.0m (2024/25: £0.8m) of investment manager expenses.
A scheme specific actuarial valuation for the purpose of determining the level of cash
contributions to be paid into the Whitbread Group Pension Fund was undertaken as
at 31 March 2023 by Towers Watson Ltd using the projected unit credit method.
The valuation showed a surplus of assets relative to technical provisions of £34.0m
(31 March 2020: surplus of £55.0m). As a result, no deficit reduction contributions are due.
A scheme specific actuarial valuation of the scheme as at 31 March 2025 is currently being
carried out, with the majority of principal assumptions now being substantively agreed by
the Trust and Company.
The Trustee holds as security £531.5m of Whitbread’s freehold property. This is expected
to remain in place until certain steps are taken in relation to the Scottish Partnership
arrangements, with the expectation that these steps will occur during the 2026/27 financial
year. Following that, the security held by the Trustee will be the lower of: £500.0m; and
120% of the buy-out deficit and will remain in place until there is no longer a buy-out deficit.
Investment in Moorgate SLP
Up until February 2025, the pension scheme received a share of the partnership profits
from its investment in Moorgate SLP, which was established by the Group in the year ended
4 March 2010 (the share in profits was accounted for by the Group as pension contributions
at the time of payment). The partnership interests in Moorgate SLP are held by the Group,
the general partner and by the pension scheme.
Moorgate SLP holds an investment in a further partnership, Farringdon Scottish Partnership
(SP), established in the same year. Property assets were transferred from other Group
companies to Farringdon SP and are leased back to Whitbread Group PLC and Premier Inn
Hotels Limited. The Group retains control over these properties, including the flexibility to
substitute alternative properties. However, the Trustee has first charge over the property
portfolio and certain other assets with an aggregate value of £228.0m which is included
in the charge of £531.5m above. The Group retains control over both partnerships and,
as such, they are fully consolidated in these consolidated financial statements.
The pension scheme is a partner in Moorgate SLP and, as such, was entitled to an annual
share of the profits of the partnership up until February 2026. The underlying agreement
will most likely terminate during the next financial year. At the end of this agreement, the
partnership capital allocated to the pension scheme partner will, depending on the funding
position of the Pension Scheme as at 31 March 2025, be transferred in cash to the pension
scheme up to a value of £150.0m. The Group does not currently expect to need to pay out
a material value under this clause as the funding position is expected to be in surplus,
noting this is dependent on the conclusion of the actuarial valuation of the scheme as at 31
March 2025.
Under IAS 19, the investment held by the pension scheme in Moorgate SLP, a consolidated
entity, does not represent a plan asset for the purposes of the consolidated financial statements.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
208
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
32. Retirement benefits continued
Risks
Through its defined benefit scheme, the Group is exposed to a number of risks in relation to the IAS 19 surplus, the most significant of which are detailed below:
Risk
Description
Principal impact on assets and obligation reconciliations
Market volatility
The value of the defined benefit obligation is linked to AA-rated corporate bonds whilst the
•
Return on plan assets
scheme invests some of its assets in other asset classes (including those denominated in foreign
•
Actuarial movements in financial assumptions
currencies). These assets include private equities, secure income assets, gilts, swaps and cash. This
exposes the Group to risks including those relating to interest rates, equity markets, foreign
exchange and climate change. As a result, any change in market conditions which impacts the
value of the scheme’s assets or the interest rate on AA-rated corporate bonds will lead to volatility
in the Group’s net pension surplus on the balance sheet, pension expense in the income statement
and remeasurement of movements in other comprehensive income. There is the potential for
heightened market volatility through a number of different sources, including the economic impact
of geopolitical events (e.g. regional conflicts or the potential for trade wars), and the policy
response of central banks to changing economic conditions (e.g. growth and inflation) which could
have consequential implications on interest rates, in addition to wider economic impacts. There are
also longer-term macroeconomic risks, such as the possible risk of recession and constraints on
market liquidity, which could all adversely affect the scheme’s assets.
Inflationary risk
Due to the link between the scheme obligation and inflation, an increase in the expected future
•
Actuarial movements in financial assumptions
rate of inflation will lead to higher scheme liabilities, although this is mitigated by the scheme
holding inflation-linked assets which aim to match the increase in liabilities.
Accounting The defined benefit obligation is calculated by projecting the future cash flows of the scheme for
•
Discount rate: interest income on scheme assets and cost
assumptions many years into the future. Consequently, the assumptions used can have a significant impact on on liabilities
the balance sheet position and income statement charge. In practice, future scheme experience
•
Mortality: actuarial movements in demographic assumptions
may not be in line with the assumptions adopted. For example, an increase in the life expectancy of
•
Actuarial movements in financial assumptions
members would increase scheme liabilities.
209
Whitbread PLC Annual Report and Accounts 2025/26
32. Retirement benefits continued
The principal assumptions used by the independent qualified actuaries in updating the most
recent valuation carried out as at 31 March 2025 of the UK scheme to 26 February 2026 for
IAS 19 Employee Benefits purposes (2024/25: 31 March 2023 of the UK scheme to
27 February 2025) were:
At At
26 February 27 February
2026 2025
% %
Pre-April 2006 rate of increase in pensions in payment
2.90
3.00
Post-April 2006 rate of increase in pensions in payment
2.00
2.10
Pension increases in deferment
2.90
3.00
Discount rate
5.50
5.50
Inflation assumption
3.00
3.20
Life expectancy assumptions
Retiring at the balance sheet date at age 65 – male
19.9 years
19.7 years
Retiring at the balance sheet date at age 65 – female
23.0 years
22.4 years
Retiring at the balance sheet date in 20 years at age 65 – male
20.8 years
20.7 years
Retiring at the balance sheet date in 20 years at age 65 – female
24.2 years
23.5 years
The mortality assumptions are based on standard mortality tables which allow for future
mortality improvements. The mortality improvements assumption has been updated to
use the CMI 2024 model with appropriate parameterisation (2024/25: CMI 2023).
The amounts recognised in the consolidated income statement in respect of the defined
benefit scheme are as follows:
2025/26 2024/25
£m £m
Net interest on net defined benefit surplus
(7.5)
(8.3)
Administrative expense
5.2
5.1
Total income recognised in the consolidated income statement
(gross of deferred tax)
(2.3)
(3.2)
The amounts taken to the consolidated statement of comprehensive income are as follows:
2025/26 2024/25
£m £m
Actuarial gains
(13.7)
(59.8)
Return on plan assets lower than discount rate
25.0
111.5
Remeasurement effects recognised in other comprehensive
income
11.3
51.7
The amounts recognised in the consolidated balance sheet are as follows:
2026 2025
£m £m
Present value of defined benefit obligation
(1,614.0)
(1,641.2)
Fair value of scheme assets
1,745.9
1,775.8
Surplus recognised in the consolidated balance sheet
131.9
134.6
Changes in the present value of the defined benefit obligation are as follows:
2025/26 2024/25
£m £m
Opening defined benefit obligation
1,641.2
1,719.6
Interest cost
87.5
83.7
Remeasurement due to:
Changes in financial assumptions
(35.0)
(95.4)
Changes in demographic assumptions
8.9
26.9
Experience adjustments
12.4
8.7
Benefits paid
(100.8)
(102.1)
Unfunded pension scheme benefits settled by the Group
1
(0.2)
(0.2)
Closing defined benefit obligation
1,614.0
1,641.2
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
210
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
32. Retirement benefits continued
Changes in the fair value of the scheme assets are as follows:
2025/26 2024/25
£m £m
Opening fair value of scheme assets
1,775.8
1,884.8
Interest income on scheme assets
95.0
92.0
Return on plan assets lower than discount rate
2
(25.0)
(111.5)
Contributions from employer
1
5.1
5.1
Additional contributions from Moorgate SLP
1
—
11.8
Investment manager expenses paid by the employer
1
1.0
0.8
Benefits paid
(100.8)
(102.1)
Administrative expenses
(5.2)
(5.1)
Closing fair value of scheme assets
1,745.9
1,775.8
The major categories of plan assets are as follows:
2026
2025
Quoted and Quoted and
pooled Unquoted Total pooled Unquoted Total
£m £m £m £m £m £m
Bonds
461.0
—
461.0
38.3
1.2
39.5
Private markets
—
211.1
211.1
—
273.5
273.5
Liability-driven investments (LDI)
3
605.6
—
605.6
981.5
—
981.5
Cash and other
4
22.7
4.5
27.2
20.0
4.1
24.1
Buy-in insurance
—
441.0
441.0
—
457.2
457.2
1,089.3
656.6
1,745.9
1,039.8
736.0
1,775.8
1 The total of these items equals the cash paid by the Group as per the consolidated cash flow statement. ‘Contributions from employer’ include contributions to cover administration expenses.
2 Includes cost of managing fund assets.
3 Liability-driven investments include UK fixed and index-linked gilts, repurchase agreements and reverse repurchase agreements, interest rate and inflation (RPI) swaps, gilt futures and cash.
4 Other primarily relates to assets held in respect of cash and net current assets.
211
Whitbread PLC Annual Report and Accounts 2025/26
32. Retirement benefits continued
The assumptions in relation to discount rate, mortality and inflation have a significant effect
on the measurement of scheme liabilities. The following table shows the sensitivity of the
valuation to changes in these assumptions:
(Increase)/decrease in Decrease/(increase) in gross
net defined benefit surplus defined benefit liability
2026 2025 2026 2025
£m £m £m £m
Discount rate
1.00% increase to discount rate
(125.0)
(131.0)
158.0
165.0
1.00% decrease to discount rate
152.0
159.0
(189.0)
(199.0)
Inflation
0.25% increase to inflation rate
26.0
23.0
(32.0)
(29.0)
0.25% decrease to inflation rate
(25.0)
(23.0)
31.0
29.0
Life expectancy
Additional one-year increase to life
expectancy
36.0
38.0
(56.0)
(60.0)
The above sensitivity analyses are based on a change in an assumption whilst holding all
other assumptions constant. In practice, this is unlikely to occur and changes in some of
the assumptions may be correlated. Where the discount rate is changed this will have an
impact on the valuation of scheme assets in the opposing direction.
