FULLTEXT DEL 2 AV 6
Årsredovisning 2025
GRAEME PITKETHLY
NON-EXECUTIVE DIRECTOR. AUDIT AND
RISK COMMITTEE CHAIR
Trustee and member of the investment committee,
Leverhulme Trust. Member of the CFO advisory board,
Watershed Inc. Member of the development board,
Theirworld. Member of the advisory board, Strathclyde
University’s centre for Sustainable Business.
Previous board and executive positions: Chief Financial
Officer and Executive Director at Unilever plc. Vice
President of Corporate Development at FLAG Telecom.
Managing Director at PwC. Vice Chair, Task Force for
Climate Related Financial Reporting.
Independence: Independent in relation to the Company
and the executive management as well as major
shareholders.
Holdings in Verisure plc (own and related parties):
75,471 shares.
Born: 1966
Education: Bachelor of Science in Applied Chemistry,
University of Strathclyde. Chartered Accountant, ICAEW.
Other board and executive positions: Board member,
deputy-chair and senior independent director, chair of the
audit committee, Pearson plc. Board member and chair of
the audit, risk and compliance committee of Sandoz Group
AG. Board member, Fourpointthree Limited.
SARA ÖHRVALL
NON-EXECUTIVE DIRECTOR
Previous board and executive positions: Chair of the board
of directors, Humla, KICKS, Newsmill. Board member, SEB,
SEB Funds, Axel Johnson International, Novax, Bonnier
News Group, TV4, Dagens Industri and Umeå University.
Executive management team, Bonnier, SEB and Axel
Johnson.
Independence: Independent in relation to the Company
and the executive management as well as major
shareholders.
Holdings in Verisure plc (own and related parties):
13,000 shares.
Born: 1971
Education: Master of Science, International Business,
Umeå University. Architecture and Design, Parson School
of Design.
Other board and executive positions: Chair of the board of
directors, SSE Ventures AB. Vice-chair of supervisory
board, Ahlström Oy. Board member, Investor, Axfood,
Dagens Nyheter, Bonnier Books, SNS Center for Business
and Policy studies. Advisory board member, Stockholm
Resilience Center. Practitioner-in-Residence, Stockholm
School of Economics.
ANDREW BARRON
NON-EXECUTIVE DIRECTOR
Previous board and executive positions: Chair of the board
of directors and deputy chair of the board of directors,
Tele2 AB. Non-executive board member, Ocean Outdoor.
Independence: Independent in relation to the Company
and the executive management as well as major
shareholders.
Holdings in Verisure plc (own and related parties):
150,339 shares.
Born: 1965
Education: Bachelor of Arts in History and Management
Studies, Trinity College, Cambridge University. Master of
Business Administration, Stanford University.
Other board and executive positions: Non-executive board
member, Openreach Ltd, Astound Broadband, and Delta
Fiber. Senior Operating Partner, Stonepeak Infrastructure.
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CECILIA BECK-FRIIS1
NON-EXECUTIVE DIRECTOR
Previous board and executive positions: CEO Hemnet
Group AB (publ), Deputy Chief Executive Officer at TV4
Group, Chief Digital Officer Bonnier Broadcasting. Non-
executive board member, Paradox Interactive AB (publ),
Net Insight AB (publ), and Acando AB (publ).
Independence: Independent in relation to the Company
and the executive management as well as major
shareholders.
Holdings in Verisure plc (own and related parties):
14,000 shares.
Born: 1973
Education: Executive education programs at SSE Executive
Education and NYU School of Professional Studies, and
studies in marketing and communication at Berghs School
of Communication.
Other board and executive positions: Non-executive board
member, Funda B.V. and Kivra AB.
ADRIEN MOTTE
HELLMAN & FRIEDMAN PARTNER. BOARD MEMBER
Previous board and executive positions: Multiple board
positions within the Zorro group and the SimpliSafe group.
Independence: Independent in relation to the Company
and the executive management but not in relation to
major shareholders.
Holdings in Verisure plc (own and related parties):
No shares.
Born: 1987
Education: Bachelor and Master of Engineering, University
of Cambridge. Diploma in Financial Management, the
Association of Chartered Certified Accountants.
Other board and executive positions: Multiple partner,
executive and board positions across various entities
within the Hellman & Friedman group. Member of the
supervisory board, zooplus SE.
CASILDA ARESTI
HELLMAN & FRIEDMAN PRINCIPAL. BOARD MEMBER
Other board and executive positions: LLP member within
the Hellman & Friedman group. Board observer, Allfunds
Bank S.A.U.
Previous board and executive positions: -
Independence: Independent in relation to the Company
and the executive management but not in relation to
major shareholders.
Holdings in Verisure plc (own and related parties):
No shares.
Born: 1993
Education: Bachelor of Science and Engineering, Princeton
University. Master of Business Administration, Harvard
Business School.
HENRY ORMOND
GIC HEAD OF EUROPEAN PRIVATE EQUITY.
BOARD MEMBER
Other board and executive positions: Head of Private
Equity, Europe, GIC Private Ltd. Board member, Visma and
Raffles Private Holdings.
Previous board and executive positions: Board member,
Galderma and RAC.
Independence: Independent in relation to the Company
and the executive management but not in relation to
major shareholders.
Holdings in Verisure plc (own and related parties):
No shares.
Born: 1973
Education: Master of Engineering in Engineering and
Management, Oxford University. Master of Business
Administration, Harvard Business School.
1) Cecilia Beck-Friis was appointed to the Board of Directors on 3 February 2026.
Corporate Governance
Board of Directors continued
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CARLOS ORTEGA
CO-CEO CORPORACIÓN FINANCIERA ALBA.
BOARD MEMBER
Previous board and executive positions: Chair of the board
of directors, Artá Partners S.A. and Deyá Capital SCR S.A.
Board member, Rioja S.à.r.l., Parques Reunidos Servicios
Centrales S.A., Piolin Bidco S.A.U. and Artá Capital SGEIC
S.A. President, Harvard Club of Spain.
Independence: Independent in relation to the Company
and the executive management as well as major
shareholders.
Holdings in Verisure plc (own and related parties):
34,369 shares.
Born: 1967
Education: Bachelor of Arts in International Economics,
Harvard University. Master of Business Administration,
Harvard Business School.
Other board and executive positions: Chair of the board of
directors, Acerinox S.A., Deyá Capital IV SCR S.A. Board
member, Atlantic Aviation FBO Inc., Technoprobe S.p.A.,
and Harvard Club of Spain. Co-CEO, Corporación
Financiera Alba S.A. Patron and board member,
Foundation Counsel Spain-US. Patron, Real Instituto
Elcano.
LUIS GIL
BOARD MEMBER
Previous board and executive positions: President of
Expansion, Acquisitions and Business Development,
Verisure.
Independence: Independent in relation to major
shareholders but not in relation to the Company and the
executive management.
Holdings in Verisure plc (own and related parties, incl.
via Securholds, which he controls): 56,279,277 shares.
Born: 1961
Education: Master’s in Industrial Engineering by ETSII
Politécnica de Madrid, in Business Administration by IESE
Business School and in Commercial Management by
Instituto de Empresa.
Other board and executive positions: Board member,
Tecnola Invest Real Estate SL and Securholds Spain S.L.
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AUSTIN LALLY
CHIEF EXECUTIVE OFFICER
where he was Global President and a member of the
Global Leadership Council. His team led the turnaround of
the Braun and Appliances division. Prior to this, he was
responsible for marketing and premium innovation
development for the global Gillette business. Earlier, he
led the European Baby Care business as well as managing
the successful restructuring of the company’s operations
in Germany. Austin also spent seven years in Guangzhou,
where he helped to build P&G’s strong leadership position
in Greater China. He also held leadership roles in France
and the UK where he started his career.
Austin holds a Bachelor of Science from the University of
Glasgow, where he was President of the Students’
Representative Council and won the World Universities
Debating Championship.
Austin Lally is in his 12th year as Verisure CEO. He is
responsible for shaping and executing Verisure’s strategy
and delivering the Company’s overall performance. He
brings significant leadership expertise gained from over 36
years of experience building and growing consumer facing
businesses globally. During his tenure as CEO, Verisure has
grown strongly and extended its industry leadership
position providing monitored security services for
residential and small business customers across Europe
and Latin America.
Austin joined Verisure as CEO in 2014. This followed a 26-
year career with The Procter & Gamble (P&G) Company
COLIN SMITH
CHIEF FINANCIAL OFFICER
As well as serving as CFO for five years, Colin also led Sky's
Business-to-Business division. His experience at Sky was
broad and focused on strategy, financial planning &
analysis, M&A, as well as pricing, customer management,
and go-to-market. During his career at Sky, Colin set up
revenue analytics and cost transformation teams, both of
which played a key role in driving both topline growth
and profit.
Earlier in his career Colin led Finance and Corporate
Development for OSN, the leading Pay TV network in the
Middle East and North Africa. Colin qualified as a
Chartered Management Accountant in 1999.
Colin Smith joined Verisure as Chief Financial Officer in
June 2023. In his role, he has overall responsibility over the
Company's financial planning, capital allocation, tax,
treasury, M&A and risk management activities. Colin also
oversees our Supply Chain and Procurement functions.
Prior to joining the Company, Colin spent 20 years at Sky
UK & Ireland – one of Europe's largest
telecommunications and media companies.
ANTONIO ANGUITA
PRESIDENT SOUTHERN EUROPE, NORDICS &
LATIN AMERICA
Before joining Verisure, Antonio was a partner and co-
founder of Alana Partners, a start-up incubator and
accelerator based in Madrid. Prior to that, he was
Executive Vice President of Orange, where he led the
Group’s global fixed and internet services division, based
out of Paris. Previously Antonio held several senior
positions in telecoms and finance, including as CEO of
France Telecom Spain where he led the company through
the merger of Wanadoo and Uni2, amongst other
transactions. He began his career in Hewlett Packard in
Spain, and he also spent time with McKinsey & Co.'s in
their New York office.
Antonio Anguita holds a double degree, magna cum laude,
in Economics and Political Science from Brown University
and an MBA from Harvard University.
Antonio Anguita is the President Southern Europe, Nordics
& LatAm at Verisure. In his role, he holds the P&L
responsibility for the geographic areas he covers,
leveraging his broad business experience from different
sectors. Antonio joined Verisure in March 2013 as
Managing Director for Spain. He was promoted to
President of Iberia & Latin America in August 2014,
President of Iberia, Latin America and Italy in July 2022.
In July 2025, Antonio was appointed President Southern
Europe, Nordics & LatAm.
OLIVIER ALLENDER
PRESIDENT CENTRAL EUROPE, UK, IRELAND & ARLO
hardware business into a recurring revenue model. He has
also been leading the UK & Ireland business since January
2024. In July 2025, Olivier was appointed President Central
Europe, UK, Ireland & Arlo.
Before Verisure, Olivier was the Commercial Director at
Cofidis France, the Consumer Credit Division of Credit
Mutuel Group, overseeing Sales, Marketing and Alliances.
Prior to that, he held senior roles at L’Oréal, covering a
variety of responsibilities. This included a GM role leading
L’Oréal’s Le Club des Créateurs de Beauté (CCB) Division in
Japan, following his time launching and establishing the
business model in the US, and managing the global CCB e-
business based out of France.
Olivier Allender is the President Central Europe, UK,
Ireland & Arlo at Verisure. In his role, he holds the P&L
responsibility for the areas he leads, leveraging his broad
business experience from different sectors.
Olivier joined Verisure as Managing Director for France in
September 2012 and was promoted to General Manager
for France, Belgium & the Netherlands in 2015. He later
took on leading Arlo Europe in 2020, transforming it from a
Corporate Governance
Management
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MARTA PANZANO
CHIEF HUMAN RESOURCES, COMMUNICATIONS,
AND ESG OFFICER
Marta joined Verisure following an expansive career across
multiple industries and geographies. Prior to Verisure, she
was the Global HR Leader for Orange Internal Digital
Transformation based out of Paris, following her role as
HR Director for Orange Spain.
Marta has held several positions at Cemex across Mexico,
Australia, and Spain, among other geographies. Notably,
she served as the Vice President of Human Resources for
Europe, the Middle East, Africa, and Asia, where she led HR
operations for 20 countries with a workforce of over 20,000
employees. Before that, she worked in strategy and
management consulting at Boston Consulting Group, and
in Finance for Hewlett Packard for the Iberia region.
Marta holds a Bachelor's degree in Business
Administration and Economics from the Universidad
Carlos III Madrid.
Marta Panzano joined the Company in October 2014, and is
Chief Human Resources, Communications, and ESG Officer
at Verisure.
Marta is responsible for developing and leading Verisure's
people and organisation strategy. This includes attracting
and developing the best talent, driving a strong
entrepreneurial culture to support the Company's growth
agenda and people engagement. Her remit also includes
Communications, as well as leading the Company's ESG
strategy and agenda since 2022.
OLIVIER HORPS
CHIEF MARKETING OFFICER
strengthened brand recognition, enhanced sales
capabilities, and launched multiple innovations,
accelerating growth and improving customer satisfaction.
Before Verisure, Olivier was Managing Director Asia-Pacific
and CEO of Greater China at Club Med, where he led
commercial expansion in new geographies and
strengthening of existing markets. He previously held
marketing leadership roles at Procter & Gamble and
L'Oreal, managing major brands in Europe and Asia while
developing expertise in consumer, market strategy, and
brand development.
Olivier holds an MBA from the ESSEC Business School in
Paris.
Olivier Horps is the Chief Marketing Officer of Verisure,
leading the Company's global marketing strategy. He
drives consumer acquisition, customer satisfaction and
loyalty, brand building, and digital transformation in
marketing.
Olivier has served as CMO since January 2022. He first
joined Verisure in 2017 in France, initially leading the
Marketing function in France before expanding his role to
oversee Commercial teams. During this time, he
NINA CRONSTEDT
CHIEF LEGAL OFFICER
Nestlé in Switzerland. In these roles, Nina worked across
multiple regions to counsel on the full spectrum of legal,
corporate governance, IP and regulatory matters, and was
closely involved in several critical strategic business
initiatives. Before joining Nestlé, Nina held several
increasingly senior roles at Philip Morris International,
working up to Assistant General Counsel EMEA Region
where she led teams across 40 markets.
Before going in-house, Nina held positions at top-tier law
firms.
Nina studied Law at Stockholm University and completed a
Masters in Commercial and European Law at the University
of Cambridge.
Nina Cronstedt joined Verisure in November 2018 as Chief
Legal Officer, bringing over 25 years of legal experience
and counsel to the role. At Verisure, Nina is responsible
for Legal, Compliance, Corporate Governance, IP, Privacy
and Regulatory & Governmental Affairs.
Prior to joining the Company, Nina served as General
Counsel for Cereal Partners Worldwide (a joint venture
between Nestlé and General Mills), and as General Counsel
of Strategic Business Units and Centre of Expertise at
CRISTINA RIVAS
CHIEF TECHNOLOGY OFFICER
innovative product and service roadmap and delivering
leading IT solutions that meet our customers' needs and
support the Company's operations. Before joining, Cristina
held several senior positions in customer service, sales
and marketing for Vodafone, most recently serving as
Head of Technology Strategy and Governance at Group
level. Before Vodafone, Cristina worked on strategy,
marketing and operational efficiency projects across
telecommunications, banking, and energy at McKinsey &
Co.
Cristina holds a Master's degree in Telecommunications
Engineering from the Universidad Politécnica in Madrid.
Cristina Rivas joined Verisure as Technology Director for
Iberia and Latin America in November 2016 before her
appointment to Group Chief Technology Officer (CTO) in
February 2020.
As CTO, Cristina is responsible for defining and
implementing Verisure's Technology and Product strategy,
driving end-to-end technology, and ensuring high-quality
products and service delivery to our customers and the
business. This involves creating and executing an
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JONAS LINDSTRÖM
GENERAL MANAGER NORDICS & MANAGING
DIRECTOR SWEDEN
Before joining Verisure, Jonas held several roles at
Telenor. In the five years he was there, he held roles
including Head of Mobile Marketing, where he had overall
responsibility for the Consumer and SME segments'
financials, and oversaw the Business Management, Pricing,
Channel Management, Product Management, CRM, and
Business Development functions, amongst other
responsibilities.
Prior to joining Telenor, Jonas spent nine years at
McKinsey & Co, and he was a co-founder of a
biotechnology company.
He holds a Master of Science in Economics and Business
Administration from Stockholm School of Economics
where he was awarded an exchange, spending a year at
the MBA program at University of Chicago Booth School of
Business.
Jonas Lindström is the General Manager Nordics and
Managing Director Sweden at Verisure. In this role, Jonas
holds the P&L responsibility for the Nordics cluster
including Sweden, Norway, Denmark, and Finland.
Jonas joined Verisure in November 2013 as Acquisition and
Portfolio Marketing Director for Sweden and then shifted
to Sales Director. He was appointed Managing Director for
Denmark in October 2020. In 2022, Jonas was appointed
Managing Director for Sweden, and then most recently, in
March 2025, Jonas was promoted to General Manager
Nordics in addition to his leadership role in Sweden.
ALEX FROMENT-CURTIL
MANAGING DIRECTOR FRANCE
Before joining Verisure in 2023, Alex worked at Vodafone
for over 18 years in multiple geographies, including as CEO
for Vodafone Hungary, CEO for Vodafone Egypt, and CEO
for Vodafone Turkey. He also held the position of Group
Chief Commercial Officer for Vodafone and was a member
of the Executive Committee. Before this, Alex worked for
the strategy consulting firm Booz Allen Hamilton.
