Building foundations
for the future
Annual report 2025
Corporate governance,
risk & remuneration
Financial statements Sustainability statements Auditor reports Information about this reportStrategic report
2 > Ontex annual report 2025
Contents
Corporate governance
statement
22
General information 24
Board & executive management
25
Share capital, shareholders and investor
engagement
37
Relevant information in the event of a
takeover bid
42
Conflicts of interest
49
Compliance with the 2020 Corporate
Governance Code
50
Events after the end of the reporting period
51
Risk management and internal control
network
52
Remuneration report
65
Strategic report 2
Letter from Chairman & CEO 03
Ontex at a glance
05
How we create value
09
Consolidated financial
statements
78
Statement of the Board of
Directors General information
80
General information
81
Consolidated financial statements
84
Notes to the consolidated
financial statements
90
Summary statutory
financial statements
160
Sustainability
statements
162
Creating value through sustainability 163
General information
164
Environmental information
188
Social information
215
Governance information
248
Auditor reports 254
Information about
this report
264
Statutory auditor’s report on the consolidated
accounts
255
Limited assurance report of the statutory
auditor on the consolidated sustainability
statement
260
Glossary
265
Financial calendar
266
About this report
267
Disclaimer
267
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3 > Ontex annual report 2025
Dear stakeholders
2025 was a challenging year for Ontex.
Market consumption of baby care
products dropped, competitive
pressure from A-brands intensified,
and our overall performance
was significantly below our initial
expectations. 2025 was also a year
of focused execution, during which
important groundwork was laid to
prepare the company for sustainable
value creation in the years ahead.
Refocus on our core
Over the past three years, Ontex has
undergone a significant trans-
formation. In 2025, this journey
reached a key milestone with the
divestment of our Brazilian and Turkish
businesses. The sharper focus on
retailer and healthcare brands in
Europe and North America enables
clearer strategic choices and a more
disciplined allocation of resources
towards areas with the greatest
long-term potential.
Strengthening efficiency,
innovation & customer focus
Operational efficiency continued to
improve, building on earlier footprint
and platform optimizations, again
delivering significant savings. While
these efforts did not offset the impact
of lower volumes, they constitute
essential structural actions to improve
competitiveness and resilience.
Innovation gained depth, relevance,
and speed across our three
categories. Investments in R&D
capabilities improved our ability to
translate consumer insights into
scalable, affordable, and more
sustainable solutions.
Customer focus remained central.
Partnerships with retailers deepened
in Europe and North America through
closer collaboration and more
integrated ways of working.
While market dynamics were volatile,
particularly in baby care, the
foundations for longer-term value
creation were strengthened. Notably,
adult care became Ontex’s largest
category. This is important, as we hold
a strong position in this growing
category, reflecting both demographic
trends and our strategic focus.
Reinforcing foundations
We took disciplined actions to
strengthen the balance sheet.
The successful refinancing of our
senior bond extended maturities
and reduced risk. Together with the
completion of the divestments, these
actions provide a more stable financial
platform, even if leverage increased
moderately due to lower earnings.
In line with our commitment to strong
corporate governance, several
improvements were implemented
following the 2024 Board effectiveness
assessment. We strengthened the
Board with the appointment of three
new members: Julie Hamilton and Els
Verbraecken, who joined in 2025, and
Lorenzo Grabau, who joined in early
"In 2025, we have laid important groundwork
to strengthen Ontex’s foundations and
prepare the company for sustainable value
creation in the years ahead."
Laurent Nielly, CEO
"We strengthened the Board with
three new members, bringing complementary
experience. Their perspectives further
enhance the Board’s ability to challenge,
support, and guide the company."
Hans Van Bylen,
Chairman of the Board
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4 > Ontex annual report 2025
2026 – bringing complementary
experience across industries
and geographies. Their perspectives
further enhance the Board’s ability
to challenge, support, and guide
the company.
Looking ahead
2025 demonstrated the passion,
commitment, and resilience of our
people. Across all functions and
geographies, our teams continued
to deliver, adapt, and improve in
partnership with customers, suppliers,
financial stakeholders, and other
partners who continue to place
their trust in Ontex.
But challenges remain. In January
2026, under the leadership of our
newly appointed CEO, Laurent Nielly,
we therefore announced the launch
of a strategic review to assess all levers
of value creation, including business
portfolio, operational footprint, route
to market, and cash generation.
This review goes beyond the clear
priorities we have set for 2026, with
a strong focus on execution, financial
discipline, and cash.
We believe that, with the actions taken
and the foundations built over
the past years, Ontex is positioned
to move forward with confidence.
We remain fully committed to driving
the significant change needed to build
a stronger, more competitive company
and to unlock Ontex’s intrinsic value
for our customers, our consumers,
our people, and our shareholders.
Here for you.
-5%
LFL volume growth
€(25)M
free cash flow
10%
adj. EBITDA margin
(-2.0pp)
Ascore
for CDP Climate
Action
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5 > Ontex annual report 2025
Ontex at a glance
Defining our path
Since 1979, we’ve been working together with our stakeholders
to make high-quality products accessible to all.
Our purpose, vision, and strategy guide where Ontex is going,
and how everyone can contribute, to create value
for our stakeholders.
Strategy
Leadership in Europe
& North America
in baby, feminine,
and adult care.
Vision
Be the #1 trusted
partner for retailer
and healthcare brands.
Purpose
Making everyday life
easier, across
generations.
5
strategic pillars
>> Read more about how our strategic priorities
create value for our stakeholders on page 9
Cost-efficient
operations
True
customer
centricity
Performance
driven
organization
Cost-efficient operations
Strengthening operational foundations that balance
resilience, quality and cost, while harmonizing and
upgrading assets, optimizing networks, and pursuing
manufacturing and industrial excellence.
Strong
sustainability
performance
Sustainability performance
Incorporating sustainability into every product,
investing in our people, and upholding high
ethical standards with full transparency
throughout the value chain, as a long-term
foundation for trust and responsible growth.
Competitive
innovation
Competitive innovation
Partnering for faster and relevant
innovation, creating cost-effective,
high-quality and sustainable products,
and driving innovation with a unified,
future-ready product platform.
Performance-driven organization
Simplifying processes, promoting a value- and results-
driven culture, and embracing a diverse and inclusive
workforce.
Customer centricity
Building strong relationships, ensuring
excellent service, and simplifying
portfolios for business success.
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6 > Ontex annual report 2025
Ontex at a glance
Our categories
Our innovations are for everyone, and bring
comfort, confidence, and dignity to people
across generations.
By working with retailers, healthcare
institutions, suppliers and other
stakeholders, we make high-quality baby
care, feminine care and adult care products
accessible to all.
>> Read more about our markets on page 12
>> Read more about our innovations on page 1
4
Feminine care
13
%
Our feminine care products – pads,
liners and tampons – are designed
with protection, comfort and
innovation in mind.
We are here to support, by offering
solutions that suit a variety of needs,
preferences, and lifestyles, so one
can feel confident every day.
Adult care
46
%
We know that discretion, protection,
and dignity matter most when
it comes to incontinence solutions.
That’s why our products – pads, adult
diapers and pants – are designed
to meet these needs, offering
options for every level of care.
We provide solutions to consumers
and healthcare partners, enabling
caregivers to provide the best
possible care.
Baby care
40
%
In baby care, we are all about
offering the best value, no matter
what families need.
We listen to parents, keep an eye
on trends, and explore new materials
to improve our product designs.
This approach helps us create
diapers and pants that keep babies
and toddlers happy and comfortable,
and their parents reassured.
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7 > Ontex annual report 2025
Production
facilities
Sales &
marketing
R&D
centers
Belgium
Czech
Republic
France
Germany
Italy
Poland
Russia
Spain
United
Kingdom
Australia
USA
Mexico
Ontex at a glance
Our presence*
*As per December 31, 2025
5
R&D centers
11
Production
facilities
10
Countries with
Sales & Marketing sites
Our agile manufacturing network
helps us deliver reliable quality
to customers across Europe
and North America.
Our R&D centers foster fast
and smart innovation, in close
collaboration with our engineering
and operations teams, placing
consumers, customers
and partners at the core of value
creation.
Our regional sales and marketing
offices keep us close to customers,
combining local knowledge
with our market expertise.
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Ontex at a glance
Our people
and culture
Our culture is not something we take
for granted. It’s backed by a set of values
that we’re fully behind as an organization,
and that inspire our people in everything
we do.
By expressing and living these values,
we want to stimulate a lively and purposeful
workplace where everyone feels appreciated
and can take pride in their contribution –
individually and as a team – while helping
to strengthen the foundations for Ontex’s
future.
78
nationalities
Passion: We bring positive energy to work
every day, commit to advancing Ontex
and our purpose, and celebrate
our achievements.
Reliability: We take ownership and keep
our promises. We are accountable
for the results we deliver.
Integrity: We stand up for what’s right
and we respect others.
We speak up and do the right thing,
even when it’s hard.
Trust is at the heart of everything we do.
Drive for results: We plan and play to win.
We take risks, focus on what matters
most, and act with speed
and pragmatism.
Everyone: We succeed as one Team
Ontex. We act with unity and inclusion,
embrace diversity and truly care
for each other.
Our five values are expressed
in the acronym P.R.I.D.E.
Our P.R.I.D.E. champions
Industrialization Team,
represented by
Pierguido Paolini (IT)
Global Process
Quentin Godar, Commercial
Excellence Manager
France & BeLux
Segovia Plant Team,
represented by
Ángel Luis Miguel
Garrido (ES)
Karen Baeyens,
HR generalist
in Buggenhout (BE)
Daniele Tancredi,
Finance Manager
Italy
Our annually elected P.R.I.D.E. champions
exemplify the core Ontex values.
These team and individual champions –
all nominated by their peers – are a symbol
of the spirit and dedication that defines Ontex.
Brittanie Hesman,
Operations System
Supervisor Stokesdale
(US)
4,908employees*:
*As per December 31, 2025
5
values
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9 > Ontex annual report 2025
How we create value
Our purpose, vision and strategy direct everything we do at Ontex and help us create value for our stakeholders.
1 Ontex has identified six UN Sustainable Development Goals on which it can have the most impact, through its operations or across the value chain, in line with the materiality analysis. You can read more about this topic on page 16
and in the sustainability statements of this report.
Competitive and
sustainable innovation
Business
expansion
Best-in-class
operations
Employees
2.61
accidents
per million hours
worked
18%
turnover rate
Markets
& society
€16M
taxes paid
Innovation
& IP
714
active patents
and applications
29
new patent
families
Resources &
environment
39%
scope 1 & 2 GHG
emission reduction
9%
scope 3 GHG
emission reduction
Operations
4.9%
operating efficiency
gains
16.7bn
hygiene items
produced
Financial
capital
€176M
adjusted EBITDA
€(25)M
free cash flow
€1.76bn
revenue
5
R&D
centers
100%
renewable
electricity
11
factories
€577M
net financial
debt
4,908
employees
€0.28bn
services paid
to providers
€19M
operational & capital
expenditure
52%
renewable
materials
€81M
capital
expenditure
€404M
market
capitalization
22%
women in leadership
Our impact
1
Our outputOur value creation driversOur capital Our input
€0.94bn
raw materials
paid to suppliers
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Market context
At Ontex, the employee experience is evolving as AI
becomes part of daily work. In 2025, we introduced two
concrete AI tools in our core people processes. An AI
assistant helps employees and people managers draft
clear objectives and prepare feedback conversations.
An AI coach guides employees to learning and
development options that match their needs, lowering
the threshold to build new skills. We expect these tools
to become more embedded in our performance
and learning cycles in the coming years.
Ontex continues to see Diversity, Equity, and Inclusion
as essential to a healthy and high-performing workplace.
The company reinforced its commitment through
adopting the UN Women’s Empowerment Principles
and a refreshed global strategy to build a fair, inclusive
environment for all.
Key achievements
We took meaningful steps to support our people,
strengthen skills, and improve the employee journey.
We deployed a digital learning platform (see 'Learning
in the flow of work’ page 11) across production sites,
giving operators direct access to training content and
clear visibility on the competencies linked to their roles.
Tablets on the line allow employees to learn in the flow
of work, while line leaders can track skills in real time
and identify gaps. This shift from paper-based to digital
learning increased training hours and made
development more practical and traceable.
We launched a global Employee Assistance Program,
offering employees and their families free, confidential
24/7 support on health, work, financial, legal,
and personal matters. The program will expand to full
coverage in 2026. With 2025 being a demanding year,
marked by uncertainty and transformation, this support
played an important role in promoting wellbeing
and psychological safety.
We also improved the candidate and employee
experience end-to-end. We brought our people promise
— “For people who love to take pride in the work they
do” — to the forefront of our employer brand
and strengthened onboarding to help new colleagues
feel welcome and effective from day one.
In 2025, we adapted our performance management
methodology to evaluate and recognize employees not
only for achieving their annual targets, but also for their
daily contributions. This makes the performance review
more complete, clear, and fair.
These actions, among many others, reflect our long-term
commitment to people, growth, and care, while building
strong foundations for the future.
Strategic report
Employees
22%
women in
leadership
18%
turnover
rate
57%
engagement &
wellbeing score
“At Ontex, learning is part
of everyday work.
Whether on the production
line or through AI-powered tools,
we help people build skills with
confidence. When employees
grow, our business grows,
and that is what makes our PRIDE
values tangible.”
Jonas Deroo
Chief HR & Legal Officer
14
20
0 5 10 15 20 25
2024
2025
Training hours per employee :
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11 > Ontex annual report 2025
Stakeholder engagement
We stay closely connected with employees through
regular global and local touchpoints, including
our Leadership Summit, Global Staff Updates, and plant
townhalls. Our rebuilt intranet improves information
sharing and communication across the organization.
We also run six-monthly engagement surveys to gather
feedback and use our Speak Up platform to report
concerns related to ethics.
We engage with social partners through transparent
and constructive dialogue in Belgium, France, Germany,
Spain, Italy, Czech Republic, and Mexico.
In 2025, we strengthened formal collaboration
by updating our European Works Council Agreement
to reflect our evolving structure and needs.
Strategic report
Employees
Success story
Learning in the flow of work
In 2025, we strengthened our learning ecosystem
across production sites, making development
practical, visible, and part of daily work. The digital
learning platform, first piloted in Dourges, Segovia,
Ortona, and Stokesdale, brings modern learning
directly to the shopfloor. Operators can now access
job-relevant content directly through shared tablets
and computers, scanning a QR code to review tasks,
safety guidance, machine operation standards,
and onboarding steps. Line leaders can monitor
skills in real time, helping to identify gaps
and prioritize training. Training hours increased
by 40%, and onboarding became faster and more
consistent.
This progress also strengthened audit readiness:
every qualification and training record is now
traceable. This transparency about the skills
and knowledge of our employees improves
confidence for auditors, customers and teams.
The platform continues to expand, helping internal
experts create and share localized content
that reflects real work and real needs.
As roll-out accelerates, every major plant will benefit
from more structured, relevant, and empowering
learning, supporting a skilled, agile workforce.
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Market context
In Europe, aging populations continue to drive growth
in the adult care market, both overall and in private
label, increasingly through retail and self-pay channels
as public reimbursement tightens. In contrast, baby care
demand remains under pressure, as birth rates continue
to decline, reinforced by a challenging economy.
Against this backdrop, A-brands are defending volumes
in baby care through intense promotional activity across
Europe and North America, supported by continued
investment in e- and social media commerce. Retailers
benefited short term from this promotion-driven traffic
but are increasingly refocusing on strengthening their
own brands to rebuild loyalty and long-term value; the
intrinsic value of strong retailer brands remains, creating
renewed opportunity for collaboration around retailer
brand growth. In feminine care, demand remains
broadly stable.
While the ongoing economic strain faced by low-to-
middle income consumers led to the continued growth
of private labels in most categories, the private label
baby diaper segment was negatively impacted by
a smaller consumer pool. We expect this trend
to improve as value remains paramount for consumers
in this category.
Key achievements: Europe
We maintained a positive balance between contract
gains and losses, including in baby care.
New contracts started to materialize toward year end,
providing encouraging signals despite a challenging
market context.
This progress reflects our renewed focus on customer
centricity, supported by more agile, multifunctional
teams, closer listening to customer needs, faster
responsiveness, and a more integrated customer
engagement model.
In adult care, the first wave of platform standardization
in adult pants and light incontinence pants in Europe
reduced complexity, waste, and cost, further laying
the foundation for scalable growth.
We also advanced our packaging transformation across
categories. This strengthened regulatory compliance and
sustainability performance, optimized total cost to serve,
and improved shelf impact and purchase intent through
new technologies and neuroscience insights.
Markets & society
“In 2025, new contracts started to
gain traction, including in baby care,
creating positive momentum,
and confirming our strengthened
competitiveness, powered
by customer focus,
faster execution, and agile,
cross-functional teams.”
Laurent Nielly
President Europe
Key achievements:
North America
We launched our first private label baby pants
in the US, starting with a limited retail test and rapidly
scaling threefold. The proposition resonated strongly
with consumers, supported by online adoption,
with increasing sales through e-commerce channels.
€1.76bn
revenue
€16M
taxes paid
€937M
raw materials paid to
suppliers
€282M
services paid to
providers
Strategic report
Revenue in € bn:
1.67
1.79
1.86
1.76
0.0 0.5 1.0 1.5 2.0
2…
2…
2…
2…
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Markets & society
Raising the bar for training
pants in the US
Ontex successfully launched a new, high-performing
Training Pants proposition for the US market,
following a 10+ month co-creation partnership
with a leading national retailer.
From the start, the collaboration was built on
expert-to-expert alignment, bringing together
commercial, R&D, supply chain, and quality teams
from both organizations. This close cooperation
ensured that consumer insights, performance
expectations, and operational requirements
were fully integrated into the product design.
The result is Ontex’s highest-performing Training
Pants to date, delivering improved fit, protection,
and comfort for growing toddlers. Ratings and
reviews exceeded expectations, with an average
score above 4.5 stars, confirming strong consumer
acceptance.
The project also leveraged expertise from Ontex’s
US teams and its Global Center of Excellence for
Baby Care, combining local market understanding
with global innovation capabilities. This success
demonstrates how deep customer collaboration,
paired with operational readiness, can accelerate
innovation and deliver value at scale for families,
retailers, and Ontex alike.
Stakeholder engagement
We strengthened customer intimacy through a well-
established commercial ecosystem.
This included top-to-top meetings and recurring on-site
customer visits, enabling comprehensive discussions
on various aspects of the market.
“We expanded our baby care range
in the US through close
collaboration with leading retailers.
By combining consumer insight with
strong execution, we delivered
higher-performing products that
resonate with families across
channels.”
Paul Wood
President North America
We also introduced our highest-performing training
pants in partnership with a key retailer, achieving
average ratings above 4.5 stars (See success story on
page 13).
We expanded baby care market share in retailer brands
through several new retail launches, alongside a broader
product portfolio and expanded size ranges.
These additions responded to evolving consumer needs
and improved availability across key retail and online
channels.
Success story
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Market context
Ongoing geopolitical and economic uncertainty
influences how people think about health, value,
and wellbeing. Consumers seek inclusive approaches
to health and show greater openness towards adult care
products. Financial caution drives demand for flexibility,
affordability, and clear value for money.
Sustainability expectations continue to evolve in
response to global developments. Consumers
increasingly recognize climate change as a significant
issue and expect companies to demonstrate clear,
responsible climate action while maintaining simplicity
and transparency. At the same time, health is viewed
more holistically, with stakeholders looking at brands to
support both physical and mental wellbeing through
meaningful, credible initiatives.
Against this backdrop, technology readiness must
accelerate. Features, such as improved softness, are
no longer differentiators but essential. In parallel, US
and European regulations on packaging, ingredient
transparency, and sustainability raise the baseline
for innovation and compliance.
Key achievements
The opening of the R&D center in Segovia, Spain,
marked a major milestone. Fully operational in 2025, this
fifth R&D hub strengthens our European footprint and
shortens time-to-market. The Segovia site also expanded
its manufacturing capacity through new, automated
lines, adding over 100 job opportunities. (See ‘Segovia:
building innovation into everyday operations’ on page
15.)
In feminine care, we launched a multi-liquid liner
designed for menstrual flow, light bladder leaks,
and daily vaginal discharges, addressing evolving daily
needs, also around perimenopause and menopause.
Consumer testing confirmed performance on par
with the leading A-brand. In baby care, we introduced
front-and-back barrier diapers with a navel cut-out
in the US, and expanded the Dreamshield
®
360 portfolio
with Night Pants.
Sustainable innovation progressed with the introduction
of bioSAP, lower-carbon bio-based absorbent
materials, and mechanically post-consumer recycled
packaging (mPCR). mPCR supplier validation now
enables scale, impacting more than 100 million units
annually and supporting our target of 75% recycled
content in bags.
Strategic report
Innovation
5
R&D centers
€19M
operational and capital
expenditure
714
active patents
and applications
29
new patent families
“2025 marked an important step
in strengthening our innovation
intelligence. By formalizing how
we capture insights from
suppliers, markets and trends,
we translate long-term signals
into concrete input for our
innovation pipeline and build
strong foundations
for the future.“
Annick De Poorter
Chief Innovation &
Sustainability Officer
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Stakeholder engagement
We engaged with regulators and auditors through
recurring touchpoints embedded in our design
and development processes. Regular audits by certifying
bodies support compliance with quality
and environmental certifications, including ISO 9001,
ISO 13485, and ISO 14001.
We collaborate closely with customers through
top-to-top meetings, product demos, and innovation
workshops.
We work with suppliers through a strategic collaboration
program, piloted in 2024, and rolled out in 2025,
including executive-level meetings and innovation
workshops.
Strategic report
Innovation
Segovia: building innovation
into everyday operations
The new R&D Center in Segovia reinforces Ontex’s
commitment to fast, affordable, and sustainable
innovation. Situated within the Segovia
manufacturing site, the R&D center will support
faster scaling of innovations and shorter time-to-
market across product categories, with a strong
focus on feminine care.
The R&D center brings together Ontex teams,
suppliers, partners, and customers to co-create
solutions that respond to evolving consumer
expectations and regulatory requirements.
By combining innovation capability with
manufacturing proximity, our plant in Segovia
supports Ontex’s ambition to make high-quality,
more sustainable personal care solutions accessible
for everyone, while strengthening long-term
resilience and agility across Europe.
The center plays a key role in advancing sustainable
manufacturing processes, including the use
of eco-friendly materials and lower-carbon
techniques. It is part of our broader network
of innovation hubs, alongside centers in Germany,
Belgium and Mexico.
Success story
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Market context
The sustainability landscape is evolving at different
paces. While corporate reporting requirements in the EU
and US are being simplified, retailers increasingly
demand transparency, credible commitments, and
proof of progress. At the same time, pressure to reduce
Scope 1, 2, and 3 emissions is intensifying, while
affordable low-carbon materials and technologies are
not widely available yet. Circularity requirements
are growing, but recycling infrastructure for absorbent
hygiene products is still limited, creating a gap between
ambition and feasibility. Stricter rules on environmental
claims further raise the bar for verification across the
value chain.
From a resources perspective, geopolitical instability
continues to create uncertainty in global supply chains,
keeping procurement planning cautious. Raw material
prices were up year on year, especially for fluff, super-
absorbent polymers and packaging materials.
These topics are closely linked to how we manage
operations (see page 18).
Key achievements
Guided by Ontex’s sustainability strategy, built around
three pillars — Better for planet, Better for people,
and Better for business — we took important steps
in 2025 to strengthen how we manage resources,
suppliers, and sustainability across our value chain.
First, we implemented Coupa, a new procurement
platform that transforms how we work with suppliers.
The platform streamlines onboarding, enforces
compliance checks, and improves visibility into supplier
performance and risk. Standardized workflows and
automated controls strengthen governance across our
supply base, while making collaboration more efficient
and transparent. This milestone supports a more
resilient and responsible procurement ecosystem.
In parallel, we advanced our sustainability agenda
by increasing regional and local sourcing of raw
materials and packaging. Sourcing closer to our
operations reduces dependency on global supply chains,
supports local communities, and lowers transport-
related emissions. This approach improves supply chain
agility and aligns with our long-term sustainability goals.
Our sustainability efforts were externally recognized.
In 2025, Ontex received an ‘A’ score from CDP,
confirming leadership in climate transparency,
and achieved a Gold rating from EcoVadis. (see page 17).
We also exceeded our goal of 30% recycled or
renewable content in packaging by 2025, achieving 39%.
Finally, employee engagement grew through our
Sustainability Spring campaign, with 875 participants,
local green initiatives, and strong involvement across
all operations.
Strategic report
Resources & environment
9%
Scope 3 GHG
emission reduction
100%
renewable
electricity
39%
Scope 1 & 2 GHG
emission reduction
52%
renewable
materials
"For retailers, sustainability is
no longer a box-ticking exercise.
It’s embedded in how they operate,
from carbon transparency to social
audits and packaging choices.
This shift is reshaping collaboration
across the value chain,
and we are actively embracing it."
Annick De Poorter
Chief Innovation &
Sustainability Officer
>> More details on our sustainability strategy
can be found in our Sustainability Statement
or at https://www.ontex.com/sustainability
Corporate governance,
risk & remuneration
Financial statements Sustainability statements Auditor reports Information about this reportStrategic report
17 > Ontex annual report 2025
Stakeholder engagement
We engage with customers through regular visits
and discussions, joint business planning, and surveys
and research to align on sustainability expectations
and priorities.
We interact with consumers on the environmental
impact of our products, packaging, and product safety,
supporting informed choices and transparency.
We engage with employees through competence
development and activation initiatives, including
Sustainability Week.
We respond to investors through ESG indices
and information requests.
We collaborate with suppliers on human rights
in the value chain and on initiatives to reduce carbon
emissions.
We work with communities and non-governmental
organizations through donations, charitable activities,
and partnerships on shared topics such as human rights.
Strategic report
Building trust through
transparent sustainability
performance
In 2025, Ontex achieved a Gold EcoVadis rating,with
an improved score of 81/100, placing the company
in the top 3% globally. This recognition reflects the
solid foundations built across key sustainability
areas, including environmental performance, ethics,
human rights, and sustainable procurement. It
confirms our policies, targets, and actions are
translating into measurable progress across the
value chain.
Beyond the score itself, EcoVadis serves as a shared
and transparent reference point for collaboration.
Customers and partners increasingly use EcoVadis
assessments to evaluate sustainability performance
and identify opportunities for improvement.
In that context, the rating supports more structured
dialogue and alignment, helping to strengthen trust
across our supplier and customer networks.
For Ontex, the EcoVadis rating is not an end point,
but a baseline. It enables continuous improvement
and supports long-term, responsible partnerships.
The policies, targets, actions, and performance
underpinning this recognition are detailed
in the Sustainability Statements of this report.
Resources & environment
Success story
Corporate governance,
risk & remuneration
Financial statements Sustainability statements Auditor reports Information about this reportStrategic report
18 > Ontex annual report 2025
Market context
Operations are increasingly shaped by volatility and
the need for speed and resilience. Fluctuations in raw
material, energy costs, and tariffs continue to challenge
global supply chains. To ensure continuity, Ontex is
strengthening agile sourcing strategies and building
closer supplier partnerships.
Operational efficiency remains key. Ontex is accelerating
productivity improvements through continuous
improvement initiatives, lean methodologies,
and targeted automation. Simplifying processes
and reducing complexity are central to these efforts
and are supported by cost transformation programs
that deliver structural savings and reinforce operational
excellence.
Looking ahead, future readiness depends on smarter,
more connected operations. Investments in digital
planning, predictive maintenance, and logistics
optimization are enhancing agility, shortening lead times,
lowering working capital exposure, and strengthening
Ontex’s ability to respond quickly to changing market
dynamics.
Key achievements
Ontex maintained a strong safety performance
throughout the year, supported by our Proud to be Safe
program and advanced digital monitoring.
These initiatives reinforced a culture of prevention
and continuous improvement, safeguarding our people
while strengthening operational resilience.
We completed key footprint and platform optimization
actions, including the closure of the Eeklo site
and the transformation of Buggenhout into a Center
of Excellence. We also relocated selected assets
from Belgium to facilities in the Czech Republic,
Spain, and North America, and installed new state-of-the-
art equipment.
Together, these steps improved capacity, flexibility,
and cost efficiency across our manufacturing network.
We advanced our digital supply chain transformation
program. We initiated the roll-out of advanced planning
and predictive maintenance solutions, while preparing
for core system upgrades, including the scheduled
transition to SAP S/4HANA, the implementation of
Advanced Planning Systems, and a new Manufacturing
Execution System.
These initiatives will improve visibility, forecast accuracy,
and uptime, laying the foundation for a fully integrated
digital supply chain.
Combined cost transformation initiatives delivered
€69 million in savings and partly compensated for
increased raw materials costs and other operating costs.
Strategic report
Operations
€81M
capital expenditure
4.9%
operating efficiency
gains
11
factories
16.7bn
hygiene items sold
“We are proud of the progress
we have made and confident
about what lies ahead.
By building strong foundations
and executing with discipline,
we strengthen our
competitiveness and resilience,
enabling us to serve customers
better and sustain performance.”
Marco Querzoli
Chief Supply Chain Officer
€69M
net cost saving
2.61
accidents per million
hours worked
3.78
3.52
3.2
2.6
0 1 2 3 4
2022
2023
2024
2025
Accidents per million hours worked
Corporate governance,
risk & remuneration
Financial statements Sustainability statements Auditor reports Information about this reportStrategic report
19 > Ontex annual report 2025
Stakeholder engagement
We are moving toward deeper, strategic partnerships
with key suppliers to benefit from scale and expertise.
We also partner with suppliers to accelerate innovation
and progress on Scope 3 carbon emission reduction
targets.
We actively engage in industry associations through
board memberships in EDANA, INDA, BAHP,
and Group’Hygiène in France.
Strategic report
Operations
Proud to be safe
In 2025, we made strong progress in strengthening
our safety culture, marked by a 27% reduction
in Lost Work Day Case frequency.
Safety is our highest commitment, and this result
reflects sustained focus, awareness, and leadership
across the organization. Leaders actively champion
safety, health and wellbeing, setting clear
expectations and leading by example.
The launch of the Proud to be Safe program played
a central role in this progress. Embedded across
our manufacturing plants and other sites, the
program reinforces a proactive approach to risk
assessment and actively involves employees in
creating safer workplaces. It is built around four
core pillars: creating safe working conditions,
promoting safe behaviors, continuously assessing
and improving safety processes, and demonstrating
visible safety leadership without shortcuts.
By strengthening accountability, trust, and
teamwork, Proud to be Safe has increased
awareness and ownership. The program supports
our ambition of zero accidents and helps ensure
that everyone returns home safely, every day.
Success story
Corporate governance,
risk & remuneration
Financial statements Sustainability statements Auditor reports Information about this reportStrategic report
20 > Ontex annual report 2025
Year performance
In a challenging year, we managed to maintain a 10%
adjusted EBITDA margin, representing a two-
percentage-point decrease, which led to an adjusted
EBITDA of €176 million. This margin contraction was
mainly caused by lower cost absorption, following lower
volumes. The strong delivery of the cost transformation
plan compensated for cost inflation in raw materials and
other operating costs, but was not sufficient to offset the
additional costs incurred to mitigate supply chain
constraints in the first half of the year.
Profit from continuing operations reached €17 million,
slightly below the €21 million recorded in 2024, reflecting
lower adjusted EBITDA, partly offset by reduced
restructuring costs, as most of these had already been
provisioned in 2024. Profit for the period turned
negative at €(174) million, however entirely due to the
non-cash negative contribution of €(190) million from
discontinued operations. This primarily reflects the non-
cash recycling of accumulated translation reserves
triggered by the divestments of the Brazilian and Turkish
entities during the year.
Free cash flow was €(25) million, compared to €48
million in 2024, reflecting the lower EBITDA and higher
financing cash-out. Meanwhile the investment in Ontex’s
transformation continued through temporarily higher
capital and restructuring expenditure.
Net financial debt decreased, nevertheless, to €577
million, 6% lower than at year-end 2024, supported
by the divestment proceeds.
These more than offset the negative free cash flow
and the cost of the share buy back plan executed
in the first half or the year to cover for option plans.
Outlook 2026
Although market circumstances are anticipated
to remain challenging, with continued soft baby care
demand partly offset by demographic-driven growth
in adult care, Ontex aims for a gradual improvement
in performance throughout the year, underpinned
by the continued ramp-up of recently gained contracts
and the extension of the cost transformation program.
Adjusted EBITDA is thereby expected to increase
by around 10%, based on a largely stable revenue and
net efficiency improvements. Building on that, free cash
flow is to turn positive, also benefiting from lower
transformation-related capital expenditure
and restructuring cash-out. Combined, this will allow
the leverage ratio to drop to 3x or lower by year end.
Strategic report
Financial
3.3X
leverage
ratio
€(25)M
free cash flow
€404M
market
capitalization
“The year proved challenging,
which shows in the results.
Yet, the successful refinancing and
completed divestment program
strengthened Ontex’s financial
foundation, allowing us to fully
focus on unlocking shareholder
value in our core business.”
Geert Peeters
Chief Finance Officer
€176M
adj. EBITDA
6.2%
9.7%
12.0%
10.0%
0% 5% 10% 15%
2022
2023
2024
2025
Adjusted EBITDA margin
Corporate governance,
risk & remuneration
Financial statements Sustainability statements Auditor reports Information about this reportStrategic report
21 > Ontex annual report 2025
Stakeholder engagement
We maintain regular interactions with banks and rating
agencies through ongoing dialogue and management
presentations, supporting transparency and trust
around our financial strategy and performance.
We engage with financial analysts as well as bond
and equity investors through quarterly analyst calls,
providing updates on results, outlook, and strategic
priorities, and through participation in roadshows
and investor conferences across key financial centers,
strengthening engagement with the financial community.
We comply with all formal governance processes and
engage with shareholders through the Annual General
Meeting and ensure open dialogue through the Investor
Relations function.
Strategic report
Financial
Disciplined refinancing
strengthens balance sheet
In 2025, Ontex completed the refinancing of its
outstanding senior bond, strengthening the
company's financial foundations. A €400 million
bond issued in March matures in 2030, extending
our debt profile and providing the financial means
to further transform and grow the business.
The existing €580 million bond due in 2026 has
been fully repaid via a tender offer in April and an
early redemption of the remainder in July.
The higher nominal interest rate (5.25%) versus
the previous issuance reflects the higher interest
rate environment but at the same time an
improved credit spread. Thanks to the divestments
of our emerging market business, we could
significantly lower the nominal amount of the high-
yield bond.
The financing structure of Ontex is based on a 5-
year high-yield bond and a revolving credit facility.
Last year's deleveraging, following the divestments,
demonstrates disciplined capital allocation and
proactive balance sheet management.
It gives Ontex financial flexibility and stability
to support growth in its core markets
and long-term value creation.
Success story
Strategic
report
Corporate governance
statement
Consolidated financial
statements
Sustainability statements
Auditor reports
Information about this
report
>> 22 > Ontex annual report 2025
Corporate governance statement
For the financial year ended December 31, 2025
The Company is committed to upholding high standards of Corporate Governance. It applies
the Belgian Corporate Governance code for listed companies (the “2020 Corporate
Governance Code”), which can be found on the website of the Belgian Corporate Governance
Committee: https://corporategovernancecommittee.be/en. Further, the Company has adopted
a corporate governance charter which describes the main aspects of the Company’s corporate
governance, including its governance structure and the terms of reference of the Board of
directors (the “Board”), the Board committees and the executive committee. The charter is
available on the Company’s website: https://ontex.com/investor-relations/corporate-
governance.
Contents
GOV-1 General information ................................................................................................... 24
GOV-1.1 Highlights of 2025 corporate governance matters .......................................................... 24
GOV-1.2 Ambition going forward .......................................................................................................... 24
GOV-2 Board & executive management ............................................................................... 25
GOV-2.1 Board composition .................................................................................................................. 25
GOV-2.2 Evolution of the Board in 2025 ............................................................................................. 29
GOV-2.3 Board responsibilities and engagement............................................................................. 29
GOV-2.4 Board review and assessments ............................................................................................ 30
GOV-2.5 Board committees
[]
................................................................................................................. 31
GOV-2.6 Executive Management .......................................................................................................... 33
GOV-2.7 Diversity within the Board and Executive Committee ..................................................... 36
GOV-3 Share capital, shareholders and investor engagement .......................................... 37
GOV-3.1 Share capital and capital evolution ...................................................................................... 37
GOV-3.2 Shareholder evolution ............................................................................................................ 37
GOV-3.3 Shareholder structure ............................................................................................................ 39
GOV-3.4 Investor engagement & share price performance ........................................................... 40
GOV-3.5 Dealing and Disclosure Code ................................................................................................ 41
GOV-4 Relevant information in the event of a takeover bid .............................................. 42
GOV-4.1 Capital structure ...................................................................................................................... 42
GOV-4.2 Restrictions on transfers of securities ................................................................................ 43
GOV-4.3 Holders of securities with special control rights .............................................................. 43
GOV-4.4 Employee share plans where the control rights are not exercised directly by the
employees ................................................................................................................................. 44
GOV-4.5 Restrictions on the exercise of voting rights ..................................................................... 44
GOV-4.6 Rules on appointment and replacement of Board members ....................................... 45
GOV-4.7 Rules on amendments to the articles of association ...................................................... 45
GOV-4.8 Authorized capital .................................................................................................................... 46
GOV-4.9 Acquisition of own shares ...................................................................................................... 46
GOV-4.10 Material agreements to which the company is a party containing change of control
provisions .................................................................................................................................. 47
GOV-4.11 Severance pay pursuant to termination of contract of Board members, Executive
officers or employees pursuant to a takeover bid ........................................................... 48
GOV-5 Conflicts of interest ..................................................................................................... 49
Strategic
report
Corporate governance
statement
Consolidated financial
statements
Sustainability statements
Auditor reports
Information about this
report
>> 23 > Ontex annual report 2025
GOV-6 Compliance with the 2020 Corporate Governance Code ....................................... 50
GOV-7 Events after the end of the reporting period ........................................................... 51
GOV-8 Risk management and internal control network ..................................................... 52
GOV-8.1 Introduction ............................................................................................................................... 52
GOV-8.2 Control environment ............................................................................................................... 52
GOV-8.3 Risk management .................................................................................................................... 53
GOV-8.4 Control activities ....................................................................................................................... 54
GOV-8.5 Information and communication ......................................................................................... 54
GOV-8.6 Monitoring of control mechanisms ..................................................................................... 55
GOV-8.7 Risk management and internal control with regard to the process of internal
reporting .................................................................................................................................... 55
GOV-8.8 Risk management and internal control with regard to sustainability .......................... 56
GOV-8.9 Main risks faced by Ontex ...................................................................................................... 57
GOV-9 Remuneration report .................................................................................................. 65
GOV-9.1 Introduction ............................................................................................................................... 65
GOV-9.2 2025 remuneration of the directors ................................................................................... 66
GOV-9.3 2025 remuneration of the members of the Executive Committee .............................. 68
GOV-9.4 Remuneration and performance evolution over the last 5 years ................................ 76
GOV-9.5 2026 remuneration outlook .................................................................................................. 77
Strategic
report
Corporate governance
statement
Consolidated financial
statements
Sustainability statements
Auditor reports
Information about this
report
>> 24 > Ontex annual report 2025
GOV-1 General information
GOV-1.1 Highlights of 2025 corporate governance
matters
The Company remains fully committed to upholding best-in-class corporate governance
principles, which it believes form an important catalyst for the realization of the Company’s
strategic plans. The Company continues to focus, among others, on the following five corporate
governance themes: leadership; governance; remuneration; sustainability; and investor
engagement. Within these themes, several highlights are summarized in this Corporate
Governance Statement (and in the Remuneration Report that forms part of it).
ESG continues to be a fundamental element of the Company’s strategy. In January 2026 and
for the second consecutive year, Ontex was awarded an “A”-rating by the CDP, a globally
recognized environmental non-profit, for its leadership in corporate transparency and
performance on climate change, and it received an Ecovadis Gold medal for its sustainability
efforts. This continued performance underscores the robustness of Ontex’s commitment to
sustainability. In addition, Ontex remains strongly committed to its Sustainability Strategy 2030,
which includes ambitious, quantified targets and a clear roadmap, which can be found in the
Sustainability Statements of this report.
Lastly, the Company continues to invest in shareholder engagement. Throughout the year, the
Company maintained a dynamic dialogue and alignment with investors, financial analysts and
other stakeholders.
GOV-1.2 Ambition going forward
The Board reconfirms the Company’s strong ambition to be an example in corporate
governance matters, as it sees this as an important value driver for the business. The Board
remains committed to continuing its optimization endeavors, which it started in 2020, on
various levels. After earlier efforts in 2020 and 2021, in the course of 2022, the Board focused,
among others, on Board composition and size, Board and Executive Committee succession
planning and CEO and Executive Committee assessment and development. This led, among
others, to the reduction of the size of the Board from twelve to nine members. In 2023, the
Board focused, among others, on succession planning of the Executive Committee. The Board
also decided to again conduct an in-depth Board assessment process with the assistance of an
advisory firm. The results of that assessment process, which were discussed by the Board in
the first half of 2024, showed a marked improvement in the Board’s functioning and
effectiveness compared to the earlier assessment made in 2020. At the same time, some areas
have further room for improvement, for which the Board has developed, and is implementing,
an action plan.
Strategic
report
Corporate governance
statement
Consolidated financial
statements
Sustainability statements
Auditor reports
Information about this
report
>> 25 > Ontex annual report 2025
GOV-2 Board & executive management
GOV-2.1 Board composition
On January 1, 2026, the Board was composed as follows (sustainability information provided
pursuant to ESRS 2, GOV-1, § 21(a)):
Name Mandate Start Expiration Other board mandates per December 31, 2025
ViaBylity BV,
permanently represented by Hans Van Bylen
Chair,
independent director
2020 2028 Etex, Lanxess, AkzoNobel
Ebrahim Attarzadeh Non-executive director 2022 2026 Callirius AG
Inge Boets BV,
permanently represented by Inge Boets
Independent director 2014 2026
Econoholding NV, Econopolis Wealth Management NV, ECS Logistics Group,
Etex, Care Property Invest, Ecorys
Michael Bredael Non-executive director 2017 2029 Upfield Group BV, Umicore
Lorenzo Grabau
[1]
Non-executive director 2026 2029
Rodney Olsen Non-executive director 2021 2029
ACACIA I BV,
permanently represented by Els Verbraecken
Independent director 2025 2029
Vyncke, Exmar, Jensen-Group, Credendo-GSR, Koninklijke De Vries Scheepsbouw,
Subsea Micropiles
Julie Hamilton Independent director 2025 2029 Imperial Brands, The WaterDrop Company
Mr. Jonas Deroo, Chief HR and Legal Officer, is Secretary of the Board. Further details on the
evolution of the composition of the Board are detailed in section GOV-2.2.
[1] HVV GmbH, permanently represented by Mr. Jesper Hojer, resigned as member of the Board with effect from 1 January 2026. The Board resolved to co-opt Mr. Lorenzo Grabau as a member of the Board with effect from 1 January 2026
and for the remaining duration of the mandate of HVV GmbH. In accordance with the provisions of the Belgian Code of Companies and Associations, the Board will submit such co-optation for confirmation to the next shareholders’
meeting of the Company, which is scheduled to be held on May 5, 2026.
The biographical information, skills and experience of each member of the Board as it is
currently composed, are summarized below. This includes information on other director
mandates held by these members. The Company considers that its directors possess the right
competencies to guide and support Management in positioning the Company on the path to
accelerated value delivery.
Strategic
report
Corporate governance
statement
Consolidated financial
statements
Sustainability statements
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Information about this
report
>> 26 > Ontex annual report 2025
Hans
Van Bylen
Chair of
the Board,
Independent
Director
On May 3, 2024, ViaBylity BV, with Mr. Hans
Van Bylen as permanent representative,
was re-appointed as Independent Director.
Mr. Van Bylen serves as Chair of the Board,
as well as of the Company’s Remuneration
and Nomination Committee. Mr. Van Bylen,
formerly CEO of Henkel, brings Ontex his
deep knowledge of the industrial and
consumer goods sector and a wide breadth
of experience spanning the FMCG industry,
retail brand space, manufacturing and
supply chain, digitalization, sustainability
and leadership development. Mr. Van Bylen
previously served on the Boards of GfK,
Ecolab, the Consumer Goods Forum, the
Alliance to End Plastic Waste and has been
president of the German Chemical Industry
Association (VCI). Moreover, he has also
been member of the European Round Table
for Industry (ERT). In addition, Mr. Van Bylen
is also a Board member at Etex NV, Lanxess
and AkzoNobel.
Ebrahim
Attarzadeh
Non-Executive
Director
On May 5, 2022, Mr. Ebrahim Attarzadeh
was appointed as a Non-Executive Director
upon the nomination of ENA Investment
Capital LLC. Mr. Attarzadeh has more than
20 years’ experience in investment banking
and asset management. He was CEO of
Mainfirst Bank AG and CEO and Head of
Equities of Stifel Europe Bank AG until end
of 2021. Prior to that he held other
positions at Deutsche Bank and Arthur
Andersen. Mr. Attarzadeh is the Co-
Founder and Chairman of Callirius AG, a
sustainable finance company and currently
acts as a CEO of Münchmeyer Petersen
Capital Markets, a corporate banking
advisory firm.
Inge
Boets
Independent
Director
Inge Boets BV, with Ms. Inge Boets as its
permanent representative, was appointed
as Independent Director as of June 30,
2014. Ms. Boets also chairs the Company’s
Audit and Risk Committee. She was a
partner with Ernst & Young from 1996
through 2011, where she was the Global
Risk leader and held several other roles in
audit and advisory. Currently, Ms. Boets is
also an independent director and chair of
the Board at Econopolis Wealth
Management NV and Care Property Invest
NV, independent director at Econoholding
and independent director and chair of the
Finance and Audit Committee at ECS
Logistics Group NV, director at Etex NV, and
a member of the supervisory Board at
Ecorys. In addition, Ms. Boets is the owner
and manager of La Scoperta BV.
Michael
Bredael
Non-Executive
Director
On May 24, 2017, Mr. Michael Bredael was
appointed as Non-Executive Director upon
the nomination of Groupe Bruxelles
Lambert (GBL). Mr. Bredael is an Investment
Partner at Groupe Bruxelles Lambert since
2016. He started his career at Towers
Watson as a consultant in the United States
in 2003 before joining the BNP Paribas
Group in 2007. Mr. Bredael held various
investment banking positions at BNP
Paribas, particularly focusing on cross-
border M&A transactions. From 2014 to
2016, he was Head of the M&A Execution
Group of BNP Paribas London. Mr. Bredael
is director of Upfield Group BV as a
representative of Groupe Bruxelles
Lambert.
Strategic
report
Corporate governance
statement
Consolidated financial
statements
Sustainability statements
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Information about this
report
>> 27 > Ontex annual report 2025
Julie
Hamilton
Independent
Director
On May 5, 2025, Ms. Julie Hamilton was
appointed as an Independent Director. Ms.
Hamilton has over 30 years of experience in
marketing, strategy, and digital
transformation within the FMCG sector. She
recently served, among others, as Chief
Commercial & Global Sales Officer at
Diageo, a role she held until September
2023. Before joining Diageo, Ms. Hamilton
spent over 23 years at The Coca-Cola
Company, where she held several senior
leadership positions, including Chief
Customer & Commercial Leadership
Officer. Since 2024, Ms. Hamilton serves as
director of Imperial Brands and of The
WaterDrop Company.
Lorenzo
Grabau
Non-Executive
Director
With effect from 1 January 2026, Mr.
Lorenzo Grabau was co-opted by the Board
as a Non-Executive Director after the
resignation of HVV GmbH, permanently
represented by Jesper Hojer, which had
been appointed as a Non-Executive
Director upon the nomination of Groupe
Bruxelles Lambert (GBL). Mr. Grabau is an
investor and former investment banker with
extensive capital markets and strategic
transformation expertise, who has
considerable experience as director and
chair of, and senior advisor to, various listed
and non-listed companies. He served as
President and Chief Executive Officer of
Kinnevik AB, a Swedish listed investment
company, and prior to that, was a Partner at
Goldman Sachs. Mr. Grabau is also a
member of the Supervisory Board of Circle
Economy.
Rodney
Olsen
Non-Executive
Director
On May 25, 2021, Mr. Rodney Olsen was
appointed as a Non-Executive Director
upon the nomination of ENA Investment
Capital LLC. Mr. Olsen is an experienced
international finance executive within the
FMCG sector. He is a former CFO of
Kimberly Clark’s APAC division, and prior to
that he held various senior roles at Kimberly
Clark, including CFO International, CFO
Global Finance Operations and CFO of the
EMEA region and was responsible for large
international M&A transactions. Prior to
joining Kimberly Clark, he was senior
manager audit at EY, and senior manager
SEC Reporting at the LTV Corporation.
Els
Verbraecken
Independent
Director
On May 5, 2025, Ms. Els Verbraecken was
appointed as an Independent Director. Ms.
Verbraecken is a seasoned executive with
extensive expertise in finance. She served
as Chief Financial Officer of DEME Group
from 2013 until 2024. Ms. Verbraecken
currently holds board positions at Vyncke
(since 2018), Exmar (since 2021), Jensen-
Group (since 2023), Credendo-GSR (since
2024), Koninklijke De Vries Scheepsbouw
(since 2025) and Subsea Micropiles (since
2025).
Strategic
report
Corporate governance
statement
Consolidated financial
statements
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>> 28 > Ontex annual report 2025
Competency matrix
The following table shows the competencies that have been identified as important, given
Ontex’s current context and strategic challenges, and how the Board’s current composition
covers these. The table includes sustainability information provided pursuant to ESRS 2, GOV-1,
§ 21(c).
Competency
Hans
Van Bylen
Inge
Boets
Michael
Bredael
Julie
Hamilton
Rodney
Olsen
Ebrahim
Attarzadeh
Els
Verbraecken
Lorenzo
Grabau
Experience
Current/past CEO
●
●
●
International experience
●
●
●
●
●
●
●
●
Experience in Europe
●
●
●
●
●
●
●
Experience in North America
●
●
●
Expertise
Executive in FMCG/retail
●
●
●
Functional Executive
(operations, procurement, commercial)
●
●
Financial/Audit
●
●
●
●
●
●
Capital Markets
●
●
●
●
Sustainability
●
●
●
●
●
Gender diversity
Male
●
●
●
●
●
Female
●
●
●
Regional origin
Belgium
●
●
●
●
International
●
●
●
●
Compliance
Independent Director
●
●
●
●
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GOV-2.2 Evolution of the Board in 2025
At the Company’s annual shareholders’ meeting of May 5, 2025, the shareholders resolved to
approve the appointments of ACACIA I BV, permanently represented by Ms. Els Verbraecken,
and Ms. Julie Hamilton, both as independent directors.
In addition, as noted above, HVV GmbH, permanently represented by Mr. Jesper Hojer, resigned
as member of the Board with effect as from 1 January 2026. The Board resolved to co-opt Mr.
Lorenzo Grabau as a member of the Board with effect from 1 January 2026 and for the
remaining duration of the mandate of HVV GmbH. In accordance with the provisions of the
Belgian Code of Companies and Associations, the Board will submit such co-optation for
confirmation to the next shareholders’ meeting of the Company, which is scheduled to be held
on May 5, 2026.