When calculating the sensitivity of the defined benefit obligation to significant actuarial
assumptions, the same method (projected unit credit method) has been applied as
when calculating the pension surplus recognised within the consolidated balance sheet.
The methods and types of assumptions did not change.
As the Trustees of the Fund have a strategy in place to hedge the Fund’s liabilities against
movements in interest rates and inflation, it is likely that movements in assets and liabilities
will offset.
33. Related party disclosure
The Group consists of a parent company, Whitbread PLC, incorporated in the UK, and a
number of subsidiaries and joint ventures held directly and indirectly by Whitbread PLC,
which operate and are incorporated around the world. Note 9 to the Company’s separate
financial statements lists details of the interests in subsidiaries and related undertakings.
The Group holds 6% as a general partnership interest in Moorgate Scottish Limited
Partnership (SLP) with Whitbread Pension Trustees holding the balance as a limited
partner. Moorgate SLP holds a 67.8% investment in a further partnership, Farringdon
Scottish Partnership (SP), which was established by the Group to hold property assets.
The remaining 32.2% interest in Farringdon SP is owned by the Group. The partnerships
were set up in 2009/10 as part of a transaction with Whitbread Pension Trustees and the
Group retains control over both partnerships and, as such, they are fully consolidated in
these consolidated financial statements. Further details can be found in Note 32.
Shares in Whitbread Group PLC are held directly by Whitbread PLC. Shares in the other
subsidiaries are held directly and indirectly by Whitbread Group PLC.
Related party transactions
2025/26 2024/25
Joint Joint
ventures ventures
£m £m
Sales to a related party
1.1
1.1
Purchases from a related party
—
—
Amounts owed by a related party
1.1
—
Amounts owed to a related party
—
—
Other transactions with joint ventures
The majority of the sales to a related party relate to the £1.1m (2024/25: £1.1m) franchise
fee charged by Whitbread to one of its joint ventures.
For details of the Group’s investments in and loans to joint ventures, see Note 16; those
details are excluded from the table above.
FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
212
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
33. Related party disclosure continued
Key management personnel
The key management personnel of the Group are defined as the members of the Whitbread
PLC Executive Committee. Compensation of key management personnel (including
Directors) is set out below.
2025/26 2024/25
£m £m
Short-term employee benefits
7.6
7.5
Post-employment benefits
—
—
Share-based payments
5.2
6.0
12.8
13.5
Terms and conditions of transactions with related parties
Sales to, and purchases from, related parties are made at normal market prices. Outstanding
balances at year end are unsecured and settlement occurs in cash. There have been no
guarantees provided, or received, for any related party receivables. No adjustment for
expected credit loss relating to amounts owed by related parties has been made (2024/25: £nil).
An assessment is undertaken, each financial year, through examining the financial position
of the related parties and the market in which the related parties operate.
Transactions with other related parties
Details of transactions with Directors are detailed in Note 7.
34. Events after the balance sheet date
Accelerating Growth Plan
The results include the announcement of the proposed extension of the Accelerating
Growth Plan to optimise UK F&B to include all of the Group’s remaining branded
restaurants.
213
Whitbread PLC Annual Report and Accounts 2025/26
COMPANY BALANCE SHEET Company number: 04120344
At 26 February 2026
Notes
26 February
2026
£m
27 February
2025
£m
Non-current assets
Investment in subsidiaries 3 2,506.3 2,489.6
Other receivables 4 364.5 273.9
Total non-current assets 2,870.8 2,763.5
Current assets
Other receivables 4 150.0 250.0
Total assets 3,020.8 3,013.5
Current liabilities
Other payables 5 (11.3) (9.7)
Total liabilities (11.3) (9.7)
Net assets 3,009.5 3,003.8
Equity
Share capital 6 138.6 145.2
Share premium 7 1,043.8 1,038.7
Capital redemption reserve 7 77.0 70.3
Retained earnings 7 2,277.6 2,279.6
Treasury reserve 7 (527.5) (530.0)
Total equity 3,009.5 3,003.8
The profit and loss account of the parent company is omitted from the Company’s accounts by virtue of the exemption granted by section 408 of the Companies Act 2006. The profit
generated in the year for ordinary shareholders, and included in the financial statements of the parent company, amounted to £415.2 (2024/25: £13.8m).
Dominic Paul
Chief Executive
29 April 2026
Hemant Patel
Chief Financial Officer
FINANCIAL STATEMENTS
Whitbread PLC Annual Report and Accounts 2025/26
214
COMPANY STATEMENT OF CHANGES IN EQUITY
Year ended 26 February 2026
Share
capital
(Note 6)
£m
Share
premium
(Note 7)
£m
Capital
redemption
reserve
(Note 7)
£m
Retained
earnings
(Note 7)
£m
Treasury
reserve
(Note 7)
£m
Total
£m
At 29 February 2024 151.8 1,031.8 63.5 2,687.2 (538.1) 3,396.2
Profit for the year — — — 13.8 — 13.8
Total comprehensive income — — — 13.8 — 13.8
Ordinary shares issued on exercise of employee share options 0.1 7.0 — — — 7.1
Loss on ESOT shares issued — — — (8.1) 8.1 —
Accrued share-based payments — — — 16.8 — 16.8
Dividends paid — — — (178.1) — (178.1)
Share buy-back, commitment and cancellation (6.8) — 6.8 (252.0) — (252.0)
Conversion of preference share capital 0.1 (0.1) — — — —
At 27 February 2025 145.2 1,038.7 70.3 2,279.6 (530.0) 3,003.8
Profit for the year — — — 415.2 — 415.2
Total comprehensive income — — — 415.2 — 415.2
Ordinary shares issued on exercise of employee share options 0.1 5.1 — — — 5.2
Loss on ESOT shares issued — — — (13.8) 13.8 —
Accrued share-based payments — — — 16.7 — 16.7
Dividends paid — — — (168.8) — (168.8)
Share buy-back, commitment and cancellation (6.7) — 6.7 (251.3) — (251.3)
Purchase of ESOT shares — — — — (11.3) (11.3)
At 26 February 2026 138.6 1,043.8 77.0 2,277.6 (527.5) 3,009.5
FINANCIAL STATEMENTS
215
Whitbread PLC Annual Report and Accounts 2025/26
NOTES TO THE COMPANY FINANCIAL STATEMENTS
Year ended 26 February 2026
1. Basis of accounting
The financial statements of Whitbread PLC for the year ended 26 February 2026 were
authorised for issue by the Board of Directors on 29 April 2026. The financial year represents
the 52 weeks to 26 February 2026 (prior financial year: 52 weeks to 27 February 2025).
The financial statements are prepared under the historical cost convention and in accordance
with applicable UK Accounting Standards. The Company meets the definition of a qualifying
entity under FRS 100 Application of Financial Reporting Requirements as issued by the
Financial Reporting Council (FRC).
As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions
available under that standard in relation to share-based payments, non-current assets held
for sale, financial instruments, capital management, presentation of comparative information
in respect of certain assets, presentation of a cash flow statement, standards not yet effective,
impairment of non-current assets and related party transactions.
Where required, equivalent disclosures are given in the consolidated financial statements
ofthe Group.
Going Concern
The Directors have concluded that it is appropriate for the financial statements to be
prepared on the Going Concern basis (see Note 2 to the consolidated financial statements).
2. Summary of significant accounting policies
Investments
Investments held as non-current assets are stated at cost less provision for any impairment.
The carrying values of investments are reviewed for impairment when events or changes in
circumstances indicate that the carrying amounts may not be recoverable.
Critical accounting judgements and key sources of estimation uncertainty
In the opinion of the Directors, there are no critical accounting judgements or key sources
of estimation uncertainty in relation to the parent company financial statements.
3. Investment in subsidiary undertakings
Investments at cost
2026
£m
2025
£m
Opening investments 2,489.6 2,472.8
Contributions to subsidiaries in respect of share-based payments 16.7 16.8
Closing investments 2,506.3 2,489.6
Significant trading subsidiary undertakings
Principal activity
Country of
incorporation
Country of
principal
operations
% of equity
and votes
held
Whitbread Group PLC Hotels and restaurants England England 100.0
Premier Inn Hotels Limited Hotels England England 100.0
Whitbread Group PLC, in which the Company has an investment, holds 6% as a general
partnership interest in Moorgate Scottish Limited Partnership (SLP) with Whitbread Pension
Trustees holding the balance as a limited partner. Moorgate SLP holds a 67.8% investment
in a further partnership, Farringdon Scottish Partnership (SP), which was established by the
Group to hold property assets. The remaining 32.2% interest in Farringdon SP is owned by
Whitbread Group PLC. The partnerships were set up in 2009/10 as part of a transaction
with Whitbread Pension Trustees. Further details can be found in Note 32 of the Whitbread
PLC consolidated financial statements.
Shares in Whitbread Group PLC are held directly by Whitbread PLC. Shares in the other
subsidiaries are held directly or indirectly by Whitbread Group PLC or its subsidiaries.
Afulllist of subsidiaries and related undertakings is provided in Note 9.