Alex holds a Master’s in Science and Electrical Engineering
from Centrale Supélec.
Alex Froment-Curtil is the Managing Director of Verisure
France. In his role, Alex capitalises on his previous
marketing and business background to focus on excellent
customer service and experience, ensuring recurring
revenue while driving loyalty and customer portfolio
value.
GUILLERMO PRADO
DEPUTY CHIEF HUMAN RESOURCES OFFICER
for Iberia and LatAm. In 2021, he was appointed Managing
Director for Finland, where he established strong
commercial fundamentals. In 2023, Guillermo became
Director of Group Transformation and the CEO Office at
Verisure, before transitioning into his current role in early
2026.
Guillermo started his career at McKinsey as a Business
Analyst before taking on roles at Vodafone as a Financial
Planning Analyst and Consultant at BCG.
Guillermo holds a BBA in Management and Business
Administration, as well as Law from Universidad
Complutense de Madrid.
Guillermo Prado is the Deputy Chief Human Resources
Officer at Verisure.
Since joining the Company in 2015 as Group HR Strategy
Director, he has built a broad base of hands-on business
experience across several key geographies.
Following his initial role, Guillermo held leadership
positions including Sales Structure Creation
RAFAEL MIRANDA
DEPUTY CHIEF FINANCIAL OFFICER
In 2020, he was appointed Managing Director for LatAm,
playing a key role in strengthening the Company’s
operations in Argentina, Brazil, Chile, and Peru.
Rafael has broad experience in the telecommunications
industry. He previously worked at Vodafone, leading the
strategy and M&A function in Spain. His career began with
Bain & Co., where he worked as a strategic consultant on
assignments in Europe and the US.
Rafael holds a double degree in Law and Business
Administration from ICADE.
Rafael Miranda is the Deputy Chief Financial Officer at
Verisure. He is responsible for Group Financial Planning
and Analysis, Procurement and Supply Chain, and Funding
our Growth among other strategic projects. Rafael joined
Verisure in 2016, starting as the Funding Our Growth and
Product and Services Excellence Programmes Director,
where he led key projects for the Company. In 2017, he was
appointed Finance Director for Iberia and Latin America.
Corporate Governance
Management continued
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GERMÁN LARREA
DEPUTY GENERAL DIRECTOR COMMERCIAL SPAIN
of Financial Director for Iberia and LatAm in 2020. In 2023,
he was appointed Deputy General Director in Spain.
Before joining the Company, Germán worked as a Strategy
Consultant at companies including KPMG and Roland
Berger and served as an advisor to the Chicago Chamber
of Commerce. He also holds an Executive MBA from IESE
Business School.
Germán Larrea has been the Deputy General Director
Commercial in Spain at Verisure since 2023. In this
capacity, he leads the country team responsible for
identifying and defining the critical stages within the
customer journey.
Germán joined Securitas Direct in 2013 as a Strategy
Consultant and, two years later, took on the role of
Director of Strategic Planning. In 2018, he was promoted to
Director of Customer Marketing before taking up the role
STEFAN KONRAD
MANAGING DIRECTOR LATIN AMERICA
Before joining Verisure, Stefan worked for Banco
Santander in the Corporate and Investment Banking
Division. Prior to this, he worked for CEMEX, holding
executive positions across Europe, the Middle East, Africa,
and Asia.
Stefan holds an MBA from the IE Business School in Madrid
and a degree in Business Administration from Universidad
Carlos III de Madrid, with Executive Education from London
Business School, Harvard Business School, and Bocconi
University.
Stefan Konrad is the Managing Director for Latin America,
responsible for our businesses in Brazil, Chile, Peru, and
Argentina.
Stefan joined Verisure in 2018 as Sales Structure Creation
Director for the Expansion cluster (Netherlands, Germany,
UK and Italy), and in 2020, he was appointed Managing
Director of Italy. During his tenure, he built up the
country’s operations to establish Verisure as the market
leader in the monitored security sector. Building on this
experience, Stefan transitioned to lead the Latin American
cluster in March 2025.
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Annual Statement
Chair’s Introduction
I am pleased to present our Annual Directors’ Remuneration
Report for 2025. This is our first Remuneration Report since
our listing on Nasdaq Stockholm on 8 October 2025.
The report is divided into three sections: the Annual Statement
summarising key decisions towards remuneration and the
work performed by the Remuneration Committee; the
Remuneration Policy outlining our forward-looking strategy;
and the Annual Directors’ Remuneration Report providing a
granular breakdown of the 2025 compensation outcomes.
The report includes a comprehensive overview of Verisure’s
compensation framework, reflecting our commitment to
transparency and to clear communication with our
shareholders.
Our Philosophy and Strategy on Total Reward
In anticipation of our listing on Nasdaq Stockholm, the
Remuneration Committee undertook a thorough review of
our executive remuneration framework seeking to ensure it
remains fit for purpose as a public company. Recognising our
diverse geographic footprint, this process involved extensive
benchmarking against peer groups across our key jurisdictions
in Europe and Latin America, supporting a total reward strategy
that is competitive in the global talent market.
This review was conducted in close consultation with our pre-
IPO shareholders and supported by independent remuneration,
financial, and legal advisors. Our objective was to design a
framework that reflects market best practices as well as our
unique corporate culture and Company priorities.
The Remuneration Committee’s central objective is to operate
a policy that rewards performance against ambitious goals
aligned with our long-term strategy. By linking pay closely to
performance, we aim to ensure our leadership’s interests
remain firmly aligned with those of our shareholders. Our
approach is built upon three core structural pillars:
• Commitment for the Long-Term: We prioritise sustainable
success delivered over the longer term, so our compensation
structures encourage a multi-year perspective over short-
term gains.
• More Variable Pay for Performance: Our framework is
significantly weighted towards variable remuneration. This
means that the highest levels of reward are realised only
through the successful delivery of our strategic targets.
• Attractive Total Compensation: We recognise that our success
depends on top talent; therefore, we offer a total reward
package that is positioned to attract, motivate, and retain
executives of the right calibre to execute our business
strategy successfully.
By anchoring our policy in these principles, we provide a clear
and transparent link between the execution of our business
strategy and the compensation of our key leadership.
A Landmark Year
2025 was a milestone year for Verisure. Most notably, it marked
a new chapter in our history with the successful completion
of our IPO in October 2025. This structural evolution was
underpinned by continued quality growth and a record year
operationally. Our Annual Recurring Revenue reached €3,448
million, representing a 12.4% increase over 2024. This growth
was fuelled by a significant expansion of our portfolio, which
grew 10.0% to reach the milestone of ~6.2 million customers.
Furthermore, our focus on margin expansion yielded significant
results, with Adj. EBIT increasing by 16.3% to €953 million,
all in line with the targets we set for the year. These results
demonstrate the strength of our business model and provide
a clear performance context for the remuneration outcomes
detailed in this report.
Evolution of Incentives
Our deeply ingrained entrepreneurial mindset, fostered by a
culture of broad-based employee equity ownership, was central
to our success over the past decades. Participation in the
employee share programmes is widespread across Verisure
and is not limited to senior levels of the organisation, with
over 500 employees participating. This broad participation
has been instrumental in driving our strategic direction with
an ‘ownership’ entrepreneurial mindset, fostering strong
alignment with shareholder value creation. As a public
company, we are evolving our incentive strategy to meet global
market standards while preserving a vital sense of ownership.
Our new approach replaces transaction-linked incentives,
typical of privately held private equity-backed companies, with
structured, long-term equity incentives (LTIs). This means that
equity participation represents a continuous mechanism for
alignment, rewarding sustained value creation and long-term
share price appreciation in a manner that is both transparent
to our new shareholders and competitive within the global
talent landscape.
Following extensive market research, we have adopted
Performance Share Units (PSUs) and Restricted Share Units
(RSUs) as our primary equity awards, granted under the
Verisure plc Global Long Term Incentive Plan (LTIP) adopted in
connection with the IPO. Reflecting our commitment to broad-
based employee equity participation, we expect to grant
PSUs to over 300 employees across our local and functional
leadership teams, extending well beyond the Management
Team.
Following the publication of our annual results for the financial
year ending 2025, the CEO will be granted Performance Share
Units (PSUs) in or around April 2026 under the LTIP. These
awards are subject to a three-year vesting period, vesting in
April 2029. The maximum annual grant for the CEO will be 500%
of base remuneration (or 300% at target level), with the final
number of shares vesting determined by performance against
specific targets, covering relative Total Shareholder Return
(TSR), Annual Recurring Revenue (ARR) growth, Adjusted EBIT
margin, Adjusted Earnings Per Share (EPS), Free Cash Flow
Margin, and Employee Engagement. The PSUs will include the
right to dividend equivalents and will also be subject to robust
malus and clawback conditions.
Corporate Governance
Remuneration Report
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Implementation of our IPO Transition Awards
With the objective of maintaining leadership continuity and
focus during our transition from a private to a listed company,
the Remuneration Committee has implemented a one-off IPO
Transition Award programme. These awards, structured as
RSUs, have been awarded to approximately 500 key employees,
including the CEO and the broader Management Team.
As our legacy equity plans concluded shortly after the IPO,
these IPO Transition Awards serve as an important bridge to
our new public-company incentive framework. They are
designed to maintain strong incentivisation through to 2029,
the year in which our first regular award cycle of PSUs and RSUs
are scheduled to vest. By committing a total investment of
€120 million of Transition Awards (based on the Admission
share price), the Board is signalling the high value we place on
the expertise required to navigate Verisure through this initial
two-year transition period.
The IPO Transition Awards are expected to be settled in shares,
with 50% vesting in October 2026 and 50% in October 2027.
Vesting is contingent upon the participant’s continued
employment with Verisure through the applicable vesting
dates, subject to the leaver conditions in the LTIP rules.
In addition to the above IPO Transition Award programme, the
pre-IPO majority shareholders Aegis Lux 1A S.à r.l. (controlled by
funds managed or advised by Hellman & Friedman (H&F)), Eiffel
Investment Pte. Ltd, Alba Investments S.à r.l. and Alba Europe S.à
r.l. (both entities owned by Corporación Financiera Alba, S.A.) and
Securholds Spain S.L. have demonstrated their commitment to
Verisure’s talent and intend to contribute (for no cost) a total of
1,751,810 shares to the Verisure Employee Benefit Trust (‘EBT’).
Subject to and following shareholder approval being obtained
at the 2026 AGM, these shares are intended to be used to
satisfy additional awards to be granted by the Company
(‘Additional Transition Awards’) to employees and members of the
Management Team, including the CEO. Approximately
250 individuals are expected to be eligible for the grant, the
majority of these employees and members of the Management
Team also invested in Verisure prior to the IPO. These Additional
Transition Awards will not represent any additional dilution to
the shareholders of Verisure as they will be satisfied using
shares contributed by the relevant shareholders. The Additional
Transition Awards will vest 50% in October 2026 and 50% in
October 2027, in each case subject to the participant’s continued
employment through the applicable vesting dates, as well as the
LTIP rules. The EBT, a common structure used by UK incorporated
companies such as Verisure, serves as a warehouse for shares
and to facilitate the settlement of awards under the LTIP.
The CEO has been granted two IPO Transition Awards, each with
a value at grant equal to 300% of Total Base Remuneration,
vesting in October 2026 and October 2027, respectively. The CEO
is also expected to be granted Additional Transition Awards
over 114,720 Verisure Shares, vesting in two equal 50% tranches
in October 2026 and October 2027, respectively.
Role of the Remuneration Committee
The Remuneration Committee is responsible for setting the
pay principles and policies for our CEO and the immediate
leadership team (‘CEO-1 Management’) as well as LTIP principles
for all recipients. Beyond salaries, the Remuneration Committee
reviews management’s entire employment package seeking to
ensure it stays competitive and fair. We also have two key
responsibilities with our shareholders: (i) at least every three
years, we prepare a Remuneration Policy covering parameters
for directors’ pay intended for the next three years; and (ii)
every year at our Annual General Meeting, we share an Annual
Directors’ Remuneration Report detailing what was paid to
Directors, which shareholders vote on in an advisory capacity,
in line with UK Companies Act requirements.
The Remuneration Committee’s scope of work is guided by the
Remuneration Committee Terms of Reference. It outlines how
we operate, our specific tasks, and our collaboration with the
Board and the CEO. For example, while the Remuneration
Committee sets the overall remuneration framework, the
CEO, in consultation with the Remuneration Committee, is
responsible for determining the total individual remuneration
package of each member of CEO-1 Management. We review the
Terms of Reference regularly and will propose changes to be
approved by the Board where necessary to stay current with
best practices.
In 2025, the Company took advice on its remuneration practices
and benchmarking analysis from reputable remuneration
consultants.
The Remuneration Committee has completed a comprehensive
review and rebasing of the CEO’s remuneration package in
order to reflect the scale and complexity of the business,
make it substantially performance-linked, and align it with
remuneration levels at other large, high-growth listed
European peers.
Verisure’s Remuneration Committee consists of four members:
Stefan Goetz (chair), Adrien Motte, Henry Ormond, and Dominique
Reiniche. All members of the Remuneration Committee are non-
executive board members and independent of the Company
and the Management Team, satisfying the independence
requirements under the Swedish Corporate Governance Code.
The Remuneration Committee has made strong progress in the
months following the listing. In the year ahead, we will continue
to review the operation of the Remuneration Policy, so that it
continues reflecting the Verisure culture and supporting
sustainable value creation for our shareholders.
STEFAN GOETZ
Remuneration Committee Chair
London, 26 March 2026
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Verisure plc | Annual Report 2025 63
===== SIDA 66 =====
Annual Directors’ Remuneration Report
In accordance with the Regulations, directors’ remuneration figures in this report are presented on a pro-rated basis reflecting the
period in which they provided qualifying services from the date of the director’s appointment to the Board of Verisure plc on 26
August 2025 (or 9 May 2025 in the case of Stefan Goetz and Adrien Motte). For the purposes of enhanced transparency and to
provide shareholders with a comprehensive view of annual compensation, we are additionally presenting the full-year
remuneration figures for 2025.
Single total figure of remuneration for the Executive Director for the period in which qualifying services were
provided (audited)
The table below presents the single figure for total remuneration for Austin Lally, our CEO and the Company’s only Executive
Director. As Verisure plc was incorporated on 9 May 2025 and the CEO was appointed to the Board on 26 August 2025, there is no
comparable remuneration to disclose for the prior year. Full disclosure of the percentage change in CEO remuneration will be
provided in future remuneration reports.
Included within the CEO’s total base remuneration for 2025 is a payment of €23,118 in respect of his role as a board member. In
October 2025, the CEO was awarded IPO Transition Awards (which are RSUs and not subject to any performance conditions) and
therefore these awards are included in the single remuneration figure table below. Other than these IPO Transition Awards, no
other new incentive awards were awarded or vested under the legacy incentive arrangements nor the LTIP during the 2025
financial year. These RSUs are included based on the IPO offering price.
(EUR thousand)1
(a) (b) (c) (d) (e) (f)
Sum of (a),
(b), and (e)
Sum of (c),
(d), and (f)
Salaries and
fees2
Taxable
benefits2
Annual
bonus2
Long term
incentive
plans
Pension-
related
benefits2 Other3 Total
Total fixed
remuneration
Total variable
remuneration
Austin Lally (CEO) 482 38 486 0 50 8,400 9,455 569 8,886
1) Exchange rate used: 1 CHF = 1,065 EUR, as per CEO contract for consistency purposes across calculations.
2) Earned amounts but pro-rated for the period of the director's qualifying services, commencing on the date of the director's appointment to the board of Verisure plc
(26 August 2025).
3) Includes the total value of the one-off IPO Transition Awards in the form of RSUs, granted in October 2025, assuming the IPO offering price of €13.25 per share.
Single total figure of remuneration for the Executive Director for the full year of 2025
(EUR thousand)1
(a) (b) (c) (d) (e) (f)
Sum of (a),
(b), and (e)
Sum of (c),
(d), and (f)
Salaries and
fees2
Taxable
benefits2
Annual
bonus2
Long term
incentive
plans
Pension-
related
benefits2 Other3 Total
Total fixed
remuneration
Total variable
remuneration
Austin Lally (CEO) 1,336 109 1,396 0 143 8,400 11,384 1,588 9,796
1) Exchange rate used: 1 CHF = 1,065 EUR, as per CEO employment agreement for consistency purposes across calculations.
2) Earned amounts during the full year of 2025.
3) Includes the total value of the one-off IPO Transition Awards in the form of RSUs, granted in October 2025, based on the IPO offering price of €13.25 per share.
Annual Bonus Performance measures, weighting and outcomes for the period the CEO provided qualifying services
(audited)
During the period the CEO provided qualifying services, the annual bonus for the CEO has been determined by the following
components:
a. Company Performance (weighted at 75%) component is based on five key performance indicators:
• EBITDA Portfolio - Portfolio Capex - Other Capex: weighted at 40%.
• Cost Per Acquisition (CPA): weighted at 20%.
• Net Installations: weighted at 15%.
• Earnings per Customer (EPC): weighted at 10%.
• Cancellations, Last Twelve Months (LTM) Attrition %: weighted at 15%.
Corporate Governance
Remuneration Report continued
64 Verisure plc | Annual Report 2025
===== SIDA 67 =====
Achievement against these Company targets follows a structured payout curve:
• Performance at ‘Threshold’ results in a 33% payout.
• The payout rises linearly to 100% for ‘On target’ achievement and beyond for ‘Above target’.
• The maximum achievement for the Company Performance component has been capped at 200%.