[2] The attendance rate is based on the number of Board meetings held during the mandate of the respective
Board members.
[3] Ms. Julie Hamilton was appointed as a director of the Board with effect from May 5, 2025.
GOV-2.3 Board responsibilities and engagement
The individual attendance rate of the Board meetings during 2025 was as follows:
Name
Board
attendance
[2]
Attendance
rate
ViaBylity BV,
permanently represented by Hans Van Bylen
13/13 100%
Ebrahim Attarzadeh
12/13
92.31%
Inge Boets BV,
permanently represented by Inge Boets
13/13 100%
Michael Bredael 13/13 100%
Julie Hamilton
8/8
[3]
100%
Isabel Hochgesand
4/5
[4]
80%
HVV GmbH,
permanently represented by Jesper Hojer
11/13 84.62%
MJA Consulting BV,
permanently represented by Manon Janssen
4/5
[5]
80%
Rodney Olsen
13/13
100%
ACACIA I BV,
permanently represented by Els Verbraecken
8/8
[6]
100%
[4] The mandate of Ms. Isabel Hochgesand as a member of the Board ended with effect from May 5, 2025.
[5] The mandate of Ms. Manon Janssen as a member of the Board ended with effect from May 5, 2025.
[6] Ms. Els Verbraecken was appointed as a director of the Board with effect from May 5, 2025.
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During 2025, the Board met 13 times, with an attendance rate of 93.69%. The agenda of the
Board meetings included, among others:
• oversight of the Company’s operational and financial performance;
• oversight and approval of the Company’s value creation projects and ongoing M&A
processes;
• oversight and approval of the offering of senior notes due in 2030, and the cash tender for
and redemption of its senior notes due in 2026;
• review and approval of the Company’s annual budget and review of its medium and long-
term strategy and business plan;
• oversight of the Company’s share buy-back program;
• identification and appointment of a successor to Mr. Gustavo Calvo Paz, who served as the
Company’s Chief Executive Officer until January 2026;
• oversight, and (where appropriate) approval, of the matters falling within the competences
of the Remuneration and Nomination Committee (including matters in the area of human
capital management (people, organization, reward, health & safety, diversity, equity and
inclusion)); and
• oversight, and (where appropriate) approval, of the matters falling within the competences
of the Audit and Risk Committee (including internal controls and internal audit, tax,
compliance and litigation, information security, and ESG compliance and reporting).
GOV-2.4 Board review and assessments
The Board regularly organizes review and assessment processes focused on certain selected
matters. In the course of 2022, the Board focused, among others, on Board composition and
size, Board and Executive Committee succession planning and Chief Executive Officer and
Executive Committee assessment and development. This led, among others, to the reduction
of the size of the Board from twelve to nine members. In 2023, the Board focused, among
others, on succession planning of the Executive Committee. The Board also decided to conduct
an in-depth Board assessment process with the assistance of an advisory firm. The results of
that assessment process, which were discussed by the Board in the first half of 2024, showed
a marked improvement in the Board’s functioning and effectiveness compared to the earlier
assessment made in 2020. At the same time, some areas have further room for improvement,
for which the Board has developed, and is implementing, an action plan.
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GOV-2.5 Board committees
[7]
GOV-2.5.1 Audit and Risk Committee
In accordance with Article 7:99, §2 of the Belgian Code of Companies and Associations and the
2020 Corporate Governance Code, all members of the Audit and Risk Committee are Non-
Executive Directors. While the legal requirement is to have at least one member who is
independent, the Company’s corporate governance charter provides that the Audit and Risk
Committee should comprise of a majority of independent members and that the mandate of
Chair of the Audit and Risk Committee cannot be cumulated with the mandate of Chair of the
Board. The chair and members of the Audit and Risk Committee collectively have the required
skills and expertise regarding accounting and audit matters.
On December 31, 2025, the Audit and Risk Committee was composed as follows:
Name
Position
Inge Boets BV,
permanently represented by Inge Boets
Independent Director,
Chair of the Audit and Risk Committee
Michael Bredael
[8]
Non-Executive Director
Rodney Olsen
Non-Executive Director
ViaBylity BV,
permanently represented by Hans Van Bylen
Independent Director
ACACIA I BV,
permanently represented by Els Verbraecken
Independent Director
During 2025, the Audit and Risk Committee met seven times. The attendance rate was 100%,
as shown in the table below.
[7] In January 2026, the Board also established a Strategy Committee to accelerate the review, facilitate decision-
making and ensure careful oversight over the execution of Ontex’s medium- and long-term plans. As such
Strategy Committee was only established in 2026, it is not further described in this report.
Name
Meetings
attended
Attendance
rate
Inge Boets BV,
permanently represented by Inge Boets
7/7 100%
Michael Bredael
7/7
100%
Rodney Olsen
7/7
100%
ViaBylity BV,
permanently represented by Hans Van Bylen
7/7 100%
ACACIA I BV,
permanently represented by Els Verbraecken
3/3
[9]
100%
Mr. Jonas Deroo, Chief HR and Legal Officer, is Secretary of the Audit and Risk Committee.
The Audit and Risk Committee is entrusted with the tasks set out in Article 7:99, §4 of the Belgian
Code of Companies and Associations and its roles and responsibilities are further described in
the Company’s Corporate Governance Charter. It determines the frequency and the agenda of
its meetings. In 2025, the Audit and Risk Committee reviewed the external and internal audit
plans, the half-year and full-year financial statements and the external review on the half-year
and full-year financial statements, the quarterly financial information contained in the Q1 and
Q3 trading updates, the key risks (including applicable internal controls, risk management and
related processes), and the ESG agenda of the Company. As part of its task to monitor and
oversee the efficacy of the internal controls and risk management and risk management
processes, the Audit and Risk Committee also oversees, among other matters, information
security risks. Furthermore, the Audit and Risk Committee oversaw the Company’s offering of
senior notes due in 2030, and the cash tender for and redemption of its senior notes due in
2026.
With respect to its roles and responsibilities, as further described in the Company’s Corporate
Governance Charter, the Board formally tasked the Audit and Risk Committee with the
oversight of the Company’s Environmental, Sustainability and Governance (“ESG”) initiatives,
including to:
• assess, review and prepare the decision-making of the Board on ESG actions and practices
presenting new opportunities for the Company;
[8] Mr. Lorenzo Grabau replaced Mr. Michael Bredael as a member of the Audit and Risk Committee with effect
from February 10, 2026.
[9] Ms. Els Verbraecken was appointed as a member of the Audit and Risk Committee with effect from May 5, 2025.
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• monitor and oversee the process for the development of ESG information and identify
ways to integrate ESG information into the reporting cycle; and
• measure and monitor the Company’s performance on ESG matters and their impact on
society in order to take account of the multidimensional nature of corporate social
responsibility.
GOV-2.5.2 Remuneration and Nomination Committee
In accordance with Article 7:100, §2 of the Belgian Code of Companies and Associations and
the 2020 Corporate Governance Code, all members of the Remuneration and Nomination
Committee are Non-Executive Directors and the majority of the members are independent in
accordance with the criteria set out in Article 7:87, §1 of the Belgian Code of Companies and
Associations. The members have the necessary expertise in the field of remuneration.
On December 31, 2025, the Remuneration and Nomination Committee was composed as
follows:
Name
Position
ViaBylity BV,
permanently represented by Hans Van Bylen
Independent Director, Chair of the
Remuneration and Nomination
Committee
Ebrahim Attarzadeh
Non-Executive Director
Julie Hamilton Independent Director
HVV GmbH,
permanently represented by Jesper Hojer
[10]
Non-Executive Director
ACACIA I BV,
permanently represented by Els Verbraecken
Independent Director
[10] Mr. Lorenzo Grabau replaced HVV GmbH, permanently represented by Jesper Hojer, as a member of the
Remuneration and Nomination Committee with effect from January 1, 2026.
[11] The mandate of Ms. Isabel Hochgesand as a member of the Remuneration and Nomination Committee ended
with effect from May 5, 2025.
[12] The mandate of Ms. Manon Janssen as a member of the Remuneration and Nomination Committee ended with
effect from May 5, 2025.
During 2025, the Remuneration and Nomination Committee met eleven times. The attendance
rate was 90.86%:
Name
Meetings
attended
Attendance
rate
ViaBylity BV,
permanently represented by Hans van Bylen
11/11 100%
Isabel Hochgesand
2/3
[11]
66.67%
HVV GmbH,
permanently represented by Jesper Hojer
9/11 81.82%
MJA Consulting BV,
permanently represented by Manon Janssen
3/3
[12]
100%
Ebrahim Attarzadeh 11/11 100%
Julie Hamilton
7/8
[13]
87.5%
ACACIA I BV,
permanently represented by Els Verbraecken
8/8
[14]
100%
Mr. Jonas Deroo, Chief HR and Legal Officer, is Secretary of the Remuneration and Nomination
Committee.
The Remuneration and Nomination Committee is entrusted with the tasks set out in Article
7:100, §5, of the Belgian Code of Companies and Associations. Its roles and responsibilities are
further described in the Company’s Corporate Governance Charter.
During 2025, the Remuneration and Nomination Committee’s work included the following
topics:
• reviewing performance and remuneration of the Executive Committee members with
respect to financial year 2024;
• determining 2025 targets for the short-term and long-term incentive schemes (refer to the
Remuneration Report);
[13] Ms. Julie Hamilton was appointed as a member of the Remuneration and Nomination Committee with effect
from May 5, 2025.
[14] Ms. Els Verbraecken was appointed as a member of the Remuneration and Nomination Committee with effect
from May 5, 2025.
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• reviewing the Company’s Remuneration Report with respect to financial year 2024;
• preparing the amendments to the Company’s remuneration policy, which was submitted
for approval by the annual general shareholders’ meeting held on May 5, 2025;
• succession and leadership assessment and development of the Executive Committee;
• identification and appointment of a successor to Mr. Gustavo Calvo Paz, who served as the
Company’s CEO until January 2026;
• Board and Board member assessment and succession planning; and
• review of various “People & Organization”-related matters with respect to the Group,
including matters related to culture, talent development and succession planning.
GOV-2.6 Executive Management
The composition of the Executive Committee on December 31, 2025 is shown in the table
below:
Name
Position per December 31, 2025
Gustavo Calvo Paz
[15]
Chief Executive Officer
Chilibri BV,
permanently represented by Geert Peeters
Chief Financial Officer
Annick De Poorter
Chief Innovation & Sustainability Officer
Deroo Management & Consulting BV,
permanently represented by Jonas Deroo
Chief HR & Legal Officer and Secretary
General
Émage Europe SRL,
permanently represented by Laurent Nielly
President Europe division
Marco Querzoli
Chief Supply Chain Officer
Paul Wood President North America division
The following table sets out the biographical information, skills and experience of the current
members of the Executive Committee
[15] The mandate of Mr. Gustavo Calvo Paz as the Company’s CEO ended with effect as of January 13, 2026; Émage
Europe SRL, permanently represented by Mr. Laurent Nielly, was appointed as Mr. Calvo Paz’s successor, with
effect as from the same date.
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Laurent
Nielly
Chief
Executive
Officer
Mr. Laurent Nielly joined the Ontex Group
in July 2017 to lead the then acquired
business in Brazil and was appointed as
President of the Europe Retail Division in
January 2021. His scope was expanded to
President of the Europe Division in July
2021 after the combination of the Group’s
Retail and Healthcare divisions. Mr. Nielly
was appointed as the Company’s CEO with
effect as from January 13, 2026. Mr. Nielly
brings more than 25 years of experience
earned in Europe, the US and Latin
America and across companies such as
P&G, McKinsey & Company, PepsiCo and
Coty. He started his professional career in
finance and strategy, and developed
expertise in innovation and commercial
excellence before taking P&L
responsibilities
Geert
Peeters
Chief
Financial
Officer
Mr. Geert Peeters brings relevant
experience in the domains of business
transformation in a retail environment and
operational and cash efficiency. The Board
appointed Mr. Peeters as Chief Financial
Officer of Ontex, with effect from
December 1, 2023. Before joining Ontex,
Mr. Peeters was Group CFO at Greenyard.
He built up extensive experience through
finance director roles at companies such
as Metallo Group (currently Aurubis) and
management consultancies such as Price-
WaterhouseCoopers.
Annick
De Poorter
Chief
Innovation &
Sustainability
Officer
Ms. Annick De Poorter joined Ontex in
2003 as the R&D Manager of Feminine
Hygiene and was promoted to R&D and
Quality Director in January 2009. Before
joining the Group, she worked at Libeltex
NV in Belgium, and prior to that, she was a
Scientific Researcher at University of
Ghent, Belgium.
Jonas
Deroo
Chief
HR & Legal
Officer
Mr. Jonas Deroo joined Ontex in April 2015
as General Counsel & Corporate Secretary.
Prior to joining Ontex, Mr. Deroo was
Associate General Counsel at bpost. He
started his career as an attorney at the
Brussels Bar.
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Marco
Querzoli
Chief
Supply Chain
Officer
Mr. Marco Querzoli joined Ontex in August
2023. Mr. Querzoli has extensive expertise
in supply chain and procurement matters
and has experience leading large
multinational teams. Prior to joining Ontex,
Mr. Querzoli held various senior roles at
Kimberly Clark and Scott Paper Company,
including a tenure of nine years as Vice
President Product Supply for the EMEA
region at Kimberly Clark.
Paul
Wood
President
North America
Division
Mr. Paul Wood joined the Executive
Committee of Ontex in the role of President
North America on April 1, 2023. Mr. Wood
brings considerable experience of general
management and commercial leadership
having worked for several large fast-moving
consumer goods companies including Frito
Lay, Heinz, Samsung and as Chief
Commercial Officer for Church & Dwight.
Each of the members of the Executive Committee has experience that is relevant to the
products that Ontex manufactures and sells, and in the sectors and geographic locations in
which Ontex is active, both in view of their tenure at the Company and, for several of the
members, in their earlier capacities at other companies in the same or adjacent sectors
(sustainability information provided pursuant to ESRS 2, GOV-1, § 21(c)).
Functioning of the Executive Committee
The powers of the Executive Committee include the operational management and organization
of the Company. The Executive Committee is responsible for developing or updating on a yearly
basis the overall strategy and business plan of the Company, as well as its budget for the
following year, and submitting it to the Board for approval. The Executive Committee also
monitors the implementation of the overall strategy and business plan of the Company, and
supports the CEO in the day-to-day management of the Company and the exercise of his
responsibilities. Further, the Executive Committee prepares the Company’s financial
statements, presents accurate and balanced evaluations of the Company’s financial situation
to the Board and provides the Board with the information it needs in order to properly fulfil its
duties. The Executive Committee is also responsible for setting up and maintaining policies
related to the risk profile of the Company and systems to identify, assess, manage and monitor
financial and other risks within the framework set by the Board and the Audit and Risk
Committee.
The size and composition of the Executive Committee is determined by the Board acting on
proposal of the CEO, who chairs the Executive Committee. Members of the Executive
Committee are appointed by the Board based on a proposal of the CEO and upon
recommendation of the Remuneration and Nomination Committee. The members of the
Executive Committee were appointed for an indefinite period (with the exception of Gustavo
Calvo Paz and Marco Querzoli). They can be dismissed by the Board at any time or cease to be
a member of the Executive Committee if their management agreement with the Company
terminates.
The CEO leads and chairs the Executive Committee. The CEO is vested with the day-to-day
management of the Company. In addition, he exercises the special and limited powers assigned
to him by the Board or the Executive Committee. The CEO is a permanent invitee to the Board
and reports to the Board on a regular basis, including on the actions taken by the Executive
Committee.
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During 2025, as a general rule, the Executive Committee met on a weekly basis and discussed,
among others, the following topics:
• strategic review and implementation;
• financial and operational performance;
• Ontex’s organizational model and people-related matters;
• Ontex’s Sustainability Strategy 2030;
• internal controls and compliance; and
• various operational matters.
GOV-2.7 Diversity within the Board and Executive
Committee
Ontex promotes diversity and equal opportunities. The Company has adopted a diversity policy
which provides that diversity within the Board and the Executive Committee is considered a
number of aspects, including but not limited to gender, age, cultural and educational
background, professional experience, skills and knowledge.
On December 31, 2025, the Board was composed of eight directors, three of which were
women: Ms. Inge Boets (as permanent representative of Inge Boets BV), Ms. Els Verbraecken
(as permanent representative of ACACIA I BV) and Ms. Julie Hamilton. The three female
members of the Board together represent 37.5% of the Board members. The Remuneration
and Nomination Committee evaluates the composition of the Board on a yearly basis and
formulates suggestions to the Board, while taking into account, among other things, the gender
composition and other diversity elements. The Company complies with the requirement that
at least one-third of the members of the Board should be of the opposite gender as the gender
of the majority, as set out in Article 7:86 of the Belgian Code of Companies and Associations.
On December 31, 2025, the Executive Committee counted one female member out of seven,
or 14%. The diversity with regard to gender within the Board and the Executive Committee can
be visualized as follows (sustainability information provided pursuant to ESRS 2, GOV-1, § 21(d)):
Board
Executive Committee
Male 5
63%
Female 3
38%
Male 6
86%
Female 1
14%
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GOV-3 Share capital, shareholders and investor engagement
GOV-3.1 Share capital and capital evolution
On December 31, 2025, the share capital of the Company amounted to €823,587,466.38 and
was represented by 82,347,218 shares without nominal value. Each share represents
1/82,347,218th of the capital and carries one vote. The shares are listed on Euronext Brussels.
On December 31, 2025, 16,354,865 shares of the Company were registered shares and the
remainder were dematerialized shares.
As set out in more detail in the Remuneration Report, between January 1
st
, 2023 and December
31, 2025, the Company’s annual long-term incentive program was temporarily suspended for
the CEO and the other members of the Executive Committee (as well as for certain other
members of the Company’s senior management). Instead, in 2023, the CEO and other
members of the Executive Committee (in addition to certain other members of the Company’s
senior management) received a one-time grant of performance stock units covering financial
years 2023, 2024 and 2025. These performance stock units do not confer any shareholder
rights prior their vesting. Upon vesting, the Company shall deliver to beneficiaries either existing
shares of the Company, newly issued shares of the Company or a combination of both. A more
detailed description of this incentive program is set out in the Company’s Remuneration Report
and Remuneration Policy.
The Remuneration Report provides an overview of the vesting of performance stock units,
restricted stock units and stock options granted to Members of the Executive Committee.
Between December 1, 2024, and April 10, 2025, the Company conducted a share buy-back
program, in the context of which it acquired a total of 1.5 million shares (which represented
1.82% of the Company’s share capital), and for which the Company paid €12.4 million. The
shares acquired through the program will contribute to meeting Ontex’s obligations under its
current and future long-term incentive plans. The program was conducted under the terms
and conditions of the authorization granted by the extraordinary shareholders’ meeting held
on May 5, 2023, and was executed by an independent intermediary, who made its decisions
independently pursuant to a discretionary mandate.
In total, on December 31, 2025, the Company held 2,349,986 treasury shares, which represents
2.9% of the Company’s share capital.
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GOV-3.2 Shareholder evolution
Pursuant to the Company’s Articles of Association and Corporate Governance Charter, the
applicable successive thresholds as regards the application of the Law of 2 May 2007 on the
disclosure of significant shareholdings in issuers whose shares are admitted to trading on a
regulated market and other provisions (the “Law of 2 May 2007”) and the Royal Decree of 14
February 2008 on the disclosure of significant shareholdings, are set at 3%, 5%, 7.5%, 10% and
any subsequent multiples of 5%.
On January 10, 2025, the Company received a transparency declaration confirming that, on
November 12, 2024, BPCE SA, Natixis SA, Natixis Investment Managers, NIM Participations 3
and DNCA Finance combined detained 2,491,966 Ontex voting rights, representing 3.03% of
Ontex’s issued shares. The holding of voting rights thereby crossed upward the threshold of
3%.
On July 3, 2025, the Company received a transparency declaration confirming that, on June 30,
2025, Brandes investment partners, L.P., detained 5,256,435 Ontex voting rights, representing
6.38% of Ontex’s issued shares. The holding of voting rights thereby crossed upward the
threshold of 5%.
On July 25, 2025, the Company received a transparency declaration confirming that, on July 22,
2025, Brandes Investment Partners, L.P., detained 6,182,739 Ontex voting rights, representing
7.51% of Ontex’s issued shares. The holding of voting rights thereby crossed upward the
threshold of 7.5%.
On August 13, 2025, the Company received a transparency declaration confirming that, on
August 7, 2025, the Goldman Sachs Group, Inc., detained 190,699 Ontex voting rights and
2,368,943 equivalent financial instruments or 2,559,642 in total, representing respectively
0.23%, 2.88% and 3.11% of Ontex’s issued shares. The combined holding thereby crossed
upward the threshold of 3.0% in total.
On August 14, 2025, the Company received a transparency declaration confirming that, on
August 8, 2025, the Goldman Sachs Group, Inc., detained 13,767 Ontex voting rights and
2,370,319 equivalent financial instruments or 2,384,086 in total, representing respectively
0.02%, 2.88% and 2.90% of Ontex’s issued shares. The combined holding thereby crossed
downward the threshold of 3.0% in total.
On August 19, 2025, the Company received a transparency declaration confirming that, on
August 13, 2025, the Goldman Sachs Group, Inc., detained 94,311 Ontex voting rights and
2,425,641 equivalent financial instruments or 2,519,952 in total, representing respectively
0.11%, 2.95% and 3.06% of Ontex’s issued shares. The combined holding thereby crossed the
threshold of 3.0% upward in total.
On August 20, 2025, the Company received a transparency declaration confirming that, on
August 14, 2025, the Goldman Sachs Group, Inc., detained 237,187 Ontex voting rights and
2,514,427 equivalent financial instruments or 2,751,614 in total, representing respectively
0.29%, 3.05% and 3.34% of Ontex’s issued shares. The holding of equivalent financial
instruments thereby crossed the threshold of 3.0% upward for Goldman Sachs Group, Inc., and
also its for its subsidiary Goldman Sachs International.
On August 21, 2025, the Company received a transparency declaration confirming that, on
August 15, 2025, the Goldman Sachs Group, Inc., detained 23,683 Ontex voting rights and
2,516,673 equivalent financial instruments or 2,540,365 in total, representing respectively
0.03%, 3.06% and 3.08% of Ontex’s issued shares. The holding of equivalent financial
instruments thereby remained above the threshold of 3.0% for Goldman Sachs Group, Inc., but
crossed downward the threshold of 3.0% for its subsidiary Goldman Sachs International.
On August 22, 2025, the Company received a transparency declaration confirming that, on
August 19, 2025, the Goldman Sachs Group, Inc., detained 82,718 Ontex voting rights and
2,559,752 equivalent financial instruments or 2,642,470 in total, representing respectively
0.10%, 3.11% and 3.21% of Ontex’s issued shares. The holding of equivalent financial
instruments thereby remained above the threshold of 3.0% for Goldman Sachs Group, Inc., but
crossed upward the threshold of 3.0% for its subsidiary Goldman Sachs International.
On September 15, 2025, the Company received a transparency declaration confirming that, on
September 11, 2025, Brandes Investment Partners, L.P., detained 8,251,487 Ontex voting
securities, representing 10.02% of Ontex’s issued shares. The holding of voting rights thereby
crossed upward the threshold of 10%.
We refer to our website for transparency declarations received after December 31, 2025.
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GOV-3.3 Shareholder structure
Based on the transparency declarations received by the Company, the shareholder structure
of the Company on December 31, 2025
[ 16]
was as follows:
To the knowledge of the Company, no shareholders’ agreements are currently in place.
Shareholders
Shares/
Voting
rights
%
[ 17]]
Equivalent
financial
instruments
%
[17]
Total
%
[17]
Threshold
range
total
[17]
Date
crossing
Groupe Bruxelles Lambert SA
16,454,453
19.98%
-
16,454,453
19.98%
15%-20%
20/04/2021
ENA Investment Capital
12,411,999
15.07%
-
12,411,999
15.07%
15%-20%
29/04/2020
Brandes Investment Partners LP 8,251,487 10.02% - 8,251,487 10.02% 10%-15% 11/09/2025
The Pamajugo Irrevocable Trust
2,722,221
3.64%
-
2,722,221
3.64%
3%-5%
29/02/2016
Mr. Joannes G.H.M. Niessen and Mont Cervin SARL
2,517,540
3.06%
-
2,517,540
3.06%
3%-5%
20/03/2024
BPCE SA, Natixis SA, Natixis Investment Managers, NIM Participations 3
and DNCA Finance
2,491,966 3.03% - 2,491,966 3.03% 3%-5% 12/11/2024
Goldman Sachs Group Inc
82,718
0.10%
2,559,752
3.11%
2,642,470
3.21%
3%-5%
19/08/2025
[16] Updates subsequent to December 31, 2025 are provided on the website:
https://ontex.com/investor-relations/share-information.
[17] Percentage based on the outstanding share capital of the Company at the time of the declaration.
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GOV-3.4 Investor engagement & share price
performance
In 2025, the Company continued to engage with investors. Face-to-face meetings were held in
the framework of investor conferences, during roadshows, or via video conferences. These
meetings were primarily held by the Investor Relations department, while senior management
focused on meetings with the top-ten shareholders of the Company. Following the publication
of its financial results, the Company also hosted public conference calls during which the senior
management presented the company’s results and responded to questions from financial
analysts and investors. Moreover, throughout the year, the Investor Relations department was
available to respond to queries from (potential) investors.
At present, Ontex is actively followed by six equity analysts.
Ontex’s share price evolved negatively over the year, declining by 42% from €8.39 at the end of
2024 to €4.90 at the end of 2025, caused by the weaker than anticipated financial results,
amplified by the two outlook revisions Ontex published in the year. This contrasts with the
continued growth of the sector index STOXX Europe 600 Personal & Household Goods®, which
gained 4%, and with the BEL Mid
®
index of Euronext Brussels, which rebounded by 9% in 2025
after the decrease in 2024.
38.0 million shares of the Company were traded on Euronext Brussels in 2025, representing
45% of the total amount of shares issued by the Company. This is an 8 percentage point
increase compared to 37% in 2024, and represents a higher liquidity than mid- and small-cap
companies, as evidenced by the 23% liquidity of the BEL MID
®
index, which rose more modestly
by 4 percentage points compared to 2024. Ontex is also traded on other trading venues and
OTC trades, which more than doubled the volumes traded on Euronext Brussels.
Share price evolution in 2025
€0
€1
€2
€3
€4
€5
€6
€7
€8
€9
€10
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
share price relative to Ontex
Ontex -41.6%
STOXX Europe 600 P&HG ® +3.7%
BEL MID ® +9.3%
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GOV-3.5 Dealing and Disclosure Code
Ontex gives utmost priority to its compliance with applicable market abuse regulations. On June
3, 2014, the Board approved the Ontex Dealing and Disclosure Code (the “Dealing and
Disclosure Code”). The Dealing and Disclosure Code was subsequently amended on April 2,
2015 and on June 28, 2016. The Dealing and Disclosure Code restricts transactions in the
Company’s securities by members of the Board and of the Executive Committee, and by certain
senior employees of the Ontex Group during closed and prohibited periods. The Dealing and
Disclosure Code also contains rules concerning the internal approval of intended transactions,
as well as the disclosure of executed transactions through a notification to the Belgian Financial
Services and Markets Authority, and disclosure of inside information. The Company’s General
Counsel is the Compliance Officer for purposes of the Dealing and Disclosure Code.
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GOV-4 Relevant information in the event of a takeover bid
Article 34 of the Royal Decree of November 14, 2007 on the obligations of issuers of securities
which have been admitted to trading on a regulated market, requires that listed companies
disclose certain items that may have an impact in the event of a takeover bid.
GOV-4.1 Capital structure
A comprehensive overview of our capital structure at December 31, 2025 can be found in
section GOV-3.
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GOV-4.2 Restrictions on transfers of securities
The Company’s Articles of Association do not impose any restrictions on the transfer of shares
in the Company. Furthermore, the Company is not aware of any such restrictions imposed by
Belgian law except in the framework of market abuse rules, and neither is the Company aware
of any agreements between shareholders which may result in restrictions on the transfer of
securities and/or the exercise of voting rights.
GOV-4.3 Holders of securities with special control rights
There are no holders of securities with special control rights.
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GOV-4.4 Employee share plans where the control rights
are not exercised directly by the employees
The Company’s shares to be delivered to participants upon exercise of the stock options or
vesting of the RSUs or performance stock units in the framework of long-term incentive
schemes are either newly issued or existing ordinary shares in the Company with all rights and
benefits attached to such shares. A more detailed description of the Company’s long-term
incentive plans is set out in the Company’s Remuneration Report and Remuneration Policy.
The Company has not set up employee share plans where control rights over the shares are
not exercised directly by Ontex’s managers or employees.
GOV-4.5 Restrictions on the exercise of voting rights
The Articles of Association of the Company do not contain any restrictions on the exercise of
voting rights by shareholders, provided that the shareholders concerned comply with all
formalities to be admitted to the shareholders’ meeting and their voting rights are not
suspended in one of the events set out in the Articles of Association or the Belgian Code of
Companies and Associations. Pursuant to Article 11 of the Company’s Articles of Association,
the Board is entitled to suspend the exercise of rights attaching to shares belonging to several
owners.
The Company is not aware of any restrictions imposed by Belgian law on the exercise of voting
rights by the shareholders.
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GOV-4.6 Rules on appointment and replacement of
Board members
The maximum term of office of directors under Belgian law is limited to six years (renewable),
but the 2020 Corporate Governance Code recommends that it be limited to four years
(Recommendation 5.6). The Company complies with this recommendation. The appointment
and renewal of directors is subject to approval by the shareholders’ meeting, upon proposal by
the Board on the basis of a recommendation of the Remuneration and Nomination Committee.
GOV-4.7 Rules on amendments to the articles of
association
Save for capital increases decided by the Board within the limits of the authorized capital or a
change of the seat of the Company (provided such change does not trigger the application of
different rules on the use of languages by companies than those that currently apply to the
Company), only an extraordinary shareholders’ meeting is authorized to amend the Company’s
Articles of Association. An extraordinary shareholders’ meeting may only deliberate on
amendments to the Articles of Association if at least 50% of the share capital is represented. If
the above attendance quorum is not reached, a new extraordinary shareholders’ meeting must
be convened, which will validly deliberate regardless of the portion of the share capital
represented at the shareholders’ meeting. As a rule, amendments to the Articles of Association
are only adopted if approved by at least 75% of the votes cast. The Belgian Code of Companies
and Associations provides for more stringent majority requirements in specific instances, such
as for modifications of the Company’s corporate object clause.
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GOV-4.8 Authorized capital
On May 5, 2023, the Company’s extraordinary shareholders’ meeting renewed the
authorization to the Board with respect to authorized capital under certain conditions. The
Board may increase the share capital of the Company in one or several times by a maximum of
up to (i) €82,358,746.64 in the event of a (or multiple) capital increase(s) with cancellation or
limitation of the preferential subscription rights of shareholders, including in favor of one or
more specified persons that are not members of the personnel of the company or its
subsidiaries and (ii) €164,717,493.28 in the event of a (or multiple) capital increase(s) without
cancellation or limitation of the preferential subscription rights of shareholders.
This authorization may be renewed in accordance with the relevant legal provisions. The Board
can exercise this power for a period of five years as from the date of publication in the Annexes
to the Belgian State Gazette of the amendment to the Articles of Association approved by the
shareholders’ meeting on May 5, 2023.
GOV-4.9 Acquisition of own shares
On May 5, 2023, the Company’s extraordinary shareholders’ meeting renewed the Board’s
authorization with respect to the acquisition of own shares subject to the conditions set forth
below.
The Company may, without any prior authorization of the shareholders’ meeting, and the Board
is authorized to, take as pledge and acquire, on or outside of the stock exchange, its own
shares, profit-sharing certificates and associated certificates up to a maximum of 10% of each
of the outstanding shares, profit-sharing certificates and associated certificates of the Company
for a price that is not more than 5% above the highest closing price on Euronext Brussels during
the last 30 trading days preceding the transaction, and not more than 10% below the lowest
closing price on Euronext Brussels during the last 30 trading days preceding the transaction, in
accordance with the provisions of the Belgian Code of Companies and Associations where
applicable. This authorization is valid for a period of five years starting on the date of the
publication in the Annexes to the Belgian Official Gazette of the amendment to the Company’s
articles of association resolved upon by the Company’s extraordinary shareholders’ meeting of
May 5, 2023. The authorization may be renewed in accordance with the relevant provisions of
the Belgian Code of Companies and Associations.
As set out in section GOV-3.1 above, the Company conducted a share buy-back program
between December 1, 2024 and April 10, 2025, in the context of which it acquired a total of 1.5
million shares.
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GOV-4.10 Material agreements to which the company is
a party containing change of control provisions
GOV-4.10.1 Revolving Facility Agreement
The Company, and certain of its subsidiaries as guarantors, entered into a €270,000,000
revolving facility agreement dated November 27, 2024 (the “Revolving Facility Agreement”).
The proceeds were used for the refinancing of existing indebtedness and for general corporate
purposes.
The Revolving Facility Agreement contains provisions that may be triggered in the event of a
change of control over the Company. More specifically, the Revolving Facility Agreement
provides, among others, that any person or group of persons acting in concert acquiring,
directly or indirectly, beneficial ownership of the issued capital of the Company having the right
to cast more than 50% of the votes capable of being cast at a shareholders’ meeting of the
Company may lead to a mandatory prepayment and cancellation under the Revolving Facility
Agreement.
GOV-4.10.2 Indenture
The Company, and certain of its subsidiaries as guarantors, entered into an indenture dated
April 3, 2025 (the “Indenture”) pursuant to which the Company issued €400,000,000 5.250%
senior notes due 2030 (the “Senior Notes”). The proceeds have been used for the refinancing
of existing indebtedness and for general corporate purposes.
The Indenture contains provisions that may be triggered in the event of a change of control
over the Company. More specifically, the Indenture provides, among others, that any person or
group of persons acting in concert (other than certain exempt persons) acquiring, directly or
indirectly, beneficial ownership of more than 50% of the total voting power capable of being
cast at a shareholders’ meeting may lead to a mandatory offer by the Company to repurchase
the Senior Notes at a purchase price equal to 101% of the principal amount of the Senior Notes
(together with accrued and unpaid interest).
GOV-4.10.3 Factoring Agreement
The Company entered into a factoring agreement dated February 21, 2018, with BNP Paribas
Fortis Factor NV and KBC Commercial Finance NV (the “Factoring Agreement”). The Factoring
Agreement contains provisions that may be triggered in the event of a change of control over
the Company. More specifically, the Factoring Agreement provides, among others, that in the
event the effective control of any party is transferred to others, the other party has the right to
terminate the Factoring Agreement.
GOV-4.10.4 Hedging Agreement
The Company entered into an ISDA FX hedging agreement dated March 12, 2018 with Crédit
Agricole Corporate and Investment Bank (“CACIB”) (the “Hedging Agreement”). The Hedging
Agreement contains provisions that may be triggered in the event of a change of control over
the Company. More specifically, the Hedging Agreement, provides, among others, that a change
control, defined as any person or group of persons acting in concert acquiring, directly or
indirectly, beneficial ownership of the issued share capital of the Company, provides CACIB the
right to terminate the Hedging Agreement.
GOV-4.10.5 Long term Incentive Plan
As set out in more detail in the Remuneration Report, the Company has issued a one-time grant
of performance stock units covering financial years 2023, 2024 and 2025 under the Company’s
2023-2025 “Value Creation Projects” Long Term Incentive Plan (the “VCP LTIP”). The vesting of
the performance stock units is subject to a single performance KPI, being the share price of the
Company. The VCP LTIP plan documentation provides that, in the event of a change of control
over the Company, the performance stock units outstanding under the plan shall vest
immediately prior to such change of control. The number of performance stock units that would
effectively vest remains subject to the performance test provided for in the plan
documentation, which shall be applied using (i) in the event of a change of control that is a
takeover, the offer price, and (ii) in the event of a change of control other than a takeover, the
exchange ratio or similar price determined by the Board in connection with the change of
control.
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GOV-4.11 Severance pay pursuant to termination of
contract of Board members, Executive officers
or employees pursuant to a takeover bid
The Company has not concluded any agreement with its Board members, executive officers or
employees which would result in the payment of a specific severance pay if, pursuant to a
takeover bid, the Board members, executive officers or employees resign, are dismissed or
their employment agreements are terminated.
We refer to the Remuneration Report for further details on the termination provisions of the
members of the Board and the Executive Committee in general.
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GOV-5 Conflicts of interest
In accordance with Article 7:96 of the Belgian Code of Companies and Associations, if a Board
member has a direct or indirect financial interest that is contrary to the interest of the Company
in respect of a decision or transaction which is the responsibility of the Board, he/she must
inform the other Board members before any decision by the Board is taken and the statutory
auditor must also be notified. The conflicted Board member cannot be present during the
deliberations of the Board relating to these transactions or decisions and cannot vote.
In addition to the legal requirements, the Company, as a general matter and as set forth in its
Corporate Governance Charter, also expects each Board member to arrange his or her
personal and business affairs in such a way as to avoid any (appearance of) conflict of interest
of a personal, professional or financial nature with the Company, directly or through relatives
(including spouse or life companion, or other relatives (by blood or marriage) up to the second
degree and foster children).
The conflict of interest procedure prescribed by article 7:96 of the Belgian Code of Companies
and Associations was not applied by the Company in 2025.
During 2025, the Company did not enter into any transactions with related parties within the
meaning of Article 7:97 of the Belgian Code of Companies and Associations.
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GOV-6 Compliance with the 2020 Corporate Governance Code
The Company is committed to high standards of corporate governance and relies on the 2020
Corporate Governance Code as its reference code. The 2020 Corporate Governance Code is
based on a “comply or explain” approach. Belgian listed companies must comply with the 2020
Corporate Governance Code but may deviate from those provisions which are not otherwise
contained in the Belgian Code of Companies and Associations, and provided they disclose the
justification for any such deviations in their corporate governance statement included in the
Annual Report in accordance with Article 3:6, §2, 2° of the Belgian Code of Companies and
Associations.
The Board has opted for a one-tier governance structure. The Board thus is the highest
decision-making body of the Company. It is authorized to perform all acts that are necessary
or useful for the realization of the object of the Company, except for those powers that are
reserved by law to the shareholders’ meeting. The Board decides on the strategy of the
Company and takes all important investment and divestment decisions. The Board has
delegated the operational management of the Company to the Chief Executive Officer and the
Executive Committee, which exercise such operational management within the framework of
the strategy determined by the Board.
As at the end of 2025, the Company complied with all provisions of the 2020 Corporate
Governance Code. In this respect, it is to be noted that provision 7.6 of the 2020 Corporate
Governance Code provides for non-executive Board members to receive part of their
remuneration in the form of shares in the Company. The Company’s annual shareholders’
meeting held on May 5, 2025, approved the revised version of the Company’s Remuneration
Policy, which included, among others, the introduction of a restricted share unit (“RSU”) plan
for Board members, as a result of which Board members, effective January 1, 2025, receive part
of their remuneration in the form of RSUs, in line with the recommendation of the 2020
Corporate Governance Code.
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GOV-7 Events after the end of the reporting period
The relevant events after the end of the reporting period can be found in note FIN-4.32.
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GOV-8 Risk management and internal control network
GOV-8.1 Introduction
Ontex operates a risk management and internal control framework in accordance with the
Belgian Companies and Associations Code and the 2020 Corporate Governance Code. The
framework in place is aligned with the management framework developed by the Committee
of Sponsoring Organizations of the Treadway Commission (COSO).
Ontex is exposed to a wide variety of risks within the context of its business operations that
can result in its objectives being affected or not achieved. It is a key competence of the Audit
and Risk Committee to monitor the effectiveness of Ontex’s systems for internal controls and
its risk management processes, as well as the effectiveness of Ontex’s internal audit function
and processes. The Audit and Risk Committee regularly advises and reports on these matters
to the Board. The practical implementation and periodical revision of these controls and
processes are managed on a day-to-day basis by the Executive Committee and all other
employees with managerial responsibilities.
The risk management and control system set up within Ontex aims to achieve, among others,
the following goals:
• achievement of Ontex’s objectives;
• achieving operational excellence;
• ensuring correct and timely financial reporting;
• compliance with all applicable laws and regulations;
• compliance with policies and objectives set by management; and
• safeguarding of company assets.
GOV-8.2 Control environment
GOV-8.2.1 Three lines model
Ontex applies the “three lines model” to clarify roles, responsibilities and accountabilities, and
to enhance communication within the area of risk and control. Within this model, the different
lines responsible for responding to risks are:
• First line: line management is the first responsible for assessing risks on a day-to-day basis
and implementing controls in response to these risks.
• Second line: the oversight functions such as finance and controlling, quality, compliance,
sustainability, tax and legal oversee risk management as defined by the first line. The
second line actors provide guidance and direction and develop a risk management
framework. Ontex’s compliance function focuses on, among others, communicating and
training on Code of Ethics and other compliance matters.
• Third line: independent assurance providers, including internal and external audit
functions, supervise and control the risk management processes as executed by the first
and second line.
GOV-8.2.2 Policies, procedures and processes
Ontex fosters an environment in which its business objectives and strategy are pursued in a
controlled manner. This environment is created through the implementation of different
company-wide policies, procedures and processes such as the Ontex Values, the Ontex Code
of Ethics (and its different chapters, which include policies on anti-bribery, anti-money
laundering and fair competition), the Quality Management System and the internal Delegation
of Authorities set of rules. The employees are regularly informed and trained on these subject
matters in order to stimulate risk management and control at all levels and in all areas of the
organization.
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GOV-8.2.3 Group-wide ERP system
Most Ontex entities use the same group-wide ERP systems, which are managed centrally. These
systems embed the roles and responsibilities defined at group level. Through these systems,
the main flows are standardized and key controls are enforced. The systems also allow detailed
monitoring of activities and direct access to data by the Company.
GOV-8.3 Risk management
Sound risk management starts with identifying and assessing the risks associated with Ontex’s
business and external factors. Once the relevant risks are identified, Ontex strives to prudently
manage and minimize such risks. At the same time, Ontex acknowledges the existence of
ordinary business risks and implements measures to address them, including risk escalation
processes to ensure that the appropriate decision-makers assess and resolve specifically
identified risks. The processes in place aim at identifying key risks, assessing them, defining
appropriate responses, communicating them to the right levels in the organization and
monitoring the effectiveness of mitigation actions.
All employees of Ontex are accountable on a continuous basis for the timely identification and
qualitative assessment of the risks within their area of responsibility. In addition to the
continuous input to risk assessment, a periodic review is conducted with the Executive
Committee. As an outcome of the periodic review, the identified risks are prioritized, at least
annually, based on their impact, likelihood and the vulnerability of Ontex to these risks based
on scales which are periodically reviewed. Additionally, the Executive Committee conducts
deep-dives into certain topics, including climate change and other sustainability-related risks.
These assessments delve into the potential impacts of sustainability matters, including climate
change, on Ontex’s operations, supply chain, and broader business environment. The
sustainability statements serve as critical references for sustainability risks, by providing
insights into the mitigation strategies, resilience measures, and long-term sustainability goals.
By incorporating sustainability (including climate change) risks into Ontex’s risk management
framework, it enhances its ability to proactively identify, assess, and manage emerging threats
associated with sustainability matters. The Audit and Risk Committee has assumed
responsibility for monitoring ESG-risks.
Ontex has identified and analyzed its key corporate risks. These corporate risks are
communicated to the various levels of management.
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GOV-8.4 Control activities
Control measures are in place to minimize the effects of risks on Ontex Group’s ability to
achieve its objectives. These control activities are embedded in Ontex’s key processes and
systems to assure that the risk responses and Ontex’s overall objectives are carried out as
designed. Control activities are conducted throughout the organization, at all levels and within
all departments. Key compliance areas are monitored for the entire Ontex Group by the Head
of Compliance (at group level) and by extended Compliance team members (at local level). The
Compliance function supports compliance with the Ontex Code of Ethics and the adoption of
clear processes and procedures with respect to the Code of Ethics. The long-term strategy and
yearly objectives related to Compliance are approved by the Executive Committee and by the
Audit and Risk Committee and a reporting takes place twice a year (or at any other time when
a specific matter requires ad hoc reporting) towards the Executive Committee and the Audit
and Risk Committee, which in turn reports to the Board. The Head of Compliance and Internal
Audit Manager meet regularly to discuss increasing risks based on incidents in relation to the
Code of Ethics and (new or existing) legal frameworks. More information about Ontex’s
approach, strategy and progress towards business ethics and compliance can be found in the
Sustainability statements.
In addition to these control activities, an insurance program is in place for certain risk categories
that cannot be absorbed without material effect on the Company’s balance sheet.
GOV-8.5 Information and communication
Ontex recognizes the importance of timely, complete and accurate communication and
information, both top-down as well as bottom-up. Ontex has therefore put several measures
in place to assure amongst others:
• security of confidential information;
• clear communication about roles and responsibilities; and
• timely communication to all stakeholders about external and internal changes impacting
their areas of responsibility.
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GOV-8.6 Monitoring of control mechanisms
Monitoring aims to ensure that internal control systems operate effectively.
The quality of Ontex’s risk management and internal control framework is assessed by the
following actors:
• Internal Audit. The tasks and responsibilities assigned to Internal Audit are defined in the
Internal Audit Charter, which has been approved by the Audit and Risk Committee. The key
mission of Internal Audit as defined in the Internal Audit Charter is “to add value to the
organization by applying a systematic, disciplined approach to evaluating the internal
control system and providing recommendations to improve it”. Internal audit reports are
also shared with external audit every quarter and a meeting is held to identify any patterns
or trends in identified issues.
• External Audit. In the context of its review of the annual accounts, the statutory auditor
focuses on the design and effectiveness of internal controls and systems relevant for the
preparation of the financial statements. The outcome of the audits, including work on
internal controls, is reported to the Executive Committee and the Audit and Risk Committee
(which in turn reports to the Board) and shared with Internal Audit.
• Audit and Risk Committee / Board. The Audit and Risk Committee and the Board have
the ultimate responsibility with respect to internal control and risk management. More
detailed information on the composition and functioning of the Audit and Risk Committee
and the Board, is found in section GOV-2.5.1.
GOV-8.7 Risk management and internal control with
regard to the process of internal reporting
The accurate and consistent application of accounting rules throughout Ontex is assured by
means of a Finance and Accounting Manual.
On a quarterly basis, a bottom-up financial risk analysis is conducted to identify risk factors.
Action plans are defined for all key risks. Specific identification procedures for financial risks are
in place to assure the completeness of financial accruals.
The accounting teams are responsible for producing the accounting figures, whereas the
controlling teams check the validity of these figures. These checks include coherence tests by
comparison with historical and budget figures, as well as sample checks of transactions
according to their materiality.
Specific internal control activities with respect to financial reporting are in place, including the
use of a periodic closing and reporting checklist. This checklist assures clear communication of
timelines, completeness of tasks, and clear assignment of responsibilities.
Uniform reporting of financial information throughout Ontex ensures a consistent flow of
information, which allows the detection of potential anomalies. Ontex’s ERP systems and
management information tools provide the central controlling team with direct access to
disaggregated financial and non-financial information.
An external financial calendar is planned in consultation with, and approved by, the Executive
Committee and the Board, and this calendar is announced to external stakeholders on the
Company’s website. The objective of this external financial reporting is to provide Ontex
stakeholders with the information necessary for making sound investment decisions with
regard to the Company’s securities. The financial calendar can be consulted at
https://www.ontex.com/investor-relations/financial-calendar.
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GOV-8.8 Risk management and internal control with
regard to sustainability
At Ontex, the critical importance of sustainability reporting is recognized as operations are
ensured to be aligned with environmental, social, and governance (ESG) objectives. Ontex’s
commitment to transparency and accountability necessitates robust risk management and
internal control procedures throughout the sustainability reporting process.
To ensure the accuracy and integrity of the sustainability reporting, findings from
comprehensive risk assessments have been integrated into the internal functions and
processes. Risk management and internal controls are applied as set out below:
• Sustainability risk assessment: The sustainability team conducts periodic risk
assessments, which complements the risk management process described in section
GOV-8.3 above, to identify and evaluate potential risks associated with Ontex’s
sustainability reporting process. These assessments consider factors such as regulatory
changes, stakeholder expectations, and emerging sustainability trends. More detailed
information about the risk assessment framework for sustainability related risks can be
found in section SUS-2.4.
• Action plans for key risks: Based on the results of the risk assessments, action plans are
developed to address key sustainability risks. These plans outline specific measures to
mitigate risks and enhance the reliability of the sustainability data and disclosures.
• Internal collaboration and accountability: Collaboration between various internal
functions is essential to ensure the effectiveness of the sustainability reporting process.
Ontex’s sustainability team collaborates closely with departments such as operations,
finance, and compliance to integrate sustainability considerations into their respective
areas of responsibility.
• Validation and verification processes: Rigorous validation and verification processes are
implemented to ensure the accuracy and completeness of sustainability data. Internal
controls are in place to verify the integrity of data sources, conduct data quality checks, and
reconcile discrepancies. Internal Audit plays a crucial role in validating and verifying
sustainability data by conducting audits focused on the internal controls embedded in the
sustainability processes. These audits assess the effectiveness of internal controls
designed to mitigate sustainability risks, ensure compliance with relevant standards and
regulations, and promote the reliability of sustainability disclosures.
• Clear communication and documentation: Ontex maintains clear communication
channels and documentation procedures to facilitate transparency and accountability in
the sustainability reporting process. Standardized reporting protocols and documentation
requirements are established to guide employees in fulfilling their responsibilities.
• Continuous improvement and adaptation: Ontex’s approach to risk management and
internal control is dynamic and responsive to evolving sustainability challenges and
opportunities. The teams regularly review and update the processes in light of new
developments, stakeholder feedback, and best practices in sustainability reporting.
By integrating risk management and internal controls into the sustainability reporting process,
the reliability and credibility of Ontex’s disclosures is enhanced, stakeholder trust strengthened,
and Ontex’s commitment to sustainable business practices advanced.
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GOV-8.9 Main risks faced by Ontex
Detailed descriptions of the most significant identified risks and opportunities to Ontex are
listed below, together with how the risk is managed (including any mitigation efforts currently
in place or planned going forward as part of a risk mitigation plan).
These risks may impact the achievement of strategic drivers as set out in the Strategic report
of this annual report. They are ordered by type of risk and are not arranged in order of priority.
GOV-8.9.1 Contextual risks
Geopolitical instability
Ontex operates on a global scale, and, as a result, is subject to risks associated with such global
operations. Existing or future instability in some of the countries in which Ontex operates may
constrain the way business is done (e.g. as a result of ambiguous legislation, unpredictability of
courts or governmental bodies, or administrative hurdles). Geopolitical tensions can
deteriorate trade relations and disrupt the global economic activity, which can directly and
indirectly translate into Ontex’s operations or general business.
Risk management
Various stakeholders at Ontex are occupied with monitoring the macroeconomic and
geopolitical situation in the regions Ontex is active in. During periodic business review meetings,
an assessment of the various macroeconomic and geopolitical situations that are relevant for
Ontex takes place and remedial actions are discussed.
Ontex has built a supply chain resilience program for priority customers and top-selling
products. Ontex’s global presence may allow to remediate local country risk to a certain extent
by leveraging other operations (e.g. producing from another location). Ontex also has the ability
to review pricing with its customers in case of exceptional disruptive events.