4. Other receivables
2026
£m
2025
£m
Amounts due from subsidiary undertakings 514.5 523.9
514.5 523.9
Analysed as:
Current 150.0 250.0
Non-current 364.5 273.9
514.5 523.9
Amounts due from subsidiary undertakings are payable on demand and carry an average
quarterly interest rate based upon the group funding.
FINANCIAL STATEMENTS
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
216
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
5. Other payables
2026
£m
2025
£m
Unclaimed dividends 5.5 5.1
Other payable 0.7 —
Corporation tax payable 5.1 4.6
11.3 9.7
6. Share capital
Ordinary share capital
Allotted, called up and fully paid ordinary shares of 76.80 pence each
(2024/25:76.80 pence each)
million £m
At 29 February 2024 197.5 151.8
Issued on exercise of employee share options 0.1 0.1
Conversion of preference share capital 0.1 0.1
Share buy-back, commitment and cancellation (8.9) (6.8)
At 27 February 2025 188.8 145.2
Issued on exercise of employee share options 0.1 0.1
Share buy-back, commitment and cancellation (8.8) (6.7)
At 26 February 2026 180.1 138.6
Employee share options
During the year, options over 0.1m (2024/25: 0.1m) ordinary shares, fully paid, were
exercised by employees under the terms of various share option schemes. The Company
received proceeds of £5.2m (2024/25: £3.3m) on exercise of these options.
Share forfeiture
The Group has implemented a share forfeiture programme following the completion of a
tracing and notification exercise to any shareholders who have not had contact with the
Company over the past 12 years, in accordance with the provisions set out in the Company’s
Articles of Association. Under the share forfeiture programme the shares and dividends
associated with shares of untraced members have been forfeited.
Share buy-back, commitment and cancellation
The Company purchased and cancelled 8.8m (2024/25: 8.9m) shares with a nominal value
of £6.7m (2024/25: £6.8m) under the share buy-back programmes running through this
financial year. Consideration of £250.4m (2024/25: £264.3m), including associated fees and
stamp duty of £1.2m (2024/25: £2.0m), was paid during the year with fees of £0.9m
accrued for (2024/25: £nil).
7. Reserves
Share premium
The share premium reserve is the premium paid on the Company’s 76.80 pence ordinary shares.
Capital redemption reserve
A capital redemption reserve was created on the cancellation of the Company’s B and C
preference shares and the nominal value of cancelled ordinary shares.
217
Whitbread PLC Annual Report and Accounts 2025/26
7. Reserves continued
Retained earnings
Retained earnings are the net earnings not paid out as dividends, but retained to be reinvested.
Treasury reserve
This reserve relates to shares held by an independently managed employee share ownership
trust (ESOT) and treasury shares held by Whitbread PLC. The shares held by the ESOT were
purchased in order to satisfy outstanding employee share options and potential awards
under the Long Term Incentive Plan (LTIP) and other incentive schemes.
The movement in treasury reserves during the year is set out in the table below:
Treasury shares held by
Whitbread PLC
ESOT shares held
million
£m
million
£m
At 29 February 2024
12.5
514.5
0.9
23.6
Exercised during the year
—
—
(0.3)
(8.1)
Purchase of ESOT shares
—
(5.1)
0.2
5.1
At 27 February 2025
12.5
509.4
0.8
20.6
Exercised during the year
—
—
(0.5)
(13.8)
Purchase of ESOT shares
—
—
0.4
11.3
At 26 February 2026
12.5
509.4
0.7
18.1
Distributable reserves
As at 26 February 2026, Whitbread PLC had distributable reserves of £1,500.0m
(2024/25:£1,516.3m).
8. Contingent liabilities
Whitbread PLC is a member of the Whitbread Group PLC VAT group. All members of this
group are jointly and severally liable for the VAT liability. At the balance sheet date Group’s
liability amounted to £33.7m (2024/25: £42.1m).
9. Related parties
Details of related undertakings are shown below:
Active related undertakings
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares parent the parent value (where
Company name incorporation held company company) applicable)
AIRE HIEX Stuttgart
Germany
8
Ordinary
—
100.0
100.0
Verwaltungs GmbH
EUR 50,
000
Elm Hotel
England
1
Ordinary £0.10
—
100.0
100.0
Holdings Limited
Farringdon Scottish
Scotland
2
N/A
N/A
N/A
N/A
Partnership
Leeds City Hotels
England
1
Ordinary
—
100.0
100.0
Limited £100.00
London Hotel Holdings
England
1
Ordinary
—
100.0
100.0
Limited £100.00
London Hotel Holdings
England
1
Ordinary
—
100.0
100.0
2 Limited £100.00
London Hotel Holdings
England
1
Ordinary
—
100.0
100.0
3 Limited £10.00
London Hotel Holdings
England
1
Ordinary
—
100.0
100.0
4 Limited £10.00
London Hotel
England
1
Ordinary
—
100.0
100.0
Holdings 5 Limited £10.00
Manchester Hotel
England
1
Ordinary
—
100.0
100.0
Holdings Limited £10.00
Milton (SC) 2 Limited
Scotland
2
Ordinary £1.00
—
100.0
100.0
Milton (SC) Limited
Scotland
2
Ordinary £1.00
—
100.0
100.0
Milton 1 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Moorgate Scottish
Scotland
2
N/A
N/A
N/A
N/A
Limited Partnership
Newbury Park
England
1
Ordinary
—
100.0
100.0
Hotels Limited £100.00
PI Hotels and Restaurants
Ireland
3
Ordinary EUR 1
—
100.0
100.0
Ireland Limited
Premier Inn (Bath Street)
Jersey
5
Ordinary £1.00
—
100.0
100.0
Limited
FINANCIAL STATEMENTS
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
218
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares parent the parent value (where
Company name incorporation held company company) applicable)
Premier Inn (Guernsey)
Guernsey
15
Ordinary £1.00
—
100.0
100.0
Limited
Premier Inn (Isle of Man)
Isle of Man
4
Ordinary £1.00
—
100.0
100.0
Limited
Premier Inn (Jersey)
Jersey
5
Ordinary £1.00
—
100.0
100.0
Limited
Premier Inn (UK) Limited
England
1
Ordinary £1.00
—
100.0
100.0
Premier Inn AT Holding
Austria
17
Ordinary
—
100.0
100.0
GmbH EUR 35,000
Premier Inn AT
Austria
17
Ordinary
—
100.0
100.0
Hotelbetriebsgesellschaft EUR 35,000
GmbH
Premier Inn AT
Austria
17
Ordinary
—
100.0
100.0
Immobilienbesitz GmbH EUR 35,000
Premier Inn Dortmund
Germany
8
Ordinary
—
100.0
100.0
Königswall GmbH EUR 25,000
Premier Inn Essen City
Germany
8
Ordinary
—
100.0
100.0
Hauptbahnhof GmbH EUR 25,000
Premier Inn Flensburg
Germany
8
Ordinary
—
100.0
100.0
City GmbH EUR 25,000
Premier Inn Frankfurt
Germany
8
Ordinary
—
100.0
100.0
City Ostbahnhof GmbH EUR 25,000
Premier Inn Frankfurt
Germany
8
Ordinary
—
100.0
100.0
Eschborn GmbH EUR 25,000
Premier Inn
England
1
Ordinary £1.00
—
100.0
100.0
Glasgow Limited
Premier Inn GmbH
Germany
8
Ordinary
—
100.0
100.0
EUR 25,000
Premier Inn Hamburg
Germany
8
Ordinary
—
100.0
100.0
Nordanalstrasse GmbH EUR 25,000
Premier Inn Holding GmbH
Germany
8
Ordinary
—
100.0
100.0
EUR 25,000
9. Related parties continued
Active related undertakings continued
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares parent the parent value (where
Company name incorporation held company company) applicable)
Premier Inn Hotel GmbH
Germany
8
There are no
—
100.0
100.0
classes of
shares. The
total nominal
share capital
of amounts to
EUR
300,000
and is divided
into two
shares, one
in the nominal
amount of
EUR 275,000
and one in
the nominal
amount of
EUR 25,000
Premier Inn Hotels Limited
England
1
Ordinary £1.00
—
100.0
100.0
Premier Inn Hotels LLC
United Arab
Ordinary
—
49.0
49.0
Emirates
6
AED 1,000
Premier Inn Hotels Qatar
Qatar
7
Ordinary
—
24.0
24.0
QAR 100.00
Premier Inn Immo 19
Germany
8
Ordinary
—
100.0
100.0
GmbH EUR 25,000
Premier Inn Immo 20
Germany
8
Ordinary
—
100.0
100.0
GmbH EUR 25,000
Premier Inn Immo 21
Germany
8
Ordinary
—
100.0
100.0
GmbH EUR 25,000
Premier Inn Immo 22
Germany
8
Ordinary
—
100.0
100.0
GmbH EUR 25,000
Premier Inn Immo 23
Germany
8
Ordinary
—
100.0
100.0
GmbH EUR 25,000
Premier Inn Immo 24
Germany
8
Ordinary
—
100.0
100.0
GmbH EUR 25,000
Premier Inn Immo
Germany
8
Ordinary
—
100.0
100.0
25 GmbH EUR 25,000
219
Whitbread PLC Annual Report and Accounts 2025/26
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares parent the parent value (where
Company name incorporation held company company) applicable)
Premier Inn International
England
1
Ordinary £1.00
—
100.0
100.0
Development Limited
Premier Inn Manchester
England
1
Ordinary £1.00
—
100.0
100.0
Airport Limited
Premier Inn Mannheim
Germany
8
Ordinary
—
100.0
100.0
Quadrate T1 GmbH EUR 25,000
Premier Inn München
Germany
8
Ordinary
—
100.0
100.0
Frankfurter Ring GmbH EUR 25,000
Premier Inn
England
1
Ordinary £1.00
—
100.0
100.0
Ochre Limited
Premier Inn Rostock
Germany
8
Ordinary
—
100.0
100.0
City Hafen GmbH EUR 25,000
Premier Inn
Germany
8
Ordinary
—
100.0
100.0
Verwaltungsgesellschaft
EUR 50,
000
Süd GmbH
Premier Inn Westminster
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Premier Travel Inn
England
1
Ordinary £1.00
—
100.0
100.0
India Limited
PT. Whitbread Indonesia
Indonesia
10
Ordinary
—
100.0
100.0
USD 1.00
