The Companies Act 2006 requires company directors to state how they have had regard to the matters set out in section 172(1)(a) to (f) of the Companies Act 2006 when performing their duties under section 172. These are as follows:

(a) the likely consequences of any decision in the long term,

(b) the interests of the company's employees,

(c) the need to foster the company's business relationships with suppliers, customers and others,

(d) the impact of the company's operations on the community and the environment,

(e) the desirability of the company maintaining a reputation for high standards of business conduct,

and

(f) the need to act fairly as between members of the company.

The consideration given to each of these matters is set out below.

For more information, please refer to the community and corporate responsibility section of our website at: https://www.specsavers.co.uk/about/charitable-partnerships

Statement

(a) Long term decision making

The Specsavers Long-Term Framework underpins all strategic decisions taken by the SEB and this will be used to set the direction for the business until 2030.

Throughout the year, our overall purpose to change lives through better sight and hearing has remained unchanged.

(b) Consideration of employee interests

Each of our people - no matter their role, background, skills or experience - has a part to play in achieving our purpose of changing lives through better sight and hearing. Championing this is hugely important to us, across everything we do, as we inspire and empower our strong global family to be at their very best.

Our success comes from the way we treat each other, live our values, and work together to make Specsavers somewhere everyone feels welcome. Genuine care and inclusion, and personal and professional growth, are at the heart of this ethos - ensuring that our people have the resources and capabilities they need to thrive not only today, but in the ever-changing world of tomorrow.

We're proud of our long-standing collaboration with Great Place To Work® (GPTW), the leading global authority on workplace culture. We conduct annual surveys for all our people, and combine these insights with GPTW's decades of expertise, to continue evolving our world-class colleague experience.

We were again certified as a great place to work in every country in which we operate and we continued to enjoy exceptional success in national, regional and global Best Workplaces™ listings, as reflected in our latest results.

We use feedback from our GPTW surveys to make Specsavers an even better place to work - taking broad actions at regional and functional levels, while supporting leaders and managers to develop plans and create targeted change within their teams.

'Great Space to Work' is just one initiative realised in direct response to survey feedback. Designed to evolve and enhance our support office environments, the project has so far seen major investments in our Nottingham and Guernsey offices, and Melbourne is soon to follow. Work lounges, open-plan collaboration areas and canteen facilities are among the new features, along with a range of wellbeing spaces focused on rejuvenation and reflection.

GPTW forms just one part of our continuous listening culture, ensuring our people's voices shape meaningful change all year round. We support and empower partners, leaders and managers to have great conversations with their teams, and facilitate listening groups, interactive townhall events and development days, so everyone has consistent opportunities to have their say.

(c) Fostering business relationships with customers, partners and suppliers

(i) Customers
From the beginning, our ambition has been to make a difference to people's lives, and ensure that expert care and high-quality products are available to all.

We're dedicated to delivering world-class services and products, with an emphasis on accessibility and value. But delivering this doesn't mean standing still. We're continually improving and enhancing what we do, responding to evolving customer expectations - from investing in the latest equipment, technology and store designs, to making it easier than ever for people to access our services in the ways that best suit them.

We know that simplicity, convenience, and personalised care are ever-more important to our customers, in a world where hybrid digital and in-person journeys are expected. We're evolving the services we offer, and the ways in which we deliver them - transforming and modernising the customer journey to meet changing expectations, while making sure our colleagues have the time and tools to provide the high-quality care and service we're known for.

This multi-year global transformation will blend in-store and digital journeys, making care easier, faster and more personal for customers, and simplifying how colleagues work with smarter systems, processes, data and technology.

We've made significant progress over the past year by preparing to introduce a new retail platform, including the rollout of our new practice management system in the Netherlands. Customers will benefit from the imminent launch of our first-ever globally consistent online store front, giving them greater clarity and confidence in purchasing online. Meanwhile, many colleagues will have access to better data and more modern tools, removing complexity from their roles.

Our new retail platform will give us the foundations to introduce truly blended customer journeys in the second phase of our programme. With valuable input from our partners, we also agreed the scope and began the design of the blended online and in-store experience.