Through the divestment of its Emerging markets business in Mexico, Brazil, Turkey, Pakistan
and Algeria, together with their related export markets activities, Ontex has reduced its
exposure to country-specific risks that are characteristically more prevalent in emerging market
economies, such as macroeconomic instability, currency depreciation, political uncertainty, and
unpredictable regulatory environments. As a result, Ontex’s divestment of its activities in
Emerging markets has improved the Group's overall risk profile.
Since the beginning of the conflict between Russia and Ukraine, Ontex has defined tight
conditions to its operations in Russia, to ensure compliance with the evolving applicable
regulations on economic sanctions. This model has led to the progressive autonomation of
most of Ontex’s local activities in Russia within a framework defined at Group level which allows
Ontex to remain compliant with its group-wide quality, safety and IT and data security
standards, as well as with its financial controls, reporting and strategic objectives. In this
respect, certain intragroup services continue to be provided by Group to Ontex’s Russian
operations, as permitted by a governmental authorization granted by the Belgian Federal Public
Service (“FPS”) Economy in 2024, which was renewed in 2025. Such governmental authorization
has a limited duration and further extensions are not guaranteed, which may lead to these
intragroup services being discontinued. If the authorization to keep providing intragroup
services to Ontex’s Russian entity were not renewed, these operations would need to procure
those services independently and Ontex would have to take certain additional measures to
avoid adverse impacts on the Group operations (e.g. in the areas of IT and data security). More
information on Ontex’s operation in Russia is found in note FIN-4.4.10.
Trade barriers
Ontex’s business may be materially adversely impacted by the imposition of, or increases in,
tariffs or other government trade policies. The implementation of tariff barriers or the
heightening of existing tariffs, such as the recent import tariff changes by the U.S. Government,
may have an adverse effect on the business and results of operations.
Risk management
Ontex made and maintains a full assessment regarding its exposure including exemption lists
per country of origin and material. Ontex has developed action plans to mitigate the potential
impact of tariffs, which include:
• Diversifying Supply Chain Sources: Exploring alternative sourcing options from countries
with lower tariffs or more favorable trade agreements.
• Optimizing Operations and Footprint: Evaluating and adjusting Ontex’s operational
footprint, including local production in the U.S., to reduce import volumes.
• Re-negotiating Contracts: Engaging in discussions with customers and vendors to adjust
pricing, terms, or other contractual aspects to account for increased costs due to higher
tariffs, aiming to share the impact while maintaining relationships.
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• Enhancing Compliance Framework for Regulatory Programs: Standardizing
documentation ensuring that Ontex fully benefits from all available regulatory programs by
government bodies to boost manufacturing by submitting requirements in a complete,
accurate and timely manner.
Specifically for the exposure of Ontex’s Mexican operations towards the U.S. market, USMCA
compliance was verified by an external lawyer firm. Nevertheless, for the majority of the raw
materials, Ontex adapted its sourcing to a mixed U.S./Mexican supplier base.
Competition
Across its footprint, Ontex is active in landscapes with intense competition from branded
product manufacturers and retailer brand manufacturers. While Ontex competes with
established regional players, increasingly new competitors, often with manufacturing in lower-
cost countries such as China, gain traction in Ontex's key markets. Action and reaction from the
different players in the competitive environment may trigger market shifts and reactions, and
affect Ontex’s market share and margins. Furthermore, customers frequently (re-)tender their
business, which may allow Ontex to generate additional contracts but also entails the risk of
contracts being lost to competitors. Ontex is also exposed to the risk that alternative products,
solutions or business models meeting evolving customer needs would replace Ontex’s product
portfolio, which could jeopardize Ontex’s position in the markets in which it operates.
Risk management
Ontex’s ambition is to be the partner of choice for retailer and healthcare brands, and achieving
this ambition requires excellence in both service and product. Ontex consistently strengthens
its cost and price competitiveness, while sharpening customer segmentation and deepening
customer centricity.
Innovation plays a central role in the ongoing development of the product portfolio, ensuring
sustained alignment with customer and consumer needs. Redesigned category management
enables closer integration of customer insights and innovation, supported by regular strategic
alignment meetings with key customers. Where appropriate, co-development initiatives are
pursued.
Proactive market research allows Ontex to closely monitor, anticipate, and respond to market
trends and competitive developments.
One of Ontex’s fundamental strengths lies in the diversity of its customer base. Ontex serves
clients across a wide spectrum of industries and geographies, selling products to approximately
100 countries globally. This diversified portfolio acts as a buffer against fluctuations in any single
market or sector, mitigating the impact of competitive dynamics in specific regions or industries.
Furthermore, the customer portfolio is balanced by not being overly dependent on a handful
of clients. The top 10 customers collectively account for less than 40% of the total business.
This balanced distribution ensures that revenue streams are not overly reliant on any single
client relationship.
Laws and regulations
Unforeseen or non-identified changes to legislation or misinterpretation of existing legislation
could lead to litigation or fines or increase the cost of doing business. Changes to regulations
can trigger additional costs or exclusion of market segments in case of non-compliance.
Risk management
Changes to strategy and product portfolio are increasingly exposing Ontex to more regulated
markets and product segments. Various domains in the organization are screening the
regulatory landscape on a continuous basis through participation in industry fora, conferences,
etc. and are responsible for creating the required awareness within the organization around
such regulatory changes.
Compliance with existing regulations are enforced via Ontex’s code of ethics. The code of ethics
captures the values with respect to anti-competition, bribery, conflict of interests, professional
conduct, human rights, sanctioned countries. Employees are periodically receiving trainings on
the topics included in Ontex’s code of ethics. On top of that, suppliers are required to sign a
code of conduct including labor, ethics and health and safety standards. Breaches to Ontex’s
code of ethics can be reported via various channels within the organization or through an
(anonymous) online ‘Speak Up!’ Web platform.
Catastrophic damage
The risk of catastrophic damage refers to the potential for significant harm to the company’s
operations, assets, or personnel as a result of unexpected, large-scale events. Such events may
include natural disasters (earthquakes, floods, hurricanes), man-made incidents (industrial
accidents, fires,…), or other unforeseen crises that severely disrupt normal operations.
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Risk management
Ontex has implemented comprehensive risk management practices to mitigate the likelihood
and impact of catastrophic events. These include:
• Business Continuity Planning (BCP): Ongoing development and testing of business
continuity and disaster recovery plans.
• Insurance Coverage: Extensive insurance policies to cover property damage, business
interruptions, and liability associated with such events. Ontex regularly assesses the factors
taken into consideration for insurance coverage specifically related to climate risks.
• Emergency Response Protocols: Regular training and drills to ensure rapid response and
containment in the event of a crisis.
• Resilience Building: Investment in resilient infrastructure, buildings, equipment, utilities
and IT to minimize potential damages.
• Diversification of Operations: Geographic and operational diversification to reduce the
concentration of risk in any one area.
GOV-8.9.2 Operational risks
Pricing strategy
Whereas prices in Ontex’s sales contracts are typically fixed for the duration of the contract,
raw material costs in purchase agreements are often linked to indices, and thereby the cost of
goods sold and margins are dependent on the volatile evolution of those indices. Additionally,
Ontex needs to manage the potential impact of inflation on other elements such as transport,
labor, energy etc. Contracts relating to the purchase of raw materials may or may not include
mechanisms that provide for price adjustments. Furthermore, customers may expect lower
prices when inflation declines, adding another layer of complexity to Ontex’s pricing strategies
and market dynamics. At the same time, Ontex aims to preserve its margins by, among others,
implementing continuous cost savings and operational improvements across its operations, as
well as by working on innovation and product mix to deliver optimal value to its customers.
Risk management
Ontex has organized a “fast-escalation” process regarding cost inflation and pricing towards
customers. This process involves pricing discussions both internally and with suppliers and
customers, with the aim of introducing flexible pricing mechanisms towards its customers.
Ontex’s prices and margins are monitored centrally based upon continuous input collected
from the sales, procurement and finance teams, and include both commodity index and retail
shelf-price tracking, among other measures. Ontex continuously finetunes its approach that
also encompasses leveraging innovation and focusing on product mix in order to mitigate any
lag between increases in the cost of raw materials and other cost changes, and the pricing that
is offered to customers.
ERP transition
Ontex will be upgrading its group-wide ERP system from SAP ECC to SAP S/4HANA in the course
of 2026, thereby modernizing Ontex’s technology infrastructure and aligning it with current
standards. This migration project ensures business continuity for the coming years, and is an
important enabler for delivering a targeted portfolio of process improvement projects that will
enhance Ontex’s operational excellence and customer-centric innovation capabilities.
Risk management
Ontex uses its ERP system to support critical processes across its plants and locations, and it
has taken the following actions to minimize the potential risks and ensure a smooth transition:
• Ontex opted for a brown-field conversion to limit the impact on the business processes,
with process improvements introduced gradually in later stages after successful
conversion;
• Ontex has selected a professional and certified implementation partner to execute the
project and involves the ERP system provider in the project;
• A Business Process Transformation Team, including senior process experts from all
functional areas, leads the project in close collaboration with the IT department and
external service providers.
• Best practice project methodology and change management is applied, and Ontex is
taking operational measures to have a gradual ramp up of the business following go-live.
Information security and privacy
Ontex is increasingly reliant on IT systems and data management to run its business. There is
a risk of disruption of IT systems and that sensitive data may be compromised by leakage of
information (from within the organization or by third parties), malicious cyber-attacks or
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technology failures. A disruption of Ontex’s IT systems could affect sales, production and cash
flows, ultimately impacting results. Unauthorized access and misuse of sensitive information
could interrupt the business and/or lead to loss of assets, impact the competitive position or
investor confidence, and could have a negative impact on Ontex’s reputation.
Risk management
Ontex continuously strengthens its information security and privacy measures, recognizing and
understanding the growing reliance on IT systems and the potential risks posed by cyber
threats and data breaches. The cyber teams responded adeptly to the evolving threat
landscape, enhancing the capabilities of the Cyber Security Operations Centre (CSOC) and
deploying advanced AI-based solutions for threat prevention and detection.
Ontex’s firm commitment to information security is demonstrated through a range of
recognized security certifications and accreditations, including ISO27001 (ISO27001:2022
certification across all countries), Cyber Essentials, Cyber Essentials Plus, the Data Security
Protection certification (DSPT), and PCI-DSS certification. These are complemented by regular
independent external audits and IT penetration testing to validate the ongoing effectiveness of
Ontex’s security controls. Together, these measures support alignment with relevant regulatory
frameworks and standards, including NIS2, and reinforce Ontex’s responsible use of emerging
technologies in line with the Group’s AI Charter.
Strong emphasis is placed on empowering employees with comprehensive information security
training. Global training programs, integrating both traditional and AI-based tools, aim to
increase employee awareness and readiness in effectively mitigating cyber risks.
Ontex is focused on the key areas outlined in its long-term information security and privacy
roadmap, including enhanced technology protection within plants and improved continuity
through a global backup and recovery solution. Ontex also remains vigilant for emerging
threats, such as those presented by both AI and the changing geopolitical landscape.
Ontex has developed a roadmap that focuses on several areas, including significant cultural
enhancement programs, supply chain security improvements, and the continued advancement
of its security posture through strategic initiatives in AI technologies.
Continuous assessment and enhancement of security measures remain central to its strategy
as Ontex adapts to evolving market dynamics and security threats.
From a governance perspective, Ontex’s information security and privacy roadmap is endorsed
by the Executive Committee. As part of its monitoring of internal control and risk management
processes, the Audit and Risk Committee receives periodical updates on information security
and privacy risks, processes and action plans. This includes an annual comprehensive update
to the Audit and Risk Committee, complemented with “ad hoc” updates as the need arises. The
Audit and Risk Committee reports on these matters to the Board.
Product design & quality
Ontex’s reputation as a business partner relies heavily on its ability to supply innovative and
qualitative products. In the event of quality issues, potential ramifications include adverse
effects on consumer health, loss of market share, financial costs, reduced turnover, and
reputational damage to Ontex. As Ontex faces competition in production innovation, rapid
time-to-market is key to competitiveness. Failure to timely generate innovative products or
inadequate choice of new production methods, technology or structural redesign of raw
material components could lead to a loss of market share. It could also lead to irrecoverable
research and development costs or lack of responsiveness to customer demands.
Risk management
Risk assessments are performed for all Ontex products and are aimed at identifying and
controlling risks that might affect product performance and product safety. Ontex’s quality
system provides tools and capabilities within the organization to evaluate and control those
risks. Ontex’s organization and sites work proactively by utilizing continuous inputs from
customers and the market in general to improve products and processes to foresee or remedy
issues that could potentially impact consumer satisfaction.
• Ontex has merged teams into a Quality & Regulatory Affairs Department to deliver end-to-
end governance, streamlined processes, and consistent standards that strengthen
compliance, reduce operational and regulatory risks, and enhance overall performance.
• Ontex has implemented an effective Quality Management System. It captures the
requirements of customers and of the various regulations applicable to Ontex. It is an end-
to-end approach looking at each of Ontex’s key processes. Controls and measurements
steer the process efficiency.
• Collaboration with defined Single Persons of Contact (SPOC) have an important
contribution to the implementation and help all Ontex people in each department to
contribute to the continuous improvement process of the Quality Management System by
providing training and guidance.
• A renewed Process Validation Procedure 2.0 to ensure product quality is produced
consistently.
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Innovation is one of the key strategic pillars at Ontex, whereby it strives to develop and deliver
the right product and packaging innovation at the right time, inspired by customer and
consumer needs, with sustainability in mind. Ontex’s innovative products stem from thorough
research into market trends, customer and consumer insights, the expertise of Ontex’s
engineers, and above all, the creative contributions of its talented team. These also collaborate
with partner organizations including leading universities, laboratories, institutes, start-ups and
research organizations to make sure that Ontex is at the forefront of change inspired by the
market trends & evolution.
Raw material availability and price volatility
Ontex is dependent upon the availability of raw materials for the manufacturing of products.
On average, the main raw materials and packaging costs account for between 75% and 80% of
the cost of sales. Raw materials are subject to price volatility due to a number of factors that
are beyond Ontex’s control, including, but not limited to, the availability of supply, general
economic conditions, commodity price fluctuations and market demand.
Scarcity of supply of raw materials or transport scarcity could lead to (temporary) unavailability
of resources and could affect the continuity of Ontex’s supply chain. The likelihood of these
events occurring is increasing due to climate changes, more stringent regulatory requirements
or due to political instability.
Risk management
The continuity of Ontex’s supply chain is safeguarded in numerous ways, including the
following:
• For most resources, multiple sources are available and validated;
• Strategic alliances are in place with key suppliers, resulting in long-term contracts with
priority access for contractual volumes;
• Flexibility of volume allocations is built into Ontex’s contracts;
• Alternative materials have been validated for usage in case of shortages;
• Complexity reduction of raw material specifications to allow for more flexibility;
• Geographical diversification of suppliers and sources offsetting local / regional volatility;
• Possibility of financial hedging of Ontex’s key strategic materials; and
• Natural hedging via suppliers, decoupling from indices where possible.
Customer delivery commitments
As Ontex aims to grow its business, it will be instrumental to, in the deployment of the strategy,
stay true to the volume expectations from customers and order commitments made to them.
If Ontex would be unable to meet these, due to operational disruptions, supply chain issues,
labor shortages, or unforeseen external factors, this could result in financial penalties,
reputational damage, and loss of future business.
Risk management
Mitigating the risk to customer commitments requires a combination of proactive planning,
process optimization, and robust contingency measures, such as:
• Enhancement of supply chain resilience by diversifying supplier base to avoid over-reliance
on single sourcing (see also previous section on raw materials);
• Leveraging technology to improve forecasting, planning and monitoring;
• Operational efficiency and footprint optimization in order to assure its supply
commitments.
• Development and continuous maintenance and testing of a Business Continuity Plan (see
also section on Catastrophic damage).
• Right-sizing inventory to minimize service level disruptions and stabilized production plans;
• Sales & Operations Execution process to improve cross-functional collaboration, thereby
anticipating service level risks and improve speed of issues resolution;
• Revision of process and Ways of Working to improve short-term demand and supply
planning.
GOV-8.9.3 Governance risks
Sustainability risk
Ontex risks not being able to timely respond to the climate and environmental expectations
and requirements from consumers, governments and other stakeholders. Ontex requires
certain sensitive raw materials such as paper pulp and plastics to manufacture its products and
Ontex produces disposable finished products of which the environmental impact cannot be
ignored. Ontex risks losing market share if stakeholder expectations cannot be met at a
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competitive price. Furthermore, new regulations might increase the cost of doing business or
could lead to regulatory fines or taxes.
Risk management
In 2024, Ontex’s Sustainability Strategy 2030 was updated and (science-based) targets were set
to address sustainability-related risks. Via the double materiality assessment actions are
identified, prioritized, assessed and set up in order to manage sustainability-related risks.
Detailed information about the process and the outcome of the double materiality assessment
can be found in the Sustainability statements. Key sustainability risks for Ontex include product
safety, sustainable products and packaging & climate change.
Ontex currently does not have substantial financial impacts of climate change on its operations
(scope 1-2 emissions), due to the relatively low energy usage in its plants and the climate
program in place. Looking at the value chain emissions (scope 3), there might be financial
impacts due to legislation. A climate scenario assessment has been conducted to understand
the risks.
Sustainability-related risks are managed via different means, including:
• Creating transparency: sustainability data monitoring in the plants and the supply chain
to understand where negative environmental and social impacts (can) take place, and
communicating about such impacts internally and externally.
• Preventive actions: environmental and social management systems in the plants,
environmental and social risk assessments in the supply chain, investing in energy-
efficiency, renewable on-site solar energy, carbon reductions integrated in bonus scheme,
continuous monitoring of customers’ requirements, including sustainability in product
designs, etc.
• Mitigation actions: Sustainability-related policies and procedures describe how (potential)
negative impacts are dealt with. In addition, Ontex’s Sustainability Strategy lays out clear
targets to reduce the climate impact and work towards circular solutions, such as e.g.
recycled content in packaging.
The sustainability topic continues to be high on the agenda of the strategy determination and
budget discussions. The following focus areas will continue in the course of 2026:
• Progressing towards Ontex’s 2030 sustainability strategy, focusing at reaching the 2030
sustainability targets, including science-based targets on climate, and reducing the
environmental footprint of Ontex’s products whilst adding value for the consumer.
• Assessing the sustainability requirements affecting Ontex and setting up implementation
roadmaps in order to make sure compliance is obtained with upcoming regulations.
• Communicating sustainability performance to consumers via ecolabels and claims, to
customers using carbon and plastic footprint assessments, and to investors by improving
the responses to investor questionnaires and through the continuous dialogue that is
maintained with them.
• Enhancing transparency via climate scenario assessments and continuous progress on
supply chain due diligence.
• Strengthening integrated governance, tools & processes to ensure prevention and
management of the risks.
• Ensuring Ontex’s infrastructure enables alignment with the 2030 sustainability goals,
facilitated by co-operation and partnerships.
As noted in section GOV-8.3, the Executive Committee conducts deep-dives into certain
sustainability-related topics, including climate change. These assessments delve into the
potential impacts of sustainability matters on operations, the supply chain, and the broader
business environment. The sustainability statements serve as critical references for
sustainability risks, by providing insights into mitigation strategies, resilience measures, and
long-term sustainability goals. By incorporating sustainability risks into the risk management
framework, the ability is enhanced to proactively identify, assess, and manage emerging threats
associated with sustainability matters. The Audit and Risk Committee has assumed
responsibility for ESG reporting and monitoring sustainability-related risks.
More information on the different sustainability (including climate change) related risks and
opportunities and the outcome of the scenario assessment can be found in the Sustainability
statements.
Employee engagement and corporate culture
A skilled and motivated workforce, coupled with an agile organization, is imperative for the
continued success of business. The failure to identify, attract, develop, engage and retain
talents to satisfy current and future needs of the business may affect Ontex’s ability to compete.
The health and safety of Ontex’s workforce is paramount to maintaining effective operations,
in compliance with applicable laws, to remain an attractive employer and to avoid reputational
risks. A failure to recruit and retain talent adequately, or to maintain high standards of health
and safety, may result in a decline in business performance. With the increased ratio of
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homework, people can become disconnected, leading to underperformance or mental fatigue.
Protecting and motivating employees is crucial to safeguard their expertise and motivation.
Risk management
Ontex and its operations and HR functions are committed to creating and maintaining a
healthy, safe and motivating work environment, in addition to delivering professional human
resources services.
This translates into initiatives to safeguard and improve mental and physical health, safety and
wellbeing, initiatives to better connect employees and top management cross-functionally and
inform employees of the company’s strategy and priorities, local initiatives to create a fun
working atmosphere to improve the connection and community, initiatives to promote a
frequent feedback culture including some local recognition initiatives, and initiatives to attract
new talent and develop existing talent.
To support employee engagement, Ontex conducts a survey, including Ontex’s Engagement
Index, two times per year, after which an action plan is defined and implemented per location.
To drive corporate culture a DEI strategy and action plan has been put in place and the PRIDE
values have been integrated in the annual performance appraisal. Moreover Ontex celebrates
its PRIDE Champions annually through a company-wide awards ceremony and local PRIDE
values recognition programs. The Executive Committee closely follows up on Ontex’s efforts in
the areas of human capital, talent management, retention and health and safety, which are
regular topics on the agenda. In addition, the Remuneration and Nomination Committee (which
reports to the Board) is regularly updated on Ontex’s efforts in these areas, both at the
executive level and for the wider organization. More information can be found in section
SUS-4.1.
Divestitures
As part of the strategy that was announced in December 2021, Ontex has divested its Emerging
Markets businesses in Mexico, Brazil, Turkey, Algeria and Pakistan, together with their related
export markets. Each of these divestments have meanwhile been concluded and the net
proceeds have been received, with the exception of some smaller deferred payments.
Notwithstanding the completion of these transactions, a post-completion risk remains,
however, arising from customary undertakings given to the acquirers, and potential claims by
the acquirers or by other third parties in connection with the divested assets.
GOV-8.9.4 Legal and financial risks
Intellectual property
Although changes in intellectual property rights and related legal developments are monitored,
it can occur that intellectual property rights owned by third parties or applicable legislation are
inadvertently infringed. Also, there is a risk that Ontex fails to register or defend its intellectual
property rights in a timely manner. As a potential consequence thereof, Ontex may face legal
claims, be obliged to pay royalties or face other consequences that may erode its profit margins
or have other negative implications for its business or reputation.
Risk management
Going hand-in-hand with innovation as one of the strategic pillars of Ontex, intellectual property
is an important enabler to the Company’s ability to develop and deliver the right product and
packaging innovation at the right time. Ontex completes regular third-party intellectual
property rights screening and legal analyses, and also continues to grow its leading IP portfolio
in the retail segment of the personal hygiene field.
Liquidity & financing
Ontex requires sufficient liquidity to fund its operations, to invest in infrastructure, equipment
and product innovation as well as to finance working capital that is required to grow the
business. Liquidity is secured through two complementary means: positive cash flows on the
one hand, and a balanced financing structure on the other hand. To this end, Ontex has put in
place a high-yield bond, a revolving credit facility (see note FIN-4.17) and a factoring agreement
(see note FIN-4.13). The use of these facilities can be subject to certain financial ratio’s or
covenants; e.g. for the revolving credit facility a maximum leverage ratio has been defined. The
maturity dates of the debt facilities should be far enough in the future to avoid any refinancing
risk related to market or company conditions. Ontex maintains a strong liquidity position with
sufficient headroom to run its operations with its current credit facilities (see note FIN-4.5.8).
Plans are pursued by management to generate a positive free cash flow and maintain sufficient
headroom on covenants.
Nevertheless, the risks described could put pressure on the company’s operations and results.
Therefore, the Group’s liquidity position and leverage ratio remain a focus area to be closely
monitored, as a negative evolution might increase the financial risk for suppliers, customers,
debt providers and investors.
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Risk management
Maintaining Ontex’s financial debt at a sustainable level is a key criterium in Ontex’s capital
allocation. This can be measured with the leverage ratio. In this context, the proceeds from the
divestiture of the Emerging Markets business were almost fully used to deleverage the balance
sheet in the previous years.
Detailed reporting and monthly forecasting of the liquidity and leverage are in place. Initiatives
to stimulate co-ownership of the business on working capital have been rolled out. Revenue,
adjusted EBITDA, net working capital and free cash flow (cash conversion cycle) are part of the
incentive metrics across the organization. Those metrics are monitored by various layers in the
organization through disciplined reporting and steering to assess any negative deviation from
plan/forecasts and secure that intended improvement actions are being realized.
Ontex has secured sufficient credit facilities in order to finance its liquidity needs. In November
2024, Ontex entered into a new Revolving Credit Facility, with a duration of five years and an
amount of up to €270 million. In 2025, Ontex issued a €400 million High-Yield Bond with
maturity mid-2030, and repaid its outstanding High-Yield Bond of €580 million which was to
mature mid-2026, thereby extending its financial maturity.
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GOV-9 Remuneration report
GOV-9.1 Introduction
GOV-9.1.1 Remuneration policy
In 2025, the Company applied its Remuneration Policy, which was last revised by resolution of
the annual shareholders’ meeting of May 5, 2025. The aim of the revised Remuneration Policy
remains to strongly incentivize management to accelerate the realization of the Company’s
ongoing turnaround by strengthening the alignment of executive rewards and shareholder
returns.
The amendments to the Remuneration Policy that were approved at the annual shareholders’
meeting of May 5, 2025 included, among others, (i) the introduction of a restricted share unit
(“RSU”) plan for Board members, as a result of which Board members, effective January 1, 2025,
receive part of their remuneration in the form of RSUs, in line with the recommendations of the
2020 Corporate Governance Code, and (ii) the introduction of a possibility for the Board to
grant an option to members of the Executive Committee to defer the vesting of their
performance share units (PSUs) under the Company’s 2023-2025 “Value Creation Projects”
Long-Term Incentive Plan and the related performance test with one year.
For more details, please refer to the Remuneration Policy (2025 version) as made available on
the Company’s website: https://ontex.com/investor-relations/corporate-governance.
GOV-9.1.2 Composition of Executive Committee
In 2025, there have not been any changes to the composition of the Executive Committee.
[18] GHG or Green House Gas emissions, expressed in ton CO
2
equivalents
GOV-9.1.3 Performance highlights and remuneration
outcomes
For financial year 2025, the following financial and non-financial performance results are of
relevance for the 2025 STI, as detailed further in this Remuneration Report:
• Revenue for the Total Group was €1,757.2 million, at budget foreign exchange rate
(compared to a target of €1,950.2 million).
• Adjusted EBITDA for the Total Group was €175.6 million (compared to a target of €245
million).
• Cash Conversion Cycle was 51.8 days (compared to a target of 47.1).
• Scope 1 & 2 GHG emissions
[18]
decreased by 38.6% (compared to a target of -3.8%).
• Scope 3 GHG emissions decreased by 8.6% (compared to a target of -2.6%).
• Accident frequency rate (percentage reduction in labor accidents) decreased by 27%
(compared to a target of -30%).
These financial and non-financial KPIs, together with the personal leadership multiplier (see
further in this Remuneration Report), resulted in pay-outs under the STI that are below target:
an average of 22.6% of target for the members of the Executive Committee. The details of the
STI bonus calculation can be found in section GOV-9.3.
GOV-9.1.4 2024 Remuneration report
The Company’s Remuneration Report regarding financial year 2024 was approved by 98.6% of
the votes cast at the annual shareholders’ meeting of May 5, 2025. The Board views this as an
endorsement of the Company’s transparency on remuneration matters. The Board remains
open to further feedback from the Company’s shareholders and other stakeholders regarding
the subject matter of this Report.
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GOV-9.2 2025 remuneration of the directors
All members of the Board are Non-Executive Directors. During financial year 2025, our directors
were rewarded through a combination of a fixed annual fee paid in cash, a fixed annual
entitlement to RSUs (which was introduced with retroactive effect as from 1 January 2025), as
well as attendance fees which are a function of the number of Board and committee meetings
attended by such Director (except for certain ad hoc Board and Board Committee meetings for
which no separate attendance fee was paid).
Directors did not receive any other variable compensation, nor any fringe benefits or pension
contribution payments.
During 2025, 13 meetings of the Board of Directors (compared to 10 in 2024), seven Audit and
Risk Committee Meetings (compared to six in 2024) and 11 Remuneration and Nomination
Committee Meetings (compared to four in 2024) took place. The aggregate cash remuneration
of the Directors in 2025 was 7.22% lower than in 2024. In addition to such cash remuneration,
as noted above and in accordance with the Remuneration Policy (2025 version), the Directors
also received (and accepted) a grant of RSUs (as detailed further in this Report).
The composition of the Board underwent the following changes during 2025:
• at the annual shareholders’ meeting held on May 5, 2025, the shareholders resolved to
approve (i) the re-appointments of Michael Bredael, HVV GmbH, with Jesper Hojer as its
permanent representative, and Rodney Olsen (each as Non-Executive Directors), and (ii)
the appointments of Julie Hamilton and ACACIA I BV, with Els Verbraecken as its permanent
representative (both as Independent Directors), all for a term ending immediately after the
annual shareholders’ meeting of the Company that will consider the approval of the annual
accounts for the financial year ending December 31, 2028; and
• the mandates of Isabel Hochgesand and MJA Consulting BV, with Manon Janssen as its
permanent representative, ended immediately after the annual shareholders’ meeting held
on May 5, 2025.
The remuneration paid to the Directors during the financial year 2025 is shown in the table
below.
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Name
Mandate
Fixed fee
(in €)
Fixed
annual
RSU
entitlemen
t
[19]
# Board
meetings
attended
Board
attendance
fee
(in €)
# R&N
Committee
meetings
attended
R&N
Committee
attendance
fee
(in €)
# A&R
Committee
meetings
attended
A&R
Committee
attendance
fee
(in €)
Total fees
for 2025
(in €)
ViaBylity BV,
permanently represented by
Hans Van Bylen
Chairman of the Board of
Directors,
Chairman of the
Remuneration and
Nomination Committee,
Independent Director
210,000
64,000
13/13
5,000
11/11
5,000
7/7
2,500
370,250
Ebrahim Attarzadeh Non-Executive Director 60,000 12,000 12/13 2,500 11/11 2,500 N/A N/A 112,000
Inge Boets BV,
permanently represented by
Inge Boets
Chairwoman of the Audit
and Risk Committee,
Independent Director
70,000
12,000
13/13
2,500
N/A
N/A
7/7
5,000
130,750
Michael Bredael
Non-Executive Director
60,000
12,000
13/13
2,500
N/A
N/A
7/7
2,500
107,000
Isabel Hochgesand
[20]
Independent Director
20,000
N/A
4/5
2,500
2/3
2,500
N/A
N/A
31,250
HVV GmbH,
permanently represented by
Jesper Hojer
Non-Executive Director
60,000
12,000
11/13
2,500
9/11
2,500
N/A
N/A
107,000
MJA Consulting BV,
permanently represented by
Manon Janssen
[21]
Independent Director
20,000
N/A
4/5
2,500
3/3
2,500
N/A
N/A
32,500
Rodney Olsen
Non-Executive Director
60,000
12,000
13/13
2,500
N/A
N/A
7/7
2,500
107,000
Julie Hamilton
Independent Director
40,000
7,923
8/8
2,500
7/8
2,500
N/A
N/A
72,923
ACACIA I BV,
permanently represented by
Els Verbraecken
Independent Director 40,000 7,923 8/8 2,500 8/8 2,500 3/3 2,500 81,673
[19] As noted, the Remuneration Policy (2025 version) introduced an RSU plan pursuant to which the Company’s Non-Executive Directors are rewarded, among others, with a fixed annual entitlement to RSUs with effect as from 1 January
2025. The RSU component corresponds to approximately 20% of a Non-Executive Director’s fixed annual cash fee, and the grant of RSUs occurs at the outset of the mandate (covering the entire duration of the Non-Executive director’s
mandate), or, if the RSU grant occurs during an ongoing mandate (which was the case for all Non-Executive Directors other than Julie Hamilton and ACACIA I BV, with Els Verbraecken as permanent representative), covering the remainder
of the mandate (adjusted pro rata temporis). As the mandates of Julie Hamilton and ACACIA I BV, with Els Verbraecken as permanent representative, commenced on May 5, 2025, the value of their annual RSU entitlement for 2025 is
determined on a pro rata temporis basis (covering the period between May 5, 2025 and December 31, 2025).
[20] The mandate of Isabel Hochgesand as a member of the Board of Directors and the Remuneration and Nomination Committee ended on May 5, 2025.
[21] The mandate of Manon Jansen as a member of the Board of Directors and the Remuneration and Nomination Committee ended on May 5, 2025.
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GOV-9.3 2025 remuneration of the members of the
Executive Committee
GOV-9.3.1 Introduction
There were no changes to the composition of the Executive Committee in 2025.
GOV-9.3.2 Total remuneration summary
The total remuneration paid to the CEO and the other members of the Executive Committee in
respect of financial year 2025 is summarized in the table below (all amounts in €):
Fixed remuneration
Variable remuneration
Extra-
ordinary
items
Pension
expense
Total
remune-
ration
Base
salary
Other
benefits
One-year
variable
Multi-year
variable
Calvo Paz, Gustavo
Chief Executive Officer
900,000
97,838
121,500
0
0
187,920
1,307,258
Other members of the Executive Committee
2,845,077
672,907
173,179
576,577
0
249,108
4,516,848
The relative share of the different remuneration components in the total remuneration paid to
both the CEO and the other members of the Executive Committee is shown below.
Remuneration
CEO
Other members
of the executive
Committee
Fixed remuneration as % of total remuneration
91%
83%
Variable remuneration as % of total
remuneration
9%
17%
Extraordinary remuneration as % of total remuneration
0%
0%
Fixed remuneration
Base remuneration
In line with the Company’s Remuneration Policy, the base remuneration of the CEO and the
other members of the Executive Committee (which is paid in cash) is aligned with a benchmark
representing the median compensation for a European peer group of personal and household
goods companies. The base remuneration remained unchanged, in line with the Company’s
Remuneration Policy, which provides that the base remuneration is fixed for three years (except
in the event of a substantial change in responsibility, a significant change in general economic
circumstances or misalignment with the median of the peer group).
Other benefits
Other benefits of the members of the Executive Committee include, among others, housing
allowances, the cost of medical, life and disability insurances and the use of a company car.
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Variable remuneration
One-year variable (STI)
The 2025 bonus for the CEO and the other members of the Executive Committee has been
determined on the basis of a set of financial (Revenue, Adjusted EBITDA, and Cash Conversion
Cycle) and non-financial KPIs.
For the revenue financial KPI, the threshold performance was set at 92.5% of target, with up to
100% of the target bonus earned in case of on-target performance and a maximum of 200%
of the target bonus payable for a performance reaching 110% of target or more. For the
Adjusted EBITDA financial KPI, the threshold performance was set at 87.5% of target, with up
to 100% of the target bonus earned in case of on-target performance and a maximum of 200%
of the target bonus payable for a performance reaching 112.5%. For the Cash Conversion Cycle
financial KPI, the threshold performance was set at 96% of target, with up to 100% of the target
bonus earned in case of on-target performance and a maximum of 200% of the target bonus
payable for a performance reaching 104.3% of target or more.
For the non-financial KPIs, the threshold, target and maximum are set annually by the Board,
at its discretion and upon recommendation of the Remuneration and Nomination Committee,
depending on the nature of the relevant KPI.
In addition, a “personal leadership multiplier” is applied in function of the individual leadership
performance and people impact of the relevant member of the Executive Committee, as
explained in the Company’s Remuneration Policy.
For 2025, the respective weight of the financial and non-financial KPIs was as follows:
Beneficiary
Group financial
performance
Divisional
performance
ESG
performance
CEO and Group executives
80%
-
20%
Division Presidents 40% 50% 10%
For 2025, the specific financial and non-financial KPIs, and their respective weight, were as
follows:
2025 KPIs for CEO and Group executives
2025 KPIs for Division Presidents
Revenue (Group)
24%
Adjusted EBITDA
(Group)
32%
Cash conversion
cycle (Group)
24%
GHG emissions
(scope 1 & 2) (Group)
5%
GHG emissions
(scope 3) (Group)
5%
Accident frequency
rate (Group)
10%
Group financial
performance KPIs
40%
Revenue (division)
15%
Adjusted EBITDA
(division)
20%
Cash conversion
cycle (division)
15%
GHG emissions
(scope 1 & 2) (Group)
3%
GHG emissions
(scope 3) (Group)
3%
Accident frequency
rate (Group)
5%
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In addition to the CEO, the Group Executives are the Chief Financial Officer, Chief Supply Chain
Officer, Chief R&D and Sustainability Officer and Chief HR and Legal Officer. The Division
Presidents are the President of the Europe Division and the President of the North America
Division.
KPIs, weight and targets for Group and division financial performance for 2025
The KPIs for the 2025 Group Financial Performance and 2025 Division Financial Performance
were “Revenue”, “Adjusted EBIT(DA)” and “Cash Conversion Cycle”. These KPIs for 2025 were
measured as follows:
• “Revenue”: total revenue (at Group level for Group financial performance and at division
level for Division financial performance).
• “Adjusted EBIT(DA)”: the adjusted EBIT(DA) (Adjusted EBITDA at Group level as per the
Company’s financial results in its Annual Report for Group financial performance and
adjusted EBIT at division level for Division financial performance).
• “Cash Conversion Cycle” (“CCC”): days sales outstanding + days inventory outstanding –
days payable outstanding (at Group level for Group Financial Performance and at division
level for Division Financial Performance). This KPI was measured on a monthly basis and
averaged over 12 months.
At Group level, the target KPIs and actuals for 2025 were as follows:
Group performance
2025
Revenue
(in € million)
Adjusted EBITDA
(in € million)
CCC
(in days)
Target
1,950.2
245.0
47.1
Actuals
[22]
1,757.2
175.6
51.8
Based on the target KPIs and actuals for the 2025 Group Financial Performance and 2025
Division Financial Performance, the average pay-out ratio compared to target for the members
of the Executive Committee was 0% for each of the financial KPIs.
[22] The revenue target is defined at the forex rate as set for the budget. The actual it compares with is set at the
same budget rate, and thereby differs from the reported revenue for the year.
KPIs, weight and targets for non-financial performance for 2025
The KPIs for the 2025 Non-Financial Performance were “GHG emissions (scope 1 & 2)”, “GHG
emissions (scope 3)” and “Accident frequency rate”. These KPIs were measured as follows:
• “GHG emissions (Scope 1 & 2)”: percentage reduction in Scope 1 & 2 CO
2
equivalent
emissions.
• “GHG emissions (Scope 3)”: percentage reduction in Scope 3 CO
2
equivalent emissions.
• “Accident frequency rate”: accident frequency rate.
For 2025, the targets for the Non-Financial Performance KPIs were as follows:
• “GHG emissions (Scope 1 & 2)”: reduction by 3.8%.
• “GHG emissions (Scope 3)”: reduction by 2.6%.
• “Accident frequency rate”: reduction by 30%.
Group performance
2025
GHG emissions
Scope 1 & 2
GHG emissions
Scope 3
Accident
frequency rate
Target
-3.8%
-2.6%
-30%
Actuals
[23]
-38.6%
-8.6%
-27%
Personal leadership multiplier for 2025
For 2025, the personal leadership performance assessment led to an outcome on a five-point
scale, with a multiplier effect on the annual bonus amount as follows:
Leadership Performance
Multiplier effect
1 (did not meet expectations)
x0.50 (-50%)
2 (partially met expectations)
x0.80 (-20%)
3 (fully met expectations)
x1.00 (=)
4 (often exceeded expectations)
x1.10 (+10%)
5 (consistently exceeded expectations) x1.20 (+20%)
[23] The actuals presented in the table differ form the ones reported, as the scope is aligned with the target's, i.e.
before the restatement following the divestment of the Brazilian and Turkish businesses.
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Based on the abovementioned financial and non-financial KPIs and personal leadership
multiplier, the CEO received an aggregate bonus of €121,500 for financial year 2025. The
aggregate amount of bonuses paid to the other members of the Executive Committee for
financial year 2025 amounted to €173,179.
The annual bonus is subject to a claw back. Such claw-back will be applied in case the respective
member of the Executive Committee would have engaged in fraud, willful misconduct or gross
negligence resulting in the need for a material restatement of the Company’s financial results.
The Company can exercise such claw-back right for a period of three years after the end of the
financial year in which the fraud, willful misconduct or gross negligence occurred.
Multi-year variable (LTI)
Long-term Incentive vesting in 2025
The table below shows the performance stock units (“PSUs”) which were granted in 2022 and
which vested in 2025. The value of the performance stock units is calculated by multiplying the
number of performance stock units vested by the share price at noon on the date of the vesting.
Name
Date of At vest Performance stock units Restricted stock units Stock options
Grant
Vesting
Share
price
Payout
%
#
vested
Value
at vest
#
vested
Value
at vest
#
vested
Value
at vest
De Poorter, Annick
10/03/2022
10/03/2025
8.23
75.5%
25,377
208.853
-
-
-
-
Deroo, Jonas 10/03/2022 10/03/2025 8.23 75.5% 18,041 148,477 - - - -
Nielly, Laurent
10/03/2022
10/03/2025
8.23
75.5%
26,640
219,247
-
-
-
-
For the performance stock units granted under the 2022 Performance Share Plan, the
combined targets (EPS, relative TSR, Accident frequency rate and GHG emissions), generated a
payout of 75.5% at vesting.
Extra-ordinary items and pension expenses
Extra-ordinary items
There were no extra-ordinary items in 2025.
Pension expenses
Pension expenses include the contributions paid by the Company in 2025 to a defined
contribution pension plan (or an equivalent cash allowance) for the benefit of the CEO and the
members of the Executive Committee, for a total amount of €437,028. More details on the
pension expenses paid for the benefit of the CEO and the other members of the Executive
Committee are provided in section GOV-9.3.2.
GOV-9.3.3 Share-based remuneration
VCP LTIP grant
As provided in the Company’s Remuneration Policy, between January 1, 2023 and December
31, 2025, the Company’s regular annual long-term incentive program was temporarily
suspended for the CEO and the other members of the Executive Committee (as well as for
certain other members of the Company’s senior management). Instead, in 2023, the CEO and
other members of the Executive Committee received a one-time special grant of performance
stock units covering financial years 2023, 2024 and 2025 under the Company’s special 2023-
2025 “Value Creation Projects” Long-Term Incentive Plan (the “VCP LTIP”)). The grant price for
the performance stock units under the VCP LTIP was €6.8931 (i.e. the 30 days volume-weighted
average price of the Company’s shares on Euronext Brussels as of March 27, 2023).
The performance stock units issued by the Company under the VCP LTIP vest subject to a
performance test and continued engagement over the three-year vesting period. The vesting
of the performance stock units is subject to a single performance KPI, which is the share price
of the Company. The calculation of the share price for such performance testing shall occur
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once, after the end of the three-year period, and shall be calculated as the 30-calendar day
volume-weighted average price (VWAP) of a share in the Company after the public
announcement by the Company of the full-year annual results for the financial year that ends
on 31 December 2025, provided that, as mentioned before, pursuant to the Remuneration
Policy (2025 version), the Board had the possibility to grant the option to members of the
Executive Committee to defer the vesting and related performance testing under the VCP LTIP
with one year. The purpose of such delayed performance testing is ensuring that Ontex’s
management remains strongly incentivized to complete the Company’s turnaround, and allows
management an additional year to see its efforts in relation to the Company’s turnaround
reflected in the Company’s share price. The Board has made use of such possibility and has
granted the option to members of the Executive Committee
[24]
to defer the vesting and related
performance testing of the VCP LTIP with one year.
It is required that a threshold performance is reached before any vesting will occur. As of that
threshold, the vesting increases on a scale that reaches 100% for an on-target performance
and a maximum of 112% for a stretch level of performance. The target and thresholds for the
VCP LTIP are as follows:
VCP LTIP vesting curve
At vesting of the performance stock units under the VCP LTIP, the Company shall deliver to
beneficiaries either existing shares of the Company, newly issued shares of the Company or a
combination of both. As the default option, the Board has foreseen that the shares to be
delivered upon vesting under the VCP LTIP will be newly issued shares. The Board may however
elect to deliver (in full or in part) existing shares instead of newly issued shares. To deliver newly
issued shares, the Board may make use of the authorized capital, which allows the Board, within
the limits set by Belgian law and the authorization granted by the shareholders’ meeting, to
increase the Company’s capital without further shareholder approval. On December 2, 2024,
the Company launched a share buy-back program with a view to acquiring shares that will
contribute to meeting the Company’s obligations under its current and future long-term
incentive plans (including the VCP LTIP). This share buy-back program was completed in April
2025.
The table below provides the details of the VCP LTIP grant for the CEO and the other members
of the Executive Committee.
[24] For the avoidance of doubt, such option to extend has not been offered to the Company’s former CEO, whose
mandate ended on January 13, 2026.
0%
5%
10%
15%
20%
30%
50%
70%
80%
100%
102%
105%
107%
110%
112%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
110%
120%
€6 €7 €8 €9 €10 €11 €12 €13 €14 €15 €16 €17 €18 €19 €20
target grant of PSUs vesting
30-calendar-days VWAP after full year 2025 results publication
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Executive Committee Member
Position
Number of PSUs awarded and accepted
Award date
Vesting date
[ 25]
Calvo Paz, Gustavo
Chief Executive Officer
1,005,668
27/03/2023
08/05/2026
De Poorter, Annick
Chief Innovation and Sustainability Officer
293,854
27/03/2023
08/05/2026
Deroo, Jonas
Chief HR and Legal Officer & Secretary General
299,430
27/03/2023
08/05/2026
Peeters, Geert
Chief Financial Officer
292,466
01/12/2023
08/05/2026
Querzoli, Marco
Chief Supply Chain Officer
348,174
11/09/2023
08/05/2026
Nielly, Laurent
President Europe division
327,762
27/03/2023
08/05/2026
Wood, Paul
President North America division
375,595
27/03/2023
08/05/2026
Overview of share-based remuneration of the CEO and other
members of the Executive Committee
The tables below set out the opening and closing balances, as well as movements during the
year 2025, relating to the share-based remuneration that is due to the CEO and the other
members (or former members) of the Executive Committee.
Since 2021, members of the Executive Committee are required to hold on to at least 50% of
the long-term incentive instruments when they vest until they have acquired a shareholding
representing two times (for the CEO) or equal to (for other members of the Executive
Committee) their annual base remuneration. Furthermore, once this threshold has been
crossed, members of the Executive Committee will be required to maintain such minimum
shareholding throughout their executive tenure.
The KPIs for the Performance Share units (PSUs) grant of 2022, which are subject to a three
year vesting period, are Adjusted Basic EPS (50%), Relative TSR (30%), GHG emissions (10%) and
Accident frequency rate (10%). Vesting for each of the KPIs is between 0 and 200%.
The sole KPI for the PSU grant of 2023 is the share price of the Company.
[25] Unless the relevant member of the Executive Committee exercises its option to defer the vesting and performance testing with one year, in which case the vesting date will be postponed with one year.
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Beneficiary
Plan
type
Main conditions
of the Stock Option plan
Information for the reported financial year
Opening balance
During the year
Closing balance
Grant
date
Vesting
date
Exer-
cise
period
Strike
price
(in €)
Vested
Un-
vested
#
awar-
ded
Value
awar-
ded
(in €)
#
vested
Value
vested
(in €)
#
exer-
cised
Value
exerci-
sed
(in €)
# for-
feited
Value
forfei-
ted
(in €)
Vested
Un-
vested
De Poorter,
Annick
SOP
2017
11/05/
2017
12/05/
2020
8 years
33.11
9,316
-
-
-
-
-
-
-
-
-
9,316
-
SOP
2018
29/05/
2018
30/05/
2021
8 years 23.56 17,931 - - - - - - - - - 17,931 -
SOP
2019
13/06/
2019
14/06/
2022
8 years 14.00 16,125 - - - - - - - - - 16,125 -
SOP
2020
28/05/
2020
31/05/
2023
8 years
13.90
24,717
-
-
-
-
-
-
-
-
-
24,717
-
Deroo,
Jonas
SOP
2017
11/05/
2017
12/05/
2020
8 years
33.11
1,995
-
-
-
-
-
-
-
-
-
1,995
-
SOP
2018
29/05/
2018
30/05/
2021
8 years
23.56
3,376
-
-
-
-
-
-
-
-
-
3,376
-
Nielly,
Laurent
SOP
2017
11/05/
2017
12/05/
2020
8 years
33.11
13,734
-
-
-
-
-
-
-
-
-
13,734
-
SOP
2018
29/05/
2018
30/05/
2021
8 years
23.56
19,212
-
-
-
-
-
-
-
-
-
19,212
-
SOP
2019
13/06/
2019
14/06/
2022
8 years
14.00
18,878
-
-
-
-
-
-
-
-
-
18,878
-
SOP
2020
28/05/
2020
31/05/
2023
8 years
13.90
19,031
-
-
-
-
-
-
-
-
-
19,031
-
“Value awarded” is obtained by multiplying the number of options awarded by the value of the
option at grant.
“Value vested” is obtained by multiplying the number of options vested by the difference
between the exercise price and the share price at vesting, if positive.
“Value exercised” is obtained by multiplying the number of options exercised by the difference
between the exercise price and the share price at exercise, if positive.
“Value forfeited” is obtained by multiplying the number of options forfeited by the difference
between the exercise price and the share price at the time of forfeiture, if positive.
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Beneficiary
Plan
type
Main conditions
of the Performance Share plan
Information for the reported financial year
Opening
balance
During the year
Closing
balance
Perfor-
mance
period
Grant
date
Vesting
date
Unvested
#
awarded
Value
awarded
(in €)
#
vested
Value
vested
(in €)
#
forfeited
Value
forfeited
(in €)
Unvested
Calvo Paz,
Gustavo
PS 2023 2023-2025 08/05/2023 08/05/2026 1,005,668 - - - - - - 1,005,668
De Poorter,
Annick
PS 2022
2022-2024
10/03/2022
10/03/2025
33,613
-
-
25,377
208,853
8,236
67,782
0
PS 2023
2023-2025
08/05/2023
08/05/2026
293,854
-
-
-
-
-
-
293,854
Deroo,
Jonas
PS 2022 2022-2024 10/03/2022 10/03/2025 23,896 - - 18,041 148,477 5,855 48,187 0
PS 2023
2023-2025
08/05/2023
08/05/2026
299,430
-
-
-
-
-
-
299,430
Nielly,
Laurent
PS 2022 2022-2024 10/03/2022 10/03/2025 35,286 - - 26,640 219,247 8,646 71,157 0
PS 2023
2023-2025
08/05/2023
08/05/2026
327,762
-
-
-
-
-
-
327,762
Peeters,
Geert
PS 2023 2023-2025 01/12/2023 08/05/2026 292,466 - - - - - - 292,466
Querzoli,
Marco
PS 2023 2023-2025 11/09/2023 08/05/2026 348,174 - - - - - - 348,174
Wood,
Paul
PS 2023 2023-2025 08/05/2023 08/05/2026 375,595 - - - - - - 375,595
“Value awarded” is obtained by multiplying the number of performance stock units awarded
by the closing share price on the date preceding the grant.
“Value vested” is obtained by multiplying the number of performance stock units vested by the
share price at 12PM on the date of the vesting.