PTI Middle East Limited
United Arab
Ordinary
—
100.0
100.0
Emirates
11
AED 1,000
Quay House Admirals
England
1
Ordinary £1.00
—
100.0
100.0
Way Land Limited
Silk Street Hotels Limited
England
1
Deferred £1.00
—
100.0
99.1
Ordinary
—
100.0
100.0
USD 0.01
St Andrews Homes
England
1
Ordinary £1.00
—
100.0
100.0
Limited
9. Related parties continued
Active related undertakings continued
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares parent the parent value (where
Company name incorporation held company company) applicable)
Swift Hotels Limited
England
1
Ordinary £1.00
—
100.0
99.9
Preference
—
100.0
0.1
£5.00
T.F. Ashe & Nephew
England
1
Deferred £1.00
—
100.0
0.1
Limited
Ordinary £0.01
100.0
100.0
UNA 312. Equity
Germany
8
Ordinary
—
100.0
100.0
Management GmbH EUR 25,000
UNA 352. Equity
Germany
8
Ordinary
—
100.0
100.0
Management GmbH EUR 25,000
Wembley Park
England
1
Ordinary £1.00
—
100.0
100.0
Holdings Limited
Whitbread East
England
1
Ordinary £1.00
—
100.0
100.0
Pennines Limited
Whitbread Group PLC
England
1
Ordinary £0.23
100.0
—
50.0
A ordinary
100.0
—
50.0
£0.25
Whitbread Hotel
England
1
Ordinary £0.10
—
100.0
100.0
Company Limited
Whitbread International
China
9
Ordinary
—
100.0
100.0
Sourcing Business Services RMB 1.00
(Shanghai) Co., Ltd
Whitbread Properties
England
1
5% non-
—
100.0
24.9
Limited cumulative
preference £0.50
7% non-
—
100.0
24.9
cumulative
preference £0.25
Ordinary £0.175
—
100.0
58.7
WHRI Development DMCC United Arab Ordinary
—
100.0
24.9
Emirates
12
AED 1,000
WHRI Holding
England
1
Ordinary £1.00
—
100.0
100.0
Company Limited
FINANCIAL STATEMENTS
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
220
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
Dormant related undertakings
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
Advisebegin Limited
England
1
Ordinary £1.00
—
100.0
100.0
Alastair Campbell &
Scotland
14
Ordinary £1.00
—
100.0
100.0
Company Limited
Archibald Campbell
Scotland
14
Ordinary £1.00
—
100.0
100.0
Hope & King Limited
Autumn Days Limited
England
1
Ordinary £1.00
—
100.0
100.0
Belgrave Hotel Limited
England
1
Ordinary £1.00
—
100.0
100.0
Brickwoods Limited
England
1
Ordinary £0.25
—
100.0
100.0
Belstead Brook Manor
England
1
Ordinary £1.00
—
100.0
100.0
Hotel Limited
Brewers Fayre Limited
England
1
Ordinary £1.00
—
100.0
100.0
Britannia Inns Limited
England
1
Ordinary £1.00
—
100.0
100.0
Broughton Park
England
1
Ordinary £0.01
—
100.0
100.0
Hotel Limited
Carpenters of
Widnes Limited
England
1
Ordinary £1.00
—
100.0
100.0
Deferred
—
100.0
100.0
ordinary £1.00
Cherwell Inns Limited
England
1
A ordinary non-
—
100.0
66.7
voting £1.00
Ordinary £1.00
—
100.0
33.3
Chiswell Overseas Limited
England
1
Ordinary £1.00
—
100.0
100.0
Chiswell Properties Limited
England
1
Ordinary £1.00
—
100.0
100.0
Churchgate Manor
England
1
Ordinary £1.00
—
100.0
100.0
Hotel Limited
Country Club Hotels Limited
England
1
Ordinary £1.00
—
100.0
100.0
Cromwell Hotel (Stevenage)
England
1
Ordinary £1.00
—
100.0
100.0
Cymric Hotel
England
1
Ordinary £1.00
—
100.0
100.0
Company Limited
Danesk Limited
Scotland
13
Ordinary £1.00
—
100.0
100.0
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
David Williams
England
1
Ordinary £1.00
—
100.0
100.0
(Builth)Limited
Dealend Limited
England
1
Ordinary £1.00
—
100.0
100.0
Delamont Freres Limited
England
1
Ordinary £1.00
—
100.0
100.0
Delaunay Freres Limited
England
1
Ordinary £1.00
—
100.0
100.0
Dome Restaurants Limited England
1
Ordinary £1.00
—
100.0
100.0
Dragon Inns and
Restaurants Limited
England
1
Ordinary £1.00
—
100.0
100.0
Dukes Head 1988 Limited
England
1
B ordinary £1.00
—
100.0
100.0
W ordinary £1.00
—
100.0
100.0
Duttons Brewery Limited
England
1
Ordinary £1.00
—
100.0
100.0
E. Lacon & Co., Limited
England
1
Ordinary £1.00
—
100.0
100.0
Evan Evans Bevan Limited
England
1
Ordinary £1.00
—
100.0
100.0
Finite Hotel Systems Limited
England
1
A ordinary £1.00
—
100.0
50.0
B ordinary £1.00
—
100.0
50.0
Fleet Wines & Spirits Limited
England
1
Ordinary £1.00
—
100.0
100.0
Forest of Arden Golf and
Country Club Limited
England
1
Ordinary £1.00
—
100.0
100.0
Gable Care Limited
England
1
Ordinary £1.00
—
100.0
100.0
Goodhews (Castle)
England
1
A ordinary £1.00
—
100.0
51.0
Ordinary £1.00
—
100.0
49.0
Goodhews (Holdings)
England
1
A ordinary £1.00
—
100.0
42.2
Limited
B ordinary £1.00
—
100.0
42.2
C ordinary £1.00
—
100.0
15.6
Goodhews (Inns)
England
1
Ordinary £1.00
—
100.0
100.0
Goodhews (Restaurants)
England
1
Ordinary £1.00
—
100.0
100.0
Goodhews B. & S. Limited England
1
Ordinary £1.00
—
100.0
100.0
Goodhews Enterprises
England
1
Ordinary £1.00
—
100.0
100.0
Goodhews Limited
England
1
Ordinary £1.00
—
100.0
100.0
9. Related parties continued
221
Whitbread PLC Annual Report and Accounts 2025/26
9. Related parties continued
Dormant related undertakings continued
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
Gough Brothers Limited
England
1
Deferred
—
100.0
97.6
ordinary £0.20
Ordinary £1.00
—
100.0
2.4
Grosvenor Leisure Limited England
1
Ordinary £1.00
—
100.0
100.0
Hammock Limited
England
1
Ordinary £1.00
—
100.0
100.0
Hart & Co. (Boats) Limited
England
1
1% non-
—
100.0
99.0
cumulative
preference £1.00
Ordinary £1.00
—
100.0
1.0
1% non-
—
100.0
—
cumulative
preference £0.01
Harveys Leisure
England
1
A ordinary £1.00
—
100.0
70.0
Promotions Limited
B ordinary £1.00
—
100.0
30.0
Hunter & Oliver Limited
England
1
Ordinary £1.00
—
100.0
100.0
J. Burton (Warwick) Limited
England
1
Ordinary £1.00
—
100.0
100.0
J. J. Norman and Ellery
England
1
Ordinary £1.00
—
100.0
100.0
Limited
James Bell and
England
1
Deferred
—
100.0
96.2
Company Limited ordinary £0.25
Ordinary 0.01
—
100.0
3.8
Jestbread Limited
England
1
Ordinary £1.00
—
100.0
100.0
Kingsmills Hotel
Scotland
16
Ordinary £1.00
—
100.0
100.0
Company Limited
Lambtons Ale Limited
England
1
Ordinary £1.00
—
100.0
100.0
Latewise Limited
England
1
Ordinary £1.00
—
53.4
53.4
Lawnpark Limited
England
1
Ordinary £1.00
—
100.0
100.0
Leisure and Retail
England
1
Ordinary £1.00
—
99.6
99.6
Resources Limited
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
Lloyds Avenue
England
1
3% non-
—
100.0
50.0
Catering Limited cumulative
preference £1.00
Ordinary £1.00
—
100.0
50.0
London International
England
1
Ordinary £1.00
—
100.0
100.0
Hotel Limited
Mackeson &
England
1
Ordinary £1.00
—
100.0
100.0
Company Limited
Mackies Wine
England
1
Ordinary £1.00
—
100.0
100.0
Company Limited
Maredrove Limited
England
1
Ordinary £1.00
—
100.0
100.0
Marine Hotel
England
1
Ordinary £1.00
—
100.0
100.0
Porthcawl Limited
Marlow Catering Limited
England
1
Ordinary £1.00
—
100.0
100.0
Meon Valley Golf and
Country Club Limited
England
1
Ordinary £1.00
—
100.0
100.0
Milton 2 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Morans of Bristol Limited
England
1
Ordinary £1.00
—
100.0
100.0
Morris’s Wine
England
1
Ordinary £1.00
—
100.0
5.4
Stores Limited 5.6% non-
—
100.0
94.6
cumulative
preference £1.00
New Clapton Stadium
England
1
Ordinary £0.05
—
100.0
100.0
Company Limited
Norseman Lager Limited
England
1
Ordinary £1.00
—
100.0
100.0
Pacific Caledonian
Scotland
13
Ordinary £1.00
—
100.0
100.0
Properties Limited
Percheron Properties
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Peter Dominic Limited
England
1
Ordinary £1.00
—
100.0
100.0
PI Hotels York Limited
England
1
Ordinary £1.00
—
100.0
100.0
Piquant Caterers Limited
England
1
Ordinary £1.00
—
100.0
100.0
FINANCIAL STATEMENTS
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
222
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
Pizzaland Limited
England
1
Ordinary £1.00
—
100.0
100.0
Premier Inn Limited
England
1
Ordinary £1.00
—
100.0
100.0
Premier Inn Troon Limited England
1
Ordinary £1.00
—
100.0
100.0
Premier Inn Manchester
England
1
Ordinary £1.00
—
100.0
100.0
Trafford Limited
Priory Leisure Limited
England
1
Ordinary £1.00
—
100.0
100.0
Raybain (Northern) Limited
England
1
Ordinary £1.00
—
100.0
100.0
Raybain (Wine Bars)
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Respotel Limited
England
1
Ordinary £1.00
—
100.0
100.0
Rhymney Breweries Limited
England
1
Ordinary £1.00
—
100.0
100.0
S & S Property Limited
England
1
Ordinary £1.00
—
100.0
100.0
S.H. Ward &
England
1
Ordinary £1.00
—
100.0
100.0
Company Limited
Salford Automatics Limited
England
1
Ordinary £1.00
—
100.0
100.0
Scorechance 1 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Scorechance 12 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Scorechance 17 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Scorechance 25 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Scorechance 8 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Sheffield Automatics
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Shewell Limited
England
1
Ordinary £1.00
—
100.0
100.0
Silk Street Hotel
England
1
Ordinary £1.00
—
100.0
100.0
Liverpool Limited
Small & Co.