• Any performance falling below the ‘Below target’ threshold results in a 0% payout for that specific metric.
b. Individual Performance (weighted at 25%) component assessed by specific strategic and leadership objectives. The maximum
achievement for the Individual Performance component has been capped at 200%.
Annual bonus calculation details for the period the CEO provided qualifying services:
During the period the CEO provided qualifying services in 2025, the Company Performance component achieved a weighted
average of 105.7% of target. On an individual basis, the CEO achieved 160% of his strategic objectives, reflecting strong leadership
during the IPO transition. When combined, the total bonus payout for the period the CEO provided qualifying services in 2025
resulted in 119.3% of the target bonus opportunity (calculated as (105.7% x 75%) + (160% x 25%)). Both Company and individual
components have had a maximum cap of 200% during such period.
Metrics Weight % Payout1
EBITDA Portfolio – Portfolio Capex – Other Capex 40 % 125.6 %
Cost Per Acquisition (CPA) 20 % 84.2 %
Net Installations 15 % 95.8 %
Earnings per Customer (EPC) 10 % 115.1 %
Cancellations, Last Twelve Months (LTM) Attrition 15 % 85.0 %
Weighted average of Company Performance (%) 105.7 %
1) The minimum qualifying performance threshold delivers a 33% payout of the target bonus (for the Company performance component). Between the minimum threshold and
the target, the payout increases linearly up to 100%.
Annual Bonus Performance measures, weighting and outcomes for the full year of 2025
For the full year of 2025, the annual bonus for the CEO has been determined by the following components:
a. Company Performance (weighted at 75%) component is based on five key performance indicators:
• EBITDA Portfolio - Portfolio Capex - Other Capex: weighted at 40%.
• Cost Per Acquisition (CPA): weighted at 20%.
• Net Installations: weighted at 15%.
• Earnings per Customer (EPC): weighted at 10%.
• Cancellations, Last Twelve Months (LTM) Attrition %: weighted at 15%.
Achievement against these Company targets follows a structured payout curve:
• Performance at ‘Threshold’ results in a 33% payout.
• The payout rises linearly to 100% for ‘On target’ achievement and beyond for ‘Above target’.
• The maximum achievement for the Company Performance component has been:
• capped at 184% until March 31st.
• capped at 200% since April 1st.
• Any performance falling below the ‘Below target’ threshold results in a 0% payout for that specific metric.
b. Individual Performance (weighted at 25%) component assessed by specific strategic and leadership objectives. The maximum
achievement for the Individual Performance component has been:
• capped at 142% until March 31st.
• capped at 200% since April 1st.
Annual bonus calculation details for the full year of 2025:
For the 2025 financial year, the Company Performance component achieved a weighted average of 105.2% of target. On an
individual basis, the CEO achieved 155.6% of his strategic objectives, reflecting strong leadership during the IPO transition. When
combined, the total bonus payout for 2025 resulted in 117.8% of the target bonus opportunity (calculated as (105.2% x 75%) +
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Verisure plc | Annual Report 2025 65
===== SIDA 68 =====
(155.6% x 25%). While the Company component could have reached a maximum of 196.1%, the individual component remains
subject to its specific 185.7% period-combined cap.
Metrics Weight
% Payout
(until 31st March)1
% Payout
(since 1st April)1
% Payout
(weighted average)1
EBITDA Portfolio – Portfolio Capex – Other Capex 40 % 121.5 % 125.6 %
Cost Per Acquisition (CPA) 20 % 84.2 % 84.2 %
Net Installations 15 % 95.8 % 95.8 %
Earnings per Customer (EPC) 10 % 112.7 % 115.1 %
Cancellations, Last Twelve Months (LTM) Attrition 15 % 85.0 % 85.0 %
Weighted average of Company Performance (%) 103.8 % 105.7 % 105.2 %
1) The minimum qualifying performance threshold delivers a 33% payout of the target (for the Company performance component). Between the minimum threshold and the
target, the payout increases linearly up to 100%.
Pension Entitlements (audited)
During the full year of 2025, the CEO was eligible to receive employer contributions (as defined contribution amount) to his
pension arrangements equal to 12% of his Total Base Remuneration up to CHF 136,080, and equal to 12.5% of his Total Base
Remuneration above CHF 136,080, subject to the pensionable remuneration being limited to the statutory maximum pensionable
remuneration under Swiss Law (CHF 907,200 for 2025), resulting in:
• For the period the CEO provided qualifying services: a total employer contribution of EUR 49,743 (CHF 46,707)
• For the full year of 2025: a total employer contribution of EUR 142,962 (CHF 134,236)
Scheme interests awarded during the financial year (audited)
In October 2025, the CEO was granted two IPO Transition Awards, with the number of RSUs calculated using the IPO offering price
of €13.25 per share. The First IPO Transition Award, awarded to the CEO, which had an aggregate market value at grant equal to
300% of the CEO’s Total Base Remuneration, will vest on 30 October 2026. The Second IPO Transition Award, awarded to the CEO,
also valued at 300% of the CEO’s Total Base Remuneration at the time of grant, will vest on 30 October 2027. These awards include
the right to receive dividend equivalents equal to the value of any dividends declared during the vesting period.
Type of
the award
Face value of the award
at the date of grant
(EUR thousand) Vesting Date
Share price used for
calculating the number of
units (EUR)
Number of shares
underlying the award
First CEO IPO Transition Award RSUs 4,200 30/10/2026 13.25 (IPO offering price) 316,981
Second CEO IPO Transition Award RSUs 4,200 30/10/2027 13.25 (IPO offering price) 316,981
Single total figure of remuneration for each Non-Executive Director for the period they provided qualifying services
(audited)
The table below sets out the fees and taxable benefits received by our 11 Non-Executive Directors during the period from 26 August
2025 to 31 December 2025 (the period they provided qualifying services to Verisure plc) and therefore does not reconcile with the
amounts for the entirety of the 2025 financial year, presented in the next table. Remuneration for the CEO, who serves as the
Company's sole Executive Director, has been disclosed separately to reflect his distinct compensation structure. As this is the first
period reported since the IPO it is not possible to provide meaningful year-on-year comparative data. Full disclosure will be
provided in future remuneration reports.
Corporate Governance
Remuneration Report continued
66 Verisure plc | Annual Report 2025
===== SIDA 69 =====
(EUR thousand) Fees3 Taxable benefits3,4 Total
Stefan Goetz1 0 0 0
Adrien Motte1 0 0 0
Henry Ormond1 0 0 0
Dominique Reiniche2,5 102 2 104
Andrew Barron6 49 0 49
Carlos Ortega1 0 0 0
Casilda Aresti1 0 0 0
Graeme Pitkethly 46 0 46
Luis Gil1 0 0 0
Patrick Healy1 0 0 0
Sara Öhrvall 38 0 38
1) Agreed to waive any emoluments from the Group for their role as non-executive director or as a member of the relevant committee (if any).
2) Includes a one off additional gross fee of EUR 50,000 for her extraordinary time commitment in connection with the IPO during 2025.
3) Reflects fees received during the period from 26 August 2025 (or, in the case of Mr. Goetz and Mr. Motte, 9 May 2025) to 31 December 2025 (being the period they provided
qualifying services to Verisure plc).
4) In addition, directors were reimbursed reasonable accommodation expenses in connection with carrying out their role as a director.
5) Expenses of approximately EUR 2k relating to professional fees (and associated taxes) in respect of Ms. Reiniche’s role as a director were payable by the Company on behalf of
Ms. Reiniche during the period they provided qualifying services.
6) Andrew Barron received his annual gross board fees of EUR 140k in one single payment in February 2025. These fees were settled 50% in cash and 50% in shares (via an
investment of EUR 70k in shares of Aegis 2 S.à r.l.), but the amounts presented in the table above are pro-rated for the period they provided qualifying services.
Single total figure of remuneration for each Non-Executive Director for the full year of 2025
(EUR thousand) Fees3 Taxable benefits3,4 Total
Stefan Goetz1 0 0 0
Adrien Motte1 0 0 0
Henry Ormond1 0 0 0
Dominique Reiniche2,5 192 4 195
Andrew Barron6 140 0 140
Carlos Ortega1 0 0 0
Casilda Aresti1 0 0 0
Graeme Pitkethly 116 0 116
Luis Gil1 0 0 0
Patrick Healy1 0 0 0
Sara Öhrvall 54 0 54
1) Agreed to waive any emoluments from the Group for their role as non-executive director or as a member of the relevant committee (if any).
2) Includes a one-off additional gross fee of EUR 50,000 for her extraordinary time commitment in connection with the IPO during 2025.
3) Reflects all payments received during the full year of 2025.
4) In addition, directors were reimbursed reasonable accommodation expenses in connection with carrying out their role as a director.
5) Expenses of approximately EUR 4k relating to professional fees (and associated taxes) in respect of Ms. Reiniche’s role as a director were payable by the Company on behalf of
Ms. Reiniche.
6) Andrew Barron received his annual gross board fees of EUR 140,000 in one single payment in February 2025. These fees were settled 50% in cash and 50% in shares (via an
investment of EUR 70,000 in shares of Aegis 2 S.à r.l.).
Statement of directors’ shareholding and share interests (audited)
The table below details the number of shares legally owned by the Directors as of 31 December 2025, alongside unvested awards
granted under the LTIP subject to vesting conditions. These figures also reflect the interests held by Directors indirectly in VSURE
shares through the previous Verisure holding entity, Aegis Lux 2 S.à.r.l. On 2 January 2026, there was a liquidation distribution and
conversion of interests in Aegis Lux 2 S.à.r.l. and accordingly since 2 January 2026, those Directors’ interests have been all held
directly in VSURE shares. For shareholding figures as at the date of the Annual Report, see the presentations of the Directors in the
Corporate Governance Report.
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Verisure plc | Annual Report 2025 67
===== SIDA 70 =====
Number of shares or units (#)
Already owned, not
subject to vesting
LTIP Subject to
continuous
employment
LTIP Subject to
continuous
employment and
performance
measures Total1
Effective
shareholding
as % of Total Base
Remuneration2
Executive Director
Austin Lally
CEO and Board
member 9,913,695 633,962 0 10,547,657 10,548 %
Non-Executive Directors
Stefan Goetz Board Member 0 0 0 0 n.a.
Adrien Motte Board Member 0 0 0 0 n.a.
Henry Ormond Board Member 0 0 0 0 n.a.
Dominique Reiniche3 Board Member 20,631 0 0 20,631 n.a.
Andrew Barron Board Member 150,339 0 0 150,339 n.a.
Carlos Ortega4 Board Member 24,869 0 0 24,869 n.a.
Casilda Aresti Board Member 0 0 0 0 n.a.
Graeme Pitkethly Board Member 75,471 0 0 75,471 n.a.
Luis Gil5 Board Member 56,120,659 0 0 56,120,659 n.a.
Patrick Healy Board Member 0 0 0 0 n.a.
Sara Öhrvall Board Member 13,000 0 0 13,000 n.a.
1) No share options have been granted or exercised during the 2025 financial year.
2) Based on a share price of €14.00 per share on 31 December 2025 and Base salary (including Board fees) of €1,400,000.
3) Includes indirect holdings through a special purpose vehicle.
4) Includes indirect holdings through Alba Investments S.à r.l..
5) Includes shares held by his connected persons.
Non-Executive Directors do not participate in the LTIP. Only the Executive Director (Austin Lally) holds RSUs under the LTIP.
During employment, the CEO is required to maintain a minimum shareholding equivalent to 200% of the CEO’s Total Base
Remuneration. After termination of employment, the CEO would be expected to retain the lower of the shares held at cessation of
employment and shares to the value of 200% of the CEO’s Total Base Remuneration for a period of two years post termination of
employment, with the Remuneration Committee retaining the discretion in exceptional circumstances to adjust the requirement.
For the 2025 financial year, the CEO has met these requirements.
Payments to past Directors/payments for loss of office (audited)
There were no payments to past directors for loss of office as a director of Verisure plc, during the period from 26 August 2025
when the directors commenced providing qualifying services to Verisure to 31 December 20251.
1) Luis Gil, who is currently a non-executive director of the Board, served as an employee of the Group until his employment terminated on 15 September 2025. Mr. Gil received a
severance payment of EUR 1,370,371 and a payment in lieu of notice of EUR 275,000, which was paid to Mr. Gil in September 2025.
Performance graph against the OMX30
Verisure’s shares (VSURE) began trading on Nasdaq Stockholm on 8 October 2025. The chart below shows the Total Shareholder
Return (TSR) performance of €100 invested in Verisure shares from 8 October 2025 (using the IPO Admission price of €13.25) to
31 December 2025 against the OMX Stockholm 30 (‘OMX30’)1. The OMX30 was chosen as the primary comparator index for Verisure,
given its listing on Nasdaq Stockholm.
Corporate Governance
Remuneration Report continued
68 Verisure plc | Annual Report 2025
===== SIDA 71 =====
Verisure PLC OMX 30
8 Oct 15 Oct 22 Oct 29 Oct 5 Nov 12 Nov 19 Nov 26 Nov 3 Dec 10 Dec 17 Dec 30 Dec
95.0
100.0
105.0
110.0
115.0
120.0
125.0
130.0
1) The chart above reflects the closing prices of the Verisure shares and OMX30 between Admission and 30 December 2025 (last trading day of Nasdaq Stockholm in 2025), except
that the Verisure share price on 8 October reflects the IPO Admission price of €13.25 instead of the closing price.
CEO Pay ratio for the period of qualifying services
In accordance with the UK Companies Act 2006 and relevant regulations, including the Large and Medium-sized Companies and
Groups (Accounts and Reports) Regulations 2008 as amended (the ‘Regulations’), we present the CEO pay ratio for the period in
which the CEO provided qualifying services (from 26 August 2025 until 31 December 2025). This comparison utilises the CEO’s salary,
fees, taxable benefits, pension related benefits and annual bonus, as disclosed in the relevant table, relative to the full-time
equivalent pay of our UK employees on the same comparable basis, ranked at the lower quartile (P25), median (P50), and upper
quartile (P75).
In calculating the CEO pay ratio, the Company has included also the version using a cost-of-living adjustment (COLA) to the CEO’s
remuneration, in addition to foreign exchange conversion, to reflect the fact that the CEO is based in Switzerland. The purpose of
this adjustment is to provide a meaningful and comparable indication of relative remuneration levels, by neutralising structural
differences in purchasing power and living costs between Switzerland and the UK. Without such normalisation, the ratio would
reflect geographic cost differentials rather than differences in reward positioning. The application of a COLA adjustment supports
a more accurate ‘like-for-like’ comparison between the CEO and the employee population and enhances the transparency and
interpretability of the ratio for shareholders and other stakeholders. The methodology applied has been used consistently and is
explained to enable an informed understanding of the figures disclosed and follow guidelines from external executive
compensation consultancy methodologies.
The Company has adopted Methodology Option A for calculating the CEO pay ratio, as per the Regulations. The Board considers
this the most rigorous and transparent approach available, as it utilises the actual remuneration data for all employees on a full-
time equivalent basis. For the purposes of this calculation, 31 December 2025 was determined as the reference date for identifying
the employees’ pay and benefits. By calculating a 'single figure' for every individual as of this date, this methodology aims to
provide a comprehensive and precise comparison with the CEO’s remuneration, avoiding the reliance on estimates permitted
under alternative methods. This choice reflects our commitment to reporting integrity and aligns with the prevailing best practice
expectations of our institutional shareholders.
The Remuneration Committee is comfortable that the pay ratio shown below is consistent with our pay, reward and progression
policies for the Company’s UK employees as a whole.
UK employees
(EUR thousand) CEO
CEO, adjusted by cost
of living3
25th percentile
(P25)
Median 50th percentile
(P50)
75th percentile
(P75)
Remuneration1,2 1,055 813 10.9 13.8 18.6
Ratio of remuneration1,2 of UK employees and CEO Methodology
25th percentile
(P25)
Median 50th percentile
(P50)
75th percentile
(P75)
CEO pay ratio1,2 Option A 96.6 76.4 56.6
CEO pay ratio, adjusted by cost of living1,2,3 Option A 74.4 58.8 43.6
1) Includes salaries, fees, taxable benefits, pension related benefits and annual bonus.
2) Exchange rate used: 1 CHF = 1,065 EUR, as per CEO contract for consistency purposes across calculations.
3) Adjusted by cost of living differences across geographies.
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Verisure plc | Annual Report 2025 69
===== SIDA 72 =====
CEO Pay ratio for the full year of 2025
UK employees
(EUR thousand) CEO
CEO, adjusted by cost
of living3
25th percentile
(P25)
Median 50th percentile
(P50)
75th percentile
(P75)
Remuneration1,2 2,984 2,298 31.4 39.7 53.6
Ratio of remuneration1,2 of UK employees and CEO Methodology
25th percentile
(P25)
Median 50th percentile
(P50)
75th percentile
(P75)
CEO pay ratio1,2 Option A 95.1 75.2 55.7
CEO pay ratio, adjusted by cost of living1,2,3 Option A 73.2 57.9 42.9
1) Includes salaries, fees, taxable benefits, pension related benefits and annual bonus.
2) Exchange rate used: 1 CHF = 1,065 EUR, as per CEO contract for consistency purposes across calculations.
3) Adjusted by cost of living differences across geographies.
Relative importance of spend on pay for the period of qualifying services
The table below sets out a comparison between the total remuneration paid to or receivable by all employees across Verisure in
relation to the total distributions to shareholders during the period of qualifying services (from 26 August 2025 until 31 December
2025). There were no distributions to shareholders by way of dividends or share buybacks in 2025.