“Value forfeited” is obtained by multiplying the number of performance stock units forfeited
by the closing share price on the date of forfeiture.
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GOV-9.4 Remuneration and performance evolution
over the last 5 years
The table below sets out the evolution of the remuneration of the Directors, the CEO and the
other members of the Executive Committee, the average remuneration of the other employees,
as well as the revenue and adjusted EBITDA performance of the Company (on a consolidated
basis) at reported currencies.
in €
2021 2022 2023 2024 2025
Remuneration directors
1,356,500
1,663,417
1,173,750
1,091,250
1,012,500
Year-on-year change
[ 26]
-2%
+23%
-29%
-8%
-7%
Remuneration CEO
1,588,121
3,945,342
1,769,154
1,667,298
1,307,258
Year-on-year change
[ 27]
-77%
+148%
-55%
-6%
-22%
Remuneration other Executives
6,635,885
5,289,606
6,032,993
4,814,289
4,516,848
Year-on-year change
[ 28]
-15%
-20%
+14%
-20%
-6%
Remuneration average employee
34,884
39,986
26,646
31,073
39,240
Year-on-year change
[ 29]
-10%
+14%
-33%
+17%
+26%
Revenue
Year
-on-year change -3% +22% +10% +2.0% -5.3%
Adjusted EBITDA
Year-on-year change
-27%
-21%
+65%
+12.8%
-21.1%
Cash conversion cycle
Year-on-year change
New KPI
-5.3 days
+1.9 days
Remuneration in the table above includes the total remuneration as defined in sections
GOV-9.2 and GOV-9.3.2. In addition to the financial KPIs, the variable remuneration of members
of the Executive Committee is set based on non-financial KPIs and a personal leadership
multiplier (see section GOV-9.3.2). Revenue and adjusted EBITDA are as per financial
communications. The average employee remuneration represents the total remuneration paid
to all employees of Ontex in 2025, divided by the average total number of employees during
2025.
In 2025, the ratio of the total remuneration of the CEO compared to the total remuneration of
the lowest remunerated employee (located in Russia) is 558. For the calculation of this ratio,
the remuneration includes fixed remuneration, variable remuneration as well as employee
[26] The decrease in the aggregate cash remuneration of the Directors compared to 2024 is explained mainly by (i) the reduction of the size of the Board from nine to eight members as from October 1, 2024 (as a result of which the Board’s
aggregate remuneration decreased since that date), and (ii) the reduction of the Board Chair’s additional fixed fee from €190,000 to €140,000 as from January 1, 2025 (as per the Remuneration Policy (version 2025)).
[27] The year-on-year change reported from 2024 to 2025 is -22%, which is mainly explained by a reduced STI pay-out in 2025 compared to 2024. The 2022 year-on-year change was influenced by one-off termination payments to Members of
the Executive Committee.
[28] The year-on-year decrease is mainly explained by a decrease of the short term variable paid out to other members of the Executive Committee compared to 2024. When the long term variable is excluded, the decrease is -15%.
[29] The year-on-year increase is mainly explained by perimeter changes as a result of the sale of our Brazilian and Turkish businesses in the course of 2025.
benefits on a full-time equivalent (FTE) basis. It excludes employer contributions for social
security and extra-ordinary payments, because of their non-recurring nature.
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GOV-9.5 2026 remuneration outlook
In 2026, the Company will continue to apply its Remuneration Policy, which was last revised by
resolution of the annual shareholders’ meeting of May 5, 2025, subject to certain changes that
will be proposed to the shareholders’ meeting to be held on May 5, 2026. The key change that
will be proposed is a one-off rebalancing of the weighing between the short-term incentive and
the long-term incentive for the CEO (and potentially other members of the Executive
Committee) for the period covering financial years 2026 to 2028. As a result of such
rebalancing, the short-term incentive component is proposed to be decreased, and the long-
term incentive component is proposed to be increased through the introduction of a specific
three-year long term incentive plan for the CEO (and potentially other members of the
Executive Committee), which is proposed to have the share price evolution as single KPI. The
aim of such change is to ensure full alignment of the CEO’s remuneration package with value
creation for the shareholders.
The other members of the Executive Committee will be remunerated in accordance with the
terms of the Remuneration Policy, as follows:
• In terms of long-term variable remuneration (LTI), a grant under an LTI plan (consisting
solely of performance stock units) will be issued in May 2026 that covers the financial years
2026, 2027 and 2028;
• In terms of short-term variable remuneration (STI) for 2026, the financial and non-financial
KPIs, their respective weight and targets, and the multiplier effect of the “personal
leadership multiplier” have been set by the Board, upon recommendation of the
Remuneration and Nomination Committee.
The Board has set the different targets and pay-out curves in alignment with the Company’s
strategic and operational priorities for 2026, as follows:
• Targets for Financial Performance – As the targets for Financial Performance for the 2026
STI are commercially sensitive, these will not be disclosed upfront. They will however be
disclosed in next year’s remuneration report, along with actual results for financial year
2026.
• Targets for Non-Financial Performance – The targets for Non-Financial Performance for the
2026 STI will be as follows:
• “GHG emissions (Scope 3)”: reduction by 9% compared to 2025 level; and
• “Accident frequency rate”: reduction by 16% compared to 2025 level (i.e. to an Accident
frequency rate of 2.20).
• Personal Leadership Multiplier – Finally, the personal leadership multiplier for the 2026 STI
will be the same as for the 2025 STI (as detailed above).
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Consolidated financial statements
For the financial years ended December 31, 2025 and 2024
Contents
FIN-1 Statement of the Board of Directors......................................................................... 80
FIN-2 General information ................................................................................................... 81
FIN-2.1 Corporate information ............................................................................................................ 81
FIN-2.2 Business activities .................................................................................................................... 81
FIN-2.3 History of the Group ............................................................................................................... 82
FIN-2.4 Legal status................................................................................................................................ 83
FIN-3 Consolidated financial statement.............................................................................. 84
FIN-3.1 Consolidated statement of financial position .................................................................... 84
FIN-3.2 Consolidated income statement .......................................................................................... 85
FIN-3.3 Consolidated statement of comprehensive income ....................................................... 86
FIN 3.4 Consolidated statement of changes in equity ................................................................... 87
FIN-3.5 Consolidated statement of cash flows ................................................................................ 89
FIN-4 Notes to the consolidated financial statements ...................................................... 90
FIN-4.1 Summary of significant accounting policies ....................................................................... 90
FIN-4.2 Alternative performance measures ................................................................................... 101
FIN-4.3 Capital management ............................................................................................................. 106
FIN-4.4 Critical accounting estimates and judgments ................................................................. 106
FIN-4.5 Financial instruments and financial risk management .................................................. 111
FIN-4.6 Operating segments .............................................................................................................. 117
FIN-4.7 List of consolidated companies .......................................................................................... 119
FIN-4.8 Disposal group held for sale and discontinued operations ......................................... 122
FIN-4.9 Goodwill and intangible assets ........................................................................................... 127
FIN-4.10 Property, plant and equipment .......................................................................................... 130
FIN-4.11 Leases ....................................................................................................................................... 132
FIN-4.12 Inventories ............................................................................................................................... 133
FIN-4.13 Trade receivables, prepaid expenses and other receivables ...................................... 134
FIN-4.14 Cash and cash equivalents .................................................................................................. 136
FIN-4.15 Share capital ........................................................................................................................... 136
FIN-4.16 Earnings per share ................................................................................................................ 137
FIN-4.17 Interest-bearing debts .......................................................................................................... 138
FIN-4.18 Employee benefit liabilities .................................................................................................. 140
FIN-4.19 Deferred taxes and current taxes...................................................................................... 146
FIN-4.20 Current and non-current liabilities .................................................................................... 147
FIN-4.21 Provisions ................................................................................................................................ 148
FIN-4.22 Employee benefit expenses ................................................................................................ 149
FIN-4.23 Other operating income/(expenses), net ......................................................................... 149
FIN-4.24 EBITDA adjustments.............................................................................................................. 150
FIN-4.25 Expenses by nature ............................................................................................................... 151
FIN-4.26 Net finance cost ..................................................................................................................... 151
FIN-4.27 Income tax expense .............................................................................................................. 152
FIN-4.28 Share-based payments ........................................................................................................ 152
FIN-4.29 Contingencies ......................................................................................................................... 156
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FIN-4.30 Commitments ......................................................................................................................... 157
FIN-4.31 Related party transactions ................................................................................................... 157
FIN-4.32 Events after the end of the reporting period .................................................................. 159
FIN-4.33 Audit fees ................................................................................................................................. 159
FIN-5 Summary statutory financial statements............................................................... 160
FIN-5.1 Statutory balance sheet after appropriation................................................................... 160
FIN-5.2 Statutory income statement ............................................................................................... 161
FIN-5.3 Extract from Ontex Group NV separate (non-consolidated) financial statements
prepared in accordance with Belgian GAAP.................................................................... 161
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• the annual review presents a fair overview of the development and the results of the
business and the position of Ontex Group NV and of the entities included in the
consolidation, as well as a description of the principal risks and uncertainties facing them
pursuant Article 12, § 2 of the Royal Decree of November 14, 2007.
The amounts in this document are represented in millions of euros (€ million), unless noted
otherwise.
Due to rounding, numbers presented throughout these consolidated financial Statements may
not add up precisely to the totals provided and percentages may not precisely reflect the
absolute figures.
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FIN-2 General information
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>> 82 > Ontex annual report 2025
FIN-2.3 History of the Group
Ontex was founded in 1979 by Paul Van Malderen and initially produced mattress protectors
for the Belgian institutional market. During the 1980s and the first half of the 1990s, the
Company expanded its product range into its current core product categories and grew the
business internationally both organically and through acquisitions.
After opening a production facility in the Czech Republic and acquiring businesses in Belgium,
Germany and Spain, Ontex was listed on Euronext Brussels in 1998. Following the listing, Ontex
experienced rapid growth over several years, primarily through bolt-on acquisitions in France,
Germany and Turkey.
Ontex was acquired by funds advised by Candover in 2003 and subsequently de-listed from
Euronext Brussels. Ontex acquired a diaper production unit of Paul Hartmann in Germany in
2004 and opened a production facility in China in 2006. In 2008, Ontex opened a production
facility in Algeria. In 2010, Ontex acquired iD Medica, which sells incontinence products in
Germany.
In 2010, Ontex was acquired by funds managed by GSCP and TPG. In 2011, Ontex opened two
additional production facilities, one in Australia and one in Russia, and acquired Lille Healthcare,
a company operating in the adult incontinence market in France. In 2013, Ontex acquired
Serenity, a company operating in the adult incontinence market in Italy, and opened a
production facility in Pakistan.
In June 2014, Ontex Group NV successfully listed its shares on the Euronext Brussels exchange
and trades under the ticker ‘ONTEX’.
In February 2016, Ontex acquired Grupo Mabe, a leading Mexican manufacturer of disposable
personal hygiene products.
In March 2017, Ontex acquired the personal hygiene business of Hypermarcas (renamed to
“Ontex Brazil”).
In July 2017 Ontex opened a production plant in Ethiopia for the manufacturing of baby diapers
that are specifically meeting the needs of African families.
In February 2019, Ontex opened a production plant in Radomsko, Poland to support its Central
European business.
In July 2020, Ontex acquired the US feminine hygiene assets from Albaad Massuot Yitzhak Ltd.
in Rockingham County to further develop the North American business.
In December 2021, Ontex announced its reviewed strategy to focus on its partner and
healthcare brands business, which is concentrated in Europe and North America, and thereby
is pursuing alternative strategic solutions for its mainly own brand focused businesses in the
Emerging Markets of Central and South America, as well as the Middle East and Africa. This
strategy was formalized and reflected in the Company’s financial statements beginning of 2022.
In July 2022, Ontex entered into a binding agreement to sell its Mexican and related export
activities to Softys S.A., marking a milestone in the transformation of Ontex. The transaction
was completed in May 2023.
In August 2023, Ontex announced that it had reached an agreement for the sale of its business
activities in Algeria to Hygianis SPA. In September 2023, Ontex announced that it had reached
an agreement with ASAIA Holding FZ for the divestment of its business activities in Pakistan.
Both transactions were completed in the first half of 2024.
In September 2024, Ontex entered into a binding agreement to sell its Brazilian business
activities to Softys S.A. The transaction was completed in the first half of 2025.
In February 2025, Ontex announced that it had entered into a binding agreement to sell its
Turkish subsidiary to Dilek Grup, which was completed in the second half of 2025.
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FIN-2.4 Legal status
registered office at Korte Keppestraat 21, 9320 Erembodegem (Aalst), Belgium
Ontex Group NV are listed on the regulated market of Euronext Brussels.
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FIN-3 Consolidated financial statement
FIN-3.1 Consolidated statement of financial position
in € million Note
December, 31
2025 2024
Goodwill
9
Intangible assets
9
Property, plant and equipment
10
Right-of-use assets
11
Deferred tax assets
19
Non-current receivables
13
Non-current assets
Inventories
12
Trade receivables 13 186.8 204.1
Prepaid expenses and other receivables
13
Current tax assets
13
Derivative financial assets
5.1
Other financial assets
8
Cash and cash equivalents
14
Assets classified as held for sale
8
Current assets
Total assets
The accompanying notes are an integral part of the audited consolidated financial statements.
in € million Note
December, 31
2025 2024
Share capital & premium
15
Treasury shares
(35.7 )
(31.0 )
Cumulative translation reserves
(31.5 )
(242.6 )
Retained earnings and other reserves
(190.4 )
(8.7 )
Total equity
Employee benefit liabilities
18
Interest-bearing debts
17
Deferred tax liabilities
19
Other payables
Non-current liabilities
Interest-bearing debts
17
Derivative financial liabilities
5.1
Other current financial liabilities
19
Trade payables
20
Accrued expenses and other payables
20
Employee benefit liabilities
18
Current tax liabilities
19
Provisions 21 15.6 38.3
Liabilities related to assets classified as held for sale
8
(0.0 )
Current liabilities
Total liabilities
Total equity and liabilities
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FIN-3.2 Consolidated income statement
Full year
in € million
Note
2025
2024
Revenue
6
Cost of sales
25
(1,282.2 )
(1,316.7 )
Gross profit
Distribution expenses
25
(211.9 )
(207.0 )
Sales and marketing expenses 25 (81.2 ) (81.9 )
General administrative expenses
25
(90.8 )
(96.3 )
Other operating income/(expenses), net
23, 25
(10.1 )
Income and expenses
related to changes to Group structure
24 (6.2 ) (61.9 )
Income and expenses
related to impairments and major litigations
24 (13.0 ) (10.8 )
Operating profit/(loss)
Net finance cost:
(51.1 )
(51.4 )
Finance income
26
Finance costs 26 (52.1 ) (49.1 )
Net exchange differences relating to financing
activities
26 (4.1 ) (6.5 )
Profit/(loss) before income tax
Income tax expense
27
(11.4 )
(3.4 )
Profit/(loss) for the period from continuing
operations
Profit/(loss) for the period from discontinued
operations
8 (190.1 ) (10.7 )
Profit/(loss) for the period
(173.5 )
attributable to the owners of the parent
(173.5 )
Earnings per share
Full year
in €
Note
2025
2024
For continuing operations
Basic earnings per share
16
Diluted earnings per share
16
For continuing and discontinued operations
Basic earnings per share
16
(2.16 )
Diluted earnings per share 16 (2.16 ) 0.12
Weighted average number of ordinary shares
outstanding during the period
The accompanying notes are an integral part of the audited consolidated financial statements.
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FIN-3.3 Consolidated statement of comprehensive
income
Note
Full year
in € million
2025
2024
Profit/(loss) for the period
(173.5 )
Other comprehensive income/(loss) for the period, after tax
Remeasurements of defined benefit plans (0.5 ) 0.2
Deferred tax on items that will not be reclassified
subsequently to income statement
Items that will not be reclassified subsequently to
income statement, net of tax
(0.5 ) 0.1
Exchange differences on translating foreign operations
Fair value remeasurements - Cash flow hedge
5.1
(5.3 )
Deferred tax on items that will be reclassified
subsequently to income statement
Items that will be reclassified
subsequently to income statement, net of tax
Other comprehensive income/(loss) for the period,
net of tax
Total comprehensive income/(loss) for the period
attributable to the owners of the parent
The accompanying notes are an integral part of the audited consolidated financial statements.
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FIN 3.4 Consolidated statement of changes in equity
Attributable to equity holders of the Company
Other reserves
in € million
Number
of
shares
Share
capital
Share
Premium
Treasury
shares
Cumulative
translation
reserves
Retained
earnings
Defined
benefit
plans
Cash flow
hedge
Share-
based
payments
Other
Total
Equity
Balance at December 31, 2024
(31.0 )
(242.6 )
(309.7 )
Transactions with owners at the level of Ontex Group NV
Share-based payments - - - - - 2.5 - - 1.0 - 3.5
Settlement of share-based payments
-
(1.1 )
(5.5 )
Share buy-back program - - - (11.2 ) - - - - - - (11.2 )
Descope
-
(3.4 )
Total transactions with owners
-
(4.6 )
(0.8 )
(0.0 )
(5.5 )
(7.6 )
Comprehensive income
Profit/(loss) for the period
-
(173.5 )
(173.5 )
Other comprehensive income/(loss)
-
(0.0 )
(0.5 )
(4.8 )
Balance at December 31, 2025
(35.7 )
(31.5 )
(484.1 )
(0.4 )
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Attributable to equity holders of the Company
Other reserves
in € million
Number
of
shares
Share
capital
Share
Premium
Treasury
shares
Cumulative
translation
reserves
Retained
earnings
Defined
benefit
plans
Cash flow
hedge
Share-
based
payments
Other
Total
Equity
Balance at December 31, 2023
(32.3 )
(246.8 )
(322.8 )
(2.5 )
Transactions with owners at the level of Ontex Group NV
Share-based payments
-
Settlement of share-based payments
-
(0.9 )
(1.6 )
Share buy-back program - - - (1.1 ) - - - - - - (1.1 )
Descope
-
(0.2 )
(0.0 )
Total transactions with owners
-
(0.1 )
(1.6 )
Comprehensive income
Profit/(loss) for the period
-
Other comprehensive income/(loss)
-
(0.0 )
Balance at December 31, 2024
(31.0 )
(242.6 )
(309.7 )
The accompanying notes are an integral part of the audited consolidated financial statements.
The shareholding of Ontex Group NV based on the declarations, received in the period up to
December 31, 2025, is as follows:
[30] At the time of the transparency declaration
Shareholder
December
31, 2025
%
[30]
Groupe Bruxelles Lambert SA
16,454,453
19.98%
ENA Investment Capital LLC 12,411,999 15.07%
Brandes Investment Partners LLP
8,251,487
10.02%
The Pamajugo Irrevocable Trust
2,722,221
3.64%
Mr. Joannes G.H.M. Niessen and Mont cervin SARL
2,517,540
3.06%
BPCE SA, Natixis SA, Natixis Investment Managers, NIM
Participations 3 and DNCA Finance
2,491,966 3.03%
Goldman Sachs Group Inc.
[31]
2.559.752 3.21%
[31] The position held by Goldman Sachs Group Inc. consists mostly of equivalent financial instruments, whereas
the other shareholders own only shares. More information can be found in section GOV-3.3.
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FIN-3.5 Consolidated statement of cash flows
Full year
in € million
Note
2025
2024
Cash flows from operating activities
Profit/(loss) for the period
(173.5 )
Adjustments for:
Income tax expense
Depreciation and amortization
Impairment losses and items relating to investing activities
Provisions (including employee benefit liabilities)
(15.0 )
Change in fair value of financial instruments
(4.0 )
Net finance cost
Changes in working capital:
Inventories
(45.4 )
Trade and other receivables and prepaid expenses
(1.5 )
(16.3 )
Trade and other payables and accrued expenses
(16.6 )
Current employee benefit liabilities
(12.3 ) 4.0
Cash from operating activities before taxes
Income taxes paid
(16.2 ) (10.3 )
Net cash generated from operating activities
Cash flows from investing activities
Purchases of property, plant and equipment
and intangible assets
(81.1 ) (112.4 )
Proceeds from disposal of property, plant and
equipment and intangible assets
Proceeds from divestments, net of
cash disposed and transaction costs
8, 13 97.9 10.3
Net cash generated from/(used in) investing activities
(101.9 )
Full year
in € million
Note 2025 2024
Cash flows from financing activities
Proceeds from borrowings 17 467.8 67.4
Repayment of borrowings
17
(616.6 )
(184.7 )
Interests paid
(41.0 )
(37.6 )
Interests received
Other costs of financing
(3.4 )
Realized foreign exchange (losses)/gains
on financing activities
(2.2 ) 0.1
Derivative financial assets
(2.3 )
(1.5 )
Net cash generated from/(used in) financing activities
(191.9 )
(148.1 )
Net increase/(decrease) in cash and cash equivalents
(51.0 )
(34.3 )
Effects of exchange rate changes
on cash and cash equivalents
(2.8 ) (9.7 )
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
of which presented as part of assets classified as
held for sale
8 - 67.3
The amounts include both continuing and discontinued operations. For details regarding the
discontinued operations, see note FIN-4.8.
The accompanying notes are an integral part of the audited consolidated financial statements.
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FIN-4 Notes to the consolidated financial statements
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FIN-4.19 Deferred taxes and current taxes
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Sustainability statements
For the financial year ended December 31, 2025
Contents
SUS-1 Creating value through sustainability ..................................................................... 163
SUS-2 General Information ................................................................................................. 164
SUS-2.1 Basis for preparation ............................................................................................................ 164
SUS-2.2 Governance ............................................................................................................................. 167
SUS-2.3 Strategy .................................................................................................................................... 171
SUS-2.4 Material impacts, risks and opportunities, and their interaction with strategy and
business model ...................................................................................................................... 175
SUS-2.5 Targets and target effectiveness ........................................................................................ 179
SUS-2.6 Policies adopted to manage material sustainability matters ....................................... 179
SUS-2.7 Overview of disclosure requirements addressed in the sustainability statements
.................................................................................................................................................... 181
SUS-2.8 Disclosure requirements that derive from other EU legislation ................................. 184
SUS-3 Environmental Information ..................................................................................... 188
SUS-3.1 ESRS E1: Climate change...................................................................................................... 188
SUS-3.2 ESRS E5: Resource use and circular economy ................................................................ 201
SUS-3.3 Disclosures pursuant to Article 8 of Regulation 2020/852 (Taxonomy Regulation)
................................................................................................................................................... 207
SUS-4 Social information ..................................................................................................... 215
SUS-4.1 ESRS S1: Own workforce ...................................................................................................... 215
SUS-4.2 ESRS S2: Workers in the value chain ................................................................................. 232
SUS-4.3 ESRS S4: Consumers and end-users ................................................................................. 239
SUS-5 Governance information .......................................................................................... 248
SUS-5.1 ESRS G1: Governance and business conduct ................................................................. 248
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SUS-1 Creating value through sustainability
Ontex is committed to building a sustainable and socially responsible business that will
continue to serve customers well for generations to come, while strengthening its positive
impact on the world. ‘Here for you. Here for the better’ means setting clear goals for both the
near and distant future. It means adopting the latest innovations that help the Company reduce
its environmental impact. It means making sure that the Company’s people commitments are
progressive, so that it can continue to keep its employees safe at work and help them be the
best they can be. And it means standing up as a catalyst for achieving something better in the
communities Ontex serves and the wider world.
On the following pages Ontex presents its Environmental, Social and Governance
Statements, each highlighting a key dimension of its sustainability approach.
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SUS-2 General Information
SUS-2.1 Basis for preparation
SUS-2.1.1 General basis for preparation of the sustainability
statements
These sustainability statements have been prepared against the European Sustainability
Reporting Standards (ESRS) on a consolidated basis, with the scope of consolidation being
Ontex Group NV and its subsidiaries. The scope of consolidation matches the consolidated
financial statements. Information on the Brazilian and Turkish activities for 2025 is excluded,
unless stated otherwise, as Ontex no longer has access to sustainability information following
their divestments in Q1 and Q4 2025, respectively.
The report covers the consolidated Group’s entire value chain, apart from the above-
mentioned exceptions, and where material provides information on upstream and
downstream activities in accordance with ESRS 1. In the double materiality assessment of
impacts, risks and opportunities, the value chain was considered as follows:
• the upstream value chain includes direct tier 1 suppliers, and indirect engagement for the
rest of the upstream value chain;
• the downstream value chain is limited to direct customers, unless a material impact, risk or
opportunity was identified beyond direct customers (such as consumer safety). Through
indirect engagement the Company covered topics for the rest of the downstream value
chain.
How far Ontex’s policies, actions, targets and metrics extend to its value chain is described in
the sections relating to the topical standards.
The contents of the sustainability statements were subject to a limited assurance report in
accordance with ISAE 3000 (Revised). The Independent Auditor’s Report on a Limited Assurance
Engagement can be found in section AUD-2. No external body outside the assurance provider
validated metrics.
SUS-2.1.2 Disclosures in relation to specific circumstances
Time horizons
Time horizons are defined in accordance with European Sustainability Reporting Standards 1
(ESRS 1) as follows: short-term (one year or less), medium-term (one to five years) and long-
term (over five years).
Value chain estimations
When calculating greenhouse gas (GHG) emissions for suppliers and customers, predominantly
indirect sources such as industry-average emission factors were used. Note that scope 3
metrics are subject to significant measurement uncertainty. See section SUS-3.1.5 for more
information.
Uncertainty of information presented
Where estimations have been used or where there are outcome uncertainties related to the
metrics disclosed in the statement, this is disclosed along with the respective metrics within
each topical chapter.
Ontex continuously works to refine its methodology in order to shift from estimations to actual
data. As a result, information reported under sections SUS-3.1 and SUS-3.2 may not be
comparable with information reported in the previous reporting periods.
Events after the end of the reporting period
The relevant events after the end of the reporting period can be found in note FIN-4.32 of the
consolidated financial statements.
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Changes in preparation or presentation of sustainability
information
For the 2025 reporting period, Ontex maintained the structure of the 2024 Annual Report,
prepared in accordance with the Corporate Sustainability Reporting Directive (CSRD).
Following the divestments of the Brazilian and Turkish activities in Q1 and Q4 2025, respectively,
Ontex no longer had access to sustainability information for these entities after their
divestment dates. As a result, these entities have been removed from the 2025 sustainability
indicators, except for a limited number of KPIs for which information was available up to the
divestment dates and where their contribution remains material. In such cases, the 2025
figures including these entities are disclosed in the respective topical sections to ensure
transparency.
To increase consistency and comparability across reporting periods, the following changes
were made in preparation for the sustainability statements.
• Restatement of the value of baseline year (2020) and comparative information on GHG
emissions indicators, as shown in section SUS-3.1.5,
• Restatement of the comparative information on energy and waste indicators, as shown in
sections SUS-3.1.6 and SUS-3.2.6, respectively, and
• Restatement of the value of baseline year (2020) for the accident frequency rate indicator
and comparative information on health and safety indicators, as shown in section
SUS-4.1.7.
The restatements of the baselines and comparative information are a consequence of the
conclusion of Ontex’s strategic refocus on retailer and healthcare brands in Europe and North
America. Where comparative information has been restated, footnotes disclose the values that
were reported in prior year for the main indicators to ensure completeness in line with ESRS
requirements.
In addition, consumer complaints are now reported only as year-on-year percentage changes,
as seen in section SUS-4.3.7, whereas in the prior year both absolute values and the
year-on-year percentage change were disclosed
Presenting comparative information
Where metrics have been reported previously, comparative information is presented. All of the
2024 comparative metrics were subject to limited assurance by Ontex’s statutory auditor, dated
March 17, 2025. All other comparative information has not been subject to reasonable or
limited assurance procedures. There are no newly introduced metrics for the 2025 reporting
period compared to 2024.
Reporting error in prior period
No material mistakes in the prior reporting year were identified in the current reporting
period.
Information on intellectual property
No information on intellectual property, knowhow or the results of innovation were omitted in
the sustainability statements.
Information on matters under negotiation
No disclosure of impending developments or of matters under negotiation were omitted in the
sustainability statements.
Phase-in provisions
In these sustainability statements, Ontex uses the option to omit information for ESRS 2 SBM-
3 § 48(e), ESRS E1-9, E5-6, S1-14 (non-employees) in accordance with the European
Commission’s Delegated Regulation (EU) 2025/1416 of 11.7.2025, amending Appendix C of
ESRS 1.
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Immaterial ESRS standards
Ontex has omitted all the disclosure requirements in the topical standards ESRS ‘E2 Pollution’,
ESRS ‘E3 Water and marine resources’, ESRS ‘E4 Biodiversity & ecosystems’, and ESRS ‘S3
Affected communities’ as these topics were deemed immaterial in its double materiality
assessment (DMA), as described in section SUS-2.4.1. All of them followed the same
methodology and process steps as for the topics deemed material, but fell under the material
threshold set during the DMA process.
Disclosures stemming from other legislation or generally accepted
sustainability reporting pronouncements
All greenhouse gas data points (GHG scope 1-3) are reported based on the Greenhouse Gas
Protocol.
Incorporation by reference
The table that follows provides an overview of where information can be found relating to ESRS
disclosures that have been incorporated by reference and stated outside the sustainability
statement as part of other sections of this Annual Report.
Disclosure requirement Data points Section in the report
GOV-1
§21a Number of executive and non-executive members of the Board of Directors
Corporate governance statement
GOV-1
§21d, §23a-b Diversity of the Board of Directors
Corporate governance statement
GOV-1
§21e Percentage of independent Board of Directors’ members
Corporate governance statement
GOV-5
§36a-e Information on risk management and controls
Corporate governance statement
GOV-3 / E1.GOV-3
§27, §29a-e, §13 Information on sustainability-linked remuneration
GOV-9 Remuneration report
S1-16
§97b The annual total remuneration ratio (the CEO pay ratio)
GOV-9 Remuneration report
SBM-1
§42, §42a-b Business model and value chain
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SBM-1
§40a i-ii, 40e-g Business strategy and products/services linkage to sustainability matters
Strategic report
Forward-looking information
When reporting forward-looking information in accordance with the ESRS, the management
of the Company is required to prepare the forward-looking information based on disclosed
assumptions about events that may occur in the future and possible future actions by the
Company. The actual outcome is likely to be different since anticipated events frequently do
not occur as expected. Forward-looking information relates to events and actions that have
not yet occurred and may never occur.
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SUS-2.2 Governance
SUS-2.2.1 ESG governance
Sustainability has long been embedded in Ontex’s functions and operations.
The Company’s Sustainability Strategy 2030 is a result of the double materiality assessment and
its related impacts, risks and opportunities and defines its ambitions and commitments,
creating a shared agenda that aligns all business units towards 2030. It provides a clear focus
and roadmap for the entire organization while allowing each unit to set its own goals and
targets in support of this strategy. This approach enables locally tailored and relevant
implementation. The strategy is deployed throughout the Group and integrated into all
departments.
Composition and diversity of the members of the undertaking’s
administrative, management and supervisory bodies
The Company refers to section GOV-2 for the disclosures regarding the composition and
diversity of the members of the undertaking’s administrative, management and supervisory
bodies. In addition to such disclosures, the Company notes that, in line with Belgian law,
employees are not represented in the Company’s Board of Directors or Executive Committee.
However, many of the Group’s subsidiaries have works councils, which are consulted on certain
matters in accordance with applicable law.
The Board has access to appropriate expertise regarding sustainability matters, as it receives
periodic updates from Ms. Annick De Poorter, who is a member of the Company’s Executive
Committee and who is responsible for sustainability matters. Furthermore, a dedicated
sustainability team supports the Company’s efforts by providing subject-matter expertise, and
the Company has access to trainings by and the expertise of specialized, external consultants.
Finally, expertise in sustainability matters is considered a relevant factor in the identification of
potential new Board members.
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Governance oversight and strategic alignment
As shown in the figure above, Ontex applies dedicated controls and procedures to manage
sustainability-related impacts, risks and opportunities through a structured governance
framework. These controls ensure that sustainability is embedded in corporate decision-
making and integrated across key internal functions.
The Board of Directors is ultimately responsible for the Company’s sustainability commitments
and risk management. Pursuant to the Company’s Corporate Governance Charter, the Audit
and Risk Committee has been tasked with the oversight of the Company’s ESG initiatives,
including by (i) assessing, reviewing and preparing the Board of Directors’ decision-making in
relation to ESG matters, (ii) monitoring and overseeing the process for the development of ESG
information and identifying ways to integrate ESG information into the reporting cycle, and (iii)
measuring and monitoring the Company’s performance on ESG matters and their impact on
society in order to take account of the multidimensional nature of corporate social
responsibility. In light of this, the Audit and Risk Committee has overseen and validated the
Company’s double materiality assessment before it was approved by the Board of Directors.
The Audit and Risk Committee also receives quarterly updates on the Company’s ESG initiatives
from the Group Sustainability Team.
The ESG Council, which is composed of the members of Ontex’s Executive Committee, is
responsible for defining the Sustainability Strategy and key performance indicators (KPIs),
ensuring alignment with the broader business strategy. These KPIs are, depending on their
nature, validated either by the Audit and Risk Committee or the Remuneration and Nomination
Committee. The Audit and Risk Committee monitors the Company’s performance on
sustainability-related KPIs.
Operational implementation and risk management
The Group Sustainability Team defines and deploys the Sustainability Strategy, monitoring
progress and reporting quarterly to governance bodies. This ensures that sustainability risks
and opportunities are managed proactively. The team works cross-functionally, embedding
sustainability across business operations by collaborating with finance, procurement, R&D, and
other key departments.
The head of the Group Sustainability Team reports directly to Ms. Annick De Poorter, who is a
member of the Company’s Executive Committee that is responsible for the Company’s ESG
initiatives.
Climate Steering Committee
The Climate Steering Committee provides a dedicated control mechanism for climate-related
risks and opportunities, specifically focusing on scope 1, 2 and 3 emissions. It oversees
performance, identifies challenges and approves climate roadmaps to mitigate risks and
capitalize on opportunities.
Business integration and accountability
Sustainability is not siloed but embedded across the organization through champion roles
within different business functions. These roles ensure that sustainability objectives are
implemented effectively and that operational decisions align with long-term ESG goals. ESG
performance goals are an integral part of Ontex’s short term incentive plan. More information
about the Company’s incentive plans can be found in section GOV-9.3.2.
Ontex’s approach to setting and monitoring targets related to material impacts, risks and
opportunities is guided by a structured governance process, ensuring alignment with the
Company’s strategic priorities and regulatory expectations.
Materiality-driven target setting
As part of its double materiality assessment, the Company identified the most significant ESG-
related impacts, risks and opportunities across its operations and value chain.
Based on these findings, the sustainability department engaged with internal stakeholders
across key business functions (e.g. procurement, HR, compliance, operations, R&D, finance) to
define relevant and measurable targets. Once proposed, these targets were reviewed and
validated by the ESG Council to ensure that they were aligned with Ontex’s strategic objectives
and operational feasibility. Following validation by the ESG Council, the targets were presented
either to the Audit and Risk Committee or the Remuneration and Nomination Committee (for
social KPIs), which assessed their alignment with risk management frameworks and financial
implications. The final step in the governance process involved approval by the Board of
Directors, ensuring that sustainability commitments were embedded into the Company’s
overall strategy. Progress towards these targets is monitored on a quarterly basis through
structured reporting mechanisms, with updates provided to the ESG Council, Audit and Risk
Committee and Board.
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By linking the double materiality process to a structured target-setting and approval workflow,
Ontex ensures that sustainability goals are not just high-level aspirations but measurable,
accountable commitments.
SUS-2.2.2 Integration of sustainability-related performance
in incentive schemes
Ontex’s Executive Committee oversees the implementation of the Company’s remuneration
policy. For key remuneration policy elements, sustainability-related performance integration,
variable remuneration proportion tied to sustainability-related targets and pay-outs for
performance against 2025 STI targets, see section GOV-9.3.2.
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SUS-2.2.3 Statement on due diligence
The following table maps how Ontex applies core due diligence elements for sustainability
matters and their presentation in this sustainability statement.
Core elements of due diligence
Reference in the annual report
Embedding due diligence in governance,
strategy and business model
•
SUS-1 Creating value through sustainability
• SUS-2.2 Governance
• GOV-2 Board & executive management
• Strategic report Defining our path
Engaging with affected stakeholders in all key
steps of the due diligence
•
SUS-2.3.2 Interests and views of stakeholders
• SUS-2.4.2 Process for identifying and assessing material impacts, risks and opportunities
• SUS-2.6.3 Integration and cross-functional collaboration
• SUS-4.2.1 Interests and views of stakeholders S2
• SUS-4.3.1 Interests and views of stakeholders S4
Identifying and assessing adverse impacts
• SUS-2.4.2 Process for identifying and assessing material impacts, risks and opportunities
• SUS-4.2.5 Processes to remediate negative impacts and channels for value chain workers to raise concerns
Taking actions to address adverse impacts
• SUS-2.4.2 Process for identifying and assessing material impacts, risks and opportunities
• SUS-3.1.2 Material impacts, risks and opportunities and their interaction with strategy and business model E1
• SUS-3.2.1 Impacts, risks and opportunities management E5
• SUS-4.1.2 Material impacts, risks and opportunities and their interaction with Ontex’s strategy and business model S1
• SUS-4.2.2 Material impacts, risks and opportunities and their interaction with Ontex’s strategy and business model S2
• SUS-4.3.2 Material impacts, risks and opportunities and their interaction with Ontex’s strategy and business model S4
Tracking the effectiveness of these efforts and
communicating results
• SUS-3.1.5 Metrics and targets E1
• SUS-3.2.4 Metrics and targets E5
• SUS-4.1.7 Metrics and targets S1
• SUS-4.2.7 Metrics and targets S2
• SUS-4.3.7 Metrics and targets S4
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SUS-2.2.4 Risk management and internal controls over
sustainability reporting
For a detailed overview of the Company's risk management framework and internal controls
related to sustainability reporting, including how Ontex identifies, assesses and mitigates
sustainability-related risks, please refer to section GOV-8. This section outlines the governance
structures, processes and controls in place to ensure the accuracy, reliability and compliance
of its sustainability disclosures.
SUS-2.3 Strategy
SUS-2.3.1 Strategy, business model and value chain
Key strategy elements relating to sustainability, business model and value chain are described
in sections:
• SUS-1 Creating value through sustainability;
• SUS-4.2.2 Material impacts, risks and opportunities and their interaction with Ontex’s
strategy and business model;
• Strategic report - Defining our path;
• FIN-4.6 Operating segments.
SUS-2.3.2 Interests and views of stakeholders
Ontex actively engages in stakeholder dialogues across its business activities through various
channels and activities. Engagement methods vary based on topic and on stakeholder
relevance. Regular contacts include customers, employees, suppliers and partners,
shareholders and other investors, financial and ESG analysts, rating agencies, governmental
bodies, media, civil society organizations, and educational and research institutions. In the table
below you can find an overview on how Ontex engages with its key stakeholders. A double
materiality exercise asks stakeholders to identify key sustainability topics to be addressed by
the Company. Detailed information is available in section SUS-2.4.1.
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Stakeholder group
Methods
Key topics
Responses
Customers
• Product sales monitoring
• Contact through sales team
• Regular customer visits
• Joint business planning
• Surveys and research
• Product quality/safety
• Product composition
• Carbon footprint
• Smart, innovative solutions
• Eco-labeling
• Sourcing
• Innovation
• Working conditions
• Human rights
• Consumer insights
• Single-use plastics
•
Evolving regulations
• Ensuring sustainable manufacture/production
• Offering more eco-labeled products
• Ensuring safe and healthy working conditions
• Ensuring responsible and documented sourcing
• Ensuring sustainable innovation
• Ensuring ethical operations
• Training institutional customers
Consumers
• Consumer panels and focus groups
• Social media networks
• Product sales’ monitoring
• Surveys and research
• Product quality and safety
• Products' environmental impact
• Product labeling
• Innovation
• Service
• Ensuring consumer health and safety
• Reducing products’ environmental impact
• Offering more eco-labeled products
• Ensuring sustainable innovation
• Customizing products to address local needs
Employees
• Recruitment
• Personal development reviews
• Surveys
• Union/worker representative meetings
• Internal and external audits
• Internal communication via intranet, staff updates,
newsletter
• Community and employee well-being projects
• Speak-Up channel
•
Social media & website
• Health & Safety
• Working conditions & remuneration
• Equal opportunities
• Business ethics
• Leadership
• Personal development
• Ensuring safe and healthy working conditions
• Ensuring business ethics
• Supporting diversity and equal opportunities
• Ensuring training and education opportunities
• Promoting internal mobility
• Promoting talent development
• Developing a leadership competency model
• Developing personal growth plans
• Organizing third-party social audits
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Stakeholder group
Methods
Key topics
Responses
Suppliers
• Visits and meetings
• Supplier conferences
• Procurement
• Supplier tracking
• Raw material sourcing
• Business ethics/human rights
• Management systems
• Quality
• Innovation
• Material safety
• Evolving regulations
• Purchasing agriculture and forestry material from
certified suppliers
• Organizing supplier audits
• Implementing the Supplier Code of Conduct
• Outlining requirements and providing
documentation on material safety and quality
Investors
• Ongoing dialogue
• Presentations/meetings
• Annual General Meeting
• Quarterly earnings reports and webcasts
• PR
• ESG indices and information requests
• Governance
• Business ethics
• Risk management
• Environment/carbon footprint
• Providing a clear and transparent governance
framework and sustainability strategy
• Ensuring business ethics
• Responding to ESG indices to enhance
transparency
• Publishing a yearly integrated report including ESG
data
Communities and
non-governmental
organizations
• Ongoing dialogue
• Partnerships on common issues
• Memberships of business and industry associations
• Charitable activities
• Information requests from academics and students
• Corporate website
• Human rights
• Environment
• End-of-life waste
• Consumer health and safety
• Local community involvement
• Medical face mask production to meet urgent
needs
• Provide affordable personal hygiene solutions
• Ensuring consumer health and safety
• Conducting research
• Implement quality protocols/policies regarding
chemicals
• Donations
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Memberships and associations
Ontex collaborates with industry associations, sustainability initiatives and climate action
networks. These partnerships ensure that the Company’s actions are informed by diverse
perspectives and uphold the highest standards in ethical and sustainable business practices.
Memberships and associations of which Ontex is a member:
• Industry associations: EDANA, Group’Hygiène, BAHP, Ahpma UK, INDA;
• Sustainable due diligence: FSC, PEFC, GOTS, OCS, SMETA, REDcert2;
• Sustainability networks: The Shift; and
• Climate action: Belgian Alliance for Climate Action (BACA).
External validation and recognition
Transparency is the foundation of Ontex’s stakeholder relationships. External ESG ratings
provide independent validation of the Company’s sustainability efforts, offering measurable
proof of its commitment and helping demonstrate progress on key challenges. By sharing these
ratings, Ontex aims to build trust, accountability and alignment with stakeholder expectations.
Key achievements
Climate Change Questionnaire
: Ontex achieved an A score
in 2025, placing the Company in the top companies evaluated
by the CDP.
ISS ESG Rating
: In 2025, Ontex received a C+ rating, obtaining
Prime Status in the Consumer Goods sector.
EcoVadis Assessment
: Ontex was awarded a gold medal for
its sustainability achievements.
MSCI ESG Ratings: In 2025, Ontex received a rating of AAA (on
a scale of AAA
-CCC), maintaining its position as a leader in the
Household & Personal Products sector.
Morningstar Sustainalytics' ESG Risk Ratings
: Ontex
maintained a medium ESG risk rating, consistent with last year.
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SUS-2.4 Material impacts, risks and opportunities, and
their interaction with strategy and business
model
SUS-2.4.1 Double materiality process and results
The material impacts, risks, and opportunities identified during Ontex’s initial double materiality
assessment are outlined below.
Negative impact Positive impact Financial risk Financial opportunity
Topics ESRS
Subtopics
from the DMA
Material
impact, risk or
opportunity
Actual or
potential
Location in the
value chain
Expected time
horizon Rationale
Carbon
emissions
E1
Climate change
mitigation
Climate change
adaptation
Energy
Actual
Upstream,
transport
companies,
own
operations,
downstream
beyond
customers
Medium-term,
long-term
Ontex’s climate risk assessment shows that its sites are exposed to physical
risks such as heat waves and floods, which could slow down its production.
Additionally, ensuring resilience in the fluff pulp supply chain is critical to
limiting procurement costs during climate-related events. The carbon price
impact analysis supports a ‘sooner rather than later’ approach to Ontex’s
decarbonization plan. Although the impact of carbon taxes is projected to
remain limited until 2030, delaying investments in decarbonization for
operations and the supply chain could negatively impact Ontex’s EBITDA.
Sustainable
products &
packaging
E5
Resource
efficiency
Resource
outflows
Resource
inflows
End-of-life
waste
Actual
Upstream, own
operations,
customers,
downstream
beyond
customers
Short-term,
medium-term,
long-term
Based on the scope 3 emissions calculations, the primary environmental
impacts of Ontex’s products stem from the production of raw materials and
the waste treatment of used products. In 2022, almost 800 tons of products
were produced, ultimately disposed of by consumers. It is estimated that
47% of these products were incinerated, 43% ended up in landfills and 10%
were dumped or burned in open fires. These figures exclude human waste.
Responsible
employer
S1
Occupational
health & safety
Working
conditions
Other worker-
related rights
Actual
Own
operations
Short term
Ontex exerts significant influence on the well-being of its employees and
non-employee workers. The Company ensures compliance with local and
international human rights legislation and has mature processes in place to
address related topics. While the risk of major incidents is low, the potential
exposure from a fatality or significant human rights issue could be
considerable.
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Topics
ESRS
Subtopics
from the DMA
Material
impact, risk or
opportunity
Actual or
potential
Location in the
value chain
Expected time
horizon
Rationale
Human
rights value
chain
S2
Working
conditions
Other worker-
related rights
Actual
Upstream,
transport
companies,
customers
Short-term,
medium-term,
long-term
Global sourcing exposes Ontex to risks related to human rights violations.
Proactively addressing these issues aligns with the Company’s commitment
to responsible business practices and meets growing consumer
expectations for transparency and accountability. Safeguarding human
rights enhances Ontex’s reputation, ensures compliance with regulations
such as the Corporate Sustainability Due Diligence Directive (CSDDD) and
protects vulnerable individuals in the supply chain.
Consumer
safety and
end-user
information
S4
Product safety
Actual
Customers,
downstream
beyond
customers
Short term
Given the sensitive nature of personal hygiene products, Ontex is dedicated
to maintaining the highest standards in its product stewardship. The
Company believes that consumers have the right to know what is in the
products they use. As regulators push for full transparency, Ontex is
committed to empowering consumers with detailed product information.
This includes substantial investments in research and safety measures and
ensuring that products meet the highest health and hygiene standards.
Addressing
societal
issues
S4
Access to
affordable
products
Donations
Actual
Downstream
beyond
customers
n/a
Ontex provides affordable personal hygiene products, extending support to
vulnerable groups such as women and girls facing menstrual poverty and
individuals managing incontinence. The Company’s efforts contribute to
societal issues such as combatting isolation, supporting the menopause
transition and fostering the integration of the elderly into society.
Addressing these challenges is deeply embedded in Ontex’s corporate
values.
Business
ethics &
compliance
G1 Business ethics
Payment
practices
Actual Upstream, own
operations,
customers
Short term
Ontex’s activities influence customers, suppliers, employees and partners.
To mitigate risks such as corruption, money laundering or other types of
crime, the Company implements measures such as mandatory training on
the Code of Ethics, which includes anti-corruption, for all employees.
Additionally, risks related to supplier misconduct are addressed through
close dialogue and sustainability assessments integrated into procurement
processes.
Although these topics fall below the materiality threshold, Ontex has chosen to voluntarily
disclose information on 'Production Waste Management,' 'Diversity, Equity & Inclusion,' and
'Training & Education' to enhance transparency for ESG ratings and, in the case of production
waste management, to align with the Company’s reporting under ESRS E5, leveraging existing
data available. These topics have been reported as part of the respective sector-agnostic ESRS
sections.
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SUS-2.4.2 Process for identifying and assessing material
impacts, risks and opportunities
Ontex’s approach to identifying and assessing material impacts, risks and opportunities is
rooted in a comprehensive double materiality assessment. This methodology aligns with the
requirements of the European Sustainability Reporting Standards (ESRS) and ensures that both
financial materiality and impact materiality are systematically evaluated across all operations.
Double materiality process overview
Ontex defined five process steps for conducting the DMA.
Step 1: Preparation
The assessment began with defining roles and responsibilities within Ontex’s CSRD governance
structure. A core team was established, including representatives from sustainability, finance,
compliance, legal, HR, and internal audit. Additionally, focus was put on building internal
competence and aligning the process with CSRD requirements.
The Company consulted relevant internal and external information (e.g. previous materiality
assessments, internal impact reports, benchmark assessments, studies) to scope and pre-
define relevant matters per ESRS sub-topic. This gross list of IROs formed the starting point for
verification and assessment for the next steps.
During a workshop with the core team, the internal experts reviewed the predefined IROs and
adjusted wording and classification of these, where relevant. This led to a short list of potential
material topics. The latter has been validated by Ontex’s Executive Committee.
Step 2: Stakeholder scoring
A diverse set of internal and external stakeholders was engaged to score the shortlisted
potential material topics. The main criteria for stakeholder selection included ESG knowledge
and representation across the value chain.
Key stakeholder groups included:
• Employees and leadership (Executive Committee & Board);
• Suppliers and end-of-life operators;
• Customers and consumers;
• Regulators and investors;
• Industry associations, NGOs and academics.
Step 3: Materiality scoring
To systematically assess material topics, an IRO scoring framework (Impact, Risks and
Opportunities) was applied. The following scoring methodology was followed:
• For assessing impacts, scale, scope, likelihood and irremediability has been assessed;
• For assessing risks and opportunities, the magnitude of the financial effects and likelihood
were assessed.
The process involved:
• Stakeholder input analysis through a survey;
• Expert scoring through interviews based on impact scale, likelihood, irremediability and
financial implications;
• Threshold definition: Topics ranking in the top third of the impact and financial materiality
matrix were classified as material. The impacts, risks and opportunities related to affected
communities, pollution, water and biodiversity – both within its own operations and across
its value chain – fall below the materiality threshold. Consequently, these topics will not be
proactively managed but will be addressed in compliance with regulatory requirements.
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Step 4: Validation results
The final materiality matrix was developed based on the consolidated input. This visualization
helped prioritize key sustainability topics. In this step, the results were reviewed and approved
by Ontex’s Executive Committee. Any necessary adjustments were incorporated before their
final sign-off. The approval by the Company’s Executive Committee did not change the overview
of material topics. Finally, the results were approved by the Board of Directors.
Step 5: Adaptation Ontex’s Sustainability Strategy
Based on the outcome of the DMA, Ontex conducted a review of its existing Sustainability
Strategy to determine whether any adaptations were necessary. This process ensured that the
material topics identified through stakeholder engagement and expert analysis were effectively
integrated into the Company’s strategic priorities. As a result, in 2024, the Ontex Sustainability
Strategy was updated, including the refinement of targets and key performance indicators
(KPIs). This alignment ensures that Ontex not only meets regulatory expectations under CSRD
but also strengthens its long-term resilience by embedding sustainability considerations into
its core business strategy and governance.