England
1
Ordinary £1.00
—
100.0
100.0
(Engineering)Limited
Small & Co. Limited
England
1
7% cumulative
—
100.0
0.7
preference £1.00
Ordinary £1.00
—
100.0
99.3
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
Spring Soft Drinks Limited
England
1
Ordinary £1.00
—
100.0
100.0
Sprowston Manor
England
1
Ordinary £1.00
—
100.0
100.0
Hotel Limited
Square October 1 Limited England
1
Ordinary £1.00
—
100.0
100.0
Square October 2 Limited
England
1
Ordinary £1.00
—
100.0
100.0
Square October 3 Limited
England
1
Ordinary £1.00
—
100.0
100.0
St Andrews Homes
England
1
Ordinary £1.00
—
100.0
100.0
(1995) Limited
St Martins Care Homes
England
1
Ordinary £1.00
—
100.0
100.0
Investments Limited
Stoneshell Limited
England
1
Ordinary £1.00
—
100.0
100.0
Stripe Travel Inn Limited
England
1
Ordinary £1.00
—
100.0
100.0
Strong and Co. of
Romsey Limited
England
1
Ordinary £1.00
—
100.0
100.0
Summerfields Care Limited England
1
Ordinary £1.00
—
100.0
100.0
Sun Taverns Limited
England
1
Ordinary £1.00
—
100.0
100.0
Sweetings (Chop House)
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Swift (Lurchrise) Limited
England
1
Ordinary £1.00
—
100.0
100.0
Swift Hotels (1995) Limited
England
1
Ordinary £1.00
—
100.0
100.0
Swift Hotels
England
1
Ordinary £1.00
—
100.0
100.0
(Management) Limited
Swift Inns and
Restaurants Limited
England
1
Ordinary £1.00
—
100.0
100.0
Swift Profit Sharing
England
1
Ordinary £1.00
—
100.0
100.0
Scheme Trustees Limited
Swift Quest Limited
England
1
Ordinary £1.00
—
100.0
100.0
Swingbridge Hotel Limited England
1
Ordinary £1.00
—
100.0
100.0
Tewkesbury Park Golf
England
1
Ordinary £1.00
—
100.0
100.0
and Country Club Limited
9. Related parties continued
Dormant related undertakings continued
223
Whitbread PLC Annual Report and Accounts 2025/26
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
The Barcave Group Limited
England
1
7% cumulative
—
100.0
90.9
preference £1.00
Ordinary £1.00
—
100.0
9.1
The Dominic Group Limited
England
1
Ordinary £1.00
—
100.0
100.0
The Four Seasons Hotel
England
1
8% cumulative
—
100.0
33.0
Investments Limited preference A
£1.00
8% cumulative
—
100.0
28.1
preference B
£1.00
Ordinary £1.00
—
100.0
30.2
Preferred
—
100.0
8.8
ordinary £1.00
The Four Seasons
England
1
Ordinary £1.00
—
100.0
100.0
Hotel Investments
Management Limited
The Four Seasons
England
1
Ordinary £1.00
—
100.0
100.0
Hotel Limited
The Oyster Spa
England
1
Ordinary £1.00
—
100.0
100.0
Company Limited
The Portsmouth
England
1
Ordinary £0.25
—
100.0
100.0
and Brighton United
Breweries, Limited
Thomas Wethered
England
1
Ordinary £1.00
—
100.0
100.0
& Sons Limited
Threlfalls (Liverpool
England
1
Ordinary £1.00
—
100.0
100.0
& Birkenhead) Limited
Threlfalls (Salford) Limited
England
1
Ordinary £1.00
—
100.0
100.0
Trentrise Limited
England
1
Ordinary £1.00
—
100.0
100.0
Uncle Sam’s Limited
England
1
Ordinary £1.00
—
100.0
100.0
Virlat Limited
England
1
Ordinary £1.00
—
100.0
100.0
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
W. M. Darley, Limited
England
1
Ordinary £1.00
—
100.0
49.8
Preference £1.00
—
100.0
49.8
Preferred
—
100.0
0.4
ordinary £0.01
W. R. Wines Limited
England
1
Deferred £1.00
—
100.0
99.0
Ordinary £0.01
—
100.0
1.0
West Country
England
1
Ordinary £1.00
—
100.0
100.0
Breweries Limited
Wentworth Guarantee
England
1
N/A
N/A
N/A
N/A
Company Limited
Wheeler Gate Limited
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread (Condor)
England
1
Ordinary
—
100.0
100.0
Holdings Limited £0.0001
Whitbread (G.C.) Limited
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Company
England
1
Ordinary £1.00
—
100.0
100.0
Two Limited
Whitbread
England
1
Ordinary £1.00
—
100.0
100.0
Developments Limited
Whitbread Devon Limited
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Directors
England
1
Ordinary £0.05
—
100.0
100.0
1 Limited
Whitbread Directors
England
1
Ordinary £1.00
—
100.0
100.0
2 Limited
Whitbread Dunstable
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Whitbread Enterprise
England
1
Ordinary £1.00
—
100.0
100.0
Centre Limited
Whitbread Finance PLC
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Fremlins Limited
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Golf and
England
1
5% non-
—
100.0
45.0
Country Club Limited cumulative
preference £1.00
A ordinary £1.00
—
100.0
55.0
9. Related parties continued
Dormant related undertakings continued
FINANCIAL STATEMENTS
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
Year ended 26 February 2026
224
Whitbread PLC Annual Report and Accounts 2025/26
FINANCIAL STATEMENTS
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
Whitbread Golf Club
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Whitbread Guarantee
England
1
N/A
N/A
N/A
N/A
Company Two Limited
Whitbread Healthcare
England
1
Ordinary £1.00
—
100.0
100.0
Trustees Limited
Whitbread Hotel
England
1
Ordinary £0.05
—
100.0
100.0
(Bournemouth) Limited
Whitbread Hotels
England
1
Deferred £1.00
—
100.0
100.0
(Management) Limited
USD 0.01
—
100.0
—
Whitbread International
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Whitbread International
England
1
Ordinary £0.25
—
100.0
100.0
Trading Limited
Whitbread Investment
England
1
Ordinary £1.00
—
100.0
100.0
Company Limited
Whitbread Investment
England
1
Ordinary £1.00
—
100.0
100.0
Company Securities Limited
Whitbread London Limited England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Nominees
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Whitbread Pension
England
1
N/A
N/A
N/A
N/A
Trustee Directors
Company Limited
Whitbread Pension Trustees
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Pub and
Bars Limited
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Pub
England
1
Ordinary £1.00
—
100.0
100.0
Partnership Limited
Whitbread Pub Restaurants
England
1
Ordinary £1.00
—
100.0
100.0
Business Limited
9. Related parties continued
Dormant related undertakings continued
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
Whitbread Quest
England
1
Ordinary £1.00
—
100.0
100.0
Trustee Limited
Whitbread Restaurants
England
1
Ordinary £1.00
—
100.0
—
(Australia) Limited
Ordinary £0.56
—
100.0
100.0
Whitbread Restaurants
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Whitbread Scotland Limited
Scotland
14
Ordinary £1.00
—
100.0
100.0
Whitbread Secretaries
England
1
Ordinary £0.05
—
100.0
50.0
Limited 4% preference
—
100.0
50.0
£0.05
Whitbread Share Ownership
England
1
N/A
N/A
N/A
N/A
Trustees Limited
Whitbread Spa Company
England
1
Ordinary £1.00
—
100.0
100.0
Limited
Whitbread Sunderland
England
1
Ordinary £1.00
—
100.0
100.0
(1995) Limited
Whitbread Sunderland 2
England
1
Ordinary £1.00
—
100.0
57.0
Limited 5.6% non-
—
100.0
43.0
cumulative
preference
£1.00
Whitbread Sunderland
England
1
Ordinary £5.00
—
100.0
50.0
Limited Preference
—
100.0
50.0
£5.00
Whitbread Trafalgar
England
1
A ordinary
—
100.0
50.0
Properties Limited £1.00
B ordinary
—
100.0
50.0
£1.00
Whitbread UK Limited
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Wales Limited
England
1
Ordinary £1.00
—
100.0
100.0
Whitbread Wessex Limited England
1
Ordinary £1.00
—
100.0
100.0
Whitbread West
England
1
Ordinary £1.00
—
100.0
100.0
Pennines Limited
225
Whitbread PLC Annual Report and Accounts 2025/26
9. Related parties continued
Dormant related undertakings continued
% of class of
% of class of shares held by
shares held the Group (if
by the different from % of nominal
Country of Class of shares the parent the parent value (where
Company name incorporation held company company) applicable)
White Cross Films Limited England
1
Ordinary £1.00
—
100.0
100.0
Wiggin Tree Limited
England
1
Ordinary £1.00
—
100.0
100.0
Willhouse Limited
England
1
Deferred £1.00
—
100.0
50.0
Q ordinary
—
100.0
25.0
£1.00
W ordinary
—
100.0
25.0
£1.00
William Overy
England
1
Ordinary £1.00
—
100.0
100.0
Crane Hire Limited
The registered office of the above companies is as follows:
1 Whitbread Court, Houghton Hall Business Park, Porz Avenue, Dunstable, Bedfordshire LU5 5XE.
2 4th Floor, Saltire Court, 20 Castle Terrace, Edinburgh EH1 2EN, Scotland.
3 Ground Floor, Two Dockland Central, Guild St, North Dock, Dublin D01 K2C5, Ireland.
4 2nd Floor, St Mary’s Court, 20 Hill Street, Douglas IM1 1EU, Isle of Man.
5 4th Floor, St Paul’s Gate, 22–24 New Street, St Helier JE1 4TR, Jersey.
6 Ground Floor, Premier Inn Dubai Investment Park, P.O. Box 35118, Dubai, United Arab Emirates.
7 3rd Floor, Tornado Towers, PO Box 34040, Doha, Qatar.
8 Europa-Allee 22, 60327 Frankfurt am Main, Germany.
9 Room 742, 968 West Beijing Road, Jing’an District, Shanghai, China.
10
Gandaria 8 Office Tower, 19th Floor Unit A1, Jalan Sultan Iskandarmuda, Kebayoran Lama, 12240, Indonesia.
11 TMF Services B.V., Nassima Tower, Office 1401, Sheikh Zayed Road, PO Box 213975, Dubai,
United Arab Emirates.
12 Almas 6C, Almas Tower, Jumeirah Lake Towers, Dubai, United Arab Emirates.
13 4th Floor, 115 George Street, Edinburgh EH2 4JN, Scotland.
14 The Royal Scot Hotel, 111 Glasgow Road, Edinburgh EH12 8NF, Scotland.
15 11 New St, Guernsey GY1 3EG, Guernsey.
16 Swallow Royal Scot Hotel, Glasgow Road, Edinburgh EN12 8NF, Scotland.
17 Hegelgasse 13, 1010 Wien, Austria.
FINANCIAL STATEMENTS
226
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
GLOSSARY
Basic earnings per share (basic EPS)
Profit attributable to the parent shareholders divided by the basic weighted average
number of ordinary shares in issue during the year after deducting treasury shares and
shares held by an independently managed share ownership trust (ESOT).
Cash rent
The total of interest paid on lease liabilities, payment of principal of lease liabilities and
variable lease payments, adjusted to reflect one year’s rent.
Committed pipeline
Sites where the Group has a legal interest in a property (that may be subject to planning/
other conditions) with the intention of opening a hotel in the future. Freehold sites where
we currently have a legal interest (either through agreement to purchase subject to
conditions, or where we have acquired the land/building), however management have
agreed to sell the site, will be removed from the committed pipeline at the point the
decision has been made to sell.
Direct bookings/distribution
Based on stayed bookings in the financial year made direct to the Premier Inn website, the
Premier Inn app, the Premier Inn customer contact centre or hotel front desks.
Food and beverage (F&B) sales
Food and beverage revenue from all Whitbread owned restaurants and integrated hotel
restaurants.
GOSH Charity
Great Ormond Street Hospital Children’s Charity.
IFRS
International Financial Reporting Standards.
Lease debt
In line with methodology used by our credit rating agency, lease-adjusted net debt includes
lease debt. Lease debt is calculated at eight times cash rent.
Occupancy
Number of hotel bedrooms occupied by guests expressed as a percentage of the number
of bedrooms available in the period.
Operating profit
Profit before net finance costs and tax.
OTAs
Online travel agents.
Rent expense
Rental costs recognised in the income statement prior to the adoption of IFRS 16.
Team retention
The number of permanent new starters that we retain for the first 90 days/three months.
Trading site
A joint hotel and restaurant or a standalone hotel.
Segment adjusted operating profit/(loss)
The adjusted operating profit/(loss) excludes the impact of segmental royalty fees charged
from the UK to other segments to aid comparability of segment performance.
WINcard
Whitbread In Numbers – balanced scorecard to measure progress against key performance
targets.
YourSay
Whitbread’s annual employee opinion survey to provide insight into the views of employees.
227
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
ALTERNATIVE PERFORMANCE MEASURES
We use a range of measures to monitor the financial performance of the Group. These measures include both statutory measures in accordance with IFRS and alternative performance
measures (APMs) which are consistent with the way that the business performance is measured internally.
APMs are not defined by IFRS and therefore may not be directly comparable with similarly titled measures reported by other companies. APMs should be considered in addition to, and
are not intended to be a substitute for, or superior to, IFRS measures. Adjusted measures of profitability represent the equivalent IFRS measures adjusted for specific items that we
consider relevant for comparison of the Group’s business either from one period to another or with similar businesses. We report adjusted measures because we believe they provide both
management and investors with useful additional information about the financial performance of the Group’s businesses.
APM
Closest equivalent IFRS
measure Adjustments to reconcile to IFRS measure Definition and purpose
REVENUE MEASURES
Accommodation sales
Revenue Excludes non-room revenue such
as food and beverage
Premier Inn accommodation revenue excluding non-room income such as food and
beverage. The growth in accommodation sales on a year-on-year basis is a good
indicator of the performance of the business.
Reconciliation: Note 3
Average room rate (ARR)
No direct equivalent Refer to definition Accommodation sales divided by the number of rooms occupied by guests. The
Directors consider this to be a useful measure as this is a commonly used industry
metric which facilitates comparison between companies.
RECONCILIATION 2025/26 2024/25
UK accommodation sales (£m) 2,024.9 2,010.1
Number of rooms occupied by guests (’000) 24,710 25,279
UK AVERAGE ROOM RATE (£) 81.95 79.52
Germany accommodation sales (£m) 220.8 197.6
Number of rooms occupied by guests (’000) 2,811 2,631
GERMANY AVERAGE ROOM RATE (£) 78.53 75.08
UK like-for-like accommodation
sales growth
Movement in
accommodation
salesper the
segmentinformation
(Note 3)
Accommodation sales from
non-like-for-like
Year-over-year change in accommodation revenue for outlets open for at least one
year with no significant changes in room numbers. The Directors consider this to be
auseful measure as it is a commonly used performance metric and provides an
indication of underlying revenue trends.
RECONCILIATION 2025/26 2024/25
UK like-for-like accommodation sales growth 0.2% (2.0%)
Impact of extensions >5% of rooms 0.1% —
Contribution from net new hotels 0.4% 2.1%
UK ACCOMMODATION SALES GROWTH 0.7% 0.1%
228
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
APM
Closest equivalent IFRS
measure Adjustments to reconcile to IFRS measure Definition and purpose
REVENUE MEASURES CONTINUED
Revenue per available room
(RevPAR)
No direct equivalent Refer to definition Revenue per available room is also known as ‘yield’. This hotel measure is achieved
bydividing accommodation sales by the number of rooms available. The Directors
consider this to be a useful measure as it is a commonly used performance measure
inthe hotel industry.
RECONCILIATION 2025/26 2024/25
UK accommodation sales (£m) 2,024.9 2,010.1
Available rooms (’000) 31,244 31,206
UK REVPAR (£) 64.81 64.42
Germany accommodation sales (£m) 220.8 197.6
Available rooms (’000) 4,074 3,882
GERMANY REVPAR (£) 54.19 50.90
INCOME STATEMENT MEASURES
Adjusted operating profit/loss
Profit/loss before tax Adjusting items (Note 6), finance
income/costs (Note 8)
Profit/loss before tax, finance costs/income and adjusting items.
Reconciliation: Consolidated income statement
Adjusted tax
Tax charge/credit Adjusting items (Note 6) Tax charge/credit before adjusting items.
Reconciliation: Consolidated income statement
Adjusted profit/loss before tax
Profit/loss before tax Adjusting items (Note 6) Profit/loss before tax and adjusting items.
Reconciliation: Consolidated income statement
Adjusted basic EPS
Basic EPS Adjusting items (Note 6) Adjusted profit attributable to the parent shareholders divided by the basic weighted
average number of ordinary shares in issue during the year after deducting treasury
shares and shares held by an independently managed share ownership trust (ESOT).
Reconciliation: Note 10
Profit/PBT margin
No direct equivalent Refer to definition Segmental adjusted profit before tax divided by segmental adjusted revenue, to
demonstrate profitability margins of the segmental operations.