While this will take several years to roll out, it will be the most significant phase in our transformation.

Our global priority remains clear: to deliver a seamless, personalised, end-to-end experience for every customer, everywhere we operate, while making life simpler for colleagues in store and beyond.

(ii) Partners
At Specsavers, we often say that partnership is our 'secret sauce'. Bringing together highly-skilled clinicians and retailers across optometry, audiology and ophthalmology, our bespoke joint venture model is the driving force behind our strategy and success - and continuing to nurture and evolve it is one of our most important priorities.

To ensure our partners have the backing they need to keep changing lives, we maintain a broad, highly-skilled support infrastructure, with more than 4,000 colleagues providing world-class expertise in everything from marketing to operational efficiency.

Providing meaningful professional development for current and future partners supports them to lead thriving, sustainable businesses in their communities. We tailor this learning in each region, ensuring local relevance within a globally consistent framework.

As we continue to expand and evolve our services, welcoming new partners is of critical importance. Pathway, our in-house development programme, guides our next generation of store leaders through every stage of their journey to business ownership, with existing colleagues and external entrants alike benefiting from its comprehensive framework of learning and personalised support.

For partners not quite ready to take the next step, we offer various bespoke approaches to continue their development along this path, or towards leadership more broadly.

We're committed to ensuring our partners have meaningful opportunities to play an active role not just in their own businesses, but in the ongoing overall success of our organisation - and we maintain a range of networks to facilitate this collaboration.

To help us better understand how our partners feel about running their businesses, and what we can do differently to further improve their experiences, we hold annual partner satisfaction surveys. Independently run by leading experts in franchising and joint venture partnerships, these provide an invaluable health-check of the relationships that sit at the very heart of our business.

79% of partners globally took part in the 2025 surveys, which saw some excellent results. These surveys provide essential insight to ensure ongoing improvements in areas such as partner wellbeing through support and development, the impact and effectiveness of the support services we provide and shaping how we engage and listen to partners' views. Satisfaction scores increased across each of the six sentiment dimensions, and were above the sector benchmark.

Connection, collaboration and consultation are fundamental components of the Specsavers partnership. Our regional seminars provide fantastic opportunities for partners to come together and hear first-hand about future plans, through engaging presentations and interactive exhibitions. These events are complemented by regular communications meetings, both in-person and online, to continually share insights, recognise achievements and look ahead to key initiatives.

(iii) Suppliers
Understanding where our products, services, technology and equipment are sourced and made, as well as the risks and the opportunities across our operations, is an essential part of our due diligence. We have strong, long-term relationships with our suppliers, and we work together to ensure those in our supply chain are treated fairly, with dignity and respect. Our regular audits and robust processes aim to ensure that neither bribery and corruption nor slavery and human trafficking exist in our supply chain.

During the last year we held a global supplier conference on various topics relating to sustainability, one of which was key deliverables on ethics. We implemented a revised due diligence process for our Buying teams, underpinning our commitment to protect workers in our supply chain, and we increased the number of the suppliers connected to our SEDEX ethical and environmental data platform, covering 70% of our goods for resale tier 1 suppliers. This supports us to report more transparently on our suppliers' performance, identify risks with greater accuracy, and focus our efforts accordingly.

Over the last two years, 107 supplier sites have taken part in independent third-party social and environmental audits. Where non-compliances are found, we work closely with suppliers to resolve and improve standards, so workers are protected and environmental impacts are addressed. As a result, we're seeing significant improvements in the correction of non-compliances within a shorter timeframe.

(d) Community and environmental impact

(i) Community
We believe healthcare is a basic human right, not a privilege, which is why we're always working to make quality, affordable eyecare and hearing care accessible, supporting those who may face barriers to access. We're dedicated to making a positive impact by integrating into local communities, while creating social value by leveraging our industry influence, geographical presence, skills and resources.

Over the past year, we were involved in several activities in aid of regional, national and international

causes. Our stores also support a multitude of important local projects. From community-led fundraising to international partnerships, we're proud of the difference we make.

Here are some other highlights:

The UK and Ireland

Our teams gave more than £1.6 million to charities and good causes, including long-standing support for organisations such as Glaucoma UK, Blind Veterans UK and Carers UK.