EUR thousand
Period of qualifying
services
Remuneration paid to or receivable by all employees of the group1 272,700
Distribution to shareholders by way of dividends and share buybacks —
1) The amount included reflects all remuneration received by the CEO, CEO-1 Management and UK employees during the period of qualifying services. For all other employees, the
amount includes all remuneration received during the period of qualifying services, excluding variable remuneration paid, and instead including annual variable remuneration
receivable (prorated for the period of qualifying services), as the bonus amounts had not been paid by the approval date of the Annual Directors' Remuneration Report.
Relative importance of spend on pay for the full year of 2025
EUR thousand 2025
Remuneration paid to or receivable by all employees of the group1 783,744
Distribution to shareholders by way of dividends and share buybacks –
1) Amount included considering all remuneration received by CEO, CEO-1 Management and UK employees in 2025, and for the rest of the employees, all remuneration but
variable received and included annual variable receivable instead because by the approval date of DRR the bonus amount has not been paid yet.
Corporate Governance
Remuneration Report continued
70 Verisure plc | Annual Report 2025
===== SIDA 73 =====
Statement of implementation of remuneration policy in the following financial year
Executive Director Remuneration
Element Implementation and Context for FY2026
Base Salary
There will be no change to the base salary for the CEO of CHF 1,220,657 per annum (based on a CHF to EUR exchange rate of
1.065 and which is EUR 1,299,999.71 per annum), which is exclusive of the Board fees of EUR 100,000 payable to the CEO for his
role as Board member of the Company.
Pension &
Benefits
Pension arrangements are equal to 12% of the CEO's Total Base Remuneration up to CHF 136,080, and equal to 12.5% of his
Total Base Remuneration above CHF 136,080, subject to the pensionable remuneration being limited to the statutory
maximum pensionable remuneration under Swiss Law (as of the date of this Report CHF 907,200). These rates are in line with
the arrangements for other employees in Switzerland, consistent with the Swiss market for an executive of this level and
aligned with local statutory requirements. Benefits are provided in line with the approved Policy and include standard
executive provisions (e.g. company car, private health insurance, annual health check, life assurance, tax support, Swiss
benefits allowance amounting to CHF 6,000 per annum).
Annual Bonus
The maximum opportunity is 200% of base salary, with 100% payable for Target performance and 50% for Threshold.1
Performance Metrics & Weightings2:
• EBITDA Portfolio - Portfolio Capex - Other Capex (40%)
• Cost Per Acquisition (20%)
• Net Installations (15%)
• Earnings per Customer (10%)
• Cancellations, LTM Attrition % (15%)
The Company Performance component is measured by the metrics above and weighted at 75%. The Individual Performance
component is weighted at 25%.
Long-Term
Incentive: PSUs
A grant of Performance Share Units (PSUs) will be made in April 2026, with a face value at grant of 500% of base salary.
Vesting is subject to performance over a three-year period ending in April 2029.
Vesting Levels: 20% of the award vests at Threshold, rising to 60% for Target performance, and 100% at Maximum.
Performance Metrics & Weightings:
• Relative TSR against a set of peers (20%)
• ARR Growth Rate (20%)
• Employee Engagement (10%)
• Adjusted EBIT Margin (20%)
• Adjusted EPS (15%)
• Free Cash Flow Margin, before shareholder activities (15%)
1) Assuming Company Performance component at Threshold and Individual Performance Component at Target.
2) The Remuneration Committee considers that the specific financial performance targets are commercially sensitive and they are therefore not disclosed at this time. There will
be a full retrospective disclosure of the specific targets in next year’s Annual Report with performance against them.
The Remuneration Committee has selected a balanced combination of short-term and long-term metrics to drive both operational
efficiency as well as sustained value creation. For the Annual Bonus, the metrics are designed to drive Verisure’s annual budgetary
priorities and day-to-day execution, including EBITDA Portfolio (net of portfolio and other capex) as well as specific operational
KPIs such as Cost Per Acquisition, Earnings Per Customer, and Net Installations. In contrast, the PSUs focus on the core drivers of
long-term enterprise value over a three-year period. EBIT has been chosen as an important PSU metric, given its importance to
shareholders in assessing Verisure’s underlying profitability. The inclusion of Free Cash Flow Margin reinforces our commitment to
sustainable cash flow generation, while ARR Growth supports continued focus on high-quality, recurring revenue streams. EPS and
Relative TSR further align executive rewards with actual returns delivered to our shareholders relative to our peer group. Finally,
Employee Engagement has been included as a performance metric as we recognise that our talented and engaged workforce is
one of our most important assets.
The combined performance framework for 2026 provides a robust set of drivers that align executive rewards with Verisure’s
strategic path: sustainable growth, customer retention, profitability and cash flow generation. This structure aims to ensure that
the CEO is rewarded for delivering both near-term financial health and long-term value creation, which remains the primary focus
of our shareholders.
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Non-Executive Director Remuneration
There will be no change to the Non-Executive Director Fees set at Admission, as set out above.
Directors’ service contracts
Name Date of appointment
Date of
current contract
Notice from
the Group
Notice from
the individual
Executive Director
Austin Lally CEO and Board member 26/08/25 08/10/25 12 months 12 months
Non-Executive Directors
Stefan Goetz Board Member 09/05/25 08/10/25 n.a. n.a.
Adrien Motte Board Member 09/05/25 08/10/25 n.a. n.a.
Henry Ormond Board Member 26/08/25 08/10/25 n.a. n.a.
Dominique Reiniche Board Member 26/08/25 08/10/25 2 months 2 months
Andrew Barron Board Member 26/08/25 08/10/25 2 months 2 months
Carlos Ortega Board Member 26/08/25 08/10/25 n.a. n.a.
Casilda Aresti Board Member 26/08/25 08/10/25 n.a. n.a.
Graeme Pitkethly Board Member 26/08/25 08/10/25 2 months 2 months
Luis Gil Board Member 26/08/25 08/10/25 n.a. n.a.
Patrick Healy Board Member 26/08/25 08/10/251 n.a. n.a.
Sara Öhrvall Board Member 26/08/25 08/10/25 2 months 2 months
1) Patrick Healy ceased to provide services to the Group on 3 February 2026.
Remuneration Policy
This is the Remuneration Policy which has been developed in accordance with the UK Companies Act 2006 and relevant
regulations, including the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 as amended
(the ‘Regulations’). References herein to the Company or Verisure are to Verisure plc.
The Remuneration Policy is designed to support the development and delivery of Verisure’s business strategy and to promote the
Company’s long-term success, including a focus on sustainability. It enables competitive, market-aligned remuneration that
reflects roles and responsibilities and also supports the attraction and retention of the high-calibre leaders who are key to the
Company’s performance. In line with Verisure’s pay-for-performance approach, a significant proportion of executive remuneration
is objectively performance-based, supporting strong alignment with both business outcomes and shareholder value.
The Remuneration Policy has been approved by the Board and the Remuneration Committee on 26 March 2026 and will be subject
to a binding shareholder vote at the 2026 AGM. It will become effective from the date on which it is approved by shareholders and
is expected to remain in force for a period of three financial years. The structure and guiding principles of the Remuneration Policy
align with the disclosures outlined in the Company’s IPO prospectus. In developing the Remuneration Policy, the Remuneration
Committee took the following steps:
• Considering the remuneration arrangements for executive directors with a particular focus on alignment with business strategy
and priorities.
• Seeking advice from independent remuneration advisers on general best practices, relevant regulations and proxy adviser and
investor views.
• Considering wider workforce remuneration.
• Consulting with the Chair of the Board, Chief Executive Officer (‘CEO’), Chief Human Resources Officer (‘CHRO’) and other key
stakeholders on the proposed Remuneration Policy.
In its deliberations on the Remuneration Policy, the Remuneration Committee sought to minimise potential conflicts of interest by
excluding directors or employees from discussions or decisions relating to their own remuneration and by seeking independent
advice. Key stakeholders were kept well informed, supporting alignment between executive and wider employee remuneration
structures.
Corporate Governance
Remuneration Report continued
72 Verisure plc | Annual Report 2025
===== SIDA 75 =====
Future Policy table for the CEO as Executive Director
Total Base Remuneration
Purpose/link to
strategy
Provides a fixed remuneration element designed to attract, retain and engage executive talent, while supporting
competitiveness with market benchmarks.
Operation Paid monthly in cash. Review of the base salary and board fee (together the ‘Total Base Remuneration’) is conducted annually,
considering a range of factors, including (but not limited to):
• the CEO’s role, responsibilities, experience and skills;
• the remuneration policies, practices and philosophy of Verisure;
• the pay conditions across Verisure;
• business performance of Verisure;
• market data for similar roles in comparable companies;
• the economic environment; and
• the CEO’s appointment to the board of the Company.
Maximum
opportunity
Total Base Remuneration is not subject to a fixed maximum limit. Any potential future increases would typically be aligned with
broader group-wide salary adjustments in the relevant location. Higher increases may be made to take account of individual
and business circumstances, which may for example include an increase in size or scope or complexity of the role or
responsibility, or to reflect the individual’s development and performance in the role or to align compensation with prevailing
market standards.
Performance
assessment
None.
Benefits
Purpose/link to
strategy
Designed to offer market competitive benefits in order to attract, retain and engage executive talent.
Operation The CEO is eligible to receive benefits comparable with market practice. The current benefits available to the CEO are:
• transportation benefits (including the choice between company car, rail pass or car allowance);
• annual health check;
• private health insurance for CEO and his family;
• life insurance;
• tax support; and
• a Swiss benefits allowance amounting to CHF 6,000 per annum.
The Remuneration Committee may provide additional benefits that the Remuneration Committee considers appropriate based
on the CEO’s circumstances, such as participation in an all-employee share plan, additional holidays, relocation expenses,
support to cover specific costs associated with the performance of duties, contribution towards reasonable fees for
professional services such as legal, tax for all relevant jurisdictions (including the UK and Switzerland) and financial advice,
and tax payable through reimbursement of business-related expenses. All such benefits will be non-pensionable.
Maximum
opportunity
Set at a level which the Remuneration Committee considers to be appropriately positioned taking into account typical market
levels for comparable roles, individual circumstances and the overall cost to the business.
The maximum monetary value for benefits is determined by the cost of providing the benefits described above. Participation
in any all-employee share plan will be in line with the terms of the plan and the opportunities offered to other qualifying
employees.
Performance
assessment
None.
Pension
Purpose/link to
strategy
To provide market competitive post-retirement benefits and/or cash allowance as part of the overall remuneration package,
aiming to support the recruitment and retention of executive talent.
Operation The CEO will receive pension contributions which correspond to a percentage of his Total Base Remuneration. These
contributions are directly allocated into the available Company pension plans.
Maximum
opportunity
The maximum pension contributions will be capped at a level in line with that applicable to the wider workforce (in percentage
of salary terms). The Remuneration Committee has discretion to determine the methodology and basis used for comparing the
CEO’s pension contributions to the wider workforce.
For 2025, this rate is capped at 12.5% of maximum insurable salary defined by law (excluding mandatory risk part contributions
and administration fees).
Performance
assessment
None.
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Annual bonus
Purpose/link to
strategy
To align the CEO’s individual incentives with the delivery of key short-term individual and group performance objectives that
support the execution of Verisure’s broader strategy.
Operation The annual bonus is based on financial and business targets set at the beginning of the year. Pay-outs will be determined by
the Remuneration Committee at the end of the year based on performance against targets, following a review of the Company’s
audited annual results. The bonus, if awarded, will be delivered fully in cash after the end of the year.
75% will be linked to company performance and 25% will be linked to individual performance.
Malus and clawback provisions apply as detailed in the notes to this table.
Maximum
opportunity
The maximum annual bonus for the CEO is 200% of Total Base Remuneration.
A bonus equal to 100% of Total Base Remuneration (i.e. 50% of the maximum opportunity) is payable for on-target performance.
A bonus equal to 50% of Total Base Remuneration (i.e. 25% of the maximum opportunity) is payable for threshold
performance1. No bonus linked to company performance is payable if performance is below threshold.
Performance
assessment
The majority of the annual bonus opportunity will be based on financial objectives. The bonus may also be based on
performance against strategic and/or corporate and/or individual objectives as appropriate.
Performance measures will be set by the Remuneration Committee for each financial year based on objectives closely linked to
strategic priorities of the business. Performance measures and assessment will usually be in respect of one full financial year
although the Remuneration Committee retains discretion, if it deems appropriate, to assess performance over an alternative
period.
The Remuneration Committee retains discretion to adjust the formulaic outcomes where the Remuneration Committee
believes that such outcome is not a fair and accurate reflection of business performance and stakeholder experience.
1) Assuming Company Performance component at Threshold and Individual Performance Component at Target.
Purpose/link to
strategy
To align the CEO’s rewards with the successful delivery of Verisure’s long-term strategy and value creation for shareholders.
Also designed to support retention of key leadership talent.
Operation The CEO may be granted annual LTIP awards (which could take the form of performance share units, restricted stock units,
options, share appreciation rights or other similar cash settled rights), under the Verisure plc Global Long Term Incentive Plan.
Awards will typically vest three years after the grant date subject to the achievement of performance conditions measured over a
three-year performance period, and to continued employment at the time of vesting.
The CEO will receive dividend equivalent payments equal to the amount of dividends that would have been paid on the
underlying vested shares.
Malus and clawback provisions apply as detailed in the notes to this table.
The Remuneration Committee will set in advance each year the exchange rate that will be applied when converting Total Base
Remuneration into Euros for the purposes of calculating the number of shares under award.
Maximum
opportunity
The maximum annual award for the CEO will be set at a number of shares with a market value at the time of grant equal to
500% of Total Base Remuneration.
For on-target performance, 60% of the total award will vest.
For threshold performance, 20% of the total award will vest. Awards will not vest if performance is below threshold. Vesting
between threshold and maximum will be determined on a straight-line basis, seeking to ensure a fair and proportional
recognition of performance.
In relation to any non-financial performance conditions, it may not always be practicable to set targets using a graduated
scale, so the relevant part of the award may vest in full if the relevant criteria are satisfied in full.
Performance
assessment
LTIP awards are subject to performance conditions selected by the Remuneration Committee ahead of each grant cycle.
The performance framework will combine financial, non-financial and shareholder-focused performance measures.
Potential financial performance conditions include:
• Relative TSR against a set of peers
• ARR Growth Rate
• Employee Engagement
• Adjusted EBIT Margin
• Adjusted EPS
• Free Cash Flow Margin before shareholder activities
The Remuneration Committee shall set the weighting of applicable performance conditions and threshold, target and
maximum performance levels for each such condition at the time of grant. The Remuneration Committee has discretion to
determine appropriate performance conditions based on the strategic priorities for the Company at that time. Performance will
usually be measured over a performance period of three years (or annually, as appropriate).
The Remuneration Committee has discretion to adjust any formulaic outcomes upwards where the Remuneration Committee
believes that such outcome is not a fair and accurate reflection of business performance or stakeholder experience.
Long Term Incentive Plan (‘LTIP’)
Corporate Governance
Remuneration Report continued
74 Verisure plc | Annual Report 2025
===== SIDA 77 =====
IPO Transition Awards
Purpose/link to
strategy
To support CEO retention and alignment with shareholder value during the initial transition period of the Company to a
listed company.
Operation Two IPO transition awards in the form of restricted stock units granted shortly following admission of the Company’s shares to
trading (‘Admission’). The first award will vest on 30 October 2026 (the ‘First IPO Transition Award’) and the second award will
vest on 30 October 2027 (the ‘Second IPO Transition Award’).
A separate IPO transition award in the form of restricted stock units to be granted subject to (i) contribution of shares by
certain pre-IPO shareholders to the EBT, (ii) shareholder approval at the Company’s 2026 Annual General Meeting and (iii) the
CEO’s continued employment (and not being under notice of termination) through the date of grant (the ‘Additional Transition
Award’). The award will vest in two equal 50% tranches on each of 30 October 2026 and 30 October 2027 respectively.
The First IPO Transition Award, the Second IPO Transition Award and the Additional Transition Award will vest in each case
subject to continued employment (and the ‘good leaver’ provisions set forth in the LTIP rules will apply). The awards will be
subject to the rules of the LTIP and will be settled in shares. The CEO will receive dividend equivalent payments equal to the
amount of dividends that would have been paid on the underlying vested shares.
Malus and clawback provisions apply as detailed in the notes to this table.
Maximum
opportunity
The First IPO Transition Award and the Second IPO Transition Award will each be in respect of a number of shares with a market
value (based on the IPO offering price of the Company) of 300% of Total Base Remuneration.
The Additional Transition Award will be in respect of 114,720 shares.
Performance
assessment
None.
Employee Share Purchase Plan (‘ESPP’)1
Purpose/link to
strategy
To provide Verisure with the ability to grant long-term incentive awards to eligible employees (including the CEO) to align their
interests with Verisure’s shareholders.
Operation The CEO may participate in the Verisure plc Global Employee Share Purchase Plan (‘ESPP’) on the same basis and subject to the
same limits (including pursuant to any relevant tax legislation, as applicable) as other eligible employees.
Under the ESPP, the CEO may be invited to acquire shares at a discount to market value (including via a savings contract), and/
or be offered free matching shares for any qualifying shares acquired at market value.
Maximum
opportunity
Awards granted under the ESPP are subject to individual participation limits (including pursuant to any relevant tax legislation,
as applicable) and other express terms and conditions set by the Remuneration Committee at the time of grant.
Performance
assessment
None.