Comprehensive risk analysis framework
The identification of material risks is integrated into the Company’s Enterprise Risk
Management (ERM) process. This involves a bi-annual ERM exercise to assess all material risks
facing the organization, complemented by management interviews during internal audits to
identify new material risks that may have emerged since the previous assessment. A range of
measures have been put in place to manage these risks, including risk prioritization, continuous
monitoring, targeted internal control assessments, and rigorous follow-up. For more
information, please refer to section GOV-8 Risk management and internal control network.
Materiality matrix
Materiality matrix
Changes versus the previous materiality assessment
In 2023, Ontex conducted its first double materiality assessment, which was the basis of the
2024 Annual Report and continues to be the basis of the 2025 reporting year. Prior to this, an
impact materiality assessment was completed in 2021.
Ontex's process of the materiality assessment did not change compared to the prior reporting
period. Ontex assessed all internal and external triggers that could potentially lead to the
revision of the materiality assessment in 2025, such as Company changes, peer performance
and policy developments. However, no significant triggers were identified. The Company plans
the next revision in 2026, in view of the European Commission’s proposal for a Directive
amending the CSRD and revising the first set of ESRS.
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SUS-2.5 Targets and target effectiveness
At the core of Ontex’s Sustainability Strategy lies a strong commitment to meaningful
stakeholder engagement, with the purpose of ensuring alignment between the Company’s
objectives and the expectations of those directly or indirectly impacted by its activities. For each
material sustainability topic, one or more targets have been established, serving two primary
objectives:
• Driving progress in the sustainability program; and
• Enabling consistent monitoring and evaluation of the Company’s advancement toward
these objectives.
The target-setting process was a continuation of the double materiality assessment, in which
the same diverse group of stakeholders was engaged. This ensured that the targets are both
ambitious and achievable and reflect both Ontex’s internal priorities and external expectations.
In the topical disclosures that follow, the details of each target are presented, including:
• Target level: the specific outcomes that Ontex aims to achieve;
• Methodology and assumptions: the framework and principles used to determine targets;
• Scope: the coverage of the target, including applicable business units, geographical areas
or activities;
• Reference year(s): the timeline for implementation, including the baseline year and target
achievement date; and
• Performance: current progress and status relative to the intended goals.
This structured and transparent approach ensures that stakeholders are well informed about
Ontex’s sustainability ambitions, while demonstrating accountability for its journey towards
achieving long-term sustainable growth.
SUS-2.6 Policies adopted to manage material
sustainability matters
SUS-2.6.1 Standards and policy framework
The standards and policies at Ontex provide the cornerstone for transforming the Company’s
Sustainability Strategy into actionable initiatives and achieving its long-term vision. Many of
these internal standards and policies are grounded in international frameworks, ensuring
alignment with global best practices.
Each policy undergoes a standardized and automated approval process to guarantee robust
oversight and accountability. This process includes defined steps involving relevant
stakeholders and senior-level personnel responsible for executing the strategy. Once
approved, policies are implemented at the local level, ensuring consistency, transparency and
effective execution across all operations. Each policy clearly outlines its scope and, where
applicable, references the use of third-party standards. The Company’s Executive Committee
has the responsibility to validate Ontex policies.
For each ESRS, an overview of the related policies is given in these sustainability statements.
Based on the outcome of the double materiality assessment and related strategy adaptation in
2024, the ESG policies underwent an update throughout 2024 and 2025.
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SUS-2.6.2 Management systems for sustainability
Ontex’s commitment to environmental and social responsibility is driven by a comprehensive
sustainability management system, which integrates sustainability into all facets of its
operations through clearly defined policies, procedures and processes. This system is built on
international standards and frameworks that guide responsible business practices.
Ontex’s Sustainability Policy outlines the core principles of this system, emphasizing
compliance, integration and continuous improvement. Key standards from the International
Organization for Standardization (ISO) that underpin this system include:
• ISO 14001: Environmental Management System, covering 9 manufacturing locations (82%
coverage), the Headquarters and 2 sales offices in 2025;
• ISO 50001: Energy Management System, covering 7 manufacturing locations (64%
coverage) and the Headquarters in 2025, and
• ISO 45001: Occupational Health and Safety Management System, covering 2
manufacturing locations (18% coverage), the Headquarters and 1 sales office in 2025.
Additionally, the system incorporates a range of voluntary and mandatory requirements, such
as:
• SMETA social compliance scheme, covering 9 own manufacturing locations (82% coverage)
in 2025;
• legal and regulatory standards;
• third-party certifications;
• United Nations Sustainable Development Goals (UN SDGs); and
• other sustainability frameworks.
These components collectively strengthen Ontex’s commitment to responsible business
practices.
SUS-2.6.3 Integration and cross-functional collaboration
To ensure coherence and efficiency, Ontex’s sustainability management system is aligned with
other core management systems, such as those for quality and information security. This
alignment, overseen by a cross-functional team, enables the Company to maintain a unified
framework for its management standards.
This cohesive system is established at Group level and is cascaded down to individual sites,
facilitating the exchange of best practices and fostering synergy across Ontex’s operations.
The annual management review, conducted both at site and Group level, serves as the
culmination of this integrated approach. During the review, the Company evaluates the past
year’s performance, addresses any complaints received and identifies key risks, opportunities,
and resources necessary to drive improvements. This process underlines Ontex’s dedication to
maintaining high standards and continuously enhancing its sustainability efforts.
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SUS-2.7 Overview of disclosure requirements
addressed in the sustainability statements
The table below provides an overview of all ESRS disclosure requirements in ESRS 2 and the
five topical ESRS standards which are material to Ontex, and which have guided the preparation
of the Company’s sustainability statements. They can be used to navigate to information
relating to a specific ESRS disclosure requirement.
Section ESRS Standard Reference to sustainability statements
General
disclosures
General
disclosures
(ESRS 2)
BP-1
General basis for preparation of the sustainability statement
SUS-2.1
BP-2
Disclosures in relation to specific circumstances
SUS-2.1.1
GOV-1
The role of the administrative, management and supervisory bodies
GOV-1
GOV-2
Information provided to and sustainability matters addressed by the undertaking’s administrative, management and
supervisory bodies
SUS-2.2
GOV-3 Integration of sustainability-related performance in incentive schemes SUS-2.2.2
GOV-4
Statement on due diligence
SUS-2.2.3
GOV-5
Risk management and internal controls over sustainability reporting
SUS-2.2.4
SBM-1
Strategy, business model and value chain
SUS-4.2
SBM-2
Interests and views of stakeholders
SUS-2.3.2
SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-2.4
IRO-1
Description of the process to identify and assess material impacts, risks and opportunities
SUS-2.4.2
IRO-2
Disclosure of requirements in ESRS covered by the undertaking’s sustainability statement
SUS-2.7
Environmental
disclosures
Climate
change (E1)
ESRS 2 GOV-3
Integration of sustainability-related performance in incentive schemes
SUS-2.2.2
E1-1 Transition plan for climate change mitigation SUS-3.1.1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-3.1.2
ESRS 2 IRO-1
Description of the processes to identify and assess material climate-related impacts, risks and opportunities
SUS-3.1.2
E1-2
Policies related to climate change mitigation and adaptation
SUS-3.1.3
E1-3
Actions and resources in relation to climate change policies
SUS-3.1.4
E1-4
Targets related to climate change mitigation and adaptation
SUS-3.1.5
E1-5
Energy consumption and mix
SUS-3.1.6
E1-6
Gross scopes 1, 2, 3 and Total GHG emissions
SUS-3.1.7
E1-7
GHG removals and GHG mitigation projects financed through carbon credits
SUS-3.1.8
E1-8 Internal carbon pricing SUS-3.1.9
E1-9
Anticipated financial effects from material physical and transition risks and potential climate-related opportunities
SUS-3.1.10
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Section
ESRS Standard
Reference to sustainability statements
Environmental
disclosures
(continued)
Resource
use and
circular
economy
(E5)
ESRS 2 IRO-1
Description of the processes to identify and assess material resource use and circular economy-related impacts, risks
and opportunities
SUS-3.2.1
E5-1 Policies related to resource use and circular economy SUS-3.2.2
E5-2
Actions and resources related to resource use and circular economy
SUS-3.2.3
E5-3 Targets related to resource use and circular economy SUS-3.2.4
E5-4
Resource inflows
SUS-3.2.5
E5-5
Resource outflows
SUS-3.2.6
E5-6
Anticipated financial effects from material resource use and circular economy-related risks and opportunities
SUS-3.2.7
Social
disclosures
Own
workforce
(S1)
ESRS 2 SBM 2
Interests and views of stakeholders
SUS-4.1.1
ESRS 2 SBM 3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-4.1.2
S1-1
Policies related to own workforce
SUS-4.1.3
S1-2 Processes for engaging with own workforce and workers’ representatives about impacts SUS-4.1.4
S1-3
Processes to remediate negative impacts and channels for own workforce to raise concerns
SUS-4.1.5
S1-4 Taking action on material impacts on own workforce and approaches to managing material risks and pursuing
material opportunities related to own workforce and effectiveness of those actions
SUS-4.1.6
S1-5
Targets related to managing material negative impacts, advancing positive impacts and managing material risks and
opportunities
SUS-4.1.7
S1-6
Characteristics of the undertaking’s employees
SUS-4.1.8
S1-7
Characteristics of non-employee workers in the undertaking’s own workforce
SUS-4.1.9
S1-8
Collective bargaining coverage and social dialogue
SUS-4.1.10
S1-9
Diversity metrics
SUS-4.1.11
S1-10
Adequate wages
No material topic
S1-11
Social protection
No material topic
S1-12 Persons with disabilities No material topic
S1-13
Training and skills development metrics
SUS-4.1.12
S1-14
Health and safety metrics
SUS-4.1.13
S1-15
Work-life balance metrics
No material topic
S1-16
Remuneration metrics
SUS-4.1.14
S1-17
Incidents, complaints and severe human rights impacts
SUS-4.1.15
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Section
ESRS Standard
Reference to sustainability statements
Social
disclosures
(continued)
Workers in
the value
chain (S2)
ESRS 2 SBM-2
Interests and views of stakeholders
SUS-4.2.1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-4.2.2
S2-1
Policies related to value chain workers
SUS-4.2.3
S2-2
Processes for engaging with value chain workers about impacts
SUS-4.2.4
S2-3
Processes to remediate negative impacts and channels for value chain workers to raise concerns
SUS-4.2.5
S2-4
Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing
material opportunities related to value chain workers and effectiveness of those actions
SUS-4.2.6
S2-5
Targets related to managing material negative impacts, advancing positive impacts and managing material risks and
opportunities
SUS-4.2.7
Consumers
and end-
users (S4)
ESRS 2 SBM-2
Interests and views of stakeholders
SUS-4.3.1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-4.3.2
S4-1
Policies related to consumers and end-users
SUS-4.3.3
S4-2
Processes for engaging with consumers and end-users about impacts
SUS-4.3.4
S4-3
Processes to remediate negative impacts and channels for consumers and end-users to raise concerns
SUS-4.3.5
S4-4
Taking action on material impacts on consumers and end-users and approaches to managing material risks and
pursuing material opportunities related to consumers and end-users, and effectiveness of those actions
SUS-4.3.6
S4-5
Targets related to managing material negative impacts, advancing positive impacts and managing material risks and
opportunities
SUS-4.3.7
Governance
disclosures
Business
conduct (G1)
G1 GOV-1 The role of the administrative, supervisory and management bodies SUS-2.2.1
G1 IRO 1
Description of the processes to identify and assess material impacts, risks and opportunities
SUS-5.1.1
G1-1 Business conduct policies and corporate culture SUS-5.1.2
G1-2
Management of relationships with suppliers
SUS-5.1.3
G1-3
Prevention and detection of corruption and bribery
SUS-5.1.4
G1-4
Incidents of corruption or bribery
SUS-5.1.5
G1-5
Political influence and lobbying activities
Not material
G1-6
Payment practices
SUS-5.1.6
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SUS-2.8 Disclosure requirements that derive from
other EU legislation
The table below provides an overview of ESRS data points that derive from other EU legislation,
cf. ESRS 2 Appendix B and where this information can be found if deemed material.
Section
ESRS
Standard
Datapoint deriving from other EU legislation
SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
General
disclosures
General
disclosures
(ESRS 2)
GOV-1 Board's gender diversity § 21 (d)
●
●
GOV-2.7
GOV-1
Percentage of board members who are independent § 21 (e)
●
GOV-2.1
GOV-4
Statement on due diligence § 30
●
SUS-2.2.3
SBM-1
Involvement in activities related to fossil fuel activities § 40 (d) I
●
●
●
Not material
SBM-1
Involvement in activities related to chemical production § 40 (d) II
●
●
Not material
SBM-1
Involvement in activities related to controversial weapons § 40 (d) III
●
●
Not material
SBM-1
Involvement in activities related to cultivation and production of
tobacco § 40 (d) IV
●
Not material
Environmental
disclosures
Climate
change (E1)
E1-1
Transition plan to reach climate neutrality by 2050 § 14
●
SUS-3.1.1
E1-1
Undertakings excluded from Paris-aligned Benchmarks § 16 (g)
●
●
Not applicable
E1-4
GHG emission reduction targets § 34
●
●
●
SUS-3.1.5
E1-5
Energy consumption from fossil sources disaggregated by sources for
high climate impact sectors § 38
●
Not applicable
E1-5
Energy consumption and mix § 37
●
SUS-3.1.6
E1-5
Energy intensity associated with activities in high climate impact
sectors § 40-43
●
Not applicable
E1-6 Gross scope 1, 2, 3, and total GHG emissions § 44
●
●
●
SUS-3.1.7
E1-6
Gross GHG emissions intensity § 53-55
●
●
●
SUS-3.1.7
E1-7
GHG removals and carbon credits § 56
●
SUS-3.1.8
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Section
ESRS
Standard
Datapoint deriving from other EU legislation
SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
Environmental
disclosures
(continued)
Climate
change (E1
(continued))
E1-9
Exposure of the benchmark portfolio to climate-related physical risks
§ 66
●
SUS-3.1.2
E1-9
Location of significant assets at material physical risk § 66 (c)
●
SUS-3.1.2
E1-9 Breakdown of the carrying value of real estate assets by energy-
efficiency classes § 67 (c)
●
Not applicable
E1-9
Degree of exposure of the portfolio to climate-related opportunities §
69
●
Omission
Pollution (E2)
E2-4
Amount of each pollutant listed in Annex II of the E-PRTR Regulation
(European Pollutant Release and Transfer Register) emitted to air,
water and soil § 28
●
Not material
Water and
marine
resources
(E3)
E3-1
Water and marine resources 9
●
Not material
E3-1
Dedicated policy § 13
●
Not material
E3-1
Sustainable oceans and seas § 14
●
Not material
E3-4
Total water recycled and reused § 28 (c)
●
Not material
E3-4 Total water consumption in m³ per net revenue on own operations §
29
●
Not material
Biodiversity
and
ecosystems
(E4)
SBM-3
§ 16 (a) i
●
Not material
SBM-3
§ 16 (b)
●
Not material
SBM-3
§ 16 (c)
●
Not material
E4-2
Sustainable land/agriculture practices or policies § 24 (b)
●
Not material
E4-2 Sustainable oceans/seas practices or policies § 24 (c)
●
Not material
E4-2
Policies to address deforestation § 24 (d)
●
Not material
Resource
use &
circularity
E5-5
Non-recycled waste § 37 (d)
●
SUS-3.2.6
E5-5
Hazardous waste and radioactive waste § 39
●
SUS-3.2.6
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Section
ESRS
Standard
Datapoint deriving from other EU legislation
SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
Social
disclosures
Own
workforce
(S1)
SBM-3
Risk of incidents of forced labor § 14 (f)
●
SUS-4.1.2
SBM-3
Risk of incidents of child labor § 14 (g)
●
SUS-4.1.2
S1-1
Human rights policy commitments § 20
●
SUS-4.1.3
S1-1
Due diligence policies on issues addressed by the fundamental
International Labor Organization conventions 1 to 8, § 21
●
SUS-4.1.3
S1-1
Processes and measures for preventing trafficking in human beings §
22
●
SUS-4.1.3
S1-1 Workplace accident prevention policy or management system § 23
●
SUS-4.1.3
S1-3
Grievance/complaints handling mechanisms § 32 (c)
●
SUS-4.1.5
S1-14 Number of fatalities and number and rate of work-related accidents §
88 (b) and (c)
●
●
SUS-4.1.13
S1-14
Number of days lost to injuries, accidents, fatalities or illness § 88 (e)
●
SUS-4.1.13
S1-16
Unadjusted gender pay gap § 97 (a)
●
●
SUS-4.1.14
S1-16 Excessive CEO pay ratio § 97 (b)
●
Not applicable
S1-17
Incidents of discrimination § 103 (a)
●
SUS-4.1.15
S1-17
Non-respect of UNGPs on business and human rights and OECD
guidelines § 104 (a)
●
●
Not applicable
Workers in
the value
chain (S2)
SBM-3
Significant risk of child labor or forced labor in the value chain § 11 (b)
●
SUS-4.2.2
S2-1
Human rights policy commitments § 17
●
SUS-4.2.3
S2-1 Policies related to value chain workers § 18
●
SUS-4.2.3
S2-1
Non-respect of UNGPs on business and human rights principles and
OECD guidelines § 19
●
●
Not applicable
S2-1
Due diligence policies on issues addressed by the fundamental
International Labor Organization (ILO) conventions 1 to 8, § 19
●
SUS-4.2.3
S2-4
Human rights issues and incidents connected to its upstream and
downstream value chain § 36
●
SUS-4.2.5
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Section
ESRS
Standard
Datapoint deriving from other EU legislation
SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
Social
disclosures
(continued)
Affected
communities
(S3)
S3-1
Human rights policy commitments § 16
●
Not material
S3-1
Non-respect of UNGPs on business and human rights, ILO principles
or OECD guidelines § 17
●
●
Not material
S3-4 Human rights issues and incidents § 36
●
Not material
Consumers
and end-
users (S4)
S4-1
Policies related to consumers and end-users § 16
●
SUS-4.3.3
S4-1
Non-respect of UNGPs on business and human rights and OECD
guidelines § 17
●
●
Not applicable
S4-4 Human rights issues and incidents § 35
●
Not applicable
Governance
disclosures
Business
conduct (G1)
G1-1
United Nations convention against corruption § 10 (b)
●
SUS-5.1.2
G1-1 Protection of whistleblowers § 10 (d)
●
SUS-5.1.2
G1-4
Fines for violation of anti-corruption and anti-bribery laws § 24 (a)
●
●
SUS-5.1.3
G1-4
Standards of anti-corruption and anti-bribery § 24 (b)
●
SUS-5.1.3
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SUS-3 Environmental Information
SUS-3.1 ESRS E1: Climate change
SUS-3.1.1 Transition plan for climate change mitigation
Ontex is committed to ensuring the resilience of its strategy and business model in the face of
climate change. By aligning with the goal provided by the 2015 Paris Agreement to limit global
warming to 1.5°C, the Company is integrating a decarbonization approach, the development of
sustainable innovation and risk management into its operations.
The Company’s climate transition plan stems from the Sustainability Strategy which reflects the
Company’s climate-related ambitions and targets for its own operations and across its value
chain by 2030. It is a crucial element of Ontex’s strategy and reinforces the Company’s resilience
by creating long-term value for its stakeholders and contributing to a more sustainable future.
The Group Sustainability Team guided the development of the plan, which was approved by
Ontex’s Executive Committee. The plan has been implemented across the entire Group,
including subsidiaries.
Key elements of Ontex’s approach include:
• aligning the Company’s emissions reduction targets with credible economy-wide 1.5°C
scenarios to meet global climate goals and ensure accountability (for details, see section
SUS-3.1.5);
• transitioning to renewable energy, improving production efficiency and developing low-
impact, circular products that meet evolving market and customer expectations (for details,
see section SUS-3.1.4);
• proactive climate risk assessments and collaborative stakeholder engagement to mitigate
physical and transitional risks (for details, see section SUS-3.1.2).
Ontex’s 2030 GHG emission reductions targets have been validated by the Science Based
Targets initiative (SBTi) and are consistent with limiting global warming to 1.5°C. They cover
Scope 1 and 2, as well as three key categories of Scope 3, as described in section SUS-3.1.5.
The implementation of the transition plan relies on four key levers:
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Ontex operates in a sector included in the EU Paris-Aligned Benchmarks that aim to provide a
realistic image of the real economy, including of sectors that should actively reduce greenhouse
gas (GHG) emissions.
In the consumer goods sector, emissions can vary depending on production practices, material
choices and supply chain management. The short lifespan of products limits the potential
impact of locked-in emissions on the achievement of Ontex’s emissions reduction targets.
Additionally, the potential locked-in emissions related to the Company’s infrastructure are
limited and primarily stem from energy consumption, which Ontex aims to further decarbonize.
SUS-3.1.2 Material impacts, risks and opportunities and their
interaction with strategy and business model
Description of the processes to identify and assess material
climate-related impacts, risks and opportunities
Ontex is firmly committed to reducing GHG emissions and actively contributing to the global
efforts to address climate change. The Company identifies and categorizes climate-related risks
into the following key areas:
• Physical risks: Acute events such as heatwaves and flooding, as well as chronic changes in
climate patterns, pose threats to Ontex’s operations and supply chain. The Company
actively assesses and mitigates these risks, ensuring operational resilience.
• Transitional risks:
• Policy and legal risks: Ontex adapts to evolving climate-related legislation to remain
compliant and minimize operational disruptions.
• Reputation risks: Non-compliance with environmental standards, ineffective
communication or misalignment with public perception can harm Ontex’s reputation.
The Company prioritizes transparent communication, regulatory compliance and
proactive climate action to manage reputational risks.
• Market risks: Increasing environmental awareness and related changing consumer
behavior can influence product demand. In order to remain competitive, Ontex aligns
the range of products it offers with the expectations of environmentally conscious
consumers.
By actively managing and addressing these risks, Ontex aims to reduce its carbon footprint and
foster resilience, compliance and sustainability across its operations in response to climate-
related challenges.
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Climate-related scenario analysis
Businesses are facing increasing physical and transition risks due to climate change. To
address these challenges and explore growth and innovation opportunities, Ontex revised
its physical climate risk assessment in 2025, examining both the 2030 and 2050 time
horizons
. This analysis focused on identifying vulnerabilities, enhancing preparedness,
proactively mitigating the effects of climate change. The key findings are:
Physical risks: Ontex assessed operational disruptions related to extreme weather, with a
focus on production sites and supply chain vulnerabilities. Under the IPCC RCP 8.5 (BAU 3.2–
4.5)
[41]
scenario, climate-related risks were evaluated using several factors, including asset
value and potential turnover losses, assuming that certain production sites could be slowed
down or temporarily disrupted by specific climate events. The assessment also considered
the likelihood of each climate risk at the location of each production site, as well as the
mitigation measures already in place to protect facilities against these risks.
By 2050, climate hazards may pose increased risks for Ontex, particularly flooding and
severe wind events, which could lead to asset damage and business interruption.
The previous study conducted by Ontex in 2023 analyzed transition risks and opportunities.
The key findings are presented below.
Transition risks: Ontex explored risks under the IPPC RCP 2.6
[42]
(1.5-2.0) scenario, such as
carbon taxes and upcoming EU regulations. This analysis highlighted potential financial
impacts from carbon pricing over 30 years, assessed against potential losses of EBITDA.
Accelerating decarbonization—through investments in new machinery and technology—
was identified as a necessary yet costly endeavor.
Opportunities: Opportunities such as public funding and tax incentives were identified to
support decarbonization efforts and innovation goals.
Early investment in decarbonization may incur higher initial costs but offer long-term value
compared to disorderly transitions, which would prove costlier if the reduction in carbon
intensity is delayed. Ontex found no assets or business activities incompatible with the
transition to a climate-neutral economy, reinforcing its ability to adapt to evolving climate
demands while reducing GHG emissions.
[41] RCP8.5 is the ‘business-as-usual’ or ’worst-case’ scenario: It models a future where greenhouse gas emissions
continue to increase at a high rate, resulting in the highest level of global warming and the most severe impacts
of climate change. The RCP8.5 combines assumptions about high population and relatively slow income growth
with modest rates of technological change and energy intensity improvements, leading in the long term to high
Methodology of the climate-related scenario analysis
The climate-related scenario analysis considered Ontex's core operations (in Europe and the
Americas) and key suppliers potentially exposed to extreme weather events, such as fluff and
cotton suppliers. The analysis used geospatial coordinates for Ontex's operations and regional
information for value chain data. The short-, medium- and long-term time horizons were
considered in relation to material climate risks and opportunities, similar to Ontex’s Enterprise
Risk Management (ERM) exercise. Additionally, sensitivity and exposure assessments were
conducted. The methodology follows a four-step approach to assess climate-related risks and
adaptation needs across Ontex’s operations and supply chain:
1) An exposure analysis identifies the main climate hazards and the most exposed sites,
covering both 12 owned production sites and approximately 300 supplier sites. This step
prioritizes risks by geography, supplier tier, and value chain importance.
2) A vulnerability assessment is conducted for the 12 owned sites to evaluate their sensitivity
to identified hazards and to calculate an overall risk score based on asset characteristics,
site-specific conditions, and existing protective measures.
3) The financial impact of climate risks is quantified for the 12 owned sites by estimating
potential asset damage, business interruption, and additional operating costs under
different hazard scenarios.
4) Adaptation solutions are assessed for each owned site to support adaptation planning,
including the identification of potential measures, associated costs, and expected risk
reduction benefits.
The risk analysis, which included a vulnerability assessment, identified heatwaves, wildfires,
flooding, and severe wind events as potential risks to the Company’s operations. Additionally,
potential risks impacting Ontex operations within the supply chain were assessed, including
water stress, coastal flooding, heatwave, fire season length and extreme fire days. These risks
were assessed to have no significant impact on Ontex’s operations or supply chain at this time.
energy demand and GHG emissions in the absence of climate change policies. It also assumes limited new
policies or regulatory measures.
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SUS-3.1.3 Policies related to climate change mitigation and
adaptation
Ontex addresses climate concerns by integrating them into the Company’s organizational
practices and policies, demonstrating a strong commitment to sustainability.
Policy
Purpose
ESG topics
Scope
Sustainability
policy
•
Emphasize the importance of renewable energy and energy efficiency, employing an integrated
management system to address climate-related risks through mitigation and adaptation strategies.
• Commit to renewable resource usage, transparency and sustainable sourcing practices. Suppliers
must ensure traceability and compliance with sustainable material standards, including wood, cotton
and bio-based plastics. This includes adherence to third-party certifications, such as FSC for wood
and GOTS for cotton, to promote ethical resource management.
• Implement measures to identify and manage climate-related risks. These actions aim to enhance
operational resilience and secure the supply chain against potential climate impacts.
• Address climate change through a dual approach of mitigation and adaptation. Mitigation efforts
focus on reducing GHG emissions across the value chain, with specific goals for minimizing resource
use.
• Prioritize resource efficiency by reducing dependency on virgin materials and promoting material
recovery and reuse. Key measures include adopting renewable materials, implementing innovative
recycling processes and integrating circular design principles into products to minimize waste.
• Employ an integrated management system to identify and capitalize on circular opportunities across
operations and the supply chain. Initiatives include optimizing packaging to enhance recyclability,
increasing the use of renewable and recycled content in products and collaborating with partners to
close material loops.
• Through these strategies, the policy underscores Ontex’s dedication to reducing emissions and
fostering a climate-resilient business model. This policy underscores Ontex’s dedication to reducing
environmental impact, extending product lifecycles and fostering a resilient, circular economy.
•
Energy consumption and mix
• Gross scopes 1, 2, 3 and total GHG emissions
• Resource inflows
• Resource outflows
• Products and materials
All employees and
non-employee
workers in Ontex’s
workforce and its
suppliers’
workforce
Climate and
circularity
policy
• Focuses on reducing GHG emissions, prioritizing energy efficiency and renewable energy, and
incorporating low-impact materials in products
• Focuses on sustainable material sourcing, product design for recyclability and minimizing waste to
advance circular economy principles
• Energy consumption and mix
• Gross scopes 1, 2, 3 and total GHG emissions
• Resource inflows
• Resource outflows
•
Products and materials
All employees,
suppliers,
customers, investors
and communities
impacted by Ontex’s
operations
[42] RCP2.6 is a ’stringent mitigation’ scenario and is considered a ‘best-case’ scenario: It models a future with lower
greenhouse gas emissions, resulting in less severe impacts of climate change. It aims to below 2°C above pre-
industrial temperatures. The RCP2.6 scenario combines assumptions on the adoption of drastic climate
mitigation policies, technological advancements (such as carbon capture and storage), lower energy intensity
and renewable energy development.
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SUS-3.1.4 Taking actions and resources in relation to climate
change policies
Ontex’s actions to address climate change include transitioning to renewable energy,
enhancing production efficiency and developing low-impact, circular products that align with
evolving market demands and customer expectations. While climate physical risks are currently
limited, the Company mitigates its impact by implementing local measures which are integrated
into the business continuity plan, such as efficient cooling systems to address heatwaves,
maintenance of green spaces to reduce the risk of wildfires, and flood barriers to protect
against flooding. Ontex further analyzed the climate risks of its sites, as shown in section
SUS-3.1.4, and extended the analysis to its supplier production sites to enhance resilience and
adaptation strategies.
Transitioning to renewable energy and enhancing efficiency
In 2025, Ontex continued to prioritize energy efficiency and the reduction of fossil fuel
dependency through a combination of strategic initiatives, digitalization of energy
management, and targeted investments across its manufacturing footprint. The Company
further reduced its energy intensity by upgrading equipment, optimizing processes, and
deploying advanced monitoring technologies, reinforcing its commitment to sustained
improvement over time.
To support the transition to renewable electricity, Ontex began exploring virtual power
purchase agreement (VPPA) opportunities in Europe and joined a cohort with other interested
parties to increase scale and impact. In parallel, the Company strengthened its energy data
capabilities by launching an energy monitoring system pilot at its Ortona plant. This real-time
energy measurement solution improves data accuracy at line and equipment level, supports
the deployment of energy performance indicators, and enables the identification and
prioritization of energy efficiency opportunities in line with Ontex’s Energy & Emissions Strategy.
Across its operations, Ontex implemented a range of site-specific energy efficiency projects:
• Dourges: The replacement of seven legacy fan motors with high-efficiency motors and the
detection of compressed air leaks generated significant electricity savings.
• Noginsk: Automatic shutdown systems for warehouse lighting were installed, and analyses
of electricity sourced from external power grids were conducted to identify opportunities
to reduce associated CO emissions.
• Ortona: Compressed air leak detection initiatives were combined with the deployment of
an AI-based compressor optimization tool, which learns from actual operating behavior
and subsequently optimizes energy consumption, alongside the implementation of the live
energy data tracking project.
• Radomsko: Energy consumption was reduced through chiller optimization and the
installation of gas flow reduction valves.
• Segovia: On-site renewable energy generation was expanded through the installation of
additional solar panels, covering 8,000 m² and generating approximately 1.3 GWh of
renewable electricity annually.
• Tijuana: Compressed air leak detection initiatives were implemented to reduce
unnecessary energy losses.
Through these concrete actions, Ontex continued to lower its energy consumption per unit
produced while maintaining a strong focus on operational efficiency and long-term
decarbonization.
Developing low-impact, circular products
Ontex achieved a 6% reduction in scope 3 emissions compared to 2020. Embedding
sustainability into every product remains a core commitment, with carbon reduction being a
key driver of value creation, enabling customers to incorporate sustainable features into their
offerings seamlessly.
Ontex’s emissions reduction journey requires close engagement with its suppliers. Accessing
resources and materials that help lower emissions in an affordable way is essential. To this end,
the Company collaborates with suppliers on two fronts:
• Incorporating raw materials with high performance and lower carbon intensity to reduce
the carbon footprint of its products.
• Improving transparency in the sourcing of key raw materials, strengthening accountability,
and enabling a more accurate assessment of its environmental impact. As a result, 64% of
the Company’s raw materials are now covered by supplier-specific data and have been
reviewed throughout the year in close collaboration with Ontex’s sustainability experts.
A clear understanding of the carbon footprint of raw materials is essential, as it enables the
Company to engage constructively with suppliers on targeted actions to further decarbonize
the value chain.
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Product design is equally critical to meeting customer needs and reducing environmental
impact, supported by close collaboration with the Company’s customers. As part of the design
and development process, Ontex co-designs products alongside its customers and provides a
detailed product scorecard that supports informed decision making and offers clear insights
into environmental performance. In 2025, the product scorecard was further enhanced to
strengthen its value for stakeholders by providing deeper and more actionable insights into the
environmental impact of the Group’s products.
The Company also introduced new design concepts, such as
• A new flexible closing system which aims to remove the frontal tape from baby diapers,
resulting in an estimated ~1% reduction in total carbon footprint and plastic content.
• Introduction of bio-based superabsorbent polymers (bioSAP) in diapers, with an initial
rollout in selected products. This new material replaces virgin fossil-based plastic SAP in
the core absorbent component, helping lower the carbon footprint of the product while
maintaining performance.
• Through the Dreams Shield project, Ontex reduced diaper grammage, increasing the
number of pieces per pallet and improving transport efficiency while reducing logistics-
related emissions per unit.
Future focus and resources allocation
Looking ahead, Ontex will focus on executing planned reductions across its own operations
and product designs operations while also driving anticipated reductions across its value chain.
This includes enhancing operational efficiencies, adopting sustainable practices and working
closely with partners to minimize the environmental impact of the Company’s operations.
Simultaneously, it will collaborate with suppliers and customers to embed sustainability
throughout the value chain.
Successfully implementing these actions depends on the availability and allocation of financial
and human resources. Investments in technology and capacity building are critical to driving
the necessary changes.
The graph that follows illustrates the planned emissions reductions by 2030, outlining key
actions to reduce emissions and support Ontex’s long-term climate goals.
Planned emissions reductions by 2030
Reduce by design initiatives focus on reducing material use, lowering plastic content, and
improving product efficiency while maintaining performance. Actions such as lightweighting,
component removal, and design innovation directly reduce the carbon footprint embedded in
products.
The supply chain decarbonization program focuses on providing transparency and
engagement with suppliers to enable a more accurate assessment of raw material emissions.
By working closely with key suppliers, Ontex drives the adoption of lower-carbon materials and
supports supplier-led decarbonization initiatives across the value chain.
The Company works on supply chain efficiency by optimizing transport routes, increasing load
efficiency, and shifting to lower-emission transport modes, contributing to reducing emissions
associated with distribution and logistics.
Finally, energy efficiency measures, process optimization, and the transition to lower-carbon
energy sources reduce emissions from manufacturing operations. Continuous improvement
initiatives ensure that emissions reductions are embedded into day-to-day operations.
The monetary amounts for the required capital expenditures and operational expenditures for
the current year to implement these actions are disclosed in section SUS-3.3.
100%
67%
-13%
-10%
-5%
-2%
-1%
-1%
-1%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Base year
Reduce by design
Suppy chain
decarbonization
Use of recycled or
renewable materials
Supply chain
efficiency
Operations
efficiency
Electricity
decarbonization
Fossil fuel switch
Target 2030
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SUS-3.1.5 Metrics and targets
Targets related to climate change mitigation and adaptation
In 2025, Ontex finalized its strategic refocus on retail and healthcare brands in the core
markets of Europe and North America, which included the divestments of the Brazilian and
Turkish activities. As a result, the Company decided to re-submit its Science Based Targets
initiative (SBTi) targets ensuring continued alignment between the Company’s financial and
climate ambitions. The 2020 baseline was restated to represent Ontex’s new footprint. The
updated targets were approved by SBTi in December 2025.
• Now aiming for a 71% reduction by 2030 compared to the revised 2020 baseline, Ontex
remains fully committed to reducing its scope 1 and 2 GHG emissions by maintaining the
same level of ambition.
• Ontex also changed its scope 3 targets and now aims to reduce scope 3 GHG emissions
from purchased goods and services, upstream transportation and distribution, and end-
of-life treatment of sold products by 51.6% per euro value added by 2030 with 2020 as the
base year. The change from an absolute reduction
[43]
to an economic intensity target aligns
the climate ambitions with the business ambitions of growth.
These targets cover all of Ontex’s operational activities and align with the Paris Agreement's
goal of limiting global warming to 1.5°C, independently validated by the SBTi. These targets
were set with active stakeholder involvement, ensuring broad engagement and transparency
across Ontex’s governance framework.
In the course of 2025, Ontex continued tracking its absolute Scope 3 GHG emission reduction
targets with 2020 as a baseline, achieving 9% compared to 2024 and 6% compared to 2020.
Five years early, in 2025 Ontex achieved its target to source 100% of its electricity from
renewable sources and is committed to maintaining it.
To maintain comparability and accurate progress tracking, all figures in this section are
presented using the same scope.
Working towards net zero emissions
Baseline
Targets 2030
(updated)
Progress reporting
2023 (restated)
2024 (restated)
2025
Reducing emissions across operations (Scope 1-2)
2020
-71%
-48%
-45%
-66%
Reducing emissions across value chain (Scope 3 key categories)
2020
-51.6%
[44]
4%
-9%
5%
100% Renewable electricity
-
100%
99%
99%
100%
[43] The previous absolute Scope 3 GHG emission target was a 25% reduction across the value chain by 2030 with
2020 as a baseline.
[44] Per € value added
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SUS-3.1.6 Energy consumption and mix
In 2025, Ontex sourced 100% of its electricity from renewable sources, achieving the Company’s
2030 goal. Of this electricity, 6% was generated on-site and 94% was purchased via instruments,
such as Guarantee of Origins or Renewable Energy Certificates, where 26% is bundled with
instruments and 68% comes from unbundled instruments.
This transition has significantly contributed to reducing scope 1 and 2 emissions by 66%
compared with the 2020 baseline. Electricity remains the primary energy source in Ontex’s
plants, making renewable power a critical component of its Sustainability Strategy. Ontex’s
commitment to source 100% renewable electricity remains, and the Company will keep working
to maintain the status of this target.
Efforts to electrify specific equipment that is currently dependent on fossil fuels are being
explored to further reduce energy consumption per unit of production.
Energy consumption and mix
Progress reporting
in MWh 2023 (restated) 2024 (restated) 2025
1) Fuel consumption from coal and coal products
0
0
0
2) Fuel consumption from crude oil and petroleum products
18,723
17,815
14,741
3) Fuel consumption from natural gas
32,681
29,857
32,158
4) Fuel consumption from other fossil sources
184
90
33
5) Consumption of purchased or acquired electricity, heat, steam and cooling from fossil sources
1,882
1,884
79
6) Total fossil energy consumption (calculated as the sum of lines 1 to 5)
53,470
49,646
47,011
Share of fossil sources in total energy consumption 17% 15% 15%
7) Consumption from nuclear sources
0
0
0
Share of consumption from nuclear sources in total energy consumption 0% 0% 0%
8) Fuel consumption for renewable sources, including biomass
(also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen, etc.)
783 47 0
9) Consumption of purchased or acquired electricity, heat, steam and cooling from renewable sources
260,342
283,961
267,444
10) Consumption of self-generated non-fuel renewable energy 16,950 17,583 16,374
11) Total renewable energy consumption (calculated as the sum of lines 8 to 10)
278,075
301,591
283,818
Share of renewable sources in total energy consumption 84% 86% 86%
Total energy consumption (calculated as the sum of lines 6, 7 and 11)
331,545
351,237
330,829
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Energy intensity
per net revenue Unit
2024
(restated) 2025
2025
/2024
Total energy consumption
MWh
351,237
330,829
-6%
Net revenue from activities in high
climate impact sectors used to
calculate energy intensity
€ million 1,860.5 1,761.6 -5%
Net revenue (other) € million 0 0 0%
Total net revenue
€ million
1,860.5
1,761.6
-5%
Energy intensity per net revenue
MWh/
€ million
179.3 178.5 0%
Ontex’s operations are registered under NACE codes 17220 (Manufacture of household and
sanitary goods and of toilet requisites) and 17120 (Manufacture of paper and paperboard).
These are identified as activities in high climate impact sectors under Regulation (EU)
2019/2088 and Annex 1 of the related Delegated Regulation on sustainable investment
disclosures. The intensity metrics below are derived from these activities.
Methodologies and assumptions
Ontex’s energy consumption data are collected at the plant level and consolidated at the
Group level. The scope of renewable energy is defined according to the Greenhouse Gas
Protocol Scope 2 Guidance, encompassing energy from wind, solar, biomass (including bio-
and other naturally produced gas), hydropower (including marine hydro) and geothermal
sources. All on-site electricity is generated through solar power.
The divested plants (Brazilian and Turkish operations) have been excluded from the 2025
information in this section, and the comparative information has been restated to ensure
consistency and comparability across different years
[45]
.
[45] In the 2024 Sustainability Statements, Ontex reported: total fossil energy consumption 76,382 MWh for 2023
and 70,274MWh for 2024, total renewable energy consumption 288,089 MWh for 2023 and 308,784 MWh in
2024 and total energy consumption 364,471 MWh for 2023 and 379,058 MWh for 2024.
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SUS-3.1.7 Gross scopes 1, 2, 3 and total greenhouse gas
emissions
Ontex’s scope 1, 2 and 3 greenhouse gas emissions
The table below shows the progress of Ontex’s greenhouse gas (GHG) scope 1, 2 and 3
emissions in the past 3 years.
GHG emissions
Progress reporting
Targets
in tCO
2
eq
2020 (restated)
2024 (restated)
2025
2025/2024
2025/2020
2030 (updated)
2050
Scope 1 GHG emissions
Gross Scope 1 GHG emissions 7,780 11,859 10,620 -10% -37%
Percentage of Scope 1 GHG emissions from regulated emission
trading schemes
0% 0% 0%
Biogenic emissions of CO2 carbon from the combustion or
biodegradation of biomass
0 0 0
Scope 2 GHG emissions
Gross location-based Scope 2 GHG emissions
75,290
71,076
68,424
-4%
-9%
Gross market-based Scope 2 GHG emissions
23,524
5,451
11
-100%
-100%
Scope 1+2 emissions (market-based)
31,304
17,310
10,631
-39%
-66%
-71%
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GHG emissions
Progress reporting
Targets
in tCO
2
eq
2020 (restated)
2024 (restated)
2025
2025/2024
2025/2020
2030 (updated)
2050
Scope 3 GHG emissions
1) Purchased goods and services
754,287
881,965
808,916
-8%
7%
2) Capital goods
71,037
104,866
75,514
-28%
6%
3) Fuel and energy-related. Activities
(not included in scope1 or scope 2)
6,337 8,287 7,625 -8% 20%
4) Upstream transportation and distribution
213,121
247,602
217,597
-12%
2%
5) Waste generated in operations
13,637
13,739
16,651
21%
22%
6) Business traveling
432
888
556
-37%
29%
7) Employee commuting
Not applicable
8) Upstream leased assets
Not applicable
9) Downstream transportation 57,512 39,296 37,206 -5% -35%
10) Processing of sold products
Not applicable
11) Use of sold products Not applicable
12) End-of-life treatment of sold products
642,073
510,206
487,495
-4%
-24%
13) Downstream leased assets
Not applicable
14) Franchises
Not applicable
15) Investments
Not applicable
Total Gross indirect (Scope 3) GHG emissions
1,758,436
1,806,849
1,651,560
-9%
-6%
Total GHG emissions (location-based)
1,841,506
1,889,784
1,730,604
-8%
-6%
Total GHG emissions (market-based)
1,789,741
1,824,159
1,662,191
-9%
-7%
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Methodology and assumptions
Scope 1-2 GHG emissions
Ontex reports absolute scope 1 and 2 emissions in line with the Greenhouse Gas Protocol
methodology. The reported emissions cover sites specified in E1, excluding sales offices
unrelated to manufacturing plants. These exclusions meet the cut-off criteria, as they represent
less than 1% of the total climate impact.
The disclosed scope 1 and scope 2 emissions are expressed in tons CO2-equivalents (tCO2e).
Calculations are based on primary data collected on-site and converted to GHG emissions using
relevant emission factors, including those from Bilan Carbone, the UK Government GHG
Conversion Factors for Company Reporting, IEA, and supplier-specific factors for electricity. These
factors differentiate between the percentage of biomass or biogenic CO2.
Scope 2 emissions are disclosed according to both market-based
[46]
and location-based
[47]
methodologies. GHG emissions intensity is calculated by dividing the total market-based scope 1
and scope 2 emissions (in tCO
2
e) by Ontex’s total revenues (in €):
GHG emissions intensity (tCO
2
/€) = (Scope 1 + Scope 2) / Total revenue
Scope 3 GHG emissions
Reported scope 3 emissions follow the Greenhouse Gas Protocol methodology using the
operational control approach
[48]
. Ontex’s scope 3 reporting includes categories such as:
Emission conversions are based on supplier-specific emission factors when available, covering
64% of emissions from purchased goods and services. When emission conversions are
unavailable from suppliers and for other Scope 3 categories, data rely on factors published by
Ecoinvent, GLEC, DEFRA (GHG Conversion Factors for Company Reporting) and ADEME (Base
Empreinte®).
The following categories were identified as not applicable to Ontex: upstream leased assets,
processing of sold products, use of sold products, downstream leased assets, franchises and
investments. Additionally, employee commuting is currently excluded from the scope of the
analysis and has been identified as having a non-significant impact on the overall results based
on Life Cycle Assessment (LCA) results.
Assumptions and limitations
• Ontex prioritizes an activity-based approach to calculate Scope 3 emissions, with a primary
focus on the most significant categories (purchased goods and services, upstream
transportation and distribution, end-of-life treatment of sold products). A spend-based
approach was only used to assess the emissions from the category: capital goods.
• Allocation is minimized wherever possible. When necessary, physical allocations (e.g. end-
of-life emissions) are preferred over economic allocations (e.g. purchased goods and
services, and capital goods). Consistency across years is ensured by maintaining the same
default emission factors, with updates introduced periodically to account for significant
changes. The biogenic CO2 emissions from the combustion or biodegradation of biomass
within the upstream and downstream value chain are not currently tracked separately
from gross scope 3 emissions.
• The divested plants (Brazilian and Turkish operations) have been excluded from the 2025
information in this section as they have limited impact. Following the strategic refocus and
the divestment of these activities, Ontex re-submitted its SBTi targets to align its climate
ambitions with its updated footprint. As a result, the 2020 GHG baseline and associated
targets were updated, and the comparative information was restated to ensure
consistency in the progress reporting
[49]
.
• purchased goods and services
• upstream distribution
• capital goods
• business travel
• fuel and energy related activities
[50]
• waste generated in operations
• downstream transportation
• end-of-life treatment of sold products
[46] A market-based method reflects emissions from electricity that companies have purposefully chosen,’ GHG Protocol Scope 2 Guidance.
[47] A location-based method reflects the average emissions intensity of grids on which energy consumption occurs,’ GHG Protocol Scope 2 Guidance.
[48] Under the operational control approach, a company accounts for 100 percent of the GHG emissions over which it has operational control. It does not account for GHG emissions from operations in which it owns an interest but does not
have operational control,’ Corporate Value Chain (Scope 3) Accounting and Reporting Standard.
[49] In the 2024 sustainability statements, Ontex reported: Scope 1 GHG emissions 12,376 tCO2eq for 2023 and 12,748 tCO2eq for 2024, Scope 2 GHG emissions (market-based) 6,675 tCO2eq for 2023 and 7,300 tCO2eq for 2024, Scope 2 GHG
emissions (location-based) 74,306 tCO2eq for 2023 and 79,978 tCO2eq for 2024, Scope 3 GHG emissions 2,396,666 tCO2eq for 2023 and 2,437,459 tCO2eq for 2024.
[50] Not included in scope 1 or 2.
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GHG intensity per net revenue
The table below shows the GHG intensity per net revenue.
GHG intensity per net revenue
[51]
in tCO
2
eq / € million
2024 (restated)
2025
2025/2024
Total GHG emissions (market-based)
980
944
-3%
Total GHG emissions (location-based)
1,016
982
-3%
SUS-3.1.8 GHG removals and GHG mitigation projects
financed through carbon credits
GHG removals and storage within Ontex’s operations or its upstream and downstream value
chains are not applicable.
SUS-3.1.9 Internal carbon pricing
Currently, Ontex does not apply internal carbon pricing schemes. While internal carbon pricing
can serve as an effective tool for embedding the cost of carbon emissions into business
decision-making, the Company has chosen alternative strategies to drive its decarbonization
efforts.
These strategies prioritize targeted initiatives to reduce emissions across the value chain, with
a particular focus on measurable reductions in scope 1, 2, and 3 emissions. Ontex will continue
evaluating the potential integration of internal carbon pricing into its sustainability program as
part of its ongoing review of tools that enhance regulatory compliance and ambitious climate
action.
[51] Total net revenue is disclosed in section SUS-3.1.6.
This evaluation will consider:
• the evolving regulatory landscape;
• stakeholder expectations; and
• the effectiveness of carbon pricing mechanisms in achieving further carbon reductions.
SUS-3.1.10 Anticipated financial effects from material physical
and transition risks and potential climate-related
opportunities
Based on Ontex’s climate risk assessments, no significant financial effects from material
physical or transition risks are anticipated in 2026. Ontex’s current operations and strategies
are resilient with respect to foreseeable near-term climate impacts, ensuring business
continuity and financial stability. As a result, there is no immediate necessity to set specific
climate adaptation targets at this time.
However, the assessments highlight that financial effects could emerge over the longer term,
particularly after 2050, as the physical climate impacts intensify and regulatory and market
conditions evolve. Potential financial effects may include:
• increased operating costs due to resource scarcity;
• market demand shifts driven by the energy transition; and
• required investments in climate adaptation measures.
To ensure climate resilience, a sustainability approach is already included in Ontex business
models, with a focus on competitive and sustainable innovation that in particular address
transitional risks. Ontex remains committed to monitoring climate risks and opportunities,
integrating climate resilience into long-term planning, and proactively adapting the Company’s
strategies to address emerging challenges and seize opportunities linked to the global
transition to a low-carbon economy. In the coming years, Ontex will further develop its
Adaptation and Mitigation plan to reduce vulnerabilities and enhance the capacity to adapt to
or mitigate the climate-related risks.
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SUS-3.2 ESRS E5: Resource use and circular economy
SUS-3.2.1 Impacts, risks and opportunities management
Description of the processes to identify and assess material
resource use and circular economy-related impacts, risks and
opportunities
Ontex is committed to addressing global challenges related to resource use and circularity by
embedding sustainable practices into its operations. Through a double materiality assessment,
the Company identifies and evaluates both financial and environmental-social material impacts,
risks and opportunities.
The process involves:
• screening global trends, regulatory developments and stakeholder expectations;
• engaging with suppliers, customers and consumers to identify critical impact areas; and
• evaluating the environmental impact of products throughout their lifecycle, enabling the
Company to map risks such as resource scarcity and regulatory changes as well as
opportunities for innovation and circular design.
These findings are integrated into Ontex’s strategies to guide sustainable sourcing, improve
waste management and develop circular solutions. The Company extends its assessments
across the entire value chain, addressing upstream and downstream impacts, especially in
relation to plastics, waste and recycling. Regular consultations with stakeholders ensure
inclusivity and provide valuable insights to refine its approach. By embedding circularity and
sustainability into its operations, Ontex aims to reduce its carbon footprint, align with emerging
regulatory frameworks (such as extended producer responsibility schemes) and drive
meaningful change in the personal hygiene sector. Affected communities are addressed
through Ontex’s due diligence program. For more details, see section SUS-4.2.2.