Our homelessness programme continues to support people affected by homelessness who face major barriers to accessing essential eye and ear health services. Through our partnerships with Crisis, The Big Issue, Vision Care, Simon Community NI and EveryYouth, we're aiming to remove those barriers, delivering care where it's needed and influencing national policy. In 2025, our homelessness programme helped more than 1,300 people receive support through in-store clinics (often outside standard retail hours), alongside pop up services in community charity hubs.

Our stores in Ireland continued their partnership with The Hope Foundation by supporting access to eyecare in Kolkata, India.

Northern Europe

Our Give Sight to Tanzania project is one of our most established community initiatives. Each year, volunteers travel to Tanzania to deliver eye care services. On the most recent trip, our Norwegian team conducted an eye camp to deliver more than 1,400 sight tests and provide essential vision care to local communities. Sweden rejoined the programme last year, hosting an additional eye camp and carrying out more than 1,300 sight tests, further expanding our reach. Together, these efforts enabled us to support 2,700 people, improving vision and enhancing quality of life.

In support of Lykkeliga, a national handball league for children with disabilities, we launched a 'Selected by' glasses collection across Denmark curated by their players, donating 250,000 DKK for the community.

We continued working with The Salvation Army in the Netherlands for the sixth consecutive year,

donating a proportion of our glasses and hearing aid sales to raise €190,000 for community centres that aid people in need.

Australia and New Zealand

Our teams donated more than A$3 million to various local charities and not-for-profit organisations.

In our 17th year of partnership, we have donated just short of A$12 million in support of The Fred Hollows Foundation, enhancing access to eyecare for Aboriginal, Torres Strait Islander, and Pacific Islander communities.

Our support for The Foundation spans a number of initiatives; most recently launching limited-edition frames in collaboration with Martu man and Martumili artist, Corban Clause Williams in Australia, and with renowned Maori artist Kura Te Waru Rewiriin New Zealand. Combined, almost 23,000 frames were sold in 2025, raising more than A$560,000.

Over the past year, our donations helped The Foundation and its programme partners provide 48,926 eye tests, perform 2,187 eye surgeries and treatments and 4,590 diabetic retinopathy treatments, distribute 8,640 pairs of glasses, and train 83 eye care professionals - as well as enable training or continuing education for 197 healthcare workers.

Through our Kids Go Free programme in New Zealand, our optometrists conducted more than 76,000

free eye tests for children under 16, helping parents to keep track of eye health and take preventative measures.

(ii) Environment
We're committed to taking responsibility for the impact we have on the planet by improving how we run our business, from the products we source to the stores, support offices and sites we operate.

The Non-financial and sustainability information statement - climate related financial disclosures section of this Strategic Report, provides more information on (1) to (3), below.

(1) Decarbonisation

By reducing our carbon emissions, aligned to science-based targets, we aim to reach net zero carbon across our business by 2050 at the latest, and to achieve a 50% reduction in scope 1 and 2 emissions and a 25% reduction in scope 3 emissions by 2030. We're continually improving our processes and activities to build resilience against climate change and take meaningful steps to further reduce our environmental footprint.

All operations across Northern Europe, including our manufacturing and distribution site in Hungary, Szatmar, are powered by 100% renewable electricity, as are all the buildings we operate or occupy in Australia.

In addition, a comprehensive LED lighting upgrade at Szatmar cut electricity use by 300,000 kWh annually, and an on-site solar panel installation now generates approximately 500,000 kWh of electricity each year.

Our UK support offices also benefited from energy efficiency upgrades with the installation of almost 500 solar panels at our Guernsey site, and a switch from gas heating systems to electric heat pumps powered by renewable electricity in Nottingham. Based on current modelling, the heat pumps are expected to reduce annual operational carbon emissions by approximately 21tCO2.

To support our calculation of Scope 3 emissions (those generated by suppliers and organisations we work with), we launched a supplier engagement campaign and webinars. The first phase targeted our suppliers with the most material spend, educating on our decarbonisation strategy, calculation methods and reduction opportunities.