1) The Verisure plc Global Employee Share Purchase Plan was adopted on Admission, but as at the date of this Remuneration Policy being submitted for approval, it has not
been operated, and no awards have been made thereunder.
Notes to Future Policy Table
Choice of performance measures
The Remuneration Committee annually selects a set of financial and strategic metrics aligned with the Company’s strategy and
long-term goals (where appropriate, following consultation with the Company’s senior management team). These measures are
used to assess outcomes under the annual bonus and the Verisure plc Global Long Term Incentive Plan, with each component
based on metrics appropriate to its purpose and time horizon.
This structured approach fosters transparency and reinforces a strong link between executive performance and shareholder value,
with compensation closely aligned to the results.
Malus and Clawback
The Remuneration Committee may, acting reasonably and in good faith, apply malus and clawback provisions at its discretion, in
respect of both the annual bonus awards and LTIP awards within two years of LTIP awards vesting or annual bonus payment (as
applicable), or longer where required by law or regulation.
These provisions may be triggered if the Remuneration Committee determines that any of the following exceptional circumstances
have occurred:
• gross negligence or misconduct.
• serious breach or non-observance of Verisure’s codes of conduct, policies or procedures, including breach of restrictive
covenants.
• corporate failure.
• material failure of risk management
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Verisure plc | Annual Report 2025 75
===== SIDA 78 =====
• material misstatement of the Company’s accounts.
• an error in the calculation of the grant or vesting of awards due to an error in available financial information or misleading data.
Clawback may be enforced through various means, including the transfer of shares, repayment of cash, or the reduction of
outstanding or future incentive awards.
Consideration of employment conditions elsewhere in Verisure
In developing and implementing this Remuneration Policy for the CEO’s remuneration, the Remuneration Committee has
considered and will continue to consider the structure of pay and employment conditions across Verisure, including base salary,
board fees, variable compensation and benefits, along with broader trends in pay progression over time. Key remuneration
elements such as base salary, board fees, pension, and annual bonus are shaped by Company-wide pay practices and informed by
market benchmarks. Pension and benefit provisions reflect Company-wide practices and/or local market norms, while bonus
schemes are widely implemented across the organisation to support alignment with strategic objectives. Verisure has a strong
culture of employee share ownership in line with which both senior and broader management hold Verisure shares and are
expected to participate in the Verisure Global Long Term Incentive Plan.
The overall aim is to ensure that executive pay remains fair, proportionate and aligned with the internal pay framework, fostering
coherence and integrity in remuneration throughout the organisation. In line with this, senior executives below director level and
managers across the group also participate in long term incentive arrangements on terms consistent with their level of
responsibility.
Illustration of application of Remuneration Policy to CEO
The chart below provides a breakdown of the different remuneration elements for the CEO under four different performance scenarios:
CHIEF EXECUTIVE OFFICER
EUR thousands
1,654
7,254
11,454
14,954
1,654
1,654
1,654
1,654
1,400
2,800
2,800
4,200
7,000
7,000 3,500
Minimum
Target
Maximum
Maximum with 50% share price appreciation
n Fixed remuneration n Annual Bonus n LTIP n Share appreciation
Remuneration scenarios Payment description
Minimum performance Includes all the elements of fixed remuneration including Total Base Remuneration and the estimated value
of benefits and pension for 2026.
Target performance Includes fixed remuneration set out above, plus an annual bonus of 50% of the maximum award (100% of
Total Base Remuneration) and 60% of the maximum LTIP awards vesting (300% of Total Base Remuneration).
Maximum performance Includes fixed remuneration set out above plus full payout of the annual bonus (200% of Total Base
Remuneration) and of the LTIP awards (500% of Total Base Remuneration).
Maximum performance – 50%
share price appreciation
Includes all the elements of the maximum performance scenario, but assuming a 50% share price
appreciation on the LTIP award from the date of grant to vesting.
Recruitment policy
Principles
When determining the components of a remuneration package for a new executive director (including internal promotions), the
Remuneration Committee will apply the principles set out below. The package will be competitive to attract and retain the most
suitable candidate for the role.
Corporate Governance
Remuneration Report continued
76 Verisure plc | Annual Report 2025
100.0%
22.8% 19.3% 57.9%
14.4% 24.4% 61.1%
11.1% 18.7% 46.8% 23.4%
===== SIDA 79 =====
To attract and retain individuals with the skills and experience required for key leadership roles, the Company offers competitive
recruitment remuneration packages that reflect prevailing market practices. These arrangements are intended to recognise the
experience, expertise and strategic value the individual brings to the position, as well as the individual’s location.
When determining remuneration packages for a new executive director, the elements of remuneration, including base salary,
board fees, pension and benefits, will be in line with the principles set out in this Remuneration Policy.
A pro-rated variable bonus may be offered to new hires based on the time they have been employed during the financial year.
During the first 12 months following appointment, the Remuneration Committee may apply a distinct set of performance metrics
for variable bonus, which will be capped at 200% of Total Base Remuneration in line with the principles set out in this
Remuneration Policy.
If an individual is required to forfeit unvested incentive awards from a previous employer, the Remuneration Committee may offer
a buy-out arrangement to compensate for the loss. Such awards will be structured to closely reflect, on a like-for-like basis, the
value, form, and vesting schedule of the arrangements being replaced, and will not be more favourable than those arrangements.
The Remuneration Committee will assess the forfeited awards by considering:
• the form of the awards (e.g. cash or shares);
• the performance metrics they are subject to and the likelihood of the conditions being met; and
• the timing of vesting.
In exceptional circumstances, the Remuneration Committee may grant a buyout award under a structure not included in the
Remuneration Policy, but that is consistent with the principles set out above. The Remuneration Committee may also cover
relocation and associated costs and provide additional support if the recruitment requires relocation of the individual.
When appointing a new Chair of the Board or a Non-Executive Director, remuneration will generally be determined in line with the
guidelines outlined in this Remuneration Policy.
In the event of an internal promotion to the Board, this Remuneration Policy will apply from the date of appointment without
retrospective effect. Any existing incentive arrangements or benefits may continue to operate in line with their original terms, at
the discretion of the Remuneration Committee.
In the event of an interim appointment being made to fill an executive director role on a short-term basis or if exceptional
circumstances require that the Chair or a Non-Executive Director takes on an executive function on a short-term basis, the
Remuneration Committee retains discretion to make appropriate remuneration decisions outside the Remuneration Policy to meet
the individual circumstances of recruitment or appointment.
Service contract
Verisure’s CEO is employed under a permanent contract with Verisure Sàrl (the ‘Relevant Employer’) which may be terminated by
either party with up to 12 months’ notice.
A copy of the CEO’s service contract is available for inspection by shareholders at the Company’s registered office: 111 Buckingham
Palace Rd, London SW1W 0SR.
Payment for loss of office and treatment of remuneration upon termination
Termination of the CEO’s service agreement would require 12 months’ notice by either party. In the event of the CEO’s departure,
Verisure's policy aims to ensure that any payments made are appropriate, proportionate and consistent with contractual
obligations. Termination arrangements are limited to pre-agreed entitlements under the CEO’s service contract, unless legal
obligations or exceptional circumstances require otherwise.
The CEO’s employment may be terminated without prior notice and with immediate effect for cause, pursuant to Swiss
employment regulations. After notice of termination of employment has been given by either party, the Relevant Employer has the
discretion for all or part of the notice period to release the CEO from some or all of his duties. Accrued but untaken holiday may
also be paid. In addition, payment in respect of his post-termination restrictive covenants, in line with local law practices and his
service agreement, may also be paid.
The treatment of each element of pay on termination will vary depending on the circumstances of departure. The Remuneration
Committee will determine whether the departing executive director – in this case, the CEO – qualifies as a ‘good leaver’, being
death, permanent disability, redundancy, retirement (in accordance with the Company’s policies or with the agreement of the
Remuneration Committee), transfer of their employer out of the Group or other circumstances at the discretion of the
Remuneration Committee. The Company may pay a contribution towards the CEO’s legal fees for entering into a settlement
agreement, pay a contribution towards fees for outplacement services as part of a negotiated settlement, make a payment to
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===== SIDA 80 =====
compromise or settle claims the CEO may have, or as compensation for the enforcement of post-termination non-compete
restrictions in line with local law practices. Payment may also be made in respect of accrued benefits, including untaken holiday.
The table below outlines how each element of the CEO’s remuneration is treated in the event of termination of employment:
Element Treatment on termination
Total Base
Remuneration,
pension and
benefits
The CEO is entitled to continue receiving base salary, board fees, pension contributions (or cash in lieu) and contractual
benefits for the duration of his notice period. This may be provided through continued employment or by releasing the CEO
from some or all of his duties at the Company’s discretion. In addition, payment in respect of his post-termination restrictive
covenants in line with local law practices and his service agreement may also be paid.
Annual Bonus The Remuneration Committee retains discretion to award a pro-rated annual bonus for the year of departure in ‘good leaver’
situations.
Good leavers will be eligible to receive the annual bonus, which will normally be determined based on performance against
measures over the full financial year or until the date of cessation, and paid at the usual time, unless the Remuneration
Committee determines otherwise. Whether the CEO qualifies as a ‘good leaver’ is determined on the same basis under the LTIP,
as described below.
LTIP Awards Unless the Remuneration Committee determines otherwise, unvested awards under the Verisure Global LTIP will lapse upon
the CEO ceasing to provide active services to the Group. However, if the CEO qualifies as a ‘good leaver’ (being death,
retirement (in accordance with the Company’s policies or with the agreement of the Remuneration Committee), permanent
disability, redundancy, transfer of their employer out of the Group or other circumstances at the discretion of the
Remuneration Committee) LTIP awards will ordinarily vest at the originally scheduled vesting date, subject to:
• the achievement of performance conditions measured over the full performance period;
• the application of malus or clawback provisions; and
• pro-rating on a daily basis for time served between the dates of grant and the termination date (unless the Remuneration
Committee determine an earlier date).
The Remuneration Committee also retains discretion to allow early vesting upon cessation in ‘good leaver’ cases, taking into
account the time elapsed since grant, actual performance to the date of cessation, and other relevant factors.
Corporate Event In the event of a takeover, scheme of arrangement or winding-up, or demerger (or similar transaction materially affecting share
price) of Verisure, unvested LTIP awards may vest early at the discretion of the Remuneration Committee. Vesting will reflect
the extent to which performance conditions have been met as at completion of the relevant event and will normally be time
pro-rated to reflect the shortened vesting period unless the Remuneration Committee decides otherwise.
If control of Verisure transfers to an acquiring entity but remains effectively with the same shareholders, the Remuneration
Committee may, with consent of the acquirer, allow awards to be exchanged for equivalent new awards in the acquiring
company instead of vesting.
If a corporate event results in the termination of employment, Total Base Remuneration and contractual benefits will generally
be paid up to the date of completion. The Remuneration Committee may also, where appropriate, award a pro-rated annual
bonus based on performance achieved up to that point.
Use of discretion
The Remuneration Committee is responsible for overseeing the effective operation of the Remuneration Policy and may exercise
discretion in doing so. This enables the Remuneration Committee to respond appropriately to specific circumstances while
preserving the integrity and effectiveness of the overall remuneration framework. Discretions may include:
• determining the timing of grants of awards and/or payments;
• determining the quantum of an award and/or payment;
• making appropriate adjustments required in certain circumstances (for example, rights issues, corporate restructuring events,
variation of capital, and special dividends);
• what the weighting, measures and targets should apply to awards;
• assessing performance outcomes and determining final vesting or payout levels (in accordance with the terms of awards);
• determining the impact of corporate events, such as a change of control, on unvested awards;
• deciding the treatment of awards in the event of a participant leaving the Company, including leaver classification;
• adjusting performance measures or outcomes where external factors have rendered original targets inappropriate, provided that
the level of challenge is not materially reduced;
• making appropriate adjustments to reflect structural events such as capital reorganisations, rights issues, variation of capital or
special dividends; and
• implementing minor administrative or technical changes to the arrangements described in this Remuneration Policy without
shareholder approval seeking to ensure compliance with legal, tax or regulatory requirements.
Corporate Governance
Remuneration Report continued
78 Verisure plc | Annual Report 2025
===== SIDA 81 =====
All discretions will be exercised in good faith, with sound judgement and in a manner that maintains alignment with shareholder
interests.
Remuneration for Chair and Non-Executive Directors
The table below provides a summary of the key elements of remuneration for the Chair of the Board and the Non-Executive
Directors:
Chair and Non-Executive Directors (NEDs) fees
Purpose/link to
strategy
To attract and retain individuals with the appropriate skills, experience and independence to provide effective oversight and
contribute to the long-term success of the Company.
Operation Fees for the Chairman and NEDs are determined by the Board. All fees are reviewed periodically so that they remain competitive,
reflect the time commitment and responsibilities involved, and align with the scale and complexity of the business.
NEDs receive a basic annual fee, with additional fees payable for roles such as member or chair of a board committee or Senior
Independent Director (or to reflect other additional responsibilities and/or additional/unforeseen time commitments). Fees
are paid in cash. In addition, NEDs may receive an allowance towards personal tax and/or accounting costs.
The Company may reimburse travel and other reasonable out of pocket expenses incurred in the performance of Board duties.
Maximum
opportunity
Fees are set at an appropriate level that is market competitive and reflective of the responsibilities and time commitment
associated with specific roles. No absolute maximum has been set for individual NED fees.
Performance
assessment
None.
Letters of appointment
The Chair and Non-Executive Directors at Verisure serve under letters of appointment, which define the terms of their engagement
with the Company. These appointments are for fixed, renewable terms and are subject to annual re-election by shareholders at
the Company’s General Meeting.
Either party - the Chair or Non-Executive Director, or the Company - may terminate the appointment on two months’ written notice
(save for the shareholder-appointed Non-Executive Directors whose appointment may be terminated immediately). The letters of
appointment do not include any entitlement to compensation upon termination, beyond fees and expenses accrued up to the
date of departure.
Copies of the letters of appointment for Non-Executive Directors are available for inspection by shareholders at the Company’s
registered office: 111 Buckingham Palace Rd, London SW1W 0SR.
Shareholding Requirements
The CEO is required to maintain a shareholding equivalent to 200% of his Total Base Remuneration throughout his employment.
The CEO will be expected to retain the lower of the number of shares held at cessation of employment and the number of shares
with a value equivalent to 200% of the CEO’s Total Base Remuneration for a period of two years post-termination of employment.
The Remuneration Committee retains discretion to adjust the shareholding requirements in exceptional circumstances.
Legacy arrangements
The Remuneration Committee reserves the right to make remuneration payments and payments for loss of office on arrangements
that differ from those set out in this Remuneration Policy, where the terms for such payments:
• were agreed before this Remuneration Policy came into effect;
• were agreed at a time when the individual was not a director of the Company (or another person to whom this Policy applies),
and where, in the opinion of the Remuneration Committee, the agreement was not made in anticipation of such appointment;
and/or
• were published in the Company’s IPO prospectus.
For these purposes, ‘payments’ cover the fulfilment of variable remuneration awards, including cash and share awards, and the
terms of the payment are considered ‘agreed’ at the time the award was granted. The Remuneration Committee may also exercise
any discretion available under those original terms.
Deviations and minor amendments
Where legally required, payments outside this Remuneration Policy can be approved in accordance with local country obligations.
The Remuneration Policy also extends to any person considered a director under applicable governance standards.
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Verisure plc | Annual Report 2025 79
===== SIDA 82 =====
The Remuneration Committee may make minor amendments to the arrangements for directors described in this Remuneration
Policy without shareholder approval for regulatory, exchange control, tax or administrative purposes or to take account of a
change in legislation.
Role of the Remuneration Committee and stakeholder consultation
The Board has established the Remuneration Committee responsible for preparing and overseeing the implementation of this
Remuneration Policy. Its core duties include evaluating the structure and competitiveness of executive pay, monitoring the
implementation of incentive plans and proposing updates to the Remuneration Policy at least every three years.
As part of the development of the Remuneration Policy, the Remuneration Committee consulted with key shareholders and proxy
advisors to gather feedback on the proposed approach. Insights from this consultation have been taken into account in shaping
the final version of the Remuneration Policy submitted for approval.
Following the adoption of the Remuneration Policy, the Remuneration Committee will continue to review the Remuneration Policy,
considering shareholder expectations, voting outcomes, and evolving market practice. It remains committed to open engagement
and will consult on any material changes to the Remuneration Policy or its implementation.
The Remuneration Policy was not subject to formal employee consultation, but the Company’s strategic remuneration direction
has been communicated internally.
Corporate Governance
Remuneration Report continued
80 Verisure plc | Annual Report 2025
===== SIDA 83 =====
This report has been prepared in accordance with the UK
Companies Act 2006 and the Large- and Medium-sized
Companies and Groups (Accounts and Reports) Regulations
2008, as amended. Relevant information below, which is
contained elsewhere in the Annual Report, is incorporated by
cross reference herein.
Financial Statements
The Group Financial Statements have been prepared in
accordance with UK-adopted international accounting
standards and the Company Financial Statements
in accordance with UK Generally Accepted Accounting Practice
(UK Accounting Standards, comprising FRS 102 ‘The Financial
Reporting Standard applicable in the UK and Republic of
Ireland’, and applicable law).
Business review and Section 172(1) statement
A fair review of the Group’s business, a description of the
principal risks facing the Group, and the Section 172(1)
statement setting out how the directors have had regard to the
matters set out in section 172(1) of the UK Companies Act 2006
are included in the Strategic Report.