SUS-3.2.2 Policies related to resource use and circular
economy
Ontex recognizes the risks posed by resource scarcity, price volatility and evolving regulations,
which could disrupt operations and increase costs. To mitigate these risks, the Company is
committed to incorporating circular economy principles into its Climate and Circularity Policy
and Sustainability Policy. The Ontex Climate and Circularity Policy incorporates climate-related
and circular economy risks into the Company’s risk management framework to enhance
resilience and sustainability. Core focus areas include strengthening climate resilience to
ensure business continuity and addressing circularity risks arising from regulatory changes and
market demands (e.g. tackling end-of-life challenges for hygiene products by developing
specialized recycling solutions, ensuring recyclability of Ontex packaging). The Climate and
Circularity Policy addresses the circular economy principles and aims to minimize waste and
maximize resource efficiency by using recyclable materials and materials made with renewable
resources for products and operations. For more details, see ‘Policies related to climate change
mitigation and adaptation’ in section SUS-3.1.3.
SUS-3.2.3 Actions and resources related to resource use and
circular economy
The pursuit of circularity is a shared commitment across Ontex. In the past five years, the
Company has achieved significant milestones, including a 10% reduction in the weight of
diapers and incontinence products, as part of its efforts to use fewer materials without
compromising performance. This progress underscores the Company’s dedication to product
innovation and continuous improvement in resource efficiency and environmental impact.
Other key initiatives include:
• Actively promoting eco-labeling initiatives, empowering market actors and consumers to
contribute to a circular economy. Ontex also supports the implementation of the extended
producer responsibility scheme in France for absorbent hygiene products by being a
member of the board of the responsible organization. Ontex plans to stay involved in the
governance of this organization in the coming years, ensuring the Company’s continued
contribution to sustainability efforts and the advancement of a circular economy.
• Enhancing the environmental profile of Ontex’s packaging by increasing the share of
recycled content. In 2025, Ontex achieved another milestone by reaching at least 30% of
plastic primary packaging containing recycled or renewable content, reinforcing its
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commitment to achieving its targets and advancing the circular economy. The Company
aspires to contribute to a more circular and eco-friendly packaging system, aiming to
positively impact the entire value chain by increasing the primary plastic packaging
containing recycled or renewable content to 75% by 2030. Ontex promotes the
incorporation of recycled content in primary packaging and already primarily uses recycled
materials for cardboard packaging. This initiative will continue, with the ambition to further
increase recycled content and expand sustainable packaging practices in the coming years.
• Optimizing materials for sustainability, a commitment reflected in the use of bio-based and
natural materials in new products. The Company monitors its products’ footprint from
design to end-of-life, ensuring sustainable choices at every stage. Collaboration with
suppliers ensures the selection of optimal raw materials, while the Company empowers its
customers to embrace sustainability. This approach will remain a central focus as Ontex
moves forward, strengthening its commitment to sustainable practices for the future.
As a key partner for its retailer brand and institutional customers, Ontex supports the transition
towards sustainable products and packaging by sharing knowledge, tools and solutions.
Although the pace of this transition is largely dictated by customer demand, Ontex actively
works to reduce environmental impact through collaborative efforts across the value chain.
The monetary amounts for the required capital expenditures and operational expenditures for
the current year to implement these actions are disclosed in the section SUS-3.3.
SUS-3.2.4 Metrics and targets
Targets related to resource use and circular economy
Ontex is committed to advancing a more circular economy through a comprehensive and multi-
faceted approach and continues to work towards integrating alternative solutions to replace
fossil-based materials in packaging. In 2025 the Company achieved its first resource-related
target of at least 30% recycled or renewable content in plastic packaging. Moreover, almost
100% of packaging was designed according to recycling guidelines
[52]
. Packaging that does not
meet the recycling guidelines answers specific customer needs and special application needs
like siliconized pouches or released paper. Ontex remains committed to working towards 100%
recyclable packaging in collaboration with its customers.
[52] For plastic packaging, Ontex follows CEFLEX Flexible Guidelines. For fiber-based packaging, Ontex follows
4evergreen’s ‘Circularity by design guidelines for fiber-based packaging’.
These targets were developed on a voluntary basis through a thorough evaluation of industry
best practices, material innovation opportunities and regulatory requirements to ensure their
feasibility and alignment with global circular economy goals.
Stakeholder collaboration has been central to this process, involving partnerships with
suppliers, customers and recycling industry experts to create targets that reflect shared
priorities and practical implementation pathways. Ontex’s product design strategy prioritizes
compatibility with end-of-life solutions, enabling maximization of the value and utility of
products throughout their lifecycle and minimizing the use of primary raw materials. By
engaging stakeholders at every stage—from sourcing sustainable materials to enhancing
recycling infrastructure—the Company fosters a more inclusive and effective transition to
circularity while driving innovation and reducing its environmental footprint
Developing sustainable products
and packaging
Remove fossil-based
plastics from our
products & packaging
> 30% by 2025 and 75% by 2030
of our plastic primary packaging
contains recycled or renewable
content
> By end 2025, all our packaging
is designed to be recyclable
> All cardboard packaging has
100
% recycled content
> Participate in end -of-life waste
pilots
2030 targets
Partnering for circularity
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As part of its circular economy initiatives, Ontex uses renewable resources, such as pulp and
cotton. Recognizing that these renewable materials are high impact commodities, additional
diligence measures have been implemented. The Company ensures that its renewable
materials are sustainably sourced (in line with the cascading principle improving their efficient
use). Ontex aims to have wood-based raw materials come exclusively from certified sources
and cotton of organic origin.
Ontex's targets related to the circular economy reflect its commitment to focusing on
sustainable material sourcing, product design for recyclability and waste minimization to
advance circular economy principles as described in various policies.
Remove fossil-based plastics from products
and packaging targets
Targets
Progress reporting
2025 2030 2023 2024 2025
30% by 2025 and 75% by 2030 of plastic
primary packaging contains recycled or
renewable content
30% 75% 20% 29% 40%
By 2025, all packaging is designed to be
recyclable
100% 100% 98% 98% 100%
All cardboard packaging has 100% recycled
content
- 100% 97% 92% 94%
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SUS-3.2.5 Resource inflows
For Ontex, resource inflows primarily consist of raw materials and products, including
packaging materials, used in the Company’s own operations and throughout its upstream value
chain. Key raw materials include a variety of polymers, such as polyethylene and polypropylene,
as well as absorbent materials and other components crucial for manufacturing personal
hygiene products.
Ontex is focused on increasing the recyclable content and renewable content in its products
and packaging, aiming to reduce environmental impact and increase circularity. Pulp, a
renewable resource used in the production of absorbent hygiene products, is also
incorporated, ensuring responsible sourcing of materials.
The following tables provide a detailed breakdown of the materials used during the reporting
period:
Resource inflows
Progress reporting
in tons
2024
2025
Materials used (incl. packaging, pulp, polymers and other
components)
571,000 452,794
Materials sourced from recycled components
[53]
46,000
36,298
Materials sourced from biological materials
287,000
235,035
Materials certified by schemes such as FSC, PEFC, ISCC+,
REDcert2 and GOTS
[54]
42% 44%
Share of wood-based raw materials certified by FSC and
PEFC
[54]
94% 93%
Share of cotton-based raw materials certified by GOTS - 97%
[53] Due to a methodological error in the conversion factors in prior year, the 2024 comparative figure has been
refined.
[54] PEFC (PEFC/07-32-261)/FSC® (FSC-C081844)
[55] The methodologies used to calculate the data on resource inflows at Ontex are based on direct measurement
of production inputs across operations. For recycled content, data from suppliers are used to ensure accurate
accounting of recycled materials. For renewable origin materials, traceability is ensured through sourcing
information, with certifications like FSC, PEFC, and GOTS verifying that materials are sustainably sourced.
Sustainable products
[55]
Progress reporting
2023
2024
2025
2025/2024
Recycled content in product
0%
0%
0%
0pp
Recycled content in plastic
packaging
[56]
10% 13% 18% +5pp
Plastic primary packaging
containing recycled content
[57]
20% 29% 40% +11pp
Recycled content in paper
and cardboard packaging
[58]
97% 92% 94% +2pp
[56] Calculated as the total weight of recycled material / total weight of plastic packaging.
[57] Calculated as the total weight of plastic packaging containing recycled content / total weight of plastic
packaging.
[58] Ontex has limitations in direct approaching customer and supplier-specific data for their Russian entity,
stemming from European sanctions. However, the disclosures in the CSRD report, including the Russian
activities, are based on the Company’s comprehensive management approach, which encompasses its
commitment to workers in the value chain, consumers and end-users, and its overall business conduct.
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SUS-3.2.6 Resource outflows
Ontex’s key products, such as baby care (diapers and pants), feminine care items and adult
incontinence products, are designed with a focus on circular principles, particularly in the
packaging.
While the products themselves are single use, designed to be used for a few hours before
disposal, they are not suitable for reusability, repairability, disassembly, remanufacturing or
refurbishment. Ontex works to reduce the quantity of material used per product by
downgauging thickness. The Company also works to ensure that its packaging can be effectively
recycled after use. As a consequence, it no longer uses laminated bags. Additionally, the
Company is eager to pilot new recycling technologies for its products, as no technically or
economically viable solutions currently exist.
While Ontex’s packaging, whether in the form of plastic bags or cardboard boxes, is designed
for recyclability, the success of recycling is contingent upon the effectiveness of local waste
collection schemes in the respective countries where the packaging is used.
Recyclable content
[59]
Progress reporting
2023
2024
2025
2025/2024
Recyclable content in products
0%
0%
0%
0pp
Recyclable content in products’
packaging
98%
98%
100%
+2pp
In pursuit of operational excellence, the Company actively works to minimize the amount of
waste generated in its operations, which primarily consists of plastic waste, cardboard and
textiles. Although not being a material topic, Ontex voluntarily discloses the production waste
figures below.
[59] As there are currently no technically or economically viable solutions to recycle its products, Ontex assumes 0%
recyclable content in its products. For packaging, the Company assesses the criteria for relevant standards and
ensures compliance with all necessary requirements.
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Production waste
[60]
Progress reporting
in tons
2023 (restated)
2024 (restated)
2025
2025/2024
Hazardous waste diverted from disposal due to preparation for reuse
0
0
0
0%
Hazardous waste diverted from disposal due to recycling
98
118
155
31%
Hazardous waste diverted from disposal due to other recovery operations
0
0
0
0%
Hazardous waste diverted from disposal
98
118
155
31%
Non-hazardous waste diverted from disposal due to preparation for reuse
735
1,340
1,931
44%
Non-hazardous waste diverted from disposal due to recycling
22,089
23,829
22,069
-7%
Non-hazardous waste diverted from disposal due to other recovery operations 0 0 0 0%
Non-hazardous waste diverted from disposal
22,824
25,170
24,000
-5%
Hazardous waste directed to disposal by incineration
7
18
21
17%
Hazardous waste directed to disposal by landfilling
0
1
0
-100%
Hazardous waste directed to disposal by other disposal operations
17
16
15
-6%
Hazardous waste directed to disposal
24
34
36
6%
Non-hazardous waste directed to disposal by incineration
2,439
3,028
8,176
170%
Non-hazardous waste directed to disposal by landfilling
2,513
2,446
739
-70%
Non-hazardous waste directed to disposal by other disposal operations
281
255
213
-16%
Non-hazardous waste directed to disposal
5,234
5,728
9,128
59%
Total waste generated:
28,180
31,049
33,318
7%
Total amount of waste directed to disposal
5,258
5,762
9,163
59%
Non-recycled waste
19%
19%
27%
+ 8 pp
Total amount of waste diverted from disposal
22,922
25,287
24,155
-4%
Total amount of hazardous waste
123
152
190
25%
Total amount of radioactive waste
0
0
0
0%
The divested plants (Brazilian and Turkish operations) have been excluded from the 2025
information in this section, and the comparative information has been restated to ensure
[60] Production waste is directly reported by the Company's factories based on various criteria such as waste type(e.g., plastic, metals), waste classification (hazardous or non-hazardous), the quantity produced, and the processing methods
applied to each waste stream.
[61] In the 2024 Sustainability Statements, Ontex reported: Total waste generated 34,873 tons in 2023 and 33,549 tons for 2024, total amount of waste directed to disposal 5,386 tons in 2023 and 5,945 tons in 2024 and total amount of waste
diverted from disposal 29,485 tons in 2023 and 27,605 tons in 2024.
consistency and comparability across different years
[61]
. The 2024 comparative information on
waste has been updated to include information which was previously unavailable due to
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delayed third-party reporting. As the data collection relies on ad-hoc pick-up of waste, the
missing amount could not have been estimated or anticipated. The figures have been
integrated in this report to ensure a comprehensive annual overview.
SUS-3.2.7 Anticipated financial effects from resource use
and circular economy-related impacts, risks and
opportunities
At this stage, the Company has chosen to omit a response to this question in the current report.
SUS-3.3 Disclosures pursuant to Article 8 of Regulation
2020/852 (Taxonomy Regulation)
SUS-3.3.1 Core business activities – Taxonomy-non-eligible
The Taxonomy Regulation is a key component of the European Commission's action plan to
redirect capital flows towards a more sustainable economy. It represents a major step towards
achieving carbon neutrality by 2050 in line with EU goals as the Taxonomy is a classification
system for environmentally sustainable economic activities.
Article 8(2) of Regulation (EU) 2020/852 requires non-financial undertakings to disclose
information on the key performance indicators (KPIs) related to the proportion in their turnover
of environmentally sustainable economic activities (‘Taxonomy-aligned activities’) and the
proportion of their capital expenditure and their operating expenditure related to assets or
processes associated with environmentally sustainable economic activities.
As indicated in the Delegated Regulation of (EU) 2021/2178, non-financial undertakings shall
disclose the proportion of Taxonomy-eligible and alignment of economic activities in their total
turnover, capital and operational expenditure and the qualitative information for reporting year
2025, including comparative figures for eligibility.
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SUS-3.3.2 Methodology
This section presents the ‘step by step’ methodology applied by Ontex to execute the taxonomy
eligibility assessment. The process covers three main steps.
Step 1: Long list to medium list
Screening of the long list of existing EUT activities, including the 151 activities listed in the
current version of EU Taxonomy Compass. Exclusion of the obviously unrelated EUT activities,
by comparing them with Ontex core and non-core activities. The medium list was composed by
25 activities.
Step 2: Medium list to short list
A questionnaire was prepared to ease Ontex’s assessment of the medium list. Based on Ontex’s
answers, a short list of 13 activities was established. This short list is composed by EUT activities
performed by Ontex or by a subcontractor.
Step 3: Detailed analysis and identification of eligible revenues,
CapEx and Opex categories
A detailed assessment of the remaining 13 EUT activities within the short list was performed:
Title and description of each activity;
Existence or not of a revenue stream;
Existence or not of related CapEx and/or OpEx;
In case of identified revenue stream, CapEx or OpEx, existence or not of a specific
financial analytics category to identify the right financial figures.
Ontex considers its primary business operations, which serve as the main source of its revenue
and define its fundamental purpose, as its core activity. The Company generates most of its
income through the development, production, and distribution of personal care products. This
is considered as its core activity as it is central to the Company mission and economic strategy.
A non-core or side activity refers to business operations that are secondary to Ontex’s main
business but still generate additional revenue. For instance, if the Company generates excess
electricity from solar power generation and sells it, or rents out part of its office space, these
would be considered non-core or side activities. While they support the business, they are not
central to its primary revenue model or mission and could be potentially externalized in the
future.
Conclusion
Ontex does not have any eligible revenue generated from its core or non-core activities when
assessing the current list of eligible activities under the EU Taxonomy. For the other metrics,
Ontex has identified three activities eligible for CapEx (7.3, 7.4, 7.5) and four for OpEx (7.3, 7.4,
7.5, 8.2). In 2025, eligible CapEx amounts were reported for two out of the three CapEx
activities, while no significant OpEx amounts were identified for the eligible OpEx activities.
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SUS-3.3.3 Accounting policies
Ontex determines the Taxonomy-eligible KPIs in accordance with the legal requirements and
describes its accounting policy in this regard as set out below.
Turnover KPI – Definition
The proportion of Taxonomy-eligible economic activities within Ontex’s total turnover (i.e.
consolidated revenue as presented in the consolidated income statement of the Group) is
calculated as the revenue derived from products and services associated with Taxonomy-
eligible economic activities (numerator) divided by the consolidated revenue (denominator).
The denominator of the turnover KPI is based on the Company’s consolidated revenue, in
accordance with IAS 1.82(a). Further details on accounting policies relating to consolidated
revenue are provided in note FIN-4.1.12.
Regarding the numerator and as explained above, no Taxonomy-eligible activities have been
identified.
Ontex’s consolidated revenue can be reconciled with its consolidated financial statements,
specifically in section FIN-3.2.
CapEx KPI – Definition
The CapEx KPI is defined as the proportion of Taxonomy-eligible Capital Expenditures (CapEx)
(numerator) divided by Ontex’s total Capex (denominator). Details regarding the numerator are
provided below.
Total CapEx is defined as purchases of property, plant and equipment (IAS 16) and intangible
assets (IAS 38) during the financial year. For further details on Ontex’s accounting policies
regarding its CapEx, refer to notes FIN-4.1.6 and FIN-4.1.7.
Ontex’s total CapEx can be reconciled with the line item ‘Purchases of property, plant and
equipment and intangible assets’ in section FIN-4.2.4 .
OpEx KPI - Definition
The OpEx KPI is defined as the proportion of Taxonomy-eligible Operating Expenditures (OpEx)
(numerator) divided by Ontex’s total OpEx (denominator). Details regarding the numerator are
provided below.
Total OpEx consists of direct non-capitalized expenses incurred to meet the ongoing
operational costs of the business. These include expenses such as non-capitalized research
and development, short-term and low-value leases, maintenance and repair, and any other
direct expenditures relating to the day-to-day servicing of fixed assets (i.e. property, plant and
equipment and intangible assets).
Direct costs associated with training and other human resources adaptation needs are
excluded from both the denominator and the numerator. This approach aligns with Annex I to
Art. 8 of the Delegated Act, which specifies these costs solely for the numerator, rendering a
mathematically meaningful calculation of the OpEx KPI unfeasible.
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Table proportion of taxonomy-eligible economic activities in total turnover (%)
2025
Code(s) (2)
Turnover (3)
Proportion turnover 2025 (4)
Substantial contribution criteria
DNSH criteria (“Does not significantly harm”)
Minimum
safeguards (17)
Proportion of Taxonomy-
aligned (A.1) or eligible (A.2)
turnover, 2024 (18)
Category enabling activity (19)
Cate
-
gory transitional activity
(20)
Economic Activities (1)
Climate change mitigation
(5)
Climate change adaptation
(6)
Water (7)
Pollution (8)
Circular economy (9)
Biodiversity (10)
Climate change mitigation
(11)
Climate change adaptation
(12)
Water (13)
Pollution (14)
Circular economy (15)
Biodiversity (16)
€
million
%
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A Taxonomy eligible activities
A.1 Environmentally sustainable activities (taxonomy-aligned)
No economic activities
Turnover of environmentally
sustainable activities
(Taxonomy-aligned) (A.1):
-
0%
0%
Enabling
-
0%
0%
Transitional - 0% 0%
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities)
No economic activities
Turnover of taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
-
0%
0%
Turnover of Taxonomy-eligible
activities
(A.1 + A.2)
-
0%
0%
0%
0%
0%
0%
0%
-
-
-
-
-
-
-
0%
B Taxonomy non-eligible activities
Turnover of Taxonomy-non-eligible
activities (B)
1,761.6
100%
100%
Total
(A+B)
1,761.6
100%
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Table proportion of CapEx from products or services associated with taxonomy-aligned economic activities in 2025
2025
Code(s) (2)
CapEx (3)
Proportion CapEx 2025 (4)
Substantial contribution criteria DNSH criteria (“Does not significantly harm”)
Minimum safeguards (17)
Proportion of Taxonomy-
aligned (A.1) or eligible (A.2)
CapEx, 2024 (18)
Category enabling activity (19)
Cate
-
gory transitional activity
(20)
Economic Activities (1)
Climate change mitigation (5)
Climate change adaptation (6)
Water (7)
Pollution (8)
Circular economy (9)
Biodiversity (10)
Climate change mitigation (11)
Climate change adaptation (12)
Water (13)
Pollution (14)
Circular economy (15)
Biodiversity (16)
€
million
%
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A
Taxonomy eligible activities
A.1 Environmentally sustainable activities (taxonomy-aligned)
No economic activities
CapEx of environmentally sustainable
activities (Taxonomy-aligned) (A.1):
-
0%
0%
Enabling
-
0%
0%
Transitional - 0% 0%
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities)
Installation, maintenance and
repair of energy efficiency
equipment
CCM
7.3
0.66
0.81%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0.87%
Installation, maintenance and
repair of charging stations for
electric vehicles in buildings
(and parking spaces attached
to buildings)
CCM
7.4
0.14
0.17%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0.004%
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2025
Code(s) (2)
CapEx (3)
Proportion CapEx
2025 (4)
Substantial contribution criteria
DNSH criteria (“Does not significantly harm”)
Minimum safeguards (17)
Proportion of Taxonomy-
aligned (A.1) or eligible (A.2)
CapEx, 2024 (18)
Category enabling activity (19)
Cate
-
gory transitional activity
(20)
Economic Activities (1)
Climate change mitigation
(5)
Climate change adaptation
(6)
Water (7)
Pollution (8)
Circular economy (9)
Biodiversity (10)
Climate change mitigation
(11)
Climate change adaptation
(12)
Water (13)
Pollution (14)
Circular economy (15)
Biodiversity (16)
€
million
%
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
Installation, maintenance and
repair of instruments and
devices for measuring,
regulation and controlling
energy performance of
buildings
CCM
7.5
0
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0.005%
CapEx of taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
0.80
0.98%
0,98%
0%
0%
0%
0%
0%
0.88%
CapEx of Taxonomy-eligible activities
(A.1 + A.2)
0.80
0.98%
0,98%
0%
0%
0%
0%
0%
-
-
-
-
-
-
-
0.88%
B Taxonomy non-eligible activities
CapEx of Taxonomy-non-eligible
activities (B)
80.21
99.02%
99.12%
Total
(A+B)
81
100%
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Table proportion of OpEx from products or services associated with taxonomy-aligned economic activities
2025
Code(s) (2)
OpEx (3)
Proportion OpEx 2025 (4)
Substantial contribution criteria DNSH criteria (“Does not significantly harm”)
Minimum safeguards (17)
Proportion of Taxonomy-
aligned (A.1) or eligible (A.2)
OpEx, 2024 (18)
Category enabling activity (19)
Cate
-
gory transitional activity
(20)
Economic Activities (1)
Climate change mitigation
(5)
Climate change adaptation
(6)
Water (7)
Pollution (8)
Circular economy (9)
Biodiversity (10)
Climate change mitigation
(11)
Climate change adaptation
(12)
Water (13)
Pollution (14)
Circular economy (15)
Biodiversity (16)
€
million
%
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y; N;
EL; N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A Taxonomy eligible activities
A.1 Environmentally sustainable activities (taxonomy-aligned)
No economic activities
OpEx of environmentally sustainable
activities (Taxonomy-aligned) (A.1):
Enabling
-
0%
0%
Transitional
-
0%
0%
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities)
No economic activities
OpEx of taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
-
0%
0%
OpEx of Taxonomy-eligible activities
(A.1 + A.2)
- 0% 0% 0% 0% 0% 0% 0% - - - - - - - 0%
B Taxonomy non-eligible activities
OpEx of Taxonomy-non-eligible
activities (B)
115.2
100%
100%
Total (A+B)
115.2
100%
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Nuclear and fossil gas related activities
Ontex does not engage in, fund or have exposure to nuclear energy or gas-related activities as
defined in the following tables.
Nuclear and fossil gas related activities
Yes/No
Nuclear energy related activities
The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy
from nuclear processes with minimal waste from the fuel cycle.
No
The undertaking carries out, funds or has exposure to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the
purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies.
No
The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of
district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades.
No
Fossil gas related activities
The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels.
No
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of combined heat/cool and power generation facilities using fossil gaseous
fuels.
No
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/ cool using fossil gaseous fuels. No
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SUS-4 Social information
SUS-4.1 ESRS S1: Own workforce
SUS-4.1.1 Interests and views of stakeholders
The people who make up Ontex’s workforce are among its key stakeholders. The Company
recognizes the importance of listening to them, consulting them and considering their opinions.
Ontex believes that creating a great place to work is a collaborative effort, which can only
succeed with the input and feedback of its employees. Therefore, Ontex continually seeks ways
to gather additional insights and encourages transparent dialogue across its entire workforce.
This is a prerequisite for the successful and sustainable execution of its strategy.
The various ways in which the Company engages with its workforce are outlined in section
SUS-4.1.4.
SUS-4.1.2 Material impacts, risks and opportunities and their
interaction with Ontex’s strategy and business
model
The material impacts, risks and opportunities linked to Ontex’s own
workforce
Being a responsible and caring employer and focusing on ethical and sustainable practices is a
top priority in Ontex’s Sustainability Strategy. This approach has a widespread impact on its
workforce and directly supports the Company’s ability to deliver on its strategy. Ontex
recognizes the profound effect it has on the well-being of its employees and non-employee
workers.
• Employees: The core workforce is directly employed by Ontex, working at various site
locations to support daily operations and overall business objectives.
• Non-employee workers: These are individuals that work at Ontex facilities but are not
directly employed by the Company. This includes self-employed workers or those engaged
through third party employment agencies.
Ontex’s commitment to respecting and promoting human rights within its workforce is
unwavering. This includes robust systems for identifying, mitigating and addressing human
rights risks, ensuring fair treatment, safe working conditions and equal opportunities for all.
Diversity, Equity and Inclusion (DEI) is an important point of Ontex’s Sustainability Strategy to
build a thriving, innovative and forward-thinking workplace. Through the implementation of its
DEI policies, the Company actively supports underrepresented groups, ensuring equitable
access to career opportunities, fair compensation and professional growth. These efforts not
only empower individuals but also strengthen the organization by fostering a culture of
inclusivity and belonging. Acting as a responsible and caring employer enables Ontex to attract
top talent, build an engaged, loyal and tightly bonded team, and inspire pride in the work done
by its people.
This approach also reinforces Ontex’s contributions to social matters, such as respecting
human rights, combatting poverty, promoting good health and well-being, providing decent
work and supporting gender equality. The Company’s commitment to its workforce drives long-
term success and helps create a positive impact in the communities in which it operates.
As part of its Double Materiality and Enterprise Risk Assessment processes, Ontex regularly
evaluates the risks of potentially negative impacts, such as workplace injuries or asset
optimization leading to downsizing, closure or divestment of certain businesses or plants. The
Company works proactively to either mitigate these risks or minimize their impact. Such
negative impacts are typically limited and not systemic, but rather relate to individual incidents
or are confined to a particular country or plant.
Linking climate risks to workforce resilience
The increasing frequency and intensity of physical climate risks, such as flooding and
heatwaves, have the potential to significantly impact the well-being and productivity of Ontex
employees. As highlighted in the Company’s climate transition plan, these risks are expected to
increase in the long term, which underscores the need to take action.
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Ontex’s business strategy
Ontex’s Business Strategy centers on three value creation drivers: business expansion,
competitive and sustainable innovation, and best-in-class operations. The Company’s focus on
executing its strategy is enabled by its people and culture. The commitments of Ontex’s
Sustainability Strategy are fully aligned with its Business Strategy.
In addition, Ontex has developed a People Strategy to foster a positive and collaborative
culture, where every individual understands their role and is recognized for their critical
contribution. It is Ontex’s people that define the success of the Company’s transformation.
More information on Ontex’s Business Strategy can be found in the Strategic report.
Ontex’s People Strategy primarily focuses on creating the conditions necessary for its diverse
workforce to thrive at Ontex and perform at their best. Key elements include fostering
employees’ connection to Ontex’s purpose, continuously strengthening the Company’s culture
and ensuring that its P.R.I.D.E. values are fully embedded throughout the organization. Across
Ontex’s sites – comprising offices, production facilities, and Global Excellence Centers– Ontex
cultivates a positive and respectful workplace where every voice is heard, and all ideas are
welcome. Ontex prioritizes physical safety and promotes mental well-being.
To support this focus on purpose and culture, Ontex operates as a lean and performance-
driven organization that empowers its workforce. The Group strives to place the right talent in
the right roles at the right time, while also investing in leadership development and advancing
people and team management skills. Employees are encouraged to take charge of their
learning and growth, with support to define and achieve development goals and seize career
opportunities within Ontex.
Ontex also fosters a culture of recognition, leveraging both non-financial rewards and fair,
competitive remuneration packages, while celebrating collective successes. Progress is
measured and actions are guided by data-driven insights. Additionally, Ontex continuously
seeks to enhance the employee experience by improving processes as well as the delivery of
great HR operational services.
In all aspects of its People Strategy, Ontex aims to harness the opportunities created by an
engaged and resilient workforce and to uphold its reputation as a responsible employer.
Ontex’s People Strategy applies to all workforce members without discrimination. However, due
to the nature of their roles, some groups may have differing access to the opportunities created
by the Company. For example, office employees are better positioned to benefit from hybrid
work arrangements compared to production employees. Similarly, non-employee workers may
not participate in the same performance and talent management processes as Ontex’s
employees due to the temporary nature of their roles. Ontex remains conscious of these
differences and takes this into account when reviewing its People Strategy from time to time.
SUS-4.1.3 Policies related to own workforce
To manage material impacts on Ontex’s own workforce, as well as associated material risks and
opportunities, the following policies have been adopted:
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Policy
Purpose
ESG topics
Scope
People Policy
• Define Ontex’s commitment to upholding human rights, ensuring fair
treatment of all employees, and fostering a workplace environment that
respects and values employee input.
• Address the identification and mitigation of material risks and
opportunities specific to Ontex’s workforce.
• Working conditions (working time, adequate wages,
social dialogue, freedom of association and
collective bargaining, privacy)
• Training and development of skills
•
Diversity
All employees and non-
employee workers in Ontex’s
workforce
Human Rights Policy
•
Commitment to human rights: Align Ontex’s business practices with
international standards, such as the UN Guiding Principles on Business
and Human Rights, to safeguard the dignity and rights of all individuals.
• Identification, prevention, mitigation and remediation of adverse
impacts: Proactively identify, assess and address human rights risks and
impacts across Ontex’s operations and value chains. This includes
prioritizing the most severe issues, such as human trafficking, forced or
compulsory labor and child labor.
• Promotion of ethical practices and accountability.
• Engagement with rights and stakeholder groups.
•
Diversity
• Measures against violence and harassment in the
workplace
• Freedom of association and collective bargaining
• Child labor and young workers
• Forced labor and modern slavery
• Health and Safety
• Fair wages
• Data protection and privacy
• Community impact
•
Healthy environment
All employees and non-
employee workers in Ontex’s
workforce
Code of Ethics
(Working conditions
chapter)
•
Define Ontex’s commitment to doing business in an ethical and
responsible manner.
•
Anti-discrimination
• Anti-harassment
• Professional conduct
• Health and Safety
• Human Rights
All employees and business
partners
Sustainability Policy
• This policy sets the overall framework for integrating sustainability into
all Ontex’s activities. It outlines three main commitments: compliance
with mandatory sustainability obligations, adherence to an integrated
approach in sustainability, incorporating stakeholder interests and
potential risks, as well as the Company’s focus on continuous
improvement and transparency.
• Social responsibility: human rights, responsible
employer, consumer and end-user safety, and
societal impact
• Environmental responsibility: sustainable product
and packaging, carbon emissions
• Ethics and transparency
•
Health and Safety
All employees
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Policy
Purpose
ESG topics
Scope
Diversity, Equity, and
Inclusion Policy
• Embed a commitment to Diversity, Equity and Inclusion (DEI) in all work
practices across the organization.
• Foster an environment where the unique qualities, perspectives and
contributions of every individual are respected, valued and actively
sought.
• Ensure fair treatment and equal opportunities for all employees,
applicants and stakeholders.
• Provide clear strategies to promote DEI throughout the Company.
• Actively address inequality and eliminate discrimination based on age,
gender, nationality, race, color, ethnic origin, sexual orientation, marital
or civil partnership status, religion, political opinion, language, disability,
or any other status protected by laws or regulations in locations where
the Company operates.
• Gender equality and equal pay for equal work
• The employment and inclusion of people with
disabilities
• Measures against violence and harassment in the
workplace.
• Diversity.
All Ontex entities, employees,
self-employed contractors,
consultants, trainees,
temporary staff working on the
Company’s sites, and job
applicants
Flexible/Homeworking
Policy
•
Establish global principles for hybrid working practices.
•
Provide a framework for implementing local hybrid work arrangements.
•
Work-life balance.
All employees
Speak-Up Policy
• Enable confidential and anonymous reporting of potential breaches of
Ontex’s Code of Ethics through a whistleblower mechanism.
• Code of Ethics violations.
• Measures against violence and harassment in the
workplace.
All Ontex employees and those
conducting business on behalf
of the Company, including
agents, distributors, joint
venture partners, consultants,
and third-party intermediaries
Health & Safety
Management System
• Commit to achieving zero workplace accidents and occupational
illnesses through preventive measures and awareness initiatives.
• Ensure compliance with global, regional, and local health and safety
regulations.
• Health and Safety.
All employees and non-
employee workers in Ontex’s
workforce
All the mentioned policies are owned by the Company’s Executive Committee. They are made
available through Ontex’s internal document management system (Ontex DNA) and can be
accessed either by employees or non-employee workers directly or on request to HR.
Ontex’s People Policy, Human Rights Policy, Code of Ethics, and Diversity, Equity and Inclusion
Policy align with internationally recognized instruments, including the UN Guiding Principles on
Business and Human Rights and other relevant frameworks. Internal compliance is monitored
through the Compliance Program, while external adherence is ensured via the Supplier Due
Diligence Program.
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SUS-4.1.4 Processes for engaging with own workers and
workers’ representatives about impacts
Ontex engages with its workforce through various processes and channels:
• Global and local townhalls: Global Staff Updates are quarterly 1.5-hour in-person and
virtual meetings hosted by the CEO and the Executive Committee, providing updates on
strategy and performance, employee recognition and a platform for questions and
feedback. These meetings are accessible in multiple languages via live translations and
summaries. Local townhalls, hosted by local management teams, follow a similar format
but focus on location-specific topics.
• Bi-annual Pulse Surveys: In 2024, the Company introduced a bi-annual cadence for
employee surveys, overseen by the Chief HR and Legal Officer and open to all employees.
Through 12 questions and optional comments, these Pulse Surveys enable employees to
provide feedback on engagement, values and working conditions. Approximately 75% of
employees participated in the two surveys conducted in 2025, generating over 10,000
comments. The results are shared in detail with the Executive Committee and the Extended
Leadership Team (ELT), who act based on the employee feedback, while key highlights are
shared with all employees. Pulse Surveys serve as indicators of employee engagement and
well-being and provide insights into the views of different employee groups. For instance,
an analysis of responses by gender revealed that women reported slightly less favorable
experiences. To respect employee privacy, the Company does not require disclosure of
personal or sensitive information. Consequently, Pulse Surveys cannot analyze responses
from other minority groups or individuals at risk of marginalization, such as people with
disabilities or migrants.
• European Works Council (EWC) and local works council meetings: The Ontex EWC,
established in 1999, facilitates an efficient dialogue between management and employee
representatives. This dialogue is conducted through regular EWC meetings, held at least
once a year, where members are informed and consulted on matters of importance to
Ontex as a whole or to at least two of the Company’s entities located in different countries.
These matters include:
• strategy, structure, financial and economic situation of Ontex
• the expected evolution regarding activities, production and sales
• the expected evolution of employment matters and investments
• matters related to health, safety, environment protection and sustainability
• mergers, acquisitions, joint ventures, divestments, restructuring and closures of plants
and legal entities
• introduction of new work and production methods
Other matters may also be added to the agenda by agreement, even if they are not explicitly
mentioned in the EWC Setup Agreement or other agreements between Ontex and the EWC.
Ontex’s Chief HR and Legal Officer is responsible for ensuring that the provisions of these
agreements are adhered to.
Local management also holds regular meetings with employee representatives in accordance
with agreements made with local works councils and committees (e.g. committees for
prevention and protection at work).
• Additional forums: Ontex also provides other opportunities for employees to share
feedback, raise concerns or get involved. These include team and one-to-one meetings,
informal meetings such as breakfasts and lunches with management, as well as news
articles posted on Ontex Connect (the corporate intranet), where employees can provide
written comments.
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SUS-4.1.5 Processes to remediate negative impacts and
channels for own workers to raise concerns
In addition to the channels used for engaging with employees and consulting on the strategic
matters and material impacts, risks and opportunities, Ontex provides specific channels for
raising formal concerns or complaints about potential violations of its Code of Ethics, as
outlined in its Speak-Up Policy. Employees can contact the following designated individuals
internally:
• Line managers
• Local Persons of Trust (where applicable)
• Compliance Team members (core and/or extended team members)
• Internal Audit members
Additionally, employees can access the Whistleblower/Speak-up channel (via a web-based
portal or by phone), managed by an external organization to ensure confidentiality.
Information about these channels and how to access them is provided in the Speak-Up Policy,
which is posted on Ontex Connect and displayed on local information boards. External
stakeholders can also access the Whistleblower/Speak-up channel via Ontex.com.
The process for handling complaints submitted through these channels is outlined in the
Speak-Up Policy. The policy ensures confidentiality, non-retaliation and the protection of
personal data. The use of the Whistleblower/Speak-up channel is explained in the mandatory
annual Code of Ethics training, which covers all employees (with participation monitored yearly),
and is also widely advertised in Ontex Connect and posted on the Company’s different sites.
The regular and wide use of the Whistleblower/Speak-up channel demonstrates that it is a
trusted mechanism for raising concerns.
SUS-4.1.6 Taking action on material IROs: own workforce
Defining key actions
Ontex takes action to address material negative and positive impacts, manage risks and pursue
opportunities related to its workforce. When an actual or potential negative impact is identified,
the person ultimately responsible for the relevant functional or geographical area determines
who should be involved and consulted to develop and implement appropriate action plans. If
tensions arise between preventing or mitigating material negative impacts and other business
pressures, Ontex’s Executive Committee carefully considers workforce needs alongside
business requirements to find the best possible solution.
Measuring effectiveness
The effectiveness of actions addressing material workforce impacts is evaluated through
Ontex’s sustainability targets, particularly those related to being a caring employer. Regular
Pulse Surveys gather insights on culture, workplace practices, engagement and well-being,
helping to assess the outcomes of these actions
Resource allocation
Ontex allocates significant resources to manage material impacts, including human resources
(e.g. management, HR teams, local EHS managers) and systems and tools (e.g. data storage to
support compensation reviews, training and development, performance, talent management,
succession planning, and recruitment processes). Additionally, it allocates budgets for
compensation, training and development as well as specific programs and initiatives.
Key actions
The main actions taken, planned or underway to prevent or mitigate negative impacts and to
deliver positive impacts are listed on the next page. Ontex’s commitment to respecting and
promoting human rights includes robust systems for identifying and addressing risks, ensuring
fair treatment, safe working conditions and equal opportunities. Efforts in Diversity, Equity and
Inclusion (DEI) ensure that Ontex fosters an innovative and inclusive workplace. The Company
expects that these actions will have a positive impact on the achievement of its policy objectives
and targets. For example, a series of Health & Safety actions will contribute to achieving the
zero accidents target. The actions related to culture and P.R.I.D.E. values, leadership
development, talent and succession, L&D programs and tools, and DEI will contribute to
reducing employee turnover and absenteeism and to increasing employee engagement, the
well-being index score and the number of training hours per employee. Additionally, leadership
development and DEI actions will also contribute to Ontex’s gender parity ambition.
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Culture and P.R.I.D.E. values
Ontex’s culture, driven by its P.R.I.D.E. values (Passion, Reliability, Integrity, Drive, Everyone),
plays a key role in its aspiration to be a responsible and caring employer. In 2025, Ontex
continued to further embed these values through mandatory performance objectives for office
employees, recognition initiatives, and organizing a Pride Month with initiatives celebrating its
diversity and fostering inclusion.
The P.R.I.D.E. Champions Awards, held for the third consecutive year, recognized four
individuals and two teams (out of just under 300 peer-to-peer nominations) for embodying
Ontex’s values. The Company also continued to measure employee perceptions of these values
and leadership role-modeling through Pulse Surveys, guiding future improvements to
strengthen its culture.
Health & Safety actions
Improving Health & Safety (H&S) remains a priority at Ontex. Unsafe behaviors account for 85%
of injuries, highlighting the need to address these through the Behavior-Based Safety program.
Key areas of focus include:
• increasing H&S leadership at all organizational levels, with people managers playing an
active role in engaging and educating employees about job-related risks;
• implementing a Line Centric Model, prioritizing operators by replacing old production lines
and tools with safer alternatives, combined with proper contractor management and timely
qualifications; and
• continuing to invest in risk assessment and standardizing safety processes with a strong
focus on change management.
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Ontex’s H&S system is driven by risk assessment, starting with hazard identification and hazard
reporting. After defining the risk level for each hazard, if the risk cannot be eliminated,
countermeasures are taken to minimize risks through procedures, standard works and
protection measures. Developing Group-wide H&S procedures is central to this approach,
along with continuous monitoring of Activity and Key Performance Indicators. To further
support this, the EHS Group role has been established to develop standard procedures and
programs aimed at improving safety behavior and enhancing machine risk assessment.
Ontex fosters a safety culture by regularly evaluating safety processes, learning from incidents
and implementing corrective actions. Initiatives such as Peer-to-Peer Observation address
unsafe behaviors, while capital investments improve machine safety. Training programs and
educational campaigns raise awareness and equip employees to address safety challenges.
Employee involvement is encouraged through regular communication, feedback mechanisms
and recognition of contributions, ensuring greater adherence to safety protocols.
Linking climate risks to workforce resilience
To safeguard its workforce from climate risks, Ontex has upgraded HVAC systems in heat-
sensitive areas and implemented Business Contingency Plans at all sites to ensure resilience
during climate-related events.
Leadership development
Several initiatives were taken in 2025 to further strengthen Ontex’s Extended Leadership Team
(ELT). Virtual meetings with the Company’s Executive Committee provided leaders with a
platform for interaction to develop Ontex's culture and execute its strategy, as well as mobilize
their teams to achieve company goal.
The Leadership Summit ensured the ELT’s alignment with the Company’s strategy, emphasizing
the importance of accountability for a successful and accelerated strategy execution. Leaders
also continued to engage in smaller peer coaching groups between the formal meetings to
encourage mutual learning, share experience and foster relationships built on trust.
Finally, the Ontex Leadership framework was updated to reflect Ontex’s current business
environment and the skills Ontex leaders will have to develop and demonstrate to drive the
Company’s transformation forward.
Talent and succession
In 2025, Ontex conducted a comprehensive Company-wide talent review across all locations to
assess its 400 highest ranked employees based on both performance and potential, defining
actions needed at both individual and organizational levels to further their development. This
initiative reinforced the Company’s readiness for future challenges.
People managers were trained to facilitate meaningful career conversations, enabling
employees to identify growth opportunities and shape their professional trajectories.
Furthermore, successors were identified for all Extended Leadership Team (ELT) positions to
minimize risks associated with unforeseen departures. By embedding this approach, Ontex
fosters a culture of continuous development, strengthens employee engagement and
retention, and secures its long-term success.
Enhancing the learning ecosystem
In 2025, Ontex continued to develop its learning ecosystem, tailoring it to diverse needs and
job profiles. The Learning Management System for production employees was deployed to
more locations, enabling all employees in these sites – regardless of their role – to access
meaningful, job-relevant learning opportunities. By bridging the gap between office-based and
operational roles and making learning accessible and relevant for all, the system accelerated
onboarding, increased training volume by 40%, improved visibility of employee skills, and
enhanced operational efficiency. The success of this project was underpinned by greater
adoption of Ontex’s digital content creation platform, which empowered the Company’s
growing community of internal experts to create and share content with their peers. This
scalable ecosystem is now being extended to remaining plants, ensuring every major site
benefits from structured, relevant development opportunities, supporting Ontex’s vision of a
future-ready, agile workforce.
The learning environment was also refreshed for office-based employees, featuring a
reorganized training catalogue and improved integration with virtual learning solutions, making
training opportunities more visible and accessible. In addition, Ontex employees invested 146%
more hours than last year in their development on external online learning platforms.
In 2025, the Company also developed and deployed the Win as a Team program, aimed at
strengthening teamwork, collaboration, and trust across Ontex. Close to 30 workshops were
delivered Company-wide, receiving very positive participant feedback.
These achievements reflect Ontex’s commitment to equipping employees with the skills and
resources needed to succeed, while supporting the Company’s strategic objectives.
Global and local DEI initiatives
In 2025, Ontex strengthened its commitment to Diversity, Equity, and Inclusion (DEI) by
becoming a signatory of the United Nations Women’s Empowerment Principles. The Company
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also refreshed its global strategy, built on three pillars: gender parity in leadership, an inclusive
culture, and fair access to opportunities.
At Group level, key actions included introducing a requirement to diversify candidate pipelines
for leadership positions, updating interview guides and manager training to address bias, and
launching a new LGBTQIA+ employee resource group.
Ontex continued to raise awareness by leveraging key DEI observances. For example,
International Women’s Day featured awareness sessions across multiple sites; Pride Month
included a global photoshoot campaign and local activities supported by a digital toolkit; and
Inclusion Month showcased themed posters, lock screens, and authentic employee stories.
Across its sites, Ontex teams brought the global DEI strategy to life through impactful local
initiatives.
• UK: Amongst other, the UK hosted an inspirational speaker on women’s empowerment,
made donations to MindOut (an organization supporting LGBTQ mental health), and ran a
men’s health awareness campaign. They also delivered a refresher training on unconscious
bias to equip employees and managers with tools to recognize and mitigate bias in
everyday decisions and updated local policies to ensure equity and inclusivity.
• Italy: At the Ortona plant, an experiential workshop on generational inclusion, fostering
dialogue between different age groups, was held to promote mutual understanding.
• Czech Republic: Employees at the Turnov plant participated in an interactive DEI quiz that
opened discussions around intergenerational differences, varied viewpoints, and the
broader theme of diversity and inclusion.
• US: International Women’s Day and Women’s History Month were commemorated at the
Stokesdale plant with an awareness campaign recognizing women’s contributions and a
themed breakfast with the Company’s CEO and Chief HR and Legal Officer (CHRLO).
• Belgium: At Ontex’s Aalst headquarters, local DEI Champions organized a series of lunch-
and-learn sessions, including an inspirational women in leadership panel and a menopause
awareness session that created a safe space for discussion about navigating this life stage.
A communal potluck lunch was also held to celebrate 27 different nationalities represented
at the Company’s headquarters and share culture through food and conversation.
These initiatives reflect Ontex’s commitment to building an inclusive culture that addresses
diverse needs and perspectives.
Divestments of Brazilian and Turkish operations
In 2025, Ontex completed the divestments of its Brazilian and Turkish businesses to sharpen
the focus on its core retail brands and healthcare businesses in Europe and North America. To
mitigate risks and reduce the transactions’ potential negative impact on the workforce, several
measures were implemented to ensure a smooth transition.
While maximum value was pursued during the auction process, Ontex also applied business
and cultural fit criteria to promote continuity, stability and good prospects for the business and
the employees. Comprehensive communication plans were rolled out to maintain transparency
and provide support. These included formal notices, management alignment emails and video
messages to convey empathy and guidance. Leadership teams were actively involved in
engaging with staff and external stakeholders to facilitate the transitions effectively.
Closure of Eeklo plant
On December 19, 2024, Ontex stopped production at its Eeklo site in Belgium. During 2025,
the Company provided active support to employees and their families, including financial and
psychological assistance as well as career transition support. As at end October 2025, about
two third of the former Eeklo employees had found a new employment.
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SUS-4.1.7 Metrics and targets
Targets
The objectives in Ontex’s Sustainability Strategy related to managing material impacts,
mitigating risks, and capitalizing on opportunities related to its own workforce are:
• Aiming for zero workplace accidents:
• Accident frequency rate of ≤ 1 by 2030: Ontex is committed to achieving a health and
safety performance aligned with world class manufacturing standards through
prevention, awareness and the reporting of near misses. This includes regular
monitoring of employees, investing in training and coaching, proper maintenance of
equipment and facilities, and fostering a safe and healthy work environment for
employees, contractors and visitors. The Company supports the vision of the ‘Power of
Zero’, focusing not only on achieving zero accidents but also on sustaining this goal by
adhering to regulations, ensuring zero danger to employees, avoiding lost working
days, and preventing damage to assets.
• Following the divestment of the Brazilian and Turkish activities and the conclusion of
the strategic refocus of Ontex, the baseline of the accident frequency rate (2020) has
been recalculated to represent Ontex’s new scope without changing the level of
ambition. The comparative information has also been restated to ensure consistency
and comparability across the reporting periods. As such, Ontex had a 2.61 accident
frequency rate in 2025, achieving another target by remaining below the 3.99 accident
frequency rate in 2025 and staying well on track to ensure the 2030 target is fulfilled.
• Empowering a resilient and engaged workforce:
• Above-median position vs peers for turnover and learning and development (year-on-
year): Ontex aims for a healthy employee turnover and continuous investment in skills
development. The Company benchmarks itself against a peer group of similar
organizations, striving to consistently outperform the median of this group. In the
course of 2026, the composition of the peer group will be reviewed to make sure it
continues to be relevant for Ontex’s business and that disclosures are available and
comparable.
• Continuous improvement of absenteeism, engagement, and well-being: Ontex seeks
to improve absenteeism rates and enhance employee engagement and well-being,
measured through an index in its Pulse Surveys. The Company’s aim is to improve
these KPIs every year.
• Gender parity in the Extended Leadership Team (ELT): Ontex’s top management is a
clearly defined group currently consisting of 62 senior leaders called the ELT, selected
based on their role scope (job level) or their strategic influence (reporting line). By 2030,
the Company aims to achieve 50% gender parity within this team.
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Targets
Unit
Targets
2030
Progress reporting
2023
2024
2025
Workplace accidents
Accident frequency rate
[62]
The number of disabling injuries per one million person-hours worked ≤ 1
3.01
(restated)
3.82
(restated)
2.61
Benchmark targets
Employee turnover
Number of employee terminations in the current year /
Number of active employees at the beginning of the current year (January)
16% 23% 18%
Learning and Development
Average number of training hours per employee
-
14
20
Women - 13 15
Men
-
14
23
Other genders
-
-
0
Continuous improvement targets
Absenteeism
Total unplanned hours of absence / Total hours available in the full year
YoY improvement
4
5
5
Employee engagement & well-being survey score
YoY improvement
-
65
57
Gender parity in leadership
Number of women in top management
FTE (full-time equivalent)
-
14
13
Percentage of women in top management
Number of women in the ELT / Total number of employees in the ELT
50%
25%
20%
22%
Number of men in top management FTE - 57 47
Percentage of men in top management
Number of men in the ELT / Total number of employees in the ELT
75%
80%
78%
The average number of training hours presented in the table above do not include the Brazilian
and Turkish operations. Ontex notes that, in 2025, the average number of training hours for
women and men were 19 and 30 respectively, including the Brazilian and Turkish activities.