(2) Products and materials

We define sustainable materials as those from renewable or recycled sources, that are capable of being recycled or biodegraded at end-of-life under appropriate conditions. We assess these based on supplier data, material testing and recognised third party certifications, supported by established, quality sustainability and supply chain controls.

Across our global frame range, over 44% of our available frame options (a 14% increase on last year) and 80% of our glasses cases currently contain materials that meet our defined sustainability criteria. We successfully transitioned our standard demo lenses to recycled plastic. This milestone covers over 2,300 SKUs across 34 manufacturers, all now produced using 100% recycled PMMA. Globally, this means more than 26 million demo lenses switching to recycled plastic, significantly reducing our reliance on virgin materials and supporting a more circular approach to product design.

We analysed the results of our optics Life Cycle Assessments (LCA) on key optical products, including frames, ophthalmic lenses and monthly and daily contact lenses. This has given us deeper insight to

help prioritise work on our environmental impacts and the choices associated with material and manufacturing processes.

(3) Packaging

We introduced a process to recycle backing paper from our labels at manufacturing sites in the UK, aiming to reduce our packaging waste by approximately seven tonnes annually.

A trial involving the use of plant oils in place of crude oil-derived materials in our own-brand contact lens packaging indicated a positive reduction in environmental impact associated with virgin raw materials.

Using advanced auto-sortation robots, we reduced the number of store dispatches from our Kidderminster manufacturing sites by two-thirds. This change eliminated almost 300,000 parcels annually, and decreased the amount of cardboard waste that each store needs to recycle.

(4) Water

Through a targeted programme of operational upgrades, we achieved a 3.56% year-on-year reduction in water use across our UK manufacturing and distribution sites.

By enhancing the efficiency of our ophthalmic lens washing lines, lowering flow rates on hard coating equipment, and streamlining water management in our coating pre etch machinery, we delivered measurable savings in water consumption.

(5) Resource management

We continued end-of-product-life recycling programmes, enabling customers to donate their pre-loved prescription glasses and sunglasses for charitable and environmental causes.

In Australia and New Zealand, we partnered with Opticycle to develop a recycling solution for frames, lenses, contact lens blister packs, and optical manufacturing materials and returns generated through lens production, finishing and product lifecycle activities.

Recycling solutions for glasses are in place across our Northern European region, with the Netherlands and Denmark launching partnerships with TerraCycle® to ensure frames returned from stores, such as discontinued or damaged stock, are recycled responsibly. For hearing aids, in line with the EU Waste Electrical and Electronic Equipment (WEEE) Directive and the Dutch Green Deal, we return customers' end-of-life products to manufacturers for recycling and certified disposal.

In the UK, MyGroup collect used glasses, contact lenses, frame cases, contact lens packaging and demo lenses from our stores to be reused as new products, repurposing more than 70 tonnes of materials.

We're also working to reduce operational waste from our stores, including general, recycling and food waste. Across the UK and Ireland, over 320 businesses are now partnered with First Mile to manage and prevent disposing of waste to landfill.

We're now a proud Network Member of the Ellen MacArthur Foundation, which is committed to the creation of a circular economy that eliminates waste and pollution, circulates products and materials, and regenerates nature, creating an economy that benefits people, business, and the natural world. Joining the Foundation is a big step towards hitting our environmental goals and creating a model where our products and resources get reused and repurposed as much as possible, while continuing to offer great value and life-changing sight and hearing services.

(e) Trading ethically

As highlighted above in sections (b) to (d) of this Section 172(1) statement, we're committed to being ethical across our business, including striving to create an environment where everyone can bring their best self to work and be inspired by our vision to change lives through better sight and hearing, safeguarding human rights, underpinned by a supply chain that treats people with dignity and respect, understanding where our products are sourced and made, as well as the risks and the opportunities across our operations, and being committed to taking responsibility for the impact our business has on the planet by improving our processes and activities.

(f) Treating all shareholders fairly

The company is 100% owned by Specsavers Optical Group Limited, and Specsavers is beneficially owned by DID and ML Perkins, both of whom are members of the SEB and SIHL board, as well as the board of the company.