Stakeholder engagement
Presentation of our stakeholders and how stakeholder
perspectives are considered are described in section 172(1)
Statement on page 40. Stakeholder engagement and priorities
are further described in SBM-2 on page 166.
Financial instruments
Accounting policies and disclosures related to financial
instruments are presented in note 1 and note 22 of the
consolidated financial statements.
Results and dividend
The Company realised a loss for the financial year 2025,
after taxation, amounting to €255.9m. The Directors do not
propose a dividend in respect of the financial year ended 31
December 2025. The Directors are expecting to resolve upon a
2026 interim dividend to be paid in the second half of 2026 in
line with the dividend policy, based on Adjusted net profit of
the Group and Verisure plc’s equity reserves. This dividend will
be subject to Board approval in accordance with the UK
Companies Act 2006. Any proposed payment of dividends
further assumes that there are sufficient distributable reserves
available at the relevant time.
Going concern
For going concern, please see the CFO’s review on page 29
and
on page 96 in note 1 of the consolidated financial statements.
Directors
The Directors who served on the Board from 9 May 2025 were:
Stefan Goetz and Adrien Motte, and between 26 August 2025
and 31 December 2025: Stefan Goetz, Casilda Aresti, Andrew
Barron, Luis Gil, Patrick Healy, Austin Lally, Adrien Motte,
Henry Ormond, Carlos Ortega, Graeme Pitkethly, Dominique
Reiniche, and Sara Öhrvall. Biographical details of the current
directors are set out in the Corporate Governance Report on
pages 54
to 57 of this Annual Report. Further detailed
information of the Board, such as year of appointment,
nationality, gender, etc. are presented in GOV-1 & GOV-2:
Leadership Oversight and Governance of Sustainability on page
160
. For information of social disclosures S1 Own workforce see
from page 199. For further information related to our actions,
ambitions and representation of Diversity, Equity, Inclusion &
Belonging (DEIB), please see S1-4, S1-5 and S1-6 from page 206
.
Verisure maintains Directors’ and Officers’ insurance in respect
of any liabilities arising from the performance of a Directors’
duties. During the period, the Directors also had the benefit of a
qualifying third-party indemnity, under which the Company will
indemnify them, to the extent permitted by law and the Articles,
against any liabilities incurred in the execution of their duties.
Corporate governance
As a company incorporated in the United Kingdom and listed
on Nasdaq Stockholm, Verisure is required to apply either the
Swedish Corporate Governance Code or the UK Corporate
Governance Code. To align with the corporate governance
standards generally observed on Nasdaq Stockholm, Verisure
has chosen to apply the Swedish Corporate Governance Code.
During 2025, Verisure has complied with the Swedish Corporate
Governance Code as of the day of admission to trading on
Nasdaq Stockholm on 8 October 2025, with the deviations, and
explanations therefore, reported in the Corporate Governance
Report on page 47 of this Annual Report.
Political donations and expenditure
The Group did not make any political donations or incur any
political expenditure during the year 2025.
Share buybacks
A resolution was passed at the general meeting held on
7 October 2025 authorising the Company to purchase its own
shares. The Company did not purchase any of its own shares
in 2025. On 31 December 2025, the Company did not hold any
shares in treasury.
Greenhouse gas emissions, energy consumption, and
energy efficiency actions
Information on greenhouse gas emissions, energy consumption,
and energy efficiency actions is addressed in section E1 Climate
Change of our Sustainability Statement, which relates to the
same reporting period as this Directors’ Report, is incorporated
by reference and forms part of this Directors’ Report.
Events after the reporting period
On 3 February 2026, Cecilia Beck-Friis was appointed as Board
member of Verisure plc. On 3 February 2026, the Company also
announced its intention to appoint Sam Kini as a new Board
member subject to election at the Annual General Meeting on
23 April 2026, to take effect on 1 May 2026. As part of the
transition plan, Patrick Healy, CEO of Hellman & Friedman, has
stepped down from his position of Director, effective 3 February
2026. Our largest shareholder remains represented on the
Board, retaining three Board positions, including Board Chair.
See more about information in note 29 on page 134.
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Directors’ Report
Verisure plc | Annual Report 2025 81
===== SIDA 84 =====
The Directors are responsible for preparing the Annual Report
and the Financial Statements for 2025 in accordance with
applicable law and regulation.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the Directors
have prepared the Group financial statements in accordance
with UK-adopted international accounting standards and the
Company financial statements in accordance with United
Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards, comprising FRS 102 ‘The
Financial Reporting Standard applicable in the UK and Republic
of Ireland’, and applicable law). The Group has also prepared
Financial Statements in accordance with international financial
reporting standards adopted pursuant to Regulation (EC) No
1606/2002 as it applies in the European Union.
Under company law, Directors must not approve the Financial
Statements unless they are satisfied that they give a true and
fair view of the state of affairs of the Group and Company and
of the profit or loss of the Group for that period. In preparing
the Financial Statements, the Directors are required to:
• Select suitable accounting policies and then apply them
consistently;
• State whether applicable UK-adopted international
accounting standards, and international financial reporting
standards adopted pursuant to Regulation (EC) No 1606/2002
as it applies in the European Union have been followed for
the Group’s Financial Statements and United Kingdom
Accounting Standards, comprising FRS 102 have been followed
for the Company Financial Statements, subject to any material
departures disclosed and explained in the Financial
Statements;
• Make judgments and accounting estimates that are
reasonable and prudent; and
• Prepare the Financial Statements on the going concern basis
unless it is inappropriate to presume that the Group and
Company will continue in business.
The Directors are responsible for safeguarding the assets of the
Group and Company and hence for taking reasonable steps for
the prevention and detection of fraud and other irregularities.
The Directors are also responsible for keeping adequate
accounting records that are sufficient to show and explain
the Group’s and Company’s transactions and disclose with
reasonable accuracy at any time the financial position of
the Group and Company and enable them to ensure that the
Financial Statements and the Directors’ Remuneration Report
comply with the UK Companies Act 2006.
The Directors are responsible for the maintenance and integrity
of the Company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of Financial
Statements may differ from legislation in other jurisdictions.
The Directors are responsible for presenting the Consolidated
Financial Statements in compliance with the requirements set
out in the Delegated Regulation 2019/815 on European Single
Electronic Format (‘ESEF Regulation’).
Directors' confirmations
The Directors consider that the annual report and accounts,
taken as a whole, is fair, balanced and understandable and
provides the information necessary for shareholders to assess
the Group and Company’s position and performance, business
model and strategy.
Each of the Directors, whose names and functions are listed in
the presentation of the Board of Directors
on page 54 of this
Annual Report, confirm, to the best of their knowledge:
• The Group’s Financial Statements, which have been prepared
in accordance with UK-adopted international accounting
standards, international financial reporting standards
adopted pursuant to Regulation (EC) No 1606/2002 as it
applies in the European Union, give a true and fair view of
the assets, liabilities, financial position and loss of the group;
• The Company’s Financial Statements, which have been
prepared in accordance with United Kingdom Accounting
Standards, comprising FRS 102, give a true and fair view of the
assets, liabilities, financial position, and loss of the Group;
• The Strategic Report includes a fair review of the
development and performance of the business and the
position of the Group and Company, together with a
description of the principal risks that it faces.
In the case of each Director in office at the date the Directors’
Report is approved:
• So far as the Director is aware, there is no relevant audit
information of which the Group’s and Company’s auditors
are unaware; and
• They have taken all the steps that they ought to have taken as
a Director in order to make themselves aware of any relevant
audit information and to establish that the Group’s and
Company’s auditors are aware of that information.
This confirmation is given and should be interpreted in
accordance with the provisions of section 418 of the UK
Companies Act 2006. PricewaterhouseCoopers LLP have
expressed their willingness to continue in office as auditors
and a resolution to reappoint them is proposed by the Board
of Directors ahead of the Annual General Meeting.
This report was approved by the Board of Directors and signed
on its behalf by:
AUSTIN LALLY
Director
London, 26 March 2026
Corporate Governance
Statement of Directors’ Responsibilities in Respect of the Financial Statements
82 Verisure plc | Annual Report 2025
===== SIDA 85 =====
Financial
Statements
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
===== SIDA 86 =====
Contents
Independent auditors’ report to the members of
Verisure plc
85
Consolidated Financial Statements 91
Consolidated Income Statement 91
Consolidated Statement of Comprehensive Income 91
Consolidated Statement of Financial Position 92
Consolidated Statement of Changes in Equity 94
Consolidated Statement of Cash Flows 95
Notes to the Consolidated Financial Statements 96
Note 1 General company information 96
Note 2 Material accounting policies 96
Note 3 Critical accounting estimates and
significant judgments
102
Note 4 Segment reporting 104
Note 5 Business combinations 105
Note 6 Operating expenses by type 106
Note 7 Auditor's remuneration 107
Note 8 Employee information 107
Note 9 Share-based compensation 108
Note 10 Non-cash items 109
Note 11 Leases 109
Note 12 Depreciation and amortisation 111
Note 13 Financial income and expenses 112
Note 14 Taxes 113
Note 15 Earnings per share 115
Note 16 Transactions with related parties 116
Note 17 Property, plant and equipment 117
Note 18 Goodwill and intangible assets with
indefinite useful lives
118
Note 19 Customer portfolio 120
Note 20 Other intangible assets 121
Note 21 Prepayments and accrued income 122
Note 22 Financial risk management 122
Note 23 Inventories 129
Note 24 Trade receivables 129
Note 25 Borrowings 130
Note 26 Other provisions 132
Note 27 Accrued expenses and deferred income 132
Note 28 Pledged assets and contingent liabilities 134
Note 29 Events after the reporting period 134
Independent auditor’s report to the members of
Verisure plc – Parent Company
135
Parent Company Statement of Financial Position 141
Parent Company Statement of Changes in Equity 142
Notes to the Parent Company Financial statements 143
Note 1 General information 143
Note 2 Significant accounting policies 143
Note 3 Critical accounting estimates and
significant judgments
145
Note 4 Investment in subsidiary 145
Note 5 Cash and cash equivalents 147
Note 6 Other receivables 147
Note 7 Creditors: amounts falling due within one year 147
Note 8 Employees and directors 147
Note 9 Shared-based compensation 147
Note 10 Share capital and reserves 148
Note 11 Transactions with related parties 148
Note 12 Events after the reporting period 148
Five-year Financial overview 149
Alternative performance measures and other
performance metrics
150
Alternative performance measures reconciliation
(unaudited)
153
Financial Statements
84 Verisure plc | Annual Report 2025
===== SIDA 87 =====
Report on the audit of the group
financial statements
Opinion
In our opinion, Verisure plc’s group financial statements:
• give a true and fair view of the state of the group’s affairs
as at 31 December 2025 and of its loss and cash flows for the
year then ended;
• have been properly prepared in accordance with UK-adopted
international accounting standards; and
• have been prepared in accordance with the requirements of
the Companies Act 2006.
We have audited the financial statements, included within the
Annual Report, which comprise:
• the Consolidated Statement of Financial Position as at
31 December 2025;
• the Consolidated Income Statement for the year then ended;
• the Consolidated Statement of Comprehensive Income for the
year then ended;
• the Consolidated Statement of Changes in Equity for the year
then ended;
• the Consolidated Statement of Cash Flows for the year then
ended; and
• the notes to the financial statements, comprising material
accounting policy information and other explanatory
information.
Separate opinion in relation to international
financial reporting standards adopted pursuant to
Regulation (EC) No 1606/2002 as it applies in the
European Union
As explained in note 2 to the financial statements, the group,
in addition to applying UK-adopted international accounting
standards, has also applied international financial reporting
standards adopted pursuant to Regulation (EC) No 1606/2002
as it applies in the European Union.
In our opinion, the group financial statements have been
properly prepared in accordance with international financial
reporting standards adopted pursuant to Regulation (EC)
No 1606/2002 as it applies in the European Union.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (“ISAs (UK)”), International
Standards on Auditing issued by the International Auditing and
Assurance Standards Board (“ISAs”) and applicable law. Our
responsibilities under ISAs (UK) and ISAs are further described
in the Auditors’ responsibilities for the audit of the financial
statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Independence
We remained independent of the group in accordance with
the ethical requirements that are relevant to our audit of the
financial statements in the UK, which includes the FRC’s Ethical
Standard, as applicable to listed entities, and the International
Code of Ethics for Professional Accountants (including
International Independence Standards) issued by the
International Ethics Standards Board for Accountants (IESBA
Code), and we have fulfilled our other ethical responsibilities
in accordance with these requirements.
Our audit approach
Context
This is our first year as external auditors of the group and the
first accounting period following the corporate restructuring
in which Verisure plc became the new UK ultimate parent
company of the group. Verisure plc is a public limited company
incorporated under the laws of England and Wales, and is
listed on the NASDAQ Stockholm. As such, the group financial
statements are subject to an audit in accordance with the
requirements of the UK Companies Act 2006.
Overview
Audit scope
• The Group's headquarters are in the United Kingdom,
however it maintains its head office finance team in Malmo,
Sweden.
• We identified 40 legal entities, which when consolidated
represent the Verisure plc Group, collectively and hereafter
referred to as Verisure plc. Of the 40 components, we
identified six which, in our view, required an audit of their
complete financial information, either due to their size or
their risk characteristics. In addition to the full scope audits,
specific audit procedures were performed for one component
on selected individually significant balances. This, together
with additional procedures performed at group level, gave
us the evidence we needed.
• We used component teams in seven countries to perform
a combination of full scope audit procedures and audits
of specific accounts or balances. Certain group financial
statement disclosures and a number of complex areas,
prepared by the head office finance function, were audited
by the Sweden corporate component team.
Key audit matters
• Valuation of goodwill and customer portfolio assets
• Valuation of intangible assets (goodwill and customer
portfolio assets) in relation to the ADT Mexico acquisition
Materiality
• Overall materiality: Euro 37 million based on 1% of total
consolidated revenue.
• Performance materiality: Euro 27.75 million.
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Independent auditors’ report to the members of Verisure plc
Verisure plc | Annual Report 2025 85
===== SIDA 88 =====
The scope of our audit
As part of designing our audit, we determined materiality
and assessed the risks of material misstatement in the
financial statements.
Key audit matters
Key audit matters are those matters that, in the auditors’
professional judgement, were of most significance in the audit
of the financial statements of the current period and include
the most significant assessed risks of material misstatement
(whether or not due to fraud) identified by the auditors,
including those which had the greatest effect on: the overall
audit strategy; the allocation of resources in the audit; and
directing the efforts of the engagement team. These matters,
and any comments we make on the results of our procedures
thereon, were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on
these matters.
This is not a complete list of all risks identified by our audit.
Valuation of goodwill and
customer portfolio assets
The Group has €7,702.8m of
goodwill and €4,072.7m of
customer portfolio assets per
notes 18 and 19 respectively.
The audit of goodwill and
customer portfolio assets were
areas of focus given the
carrying value of the assets in
comparison to the total
consolidated assets. The
carrying value of goodwill and
customer portfolio assets are
required to be supported by
the higher of the future cash
flows (value in use) or the fair
value less cost to sell model.
There is a risk that the
goodwill and customer
portfolio assets will be
impaired if the cash flows do
not meet the Group’s forecast
projections. The impairment
review performed by the
Group contain a number of
estimates including discount
rates, long-term sales growth
rates and growth in Portfolio
Services Adjusted EBITDA
during the forecast periods.
Changes in these assumptions
could lead to an impairment to
the carrying value of the
goodwill and customer
portfolio assets.
The following procedures have been
performed:
• Evaluated the design of
management's controls to ensure
the impairment assessment of
goodwill and customer portfolio
balances is appropriately
performed;
• Obtained management's
impairment assessment and
ensured the calculations were
mathematically accurate;
• Assessed management's
determination of cash generating
units;
• Assessed the appropriateness of
the model used;
• Tested data in the model to ensure
the data is complete and accurate;
• Evaluated the work performed by
the Group's valuation experts, by
utilising a PwC valuation expert to
conclude on the appropriateness of
the model and discount rates
applied;
• Tested assumptions to support
their reasonableness; and
• Evaluated the company's sensitivity
analysis over the significant
assumptions used in the model.
No material audit findings have been
identified from our testing.
Key audit matter
How our audit addressed the
key audit matter
Valuation of intangible assets
(goodwill and customer
portfolio assets) in relation to
the ADT Mexico acquisition
The Group acquired 100% of
the shares and voting rights in
ADT Private Security Services
de Mexico S.A. de C.V. (“ADT
Mexico”) for total cash
consideration of €207.5m per
note 5. Management
recognised goodwill of €93.3m
and customer portfolio assets
of €113.8m. Given the
magnitude of the intangible
assets relating to the ADT
Mexico acquisition and the
estimation involved in valuing
the assets, we have
determined that a high degree
of resources (including
experts) and effort were
required in performing
procedures related to the
business combination.
The following procedures have been
performed:
• Evaluated the design of
management's controls to ensure
the purchase price allocation of
intangible assets are appropriately
performed;
• Obtained management's purchase
price allocation assessment and
ensured the calculation is
mathematically accurate;
• Assessed the appropriateness of
the model used;
• Tested data in the model to ensure
the data is complete and accurate;
• Evaluated the work performed by
the Group's valuation experts, by
utilising a PwC valuation expert to
conclude on the appropriateness of
the model and discount rates
applied;
• Tested assumptions to support
their reasonableness; and
• Considered the adequacy of
management's disclosure in
respect of the ADT Mexico
acquisition.
No material audit findings have been
identified from our testing.