[62] The data in the Sustainability Statements differs from the Remuneration Report because Brazilian and Turkish activities were excluded from the former to maintain consistency and comparability across different years. Conversely, the
Remuneration Report has not been restated to provide a clear overview of the original targets set for the Short-Term Incentives (STI). For more information, see section GOV-9.3.2.
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Methodology
All FTE (full-time equivalent) metrics are based on active employees at the end of the
reporting period (December 31, 2025). This excludes employees who left the Company or
were on long-term leave of absence.
The turnover rate is calculated by dividing the total number of employees (FTEs) who left
voluntarily, due to dismissal, retirement, or death in service by the total number of active
employees (FTEs) at the beginning of the year (January 1, 2025). Employees from operations
divested in 2025 were excluded from this metric.
2025 Turnover rate: 919.98 (FTEs terminated) / 5,118.65 (Active FTEs Jan 2025) = 17.97%
Process for setting and tracking targets
These workforce objectives were established based on input from various stakeholders
collected during the double materiality assessment and they were validated with employee
representatives during the regular European Works Council (EWC) meeting. It was also agreed
that Ontex would share and discuss performance against these targets in this forum once the
data becomes available (after the publication of the Annual Report). These targets may be
revised periodically based on evolving benchmarks and other internal and external factors.
Performance against targets
Turnover in 2025 decreased significantly compared to 2024, with the 2024 turnover being
exceptionally high primarily due to the closure of the Eeklo plant. The 2025 figure is broadly in
line with the average turnover rate in previous years with no exceptional redundancies.
The number of training hours per employee is up significantly compared to last year. This is
mainly due to the deployment of a capability building program for production workers and an
intense campaign to increase awareness of physical and cyber security threats.
The percentage of women in top management and the absenteeism rate have remained flat
versus last year. The employee engagement and well-being survey score declined from 65 in
2024 to 57 in 2025. This drop reflects a widespread decline in sentiment caused by
disappointing business results, anxiety for job loss, workload perception and adaptation to a
tighter hybrid working policy.
Actions to improve performance against set targets
Efforts are underway to enhance performance across all targets. For example, turnover and
absenteeism targets have been set and are being monitored monthly in each location,
increasing local accountability for achieving them. Training and development opportunities will
continue to expand through the Company-wide deployment of the new capability building
program for production employees.
Clear expectations have also been set for the ELT to take ownership of Pulse Survey action
plans at the local level and to ensure more gender-balanced candidate slates for senior
leadership positions.
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SUS-4.1.8 Characteristics of employees
Ontex operates globally, with offices, production facilities and R&D centers in Europe and North
America. Its diverse workforce includes employees in R&D, production, sales and support
functions. The countries with the largest number of employees (>10%) are Belgium, Germany,
Spain, Poland, Mexico and Czech Republic.
Employees
Unit
Progress reporting
2023 2024 2025
Ontex employees
Total number of active
employees:
Headcount
7,765
6,896
4,908
Number of women
Headcount
2,655
2,544
1,817
Number of men
Headcount
5,108
4,352
3,091
Number of other genders Headcount 0 0 0
Number of employees who did
not disclose their gender
Headcount
0
0
0
Employees in countries with significant employment (>10%)
Belgium Headcount - - 582
Germany
Headcount
-
-
574
Spain Headcount - - 602
Poland
Headcount
-
-
539
Mexico
Headcount
-
-
494
Czech Republic
Headcount
794
799
753
Employees by contract type
Unlimited duration (permanent):
FTE
6,189
6,627
4,877
Number of women
FTE
2,220
2,416
1,829
Number of men FTE 3,698 4,211 3,048
Number of other genders
FTE
-
-
-
Number of employees who did
not disclose their gender
FTE
-
-
-
Employees
Unit
Progress reporting
2023
2024
2025
Employees by contract type (continued)
Limited duration (temporary):
FTE
79
215
163
Number of women
FTE
43
87
66
Number of men
FTE
36
129
98
Number of employees who did
not disclose their gender
FTE
-
-
-
Number of other genders
FTE
-
-
-
Non-guaranteed hour:
FTE
0.1
0.4
-
Number of women
FTE
-
0.4
-
Number of men
FTE
-
-
-
Number of employees who did
not disclose their gender
FTE 0.1 - -
Employee turnover
Total number of terminations
FTE
1,209
1,780
920
The decrease in the number of FTEs is largely explained by the divestments of Ontex’s Brazilian
and Turkish operations.
The total number of terminations presented in the table above do not include the Brazilian and
Turkish operations. Ontex notes that, 1,022 terminations (FTE) took place in 2025, including the
Brazilian and Turkish activities.
Methodology
All FTE (full-time equivalent) and headcount metrics are based on active employees at the
end of the reporting period (December 31, 2025). This excludes employees who left the
Company in the reporting period or were on long-term leave of absence.
The difference between the number of employees reported in this section and the number
of employees reported in the financial statements is due to a methodological difference: The
financial statements (see note FIN-4.22) reflect average FTEs over the year, whereas this
section reports headcount at the end of the reporting period.
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SUS-4.1.9 Characteristics of non-employee workers in the
own workforce
As a responsible and caring employer, Ontex provides sustainable employment. When needed,
the Company engages self-employed workers or collaborates with third parties primarily
involved in employment activities. Examples of non-employee workers include:
• Temporary production staff: Engaged via interim agencies to manage production peaks or
provide support during employee holidays.
• Knowledge workers: Self-employed or employed through third parties, temporary engaged
for project work, consultancy services, employee absences or interim vacancies.
• Sales agents: Operating in a limited number of markets to support tender business or
fragmented customer bases.
Non-employee workers
Progress reporting
Unit 2023 2024 2025
Total number of office non-
employee workers
Head-count
-
227
516
Average number of operational
non-employee workers
Average FTE
-
852
823
Methodology
Non-employee workers are divided into two categories, each with its own reporting
methodology:
• Office non-employee workers: This category includes independent contractors, agents
and workers employed via third parties to perform administrative and knowledge-
based tasks. Their headcount is estimated as of the end of the reporting period
(December 31, 2025). As these workers typically require an email address, their data is
captured in Ontex’s Human Capital Management System, which serves as the basis for
this estimate.
• Operational non-employee workers: This category includes workers employed via third
parties to perform operational tasks in plants and warehouses. Their numbers are
reported as an estimate of the average FTE for the year 2025, based on invoices
received from the third-party providers.
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SUS-4.1.10 Collective bargaining coverage and social dialogue
As Ontex has operations in multiple European Economic Area (EEA) countries, the Company
has several collective bargaining agreements at country level. The countries in EEA with >10%
of employment are Belgium, Czech Republic, Germany, Poland and Spain.
Collective bargaining and social dialogue
Progress reporting
Unit
2023
2024
2025
Collective bargaining agreements
Employees covered by
collective bargaining
agreements
% of
employees
73
69
62
Employees covered by collective bargaining agreements in EEA countries
with significant employment (>10%)
Belgium % of employees - - 65
Czech Republic
% of employees
-
100
100
Germany
% of employees
-
-
92
Poland
% of employees
-
-
0
Spain
% of employees
-
-
100
Workers’ representatives
Employees covered by
workers’ representatives
% of employees
73
88
72
Employees covered by workers’ representatives in EEA countries with
significant employment (>10%)
Belgium % of employees - - 100
Czech Republic
% of employees
-
100
100
Germany % of employees - - 100
Poland
% of employees
-
-
100
Spain
% of employees
-
-
100
For employee groups not covered by collective bargaining agreements, Ontex adheres to local
market practices, complies with legal requirements, tracks salary survey data, and adapts to
local labor market conditions.
SUS-4.1.11 Diversity metrics
Employees by age
Unit
Progress reporting
2023
2024
2025
<30 years
% of employees
16
17
14
30-50 years
% of employees
63
60
59
>50 years
% of employees
21
23
27
SUS-4.1.12 Training and skills development metrics
Training
Unit
Progress reporting
2023 2024 2025
Performance and career
development reviews
% of employees
-
99
100
Women
% of employees
-
99
100
Men
% of employees
-
100
99
Other genders
% of employees
-
-
-
Performance and career development reviews as standard are only required for the office-
based or remote employees. In 2025, Ontex planned and conducted one mandatory
performance review per employee.
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SUS-4.1.13 Health & Safety metrics
Health & Safety metrics
Progress reporting
Goal
2030
2023
(restated)
2024
(restated)
2025
% of Ontex employees covered
by H&S management systems
based on legal requirements
and Ontex standards
87%
88%
92%
100%
Number of fatalities 0 0 0 0
Number of lost work day cases
27
35
23
Number of lost work days
1,182
2,327
1,339
Frequency rate (FR)
[63]
3.01
3.82
2.61
≤ 1
Severity rate (SR)
0.13
0.25
0.15
Number of cases of recordable
work-related ill health
0
0
0
The Frequency Rate presented in the table above does not include the Brazilian and Turkish
operations. Ontex notes that, in 2025, the Frequency Rate was 2.35, including the Brazilian and
Turkish activities
[63]
.
[63] The data in the Sustainability Statements differs from the Remuneration Report because Brazilian and Turkish
activities were excluded from the former to maintain consistency and comparability across different years.
Conversely, the Remuneration Report has not been restated, to provide a clear overview of the original targets
set for the Short-Term Incentives (STI). For more information, see section GOV-9.3.2.
Methodology
Definitions • Ontex employees: The core workforce directly employed by Ontex,
working at various site locations to support daily operations and overall
business objectives.
• Lost work day case (LWDC): An occupational injury or illness that renders
an individual unfit for work on any day following the day of the incident.
This includes rest days, weekends, public holidays, leave days or days
after employment ends. Fatalities are excluded.
• Lost work days (LWD): The total number of days lost due to a reported
LWDC.
• Frequency rate (FR): The number of disabling injuries per one million
person-hours worked.
Formula: FR = Number of LWDC x 1,000,000 / Total hours worked
• Severity rate (SR): The total number of calendar days lost or charged due
to LWDC per one thousand person-hours worked.
Formula: SR = Number of calendar days lost x 1,000 / Total hours worked
Boundaries • The KPIs calculation includes all Ontex entities and employees. Data for
non-productive sites is not collected throughout the year but is captured
once annually after year-end, based upon input from local HR managers.
• The divested plants (Brazilian and Turkish operations) have been
excluded from the 2025 information in this section, and the comparative
information has been restated to ensure consistency and comparability
across different years
[64]
. The baseline value against which Frequency
Rate targets are set has been restated.
[64] In the 2024 Sustainability Statements, Ontex reported: Frequency rate (FR) 3.52 for 2023 and 3.20 for 2024.
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SUS-4.1.14 Compensation metrics
(pay gap and total compensation)
Compensation metrics Progress reporting
Unit
2023
2024
2025
Gender pay
gap
The difference in average
pay levels between female
and male employees,
expressed as a percentage
of the average pay level of
male employees
-
5.98%
3.46%
Remuneration
ratio
The ratio of the annual total
remuneration of the highest-
paid individual to the median
annual total remuneration of
all employees, excluding the
highest-paid individual.
-
161
125
In 2025, the gender pay gap dropped significantly and is now well below the generally accepted
threshold of 5%. The drop in both the gender pay gap and the remuneration ratio is mainly due
to the Brazilian and Turkish activities no longer being included in the 2025 workforce.
Methodology
The gender pay gap is calculated as the percentage difference between the average gross
hourly pay level of all female employees and that of all male employees.
Employee definition:
• Active employees: Excludes employees on leave
• Employees only: Excludes apprentices, contingent workers, external staff, students and
trainees.
The highest-paid individual at Ontex is the CEO.
SUS-4.1.15 Incidents, complaints and severe human rights
impacts
During the reporting period, two work-related discrimination incidents were reported through
the Ontex Whistleblower/Speak-Up channel, compared to four incidents reported in 2024.
There were no severe human rights impacts, similar to prior year.
During the reporting period, 92 complaints, compared to 155 in 2024, were made using the
Ontex Whistleblower/Speak-Up channel across the entire Ontex Group, excluding those
reported above regarding discrimination and harassment. Out of this number, 45, compared
to 86 in 2024, were either substantiated or partly substantiated.
The reporting figures cover all of Ontex’s operations and include incidents from the Brazilian
and Turkish entities.
Incidents and complaints were tracked in the Company’s Whistleblower/Speak-Up channel to
ensure confidentiality, proper tracking, and consistency in the handling, investigation and
resolution process. Incidents are supervised and managed by the Core Compliance Team
members.
Company actions in the reporting period resulting from confirmed substantiated/partially
substantiated cases included disciplinary actions such as verbal or written warnings and
termination of employees. There were no fines, penalties, sanctions or compensation for
damages imposed on the company during the reporting period as a result of any reported
incidents.
Ontex is advancing towards achieving its target for 2030, set in May 2024, of confirming that
100% of its global workforce is trained in its Code of Ethics. In Q4 2025, Ontex launched a new
Code of Ethics training and, by 31 December 2025, 64% of its white-collar workforce had
completed it. By the end of January 2026, 97% of white-collar workforces had completed the
training, keeping the company well on track to achieving its goal, compared to 89% in 2024. In
Q1 2026, Ontex will launch the Code of Ethics training for blue-collar employees.
For more information on the Company’s Code of Ethics training, see section SUS-5.1.5.
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SUS-4.2 ESRS S2: Workers in the value chain
SUS-4.2.1 Interests and views of stakeholders
Workers in Ontex’s value chain are among the Company’s key stakeholders. Ontex
acknowledges the importance of consulting them and incorporating their feedback into its
strategies. Engagement methods are detailed in section SUS-2.3.2.
Ontex recognizes that the interests, views, and rights of workers throughout its value chain are
fundamental to shaping a responsible business model. The Company actively engages with
workers through capacity building sessions, ethical surveys, on-site audits, self-assessments,
and a dedicated Speak-Up channel, ensuring their voices are heard and respected.
The various ways in which the Company engages with its workforce are outlined in the sections
SUS-4.2.4 and SUS-4.2.5.
SUS-4.2.2 Material impacts, risks and opportunities and their
interaction with Ontex’s strategy and business
model
Ontex operates within a complex global value chain, spanning diverse social, economic, and
geopolitical contexts. The Company’s activities influence people, communities and ecosystems
making responsible and ethical sourcing a strategic priority. In 2025, Ontex’s focus remained
on the upstream raw materials sourced in high-risk countries, complemented by deeper
insights into logistics.
Value chain mapping is central to Ontex’s strategic approach as it provides a comprehensive
view of the Company’s impact scope and clarifies its role in impacts – whether causing,
contributing to, or being directly linked to them. This strengthens Ontex’s commitment to
human rights by identifying and prioritizing the most critical human rights issues and affected
stakeholders. Ontex’s risk-based due diligence framework involves comprehensive risk scoping
by sector, enterprise level, geography and commodity, enabling targeted measures to address
identified risks.
In the case of material adverse impacts, for the pre-screening phase, to guide the Company
and understand where to focus, Ontex identifies widespread and ultimately systemic impacts
by country, sector and commodity. For suppliers operating in high-risk countries, Ontex
analyzes the impacts in depth to determine whether they are related to individual incidents or
to specific business relationships.
Key stages and stakeholders in the value chain
Value chain workers are considered essential stakeholders whose rights, perspectives and
interests are integral to Ontex’s operations. Through a human rights impact assessment,
specific groups within the supply chain have been identified as most affected by the Company’s
business practices, including young workers, contract workers and migrant labor. These groups
may be present in any country and relate to various commodities and industries.
Here are the alleged types of chain workers materially affected by Ontex’s operations and value
chain:
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Stages of the value
chain
Sourcing of raw
materials
Suppliers &
logistics
Manufacturing
process
Warehouse &
distribution
Retail, market &
consumption
End of life and waste
management
Main activities
Sourcing raw materials,
including cotton and
SAP.
Producing adhesives
and packaging materials.
Transporting raw
materials from suppliers
to manufacturing
facilities and
warehousing them.
Converting raw materials
into absorbent hygiene
products via processes
such as layering.
Storing finished
products in warehouses
and distributing them to
customers.
Selling finished products
through retail channels
and supplying them to
healthcare institutions.
Disposing of or recycling
used products.
Stakeholders involved Raw material and
production workers,
contractors, local
communities, regulatory
bodies and NGOs.
Transport and logistics
workers, local
communities, regulatory
bodies and NGOs.
Ontex employees,
contractors, local
communities, regulatory
bodies and NGOs.
Warehouse and logistics
workers, contractors,
local communities and
regulatory bodies.
Healthcare institutions,
retail partners and other
customers, local
communities and
regulatory bodies.
Healthcare institutions,
consumers or end-
users, local communities
and regulatory bodies.
Supplier due diligence and ethical sourcing program
Ontex upholds international human and labor rights standards, following the United Nations
Guiding Principles on Business and Human Rights. Human rights and environmental due
diligence are integral to ensuring respect for rights and avoiding harm. By adopting the OECD’s
6-step due diligence framework
[65]
, Ontex identifies generalized and systemic risks linked to
the countries in which it has influence and economic activities and determines appropriate
actions to address actual or potential material negative impacts on workers in the value chain.
Labor and social risks
The manufacturing sector may encounter high labor-rights risks due to weak regulatory
enforcement, economic instability and social inequality, particularly in complex geopolitical
contexts or business activities. These conditions can expose workers to risks or adverse
impacts related to health and safety, freedom of association, discrimination, working hours and
wages. These issues frequently translate into systemic social inequalities, fear of retaliation, and
unequal pay while also causing limited opportunities, physical and mental strain and
heightened financial insecurity, among others.
[65] The OECD’s 6-step due diligence framework is a comprehensive methodology outlined in the OECD Guidelines
for Multinational Enterprises and further detailed in the OECD Due Diligence Guidance for Responsible
Business Conduct.
Business ethics and governance risks
Moderate risks may arise from gaps in ethical practices and governance. Lack of enforcement
or inconsistent implementation of ethical practices may lead to unclear wage policies, subpar
working conditions and lack of transparency. These challenges can be exacerbated by
perceptions of public sector corruption, which undermine the enforcement of ethical business
standards. Consequently, the ability to protect workers' rights and uphold corporate integrity
is severely compromised.
Vulnerable workers
Certain workers across Ontex’s value chain are more exposed to adverse impacts due to their
demographic or geopolitical context. These groups include union members, migrant workers,
women and young workers, who may face specific challenges related to limited bargaining
power, unfair labor conditions, or restricted access to protection mechanisms.
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High-risk regions
The Company has identified countries and sectors within its value chain with significant risks of
child labor and forced labor, using Radar
[66]
, Sedex’s risk assessment tool. More specifically,
China, Turkey and Saudi Arabia were identified for forced labor, India for child and forced labor,
and Thailand for labor exploitation.
Certain commodities, such as cotton, also pose high risks in regions such as China, Pakistan,
Uzbekistan, Benin, Burkina Faso, Tajikistan, Kazakhstan and Turkmenistan. Cotton production
in these areas is often linked to forced labor under governmental or institutional pressures that
undermine workers' autonomy.
Vulnerable worker groups and specific risks
Ontex recognizes that specific worker groups require specific attention due to heightened risks:
• Young workers (aged 14-18): Especially in the cotton supply chain, young workers face
exploitation in regions with prevalent child labor.
• Workers in high-risk geographies: Production sites in Central Asia and South Asia are
exposed to documented labor violations.
• Women workers: Gender-specific challenges, including discrimination, unequal pay and
lack of maternity protection, affect women in manufacturing and agriculture.
Ontex, as part of its Human Rights Due Diligence Program, implements a range of initiatives to
prevent and mitigate the adverse impacts and the human rights risks. These include third-party
social audits (SMETA), supplier monitoring systems, compliance measures, as well as gender-
sensitive audits, training and policies promoting gender equality and protecting women’s rights.
Monitoring and evaluation
To monitor systemic, individual or widespread adverse impacts, Ontex uses external tools,
Sedex’s Radar risk tool and the EcoVadis platform. This helps identify persistent, industry-wide
risks, especially in regions with known human rights issues. Individual incidents that could affect
the Company’s operations or relationships are tracked, such as industrial accidents or supply
chain disruptions. Additionally, specific impacts from key suppliers are monitored through
EcoVadis 360 solutions.
By identifying these vulnerable groups, Ontex seeks to gain a clearer understanding of the risks
and opportunities within its value chain, enabling the Company to implement more effective
measures to protect and empower the workers concerned.
SUS-4.2.3 Policies related to value chain workers
Ontex is committed to transparency regarding its public commitments and policies concerning
value chain workers and its own operations. The Company’s aim is to align these policies with
the United Nations Guiding Principles on Business and Human Rights (UNGPs), the
International Labor Organization (ILO) Declaration on Fundamental Principles and Rights at
Work, and the OECD Guidelines for Multinational Enterprises.
The processes and mechanisms for monitoring compliance with the UN Guiding Principles on
Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work,
and the OECD Guidelines for Multinational Enterprises are part of a comprehensive and
systematic approach within the Company’s supplier due diligence framework. This approach
integrates key components such as:
• Embed responsible business conduct into policies and management systems.
• Identify and assess adverse impacts on operations and supply chain, through risk
assessments, audits at Ontex facilities and its suppliers, and ESG performance review.
• Cease, prevent or mitigate adverse impacts, and or provide for remediation.
• Track implementation results.
• Communicate on how impacts are addressed.
To manage material impacts on Ontex’s value chain workers, the following policies have been
adopted:
[66] Radar is Sedex’s risk assessment tool designed to help businesses identify and manage risks related to labor
standards, health and safety, the environment, and business ethics within their supply chains. It classifies
countries and regions based on the likelihood of issues such as child labor, forced labor, and other human
rights concerns, using data from various sources.
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Policy and Statements
Purpose
ESG topics
Scope
Supplier Code of
Conduct
• Define the specific expectations for ethical, social and environmental behavior that all suppliers must
follow.
• Ensure that the supply chain operates responsibly, aligns with Ontex’s values and meets internationally
recognized standards. Key focus areas:
• Human Rights and Labor Standards
• Environmental Protection
• Ethical Business Practices
• Monitoring and Improvement
• Legal framework of reference, United Nations (UN) Universal Declaration of Human Rights (1948);
International Labor Organization Declaration on Fundamental Principles and Rights at Work (ILO)
(2017); UN Guiding Principles on Business and Human Rights (2011); OECD Guidelines for
Multinational Enterprises (2011); OECD Due Diligence Guidance for Responsible Business Conduct
(2018)
• Violence and harassment in the workplace
• Freedom of association and collective
bargaining
• Child labor and young workers
• Forced labor and modern slavery
• Health and safety
• Fair wages
• Data protection and privacy
• Healthy environment
All
suppliers
Ethical Sourcing
Requirements
•
Designed to ensure that Ontex's supply chain sources raw materials in a way that aligns with
sustainability, ethical practices and human rights standards. These requirements particularly focus on
sourcing renewable and responsibly sourced raw materials from risk countries, where the potential for
adverse impacts may be higher.
•
Human and labor rights
• Environmental responsibility
• Reputational risk
• Compliance
• Supplier relationships
•
Operational resilience
All
suppliers
Global Supplier &
Vendor Handbook
•
Provide suppliers with a comprehensive guide on Ontex's operational standards, regulatory
expectations and compliance procedures, including risk management and continuous improvement
practices.
• Legal framework of reference same as Ontex’s Human Rights Policy and Supplier Code of Conduct.
•
Operational efficiency
• Supplier engagement and development
• Regulatory compliance
• Reputation and competitive advantage
All
suppliers
Modern Slavery
Statement
• Disclose Ontex’s commitment to preventing modern slavery and human trafficking. Suppliers must
adhere to labor rights and fair treatment practices, aligned with international human rights standards.
• Legal framework in alignment with the Code of Conduct, the internationally recognized standards and
norms, including the Universal Declaration of Human Rights, International Labor Standards and OECD
Guidelines for Multinational Enterprises.
• Human and labor rights
• Reputational
• Legal and compliance risk management
• Supply chain disruptions and risks
All
suppliers
For additional details on how Ontex addresses issues such as human trafficking, forced and
compulsory labor, and child labor, please consult the Company’s Human Rights Policy and
Supplier Code of Conduct. These documents are available in section SUS-4.2.3.
These policies are also available on the Ontex corporate website, with references to the
department responsible for their effectiveness. To date, there have been no cases of non-
respect for the UNGPs, the ILO Declaration on Fundamental Principles and Rights at Work or
the OECD Guidelines for Multinational Enterprises concerning value chain workers in the
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Company’s operations. Ontex remains committed to continuous monitoring and due diligence
to uphold these international standards throughout its value chain.
SUS-4.2.4 Processes for engaging with value chain workers
about impacts
Ontex’s Supplier Due Diligence Program prioritizes stakeholder engagement as a central
element of its due diligence process. Recognizing its role within a broader ecosystem, the
Company actively communicates with a wide range of stakeholders, including its employees,
contractors, temporary workers, suppliers, and local communities. Engagement ranges from
informal dialogue to strategic partnerships, ensuring that stakeholders are heard and involved
at appropriate stages. More information related to the key stakeholder and engagement
approach can be found in section SUS-2.3.2.
More information about how senior management is responsible for ensuring supplier
engagement can be found in section SUS-2.6.1.
Key engagement stages
Ontex incorporates insights from comprehensive human rights risk assessments to address
the needs of workers throughout its value chain. These assessments, based on risk-based due
diligence analysis
[67]
and proactive stakeholder engagement, inform and refine Ontex’s policies.
Ontex prioritizes continuous dialogue with business partners to ensure alignment with
expectations and fosters a shared commitment to protecting workers throughout the value
chain. Business partners play a key role in cascading these expectations, ensuring that
protective measures are upheld at all levels. In the future, Ontex plans to deepen this
engagement by further involving legitimate representatives and credible proxies to enhance
the effectiveness of its efforts. The following steps ensure the implementation of the Company’s
human rights due diligence process:
• Approval of new suppliers and production sites: At this stage, suppliers complete a
questionnaire covering quality and ESG-related aspects, enabling Ontex to assess how they
manage environmental, social and ethical impacts. Virtual meetings are held once during
[67] Ontex has limitations in directly approaching customer and supplier-specific data for its Russian entity,
stemming from European sanctions, however the disclosures in the CSRD report, including the Russian
onboarding to clarify ethical and sustainable sourcing expectations, with additional
meetings scheduled as specific needs or issues arise.
• Ongoing supplier engagement: Regular activities include annual supplier webinars, ESG
data collection via questionnaires, participation in sustainability forums, ESG presentations
by key suppliers, grievance mechanisms, social audits, direct feedback during supplier
evaluations and partnerships with industry organizations.
• Manufacturing sites in high-risk country: Dedicated meetings with suppliers in high-risk
areas address specific risks, identify potential impacts and establish preventive and
mitigation action plans.
These processes promote transparency, accountability, and the mitigation of worker impacts
throughout the value chain. While formal Global Framework Agreements with union
federations are not yet in place, Ontex fosters transparent dialogue with workers across its
value chain.
Engagement responsibilities
The Ontex Compliance Team holds operational responsibility for assessing complaints received
through Ontex’s Whistleblower/Speak-Up channel, ensuring that reported issues involving
value chain workers are thoroughly evaluated and addressed.
The Group Responsible Sourcing Specialist, a member of the Sustainability Team, oversees
findings from social audits conducted for suppliers located in high-risk countries. This role
also guides Ontex’s approach to social impacts within the value chain, ensuring alignment
with international standards and Company objectives.
Evaluating effectiveness
The effectiveness of Ontex’s engagement with value chain workers is evaluated through various
mechanisms:
• Public communications: Ontex reports on key performance indicators (KPIs) related to
risk-based due diligence assessment, worker engagement, including supplier participation
in ESG assessments, and third-party audit findings. Transparency on these results is
activities, are based on our comprehensive management approach, which encompasses our commitment to
workers in the value chain, consumers and end-users, and our overall business conduct.
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provided in the Ontex Modern Slavery Statement and the Ontex Annual Report. The latter
highlights progress on KPIs and due diligence efforts.
• Continuous feedback: Feedback from employees, suppliers and other key stakeholders
is actively monitored to refine and enhance engagement processes.
SUS-4.2.5 Processes to remediate negative impacts and
channels for value chain workers to raise concerns
Ontex is committed to providing clear and accessible channels for all stakeholders, including
value chain workers, to raise concerns about suspected misconduct, unethical behavior, or
violations of the Code of Ethics or the Supplier Code of Conduct. Workers are encouraged to
report potential breaches of values, policies and applicable laws.
To support value chain workers, Ontex provides a Whistleblower/Speak-Up channel. This
confidential platform managed by an external organization allows them to raise concerns about
or report any potential violation of the Company’s ethical code.
Suppliers are informed about the Whistleblower/Speak-Up channel through the Supplier Code
of Conduct and are required to cascade this information to their employees. To ensure its
effectiveness, a comprehensive action plan is created to identify non-compliance at both the
site and supplier levels. This plan incorporates findings from third-party social audits, and
reported concerns are tracked and monitored through these audits as well as through ESG
performance platforms.
More information on how the Whistleblower/Speak-up channel can be accessed by value chain
workers and how it ensures accessibility and confidentiality can be found in section SUS-4.1.5.
SUS-4.2.6 Taking action on material IROs: value chain
workers
Ontex is committed to preventing and mitigating negative impacts on value chain workers
through proactive actions under the ‘Good for the People’ pillar of its Sustainability Strategy. In
2025, the Company kept allocating human, technical, and tool resources to promote human
rights and enhance the resilience and transparency of its supply chain.
Recurring actions
• Risk analysis using Sedex’s Radar tool: Focus areas include child and forced labor,
freedom of association and collective bargaining, health and safety, gender equality and
equal pay for work of equal value, working conditions, harassment, diversity and inclusion.
Based on the risk assessment, preventive and mitigation measures were initiated to
improve ethical practices, working conditions and environmental sustainability. The action
plan to mitigate material risks related to value chain workers and track the effectiveness of
measures includes:
• Key policy updates: Revising the Modern Slavery Statement and Child Remediation
Policy.
• Ethical and sustainable purchasing practices: Prioritizing organic cotton suppliers
and monitoring for child and forced labor.
• Capacity-building and supplier transparency: Partnering with suppliers who comply
with Ontex’s ethical sourcing principles and requiring regular independent audits to
uphold standards and transparency.
• ESG monitoring practices: Selected suppliers are invited to participate in the EcoVadis
platform. Through the EcoVadis rating methodology, the Company conducts a
comprehensive screening of over 100,000 public sources to keep teams informed of
sustainability-related developments within the supply chain.
• Third-party social audits: Social audits at all production sites are conducted using the
Sedex Members Ethical Trade Audit (SMETA) program.
• Privacy commitments: Stakeholder privacy is safeguarded through the Code of Ethics,
Supplier Code of Conduct, internal procedures and action plans addressing material
impacts, risks and opportunities related to value chain workers.
• Group responsible sourcing specialist: An ethical sourcing expert ensures adequate
resources are allocated for implementing and managing impact mitigation measures.
• Supplier Due Diligence Program: Since 2024, a human rights due diligence (HRDD)
program identifies and addresses adverse impacts on human rights, labor rights and the
environment across the supply chain, providing comprehensive oversight and promoting
responsible practices.
• Multidisciplinary approach: Taking a cross-functional approach to impact management,
mitigation measures are integrated into management plans, with ESG criteria included in
the supplier onboarding process.
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• Stakeholder engagement: Dialogue with business partners includes sharing due diligence
principles, raising risk awareness, and promoting collaborative mitigation efforts. All raw
material and packaging suppliers are required to complete a self-assessment on the
EcoVadis platform, which covers key ESG criteria.
• Updating policies: The Modern Slavery Statement is reviewed and updated annually.
• Sustainable sourcing: Procurement prioritizes suppliers with certified products that meet
recognized sustainability standards, including FSC, PEFC, GOTS, OCS and REDcert.
Ontex actively considers the potential impacts on value chain workers from the raw material
sourcing stage, ensuring that the procurement department is well informed about the
associated risks of working with suppliers based on high-risk regions. The Company’s Code of
Conduct and Ethical Sourcing Requirements outline the conditions under which business
relationships may be terminated, specifically in cases of systematic non-compliance with
human rights standards and when impacts cannot be mitigated through collaborative action
plans.
Ontex measures the effectiveness of its actions through regular risk assessments, policy
updates and third-party audits. Key metrics include supplier compliance, audit results and
participation in platforms such as EcoVadis. Monitoring sustainable sourcing and human rights
due diligence ensures ongoing improvements. Stakeholder engagement, feedback from
workers and long-term impact assessments also track progress.
The economic and personal resources allocated to the management of Ontex's material
impacts are diverse and significant, among which Ontex can highlight the creation of a new role
to identify and monitor adverse human rights impacts in the Ontex value chain, the updating
of key policies to prevent and mitigate these risks, the use of risk tracking tools and the
monitoring of corrective actions, such as the SEDEX platform, EcoVadis and the third-party
audits that Ontex conducts in its factories based on the SMETA methodology.
In 2025, through the application of the established human rights due diligence methodology,
the Company identified a breach of its Human Rights Policy through its first case of zero
tolerance related to forced labor within a raw material supplier located in the Middle East. To
address this unprecedented situation, Ontex engaged closely with the supplier to identify the
root cause, understand the circumstances leading to the breach, and discuss appropriate
remediation mechanisms along with third-party verification for closure. As part of the corrective
pathway and risk mitigation plan, the supplier has committed to undergoing a SMETA audit to
independently verify the current situation on site and to validate the effective implementation
of corrective actions.
SUS-4.2.7 Metrics and targets
Targets
Ontex promotes human rights across its value chain and aims to improve living standards, as
reflected in the targets it has set.
The first target was already achieved in 2023 with 100% of the Company’s raw material
suppliers signing the Supplier Code of Conduct. Ontex remains committed to maintaining this
target at 100%, reinforcing its dedication to ensuring that the supply chain operates
responsibly, aligns with Ontex’s values, and meets internationally recognized standards.
Although no specific targets are set for secure employment, working time, adequate wages,
social dialogue, freedom of association, collective bargaining, work-life balance, health and
safety, gender equality and equal pay for work of equal value, training, and skills development,
the employment and inclusion of persons with disabilities, measures against violence and
harassment in the workplace, and diversity, these material topics are carefully evaluated as part
of Ontex’s overall targets to drive progress and monitor compliance.
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Metrics and Targets
[68] [69]
Unit
2023
2024
2025
2025/2024
Supply chain due diligence
% of high-risk suppliers covered by a valid sustainability assessment via EcoVadis
[70]
%
50
83.33
68
-15.33
Monitoring adverse impacts in human rights
% of suppliers signed the Supplier Code of Conduct by 2030
%
100
100
100
0
% of new suppliers screened using social criteria
%
100
100
100
0
Suppliers located in high-risk countries
N.
61
30
25
-5
Percentage of high-risk suppliers covered by a valid social audit report
%
39
60
80
+20
Process for setting, tracking and improving targets
These targets were set based on input from various stakeholders collected during the double
materiality assessment and they were validated with employee representatives during the
regular European Works Council (EWC) meeting. The targets were developed using a risk-based
due diligence framework aligned with international human rights standards, incorporating
input from the risk assessment outcomes. Targets related to privacy, adequate housing and
water and sanitation fall outside the framework.
Ontex communicates its goals with suppliers and stakeholders through supplier webinars,
where it outlines expectations and assesses their comprehensive level in terms of compliance.
Each target includes a clear link to policy objectives, baseline values and applicable timeframes.
Progress is tracked through KPIs, supplier audits, sustainability assessments and periodic
reporting. This data helps identify gaps, evaluate progress and guide corrective actions. These
targets may be revised periodically based on evolving benchmarks and other internal and
external factors.
[68] As outlined in the Supplier Due Diligence Program, the focus on high-risk suppliers is limited to manufacturing sites of raw material categories at the Group level. Management action plans are linked to suppliers within this risk profile,
ensuring targeted and effective risk mitigation
[69] Ontex has limitations in directly approaching customer and supplier-specific data for its Russian entity, stemming from European sanctions. However, the disclosures in the CSRD report, including the Russian activities, are based on its
comprehensive management approach, which encompasses its commitment to workers in the value chain, consumers and end-users, and its overall business conduct.
[70] The scope of the Supplier Due Diligence Program will be systemic, covering high-risk raw material and packaging suppliers, and excluding those involved in product outsourcing and trading goods.
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SUS-4.3 ESRS S4: Consumers and end-users
SUS-4.3.1 Interests and views of stakeholders
Consumers are key stakeholders for Ontex. The Company acknowledges the importance of
consulting them and incorporating their feedback into its strategies.
There are multiple ways in which Ontex engages with its workers in the value chain, which are
described in section SUS-4.2.4.
SUS-4.3.2 Material impacts, risks and opportunities and their
interaction with Ontex’s strategy and business
model
Ontex is committed to ensuring the well-being of its consumers and the communities in which
it operates. The Company has a dual focus on product safety and quality, alongside meaningful
community engagement, addressing individual and societal needs while aligning with CSRD
requirements for a balanced approach to consumer and broader end-user concerns.
Ontex is committed to protecting consumer privacy, safety and well-being while ensuring
ethical business practices. Although its hygiene products do not inherently process personal
data, certain services, such as warranty registrations, product feedback and customer support,
require handling consumer information. To safeguard privacy, Ontex adheres to strict data
protection regulations, implements robust cybersecurity measures and maintains transparent
privacy policies. Its marketing strategies are designed to be ethical and non-discriminatory,
ensuring no adverse impacts on consumer rights.
Some consumers are particularly vulnerable to health risks, such as children, financially
disadvantaged individuals and first-time users of feminine hygiene products. Clear product
information, particularly on tampon use and the risks of Toxic Shock Syndrome, is a priority.
Elderly individuals and healthcare patients also depend on Ontex’s products for their dignity
and quality of life. To mitigate risks, Ontex provides transparent product guidance, ensures
responsible marketing practices and prioritizes accessibility without compromising on quality
or safety.
A thorough assessment has confirmed that Ontex has not experienced widespread or systemic
negative impacts. Any potential risks related to consumer health, privacy or affordability are
carefully managed through strict safety standards, sustainability initiatives and compliance
monitoring. While no significant negative impacts have been linked to specific incidents or
business relationships, Ontex continuously evaluates risks through consumer feedback and
regulatory oversight.
Ontex’s dependency on consumers also presents risks and opportunities. Maintaining high
product safety standards is crucial to retaining consumer trust and increasing demand for
sustainable products requires continuous innovation. Economic challenges could impact
affordability, but Ontex remains committed to providing high-quality hygiene solutions. The
shift toward eco-friendly products and recyclable packaging offers opportunities for market
leadership, while initiatives addressing menstrual poverty and elderly care strengthen the
Company’s societal impact.
By managing these risks and leveraging opportunities, Ontex reinforces its commitment to
consumer well-being, sustainability and ethical business practices.
• Consumer health, safety and quality commitment: Consumer safety and product
quality is central to Ontex’s operations. Risks relating to chemical traces from raw materials
or manufacturing processes, such as adhesives, inks or finishing agents, are minimized
through rigorous selection, validation and monitoring. The Company’s Quality Management
System supports continuous improvement while consumer feedback guides product
refinement. As personal hygiene products are used on sensitive parts of the body, Ontex
invests heavily in ensuring their safety. Research into the impact of its products on health
and hygiene underscores Ontex’s unwavering commitment to product stewardship and
accountability.
• Transparency on chemical safety and product composition: Ontex advances
sustainable practices and actively participates in EDANA’s stewardship program to promote
transparency and high standards for chemical safety and product composition. Consumers
have a right to know what is in their products and Ontex supports initiatives aimed at full
transparency to empower informed choices. Failing to meet safety or transparency
standards could lead to reputational damage or penalties, further underscoring the
importance of these efforts.
• Consumer-centric engagement and transparency: Ontex integrates consumer
feedback to guide product quality, safety and sustainability efforts. By collaborating closely
with retailers and industry stakeholders, the Company ensures that its products meet
consumer expectations and build trust through transparent and responsible practices.
• Community engagement: Ontex recognizes that end-users value companies that
contribute positively to society. Aligned with the United Nations Sustainable Development
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Goals, Ontex engages in community initiatives to addresses societal challenges such as
menstrual poverty, the menopause transition and the inclusion of the elderly.
By offering affordable hygiene products, the Company supports vulnerable groups, including
girls and women who struggle to afford menstrual care and people suffering from incontinence,
thereby combatting isolation and promoting dignity and health. Local societal actions include
volunteer initiatives at the site or corporate level, as well as monetary or product donations, all
of which aim to address social and environmental challenges. For example, the donation of
personal hygiene products enables girls and women facing financial barriers to access
necessary care products.
This commitment to tackling societal challenges is deeply embedded into Ontex’s DNA,
reflecting its dedication to creating tangible, positive impacts in the communities that it serves.
All impacts identified through the double materiality assessment – arising from operations,
value chain, products, services and business relationships – are confirmed to be relevant to all
consumers and end-users.
Navigating risks and unlocking opportunities in absorbent hygiene
products
Absorbent hygiene products, such as baby diapers, sanitary towels, tampons and incontinence
aids, improve comfort, dignity and quality of life. While designed for reliable performance, these
products carry very low potential risks that require careful management. By addressing these
risks and driving innovation, Ontex aims to meet consumer needs while setting benchmarks for
safety, sustainability and excellence.
Key risks identified
Ontex has identified specific risks for certain groups based on characteristics and product use:
• Users with sensitive skin: Prolonged contact with stool or urine can lead to skin irritation,
maceration, or infections, particularly for baby diapers and incontinence products. Effective
isolation, absorbency and fit are critical to mitigating these risks.
• Tampon users: Risks include Toxic Shock Syndrome (TSS) from microbial contamination
during manufacturing or use. Improper handling of soiled products can exacerbate
hygiene challenges.
• First-time and less-informed users: Lack of familiarity with product use can result in
misuse. Clear instructions on product use, hygiene practices and disposal are vital to
reducing risks and strengthening consumer relationships.
• Vulnerable populations: Economically disadvantaged groups face health risks due to
limited access to hygiene products.
• Children: Infants and young children are a particularly vulnerable group. Ontex ensures
compliance with international safety standards through rigorous monitoring of raw
material composition and safety. The Group Sustainability & Product Stewardship Director
oversees the implementation of these measures, supported by regular testing, internal
controls and adherence to industry standards.
Positively impacted groups
Ontex's operations and value chain provide benefits to several groups:
• End-users of absorbent hygiene products: Products enhance comfort, safety, dignity and
quality of life for consumers, especially vulnerable groups such as infants and the elderly.
Innovations in absorbency, odor control and skin-friendliness help minimize risks and
improve user experience.
• Vulnerable populations: Initiatives to provide affordable hygiene products address
economic inequalities, including menstrual poverty.
• Healthcare institutions: Specialized hygiene products enhance patient care and dignity.
• Environmentally conscious consumers: Eco-labeled products, improved recyclability
and innovation in biodegradable or recyclable materials empower sustainable choices.
Circular economy initiatives, such as take-back programs, further address environmental
concerns.
The Company’s holistic approach addresses both individual and societal needs. By prioritizing
product safety, sustainability and community engagement, it delivers exceptional value to end-
users while advancing societal progress. With robust risk management practices and impactful
community initiatives, Ontex confidently navigates complexities and solidifies its position as a
leader in personal hygiene solutions.
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SUS-4.3.3 Policies related to consumers and end-users
Ontex ensures that its policies related to consumers and end-users align with internationally
recognized standards, including the UN Guiding Principles on Business and Human Rights, the
ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for
Multinational Enterprises. These frameworks guide the Company’s approach to responsible
business practices, product safety and ethical operations throughout its value chain (see
section SUS-4.2.3). Ontex discloses the extent to which cases of non-respect of these principles
involving consumers and/or end-users have been reported in its downstream value chain. If
such cases arise, Ontex provides an indication of their nature and the remedial actions taken
to address them, ensuring transparency and continuous improvement. Today no such cases
have been recorded.
Ontex’s Supplier Code of Conduct reinforces these commitments by requiring compliance with
labor rights, ethical business conduct and environmental standards among suppliers. Product
safety and quality remain a top priority, with strict adherence to global safety regulations. The
Scientific Affairs Department ensures compliance with chemical safety requirements, while
Ontex’s product information follows best practices. Responsible sourcing processes further
strengthen ethical practices among suppliers, monitored through regular audits to uphold
integrity and human rights across the supply chain.
Ontex actively monitors compliance with these international standards throughout its
downstream value chain. No cases of non-compliance related to consumer or end-user rights
have been reported in the reporting period. This is achieved through product safety reviews,
supplier monitoring and stakeholder engagement processes. Additionally, Ontex’s Speak-Up
platform provides a confidential mechanism for reporting concerns, ensuring transparency and
accountability in addressing any potential issues.
By continuously aligning its policies with global standards and proactively monitoring
compliance, Ontex underscores its commitment to consumer health, product safety,
transparency, accessibility and sustainability while ensuring compliance with regulatory
standards:
Policy
Purpose
ESG topics
Scope
Product
Safety Policy
• Establish and enforce stringent safety standards across the
product life cycle, from raw material testing to production.
• Ensure compliance with regulatory and internal standards to
minimize potentially harmful chemicals and guarantee
biocompatibility for all skin-contact materials.
• Ensures consumer safety and trust
• Minimizes risk of regulatory non-compliance
• Enhances brand reputation
• Reduces exposure to harmful chemicals
Baby diapers, feminine hygiene
products and adult incontinence care
solutions
Global
Supplier and
Vendor
Handbook
•
Ontex values the relationships that it builds with its suppliers
and vendors as essential partners in achieving mutual
success. To enhance the transparency and efficiency of its
collaboration and to ensure that it works respecting the same
values, the Company has developed the Ontex Global
Supplier and Vendor Handbook.
• This handbook serves as a guideline and provides an overview
of the Company’s general requirements in terms of product
safety, supplier quality and sustainability.
• The ultimate goal is to ensure a reliable supply of high-quality
products and sustainable practices.
•
Strengthens supplier relationships and collaboration
• Ensures alignment on quality, safety and sustainability
expectations
• Reduces supply chain risks through transparency
• Promotes ethical sourcing and responsible business practices
This document applies to all
suppliers and vendors providing
materials that may reach consumers,
including raw materials, packaging,
traded goods and outsourced goods
suppliers, categorized as ‘direct
spend’. Additionally, products and
services necessary for Ontex’s
operational continuity but not
included in the final consumer
product fall under 'indirect spend’.
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Policy
Purpose
ESG topics
Scope
Regulatory
Compliance
Requirements
• Outline the safety regulations and standards that products
must meet to ensure regulatory compliance and safe
consumer use.
• Prevents regulatory penalties and legal actions
• Ensures product marketability and compliance with global
regulations
• Reduces risks related to non-compliance in different regions
•
Improves internal knowledge and readiness for new regulations
All raw materials, components, and
finished products
Restricted
Substances
List
•
Specify substances of concern to safeguard product safety
and protect employees and consumers from potential health
risks.
•
Protects consumers from potentially hazardous substances
• Reduces reputational risks associated with unsafe materials
• Ensures proactive elimination of harmful chemicals
•
Encourages continuous improvement in material selection
All raw materials, components and
finished products
Donation
Policy
• Define the scope, audience, and limitation of donations.
Ontex does not contribute to political parties or organizations.
Instead, donations focus on causes aligned with the
Company’s values and the needs of its end-users.
• Reinforces corporate social responsibility
• Enhances Company image and goodwill
• Avoids potential conflicts of interest related to political
contributions
•
Strengthens partnerships with non-profits and social initiatives
Charitable organizations and
initiatives aligned with Ontex’s
corporate social responsibility
strategy
General Data
Protection
Regulation
•
Ensure full compliance with data protection regulations,
including GDPR. Data collected for customer support or
product feedback is managed securely and responsibly. Given
limited privacy risks, current measures effectively address
data protection requirements.
•
Ensures data privacy and consumer trust
• Minimizes risk of data breaches and non-compliance penalties
• Enhances transparency in data handling
• Strengthens Company credibility in digital interactions
Consumer interactions, including
customer support, warranty claims
and feedback mechanisms.
Supplier Code
of Conduct
• Ontex’s Supplier Code of Conduct explains what Ontex
expects from suppliers with regard to business ethics, human
rights, health and safety and environment.
• It expects its suppliers to share the environmental, social and
governance requirements which are expressed in this
Supplier Code of Conduct and to replicate these standards
further down the supply chain.
• Signing the Supplier Code of Conduct is mandatory to start
the business relationship.
• Measures against violence and harassment in the workplace
• Freedom of association and collective bargaining
• Child labor and young workers
• Forced labor and modern slavery
• Health and Safety
• Fair wages
• Data protection and privacy
•
Healthy environment
All suppliers
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SUS-4.3.4 Processes for engaging with consumers and end-
users about impacts
Ontex actively integrates the perspectives of consumers and end-users to inform decisions and
activities aimed at managing both actual and potential impacts. These perspectives are critical
in ensuring product safety, quality and accessibility.
The Chief Innovation and Sustainability Officer holds the highest operational responsibility for
ensuring that consumer and end-user engagement is effectively conducted and integrated into
decision-making. This role is supported by the VP Quality and Regulatory Affairs, who oversees
the practical implementation of engagement efforts and ensures that consumer feedback
directly influences product safety, regulatory compliance and quality management.
Consumer engagement occurs at multiple stages, including product development, post-market
feedback and quality assessments. These efforts involve consumer surveys, focus groups,
product testing and direct feedback through customer support channels. Engagement is
conducted regularly to maintain alignment with consumer expectations and evolving needs.
Ontex engages consumers through various channels to drive product improvement:
• Feedback and complaints: Dedicated channels allow consumers to share feedback, report
issues and suggest improvements, ensuring product quality aligns with user expectations.
• Stakeholder collaboration: Partnerships with EDANA, retailers and other stakeholders help
Ontex address health, safety and environmental concerns while meeting and exceeding
consumer and regulatory expectations.
• Community engagement: Ontex collaborates with local communities proactively and
provides ad hoc support during events such as natural disasters.
SUS-4.3.5 Processes to remediate negative impacts and
channels for consumers and end-users to raise
concerns
Ontex has robust systems to address negative impacts and ensure that consumers can voice
concerns effectively.
• Complaint resolution: Ontex has established protocols to promptly investigate and resolve
consumer complaints, including notification of affected parties and corrective actions
where necessary. The effectiveness of remedies is assessed through consumer feedback,
resolution timelines, and post-resolution monitoring to ensure that the issue is adequately
addressed.`
• Product recalls: In case of safety issues, Ontex follows a structured recall protocol that
includes transparent communication with affected consumers, direct support where
required, and corrective measures to prevent recurrence. Consumer trust in this process
is regularly evaluated through engagement and feedback mechanisms.
• Speak-Up channel: To address human rights and ethical concerns, Ontex provides a
confidential reporting mechanism accessible to employees, suppliers and customers.
Reported concerns are promptly reviewed and Ontex ensures transparency and
accountability in the resolution process. The effectiveness of this channel is monitored
through response times, resolution rates and user feedback, with periodic assessments to
ensure accessibility and reliability. Ontex also enforces a strict non-retaliation policy to
protect individuals using these mechanisms, guaranteeing confidentiality and fostering
trust in the reporting process.
SUS-4.3.6 Taking action
Ontex integrates product safety, chemical management and regulatory affairs throughout the
entire product lifecycle, structured on three complementary pillars:
• Regulatory intelligence & first assessment: Ontex monitors, analyses and interprets global
regulations affecting absorbent hygiene products, cosmetics, chemicals and packaging.