Reconciliation: Strategic Report
ALTERNATIVE PERFORMANCE MEASURES CONTINUED
229
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
APM
Closest equivalent IFRS
measure Adjustments to reconcile to IFRS measure Definition and purpose
BALANCE SHEET MEASURES
Net cash/debt
Total liabilities from
financing activities
Excludes lease liabilities, other
financial liabilities and derivatives
held to hedge financing activities
Cash and cash equivalents after deducting total borrowings. The Directors consider
this to be a useful measure of the financing position of the Group.
Reconciliation: Note 21
Adjusted net cash/debt
Total liabilities from
financing activities
Excludes lease liabilities, other
financial liabilities and derivatives
held to hedge financing activities,
adjusted for cash assumed by
ratings agencies to not be readily
available.
Net cash/debt adjusted for cash, assumed by ratings agencies to not be readily
available, and excluding unamortised debt-related fees. The Directors consider this to
be a useful measure as it is aligned with the method used by ratings agencies to
assess the financing position of the Group.
RECONCILIATION
2025/26
£m
2024/25
£m
Net debt 709.3 483.4
Less: unamortised debt costs 5.9 7.6
Less: fair value adjustment to bond carrying value 1.1 -
Restricted cash adjustment 10.0 10.0
ADJUSTED NET DEBT 726.3 501.0
Unamortised debt costs of £5.9m (including unamortised arrangement fees of £4.0m)
as well as £1.1m in relation to a fair value credit are included within the carrying value
of borrowings.
Lease-adjusted net debt/cash
Cash and cash
equivalents less total
liabilities from financing
activities
Excludes lease liabilities and
derivatives held to hedge
financing activities. Includes an
adjustment for cash assumed by
ratings agencies to not be readily
available
In line with methodology used by credit rating agencies, lease-adjusted net debt includes
Lease debt which is calculated at 8x Cash rent. The directors consider this to be a useful
measure as it forms the basis of the Group’s leverage targets.
RECONCILIATION
2025/26
£m
2024/25
£m
Adjusted net debt 726.3 501.0
Lease debt 2,827.2 2,580.8
LEASE-ADJUSTED NET DEBT 3,553.5 3,081.8
Net debt/cash and lease
liabilities
Cash and cash
equivalents less total
liabilities from financing
activities
Refer to definition Net debt/cash plus lease liabilities. The Directors consider this to be a useful measure
of the financing position of the Group.
RECONCILIATION
2025/26
£m
2024/25
£m
Net debt 709.3 483.4
Lease liabilities 4,523.1 4,233.8
NET DEBT AND LEASE LIABILITIES 5,232.4 4,717.2
230
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
APM
Closest equivalent IFRS
measure Adjustments to reconcile to IFRS measure Definition and purpose
CASH FLOW MEASURES
Lease-adjusted net debt to
adjusted EBITDAR for leverage
No direct equivalent Refer to definition This measure is a ratio of lease-adjusted net debt compared against the Group’s
adjusted EBITDAR. The Directors use this to monitor the leverage position of the
Group. This measure may not be directly comparable with similarly titled measures
utilised by credit rating agencies; however, on a normalised basis these measures
would be expected to move proportionally in the same direction.
RECONCILIATION
2025/26
£m
2024/25
£m
Lease-adjusted net debt 3,553.5 3,081.8
Adjusted EBITDAR 1,073.9 1,029.9
LEASE-ADJUSTED NET DEBT TO ADJUSTED EBITDAR FOR
LEVERAGE 3.3x 3.0x
Adjusted operating cash flow
Cash generated from
operations
Refer to definition Adjusted operating profit/loss adding back depreciation and amortisation and after
IFRS 16 interest and lease repayments and working capital movement.
The Directors consider this a useful measure as it is a good indicator of the cash
generated which is used to fund future growth and shareholder returns, tax, pension
and interest payments.
RECONCILIATION
2025/26
£m
2024/25
£m
Adjusted operating profit 648.9 629.6
Depreciation – right-of-use assets 208.6 194.3
Depreciation – property, plant and equipment 184.4 177.3
Amortisation 33.2 30.2
ADJUSTED EBITDA (POST-IFRS 16) 1,075.1 1,031.4
Interest paid on lease liabilities (177.0) (166.7)
Payment of principal of lease liabilities (172.9) (148.7)
Net lease incentives (paid)/received (3.1) 2.7
Movement in working capital (9.5) 4.6
ADJUSTED OPERATING CASH FLOW 712.6 723.3
Cash capital expenditure
(‘cash capex’)
No direct equivalent Refer to definition Cash flows on property, plant and equipment including pre-paid amounts, investment
in intangible assets, payments of deferred and contingent consideration, and capital
contributions or loans to joint ventures.
ALTERNATIVE PERFORMANCE MEASURES CONTINUED
231
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
APM
Closest equivalent IFRS
measure Adjustments to reconcile to IFRS measure Definition and purpose
OTHER MEASURES
Adjusted EBITDA
(post-IFRS 16),
adjusted EBITDA
(pre-IFRS 16)
and adjusted EBITDAR
Operating profit Refer to definition Adjusted EBITDA (post-IFRS 16) is profit before tax, adjusting items, interest,
depreciation and amortisation.
Adjusted EBITDA (pre-IFRS 16) is further adjusted to remove rent expense.
Adjusted EBITDAR is profit before tax, adjusting items, interest, depreciation,
amortisation, variable lease payments and rental income.
The Directors consider this measure to be useful as it is a commonly used industry
metric which facilitates comparison between companies. The Group’s RCF covenants
include measures based on adjusted EBITDA (pre-IFRS 16).
RECONCILIATION
2025/26
£m
2024/25
£m
Adjusted operating profit 648.9 629.6
Depreciation – right-of-use assets 208.6 194.3
Depreciation – property, plant and equipment 184.4 177.3
Amortisation 33.2 30.2
ADJUSTED EBITDA (POST-IFRS 16) 1,075.1 1,031.4
Variable lease payments 3.5 4.0
Rental income (4.7) (5.5)
ADJUSTED EBITDAR 1,073.9 1,029.9
Rent expense, variable lease payments and rental income (348.1) (323.4)
ADJUSTED EBITDA (PRE-IFRS 16) 725.8 706.5
232
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
APM
Closest equivalent IFRS
measure Adjustments to reconcile to IFRS measure Definition and purpose
OTHER MEASURES CONTINUED
Return on capital employed
(ROCE)
No direct equivalent Refer to definition Adjusted operating profit/loss (pre-IFRS 16) for the year divided by net assets at the
balance sheet date, adding back net debt, right-of-use assets, lease liabilities, taxation
liabilities, the pension surplus/deficit and derivative financial assets/liabilities, other
financial liabilities and IFRS 16 working capital adjustments.
The Directors consider this to be a useful measure as it expresses the underlying
operating efficiency of the Group and is used as the basis for remuneration targets.
RECONCILIATION
2025/26
Total
£m
UK and
Ireland
£m
Adjusted operating profit 648.9
Depreciation – right-of-use assets 208.6
Rent expense (349.3)
ADJUSTED OPERATING PROFIT PRE-IFRS 16 508.2 494.2
Net assets 3,136.4
Net debt 709.3
Net current tax assets (4.5)
Net deferred tax liabilities 233.7
Pension surplus (131.9)
Derivative financial assets (0.1)
Derivative financial liabilities 9.5
Lease liabilities 4,523.1
Right-of-use assets (3,838.1)
IAS 17 rent adjustments (65.0)
ADJUSTED NET ASSETS 4,572.4 3,886.6
RETURN ON CAPITAL EMPLOYED 11.1% 12.7%
ALTERNATIVE PERFORMANCE MEASURES CONTINUED
233
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
APM
Closest equivalent IFRS
measure Adjustments to reconcile to IFRS measure Definition and purpose
OTHER MEASURES CONTINUED
Return on capital employed
(ROCE) continued
RECONCILIATION
2024/25
Total
£m
UK and
Ireland
£m
Adjusted operating profit 629.6
Depreciation – right-of-use assets 194.3
Rent expense (324.9)
ADJUSTED OPERATING PROFIT PRE-IFRS 16 499.0 497.3
Net assets 3,334.5
Net debt 483.4
Current tax liabilities 12.2
Deferred tax liabilities 234.8
Pension surplus (134.6)
Derivative financial assets (19.9)
Derivative financial liabilities 1.4
Lease liabilities 4,233.8
Right-of-use assets (3,662.7)
IAS 17 rent adjustments (65.0)
ADJUSTED NET ASSETS 4,417.9 3,844.2
RETURN ON CAPITAL EMPLOYED 11.3% 12.9%
234
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
SHAREHOLDER SERVICES
Useful contacts
Registrars
MUFG Corporate Markets Shareholder Services
Central Square
29 Wellington Street
Leeds LS1 4DL
The website address is
www.mpms.mufg.com. For enquiries
regarding your shareholding please
telephone +44 (0)344 855 2327.
Alternatively, you can email:
whitbread@cm.mpms.mufg.com.
Registered office
Whitbread PLC
Whitbread Court
Houghton Hall Business Park, Porz Avenue
Dunstable
Bedfordshire LU5 5XE
General Counsel and Company Secretary
Clare Thomas
Managing your shareholdings
You can manage your shareholdings by
visiting www.whitbread-shares.com. This is
a secure online site where you can:
• sign up to receive shareholder
information by email;
• buy and sell shares via the MUFG
Corporate Markets Share Dealing Service;
• view your holding and get an indicative
valuation; and
• change your personal details.
You will need to have your Investor Code to
hand. This can be found on the following
documentation:
• share certificate;
• dividend voucher; or
• proxy card.