Key audit matter
How our audit addressed the
key audit matter
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed
enough work to be able to give an opinion on the financial
statements as a whole, taking into account the structure of the
group, the accounting processes and controls, and the industry
in which it operates.
The group's accounting process is structured around a local
finance function in each of the group's reporting units. These
functions maintain their own accounting records and controls
(although transactional processing and certain controls for
some reporting units are performed at a shared service centre)
and report to the head office finance team based in Sweden
through an integrated consolidation system.
In establishing the overall group audit strategy and plan, we
determined the type of work that needed to be performed at
the reporting units by the group engagement team and by
component auditors from other PwC network firms. Where the
work was performed by component auditors, we determined
the level of involvement we needed to have in the audit work
at those reporting units so as to be able to conclude whether
sufficient appropriate audit evidence had been obtained as a
basis for our opinion on the group financial statements as
a whole.
Financial Statements
Independent auditors’ report to the members of Verisure plc continued
86 Verisure plc | Annual Report 2025
===== SIDA 89 =====
For each reporting unit, we determined whether we required an
audit of their complete financial information ("full scope") or
whether procedures on specified accounts or balances would
be sufficient. We determined that 6 full scope components
were required because of their size. We maintained regular
communication with the local teams during the planning,
execution and completion phases of their audits. We directed
the work of the component teams, reviewed their approach
and findings and participated in the closing meetings of the
significant components.
In addition, we determined that audit procedures over certain
accounts or balances was required at one reporting unit to
provide sufficient overall group coverage of particular financial
statement line items. We performed a detailed review of the
working papers for the significant components and other
component team as deemed appropriate. We maintained
regular communication with the local team during the planning,
execution and completion phase of their audit. We directed
the work of the component team, reviewed their approach
and findings and participated in the closing meeting of
the component.
The Swedish corporate component team performed audit
procedures over certain areas that are managed by the
corporate finance team based in Malmo, Sweden, including
but not limited to group tax matters and the audit of the
consolidation schedule.
Our full scope audits accounted for 70% of group revenue.
The impact of climate risk on our audit
As part of our audit we made enquiries of management to
understand the extent of the potential impact of climate risk
on the group’s financial statements, and we remained alert
when performing our audit procedures for any indicators of
the impact of climate risk. Our procedures did not identify
any material impact as a result of climate risk on the group’s
financial statements.
Materiality
The scope of our audit was influenced by our application
of materiality. We set certain quantitative thresholds for
materiality. These, together with qualitative considerations,
helped us to determine the scope of our audit and the nature,
timing and extent of our audit procedures on the individual
financial statement line items and disclosures and in evaluating
the effect of misstatements, both individually and in aggregate
on the financial statements as a whole.
Based on our professional judgement, we determined
materiality for the financial statements as a whole as follows:
Overall group materiality Euro 37 million.
How we determined it 1% of total consolidated revenue
Rationale for benchmark
applied
We consider revenue to be the most
appropriate benchmark to determine
materiality for the group as revenue,
which is a key metric used to assess
the performance of the group.
For each component in the scope of our group audit, we
allocated a materiality that is less than our overall group
materiality. The range of materiality allocated across
components was between Euro 5.5 million and Euro 31.5 million.
Certain components were audited to a local statutory audit
materiality that was also less than our overall group materiality.
We use performance materiality to reduce to an appropriately
low level the probability that the aggregate of uncorrected
and undetected misstatements exceeds overall materiality.
Specifically, we use performance materiality in determining
the scope of our audit and the nature and extent of our testing
of account balances, classes of transactions and disclosures,
for example in determining sample sizes. Our performance
materiality was 75% of overall materiality, amounting to
Euro 27.75 million for the group financial statements.
In determining the performance materiality, we considered
a number of factors - the history of misstatements, risk
assessment and aggregation risk and the effectiveness of
controls - and concluded that an amount at the upper end
of our normal range was appropriate.
We agreed with those charged with governance that we would
report to them misstatements identified during our audit above
Euro 3.7 million as well as misstatements below that amount
that, in our view, warranted reporting for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group's
ability to continue to adopt the going concern basis of
accounting included:
• Obtaining from management their assessment which supports
the Board's conclusions with respect to the going concern
basis of preparation of the financial statements;
• Testing the mathematical integrity of the cash flow forecasts
and the models which extend through to the end of 2027,
and reconciling these to the Board approved budgets;
• Identifying and assessing management's alternate severe but
plausible downside scenarios, and considering whether the
assumptions in the downside scenario were reasonable and
appropriate;
• Assessing the reliability of cash flow forecasts by comparing
actual performance to forecasts, specifically performing
lookback testing over the budgeted results of 2025; and
• Assessing the completeness of the going concern disclosures
contained within the annual report.
Based on the work we have performed, we have not identified
any material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the
group's ability to continue as a going concern for a period of
at least twelve months from when the financial statements
are authorised for issue.
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Verisure plc | Annual Report 2025 87
===== SIDA 90 =====
In auditing the financial statements, we have concluded that
the directors’ use of the going concern basis of accounting in
the preparation of the financial statements is appropriate.
However, because not all future events or conditions can be
predicted, this conclusion is not a guarantee as to the group's
ability to continue as a going concern.
Our responsibilities and the responsibilities of the directors
with respect to going concern are described in the relevant
sections of this report.
Reporting on other information
The other information comprises all of the information in the
Annual Report other than the financial statements and our
auditors’ report thereon. The directors are responsible for
the other information. Our opinion on the financial statements
does not cover the other information and, accordingly, we do
not express an audit opinion or, except to the extent otherwise
explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, our
responsibility is to read the other information and, in doing
so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially
misstated. If we identify an apparent material inconsistency or
material misstatement, we are required to perform procedures
to conclude whether there is a material misstatement of the
financial statements or a material misstatement of the other
information. If, based on the work we have performed, we
conclude that there is a material misstatement of this other
information, we are required to report that fact. We have
nothing to report based on these responsibilities.
With respect to the Strategic report and Directors’ Report, we
also considered whether the disclosures required by the UK
Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the
Companies Act 2006 requires us also to report certain opinions
and matters as described below.
Strategic report and Directors’ Report
In our opinion, based on the work undertaken in the course
of the audit, the information given in the Strategic report and
Directors’ Report for the year ended 31 December 2025 is
consistent with the financial statements and has been
prepared in accordance with applicable legal requirements.
In light of the knowledge and understanding of the group and
its environment obtained in the course of the audit, we did not
identify any material misstatements in the Strategic report and
Directors’ Report.
Responsibilities for the financial statements and
the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Statement of Directors’
Responsibilities in Respect of the Financial Statements, the
directors are responsible for the preparation of the financial
statements in accordance with the applicable framework and
for being satisfied that they give a true and fair view. The
directors are also responsible for such internal control as they
determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether
due to fraud or error.
In preparing the financial statements, the directors are
responsible for assessing the group’s ability to continue as
a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting
unless the directors either intend to liquidate the group or to
cease operations, or have no realistic alternative but to do so.
The directors are responsible for presenting and marking up
the consolidated financial statements in compliance with the
requirements set out in the Delegated Regulation 2019/815
on European Single Electronic Format (“ESEF Regulation”).
Auditors’ responsibilities for the audit of the financial
statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to
issue an auditors’ report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs (UK) and 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 financial statements.
Irregularities, including fraud, are instances of non-compliance
with laws and regulations. We design procedures in line with
our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud.
The extent to which our procedures are capable of detecting
irregularities, including fraud, is detailed below.
Based on our understanding of the group and industry, we
identified that the principal risks of non-compliance with laws
and regulations related to data protection legislation, anti-
bribery and competition law (including but not limited to the
Foreign Corrupt Practices Act and the Proceeds of Crime Act),
and we considered the extent to which non-compliance might
have a material effect on the financial statements. We also
considered those laws and regulations that have a direct
impact on the financial statements such as the Companies Act
2006 and tax legislation. We evaluated management’s
incentives and opportunities for fraudulent manipulation of the
financial statements (including the risk of override of controls),
and determined that the principal risks were related to posting
unauthorised manual journal entries to create fictitious
Financial Statements
Independent auditors’ report to the members of Verisure plc continued
88 Verisure plc | Annual Report 2025
===== SIDA 91 =====
revenue during the reporting period and management bias in
significant accounting estimates or judgments to manipulate
results. The group engagement team shared this risk
assessment with the component auditors so that they could
include appropriate audit procedures in response to such
risks in their work. Audit procedures performed by the group
engagement team and/or component auditors included:
• Holding discussions with Group management, legal and tax
advisors, including consideration of known or suspected
instances of non-compliance with laws and regulation and
fraud;
• Evaluation of management's controls designed to prevent
and detect irregularities;
• Review of Board meeting minutes;
• Challenging assumptions and judgements made by
management in their significant accounting estimates and
judgments;
• Identifying and testing journal entries based on our risk
assessment and evaluating whether there was evidence
of management bias that represents a risk of material
misstatement due to fraud;
• Incorporating elements of unpredictability into the audit
procedures performed; and
• Reviewing the financial statement disclosures and testing
to supporting documentation to assess compliance with
applicable laws and regulations.
There are inherent limitations in the audit procedures
described above. We are less likely to become aware of
instances of non-compliance with laws and regulations that are
not closely related to events and transactions reflected in the
financial statements. Also, the risk of not detecting a material
misstatement due to fraud is higher than the risk of not
detecting one resulting from error, as fraud may involve
deliberate concealment by, for example, forgery or intentional
misrepresentations, or through collusion.
Our audit testing might include testing complete populations of
certain transactions and balances, possibly using data auditing
techniques. However, it typically involves selecting a limited
number of items for testing, rather than testing complete
populations. We will often seek to target particular items for
testing based on their size or risk characteristics. In other cases,
we will use audit sampling to enable us to draw a conclusion
about the population from which the sample is selected.
A further description of our responsibilities for the audit of the
financial statements in accordance with ISAs (UK) is located on
the FRC’s website at: www.frc.org.uk/auditorsresponsibilities.
This description forms part of our auditors’ report.
As part of an audit in accordance with ISAs, we exercise
professional judgement and maintain professional scepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the
financial statements, whether due to fraud or error, design
and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the
override of internal control.
• Obtain an understanding of internal control relevant to the
audit in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and
the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s 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 auditor’s report to the
related disclosures in the financial statements 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 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 financial statements, including the disclosures, and
whether the financial statements represent the underlying
transactions and events in a manner that achieves fair
presentation.
• Obtain sufficient appropriate audit evidence regarding the
financial information of the entities or business activities
within the Group to express an opinion on the financial
statements. We are responsible for the direction, supervision
and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with those charged with governance
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 those charged with governance 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, actions taken to eliminate threats or
safeguards applied.
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Verisure plc | Annual Report 2025 89
===== SIDA 92 =====
From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the financial statements 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 or
when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because
the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such
communication.
It is also our responsibility to assess whether the consolidated
financial statements have been prepared, in all material
respects, in compliance with the requirements laid down in
the ESEF Regulation.
Use of this report
This report, including the opinions, has been prepared for and
only for the company’s members as a body in accordance with
Chapter 3 of Part 16 of the Companies Act 2006 and for no other
purpose. We do not, in giving these opinions, accept or assume
responsibility for any other purpose or to any other person to
whom this report is shown or into whose hands it may come
save where expressly agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you
if, in our opinion:
• we have not obtained all the information and explanations we
require for our audit; or
• certain disclosures of directors’ remuneration specified by
law are not made.
We have no exceptions to report arising from this
responsibility.
Report on other legal and regulatory requirements
We have checked the compliance of the consolidated financial
statements of the company as at 31 December 2025 with the
relevant statutory requirements set out in the ESEF Regulation
that are applicable to financial statements. That is, for the
company:
• The consolidated financial statements are prepared in a valid
xHTML format;
• The XBRL markup of the consolidated financial statements
uses the core taxonomy and the common rules on markups
specified in the ESEF Regulation.
In our opinion, the consolidated financial statements of the
company as at 31 December 2025, have been prepared in a
format that, in all material respects, enables uniform electronic
reporting in compliance with the requirements laid down in the
ESEF Regulation as described in the Directors' Report.
Other matter
We have reported separately on the company financial
statements of Verisure plc for the period ended 31 December
2025 and on the information in the Annual Directors'
Remuneration Report that is described as having been audited.
CHRISTOPHER BOREHAM (SENIOR STATUTORY AUDITOR)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Reading
26 March 2026
Financial Statements
Independent auditors’ report to the members of Verisure plc continued
90 Verisure plc | Annual Report 2025
===== SIDA 93 =====
Consolidated Income Statement
For the year ended 31 December
€m Note 2025 2024
Revenue 4 3,745.4 3,408.0
Cost of sales 6, 8, 10, 11, 12 (1,933.9) (1,760.6)
Gross profit 1,811.5 1,647.4
Selling expenses 6, 8, 10, 11, 12 (421.5) (391.0)
Administrative expenses 6, 7, 8, 9, 10, 11, 12 (1,096.9) (953.9)
Other income 5.6 4.9
Operating profit 298.7 307.4
Financial income 13 2.0 28.0
Financial expenses 13 (496.9) (523.5)
Profit or (loss) before tax (196.2) (188.1)
Income tax (expense)/credit 14 (59.7) 3.2
Net profit or (loss) for the period (255.9) (184.9)
Earnings per share (€)
Earnings (loss) per share, basic and diluted 15 (0.30) (0.23)
Consolidated Statement of Comprehensive Income
For the year ended 31 December
€m Note 2025 2024
Net profit or (loss) for the period (255.9) (184.9)
Items that may not be reclassified to the consolidated income statement
Re-measurement of defined benefit plan 0.2 (0.8)
Income tax related to these items 14 0.0 0.3
Items that may not be reclassified to the consolidated income statement 0.2 (0.5)
Items that may subsequently be reclassified to the consolidated income statement
Change in hedging reserve (15.0) 13.2
Currency translation differences on foreign operations 91.1 (124.2)
Income tax related to these items 14 3.2 (2.7)
Items that may subsequently be reclassified to the consolidated income statement 79.3 (113.7)
Other comprehensive income/(expenses) 79.5 (114.2)
Total comprehensive income/(expenses) for the period (176.4) (299.1)
The notes to the Consolidated Financial Statements on pages 96 to 134 form an integral part of the Consolidated Financial
Statements.
All activities have arisen from continuing operations.
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Consolidated Financial Statements
Verisure plc | Annual Report 2025 91
===== SIDA 94 =====
Consolidated Statement of Financial Position
As at 31 December
€m Note 2025 2024
Assets
Non-current assets
Property, plant and equipment 17 1,701.9 1,574.1
Right-of-use assets 11 205.1 190.6
Goodwill 18 7,702.8 7,570.4
Customer portfolio 19 4,072.7 4,201.5
Other intangible assets 20 1,393.5 1,359.8
Deferred tax assets 14 78.2 136.9
Trade and other receivables 16, 22, 24 183.3 139.0
Total non-current assets 15,337.5 15,172.3
Current assets
Inventories 23 281.7 316.2
Trade receivables 22, 24 347.2 316.3
Current tax assets 14 33.0 24.5
Derivatives 22 0.2 21.7
Prepayments and accrued income 21 143.7 94.0
Other current receivables 22 104.8 79.3
Cash and cash equivalents 22 30.0 30.1
Total current assets 940.6 882.1
Total assets 16,278.1 16,054.4
Financial Statements
Consolidated Financial Statements continued
92 Verisure plc | Annual Report 2025
===== SIDA 95 =====
Consolidated Statement of Financial Position
As at 31 December
€m Note 2025 2024
Equity and liabilities
Equity
Share capital 1.0 359.0
Other paid in capital 10,200.5 6,801.0
Share-based compensation reserve 19.4 -
Translation reserve (319.8) (410.9)
Hedging reserve 1.6 13.4
Accumulated losses (1,138.2) (889.9)
Total equity 8,764.5 5,872.6
Non-current liabilities
Long-term borrowings 22, 25 4,985.5 7,580.0
Derivatives 22 20.4 24.9
Other non-current liabilities 22 108.2 137.0
Deferred tax liabilities 14 1,013.9 1,083.3
Other provisions 26 48.2 42.1
Total non-current liabilities 6,176.2 8,867.3
Current liabilities
Trade payables 22 179.5 176.0
Current tax liabilities 14 86.9 104.2
Short-term borrowings 22, 25 329.8 357.5
Derivatives 22 6.1 0.0
Accrued expenses and deferred income 22, 27 649.5 576.8
Other current liabilities 22 85.6 100.0
Total current liabilities 1,337.4 1,314.5
Total liabilities 7,513.6 10,181.8
Total equity and liabilities 16,278.1 16,054.4
The Consolidated Financial Statements of Verisure plc, registered number 16440137, were approved by the Board of Directors
and authorised for issue on 26 March 2026. They were signed on its behalf by:
AUSTIN LALLY
Director
London, 26 March 2026
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Verisure plc | Annual Report 2025 93
===== SIDA 96 =====
Consolidated Statement of Changes in Equity
For the year ended 31 December
Attributable to equity holders of the parent company
€m
Share
capital
Share
premium
Other paid
in capital
Share-based
compensation
reserve
Translation
reserve
Hedging
reserve
Accumulated
losses Total
Balance as of 1 January 2025 359.0 - 6,801.0 - (410.9) 13.4 (889.9) 5,872.6
Net profit or (loss) for the period - - - - - - (255.9) (255.9)
Other comprehensive income/
(expense) - - - - 91.1 (11.8) 0.2 79.5
Total comprehensive income/
(expense) - - - - 91.1 (11.8) (255.7) (176.4)
Transactions with owners
Reclassification from equity
settled share-based
compensation plan to cash
settled
- - (9.3) - - - 7.4 (1.9)
Shareholder's contribution - - 3.6 - - - - 3.6
Effect from reorganisation -
Verisure Group Topholding AB (359.0) - (6,795.3) - - - - (7,154.3)
Effect from reorganisation -
Verisure plc 0.8 7,153.6 - - - - - 7,154.4
Share issuance 0.2 3,099.8 - - - - - 3,100.0
Transaction costs in relation to
share issuance
- (52.9) - - - - - (52.9)
Share-based compensation plan - - - 19.4 - - - 19.4
Bonus issue 10,200.5 (10,200.5) - - - - - -
Capital reduction (10,200.5) - 10,200.5 - - - - -
Total transactions with owners (358.0) - 3,399.5 19.4 - - 7.4 3,068.3
Balance as of 31 December 2025 1.0 - 10,200.5 19.4 (319.8) 1.6 (1,138.2) 8,764.5
Attributable to equity holders of the parent company
€m
Share
capital
Other paid
in capital
Share-based
compensation
reserve
Translation
reserve
Hedging
reserve
Accumulated
losses Total
Balance as of 1 January 2024 359.0 6,819.9 - (286.7) 2.9 (704.5) 6,190.7
Net profit or (loss) for the period - - - - - (184.9) (184.9)
Other comprehensive income/
(expense) - - - (124.2) 10.5 (0.5) (114.2)
Total comprehensive income/
(expense) - - - (124.2) 10.5 (185.4) (299.1)
Transactions with owners
Redemption of share capital (1.0) (19.6) - - - -
(20.7)
Bonus issue 1.0 (1.0) - - - - 0.0
Shareholder's contribution - 1.7 - - - - 1.7
Total transaction with owners - (18.9) - - - - (19.0)
Balance as of 31 December 2024 359.0 6,801.0 - (410.9) 13.4 (889.9) 5,872.6
Refer to note 1 General company information for more information on equity transactions as well as comparative figures.