Domain experts (EU, US, chemicals, tampons, medical devices, packaging) assess new
requirements and evaluate risks early, ensuring that safety and chemical constraints are
fully understood before products reach the market.
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• Regulatory advocacy: Through active participation in industry associations such as EDANA,
BAHP, AHPMA and Group’Hygiène, Ontex helps shape emerging legislation, clarifies
technical requirements and ensures early visibility of regulatory changes. This supports
both product safety and long-term compliance planning.
• Regulatory implementation & compliance: This pillar translates regulatory obligations into
internal processes, ensuring safe, compliant and transparent products. Activities include
chemical safety reviews, toxicological assessments, RMIF verification, traceability, Good
Manufacturing Practices (GMP) alignment, formulations/packaging conformity, artwork and
labeling compliance, and coordination with Quality Assurance, Regulatory Affairs, Research
& Development, Operations, and Procurement.
In 2025, Ontex’s approach to consumer and end-user protection was shaped by regulatory
changes in Europe. The General Product Safety Regulation (EU) 2023/988 (GPSR), fully
applicable as of December 2024, strengthened requirements for producer responsibility,
technical documentation, traceability and recall communication. Ontex integrated GPSR
obligations into its safety assessment, risk management and post-market surveillance
processes to ensure compliance for all products not covered by sectoral regulations such as
the Medical Device Regulation or the Cosmetics Regulation.
Packaging-related obligations were driven by the newly adopted Packaging and Packaging
Waste Regulation (PPWR – EU 2025/40), which introduced stricter rules on packaging safety,
compostability, recyclability, chemical composition and extended producer responsibility.
Although full enforcement will occur progressively until 2030, Ontex is already preparing the
required data, documentation and internal systems. In parallel, existing frameworks such as
the Single-Use Plastics Directive (EU 2019/904), REACH, CLP, and the EU Microplastics
Restriction continue to govern chemical safety, material restrictions and environmental
communication.
Environmental claims and consumer information are increasingly regulated under the EmpCo
Directive (EU) 2024/825, which requires substantiated, verifiable and transparent
environmental statements. Ontex is committed to providing reliable, evidence-based
information to consumers.
Ontex applies sustainable manufacturing practices to minimize chemical risks and ensure the
safety of materials in contact with the skin. All raw materials undergo rigorous screening for
safety and compliance through a conformity declaration process focusing primarily on their
chemical composition. Effectiveness is assessed through compliance rates, independent
testing and consumer safety monitoring. Biocompatibility assessments are conducted on all
materials in contact with the skin, demonstrating a commitment to consumer health. This
ensures that the Company’s products are safe for both people and the environment,
reinforcing its dedication to responsible and sustainable operations.
Ontex’s traceability systems ensure complete transparency in product components, enabling
swift identification of emerging risks. These systems uphold regulatory compliance and
strengthen consumer trust in product safety. Ontex employs state-of-the-art risk management
tools such as Failure Mode Effects Analysis (FMEA) and adheres to Good Manufacturing
Practices (GMPs) to proactively identify and address risks across the product lifecycle. Rigorous
testing and monitoring ensure products meet the highest safety standards. Ontex aligns with
the EDANA Tampon Code of Practice, enhancing product transparency and safety. This includes
providing clear and accessible information about risks such as Toxic Shock Syndrome (TSS) for
tampon users, along with detailed guidance in product leaflets to support safe and informed
use, particularly for first-time users and healthcare professionals.
• Remediation processes: These ensure that mechanisms to address negative impacts are
effective through structured complaint resolution and recall protocols. Effectiveness is
measured by tracking resolution times, consumer feedback and follow-up assessments. A
confidential reporting mechanism is in place to address concerns, supported by a non-
retaliation policy.
• Tracking effectiveness of action: Ontex evaluates the impact of its actions through key
performance indicators, including incident resolution rates, regulatory compliance
outcomes and consumer satisfaction assessments.
• Resources: Ontex dedicates resources to managing material consumer impacts, including
investment in product safety, regulatory compliance and traceability systems. Community
engagement efforts are supported through structured partnerships and internal initiatives.
• Scope and time horizons of actions: Actions cover the entire product portfolio and global
value chain, with implementation across multiple geographical areas. Ongoing processes
are continuously monitored, while other initiatives follow defined timelines based on
strategic objectives.
• Human rights issues and incidents: No severe human rights issues or incidents related to
consumers have been reported. If such cases arise, they are addressed through
established remediation mechanisms
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SUS-4.3.7 Metrics and targets
Ontex has established measurable targets
[71]
to monitor its progress in consumer safety,
quality, and sustainability:
Reduction in consumer complaints
In 2025, Ontex achieved a 56% reduction in consumer quality complaints (Ppm) compared to
2024. This improvement highlights the Company’s commitment to enhancing consumer
satisfaction and maintaining ambitious standards of quality assurance.
Consumer complaints reduction
2024/2023
2025/2024
Consumer complaints (ppm reduction) -6.5% -56%
[71] Ontex has limitations in direct approaching customer and supplier-specific data for its Russian entity, stemming
from European sanctions. However, the disclosures in the CSRD report, including the Russian activities, are
Methodology and assumptions
A reduction of consumer complaints is essential for achieving a high level of customer
satisfaction. Ontex tracks this KPI using the number of complaints received per million of
units produced. The percentage reduction is compared to the previous year using the
following formulas:
(%) = 1
100
Ppm =
Total complaints received
Total parts produced
x 1,000,000
Chemical safety compliance
In line with its commitment to product safety and consumer confidence, Ontex has expanded
its Oeko-Tex Standard 100 certification in the past year. This certification now covers key
product categories, including baby diapers, baby pants, external feminine care, tampons and
incontinence products.
• Ontex now holds six certificates (five main and one satellite), compared to 8 in 2024,
encompassing 2,597 products—a 272% increase in certified products compared to 2024.
• The number of certified brands has risen by 25%, covering 74 brands in total, compared to
60 in 2024.
Certified facilities in Tijuana, Stokesdale, Grosspostwitz, Turnov, Radomsko, Segovia, Dourges,
and Buggenhout ensure global compliance with high safety standards.
Since certification is based on customer requests, no predefined targets can be set for this
expansion.
based on the Company’s comprehensive management approach, which encompasses its commitment to
workers in the value chain, consumers and end-users, and its overall business conduct.
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Regulatory compliance for raw materials
Ontex ensures product safety through a rigorous conformity declaration process for all raw
materials, achieving 100% compliance. This process involves:
• Supplier requirements: Suppliers must provide detailed safety data, raw material
composition and biocompatibility test results.
• Review and verification: An independent external toxicologist reviews each declaration to
ensure compliance with Ontex’s standards and regulations.
• Oversight: The Regulatory Affairs Department manages the process to ensure that only
materials meeting strict safety criteria are approved.
With 100% of materials fully documented, Ontex showcases its commitment to consumer
safety while proactively addressing new standards and emerging risks.
Since all materials must comply with regulatory requirements at all times, setting an additional
target is not applicable.
Regulatory compliance monitoring includes periodic reviews of new obligations under GPSR,
PPWR, SUPD, REACH, CLP and other applicable frameworks. As regulatory requirements evolve,
Ontex updates internal standards, supplier expectations and documentation processes to
ensure continuous compliance and transparency for end-users.
[72] This table compares the 2024 global figures with the 2023 EMEAA figures. If the comparison were limited to
EMEAA, the actual percentage increase would be higher. Notably, 2024 was the first year Ontex included data
Chemical footprint
Ontex has set an ambitious target to achieve a 100% full chemical footprint by 2030, reflecting
its commitment to complete transparency.
Chemical footprint
[72]
2023
(EMEAA)
2024
(Global)
2025
(Global)
2025/2024
% of active compounds covered
by a completed RMIF (Raw
Material Information Form)
39%
43%
54%
+11 pp
Methodology
This KPI is measured by calculating the ratio between the total number of active components
and the number of components covered by a complete detailed composition (Raw Material
Information File – RMIF).
Post-market surveillance
Through ongoing post-market surveillance and customer complaint analysis, Ontex identifies
trends and implements corrective actions as needed, ensuring that consumer feedback directly
informs product refinement and safety enhancements.
from North America, following the introduction of the SAP system and its associated standardization. A
separate calculation is not possible, as one quality of raw material can be used globally. The calculation, which
includes all changes up to the end of January 2025, was completed at that time.
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SUS-5 Governance information
SUS-5.1 ESRS G1: Governance and business conduct
SUS-5.1.1 Impact, risks, and opportunities management
Description of the processes to identify and assess material
impacts, risks, and opportunities
Ontex is committed to maintaining and integrating best practices on ethical practices into its
operations. Through a double materiality assessment, the Company identifies and evaluates
both financial and material impacts, risks, and opportunities.
The process involves:
• Screening global trends, regulatory developments, and stakeholder expectations;
• Engaging with suppliers, customers, and consumers to identify critical impact areas; and
• Evaluating the governance impact of Ontex’s operations, enabling the Company to map
risks such as corruption, money laundering, or other types of crime as well as opportunities
for transparency, dialogue and advocacy.
These findings are integrated into Ontex’s strategies to ensure transparency towards
stakeholders and manage compliance with applicable regulations. The Company extends its
assessments across the entire value chain, addressing upstream and downstream impacts.
Regular consultations with stakeholders ensure inclusivity and provide valuable insights that
allow the Company to refine its approach. By embedding transparency, advocacy, business
ethics and compliance into its operations, Ontex aims to reduce reputational risks, align with
emerging regulatory frameworks, and drive meaningful change in the personal hygiene sector.
Further details can be found in section SUS-2.4.1.
SUS-5.1.2 Corporate culture and business conduct policies
Ontex’s corporate culture is founded on its P.R.I.D.E. values (see section SUS-4.1.6) and Code
of Ethics, which set out the fundamental values and principles guiding business conduct and
form the basis for all internal policies.
The Company’s Compliance Program provides a practical framework to uphold these values
and principles, ensuring that employees understand their responsibilities and adhere to ethical
business practices. It includes measures for monitoring, reporting, and addressing potential
issues to maintain high standards of integrity and legal compliance throughout the Company.
The Compliance Program is led by a designated expert, reporting directly to the General
Counsel and the Board of Directors through the Audit and Risk Committee. The program
operates with its own budget and a structured annual plan, defining objectives and KPIs based
on risks and opportunities identified across business functions. These plans are reviewed and
approved by the Executive Committee and the Audit and Risk Committee of the Board. Regular
updates on progress, incidents, and actions for mitigation are provided to the Executive
Committee and at least twice per year to the Audit and Risk Committee.
Ontex is committed to integrity, honesty, and ethical business practices, both towards
employees and in all of its operations. High ethical standards apply not only to employees but
also to all third parties acting on the Company’s behalf. The Code of Ethics extends to agents,
distributors, joint venture partners, consultants, and other intermediaries, who are required to
commit to these principles in their agreements with the Company. Suppliers must adhere to
the Supplier Code of Conduct, as well as the laws and regulations of the countries in which they
operate.
Every employee, from the CEO to members of the Executive Committee and Executive
Leadership Team, is requested to complete an annual mandatory Code of Ethics training. This
includes a written acknowledgment of their commitment to comply with the Code of Ethics and
related policies (e.g., Gifts and Entertainment, Expense Reporting, Delegation of Authority).
Employees also confirm that they have nothing to report and commit to disclosing any potential
violations.
High-risk functions, where employees are most exposed to compliance-related risks, are
identified through the Integrated Enterprise Risk Management Exercise (ERM). Led by Internal
Audit, and with input from the Compliance Team and other functions, the ERM exercise
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assesses risk exposure in key areas such as Sales and Marketing, Procurement, Supply Chain,
Government Relations and Regulatory Affairs, International Operations, Finance and
Accounting, Legal and Compliance, Human Resources, and Executive Leadership.
Employees in high-risk functions receive additional targeted training on an ad-hoc basis
depending on employee roles, tracked through individual acknowledgments in their personnel
files.
The mechanisms for reporting and investigating potential violations of the Code of Ethics and
related policies include the Whistleblower/Speak-Up channel (see section SUS-4.1.5), which
allows for both internal and external reporting. Additionally, various functions – including
Human Resources, Legal, Finance, Cybersecurity, Supply, Quality, and Internal Audit, as well as
Executive Committee members responsible for each function – supervise compliance through
audits and reviews.
Ontex is making steady progress towards its 2030 target of ensuring that 100% of employees
complete the annual Code of Ethics training. For more information, see section SUS-4.1.15.
To improve completion rates, a structured plan has been developed, including:
• Mandatory completion requirements: Clear deadlines and progress tracking to ensure
participation across all roles and locations.
• Data collection and tracking: Outsourcing the tracking of the annual mandatory Code of
Ethics training.
• Comprehensive training programs: Regular updates and accessible training modules
covering key principles and their application in daily operations.
• Leadership accountability: Engaging managers and leaders to drive compliance goals and
reinforce ethical conduct across teams.
These measures not only support progress towards the 2030 target but also strengthen
Ontex’s culture of integrity and compliance. By empowering employees with the knowledge and
confidence to uphold ethical standards, the Company ensures that responsible business
practices remain a core part of its operations.
Policy
Purpose
ESG topics
Scope
Code of Ethics
•
Define Ontex’s commitment to doing business in an ethical
and responsible manner.
•
Anti-discrimination
• Anti-harassment
• Professional conduct
• Health and safety
•
Human rights
All employees and business partners
Supplier Code of Conduct
• The purpose of Ontex’s Supplier Code of Conduct is to ensure
that its suppliers share its commitment to ethical and
responsible business practices. This includes maintaining high
standards of integrity , treating employees with fairness,
prioritizing safety and sustainability, and reducing
environmental impact.
• Violence and harassment in the workplace
• Freedom of association and collective bargaining
• Child labor and young workers
• Forced labor and modern slavery
• Health and safety
• Fair wages
• Data protection and privacy
•
Healthy environment
All suppliers
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SUS-5.1.3 Management of relationships with suppliers
Approach to supplier relationships
Ontex prioritizes transparency, sustainability, and mutual growth in its supplier collaborations.
The Global Supplier and Vendor Handbook outlines key requirements and expectations,
ensuring strong supplier relationships and mitigating supply chain risks.
Key aspects include:
• Supplier Code of Conduct: Mandatory signing of this Code of Conduct, which includes labor,
ethics and health and safety standards.
• Supplier Due Diligence Program: Regular assessments focusing on human rights and
environmental impacts.
• Onboarding procedures: Ensuring compliance with Ontex’s high standards for quality,
safety, and sustainability.
Aligned with the Supplier Due Diligence Program, Ontex implements an ethical sourcing
strategy and targets (see section SUS-4.2.7) to identify and mitigate supply chain risks. By
fostering accountability through self-compliance commitments, ESG performance monitoring,
and transparent reporting, the Company drives continuous improvements and fair and
sustainable procurement processes.
To integrate ethical sourcing into procurement practices, in collaboration with the Group
Procurement Team, Ontex focuses on monitoring critical non-conformities in raw materials,
holding regular meetings with suppliers, and building the capacities to address and mitigate
adverse impacts. These efforts enhance supply chain resilience and align procurement
practices with the Company’s strategic goals.
Ontex’s Supplier Code of Conduct and ethical sourcing requirements include comprehensive
risk assessments, with a focus on sustainability. New vendors and suppliers must complete a
Corporate Social Responsibility (CSR) questionnaire, evaluating social, environmental, and
ethical criteria as part of the onboarding process. This, combined with quality performance
assessments, ensures alignment with the Company’s sustainability standards. Furthermore, the
ESG performance of high-risk suppliers is closely monitored.
To foster ethical partnerships, Ontex trains its procurement workforce to engage effectively
with suppliers and promote sustainable practices. Supplier ESG performance is regularly
screened and evaluated through ESG checks during onboarding and ongoing assessments,
including EcoVadis evaluations.
Social and environmental criteria for supplier selection
Ontex applies stringent social and environmental criteria to its supplier selection and
onboarding processes:
• Environmental management system (EMS) suppliers must implement an EMS aligned with
ISO 14001 standards, including:
• environmental policies;
• targets for reducing environmental impacts; and
• compliance with applicable environmental legislation.
• Social audit requirements
• Suppliers located in high-risk countries must provide a valid social audit report within
six months of engagement and complete a Self-Assessment Questionnaire (SAQ) in
Sedex.
• Audits must adhere to recognized international standards, focusing on human rights
and labor conditions.
• Sustainability focus
• Suppliers are encouraged to disclose their ESG performance via platforms such as
EcoVadis and Sedex, fostering transparency and accountability.
• For renewable materials, suppliers must comply with Ontex’s Sustainable Sourcing
Policy, the purpose of which is to ensure traceability and responsible sourcing.
• Ethical and transparent sourcing practices
• Ontex requires detailed disclosures on manufacturing locations and raw material
origins to facilitate sustainability assessments.
Ontex is committed to incorporating locally based suppliers into its procurement network,
ensuring their adherence to relevant environmental and quality certifications.
For vulnerable suppliers, Ontex upholds the protection principles outlined in the ‘ESRS S2
Workers in the value chain’ standard, offering targeted support to help suppliers meet
standards and integrating them into the Company’s due diligence processes. For further details,
see section SUS-4.2.
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SUS-5.1.4 Prevention and detection of corruption and
bribery
Ontex strictly prohibits offering or soliciting anything of value with the aim of obtaining an
improper business advantage, whether this involves government officials, clients, or
commercial entities. In addition to the full range of training initiatives outlined in G1-1 (including
the annual mandatory Code of Ethics training), the Compliance Program incorporates multiple
measures derived from frameworks such as the United Nations Convention Against Corruption,
including:
• A Gifts and Entertainment Policy to prevent conflicts of interest;
• Third-party due diligence for high-risk business partners and regions;
• Risk identification and mitigation, including targeted training for employees in high-risk
areas and structured supervision;
• Supplier compliance, with all third-party suppliers, vendors, consultants, and joint ventures
being requested to acknowledge and adhere to the Supplier Code of Ethics;
• Ad hoc anti-corruption training for finance managers;
• Robust internal controls, such as approval requirements under the Delegation of Authority
policies;
• Unannounced internal audits, conducted by the Internal Audit Group across different
business functions; and
• The Whistleblower/Speak-Up channel for employees to report confidentially concerns.
Clear protocols ensure that bribery and corruption investigations are conducted by qualified,
independent personnel. Investigation teams are separate from the management chain
involved, with external forensic experts or legal counsel consulted where necessary.
Violations result in consistent and proportionate disciplinary measures, including termination
and legal action, demonstrating Ontex’s commitment to legal and ethical standards. All
reported incidents are reviewed by the Company’s Executive Committee and the Audit and Risk
Committee of the Board of Directors.
Ontex periodically reviews its anti-corruption policies, procedures, and controls to incorporate
lessons learned from past incidents, industry best practices, and changes in legal requirements.
As outlined in section SUS-4.1.5, individuals in high-risk roles sign acknowledgment form
confirming their awareness of and commitment to the Code of Ethics, with the same process
applied after each ad hoc training.
The anti-corruption and bribery policies provide real-life examples and red-flag indicators to
help employees recognize and respond to potential risks.
SUS-5.1.5 Metrics and targets
Confirmed incidents of corruption or bribery
No court convictions or fines related to corruption or bribery occurred during the reporting
period, similar as 2024.
As outlined in section SUS-5.1.4 measures to prevent corruption and bribery are continuously
reviewed against real-life incidents in order to ensure the compliance program remains
effective.
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As already outlined, Ontex employees are invited to participate in a mandatory annual Code of
Ethics training, supplemented by ad hoc training for high-risk and supervisory roles. As
described in section SUS-4.1.15, in Q4 2025, Ontex launched a new Code of Ethics training and,
by 31 December 2025, 64% of its white-collar workforce had completed it. By the end of January
2026, 97% of white-collar workforces had completed the training, keeping the company well on
track to achieving its goal. In Q1 2026, Ontex will launch the Code of Ethics training for blue-
collar employees
To improve until the next reporting period and based on the Company’s constant learnings,
Ontex has established a plan to be followed until 2030 that includes:
• Comprehensive training programs: Regularly updated and accessible training modules
covering key principles of the Code of Ethics and its application in daily operations.
• Mandatory completion requirements: Setting clear deadlines and tracking progress to
ensure full participation and completion by all employees, regardless of role or location.
• Localized content delivery: Providing training materials in multiple languages and tailored
to regional and cultural contexts to ensure relevance and accessibility for the Company’s
global workforce.
• Regular monitoring and reporting: Establishing robust systems to track training
participation rates.
• Targeted interventions: Implementing additional training or support to regions, teams, or
roles that may face unique compliance challenges.
• Leadership accountability: Engaging managers and leaders to champion training initiatives,
ensuring compliance goals are cascaded throughout their teams.
These measures aim not only to achieve the 2030 target but also to embed ethical behavior
and compliance principles into the corporate culture. By doing so, employees are empowered
with the knowledge and confidence to uphold the Company’s values in their daily decisions and
actions.
[73] Ontex has limitations in direct approaching customer and supplier-specific data for its Russian entity, stemming
from European sanctions. However, the disclosures in the CSRD report, including the Russian activities, are
Methodologies and assumptions
[73]
Training programs are designed to include 100% of employees, with high-risk functions
identified based on their area of work. These areas are determined through the risks
identified in the Company’s Enterprise Risk Management exercise.
based on the Company’s comprehensive management approach, which encompasses its commitment to
workers in the value chain, consumers and end-users, and its overall business conduct.
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SUS-5.1.6 Payment practices
Ontex is committed to the timely and fair payment of its vendors by:
• Aligning on clear payment terms and conditions in agreements with the vendor. There are
no standard payment terms as payment terms are based on individual negotiations with
each vendor. Where an agreement with the vendor is not available, the Ontex general
Terms & Conditions are applicable: “Unless otherwise specified in the Specific Terms, any
undisputed invoiced amounts shall be paid to the Supplier within the relevant payment term set
out in the applicable law”. Ontex ensures no distinction is made between vendors, and treats
all vendors equally when it comes to payment behavior. Since no standard payment terms
are defined, Ontex cannot compute and disclose percentage of its payment aligned with
the standard terms.
• Ensuring payments are made to correct vendor bank accounts (with the vendor
onboarding process requiring confirmation of bank details via an official bank letter); and
• Processing invoices in compliance with agreed payment terms and legal requirements:
invoices are verified against purchase orders and delivery receipts. Where no purchase
order exists, an automatic workflow seeks approval from the purchase requester, in
accordance with the Delegation of Authority policy.
These practices safeguard Ontex’s supply chain and support broader sustainability objectives,
establishing long-term partnerships built on trust and shared values.
The Company operates on monthly payment cycles, with payments being executed on the first
working day of each month. Consequently, payments typically occur just before or after
contractual deadlines. The DPO (Days Payable Outstanding) at year-end 2025 is 106, compared
to 105 in 2024. The higher DPO at year-end is impacted by the timing of the payment run that
occurs just after year-end.
As of December 31, 2025, no legal procedures were outstanding related to late payments to
vendors.
Methodologies and assumptions
DPO
(Days Payable Outstanding): # Days payable outstanding calculated as Trade Payables
per December 31, 2025 / (Cost of Sales + Distribution Expense for 2025) x 365
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Auditor reports
Contents
AUD-1 Statutory auditor’s report to the general shareholders’ meeting of Ontex Group
NV on the consolidated accounts for the year ended December 31, 2025 ....... 255
AUD-2 Limited assurance report of the statutory auditor to the general shareholders’
meeting of on the consolidated sustainability statement Ontex Group NV for the
accounting year ended December 31, 2024 .......................................................... 260
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AUD-1 Statutory auditor’s report to the general shareholders’ meeting of Ontex Group NV
on the consolidated accounts for the year ended December 31, 2025
We present to you our statutory auditor’s report in the context of our statutory audit of the
consolidated accounts of Ontex Group NV (the “Company”) and its subsidiaries (jointly “the
Group”). This report includes our report on the consolidated accounts, as well as the other legal
and regulatory requirements. This forms part of an integrated whole and is indivisible.
We have been appointed as statutory auditor by the general meeting d.d. 5 May 2023, following
the proposal formulated by the board of directors and following the recommendation by the
audit committee. Our mandate will expire on the date of the general meeting which will
deliberate on the annual accounts for the year ended 31 December 2025. We have performed
the statutory audit of the Group’s consolidated accounts for 12 consecutive years.
Report on the consolidated accounts
Unqualified opinion
We have performed the statutory audit of the Group’s consolidated financial statements, which
comprise the consolidated statement of financial position as at 31 December 2025, the
consolidated income statement, the consolidated statement of comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for
the year then ended, and notes to the consolidated financial statements, including a summary
of significant accounting policies and other explanatory information, and which is characterised
by a consolidated statement of financial position total of EUR 2,164.9 million and a loss for the
period of EUR 173.5 million.
In our opinion, the consolidated accounts give a true and fair view of the Group’s net equity
and consolidated financial position as at 31 December 2025, and of its consolidated financial
performance and its consolidated cash flows for the year then ended, in accordance with IFRS
Accounting Standards as adopted by the European Union and with the legal and regulatory
requirements applicable in Belgium.
Basis for unqualified opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) as
applicable in Belgium. Furthermore, we have applied the International Standards on Auditing
as approved by the IAASB which are applicable to the year-end and which are not yet approved
at the national level. Our responsibilities under those standards are further described in the
“Statutory auditor’s responsibilities for the audit of the consolidated accounts” section of our
report. We have fulfilled our ethical responsibilities in accordance with the ethical requirements
that are relevant to our audit of the consolidated accounts in Belgium, including the
requirements related to independence.
We have obtained from the board of directors and Company officials the explanations and
information necessary for performing our audit.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the consolidated accounts of the current period. These matters were
addressed in the context of our audit of the consolidated accounts as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters.
1) Impairment of goodwill
Description of the key audit matter
Ontex carries a significant value of goodwill on the balance sheet amounting to EUR 792.9
million at
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31 December 2025 as detailed in disclosure FIN-4.9.1. In accordance with IFRS Accounting
Standards as adopted by the European Union, the Group is required to test the amount of
goodwill for impairment at least annually.
We consider this matter to be of most significance because of the complexity of the assessment
process and significant judgments in respect of assumptions about the future results of the
business and the discount rates applied to future cash flow forecasts. The most important
assumptions relate to the discount rate, growth rates of revenue and operating margin.
How our audit addressed the key audit matter
We obtained an understanding of the internal controls related to the impairment testing of
goodwill.
We assessed whether the goodwill impairment test was performed at the lowest CGU level at
which goodwill is monitored. In addition, we critically evaluated the cash flow projections used
and the underlying assumptions, including their consistency with the budgets approved by the
board of directors and the strategic plan as presented to the board of directors. We also
assessed the historical accuracy of prior forecasts by comparing them with the Group’s actual
results. For cash flows beyond 2026, we tested the long-term growth assumptions by
comparing them with industry-specific forecasts and historical growth rates.
We evaluated the WACC applied and the related calculation methodology by comparing it with
the cost of capital and debt of the Group and with those of comparable companies, taking into
account territory specific factors. Furthermore, we compared the operating margin, working
capital and investment ratios with historical results. We evaluated management’s sensitivity
analysis and determined the extent to which key assumptions would need to change before an
impairment would arise, and discussed this with management. Our internal valuation
specialists were involved in performing these procedures. Finally, we assessed the adequacy of
the disclosures in the financial statements (FIN-4.9.1 and FIN-4.4.4).
We believe that the outcomes of management’s assessment of the impairment of goodwill are
reasonable, in light of the inherent uncertainties as disclosed in the consolidated financial
statements.
2) Valuation of deferred taxes and valuation allowance on deferred tax
assets related to tax losses carried forward
Description of the key audit matter
Ontex has recognised a deferred tax asset of EUR 30.7 million at 31 December 2025, which is
for an important part related to tax losses or tax incentives carried forward. At the same time,
a deferred tax asset position of EUR 138 million was not recognised, as disclosed in Note FIN-
4.19.1. The valuation of the deferred tax positions at Ontex involved significant judgement,
more specifically in the determination of the recognition of deferred tax assets related to tax
losses carried forward. The estimation of the future taxable basis is highly judgemental as well
as the assessment of the impact of tax laws and regulations, tax planning action and strategies,
rulings and transfer pricing. Because of all the aforementioned reasons, we found this key audit
matter to be of most significance for our audit.
How our audit addressed the key audit matter
We challenged the assumptions made to assess the recoverability of deferred tax assets
related to tax losses carried forward and the timing of the reversal of deferred tax positions.
During our procedures, we used amongst others budgets, forecasts and tax laws and in
addition we assessed the historical accuracy of management’s assumptions. An important
management judgement was the period over which taxable profits can be reliably estimated
and consequently, no deferred tax assets are recognised for tax losses used in any period
beyond. We verified that the deferred tax position was calculated at the enacted tax rate for
the year in which the deferred tax position is expected to reverse.
We also assessed the adequacy and completeness of the Company’s disclosure included in
Note FIN-4.4.2, FIN-4.19.1 and FIN-4.27 in respect of deferred taxes.
We found management’s judgements in respect of the Group’s deferred tax positions to be
consistent and in line with our expectations.
Responsibilities of the board of directors for the preparation of the
consolidated accounts
The board of directors is responsible for the preparation of consolidated accounts that give a
true and fair view in accordance with IFRS Accounting Standards as adopted by the European
Union and with the legal and regulatory requirements applicable in Belgium, and for such
internal control as the board of directors determines is necessary to enable the preparation of
consolidated accounts that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated accounts, the board of directors is responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the board of directors either
intends to liquidate the Group or to cease operations, or have no realistic alternative but to do
so.
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Statutory auditor’s responsibilities for the audit of the consolidated
accounts
Our objectives are to obtain reasonable assurance about whether the consolidated accounts
as a whole are free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these consolidated accounts.
In performing our audit, we comply with the legal, regulatory and normative framework
applicable to the audit of the consolidated accounts in Belgium. A statutory audit does not
provide any assurance as to the Group’s future viability nor as to the efficiency or effectiveness
of the board of directors’ current or future business management at Group level. Our
responsibilities in respect of the use of the going concern basis of accounting by the board of
directors are described below.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated accounts,
whether due to fraud or error, design and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control;
• Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding
the financial information of the entities or business units within the Group as a basis for
forming an opinion on the consolidated financial statements. We are responsible for the
direction, supervision and review of the audit work performed for purposes of the group
audit. We remain solely responsible for our audit opinion.
• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s internal control;
• Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the board of directors;
• Conclude on the appropriateness of the board of directors’ use of the going concern basis
of accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s ability
to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our statutory auditor’s report to the related disclosures in the
consolidated accounts or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our statutory
auditor’s report. However, future events or conditions may cause the Group to cease to
continue as a going concern;
• Evaluate the overall presentation, structure and content of the consolidated accounts,
including the disclosures, and whether the consolidated accounts represent the underlying
transactions and events in a manner that achieves fair presentation.
We communicate with the audit committee regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide the audit committee with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our independence, and where
applicable, related safeguards.
From the matters communicated with the audit committee, we determine those matters that
were of most significance in the audit of the consolidated accounts of the current period and
are therefore the key audit matters. We describe these matters in our auditor’s report unless
law or regulation precludes public disclosure about the matter.
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Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the directors’
report on the consolidated accounts, including the sustainability information and the other
information included in the annual report on the consolidated accounts.
Statutory auditor’s responsibilities
In the context of our engagement and in accordance with the Belgian standard which is
complementary to the International Standards on Auditing (ISAs) as applicable in Belgium, our
responsibility is to verify, in all material respects, the directors’ report on the consolidated
accounts and the other information included in the annual report on the consolidated accounts
and to report on these matters.
Aspects related to the directors’ report on the consolidated
accounts and to the other information included in the annual
report on the consolidated accounts
The director’s report on the consolidated accounts includes the consolidated sustainability
information that is the subject of our report, which contains an 'Unqualified conclusion' on the
limited assurance with respect to this consolidated sustainability information. This section does
not concern the assurance on the consolidated sustainability information included in the
directors’ report on the consolidated accounts.
In our opinion, after having performed specific procedures in relation to the directors’ report
on the consolidated accounts, this directors’ report is consistent with the consolidated
accounts for the year under audit and is prepared in accordance with article 3:32 of the
Companies' and Associations' Code.
In the context of our audit of the consolidated accounts, we are also responsible for
considering, in particular based on the knowledge acquired resulting from the audit, whether
the directors’ report on the consolidated accounts and the other information included in the
section ‘Strategic report’ in the annual report on the consolidated accounts is materially
misstated or contains information which is inadequately disclosed or otherwise misleading. In
light of the procedures we have performed, there are no misstatements we have to report to
you.
Statement related to independence
• Our registered audit firm and our network did not provide services which are incompatible
with the statutory audit of the consolidated accounts, and our registered audit firm
remained independent of the Group in the course of our mandate.
• The fees for additional services which are compatible with the statutory audit of the
consolidated accounts referred to in article 3:65 of the Companies' and Associations' Code
are correctly disclosed and itemized in the notes to the consolidated accounts
European Uniform Electronic Format (ESEF)
We have also verified, in accordance with the standard on the verification of the compliance of
the annual report with the European Uniform Electronic Format (hereinafter “ESEF”), the
compliance of the ESEF format with the regulatory technical standards established by the
European Delegate Regulation No. 2019/815 of 17 December 2018 (hereinafter: “Delegated
Regulation”) and with the Royal Decree of 14 November 2007 concerning the obligations of
issuers of financial instruments admitted to trading on a regulated market.
The board of directors is responsible for the preparation of an annual report, in accordance
with ESEF requirements, including the consolidated accounts in the form of an electronic file in
ESEF format (hereinafter “digital consolidated accounts”).
Our responsibility is to obtain sufficient appropriate evidence to conclude that the format and
marking language of the digital consolidated financial accounts complies in all material respects
with the ESEF requirements under the Delegated Regulation.
Based on our procedures performed, we believe that the format of the annual report and
marking of information in the digital consolidated accounts included in the annual report of
Ontex Group NV per 31 December 2025 complies, and which will be available in the Belgian
official mechanism for the storage of regulated information (STORI) of the FSMA, are, in all
material respects, in compliance with the ESEF requirements under the Delegated Regulation
and the Royal Decree of 14 November 2007.
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Other statements
This report is consistent with the additional report to the audit committee referred to in article
11 of the Regulation (EU) N° 537/2014.
Ghent, March 16, 2026
The statutory auditor
PwC Bedrijfsrevisoren BV/PwC Reviseurs d'Entreprises SRL
Represented by
Lien Winne
[74]
Bedrijfsrevisor/Réviseur d'entreprises
PwC Bedrijfsrevisoren BV - PwC Reviseurs d'Entreprises SRL - Financial Assurance Services
Maatschappelijke zetel/Siège social: Culliganlaan 5, B-1831 Diegem
Vestigingseenheid/Unité d'établissement: Sluisweg 1 bus 8, B-9000 Gent
T: +32 (0)9 268 82 11, F: +32 (0)9 268 82 99, www.pwc.com
BTW/TVA BE 0429.501.944 / RPR Brussel - RPM Bruxelles / ING BE43 3101 3811 9501 - BIC
BBRUBEBB / BELFIUS BE92 0689 0408 8123 - BIC GKCC BEBB
[74] Acting on behalf of Lien Winne BV
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AUD-2 Limited assurance report of the statutory auditor to the general shareholders’ meeting on the
consolidated sustainability statement Ontex Group NV for the accounting year ended
December 31, 2025
We present to you our statutory auditor’s report in the context of our legal limited assurance
engagement on the consolidated sustainability statement of Ontex Group NV (the “Company”)
and its subsidiaries (jointly “the Group”). The consolidated sustainability statement of the Group
is included in the section “Sustainability statements” of the “Annual report 2025” on 31
December 2025 and for the year then ended (hereafter “the consolidated sustainability
statement”).
We have been appointed by the general meeting d.d. 3 May 2024, following the proposal
formulated by the board of directors and following the recommendation by the audit
committee and the proposal formulated by the works’ council to perform a limited assurance
engagement on the consolidated sustainability statement of the Group.
Our mandate will expire on the date of the general meeting which will deliberate on the annual
accounts for the year ended 31 December 2025. We have performed our assurance
engagement on the consolidated sustainability statement for 2 consecutive years.
Limited assurance conclusion
We have conducted a limited assurance engagement on the consolidated sustainability
statement of the Group.
Based on the procedures we have performed and the assurance evidence we have obtained,
nothing has come to our attention that causes us to believe that the consolidated sustainability
statement of the Group, in all material respects:
• has not been prepared in accordance with the requirements of article 3:32/2 of the
Companies’ and Associations’ Code, including compliance with the applicable European
Sustainability Reporting Standards (ESRS);
• is not in accordance with the process (the “Process”) carried out by the Group, as disclosed
in note “SUS-2.4 Material impacts, risks and opportunities, and their interaction with
strategy and business model” of the consolidated sustainability statement, to identify the
information reported in the consolidated sustainability statement on the basis of ESRS;
• does not comply with the requirements of article 8 of EU Regulation 2020/852 (the
“Taxonomy Regulation”) disclosed in note “SUS-3.3 Disclosures pursuant to Article 8 of
Regulation 2020/852 (Taxonomy Regulation)” of the consolidated sustainability statement;
Basis for conclusion
We conducted our limited assurance engagement in accordance with International Standard
on Assurance Engagements (ISAE) 3000 (Revised), Assurance engagements other than audits
or reviews of historical financial information (“ISAE 3000 (Revised)”), as applicable in Belgium.
Our responsibilities under this standard are further described in the “Responsibilities of the
statutory auditor on the limited assurance engagement on the consolidated sustainability
statement” section of our report.
We have complied with all ethical requirements that are relevant to assurance engagements of
sustainability statements in Belgium, including those related to independence.
We apply International Standard on Quality Management 1 (ISQM 1), which requires the firm 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.
We have obtained from the board of directors and Company officials the explanations and
information necessary for performing our limited assurance engagement.
We believe that the assurance evidence we have obtained is sufficient and appropriate to
provide a basis for our conclusion.
Other matter
The comparative consolidated sustainability information of the Group as at 31 December 2023
and for the year then ended was not subject to a limited assurance engagement. Our
conclusion is not modified in respect of this matter.
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Responsibilities of the board of directors relating to the preparation
of the consolidated sustainability statement
The board of directors is responsible for designing and implementing a Process and for
disclosing this Process in note “SUS-2.4 Material impacts, risks and opportunities, and their
interaction with strategy and business model” of the consolidated sustainability statement. This
responsibility includes:
• understanding the context in which the activities and business relationships of the Group
take place and developing an understanding of its affected stakeholders;
• the identification of the actual and potential impacts (both negative and positive) related to
sustainability matters, as well as risks and opportunities that affect, or could reasonably be
expected to affect the Group’s financial position, financial performance, cash flows, access
to finance or cost of capital over the short-, medium-, or long- term;
• the assessment of the materiality of the identified impacts, risks and opportunities related
to sustainability matters by selecting and applying appropriate thresholds; and
• making assumptions that are reasonable in the circumstances.
The board of directors is further responsible for the preparation of the consolidated
sustainability statement, which includes the information established by the Process:
• in accordance with the requirements referred to in article 3:32/2 of the Companies’ and
Associations’ Code, including the applicable European Sustainability Reporting Standards
(ESRS);
• in compliance with the requirements of article 8 of EU Regulation 2020/852 (the “Taxonomy
Regulation”) disclosed in note “SUS-3.3 Disclosures pursuant to Article 8 of Regulation
2020/852 (Taxonomy Regulation)” of the consolidated sustainability statement;
This responsibility comprises:
• designing, implementing and maintaining such internal control that the board of directors
determines is necessary to enable the preparation of the consolidated sustainability
statement that is free from material misstatement, whether due to fraud or error; and
• the selection and application of appropriate sustainability reporting methods and making
assumptions and estimates that are reasonable in the circumstances.
The audit committee is responsible for overseeing the Group’s sustainability reporting process.
Inherent limitations in preparing the consolidated Sustainability
Statement
In reporting forward-looking information in accordance with ESRS, the board of directors is
required to prepare the forward-looking information on the basis of disclosed assumptions
about events that may occur in the future and possible future actions by the Group. Actual
outcomes are likely to be different since anticipated events frequently do not occur as expected
and the deviation from that can be of material importance.
Responsibilities of the statutory auditor on the limited assurance
engagement on the consolidated sustainability statement
Our responsibility is to plan and perform the assurance engagement with the aim of obtaining
a limited level of assurance about whether the consolidated sustainability statement contains
no material misstatements, whether due to fraud or error, and to issue a limited assurance
report that includes our conclusion. Misstatements can arise from fraud or errors and are
considered material if, individually or in the aggregate, they could reasonably be expected to
influence the decisions of users taken on the basis of the consolidated sustainability statement.
As part of a limited assurance engagement in accordance with ISAE 3000 (Revised), as
applicable in Belgium, we apply professional judgment and maintain professional scepticism
throughout the engagement. The work performed in an engagement aimed at obtaining a
limited level of assurance, for which we refer to the section "Summary of work performed," is
less in scope than in an engagement aimed at obtaining a reasonable level of assurance.
Therefore, we do not express an opinion with a reasonable level of assurance as part of this
engagement.
As the forward-looking information in the consolidated sustainability statement and the
assumptions on which it is based, are future related, they may be affected by events that may
occur in the future and possible future actions by the Group. Actual outcomes are likely to be
different from the assumptions, as the anticipated events frequently do not occur as expected,
and the deviation from that can be of material importance. Therefore, our conclusion does not
provide assurance that the reported actual outcomes will correspond with those included in
the forward-looking information in the consolidated sustainability statement.
Our responsibilities regarding the consolidated sustainability statement, with respect to the
Process, include:
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• obtaining an understanding of the Process, but not for the purpose of providing a
conclusion on the effectiveness of the Process, including the outcome of the Process;
• designing and performing work to evaluate whether the Process is consistent with the
description of the Process by the Group, as set out in note “SUS-2.4 Material impacts, risks
and opportunities, and their interaction with strategy and business model “of the
consolidated sustainability statement.
Our other responsibilities regarding the sustainability statement include:
• acquiring an understanding of the entity's control environment, the relevant processes,
and information systems for preparing the sustainability information, but without assessing
the design of specific control activities, obtaining supporting information about their
implementation, or testing the effective operation of the established internal control
measures;
• identifying where material misstatements are likely to arise, whether due to fraud or error,
in the consolidated sustainability statement; and
• designing and performing procedures responsive to where material misstatements are
likely to arise in the consolidated sustainability statement. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
Summary of work performed
A limited assurance engagement involves performing procedures to obtain evidence about the
consolidated sustainability statement. The procedures carried out in a limited assurance
engagement vary in nature and timing from, and are less in extent than for, a reasonable
assurance engagement. Consequently, the level of assurance obtained in a limited assurance
engagement is substantially lower than the assurance that would have been obtained had a
reasonable assurance engagement been performed. The nature, timing, and extent of
procedures selected depend on professional judgment, including the identification of areas
where material misstatements are likely to arise in the consolidated sustainability statement,
whether due to fraud or errors.
In conducting our limited assurance engagement with respect to the Process, we have:
• obtained an understanding of the Process by:
• performing inquiries to understand the sources of the information used by
management (e.g., stakeholder engagement, business plans and strategy documents);
and
• reviewing the Group’s internal documentation relating to its Process; and
• evaluated whether the evidence obtained from our procedures with respect to the Process
implemented by the Group was consistent with the description of the Process set out in
note “SUS-2.4 Material impacts, risks and opportunities, and their interaction with strategy
and business model” of the consolidated sustainability statement.
In conducting our limited assurance engagement, with respect to the consolidated
sustainability statement, we have:
• obtained an understanding of the Group’s reporting processes relevant to the preparation
of its consolidated sustainability statement by obtaining an understanding of the Group’s
control environment, processes and information system relevant to the preparation of the
consolidated sustainability statement, but not for the purpose of providing a conclusion on
the effectiveness of the Group’s internal control;
• evaluated whether the information identified by the Process is included in the consolidated
sustainability statement;
• evaluated whether the structure and the presentation of the consolidated sustainability
statement is in accordance with the ESRS;
• performed inquiries of relevant personnel and analytical procedures on selected
information in the consolidated sustainability statement;
• performed substantive assurance procedures on selected information in the consolidated
sustainability statement;
• evaluated the methods/assumptions for developing estimates and forward-looking
information as described in the section 'Responsibilities of the statutory auditor on the
limited assurance engagement on the consolidated sustainability statement';
• obtained an understanding of the Group’s process to identify taxonomy-eligible and
taxonomy-aligned economic activities and the corresponding disclosures in the
consolidate sustainability statement;
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Statement related to independence
Our registered audit firm and our network did not provide services which are incompatible with
the limited assurance engagement, and our registered audit firm remained independent of the
Group in the course of our mandate.
Ghent, March 16, 2026
The statutory auditor
PwC Bedrijfsrevisoren BV/PwC Reviseurs d'Entreprises SRL
Represented by
Lien Winne
[74]
Bedrijfsrevisor/Réviseur d'entreprises
PwC Bedrijfsrevisoren BV - PwC Reviseurs d'Entreprises SRL - Financial Assurance Services
Maatschappelijke zetel/Siège social: Culliganlaan 5, B-1831 Diegem
Vestigingseenheid/Unité d'établissement: Sluisweg 1 bus 8, B-9000 Gent
T: +32 (0)9 268 82 11, F: +32 (0)9 268 82 99, www.pwc.com
BTW/TVA BE 0429.501.944 / RPR Brussel - RPM Bruxelles / ING BE43 3101 3811 9501 - BIC
BBRUBEBB / BELFIUS BE92 0689 0408 8123 - BIC GKCC BEBB
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Information about this report
Contents
Glossary ..................................................................................................................................... 265
Financial calendar ....................................................................................................................... 266
About this report ........................................................................................................................ 267
Disclaimer .................................................................................................................................... 267
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Glossary
Metric
Description
Adjusted basic earnings per share
Adjusted Basic Earnings per share are defined as Adjusted Basic Earnings divided by the weighted average number of ordinary shares.
Adjusted EBITDA
Adjusted EBITDA is defined as earnings before net finance cost, income taxes, depreciations and amortizations (commonly called EBITDA) plus EBITDA
adjustments.
Adjusted EBITDA margin
Adjusted EBITDA margin is adjusted EBITDA divided by revenue.
Adjusted profit
Adjusted Profit is defined as profit for the period plus EBITDA adjustments and tax effect on EBITDA adjustments, attributable to the owners of the
parent.
EBITDA adjustments
Income and expenses classified under the heading “EBITDA adjustments” are those items that are considered by management not to relate to
transactions, projects and adjustments to the value of assets and liabilities taking place in the ordinary course of activities of the Company. EBITDA
adjustments are presented separately, due to their size or nature, so as to allow users of the consolidated financial statements of the Company to get a
better understanding of the normalized performance of the Company. EBITDA adjustments relate to:
acquisition- and divestment-related expenses;
• changes to the measurement of contingent considerations in the context of business combinations;
• changes to the Group structure, business restructuring costs, including costs related to the liquidation of subsidiaries and the closure, opening or
relocations of factories;
• impairment of assets and major litigations.
EBITDA adjustments of the Group for the years ended December 31 are composed of the following items presented in the consolidated income
statement and can be reconciled in note FIN-4.24:
• income/(expenses) related to changes to Group structure; and
• income/(expenses) related to impairments and major litigations.
Free cash flow (FCF)
Free cash flow is defined as net cash generated from operating activities (as presented in the consolidated cash flow statement, i.e. including income
taxes paid) less capital expenditures (Capex, defined as purchases of property, plant and equipment and intangible assets), less repayment of lease
liabilities and including cash (used in)/from disposal, less financing cash flows, i.e. interests paid and received, and other financing cash flows (Other
costs of financing, realized foreign exchange (losses)/gains on financing activities and derivative financial assets).
Like-for-like (LFL) revenue
Like-for-Like revenue is defined as revenue at constant currency excluding change in scope of consolidation or M&A and hyperinflation.
Net financial debt
Net financial debt is calculated by adding short-term and long-term debt and deducting cash and cash equivalents.
Leverage ratio
Net financial debt divided by the adjusted EBITDA for the last twelve months (LTM).
LTM adjusted EBITDA
LTM adjusted EBITDA is defined as adjusted EBITDA in the last twelve months (LTM) modified for the scope changes by the end of the period.
Net working capital
The components of our net working capital are inventories, trade receivables and prepaid expenses and other receivables plus trade payables and
accrued expenses and other payables.
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Financial calendar
Date
Event
April 29, 2026
Publication of the results of the 1
st
quarter of 2026
May 5, 2026
Annual general meeting of shareholders
July 30, 2026
Publication of the results of the 2
nd
quarter and 1
st
half year of 2026
October 28, 2026
Publication of the results of the 3
rd
quarter of 2026
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About this report
Each year Ontex publishes an integrated report covering the economic, environmental and
social issues that matter most to us and our stakeholders. Our latest report was published on
March 17, 2026. This report contains financial and non-financial information for the period
January 1, 2025, to December 31, 2025, unless otherwise specified.
This report represents the directors’ report prepared in accordance with article 3:32 §1 and
3:32/2 of the Belgian Company Code. In most of the tables of this report, amounts are shown
in € million for reasons of transparency. This may give rise to rounding differences in the tables
presented in the report. This report has been prepared in English and translated into Dutch. In
the case of discrepancies between the two versions, the Dutch version will prevail.
The Group prepares and discloses its financial statements in the European Single Electronic
Format (ESEF) in Dutch and English. In addition, the Group makes available its financial
statements in Dutch and English in pdf format. The Dutch financial statements prepared by the
Group in the ESEF format are the only official ESEF version of the financial statements that
exempt the Group from the obligations contained in the European Transparency Directive. The
financial statements made available in pdf format on the Group's website, as well as financial
statements prepared in ESEF format in a language other than Dutch, are therefore considered
unofficial versions and translations. The official ESEF version prevails over all unofficial and
translated versions. The official ESEF version of the Group's financial statements is filed on the
Group's website ontex.com.
The company reports its sustainability information for the reporting year ended 31 December
2025, in accordance with article [3:32/2] of the Companies’ and Associations’ Code, including
compliance with the applicable European Sustainability Reporting Standards (“ESRS”).
The Ontex leadership team has validated this report.
Disclaimer
This report may include forward-looking statements. Forward-looking statements are
statements regarding or based upon our management’s current intentions, beliefs or
expectations relating to, among other things, Ontex’s future results of operations, financial
condition, liquidity, prospects, growth, strategies or developments in the industry in which we
operate. By their nature, forward-looking statements are subject to risks, uncertainties and
assumptions that could cause actual results or future events to differ materially from those
expressed or implied thereby. These risks, uncertainties and assumptions could adversely
affect the outcome and financial effects of the plans and events described herein. Forward-
looking statements contained in this report regarding trends or current activities should not be
taken as a report that such trends or activities will continue in the future.
Contact details
Investors
Geoffroy Raskin
+32 53 333 730
investor.relation[email protected]
Press
Catherine Weyne
+ 32 53 333 622
corporate.communications@ontexglobal.com
Sustainability
Elise Barbé
+32 53 333 756
sustainability@ontexglobal.com
Send us your feedback
www.ontex.com/contact
Ontex Group NV
Korte Keppestraat 21, 9320 Aalst, Belgium
www.ontex.com