Please ensure that you advise MUFG
Corporate Markets promptly of any change
of address.
Share dealing service
1
For MUFG Corporate Markets Share Dealing
Services you can telephone +44 (0)371 664
0445. Calls are charged at the standard
geographic rate and will vary by provider.
Calls from outside the United Kingdom will
be charged at the applicable international
rate. Lines are open between 8.00am and
4.30pm, Monday to Friday excluding public
holidays in England and Wales.
Private shareholders
Private shareholders are shareholders who
hold their shares in their own name on the
Company’s Register of Members. They have
full voting rights and have the right to
stipulate their communication preferences
and bank account preferences on their own
holding.
Nominee shareholders
Nominee shareholders are underlying
beneficial shareholders who hold their
shares through a nominee company. The
name of the nominee company will appear
on the Company’s Register of Members. It
will depend on the terms and conditions of
the nominee provider as to whether
underlying shareholders receive copies of
the annual general meeting (AGM)
documents and any other Company
documents that are mailed. Dividend
options may also be restricted by the
nominee. If underlying shareholders wish to
receive Company mailings then they have
the right to request to be put on the
beneficial holders’ information rights
register, which can be arranged via their
nominee provider.
Corporate Sponsored Nominee
We worked with MUFG Corporate Markets to
establish the Whitbread Corporate Sponsored
Nominee (CSN). We did this because we
know that a number of shareholders prefer
not to hold their shares in certificated form,
but still wish to receive documents and
benefits from the Company. This has been
raised by shareholders at previous AGMs.
The CSN allows shareholders to hold their
Whitbread shares via a nominee, but also
allows Whitbread to have direct access to the
underlying register, such that we can ensure
that participants receive the documents
and benefits that they request.
If you would like to hold your shares in
theWhitbread CSN, please log on to
www whitbread-shares.com.
If you have notregistered before then you
will need your Investor Code. Your Investor
Code islocated on your share certificate.
On the portal you will find further
information in relation to the Whitbread
CSN. The terms and conditions and various
transfer forms that you will need to review
and complete are located there. If you need
any assistance with the forms or want any
additional support, please email
CustodyMGT@cm.mpms.mufg.com outlining
what you would like to do and they will email
you back with the relevant instructions.
Annual general meeting 2026
The AGM will take place at 2.30pm on
Thursday 18 June 2026 at Whitbread Court,
Porz Avenue, Dunstable LU5 5XE.
Dividend diary 2026/27 (subject to confirmation)
Ex-dividend date for final dividend 21 May 2026
Record date for final dividend 22 May 2026
DRIP election 12 June 2026
Payment date for final dividend 3 July 2026
Ex-dividend date for interim dividend 29 October 2026
Record date for interim dividend 30 October 2026
DRIP election 13 November 2026
Payment date for interim dividend 4 December 2026
1 These details have been provided for information only and any action you take is at your own risk. If
you are in any doubt about what action to take, please consult your own financial adviser. Should you
not wish to use these services you could find a broker in your local area, or on the internet, or enquire
about share dealing at any high street bank or building society. The availability of this service should
not be taken as a recommendation to deal.
235
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
Analysis of ordinary shares at 26 February 2026
Shareholder analysis Shareholding analysis
Range (Up to:)
Number of
holders % holders Holding % capital
100 13,685 51.4822 496,961 0.2757
200 4,369 16.4359 634,694 0.3521
500 4,425 16.6466 1,422,060 0.7889
1,000 2,023 7.6104 1,423,072 0.7895
2,000 938 3.5287 1,285,452 0.7131
5,000 463 1.7418 1,417,969 0.7866
10,000 162 0.6094 1,122,226 0.6226
50,000 256 0.9631 5,911,468 3.2795
100,000 80 0.3010 5,592,000 3.1022
500,000 118 0.4439 26,856,460 14.8989
1,000,000 31 0.1166 21,933,033 12.1676
5,000,000 26 0.0978 48,635,338 26.9810
10,000,000 2 0.0075 16,643,702 9.2333
50,000,000 4 0.0150 46,882,968 26.0089
99,999,999,999 0 0.0000 0
TOTAL 26,582 180,257,403
Capital gains tax
For further information on:
• the market value of shares in the
Company as at 31 March 1982;
• the reduction of capital on 10 May 2001;
and
• the special dividend and share
consolidation in May 2005,
or if you require any further information on
capital gains tax allocations, please refer to
the investors section of the Company’s
website: www.whitbread.co.uk.
Dividend Reinvestment Plan
To reinvest your dividend, you will need to
sign up for the Dividend Reinvestment Plan
(DRIP). Terms and conditions of the DRIP
can be found at www.whitbread-shares.com
or can be requested from MUFG Corporate
Markets. For enquiries regarding the DRIP
please telephone +44 (0)344 855 2327.
Dividend payments by BACS
We can pay your dividends directly to your
bank or building society account using the
Bankers’ Automated Clearing Service
(BACS). This means that your dividend will
be in your account on the same day we
make the payment. Your tax voucher will be
posted to your home address. If you would
like to use this method please ring the
registrars on +44 (0)344 855 2327.
As mentioned in the Chair’s statement on
page 12, we would like to remind you that
cash dividend payments made by the
Company, starting with the interim
dividend, which was paid in December
2025, are now only made by electronic
means. We no longer issue payments by
cheque.
If you haven’t already done so, you will need
to register your bank account details to
enable payment of cash dividends into your
bank account. You can do this using one of
the following methods:
• Via the Share Portal: www.signalshares.com.
If you have not previously registered with the
Share Portal, you will need your Investor
Code (a unique number that can be found on
shareholder correspondence, such as share
certificates or dividend tax confirmations).
Once registered, you will be able to register
your bank account details and obtain
dividend confirmations via the Share Portal.
You can also register a preference to receive
a notification by email that your cash
dividend has been paid into your bank
account.
• By calling MUFG Corporate Markets on
0371 664 0300. If you are outside the United
Kingdom please call +44 371 664 0300.
Opening hours and call charges are as
stated earlier in this letter.
Shareholder FAQs
How can I find the current share price?
You can keep up to date with the current
share price on the Company’s website:
www.whitbread.co.uk.
I have lost my share certificate; how
can I get a replacement?
If you have lost your certificate please
contact the Company’s registrars, MUFG
Corporate Markets, on the shareholder
helpline +44 (0)344 855 2327. They will be
able to assist you in arranging a replacement.
Am I entitled to shareholder benefits?
Shareholders with a holding of 64 shares or
more are eligible to receive a shareholder
benefits card. Those shareholders who have
previously registered to receive the
shareholder benefits card should
automatically have received the card with
the Annual Report and Accounts mailing.
Shareholders who wish to register for a card
can do so by contacting MUFG Corporate
Markets, whose contact details are shown
on page 234.
236
Whitbread PLC Annual Report and Accounts 2025/26
OTHER INFORMATION
Unsolicited mail
We are aware that some shareholders have
had occasion to complain of the use, by
outside organisations, of information obtained
from Whitbread’s share register. Whitbread,
like other companies, cannot by law refuse
to supply such information provided that the
organisation concerned pays the appropriate
statutory fee. If you are a resident in the UK
and wish to stop receiving unsolicited mail
then you should register with the Mailing
Preference Service; you can register online:
www.mpsonline.org.uk.
Shareholder warning
Share and bond scams are often run from
‘boiler rooms’ where fraudsters cold-call
investors offering them worthless,
overpriced or even non-existent shares or
bonds. Boiler rooms use increasingly
sophisticated tactics to approach investors,
offering to buy or sell shares in a way that
will bring a huge return. However, victims
are often left out of pocket – sometimes
losing all of their savings or even their
family home. Even seasoned investors have
been caught out, with the biggest individual
loss recorded by the police being £6m.
Shareholders are advised to be wary of
unsolicited advice, offers to buy shares at
adiscount or offers of free Company
reports. If you receive any unsolicited
investment advice:
• make sure you get the correct name of
the person or organisation;
• check that it is properly authorised by the
FCA before getting involved byvisiting
www.fca.org.uk and contact the firm
using the details on the register;
• report the matter to the FCA either
bycalling 0800 111 6768 or visiting
www.fca.org.uk/scams;
• if the calls persist, hang up; and
• REMEMBER, if it sounds too good to be
true, it probably is!
If you deal with an unauthorised firm, you
will not be eligible to receive payment
under the Financial Services Compensation
Scheme (FSCS) if things go wrong.
The FCA can be contacted by completing
an online form at www.fca.org.uk/scams or
you can call the FCA Consumer Helpline on
0800 111 6768 or Action Fraud on 0300 123
2040 (www.actionfraud.police.uk).
Details of any share dealing facilities that
the Company endorses will be included in
Company mailings.
More detailed information on this or similar
activity can be found on the FCA website,
www.fca.org.uk/consumers.
SHAREHOLDER SERVICES CONTINUED
Produced by Design Portfolio
www.design-portfolio.co.uk
Whitbread PLC’s commitment to environmental stewardship is reflected
inthis Annual Report, which has been printed on Revive 100 Silk, which is
100% post-consumer recycled, FSC
®
certified and totally chlorine free (TCF)
paper. Printed in the UK by Park Communications using vegetable-based
inks, with 99% of dry waste being diverted from landfill. The printer is a
CarbonNeutral
®
company. Both the mill and the printer are certified to
ISO14001 (Environmental Management System) and ISO 9001 (Quality
Management System).
Please recycle.
Whitbread PLC Annual Report and Accounts 2025/26
Whitbread Court
Houghton Hall Business Park
Porz Avenue
Dunstable
Bedfordshire
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