Financial Statements
Consolidated Financial Statements continued
94 Verisure plc | Annual Report 2025
===== SIDA 97 =====
Consolidated Statement of Cash Flows
For the year ended 31 December
€m Note 2025 2024
Operating activities
Operating profit 298.7 307.4
Adjustment of depreciation and amortisation 12 1,078.1 1,068.7
Adjustment of retirement of assets 139.4 125.8
Adjustment for other non-cash items 10 20.8 2.1
Paid taxes (146.8) (114.6)
Cash flow from operating activities before change in working capital 1,390.2 1,389.4
Change in working capital
Change in inventories 32.9 (26.3)
Change in trade receivables (44.6) (62.4)
Change in other receivables (83.1) (56.4)
Change in trade payables (0.1) 6.7
Change in other payables 21.7 79.5
Cash flow from change in working capital (73.2) (58.9)
Cash flow from operating activities 1,317.0 1,330.5
Investing activities
Investments in intangible assets 19, 20 (477.9) (440.6)
Investments in property, plant and equipment 17 (504.0) (478.2)
Shares purchased by Employee Benefit Trust (16.2) -
Acquisition of subsidiaries, net of cash acquired 5 (204.3) -
Interest received 2.1 1.9
Cash flow from investing activities (1,200.3) (916.9)
Financing activities
Share issuance 3,100.1 -
Transaction costs in relation to share issuance (52.9) -
New financing 3,490.0 1,050.0
Repayment of financing (5,251.5) (1,030.0)
Change in revolving credit facility (843.8) 130.5
Repayment of lease liability (66.7) (61.0)
Change in other borrowings (31.6) (13.7)
Interest paid (411.7) (466.7)
Call cost old debt in relation to repayment of financing (10.6) -
Paid bank and advisory fees in relation to new financing (23.3) (11.0)
Other financial items (12.6) (1.9)
Cash flow from financing activities (114.6) (403.8)
Cash flow for the period 2.1 9.8
Cash and cash equivalents at start of period 30.1 21.4
Effects of exchange rate changes on cash and cash equivalents (2.2) (1.1)
Cash and cash equivalents at end of period 30.0 30.1
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
Verisure plc | Annual Report 2025 95
===== SIDA 98 =====
Note 1 General company information
Information regarding Verisure plc
Verisure plc was incorporated on 9 May 2025, under the UK
Companies Act 2006 and registered and domiciled in England
and Wales with Reg. No. 16440137 and registered office in
London. The Company was up until September 2025 a private
company limited by shares founded in the United Kingdom
under English law and operating under English law. The
Company’s form of association is governed by the UK
Companies Act 2006. Verisure plc’s shares are listed on
Nasdaq Stockholm since 8 October 2025.
The financial statements were approved by the Board of
Directors on 26 March 2026. The financial statements are
subject to approval by the Annual General Meeting
of shareholders.
Comparative period
These consolidated financial statements are the first full
year report for Verisure plc, the newly formed Group. The
comparative figures are presented as a continuation of the
Verisure Group Topholding AB’s 2024 consolidated annual
accounts on the basis that Verisure plc was not established
as the parent entity of Verisure Group Topholding AB until
7 October 2025. The reorganisation only affected the share
capital structure, not the underlying business, as detailed
below.
Share capital reorganisation and reduction
On 7 October 2025, the Company issued 742,900,000 shares
against a contribution by Aegis Lux 2 S.à r.l. of 100% of the
shares in Verisure Group Topholding AB, whereby Verisure plc
became the ultimate parent company of the Verisure Group.
Total number of shares after the share issue on this day
equalled 800,000,000.
Stockholm Stock Exchange listing
On 8 October 2025, Verisure plc listed on Nasdaq Stockholm.
The listing price per share amounted to €13.25, which
corresponded to a market capitalisation value of €13.7bn.
The listing process included issuance of 233,962,264 new shares
and the total number of shares after the share issue amounted
to 1,033,962,264.
Nature of operations
Verisure plc Group, hereafter referred to as ‘the Group’, is the
leading provider of monitored security services for homes
and small businesses in Europe and Latin America. The Group
protects close to 6.2 million customers across 18 countries.
Note 2 Material accounting policies
The material accounting policies in the preparation of these
consolidated financial statements are described in this note.
These policies were applied consistently for all years presented,
unless otherwise stated.
Basis of presentation
Compliance with IFRS
These consolidated financial statements have been prepared
in accordance with the International Financial Reporting
Standards (IFRS), as approved by the UK. The consolidated
financial statements also comply fully with IFRS Accounting
Standards as adopted by the European Union. The accounting
policies are unchanged compared with those applied in 2024
and have been applied consistently throughout the current
and preceding year.
Historical cost convention
The consolidated financial statements have been prepared on
a historical cost basis, except where a fair value measurement
is required according to IFRS (e.g. for derivative financial
instruments, which have been measured at fair value, and
pension liabilities related to defined benefit plans), and for
the application of IAS 29 Financial reporting in hyperinflationary
economies regarding the Group’s subsidiary in Argentina.
Historical cost is generally based on the fair value of the
consideration given up in exchange for the assets.
Basis of consolidation | IFRS 10 & IFRS 12
Subsidiaries are all entities of which the Group has control,
directly or indirectly. Control exists when the Group is exposed
to, or has rights to, variable returns from its involvement with
the entity and has the ability to affect those returns through its
power to direct the activities of the entity.
All inter-company transactions, balances and unrealised gains
and losses attributable to inter-company transactions are
eliminated in the preparation of the consolidated financial
statements. The accounting principles used by subsidiaries
are adjusted where necessary to ensure consistency with the
principles applied by the Group.
Going concern
The Group has continued to build on its good track record of
underlying profitable and resilient growth over the last years.
Verisure has continued to deliver good underlying results, both
operationally and financially. Our business model has proved
resilient to date, and we believe the fundamental customer
need for security and peace of mind remains unchanged. The
Group will consistently strive to maintain the highest levels of
customer satisfaction in the industry in order to reduce attrition.
The Directors of Verisure have made a judgment, at the time of
approving the consolidated financial statements of 2025, that
there are no material uncertainties that influence the Group’s
ability to continue as a going concern. The judgment is made
based on the financial resources available, and with a
reasonable expectation that the Group has adequate resources
to continue the business at least over the assessed period, i.e.
from 31 December 2025 to 30 June 2027. In the assessment, the
Directors have contemplated the impact of potential severe but
reasonable downsides that may affect the activity of the Group.
The main severe but plausible downsides assessed are higher
attrition, higher cost per acquisition (CPA)/increased recurring
monthly cost (RMC) and with no compensating uplift in monthly
average revenue per user (ARPU).
Financial Statements
Notes to the Consolidated Financial Statements
96 Verisure plc | Annual Report 2025
===== SIDA 99 =====
The Directors have a reasonable expectation that the Group is
well placed to manage its business risks in a balanced way and
that it has sufficient resources to continue the operation over
the going concern period. Consequently, the Directors continue
to adopt the going concern concept in the preparation of these
consolidated full year financial statements.
Foreign currency translation | IAS 21
Functional and presentation currency
Items included in the financial statements of each of the
Group’s entities are measured by using the currency of the
primary economic environment in which the entity operates
(the functional currency). On consolidation, the assets and
liabilities of the Group’s foreign operations are translated at
exchange rates prevailing on the balance sheet date. Income
and expense items are translated at the average exchange
rates for the period. The consolidated financial statements
are presented in euro (EUR/€), which is the parent company’s
functional and presentation currency.
Transactions and balances
Transactions in foreign currency are translated into an entity’s
functional currency using the exchange rates on the dates of
the transactions. Exchange differences on monetary items are
recognised in the consolidated income statement when they
arise. Exchange differences from operating items are
recognised as either cost of sales or selling or administrative
expenses, while exchange differences from financial items are
recognised as financial income or financial expenses. When
preparing the financial statements of individual companies,
foreign currency denominated receivables and liabilities are
translated to the functional currency of the individual company
using the exchange rates at each balance sheet date.
Segment reporting | IFRS 8
The Group’s operating segments are identified by grouping
together the business by revenue stream, as this is the basis on
which information is provided to the Chief Operating Decision
Maker (CODM) for the purposes of allocating resources within
the Group and assessing the performance of the Group’s
businesses. The Group has identified the Group Management
Team as its CODM. The segments identified based on the
Group’s operating activities are Customer Acquisition, Portfolio
Services and Adjacencies which are explained further in note 4.
Separately disclosed items (SDIs)
Separately disclosed items (SDIs) are income and costs that
have been recognised in the consolidated income statement
and which management believes, due to their nature, collective
size or incident, should be disclosed separately to give a more
comparable view of the year-on-year financial performance.
Subsequent adjustments to items previously recognised as an
SDI will normally also be reflected as an SDI in future periods.
Revenue recognition | IFRS 15
The Group’s revenue is mainly generated from recurring
monthly fees in the Portfolio Services segment, which account
for approximately 85% of the Group's total revenue. This
revenue comes from providing monitored security services.
The service includes 24/7 monitoring, expert verification and
response, customer care, maintenance, and professional
technical support. The remaining part of the revenue is
mainly generated from security audits and installations in
the Customer Acquisition segment, invoiced services, and
product sales.
Within our customer contracts we have identified two
performance obligations, security audit and installation as
well as monitoring. For security audit and installations, revenue
is recognised when the products are installed at a customer
premises. Income from alarm monitoring services is recognised
over time during the period to which the service relates.
For customer agreements containing multiple deliverables
(security audit and installation as well as monitoring services)
the transaction price is allocated to each performance
obligation based on the stand-alone selling prices. The stand-
alone selling price for the security audit and installation is
calculated based on the cost for the installation with a margin
based on external benchmarks. Any amount invoiced as
installation fee which differs from the calculated stand-alone
selling price for the installation service is recognised on a
linear basis over the contract period.
Revenue from the sale of other products and services is
recognised when the product is transferred to the customer
or when the service is performed.
Payment terms
Payment terms on the Groups invoices to customers varies
between the different markets where the Group operates.
The payment terms varies between 7 days and 60 days.
Financing
To enhance payment flexibility to our customers, some of the
Group’s entities offer to finance part of the upfront fee, i.e. the
customer is offered the opportunity to pay the financed amount
in monthly instalments typically over a three-year period. This
offered service supports the Group’s growth and profitability
targets and may be arranged in two alternative ways: external
or internal financing.
Customer financing arrangements
The Group offers financing solutions to our customers, mainly
for payment of the upfront fee for the installation and security
audit. This could either be external financing - where a bank or
financing partner is involved, or internal financing - where the
Group offers the financing to the customer with internal
resources within the Group.
External financing
The Group enters into factoring arrangements whereby
customer receivables are transferred to a financing partner
in exchange for cash. When the Group retains the customer
payment default risk on the factored customer receivables
the Group continues to recognise these receivables in the
consolidated financial statements with a corresponding
financial liability until such time as the full amount of the
receivable is collected under the factoring arrangement
from the customer.
Strategic Report Corporate Governance Financial Statements Sustainability Statement Additional Information
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Internal financing
In case of internal financing, the customer is first invoiced all
instalments relating to the financed upfront fee. The financed
upfront fee is broken down into monthly instalments which
are collected from the customer by the Group. In this case the
Group assumes the credit risk.
Business combinations | IFRS 3
Acquisitions of subsidiaries and businesses are accounted
for under IFRS 3. The consideration for each acquisition is
measured at the aggregate of the fair values at the acquisition
date of identifiable assets acquired, liabilities that arise or are
assumed and equity instruments issued by the Group. The
acquisition date is the date on which control is transferred to
the Group. The consideration for an acquisition also includes
any assets or liabilities arising from a contingent consideration
arrangement. If the consideration exceeds the net assets
acquired, that excess is recognised as goodwill. All acquisition-
related costs are recognised in the consolidated income
statement as incurred.
Deferred tax assets or liabilities and liabilities, or assets related
to employee benefit arrangements, are recognised and
measured in accordance with IAS 12 Income Taxes and IAS 19
Employee Benefits respectively.
Subsequent changes in fair values are adjusted against the cost
of the acquisition where they qualify as measurement period
adjustments and relate to information concerning facts and
circumstances that existed at the acquisition date within one
year from the acquisition date. Fair values and corresponding
value of goodwill are restated.
Operating expenses
The Group’s business model involves sales and installations
carried out primarily by the same individuals. The costs of these
activities are recognised in gross profit. This means that ‘cost
of sales’ includes some costs that are actually selling expenses
but cannot be allocated to a specific function.
Employee benefit expense | IAS 19
Post-employment obligations
Our employees in Norway, Denmark, Sweden, France, Belgium,
the Netherlands, the United Kingdom, Finland, Germany and
Switzerland participate in either defined contribution or
defined benefit pension plans. Defined contribution plans are
post-employment benefit schemes under which we pay fixed
contributions into a separate legal entity and have no legal or
constructive obligation to pay further contributions. Costs for
defined contribution schemes are expensed in the period
during which the employee carried out his or her work. Costs
are in line with the payments made during the period.
All pension liabilities in Sweden are classified as defined
contribution plans, except pensions for office-based staff which
are through a national multi-employer pension plan, which
is funded in the same manner as a defined benefit plan. The
percentage of contribution depends on the level of employee
participation and salaries in each country.
Defined benefit plans are post-employment benefit schemes
other than defined contribution plans. The Group has defined
benefit plans of limited scope in France and Switzerland. For
these plans, amounts to be paid as retirement benefits are
determined by reference to an actuarial calculation, usually
based on employees’ earnings and/or years of service.
Share-based payments | IFRS 2
The Group issues equity settled share-based payments to
certain employees. Equity settled share-based payments are
measured at fair value at the date of grant. The fair value
determined at the grant date of the equity settled share-based
payments is expensed on a straight line basis over the vesting
period. At each balance sheet date, the Group revises its
estimate of the number of equity instruments expected to vest.
The impact of the revision of the original estimates, if required,
is recognised in the consolidated income statement such that
the cumulative expense reflects the revised estimates with a
corresponding adjustment to the share-based compensation
equity reserve.
Taxes | IAS 12
Income taxes
Income taxes represent the sum of current and deferred tax.
These taxes have been calculated using tax rates that have
been enacted or substantively enacted at the reporting date.
Current tax
Current tax is based on taxable profit for the year or tax
assessment adjustments made to prior years. Taxable profit
differs from profit in the consolidated income statement
because it excludes items of income and expense that are
taxable or deductible in different years and it further excludes
items that are never taxable or deductible. Tax effects on
items recognised in equity or other comprehensive income
are recognised as such. The Group’s current tax assets and
liabilities are calculated using tax rates that have been
enacted or substantively enacted at the reporting date.
Deferred tax
Deferred tax is recognised using the statement of financial
position liability method. Deferred tax is the tax expected to
be payable or recoverable in the future arising from temporary
differences between the carrying amounts of assets and
liabilities in the financial statements and the corresponding tax
bases used in the computation of taxable profit. Deferred tax
liabilities are generally recognised for all taxable temporary
differences unless they arise from the initial recognition of
assets and liabilities in a transaction (other than in a business
combination) that affects neither the taxable profits nor the
accounting profit. Deferred tax liabilities are not recognised
on differences arising from initial recognition of goodwill.
Deferred tax is calculated at tax rates that are expected to
apply in the period when the liability is settled, or the asset is
realised, based on laws and rates that have been enacted or
substantively enacted at the balance sheet date. Deferred tax
income or expense is reported in the consolidated income
statement, except when it relates to items recognised in other
comprehensive income in which case it is recognised as such.
Financial Statements
Notes to the Consolidated Financial Statements continued
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